Document and Entity Information
Document and Entity Information - USD ($) | 12 Months Ended | ||
Dec. 31, 2017 | Feb. 14, 2018 | Jun. 30, 2017 | |
Document And Entity Information [Abstract] | |||
Entity Registrant Name | OWENS & MINOR INC/VA/ | ||
Entity Central Index Key | 75,252 | ||
Current Fiscal Year End Date | --12-31 | ||
Entity Filer Category | Large Accelerated Filer | ||
Document Type | 10-K | ||
Document Period End Date | Dec. 31, 2017 | ||
Document Fiscal Year Focus | 2,017 | ||
Trading Symbol | OMI | ||
Document Fiscal Period Focus (Q1,Q2,Q3,FY) | FY | ||
Amendment Flag | false | ||
Entity Common Stock, Shares Outstanding | 61,515,802 | ||
Entity Well-known Seasoned Issuer | Yes | ||
Entity Voluntary Filers | No | ||
Entity Current Reporting Status | Yes | ||
Entity Public Float | $ 1,970,878,173 |
Consolidated Statements of Inco
Consolidated Statements of Income - USD ($) $ in Thousands | 12 Months Ended | ||
Dec. 31, 2017 | Dec. 31, 2016 | Dec. 31, 2015 | |
Income Statement [Abstract] | |||
Net revenue | $ 9,318,275 | $ 9,723,431 | $ 9,772,946 |
Cost of goods sold | 8,146,409 | 8,536,121 | 8,558,373 |
Gross margin | 1,171,866 | 1,187,310 | 1,214,573 |
Distribution, selling and administrative expenses | 1,016,978 | 970,424 | 993,783 |
Acquisition-related and exit and realignment charges | 60,707 | 24,675 | 28,404 |
Other operating (income) expense, net | 4,930 | (7,388) | (7,973) |
Operating earnings | 89,251 | 199,599 | 200,359 |
Interest expense, net | 31,773 | 27,057 | 27,149 |
Income before income taxes | 57,478 | 172,542 | 173,210 |
Income tax (benefit) provision | (15,315) | 63,755 | 69,801 |
Net income | $ 72,793 | $ 108,787 | $ 103,409 |
Net income attributable to Owens & Minor, Inc. per common share: | |||
Basic and diluted (in usd per share) | $ 1.20 | $ 1.76 | $ 1.65 |
Cash dividends per common share (in usd per share) | $ 1.03 | $ 1.02 | $ 1.01 |
Consolidated Statements of Comp
Consolidated Statements of Comprehensive Income - USD ($) $ in Thousands | 12 Months Ended | ||
Dec. 31, 2017 | Dec. 31, 2016 | Dec. 31, 2015 | |
Statement of Comprehensive Income [Abstract] | |||
Net income | $ 72,793 | $ 108,787 | $ 103,409 |
Other comprehensive income (loss), net of tax: | |||
Currency translation adjustments (net of income tax of $0 in 2017, 2016 and 2015) | 43,060 | (15,017) | (27,581) |
Change in unrecognized net periodic pension costs (net of income tax of $6 in 2017, $343 in 2016, and $90 in 2015) | (857) | (727) | (159) |
Other (net of income tax of $0 in 2017, 2016, and 2015) | 196 | 86 | (84) |
Other comprehensive income (loss) | 42,399 | (15,658) | (27,824) |
Comprehensive income | $ 115,192 | $ 93,129 | $ 75,585 |
Consolidated Statements of Com4
Consolidated Statements of Comprehensive Income (Parenthetical) - USD ($) $ in Thousands | 12 Months Ended | ||
Dec. 31, 2017 | Dec. 31, 2016 | Dec. 31, 2015 | |
Statement of Comprehensive Income [Abstract] | |||
Currency translation adjustment, income tax expense | $ 0 | $ 0 | $ 0 |
Change in unrecognized net periodic pension costs, income tax benefit | 6 | 343 | 90 |
Other, income tax benefits | $ 0 | $ 0 | $ 0 |
Consolidated Balance Sheets
Consolidated Balance Sheets - USD ($) $ in Thousands | Dec. 31, 2017 | Dec. 31, 2016 |
Current assets | ||
Cash and cash equivalents | $ 104,522 | $ 185,488 |
Accounts receivable, net | 758,936 | 606,084 |
Merchandise inventories | 990,193 | 916,311 |
Other current assets | 328,254 | 254,156 |
Total current assets | 2,181,905 | 1,962,039 |
Property and equipment, net | 206,490 | 191,718 |
Goodwill, net | 713,811 | 414,936 |
Intangible assets, net | 184,468 | 82,511 |
Other assets, net | 89,619 | 66,548 |
Total assets | 3,376,293 | 2,717,752 |
Current liabilities | ||
Accounts payable | 947,572 | 750,750 |
Accrued payroll and related liabilities | 30,416 | 45,051 |
Other current liabilities | 331,745 | 238,837 |
Total current liabilities | 1,309,733 | 1,034,638 |
Long-term debt, excluding current portion | 900,744 | 564,583 |
Deferred income taxes | 74,247 | 90,383 |
Other liabilities | 76,090 | 68,110 |
Total liabilities | 2,360,814 | 1,757,714 |
Commitments and contingencies | ||
Equity | ||
Common stock, par value $2 per share; authorized—200,000 shares; issued and outstanding—61,476 shares and 61,031 shares | 122,952 | 122,062 |
Paid-in capital | 226,937 | 219,955 |
Retained earnings | 690,674 | 685,504 |
Accumulated other comprehensive loss | (25,084) | (67,483) |
Total equity | 1,015,479 | 960,038 |
Total liabilities and equity | $ 3,376,293 | $ 2,717,752 |
Consolidated Balance Sheets (Pa
Consolidated Balance Sheets (Parenthetical) - $ / shares | Dec. 31, 2017 | Dec. 31, 2016 |
Statement of Financial Position [Abstract] | ||
Common stock, par value (in usd per share) | $ 2 | $ 2 |
Common stock, authorized (shares) | 200,000,000 | 200,000,000 |
Common stock, issued (shares) | 61,476,000 | 61,031,000 |
Commons stock, outstanding (shares) | 61,476,000 | 61,031,000 |
Consolidated Statements of Cash
Consolidated Statements of Cash Flows - USD ($) $ in Thousands | 12 Months Ended | ||
Dec. 31, 2017 | Dec. 31, 2016 | Dec. 31, 2015 | |
Operating activities: | |||
Net income | $ 72,793 | $ 108,787 | $ 103,409 |
Adjustments to reconcile net income to cash provided by operating activities : | |||
Depreciation and amortization | 59,443 | 55,393 | 65,982 |
Share-based compensation expense | 11,911 | 12,042 | 11,306 |
Provision for losses on accounts receivable | 2,674 | 377 | (24) |
Deferred income tax (benefit) expense | (49,988) | 4,218 | (6,101) |
Changes in operating assets and liabilities: | |||
Accounts receivable | (100,010) | (25,244) | 18,333 |
Merchandise inventories | (57,032) | 22,589 | (69,727) |
Accounts payable | 143,947 | 43,430 | 114,011 |
Net change in other assets and liabilities | (33,263) | (37,559) | 30,177 |
Other, net | 6,299 | 3,662 | 2,877 |
Cash provided by (used for) operating activities | 56,774 | 187,695 | 270,243 |
Investing activities: | |||
Acquisitions, net of cash acquired | (366,569) | 0 | 0 |
Additions to property and equipment | (34,613) | (20,302) | (20,531) |
Additions to computer software and intangible assets | (16,124) | (9,819) | (16,085) |
Proceeds from sale of property and equipment | 663 | 5,375 | 143 |
Cash used for investing activities | (416,643) | (24,746) | (36,473) |
Financing activities: | |||
Proceeds from issuance of debt | 250,000 | 0 | 0 |
Borrowing under revolving credit facility | 104,600 | 0 | (33,700) |
Repayment of debt | (3,125) | 0 | 0 |
Financing costs paid | (1,798) | 0 | 0 |
Cash dividends paid | (63,151) | (63,382) | (63,651) |
Repurchases of common stock | (5,000) | (71,028) | (20,000) |
Other, net | (8,720) | (8,294) | (7,528) |
Cash provided by (used for) financing activities | 272,806 | (142,704) | (124,879) |
Effect of exchange rate changes on cash and cash equivalents | 6,097 | 4,223 | (4,643) |
Net (decrease) increase in cash and cash equivalents | (80,966) | 24,468 | 104,248 |
Cash and cash equivalents at beginning of year | 185,488 | 161,020 | 56,772 |
Cash and cash equivalents at end of year | $ 104,522 | $ 185,488 | $ 161,020 |
Consolidated Statements of Chan
Consolidated Statements of Changes in Shareholders' Equity - USD ($) shares in Thousands, $ in Thousands | Total | Common Stock | Paid-In Capital | Retained Earnings | Accumulated Other Comprehensive Income (Loss) |
Beginning Balance (in shares) at Dec. 31, 2014 | 63,070 | ||||
Beginning Balance at Dec. 31, 2014 | $ 990,838 | $ 126,140 | $ 202,934 | $ 685,765 | $ (24,001) |
Increase (Decrease) in Stockholders' Equity [Roll Forward] | |||||
Net income | 103,409 | 103,409 | |||
Other comprehensive loss | (27,824) | (27,824) | |||
Dividends declared ($1.00 per share for 2014, $1.01 per share for 2016, $1.02 per share for 2016) | $ (63,483) | (63,483) | |||
Shares repurchased and retired (in shares) | (600) | (587) | |||
Shares repurchased and retired | $ (20,000) | $ (1,175) | (18,825) | ||
Stock Issued During Period, Shares, Share-based Compensation, Gross | 320 | ||||
Stock Issued During Period, Value, Share-based Compensation, Gross | 9,650 | $ 641 | 9,009 | ||
Ending Balance (in shares) at Dec. 31, 2015 | 62,803 | ||||
Ending Balance at Dec. 31, 2015 | 992,590 | $ 125,606 | 211,943 | 706,866 | (51,825) |
Increase (Decrease) in Stockholders' Equity [Roll Forward] | |||||
Net income | 108,787 | 108,787 | |||
Other comprehensive loss | (15,658) | (15,658) | |||
Dividends declared ($1.00 per share for 2014, $1.01 per share for 2016, $1.02 per share for 2016) | $ (63,212) | (63,212) | |||
Shares repurchased and retired (in shares) | (2,000) | (2,045) | |||
Shares repurchased and retired | $ (71,028) | $ (4,091) | (66,937) | ||
Stock Issued During Period, Shares, Share-based Compensation, Gross | 273 | ||||
Stock Issued During Period, Value, Share-based Compensation, Gross | $ 8,559 | $ 547 | 8,012 | ||
Ending Balance (in shares) at Dec. 31, 2016 | 61,031 | 61,031 | |||
Ending Balance at Dec. 31, 2016 | $ 960,038 | $ 122,062 | 219,955 | 685,504 | (67,483) |
Increase (Decrease) in Stockholders' Equity [Roll Forward] | |||||
Net income | 72,793 | 72,793 | |||
Other comprehensive loss | 42,399 | 42,399 | |||
Dividends declared ($1.00 per share for 2014, $1.01 per share for 2016, $1.02 per share for 2016) | $ (62,933) | (62,933) | |||
Shares repurchased and retired (in shares) | (200) | (155) | |||
Shares repurchased and retired | $ (5,000) | $ (310) | (4,690) | ||
Stock Issued During Period, Shares, Share-based Compensation, Gross | 600 | ||||
Stock Issued During Period, Value, Share-based Compensation, Gross | $ 8,182 | $ 1,200 | 6,982 | ||
Ending Balance (in shares) at Dec. 31, 2017 | 61,476 | 61,476 | |||
Ending Balance at Dec. 31, 2017 | $ 1,015,479 | $ 122,952 | $ 226,937 | $ 690,674 | $ (25,084) |
Consolidated Statements of Cha9
Consolidated Statements of Changes in Shareholders' Equity (Parenthetical) - $ / shares | 12 Months Ended | ||
Dec. 31, 2017 | Dec. 31, 2016 | Dec. 31, 2015 | |
Statement of Stockholders' Equity [Abstract] | |||
Common stock, par value (in usd per share) | $ 2 | $ 2 | $ 2 |
Dividends declared, per share (in usd per share) | $ 1.03 | $ 1.02 | $ 1.01 |
Summary of Significant Accounti
Summary of Significant Accounting Policies | 12 Months Ended |
Dec. 31, 2017 | |
Accounting Policies [Abstract] | |
Summary of Significant Accounting Policies | Summary of Significant Accounting Policies Owens & Minor, Inc. and subsidiaries (we, us or our), is a Fortune 500 company headquartered in Richmond, Virginia. We are a leading global healthcare solutions company that connects the world of medical products to the point of care by providing vital supply chain assistance to the providers of healthcare services and the manufacturers of healthcare products, supplies, and devices in the United States and Europe. We serve our customers with a service portfolio that covers procurement, inventory management, delivery and sourcing for the healthcare market. With fully developed networks in the United States and Europe, we are equipped to serve a customer base ranging from hospitals, integrated healthcare systems, group purchasing organizations, and the U.S. federal government, to manufacturers of life-science and medical devices and supplies, including pharmaceuticals in Europe. We report our business under three distinct business units: Domestic, International and Proprietary Products (formerly Clinical and Procedural Solutions). Domestic is our U.S. distribution, logistics and value-added services business, while International is our European distribution, logistics and value-added services business. Proprietary Products provides product-related solutions, including surgical and procedural kitting and sourcing. Basis of Presentation. The consolidated financial statements include the accounts of Owens & Minor, Inc. and the subsidiaries it controls, in conformity with U.S generally accepted accounting principles (GAAP). All significant intercompany accounts and transactions have been eliminated. Reclassifications. Certain prior year amounts have been reclassified to conform to current year presentation. Use of Estimates. The preparation of the consolidated financial statements in conformity with GAAP requires us to make assumptions and estimates that affect reported amounts and related disclosures. Estimates are used for, but are not limited to, the allowances for losses on accounts receivable, inventory valuation allowances, supplier incentives, depreciation and amortization, goodwill valuation, valuation of intangible assets and other long-lived assets, valuation of property held for sale, self-insurance liabilities, tax liabilities, defined benefit obligations, share-based compensation and other contingencies. Actual results may differ from these estimates. Cash and Cash Equivalents. Cash and cash equivalents includes cash and marketable securities with an original maturity or maturity at acquisition of three months or less. Cash and cash equivalents are stated at cost. Nearly all of our cash and cash equivalents are held in cash depository accounts in major banks in the United States and Europe. Book overdrafts represent the amount of outstanding checks issued in excess of related bank balances and are included in accounts payable in our consolidated balance sheets, as they are similar to trade payables and are not subject to finance charges or interest. Changes in book overdrafts are classified as operating activities in our consolidated statements of cash flows. Accounts Receivable, Net. In general, accounts receivable from customers are recorded at the invoiced amount. We assess finance charges on overdue accounts receivable that are recognized as other operating income based on their estimated ultimate collectability. We have arrangements with certain customers under which they make deposits on account. Customer deposits in excess of outstanding receivable balances are classified as other current liabilities. For our direct to patient business, accounts receivable are recorded net of a contractual allowance. We maintain valuation allowances based upon the expected collectability of accounts receivable. Our allowances include specific amounts for accounts that are likely to be uncollectible, such as customer bankruptcies and disputed amounts and general allowances for accounts that may become uncollectible. Allowances are estimated based on a number of factors, including industry trends, current economic conditions, creditworthiness of customers, age of the receivables, changes in customer payment patterns, and historical experience. Account balances are charged off against the allowance after all means of collection have been exhausted and the potential for recovery is considered remote. Financing Receivables and Payables. We have an order-to-cash program in our International segment under which we invoice manufacturers’ customers and remit collected amounts to the manufacturers. We retain credit risk for certain uncollected receivables under this program where contractually obligated. We continually monitor the expected collectability in this program and maintain valuation allowances when it is likely that an amount may be or may become uncollectible. Allowances are estimated based on a number of factors including creditworthiness of customers, age of the receivables and historical experience. We write off uncollected receivables under this program when collection is no longer being pursued. At December 31, 2017 and 2016 , the allowance for uncollectible accounts as part of this program was $0.1 million . Fees charged for this program are included in net revenue. Product pricing and related product risks are retained by the manufacturer. Balances receivable and related amounts payable under this program are classified in other current assets and other current liabilities in the consolidated balance sheets. Merchandise Inventories. Merchandise inventories are valued at the lower of cost or market, with cost determined by the last-in, first-out (LIFO) method for inventories in the U.S. Cost of inventories outside the U.S. is determined using the first-in, first out (FIFO) method. Property and Equipment. Property and equipment are stated at cost less accumulated depreciation or, if acquired under capital leases, at the lower of the present value of minimum lease payments or fair market value at the inception of the lease less accumulated amortization. Depreciation and amortization expense for financial reporting purposes is computed on a straight-line method over the estimated useful lives of the assets or, for capital leases and leasehold improvements, over the term of the lease, if shorter. In general, the estimated useful lives for computing depreciation and amortization are four to 15 years for warehouse equipment, five to 40 years for buildings and building improvements, and three to eight years for computers, furniture and fixtures, and office and other equipment. Straight-line and accelerated methods of depreciation are used for income tax purposes. Normal maintenance and repairs are expensed as incurred, and renovations and betterments are capitalized. Leases. We have entered into non-cancelable agreements to lease most of our office and warehouse facilities with remaining terms generally ranging from one to 30 years. We also lease most of our transportation and material handling equipment for terms generally ranging from three to ten years. Certain information technology assets embedded in an outsourcing agreement are accounted for as capital leases. Leases are classified as operating leases or capital leases at their inception. Rent expense for leases with rent holidays or pre-determined rent increases are recognized on a straight-line basis over the lease term. Incentives and allowances for leasehold improvements are deferred and recognized as a reduction of rent expense over the lease term. Goodwill. We evaluate goodwill for impairment annually, as of October 1, and whenever events occur or changes in circumstance indicate that the carrying amount of goodwill may not be recoverable. We review goodwill first by performing a qualitative assessment to determine if it is more likely than not that the fair value of a reporting unit exceeds its carrying value. If not, we then perform a quantitative assessment by first comparing the carrying amount to the fair value of the reporting unit. If the fair value of the reporting unit is determined to be less than its carrying value, a second step is performed to measure the goodwill impairment loss as the excess of the carrying value of the reporting unit’s goodwill over the estimated fair value of its goodwill. We estimate the fair value of the reporting unit using valuation techniques which can include comparable multiples of the unit’s earnings before interest, taxes, depreciation and amortization (EBITDA) and present value of expected cash flows. The EBITDA multiples are based on an analysis of current enterprise values and recent acquisition prices of similar companies, if available. Intangible Assets. Intangible assets acquired through purchases or business combinations are stated at fair value at the acquisition date and net of accumulated amortization in the consolidated balance sheets. Intangible assets, consisting primarily of customer relationships, customer contracts, non-competition agreements, trademarks, and tradenames are amortized over their estimated useful lives. In determining the useful life of an intangible asset, we consider our historical experience in renewing or extending similar arrangements. Customer relationships are generally amortized over three to 15 years and other intangible assets are amortized generally for periods between one and 15 years, based on their pattern of economic benefit or on a straight-line basis. Computer Software. We develop and purchase software for internal use. Software development costs incurred during the application development stage are capitalized. Once the software has been installed and tested, and is ready for use, additional costs incurred in connection with the software are expensed as incurred. Capitalized computer software costs are amortized over the estimated useful life of the software, usually between three and ten years. Capitalized computer software costs are included in other assets, net, in the consolidated balance sheets. Unamortized software at December 31, 2017 and 2016 was $61.8 million and $59.2 million . Depreciation and amortization expense includes $10.7 million , $12.9 million and $15.4 million of software amortization for the years ended December 31, 2017 , 2016 and 2015 . Additional amortization of $4.5 million in 2015 related to the accelerated amortization of an information system which was replaced in the International segment is included in acquisition-related and exit and realignment charges in the consolidated statements of income. Implementation costs incurred for a cloud computing arrangement that is considered a service contract (software as a service or SaaS) are expensed as incurred. Long-Lived Assets. Long-lived assets, which include property and equipment, finite-lived intangible assets, and unamortized software costs, are evaluated for impairment whenever events or changes in circumstances indicate that the carrying amount of long-lived assets may not be recoverable. We assess long-lived assets for potential impairment by comparing the carrying value of an asset, or group of related assets, to their estimated undiscounted future cash flows. Self-Insurance Liabilities. We are self-insured for most employee healthcare, workers’ compensation and automobile liability costs; however, we maintain insurance for individual losses exceeding certain limits. Liabilities are estimated for healthcare costs using current and historical claims data. Liabilities for workers’ compensation and automobile liability claims are estimated using historical claims data and loss development factors. If the underlying facts and circumstances of existing claims change or historical trends are not indicative of future trends, then we may be required to record additional expense or reductions to expense. Self-insurance liabilities are included in other current liabilities on the consolidated balance sheets. Revenue Recognition. Revenue is recognized when persuasive evidence of an arrangement exists, delivery has occurred or services have been rendered, the price or fee is fixed or determinable, and collectability is reasonably assured. Under most of our distribution arrangements, we record revenue at the time shipment is completed as title passes to the customer when the product is received by the customer. For our direct to patient and home health agency sales, revenues are recorded based upon the estimated amounts due from patients and third-party payors. Third-party payors include federal and state agencies (under Medicare and Medicaid programs), managed care health plans and commercial insurance companies. Estimates of contractual allowances are based upon historical collection rates for the related payor agreements. The estimated reimbursement amounts are made on a payor-specific basis and are recorded based on the best information available regarding management’s interpretation of the applicable laws, regulations and reimbursement terms. Revenue for activity-based fees and other services is recognized as work is performed and as amounts are earned. Depending on the specific contractual provisions and nature of the deliverable, revenue from services may be recognized on a straight-line basis over the term of the service, on a proportional performance model, based on level of effort, or when final deliverables have been provided. Additionally, we generate fees from arrangements that include performance targets related to cost-saving initiatives for customers that result from our supply-chain management services. Achievement against performance targets, measured in accordance with contractual terms, may result in additional fees paid to us or, if performance targets are not achieved, we may be obligated to refund or reduce a portion of our fees or to provide credits toward future purchases by the customer. For these arrangements, all contingent revenue is deferred and recognized as the performance target is achieved and the applicable contingency is released. When we determine that a loss is probable under a contract, the estimated loss is accrued. We allocate revenue for arrangements with multiple deliverables meeting the criteria for a separate unit of accounting using the relative selling price method and recognize revenue for each deliverable in accordance with applicable revenue recognition criteria. In most cases, we record revenue gross, as we are the primary obligor in our sales arrangements, bear the risk of general and physical inventory loss and carry all credit risk associated with sales. When we act as an agent in a sales arrangement and do not bear a significant portion of these risks, primarily for our third-party logistics business, we record revenue net of product cost. Sales taxes collected from customers and remitted to governmental authorities are excluded from revenues. Cost of Goods Sold. Cost of goods sold includes the cost of the product (net of supplier incentives and cash discounts) and all costs incurred for shipments of products from manufacturers to our distribution centers for all customer arrangements where we are the primary obligor, bear the risk of general and physical inventory loss and carry all credit risk associated with sales. Cost of goods sold also includes direct and certain indirect labor, material and overhead costs associated with our Proprietary Products business. We have contractual arrangements with certain suppliers that provide incentives, including cash discounts for prompt payment, operational efficiency and performance-based incentives. These incentives are recognized as a reduction in cost of goods sold as targets become probable of achievement. In situations where we act as an agent in a sales arrangement and do not bear a significant portion of these risks, primarily for our third-party logistics business, there is no cost of goods sold and all costs to provide the service to the customer are recorded in selling, general and administrative expenses. As a result of different practices of categorizing costs and different business models throughout our industry, our gross margins may not necessarily be comparable to other distribution companies. Distribution, Selling and Administrative (DS&A) Expenses. DS&A expenses include shipping and handling costs, labor, depreciation, amortization and other costs for selling and administrative functions associated with our distribution and logistics services and all costs associated with our fee-for-service arrangements. Shipping and Handling. Shipping and handling costs are included in DS&A expenses on the consolidated statements of income and include costs to store, to move, and to prepare products for shipment, as well as costs to deliver products to customers. Shipping and handling costs totaled $589.0 million , $558.9 million and $548.6 million for the years ended December 31, 2017 , 2016 and 2015 , respectively. Third-party shipping and handling costs billed to customers, which are included in net revenue, are immaterial for all periods presented. Share-Based Compensation. We account for share-based payments to employees at fair value and recognize the related expense in selling, general and administrative expenses over the service period for awards expected to vest. Derivative Financial Instruments. We are directly and indirectly affected by changes in certain market conditions, which may adversely impact our financial performance and are referred to as “market risks.” When deemed appropriate, we use derivatives as a risk management tool to mitigate the potential impact of certain market risks, primarily foreign currency exchange risk. We use forward contracts, which are agreements to buy or sell a quantity of a commodity at a predetermined future date, and at a predetermined rate or price. We do not enter into derivative financial instruments for trading purposes. All derivatives are carried at fair value in our consolidated balance sheets, which is determined by using observable market inputs (Level 2). The cash flow impact of the our derivative instruments is primarily included in our consolidated statements of cash flows in net cash provided by operating activities. We did not have any derivatives outstanding as of December 31, 2017 or 2016. Income Taxes. We account for income taxes under the asset and liability method. Deferred tax assets and liabilities are recognized for the future tax consequences attributable to differences between the financial statement carrying amounts of existing assets and liabilities and their respective tax bases and operating loss and tax credit carryforwards. Deferred tax assets and liabilities are measured using enacted tax rates expected to apply to taxable income in the years in which those temporary differences are expected to be recovered or settled. The effect on deferred tax assets and liabilities of a change in tax rates is recognized in income in the period that includes the enactment date. Valuation allowances are provided if it is more likely than not that a deferred tax asset will not be realized. When we have claimed tax benefits that may be challenged by a tax authority, an estimate of the effect of these uncertain tax positions is recorded. It is our policy to provide for uncertain tax positions and the related interest and penalties based upon an assessment of whether a tax benefit is more likely than not to be sustained upon examination by tax authorities. To the extent that the tax outcome of these uncertain tax positions changes, based on our assessment, such changes in estimate may impact the income tax provision in the period in which such determination is made. The Tax Cuts and Jobs Act (the "Act") was enacted on December 22, 2017. To the extent the effects of the Act are reasonably estimable we have recognized provisional amounts. Given the significant complexity of the Act, anticipated guidance from the U.S. Treasury about implementing the Act, and the potential for additional guidance from the Securities and Exchange Commission or the Financial Accounting Standards Board related to the Act, these estimates may be adjusted during 2018. We earn a portion of our operating earnings in foreign jurisdictions outside the United States. Prior to the reporting period in which the Act was enacted we considered foreign earnings to be indefinitely reinvested and provided no United States federal and state taxes or withholding taxes on those earnings. Upon enactment, the Act imposes a tax on our total post-1986 foreign earnings at various tax rates. The Company has recognized a provisional amount of this one-time transition tax. No additional income taxes have been provided for any remaining undistributed foreign earnings not subject to the transition tax, or any additional outside basis difference inherent in these entities, as these amounts continue to be indefinitely reinvested in foreign operations. Determining the amount of unrecognized deferred tax liability related to any remaining undistributed foreign earnings not subject to the transition tax and additional outside basis difference in these entities (i.e., basis difference in excess of that subject to the one-time transition tax) is not practicable. The Company will evaluate its foreign earnings repatriation policy in 2018. Fair Value Measurements. Fair value is determined based on assumptions that a market participant would use in pricing an asset or liability. The assumptions used are in accordance with a three-tier hierarchy, defined by GAAP, that draws a distinction between market participant assumptions based on (i) observable inputs such as quoted prices in active markets (Level 1), (ii) inputs other than quoted prices in active markets that are observable either directly or indirectly (Level 2) and (iii) unobservable inputs that require the use of present value and other valuation techniques in the determination of fair value (Level 3). The carrying amounts of cash and cash equivalents, accounts receivable and accounts payable reported in the consolidated balance sheets approximate fair value due to the short-term nature of these instruments. Property held for sale is reported at estimated fair value less selling costs with fair value determined based on recent sales prices for comparable properties in similar locations (Level 2). The fair value of long-term debt is estimated based on quoted market prices or dealer quotes for the identical liability when traded as an asset in an active market (Level 1) or, if quoted market prices or dealer quotes are not available, on the borrowing rates currently available for loans with similar terms, credit ratings, and average remaining maturities (Level 2). See Note 10 for the fair value of debt. Acquisition-Related and Exit and Realignment Charges . We present costs incurred in connection with acquisitions in acquisition-related and exit and realignment charges in our consolidated statements of income. Acquisition-related charges consist primarily of transaction costs incurred to perform due diligence and to analyze, negotiate and consummate an acquisition, costs to perform post-closing activities to establish the organizational structure, and costs to transition the acquired company’s information technology and other operations and administrative functions from the former owner. Exit and realignment charges consist of costs associated with optimizing our operations which include the closure and consolidation of certain distribution and logistics centers, administrative offices and warehouses in the United States and Europe. These charges also include costs related to our strategic organizational realignment which include management changes, certain professional fees, and costs to streamline administrative functions and processes. Costs associated with exit and realignment activities are recorded at their fair value when incurred. Liabilities are established at the cease-use date for remaining operating lease and other contractual obligations, net of estimated sub-lease income. The net lease termination cost is discounted using a credit-adjusted risk-free rate of interest. We evaluate these assumptions quarterly and adjust the liability accordingly. The current portion of accrued lease and other contractual termination costs is included in other current liabilities on the consolidated balance sheets, and the non-current portion is included in other liabilities. Severance benefits are recorded when payment is considered probable and reasonably estimable. Income Per Share. Basic and diluted income per share are calculated pursuant to the two-class method, under which unvested share-based payment awards containing nonforfeitable rights to dividends are participating securities. Foreign Currency Translation. Our foreign subsidiaries generally consider their local currency to be their functional currency. Assets and liabilities of these foreign subsidiaries are translated into U.S. dollars at period-end exchange rates and revenues and expenses are translated at average exchange rates during the period. Cumulative currency translation adjustments are included in accumulated other comprehensive income (loss) in shareholders’ equity. Gains and losses on intercompany foreign currency transactions that are long-term in nature and which we do not intend to settle in the foreseeable future are also recognized in other comprehensive income (loss) in shareholders’ equity. Realized gains and losses from foreign currency transactions are recorded in other operating income, net in the consolidated statements of income and were not material to our consolidated results of operations in 2017 , 2016 and 2015 . Business Combinations . We account for acquired businesses using the acquisition method of accounting, which requires that the assets acquired and liabilities assumed be recorded at the date of acquisition at their respective fair values. Any excess of the purchase price over the estimated fair values of the net assets acquired is recorded as goodwill. Recent Accounting Pronouncements . During 2017 , we adopted Accounting Standard Updates (ASU’s) issued by the Financial Accounting Standards Board (FASB). In February 2016, the Financial Accounting Standards Board (FASB) issued ASU No. 2016-02, Leases which requires lessees to put most leases on their balance sheets but recognize the expenses on their income statements in a manner similar to current practice. The new standard states that a lessee will recognize a lease liability for the obligation to make lease payments and a right-of-use (ROU) asset for the right to use the underlying asset for the lease term. Expense related to leases determined to be operating leases will be recognized on a straight-line basis, while those determined to be financing leases will be recognized following a front-loaded expense profile in which interest and amortization are presented separately in the income statement. This guidance is effective for fiscal years beginning after December 15, 2018, including interim periods within that reporting period. Early adoption is permitted and should be applied using a modified retrospective approach. We expect this standard will have a material effect on our financial statements. While we are continuing to assess the effect of adoption, we currently believe the most significant changes relate to the recognition of new ROU assets and lease liabilities on our balance sheet for operating leases related to office and warehouse facilities. On January 1, 2017, we adopted ASU No. 2016-09, Improvements to Employee Share-Based Payment Accounting. The amendments in this updated guidance included changes to simplify the Codification for several aspects of the accounting for share-based payment transactions, including the income tax consequences, classification of awards as either equity or liabilities, and classification on the statement of cash flows. As a result of this adoption, we recognized $0.4 million in excess tax benefits in the income statement for the year ended December 31, 2017. In addition, we recorded these tax benefits related to stock based compensation for the current year in operating activities in the statements of cash flows and reclassified $0.8 and $0.6 million from financing activities in 2016 and 2015, respectively, to conform to this presentation. In May 2014, the FASB issued an ASU, Revenue from Contracts with Customers . The amended guidance eliminates industry specific guidance and applies to all companies. Revenue will be recognized when an entity satisfies a performance obligation by transferring control of a promised good or service to a customer in an amount that reflects the consideration to which the entity expects to be entitled for that good or service. Revenue from a contract that contains multiple performance obligations is allocated to each performance obligation generally on a relative standalone selling price basis. Amended guidance was issued on: principal versus agent considerations, shipping and handling activities that occur after the customer has obtained control of a good as an activity to fulfill the promise to transfer the good, clarification on how an entity should evaluate the collectibility threshold and when an entity can recognize nonrefundable consideration received as revenue if an arrangement does not meet the standard’s contract criteria. The amended guidance also requires additional quantitative and qualitative disclosures. These amended standards are all effective for us beginning January 1, 2018 and allow for either full retrospective adoption or modified retrospective adoption (cumulative effect). We have completed our evaluation of the amended guidance, including identification of revenue streams and customer contract reviews. Our revenue is primarily distribution revenue, which we recognize at the time shipment is completed and title passes to the customer. Based on our analysis, the timing of recognition of distribution revenue will be substantially unchanged under the amended guidance. We intend to use the modified retrospective method of adoption. |
Significant Risks and Uncertain
Significant Risks and Uncertainties | 12 Months Ended |
Dec. 31, 2017 | |
Risks and Uncertainties [Abstract] | |
Significant Risks and Uncertainties | Significant Risks and Uncertainties Many of our hospital customers in the U.S. are represented by group purchasing organizations (GPOs) that contract with us for services on behalf of the GPO members. GPOs representing a significant portion of our business are Vizient, Premier, Inc. (Premier) and Health Trust Purchasing Group (HPG). Members of these GPOs have incentives to purchase from their primary selected distributor; however, they operate independently and are free to negotiate directly with distributors and manufacturers. For 2017 , 2016 and 2015 , net revenue from hospitals under contract with these GPOs represented the following approximate percentages of our net revenue annually: Vizient— 43% to 54% ; Premier— 20% to 21% ; and HPG— 11% to 14% . Net revenue from sales of product supplied by Medtronic represented approximately 11% of our net revenues for 2017 and 13% of our net revenues for 2016 and 2015. Net revenue from sales of product supplied by Johnson & Johnson represented approximately 9% of our net revenue annually for each of the previous three years. Net revenue from sales of product supplied by Becton Dickinson represented approximately 9% of our net revenue for 2017 and 2016. |
Acquisitions
Acquisitions | 12 Months Ended |
Dec. 31, 2017 | |
Business Combinations [Abstract] | |
Acquisitions | Acquisitions On August 1, 2017, we completed the acquisition of Byram Healthcare, a leading domestic distributor of reimbursable medical supplies sold directly to patients and home health agencies. The consideration was $367 million , net of cash acquired, which is subject to final working capital adjustments with the seller. The purchase price was allocated on a preliminary basis to the underlying assets acquired and liabilities assumed based upon our current estimate of their fair values at the date of acquisition. The purchase price exceeded the preliminary estimated fair value of the net tangible and identifiable intangible assets by $289 million which was allocated to goodwill. The following table presents the preliminary estimated fair value of the assets acquired and liabilities assumed recognized as of the acquisition date. The fair value of intangibles from this acquisition was primarily determined by applying the income approach, using several significant unobservable inputs for projected cash flows and a discount rate. These inputs are considered Level 3 inputs. The allocation of purchase price to assets and liabilities acquired is not yet complete. Preliminary Fair Value (1) Differences Between Prior and the Current Periods Preliminary Fair Value Estimate Preliminary Fair Value Currently Estimated as of Acquisition Date Assets acquired: Current assets $ 62,902 $ (916 ) $ 61,986 Goodwill 263,155 25,536 288,691 Intangible assets 156,000 (41,000 ) 115,000 Other noncurrent assets 3,615 1,454 5,069 Total assets 485,672 (14,926 ) 470,746 Liabilities assumed: Current liabilities 72,397 565 72,962 Noncurrent liabilities 46,706 (15,491 ) 31,215 Total liabilities 119,103 (14,926 ) 104,177 Fair value of net assets acquired, net of cash $ 366,569 $ — $ 366,569 (1) As previously reported in our third quarter 2017 Form 10-Q. We are amortizing the preliminary fair value of acquired intangible assets, primarily chronic customer relationships and a trade name, over their weighted average useful lives of three to 10 years . Goodwill of $289 million , which we assigned to our Domestic segment, consists largely of expected opportunities to expand into the non-acute market with direct to patient distribution capabilities. None of the goodwill recognized is expected to be deductible for income tax purposes. Pro forma results of operations for Byram has not been presented because the effects on revenue and net income were not material to our historic consolidated financial statements. We recognized pre-tax acquisition-related expenses of $17.3 million , $1.2 million and $9.8 million for the years ended December 31, 2017, 2016 and 2015. The current year charges were related primarily to transaction and transition costs for Byram and the pending Halyard S&IP transaction. Expenses in 2016 related primarily to costs incurred to settle certain obligations and address other on-going matters associated with the acquisitions of ArcRoyal and Medical Action which were partially offset on a year-to-date basis by the first quarter gain on the sale of property acquired with Medical Action. Charges in 2015 consisted primarily of costs to continue the integration of Medical Action and ArcRoyal which were acquired in the fourth quarter of 2014 including certain severance and contractual payments to the former owner and costs to transition information technology and other administrative functions. |
Accounts and Notes Receivable,
Accounts and Notes Receivable, Net | 12 Months Ended |
Dec. 31, 2017 | |
Receivables [Abstract] | |
Accounts and Notes Receivable, Net | Accounts Receivable, Net Allowances for losses on accounts receivable of $16.2 million and $13.5 million have been applied as reductions of accounts receivable at December 31, 2017 and 2016 . Write-offs of accounts receivable were $0.8 million , $0.9 million and $1.2 million for 2017 , 2016 and 2015 . |
Merchandise Inventories
Merchandise Inventories | 12 Months Ended |
Dec. 31, 2017 | |
Inventory Disclosure [Abstract] | |
Merchandise Inventories | Merchandise Inventories At December 31, 2017 and 2016 we had inventory of $990.2 million and $916.3 million , of which $964.2 million and $902.2 million were valued under LIFO. If LIFO inventories had been valued on a current cost or FIFO basis, they would have been greater by $119.6 million and $115.4 million as of December 31, 2017 and 2016 . At December 31, 2017 and 2016 , included in our inventory was $22.1 million and $19.7 million in raw materials, $7.0 million and $10.8 million in work in process and the remainder was finished goods. |
Financing Receivables and Payab
Financing Receivables and Payables | 12 Months Ended |
Dec. 31, 2017 | |
Receivables and Payables [Abstract] | |
Financing Receivables and Payables | Financing Receivables and Payables At December 31, 2017 and 2016 , we had financing receivables of $192.1 million and $156.5 million and related payables of $124.9 million and $110.0 million outstanding under our order-to-cash program, which were included in other current assets and other current liabilities, respectively, in the consolidated balance sheets. |
Property and Equipment
Property and Equipment | 12 Months Ended |
Dec. 31, 2017 | |
Property, Plant and Equipment [Abstract] | |
Property and Equipment | Property and Equipment Property and equipment consists of the following: December 31, 2017 2016 Warehouse equipment $ 190,410 $ 167,889 Computer equipment 59,746 51,513 Building and improvements 78,709 72,780 Leasehold improvements 71,830 60,360 Land and improvements 17,638 17,311 Furniture and fixtures 15,119 14,668 Office equipment and other 12,619 8,596 446,071 393,117 Accumulated depreciation (239,581 ) (201,399 ) Property and equipment, net $ 206,490 $ 191,718 The gross value of assets recorded under capital leases was $33.4 million and $36.4 million with associated accumulated depreciation of $18.1 million and $16.4 million as of December 31, 2017 and 2016 , respectively. Depreciation expense for property and equipment and assets under capital leases was $32.3 million , $32.5 million and $36.3 million for the years ended December 31, 2017 , 2016 and 2015 . We had no property held for sale at December 31, 2017 or 2016. |
Goodwill and Intangible Assets
Goodwill and Intangible Assets | 12 Months Ended |
Dec. 31, 2017 | |
Goodwill and Intangible Assets Disclosure [Abstract] | |
Goodwill and Intangible Assets | Goodwill and Intangible Assets The following table summarizes the changes in the carrying amount of goodwill through December 31, 2017 : Domestic International Proprietary Products Consolidated Carrying amount of goodwill, December 31, 2016 $ 180,006 $ 19,391 $ 215,539 $ 414,936 Acquisition (See Note 3) 288,691 — — 288,691 Currency translation adjustments — 7,772 2,412 10,184 Carrying amount of goodwill, December 31, 2017 $ 468,697 $ 27,163 $ 217,951 $ 713,811 Intangible assets at December 31, 2017 and 2016 were as follows: 2017 2016 Customer Other Customer Other Gross intangible assets $ 199,265 $ 43,537 $ 118,223 $ 4,045 Accumulated amortization (54,757 ) (3,577 ) (38,429 ) (1,328 ) Net intangible assets $ 144,508 $ 39,960 $ 79,794 $ 2,717 Weighted average useful life 11 years 7 years 14 years 5 years At December 31, 2017 , $117.7 million in net intangible assets were held in the Domestic segment, $9.7 million in the International segment, and $57.0 million in the Proprietary Products segment. Amortization expense for intangible assets was $16.4 million for 2017 , $10.0 million for 2016 and $9.8 million for 2015 . Based on the current carrying value of intangible assets subject to amortization, estimated amortization expense is $25.5 million for 2018, $25.6 million for 2019, $24.6 million for 2020, $22.9 million for 2021 and $22.1 million for 2022. |
Exit and Realignment Costs
Exit and Realignment Costs | 12 Months Ended |
Dec. 31, 2017 | |
Restructuring and Related Activities [Abstract] | |
Exit and Realignment Costs | Exit and Realignment Costs We periodically incur exit and realignment and other charges associated with optimizing our operations which include the closure and consolidation of certain distribution and logistics centers, administrative offices and warehouses in the United States and Europe. These charges also include costs associated with our strategic organizational realignment which include management changes, certain professional fees, and costs to streamline administrative functions and processes. Exit and realignment charges by segment for the years ended December 31, 2017 , 2016 and 2015 were as follows: Year ended December 31, 2017 2016 2015 Domestic segment $ 39,823 $ 14,304 $ 7,318 International segment 1,726 7,491 11,312 Proprietary Products 1,893 1,669 — Total exit and realignment charges $ 43,442 $ 23,464 $ 18,630 The following table summarizes the activity related to exit and realignment cost accruals through December 31, 2017 : Lease Severance and Total Accrued exit and realignment charges, January 1, 2015 $ 3,575 $ 2,887 $ 6,462 Provision for exit and realignment activities 1,118 3,965 5,083 Change in estimate (3,002 ) (875 ) (3,877 ) Cash payments, net of sublease income (1,205 ) (4,137 ) (5,342 ) Accrued exit and realignment charges, December 31, 2015 486 1,840 2,326 Provision for exit and realignment activities — 11,823 11,823 Change in estimate — (261 ) (261 ) Cash payments, net of sublease income (486 ) (11,164 ) (11,650 ) Accrued exit and realignment charges, December 31, 2016 — 2,238 2,238 Provision for exit and realignment activities — 17,691 17,691 Change in estimate — (365 ) (365 ) Cash payments, net of sublease income — (7,592 ) (7,592 ) Accrued exit and realignment charges, December 31, 2017 $ — $ 11,972 $ 11,972 In addition to the exit and realignment accruals in the preceding table, we also incurred $26.1 million of costs that were expensed as incurred for the year ended December 31, 2017, including $15.2 million in consulting costs, $5.1 million in asset write-downs, $4.7 million in information system restructuring costs, and $1.1 million in other costs. We incurred $11.9 million of costs that were expensed as incurred for the year ended December 31, 2016, including $3.6 million in professional service fees, $3.0 million in asset write-downs, $2.9 million in information system costs, $0.9 million in labor costs, $0.7 million in other facility costs and $0.8 million in other costs. We incurred $17.4 million of costs that were expensed as incurred for the year ended December 31, 2015, including $4.6 million in facility costs, $4.5 million in accelerated amortization of an information system that was replaced, $3.8 million in professional service fees, $3.0 million in information systems costs, $1.4 million in labor costs and $0.1 million in other costs. We do no t expect significant additional costs in 2018 for activities that were initiated through December 31, 2017; however, we anticipate new actions will be taken in 2018 that will incur costs similar to prior years. |
Debt
Debt | 12 Months Ended |
Dec. 31, 2017 | |
Debt Disclosure [Abstract] | |
Debt | Debt Debt consists of the following: 2017 2016 December 31, Carrying Estimated Carrying Estimated 3.875% Senior Notes, $275 million par value, maturing September 2021 $ 272,734 $ 278,080 $ 272,394 $ 274,450 4.375% Senior Notes, $275 million par value, maturing December 2024 272,959 277,915 272,444 269,995 Term Loan 246,182 246,182 — — Revolver 104,600 104,600 — — Capital leases 20,888 20,888 24,549 24,549 Total debt 917,363 927,665 569,387 568,994 Less current maturities (16,619 ) (16,619 ) (4,804 ) (4,804 ) Long-term debt $ 900,744 $ 911,046 $ 564,583 $ 564,190 We have $275 million of 3.875% senior notes due 2021 (the “2021 Notes”) and $275 million of 4.375% senior notes due 2024 (the “2024 Notes”), with interest payable semi-annually. The 2021 Notes were sold at 99.5% of the principal amount with an effective yield of 3.951% . The 2024 Notes were sold at 99.6% of the principal with an effective yield of 4.422% . We have the option to redeem the 2021 Notes and 2024 Notes in part or in whole prior to maturity at a redemption price equal to the greater of 100% of the principal amount or the present value of the remaining scheduled payments discounted at the Treasury Rate plus 30 basis points. On July 27, 2017, we entered into a new Credit Agreement replacing the Amended Credit Agreement. The new agreement provides borrowing capacity of $600 million and a $250 million term loan. We make principal payments under the term loan on a quarterly basis with the remaining outstanding principal due in five years. The revolving credit facility has a five -year maturity. The proceeds from the new borrowing were primarily used to fund the Byram acquisition which closed on August 1, 2017. Under the Credit Agreement, we have the ability to request two one -year extensions and to request an increase in aggregate commitments by up to $200 million . The interest rate on the Credit Agreement, which is subject to adjustment quarterly, is based on the Eurocurrency Rate, the Federal Funds Rate or the Prime Rate, plus an adjustment based on the better of our debt ratings or leverage ratio (Credit Spread) as defined by the Credit Agreement. We are charged a commitment fee of between 12.5 and 25.0 basis points on the unused portion of the facility. The terms of the Credit Agreement limit the amount of indebtedness that we may incur and require us to maintain ratios for leverage and interest coverage, including on a pro forma basis in the event of an acquisition. Based on our Credit Spread, the interest rate under the credit facility at December 31, 2017 is Eurocurrency Rate plus 1.375% . At December 31, 2017, we had borrowings of $104.6 million under the revolver and letters of credit of approximately $5.1 million outstanding under the Credit Agreement, leaving $490.3 million available for borrowing. We also had a letter of credit outstanding for $1.3 million as of December 31, 2017 and $1.1 million at December 31, 2016, which supports our facilities leased in Europe. The Credit Agreement and senior notes contain cross-default provisions which could result in the acceleration of payments due in the event of default of either agreement. We believe we were in compliance with our debt covenants at December 31, 2017. Scheduled future principal payments of debt are $12.5 million in 2018, $12.5 million in 2019, $14.1 million in 2020, $295.3 million in 2021, $292.1 million in 2022, and $275.0 million thereafter. Cash payments for interest during 2017, 2016 and 2015 were $30.6 million , $27.9 million and $27.7 million . We enter into long-term non-cancellable leases for certain warehouse equipment and vehicles which, for accounting purposes, are classified as capital leases. We also operate a kitting facility acquired with Medical Action which is subject to a long-term capital lease. As of December 31, 2017 , we were obligated under capital leases for minimum annual rental payments as follows: Year 2018 $ 5,961 2019 3,964 2020 2,791 2021 2,262 2022 2,096 Thereafter 12,637 Total minimum lease payments 29,711 Less: Amounts representing interest (8,823 ) Present value of total minimum lease payments 20,888 Less: Current portion of capital lease obligations (4,119 ) Long-term portion of capital lease obligations $ 16,769 |
Share-Based Compensation
Share-Based Compensation | 12 Months Ended |
Dec. 31, 2017 | |
Disclosure of Compensation Related Costs, Share-based Payments [Abstract] | |
Share-Based Compensation | Share-Based Compensation We maintain a share-based compensation plan (the Plan) that is administered by the Compensation and Benefits Committee of the Board of Directors. The Plan allows us to award or grant to officers, directors and employees incentive, non-qualified and deferred compensation stock options, stock appreciation rights (SARs), performance shares, and restricted and unrestricted stock. We use authorized and unissued common shares for grants of restricted stock or for stock option exercises. At December 31, 2017 approximately 1.1 million common shares were available for issuance under the Plan. Restricted stock awarded under the Plan generally vests over one , three or five years. Certain restricted stock grants contain accelerated vesting provisions, based on the satisfaction of certain performance criteria related to the achievement of certain financial and operational results. Performance shares awarded under the Plan are issuable as restricted stock upon meeting performance goals and generally have a total performance and vesting period of three years. Stock options awarded under the Plan are generally subject to graded vesting over three years and expire seven to ten years from the date of grant. The options are granted at a price equal to fair market value at the date of grant. We did not grant any stock options in 2017, 2016, or 2015. We recognize the fair value of stock-based compensation awards, which is based upon the market price of the underlying common stock at the grant date, on a straight-line basis over the estimated requisite service period, which may be based on a service condition, a performance condition, or a combination of both. The fair value of performance shares as of the date of grant is estimated assuming that performance goals will be achieved at target levels. If such goals are not probable of being met, or are probable of being met at different levels, recognized compensation cost is adjusted to reflect the change in estimated fair value of restricted stock to be issued at the end of the performance period. Total share-based compensation expense for December 31, 2017 , 2016 and 2015 , was $11.9 million , $12.0 million and $11.3 million , with recognized tax benefits of $4.6 million , $4.5 million and $4.4 million . Unrecognized compensation cost related to nonvested restricted stock awards, net of estimated forfeitures, was $28.5 million at December 31, 2017 . This amount is expected to be recognized over a weighted-average period of 2.7 years , based on the maximum remaining vesting period required under the awards, and the amount that would be recognized over a shorter period based on accelerated vesting provisions, is approximately $0.9 million . Unrecognized compensation cost related to nonvested performance share awards as of December 31, 2017 was $2.2 million and will be recognized primarily in 2018 if the related performance targets are met. The following table summarizes the activity and value of nonvested restricted stock and performance share awards for the years ended December 31, 2017 , 2016 and 2015 : 2017 2016 2015 Number of Weighted Number of Weighted Number of Weighted Nonvested awards at beginning of year 1,091 $ 44.15 1,104 $ 40.02 814 $ 33.29 Granted 1,152 30.55 572 34.75 545 34.25 Vested (351 ) 33.97 (337 ) 32.65 (195 ) 29.90 Forfeited (235 ) 34.49 (248 ) 34.06 (60 ) 33.27 Nonvested awards at end of year 1,657 42.60 1,091 44.15 1,104 40.02 The total value of restricted stock vesting during the years ended December 31, 2017 , 2016 and 2015 , was $11.9 million , $11.0 million and $5.8 million . The following table summarizes the activity and terms of outstanding options at December 31, 2017 , and for each of the years in the three-year period then ended: Number of Weighted Average Weighted Average Aggregate Options outstanding at December 31, 2014 15 $ 20.49 Exercised (15 ) 20.49 Forfeited — — Options outstanding at December 31, 2015 — — Exercised — — Forfeited — — Options outstanding at December 31, 2016 — — Exercised — — Forfeited — — Options outstanding at December 31, 2017 — $ — — $ — The total intrinsic value of stock options exercised during the years ended December 31, 2017 , 2016 and 2015 , was $0.0 million , $0.0 million and $0.2 million . No options were granted in 2017, 2016 or 2015. No options were outstanding as of December 31, 2017. |
Retirement Plans
Retirement Plans | 12 Months Ended |
Dec. 31, 2017 | |
Retirement Benefits [Abstract] | |
Retirement Plans | Retirement Plans Savings and Retirement Plans. We maintain a voluntary 401(k) savings and retirement plan covering substantially all full-time and certain part-time employees in the United States who have completed one month of service and have attained age 18 . We match a certain percentage of each employee’s contribution. The plan also provides for a discretionary contribution by us to the plan for all eligible employees of 1% of their salary, subject to certain limits, and discretionary profit-sharing contributions. We may increase or decrease our contributions at our discretion, on a prospective basis. We incurred $9.1 million , $12.5 million , and $12.3 million of expense related to this plan in 2017 , 2016 and 2015 . We also maintain defined contribution plans in some of the European countries in which we operate. Expenses related to these plans were not material in 2017 , 2016 and 2015 . U.S. Retirement Plans. We have a noncontributory, unfunded retirement plan for certain officers and other key employees in the United States (U.S. Retirement Plan). In February 2012, our Board of Directors amended the U.S. Retirement Plan to freeze benefit levels and modify vesting provisions under the plan effective as of March 31, 2012. The following table sets forth the U.S. Retirement Plan’s financial status and the amounts recognized in our consolidated balance sheets: December 31, 2017 2016 Change in benefit obligation Benefit obligation, beginning of year $ 52,051 $ 51,023 Interest cost 1,887 1,980 Actuarial (gain) loss 2,796 2,616 Benefits paid (3,460 ) (3,568 ) Benefit obligation, end of year $ 53,274 $ 52,051 Change in plan assets Fair value of plan assets, beginning of year $ — $ — Employer contribution 3,460 3,568 Benefits paid (3,460 ) (3,568 ) Fair value of plan assets, end of year $ — $ — Funded status, end of year $ (53,274 ) $ (52,051 ) Amounts recognized in the consolidated balance sheets Other current liabilities $ (3,481 ) $ (3,405 ) Other liabilities (49,791 ) (48,644 ) Accumulated other comprehensive loss 19,019 18,071 Net amount recognized $ (34,253 ) $ (33,978 ) Accumulated benefit obligation $ 53,274 $ 52,051 Weighted average assumptions used to determine benefit obligation Discount rate 3.25 % 3.75 % Rate of increase in compensation levels N/A N/A Plan benefit obligations of the U.S. Retirement Plan were measured as of December 31, 2017 and 2016 . Plan benefit obligations are determined using assumptions developed at the measurement date. The weighted average discount rate, which is used to calculate the present value of plan liabilities, is an estimate of the interest rate at which the plan liabilities could be effectively settled at the measurement date. When estimating the discount rate, we review yields available on high-quality, fixed-income debt instruments and use a yield curve model from which the discount rate is derived by applying the projected benefit payments under the plan to points on a published yield curve. The components of net periodic benefit cost for the U.S. Retirement Plan, which is included in distribution, selling, and administrative expenses in the consolidated statements of income, were as follows: Year ended December 31, 2017 2016 2015 Interest cost $ 1,887 $ 1,980 $ 1,806 Recognized net actuarial loss 1,849 1,646 1,606 Net periodic benefit cost $ 3,736 $ 3,626 $ 3,412 Weighted average assumptions used to determine net periodic benefit cost Discount rate 3.75 % 4.00 % 3.75 % Rate of increase in future compensation levels N/A N/A N/A Amounts recognized for the U.S. Retirement Plan as a component of accumulated other comprehensive loss as of the end of the year that have not been recognized as a component of the net periodic benefit cost are presented in the following table. We expect to recognize approximately $2.1 million of the net actuarial loss reported in the following table as of December 31, 2017 , as a component of net periodic benefit cost during 2018. Year ended December 31, 2017 2016 Net actuarial loss $ (19,019 ) $ (18,071 ) Deferred tax benefit 6,939 7,048 Amounts included in accumulated other comprehensive income (loss), net of tax $ (12,080 ) $ (11,023 ) As of December 31, 2017 , the expected benefit payments required for each of the next five years and the five-year period thereafter for the U.S. Retirement Plan were as follows: Year 2018 $ 3,452 2019 3,214 2020 3,185 2021 3,056 2022 2,940 2023-2027 12,893 International Retirement Plans. Certain of our foreign subsidiaries have defined benefit pension plans covering substantially all of their respective employees. As of December 31, 2017 and 2016 , the accumulated benefit obligation under these plans was $2.4 million and $2.0 million . We recorded $0.1 million in net periodic benefit cost in distribution, selling and administrative expenses for the each of years ended December 31, 2017 , 2016 and 2015 . |
Income Taxes
Income Taxes | 12 Months Ended |
Dec. 31, 2017 | |
Income Tax Disclosure [Abstract] | |
Income Taxes | Income Taxes On December 22, 2017, the President signed the Tax Cuts and Jobs Act (the Act). The Act, among other things, lowered the U.S. corporate income tax rate from 35% to 21% effective January 1, 2018. Consequently we recorded a corresponding net one-time tax benefit of approximately $35 million , substantially all of which was non-cash. This benefit reflects (i) the revaluation of our net deferred tax liability based on a U.S. federal tax rate of 21 percent, partially offset by (ii) a one-time transition tax on our unremitted foreign earnings and profits (E&P), which we will elect to pay over an eight-year period. Due to the complexities involved in accounting for the recently enacted Tax Act, the U.S. Securities and Exchange Commission’s Staff Accounting Bulletin (SAB) 118 requires that the company include in its financial statements the reasonable estimate of the impact of the Act on earnings to the extent such reasonable estimate has been determined. Accordingly, the U.S. provision for income tax for 2017 is based on the reasonable estimate guidance provided by SAB 118. While we have substantially completed our provisional analysis of the income tax effects of the Act and recorded a reasonable estimate of such effects, the net one-time impact related to the Act may differ, possibly materially, due to, further refinement of our calculations as we review all the data necessary to measure the underlying tax basis of certain temporary differences, further analyze the post-1986 E&P for foreign subsidiaries, complete our analysis of the 2017 Act, collect and prepare necessary data, and interpret any additional guidance issued by the U.S. Treasury Department, the IRS, or other standard-setting bodies. We will complete our analysis over a one-year measurement period ending December 22, 2018, and any adjustments during this measurement period will be included as an adjustment to income tax expense in the reporting period when such adjustments are determined. We have not completed our accounting for the income tax effects of certain elements of the Act, including the new GILTI and BEAT taxes. Due to the complexity of these new tax rules, we are continuing to evaluate these provisions of the Act and, for GILTI, whether such taxes are recorded as a current-period expense when incurred or whether such amounts should be factored into a company’s measurement of its deferred taxes. As a result, we have not included an estimate of the tax expense/benefit related to these items for the period ended December 31, 2017. The components of income (loss) before income taxes consist of the following: Year ended December 31, 2017 2016 2015 Income (loss) before income taxes: U.S. $ 49,903 $ 150,942 $ 167,444 Foreign 7,575 21,600 5,766 Income before income taxes $ 57,478 $ 172,542 $ 173,210 The income tax provision consists of the following: Year ended December 31, 2017 2016 2015 Current tax provision (benefit): Federal $ 27,043 $ 46,846 $ 60,757 State 5,455 8,512 11,431 Foreign 2,175 4,179 3,714 Total current tax provision 34,673 59,537 75,902 Deferred tax provision (benefit): Federal (43,838 ) 5,303 (4,744 ) State (1,068 ) 885 (376 ) Foreign (5,082 ) (1,970 ) (981 ) Total deferred tax provision (49,988 ) 4,218 (6,101 ) Total income tax provision $ (15,315 ) $ 63,755 $ 69,801 A reconciliation of the federal statutory rate to our effective income tax rate is shown below: Year ended December 31, 2017 2016 2015 Federal statutory rate 35.0 % 35.0 % 35.0 % Increases (decreases) in the rate resulting from: State income taxes, net of federal income tax impact 4.3 % 3.7 % 4.1 % Foreign income taxes (8.2 )% (4.3 )% (2.8 )% Valuation allowance (1.9 )% 0.5 % 1.2 % Tax Reform (60.2 )% — % — % Other 4.4 % 2.1 % 2.8 % Effective income tax rate (26.6 )% 37.0 % 40.3 % The tax effects of temporary differences that give rise to significant portions of the deferred tax assets and deferred tax liabilities are presented below: December 31, 2017 2016 Deferred tax assets: Employee benefit plans $ 23,181 $ 35,540 Accrued liabilities not currently deductible 20,477 15,693 Finance charges 2,007 3,803 Capital leases 3,732 6,607 Allowance for losses on accounts and notes receivable 4,043 4,069 Net operating loss carryforwards 16,536 12,722 Other 4,311 4,183 Total deferred tax assets 74,287 82,617 Less: valuation allowances (12,726 ) (12,332 ) Net deferred tax assets 61,561 70,285 Deferred tax liabilities: Merchandise inventories 43,683 71,035 Goodwill 26,194 37,854 Property and equipment 10,669 14,910 Computer software 9,473 15,363 Insurance 243 368 Intangible assets 38,726 18,887 Other 212 230 Total deferred tax liabilities 129,200 158,647 Net deferred tax liability $ (67,639 ) $ (88,362 ) The valuation allowances relate to deferred tax assets in various state and non-U.S. jurisdictions. Based on management’s judgments using available evidence about historical and expected future taxable earnings, management believes it is more likely than not that we will realize the benefit of the existing deferred tax assets, net of valuation allowances, at December 31, 2017. The valuation allowances primarily relate to net operating loss carryforwards in non-U.S. jurisdictions which have various expiration dates ranging from five years to an unlimited carryforward period. As part of the Act described above, and as a result of the tax on the deemed repatriation of foreign earnings, substantially all of the Company’s foreign earnings have been subjected to tax in the U.S. However, the Company’s foreign subsidiaries are considered indefinitely reinvested, and no provision for deferred U.S. income taxes has been recorded on the basis differences attributable to those subsidiaries. Cash payments for income taxes, including interest, for 2017, 2016 and 2015 were $41.8 million , $74.1 million and $52.4 million . At December 31, 2017 and 2016, the liability for unrecognized tax benefits was $13.6 million and $10.7 million . A reconciliation of the changes in unrecognized tax benefits from the beginning to the end of the reporting period is as follows: 2017 2016 Unrecognized tax benefits at January 1, $ 10,725 $ 7,657 Increases for positions taken during current period 1,644 2,322 Increases for positions taken during prior periods 1,928 1,135 Decreases for positions taken during prior periods (712 ) (242 ) Lapse of statute of limitations — (21 ) Settlements with taxing authorities — (126 ) Unrecognized tax benefits at December 31, $ 13,585 $ 10,725 Included in the liability for unrecognized tax benefits at December 31, 2017 and 2016, were $5.0 million and $4.7 million of tax positions for which the ultimate deductibility is highly certain but for which there is uncertainty about the timing of such deductibility. These tax positions are temporary differences which do not impact the annual effective tax rate under deferred tax accounting. Any change in the deductibility period of these tax positions would impact the timing of cash payments to taxing jurisdictions. Unrecognized tax benefits of $6.4 million and $5.5 million at December 31, 2017 and 2016, would impact our effective tax rate if recognized. We recognize accrued interest and penalties related to unrecognized tax benefits in income tax expense. Accrued interest at December 31, 2017 and 2016 was $0.6 million and $0.4 million . We recognized $0.2 million in interest expense in 2017, $0.2 million in 2016 and $0.1 million in 2015. There were no penalties accrued at December 31, 2017 and 2016 or recognized in 2017, 2016 and 2015. We file income tax returns in the U.S. federal and various state and foreign jurisdictions. Our U.S. federal income tax returns for the years 2014, 2015 and 2016 are subject to examination. Our income tax returns for U.S. state and local jurisdictions are generally open for the years 2014 through 2016; however, certain returns may be subject to examination for differing periods. The former owners are contractually obligated to indemnify us for all income tax liabilities incurred by the Movianto business prior to its acquisition on August 31, 2012 and for all income tax liabilities incurred by Byram entities prior to its acquisition on August 1, 2017. |
Net Income per Common Share
Net Income per Common Share | 12 Months Ended |
Dec. 31, 2017 | |
Earnings Per Share [Abstract] | |
Net Income per Common Share | Net Income per Common Share The following table summarizes the calculation of net income per share attributable to common shareholders for the years ended December 31, 2017 , 2016 and 2015 : Year ended December 31, 2017 2016 2015 Numerator: Net income $ 72,793 $ 108,787 $ 103,409 Less: income allocated to unvested restricted shares (1,060 ) (1,147 ) (925 ) Net income attributable to common shareholders—basic 71,733 107,640 102,484 Add: undistributed income attributable to unvested restricted shares—basic 58 297 235 Less: undistributed income attributable to unvested restricted shares—diluted (58 ) (297 ) (235 ) Net income attributable to common shareholders—diluted $ 71,733 $ 107,640 $ 102,484 Denominator: Weighted average shares outstanding—basic 60,001 61,093 62,116 Dilutive shares—stock options — — 1 Weighted average shares outstanding—diluted 60,001 61,093 62,117 Net income attributable to common shareholders: Basic and diluted $ 1.20 $ 1.76 $ 1.65 |
Shareholders' Equity
Shareholders' Equity | 12 Months Ended |
Dec. 31, 2017 | |
Equity [Abstract] | |
Shareholders' Equity | Shareholders’ Equity We had a shareholder rights agreement that expired on April 30, 2014 and was not renewed or replaced. All Rights attendant to outstanding shares of our common stock under the agreement also expired on April 30, 2014. In February 2014 our Board of Directors authorized a share repurchase program of up to $100 million of our outstanding common stock to be executed at the discretion of management over a three -year period, expiring in February 2017 . The program was intended, in part, to offset shares issued in conjunction with our stock incentive plans and return capital to shareholders. The authorized repurchases under this program were completed in December 2016. In October 2016, our Board of Directors authorized a new share repurchase program of up to $100 million of the company’s outstanding common stock to be executed at the discretion of management over a three -year period. The new authorization took effect in December 2016 upon the completion of the previous authorization. The timing of repurchases and the exact number of shares of common stock to be purchased will depend upon market conditions and other factors and may be suspended or discontinued at any time. Purchases under the share repurchase program are made either pursuant to 10b5-1 plans entered into by the company from time to time and/or during the company’s scheduled quarterly trading windows for officers and directors. During the year ended December 31, 2017, we repurchased in open-market transactions and retired approximately 0.2 million shares of our common stock for an aggregate of $5.0 million , or an average price per share of $32.27 . As of December 31, 2017, we have $94.0 million in remaining authorization available under the repurchase program. We have elected to allocate any excess of share repurchase price over par value to retained earnings. During the year ended December 31, 2016, we repurchased in open-market transactions and retired approximately 2.0 million shares of our common stock for an aggregate of $71.0 million , or an average price per share of $34.72 . During the year ended December 31, 2015, we repurchased in open-market transactions and retired approximately 0.6 million shares of our common stock for an aggregate of $20.0 million , or an average price per share of $34.04 . |
Accumulated Other Comprehensive
Accumulated Other Comprehensive Income | 12 Months Ended |
Dec. 31, 2017 | |
Equity [Abstract] | |
Accumulated Other Comprehensive Income | Accumulated Other Comprehensive Income The following tables show the changes in accumulated other comprehensive income (loss) by component for the years ended December 31, 2017 , 2016 and 2015 : Retirement Plans Currency Translation Adjustments Other Total Accumulated other comprehensive income (loss), December 31, 2016 $ (11,209 ) $ (56,245 ) $ (29 ) $ (67,483 ) Other comprehensive income (loss) before reclassifications (2,796 ) 43,060 196 40,460 Income tax 727 — — 727 Other comprehensive income (loss) before reclassifications, net of tax (2,069 ) 43,060 196 41,187 Amounts reclassified from accumulated other comprehensive income (loss) 1,933 — — 1,933 Income tax (721 ) — — (721 ) Amounts reclassified from accumulated other comprehensive income (loss), net of tax 1,212 — — 1,212 Other comprehensive income (loss) (857 ) 43,060 196 42,399 Accumulated other comprehensive income (loss), December 31, 2017 $ (12,066 ) $ (13,185 ) $ 167 $ (25,084 ) Retirement Plans Currency Translation Adjustments Other Total Accumulated other comprehensive income (loss), December 31, 2015 $ (10,482 ) $ (41,228 ) $ (115 ) $ (51,825 ) Other comprehensive income (loss) before reclassifications (2,716 ) (15,017 ) 86 (17,647 ) Income tax 869 — — 869 Other comprehensive income (loss) before reclassifications, net of tax (1,847 ) (15,017 ) 86 (16,778 ) Amounts reclassified from accumulated other comprehensive income (loss) 1,646 — — 1,646 Income tax (526 ) — — (526 ) Amounts reclassified from accumulated other comprehensive income (loss), net of tax 1,120 — — 1,120 Other comprehensive income (loss) (727 ) (15,017 ) 86 (15,658 ) Accumulated other comprehensive income (loss), December 31, 2016 $ (11,209 ) $ (56,245 ) $ (29 ) $ (67,483 ) Retirement Plans Currency Translation Adjustments Other Total Accumulated other comprehensive income (loss), December 31, 2014 $ (10,323 ) $ (13,647 ) $ (31 ) $ (24,001 ) Other comprehensive income (loss) before reclassifications (1,855 ) (27,581 ) (84 ) (29,520 ) Income tax 670 — — 670 Other comprehensive income before reclassifications, net of tax (1,185 ) (27,581 ) (84 ) (28,850 ) Amounts reclassified from accumulated other comprehensive income (loss) 1,606 — — 1,606 Income tax (580 ) — — (580 ) Amounts reclassified from accumulated other comprehensive income (loss), net of tax 1,026 — — 1,026 Other comprehensive income (loss) (159 ) (27,581 ) (84 ) (27,824 ) Accumulated other comprehensive income (loss), December 31, 2015 $ (10,482 ) $ (41,228 ) $ (115 ) $ (51,825 ) We include amounts reclassified out of accumulated other comprehensive income related to defined benefit pension plans as a component of net periodic pension cost recorded in selling, general and administrative expenses. For the years ended December 31, 2017 , 2016 and 2015 we reclassified $1.8 million , $1.6 million and $1.6 million of actuarial net losses. |
Commitments and Contingencies
Commitments and Contingencies | 12 Months Ended |
Dec. 31, 2017 | |
Commitments and Contingencies Disclosure [Abstract] | |
Commitments and Contingencies | Commitments and Contingencies We have a contractual commitment to outsource information technology operations, including the management and operation of our information technology systems and distributed services processing, as well as application support, development and enhancement services. This agreement expires in November 2021, with an optional 180 day extension. The commitment is cancelable with 180 days notice and payment of a termination fee based upon the remaining period left under the agreement. We pay scheduled fees under the agreement, which can vary based on changes in the level of support required. Assuming no early termination of the contract, our estimated remaining annual obligations under this agreement are $35.0 million in 2018, $31.3 million in 2019, $28.9 million in 2020, and $25.4 million in 2021. We have entered into non-cancelable agreements to lease most of our office and warehouse facilities with remaining terms generally ranging from one to 20 years. Certain leases include renewal options, generally for five -year increments. We also lease most of our transportation and material handling equipment for terms generally ranging from three to ten years. At December 31, 2017, future minimum annual payments under non-cancelable lease agreements with original terms in excess of one year, and including payments required under operating leases for facilities we have vacated, are as follows: Total 2018 $ 63,873 2019 53,744 2020 41,014 2021 30,808 2022 20,205 Thereafter 52,578 Total minimum payments $ 262,222 Rent expense for all operating leases for the years ended December 31, 2017 , 2016 and 2015 , was $73.1 million , $70.0 million and $70.8 million . On October 31, 2017, we entered into a Purchase Agreement to acquire the Surgical and Infection Prevention (“S&IP”) business of Halyard Health, Inc. ("Halyard") for $710 million in cash, subject to certain adjustments as provided in the Purchase Agreement. Halyard’s S&IP business is a leading global provider of medical supplies and solutions for the prevention of healthcare-associated infections across the acute and alternate site channels. In connection with the pending financing for this transaction, we have accrued $12.6 million in deferred financing costs which is a non-cash financing activity in 2017. The transaction is expected to close early in the second quarter of 2018. |
Legal Proceedings
Legal Proceedings | 12 Months Ended |
Dec. 31, 2017 | |
Commitments and Contingencies Disclosure [Abstract] | |
Legal Proceedings | Legal Proceedings We are subject to various legal actions that are ordinary and incidental to our business, including contract disputes, employment, workers’ compensation, product liability, regulatory and other matters. We have insurance coverage for employment, product liability, workers’ compensation and other personal injury litigation matters, subject to policy limits, applicable deductibles and insurer solvency. We establish reserves from time to time based upon periodic assessment of the potential outcomes of pending matters. Based on current knowledge and the advice of counsel, we believe that the accrual as of December 31, 2017 for currently pending matters considered probable of loss, which is not material, is sufficient. In addition, we believe that other currently pending matters are not reasonably likely to result in a material loss, as payment of the amounts claimed is remote, the claims are insignificant, individually and in the aggregate, or the claims are expected to be adequately covered by insurance. |
Segment Information
Segment Information | 12 Months Ended |
Dec. 31, 2017 | |
Segment Reporting [Abstract] | |
Segment Information | Segment Information We periodically evaluate our application of accounting guidance for reportable segments and disclose information about reportable segments based on the way management organizes the enterprise for making operating decisions and assessing performance. We report our business under three segments: Domestic, International and Proprietary Products. The Domestic segment includes our United States distribution, logistics and value-added services business. Byram, acquired August 1, 2017 is included in the Domestic segment. The International segment consists of our European distribution, logistics and value-added services business. The Proprietary Products segment provides product-related solutions, including surgical and procedural kitting and sourcing. We evaluate the performance of our segments based on their operating earnings excluding acquisition-related and exit and realignment charges, certain purchase price fair value adjustments, and other substantive items that, either as a result of their nature or size, would not be expected to occur as part of our normal business operations on a regular basis. Segment assets exclude inter-segment account balances as we believe their inclusion would be misleading or not meaningful. We believe all inter-segment sales are at prices that approximate market. The following tables present financial information by segment: Year ended December 31, 2017 2016 2015 Net revenue: Segment net revenue Domestic $ 8,794,390 $ 9,191,574 $ 9,176,855 International 391,628 343,674 372,638 Proprietary Products 504,026 539,580 561,812 Total segment net revenue 9,690,044 10,074,828 10,111,305 Inter-segment net revenue Proprietary Products (371,769 ) (351,397 ) (338,359 ) Total inter-segment net revenue (371,769 ) (351,397 ) (338,359 ) Consolidated net revenue $ 9,318,275 $ 9,723,431 $ 9,772,946 Operating earnings (loss): Domestic $ 134,059 $ 165,495 $ 162,944 International (3,861 ) 5,596 3,198 Proprietary Products 32,950 53,799 61,932 Inter-segment eliminations 243 (616 ) (811 ) Acquisition-related and exit and realignment charges (1) (60,707 ) (24,675 ) (28,404 ) Other (2) (13,433 ) — 1,500 Consolidated operating earnings $ 89,251 $ 199,599 $ 200,359 Depreciation and amortization: Domestic $ 34,482 $ 29,469 $ 34,425 International 16,327 17,117 18,903 Proprietary Products 8,634 8,807 8,180 Consolidated depreciation and amortization $ 59,443 $ 55,393 $ 61,508 Capital expenditures: Domestic $ 32,858 $ 14,333 $ 17,310 International 14,074 12,874 18,158 Proprietary Products 3,805 2,914 1,148 Consolidated capital expenditures $ 50,737 $ 30,121 $ 36,616 (1) The year ended December 31, 2015 included $4.5 million of accelerated amortization related to an information system that was replaced. (2) 2017 included software as a service (SaaS) implementation costs associated with the upgrading of our global IT platforms in connection with the redesign of our global information system strategy. 2015 included a $1.5 million insurance recovery associated with a 2014 contract claim settlement with a customer in the U.K. December 31, 2017 2016 Total assets: Domestic $ 2,437,485 $ 1,778,481 International 433,513 352,898 Proprietary Products 400,773 400,885 Segment assets 3,271,771 2,532,264 Cash and cash equivalents 104,522 185,488 Consolidated total assets $ 3,376,293 $ 2,717,752 The following tables present information by geographic area. Net revenues were attributed to geographic areas based on the locations from which we ship products or provide services. International operations consist primarily of Movianto’s operations in the United Kingdom, Ireland, Germany, France, and other European countries. Year ended December 31, 2017 2016 2015 Net revenue: United States $ 8,899,208 $ 9,338,543 $ 9,356,140 United Kingdom 175,703 169,874 192,818 Ireland 56,937 41,214 44,168 France 39,279 38,761 44,592 Germany 49,227 47,514 46,848 Other European countries 97,921 87,525 88,380 Consolidated net revenue $ 9,318,275 $ 9,723,431 $ 9,772,946 December 31, 2017 2016 Long-lived assets: United States $ 327,442 $ 217,985 Germany 42,255 39,734 United Kingdom 37,648 32,349 Ireland 22,987 21,567 France 6,107 5,173 Other European countries 16,398 16,643 Consolidated long-lived assets $ 452,837 $ 333,451 |
Condensed Consolidating Financi
Condensed Consolidating Financial Information | 12 Months Ended |
Dec. 31, 2017 | |
Organization, Consolidation and Presentation of Financial Statements [Abstract] | |
Condensed Consolidating Financial Information | Condensed Consolidating Financial Information The following tables present condensed consolidating financial information for: Owens & Minor, Inc. (O&M); the guarantors of Owens & Minor, Inc.’s 2021 Notes and 2024 Notes, on a combined basis; and the non-guarantor subsidiaries of the 2021 Notes and 2024 Notes, on a combined basis. The guarantor subsidiaries are 100% owned by Owens & Minor, Inc. Separate financial statements of the guarantor subsidiaries are not presented because the guarantees by our guarantor subsidiaries are full and unconditional, as well as joint and several, and we believe the condensed consolidating financial information is more meaningful in understanding the financial position, results of operations and cash flows of the guarantor subsidiaries. Condensed Consolidating Financial Information Year ended December 31, 2017 Owens & Minor, Inc. Guarantor Subsidiaries Non-guarantor Subsidiaries Eliminations Consolidated Statements of Income Net revenue $ — $ 8,582,868 $ 915,350 $ (179,943 ) $ 9,318,275 Cost of goods sold — 7,802,499 524,035 (180,125 ) 8,146,409 Gross margin — 780,369 391,315 182 1,171,866 Distribution, selling and administrative expenses (395 ) 643,073 374,300 — 1,016,978 Acquisition-related and exit and realignment charges — 52,986 7,721 — 60,707 Other operating (income) expense, net — 3,887 1,043 — 4,930 Operating (loss) earnings 395 80,423 8,251 182 89,251 Interest expense (income), net 27,482 546 3,745 — 31,773 Income (loss) before income taxes (27,087 ) 79,877 4,506 182 57,478 Income tax (benefit) provision — (12,409 ) (2,906 ) — (15,315 ) Equity in earnings (loss) of subsidiaries 99,880 (3,527 ) — (96,353 ) — Net income (loss) 72,793 88,759 7,412 (96,171 ) 72,793 Other comprehensive income (loss), net of tax 42,399 42,209 42,612 (84,821 ) 42,399 Comprehensive income (loss) $ 115,192 $ 130,968 $ 50,024 $ (180,992 ) $ 115,192 Year ended December 31, 2016 Owens & Minor, Inc. Guarantor Subsidiaries Non-guarantor Subsidiaries Eliminations Consolidated Statements of Income Net revenue $ — $ 9,190,660 $ 697,559 $ (164,788 ) $ 9,723,431 Cost of goods sold — 8,330,960 370,594 (165,433 ) 8,536,121 Gross margin — 859,700 326,965 645 1,187,310 Distribution, selling and administrative expenses 1,127 670,800 298,497 — 970,424 Acquisition-related and exit and realignment charges — 15,611 9,064 — 24,675 Other operating (income) expense, net — (5,066 ) (2,322 ) — (7,388 ) Operating (loss) earnings (1,127 ) 178,355 21,726 645 199,599 Interest expense (income), net 28,901 (4,744 ) 2,900 — 27,057 Income (loss) before income taxes (30,028 ) 183,099 18,826 645 172,542 Income tax (benefit) provision — 61,545 2,210 — 63,755 Equity in earnings (loss) of subsidiaries 138,815 (389 ) — (138,426 ) — Net income (loss) 108,787 121,165 16,616 (137,781 ) 108,787 Other comprehensive income (loss), net of tax (15,658 ) (15,480 ) (15,017 ) 30,497 (15,658 ) Comprehensive income (loss) $ 93,129 $ 105,685 $ 1,599 $ (107,284 ) $ 93,129 Year ended December 31, 2015 Owens & Minor, Inc. Guarantor Subsidiaries Non-guarantor Subsidiaries Eliminations Consolidated Statements of Income Net revenue $ — $ 9,176,855 $ 751,442 $ (155,351 ) $ 9,772,946 Cost of goods sold — 8,305,734 410,009 (157,370 ) 8,558,373 Gross margin — 871,121 341,433 2,019 1,214,573 Distribution, selling and administrative expenses 1,229 684,021 308,533 — 993,783 Acquisition-related and exit and realignment charges — 8,877 19,527 — 28,404 Other operating (income) expense, net — (2,621 ) (5,352 ) — (7,973 ) Operating (loss) earnings (1,229 ) 180,844 18,725 2,019 200,359 Interest expense (income), net 27,457 (3,371 ) 3,063 — 27,149 Income (loss) before income taxes (28,686 ) 184,215 15,662 2,019 173,210 Income tax (benefit) provision (9,837 ) 71,807 7,831 — 69,801 Equity in earnings (loss) of subsidiaries 122,258 (10,348 ) — (111,910 ) — Net income (loss) 103,409 102,060 7,831 (109,891 ) 103,409 Other comprehensive income (loss), net of tax (27,824 ) (27,829 ) (27,581 ) 55,410 (27,824 ) Comprehensive income (loss) $ 75,585 $ 74,231 $ (19,750 ) $ (54,481 ) $ 75,585 December 31, 2017 Owens & Minor, Inc. Guarantor Subsidiaries Non-guarantor Subsidiaries Eliminations Consolidated Balance Sheets Assets Current assets Cash and cash equivalents $ 13,700 $ 865 $ 89,957 $ — $ 104,522 Accounts receivable, net — 559,269 206,410 (6,743 ) 758,936 Merchandise inventories — 902,190 89,580 (1,577 ) 990,193 Other current assets 100 123,067 205,087 — 328,254 Total current assets 13,800 1,585,391 591,034 (8,320 ) 2,181,905 Property and equipment, net — 107,010 99,480 — 206,490 Goodwill, net — 180,006 533,805 — 713,811 Intangible assets, net — 9,582 174,886 — 184,468 Due from O&M and subsidiaries — 439,654 — (439,654 ) — Advances to and investments in consolidated subsidiaries 2,114,853 558,429 — (2,673,282 ) — Other assets, net — 57,724 31,895 — 89,619 Total assets $ 2,128,653 $ 2,937,796 $ 1,431,100 $ (3,121,256 ) $ 3,376,293 Liabilities and equity Current liabilities Accounts payable $ — $ 824,307 $ 130,028 $ (6,763 ) $ 947,572 Accrued payroll and related liabilities — 15,504 14,912 — 30,416 Other current liabilities 5,822 140,048 185,875 — 331,745 Total current liabilities 5,822 979,859 330,815 (6,763 ) 1,309,733 Long-term debt, excluding current portion 545,352 340,672 14,720 — 900,744 Due to O&M and subsidiaries 562,000 — 506,703 (1,068,703 ) — Intercompany debt — 138,890 — (138,890 ) — Deferred income taxes — 25,493 48,754 — 74,247 Other liabilities — 66,136 9,954 — 76,090 Total liabilities 1,113,174 1,551,050 910,946 (1,214,356 ) 2,360,814 Equity Common stock 122,952 — — — 122,952 Paid-in capital 226,937 174,614 583,869 (758,483 ) 226,937 Retained earnings (deficit) 690,674 1,236,165 (50,416 ) (1,185,749 ) 690,674 Accumulated other comprehensive income (loss) (25,084 ) (24,033 ) (13,299 ) 37,332 (25,084 ) Total equity 1,015,479 1,386,746 520,154 (1,906,900 ) 1,015,479 Total liabilities and equity $ 2,128,653 $ 2,937,796 $ 1,431,100 $ (3,121,256 ) $ 3,376,293 Condensed Consolidating Financial Information December 31, 2016 Owens & Minor, Inc. Guarantor Subsidiaries Non-guarantor Subsidiaries Eliminations Consolidated Balance Sheets Assets Current assets Cash and cash equivalents $ 38,015 $ 61,266 $ 86,207 $ — $ 185,488 Accounts receivable, net — 526,170 90,016 (10,102 ) 606,084 Merchandise inventories — 856,566 61,505 (1,760 ) 916,311 Other current assets 106 86,907 167,143 — 254,156 Total current assets 38,121 1,530,909 404,871 (11,862 ) 1,962,039 Property and equipment, net — 97,725 93,993 — 191,718 Goodwill, net — 180,006 234,930 — 414,936 Intangible assets, net — 11,655 70,856 — 82,511 Due from O&M and subsidiaries — 312,602 — (312,602 ) — Advances to and investments in consolidated subsidiaries 2,044,963 152,886 — (2,197,849 ) — Other assets, net — 49,887 16,661 — 66,548 Total assets $ 2,083,084 $ 2,335,670 $ 821,311 $ (2,522,313 ) $ 2,717,752 Liabilities and equity Current liabilities Accounts payable $ — $ 683,189 $ 75,512 $ (7,951 ) $ 750,750 Accrued payroll and related liabilities — 32,814 12,237 — 45,051 Other current liabilities 7,106 93,327 138,404 — 238,837 Total current liabilities 7,106 809,330 226,153 (7,951 ) 1,034,638 Long-term debt, excluding current portion 544,838 3,219 16,526 — 564,583 Due to O&M and subsidiaries 571,102 — 48,044 (619,146 ) — Intercompany debt — 138,890 — (138,890 ) — Deferred income taxes — 70,280 20,103 — 90,383 Other liabilities — 60,578 7,532 — 68,110 Total liabilities 1,123,046 1,082,297 318,358 (765,987 ) 1,757,714 Equity Common stock 122,062 — — — 122,062 Paid-in capital 219,955 174,614 583,872 (758,486 ) 219,955 Retained earnings (deficit) 685,504 1,145,000 (42,032 ) (1,102,968 ) 685,504 Accumulated other comprehensive income (loss) (67,483 ) (66,241 ) (38,887 ) 105,128 (67,483 ) Total equity 960,038 1,253,373 502,953 (1,756,326 ) 960,038 Total liabilities and equity $ 2,083,084 $ 2,335,670 $ 821,311 $ (2,522,313 ) $ 2,717,752 Condensed Consolidating Financial Information Year ended December 31, 2017 Owens & Minor, Inc. Guarantor Subsidiaries Non-guarantor Subsidiaries Eliminations Consolidated Statements of Cash Flows Operating activities: Net income (loss) $ 72,793 $ 88,759 $ 7,412 $ (96,171 ) $ 72,793 Adjustments to reconcile net income to cash (used for) provided by operating activities: Equity in earnings of subsidiaries (99,880 ) 3,527 — 96,353 — Intercompany dividend — 25,000 — (25,000 ) — Depreciation and amortization — 34,548 24,895 — 59,443 Share-based compensation expense — 11,911 — — 11,911 Provision for losses on accounts receivable — 2,450 224 — 2,674 Deferred income tax (benefit) expense — (44,879 ) (5,109 ) — (49,988 ) Changes in operating assets and liabilities: Accounts receivable — (35,549 ) (61,103 ) (3,358 ) (100,010 ) Merchandise inventories — (45,624 ) (11,224 ) (184 ) (57,032 ) Accounts payable — 141,118 1,775 1,054 143,947 Net change in other assets and liabilities (1,277 ) (26,456 ) (7,836 ) 2,306 (33,263 ) Other, net (1 ) 6,605 (305 ) — 6,299 Cash provided by (used for) operating activities (28,365 ) 161,410 (51,271 ) (25,000 ) 56,774 Investing activities: Acquisition, net of cash acquired — (366,569 ) — — (366,569 ) Additions to computer software and intangible assets — (7,587 ) (8,537 ) — (16,124 ) Additions to property and equipment — (25,270 ) (9,343 ) — (34,613 ) Proceeds from sale of property and equipment — 198 465 — 663 Cash used for investing activities — (399,228 ) (17,415 ) — (416,643 ) Financing activities: Change in intercompany advances 75,969 (170,358 ) 94,389 — — Intercompany dividend — — (25,000 ) 25,000 — Proceeds from issuance of debt — 250,000 — — 250,000 Borrowings under revolving credit facility — 104,600 — — 104,600 Repayment of debt — (3,125 ) — — (3,125 ) Financing costs paid — (1,798 ) — — (1,798 ) Cash dividends paid (63,151 ) — — — (63,151 ) Repurchases of common stock (5,000 ) — — — (5,000 ) Other, net (3,768 ) (1,902 ) (3,050 ) — (8,720 ) Cash provided by (used for) financing activities 4,050 177,417 66,339 25,000 272,806 Effect of exchange rates on cash and cash equivalents — — 6,097 — 6,097 Net increase (decrease) in cash and cash equivalents (24,315 ) (60,401 ) 3,750 — (80,966 ) Cash and cash equivalents at beginning of year 38,015 61,266 86,207 — 185,488 Cash and cash equivalents at end of year $ 13,700 $ 865 $ 89,957 $ — $ 104,522 Year ended December 31, 2016 Owens & Minor, Inc. Guarantor Subsidiaries Non-guarantor Subsidiaries Eliminations Consolidated Statements of Cash Flows Operating activities: Net income (loss) $ 108,787 $ 121,165 $ 16,616 $ (137,781 ) $ 108,787 Adjustments to reconcile net income to cash (used for) provided by operating activities: Equity in earnings of subsidiaries (138,815 ) 389 — 138,426 — Depreciation and amortization — 29,589 25,804 — 55,393 Share-based compensation expense — 12,042 — — 12,042 Provision for losses on accounts receivable — 84 293 — 377 Deferred income tax (benefit) expense — 6,245 (2,027 ) — 4,218 Changes in operating assets and liabilities: Accounts receivable — (18,581 ) (6,358 ) (305 ) (25,244 ) Merchandise inventories — 26,666 (3,449 ) (628 ) 22,589 Accounts payable — 20,280 22,862 288 43,430 Net change in other assets and liabilities 180 (26,397 ) (11,342 ) — (37,559 ) Other, net 1,615 999 1,048 — 3,662 Cash provided by (used for) operating activities (28,233 ) 172,481 43,447 — 187,695 Investing activities: Additions to computer software and intangible assets — (4,004 ) (5,815 ) — (9,819 ) Additions to property and equipment — (10,329 ) (9,973 ) — (20,302 ) Proceeds from sale of property and equipment — 125 5,250 — 5,375 Cash used for investing activities — (14,208 ) (10,538 ) — (24,746 ) Financing activities: Change in intercompany advances 101,424 (100,308 ) (1,116 ) — — Cash dividends paid (63,382 ) — — — (63,382 ) Repurchases of common stock (71,028 ) — — — (71,028 ) Other, net (4,050 ) (2,313 ) (1,931 ) — (8,294 ) Cash provided by (used for) financing activities (37,036 ) (102,621 ) (3,047 ) — (142,704 ) Effect of exchange rates on cash and cash equivalents — — 4,223 — 4,223 Net increase (decrease) in cash and cash equivalents (65,269 ) 55,652 34,085 — 24,468 Cash and cash equivalents at beginning of year 103,284 5,614 52,122 — 161,020 Cash and cash equivalents at end of year $ 38,015 $ 61,266 $ 86,207 $ — $ 185,488 Condensed Consolidating Financial Information Year ended December 31, 2015 Owens & Minor, Inc. Guarantor Subsidiaries Non-guarantor Subsidiaries Eliminations Consolidated Statements of Cash Flows Operating activities: Net income (loss) $ 103,409 $ 102,060 $ 7,831 $ (109,891 ) $ 103,409 Adjustments to reconcile net income to cash (used for) provided by operating activities: Equity in earnings of subsidiaries (122,258 ) 10,348 — 111,910 — Depreciation and amortization — 34,497 31,485 — 65,982 Share-based compensation expense — 11,306 — — 11,306 Provision for losses on accounts receivable — 202 (226 ) — (24 ) Deferred income tax (benefit) expense — (5,267 ) (834 ) — (6,101 ) Changes in operating assets and liabilities: Accounts receivable — 12,076 (27,274 ) 33,531 18,333 Merchandise inventories — (66,317 ) (1,277 ) (2,133 ) (69,727 ) Accounts payable — 95,624 13,418 4,969 114,011 Net change in other assets and liabilities 666 61,454 6,443 (38,386 ) 30,177 Other, net 1,501 920 456 — 2,877 Cash provided by (used for) operating activities (16,682 ) 256,903 30,022 — 270,243 Investing activities: Additions to computer software and intangible assets — (13,688 ) (2,397 ) — (16,085 ) Additions to property and equipment — (3,621 ) (16,910 ) — (20,531 ) Proceeds from sale of property and equipment — 87 56 — 143 Cash used for investing activities — (17,222 ) (19,251 ) — (36,473 ) Financing activities: Proceeds from (repayment of) revolver — (33,700 ) — — (33,700 ) Change in intercompany advances 183,688 (201,851 ) 18,163 — — Cash dividends paid (63,651 ) — — — (63,651 ) Repurchases of common stock (20,000 ) — — — (20,000 ) Other, net (2,084 ) (2,428 ) (3,016 ) — (7,528 ) Cash provided by (used for) financing activities 97,953 (237,979 ) 15,147 — (124,879 ) Effect of exchange rates on cash and cash equivalents — — (4,643 ) — (4,643 ) Net increase (decrease) in cash and cash equivalents 81,271 1,702 21,275 — 104,248 Cash and cash equivalents at beginning of year 22,013 3,912 30,847 — 56,772 Cash and cash equivalents at end of year $ 103,284 $ 5,614 $ 52,122 $ — $ 161,020 |
Summary of Significant Accoun30
Summary of Significant Accounting Policies (Policies) | 12 Months Ended |
Dec. 31, 2017 | |
Accounting Policies [Abstract] | |
Basis of Presentation | Basis of Presentation. The consolidated financial statements include the accounts of Owens & Minor, Inc. and the subsidiaries it controls, in conformity with U.S generally accepted accounting principles (GAAP). All significant intercompany accounts and transactions have been eliminated. |
Reclassifications | Reclassifications. Certain prior year amounts have been reclassified to conform to current year presentation. |
Use of Estimates | Use of Estimates. The preparation of the consolidated financial statements in conformity with GAAP requires us to make assumptions and estimates that affect reported amounts and related disclosures. Estimates are used for, but are not limited to, the allowances for losses on accounts receivable, inventory valuation allowances, supplier incentives, depreciation and amortization, goodwill valuation, valuation of intangible assets and other long-lived assets, valuation of property held for sale, self-insurance liabilities, tax liabilities, defined benefit obligations, share-based compensation and other contingencies. Actual results may differ from these estimates. |
Cash and Cash Equivalents | Cash and Cash Equivalents. Cash and cash equivalents includes cash and marketable securities with an original maturity or maturity at acquisition of three months or less. Cash and cash equivalents are stated at cost. Nearly all of our cash and cash equivalents are held in cash depository accounts in major banks in the United States and Europe. Book overdrafts represent the amount of outstanding checks issued in excess of related bank balances and are included in accounts payable in our consolidated balance sheets, as they are similar to trade payables and are not subject to finance charges or interest. Changes in book overdrafts are classified as operating activities in our consolidated statements of cash flows. |
Accounts Receivable, Net | Accounts Receivable, Net. In general, accounts receivable from customers are recorded at the invoiced amount. We assess finance charges on overdue accounts receivable that are recognized as other operating income based on their estimated ultimate collectability. We have arrangements with certain customers under which they make deposits on account. Customer deposits in excess of outstanding receivable balances are classified as other current liabilities. For our direct to patient business, accounts receivable are recorded net of a contractual allowance. We maintain valuation allowances based upon the expected collectability of accounts receivable. Our allowances include specific amounts for accounts that are likely to be uncollectible, such as customer bankruptcies and disputed amounts and general allowances for accounts that may become uncollectible. Allowances are estimated based on a number of factors, including industry trends, current economic conditions, creditworthiness of customers, age of the receivables, changes in customer payment patterns, and historical experience. Account balances are charged off against the allowance after all means of collection have been exhausted and the potential for recovery is considered remote. |
Financing Receivables and Payables | Financing Receivables and Payables. We have an order-to-cash program in our International segment under which we invoice manufacturers’ customers and remit collected amounts to the manufacturers. We retain credit risk for certain uncollected receivables under this program where contractually obligated. We continually monitor the expected collectability in this program and maintain valuation allowances when it is likely that an amount may be or may become uncollectible. Allowances are estimated based on a number of factors including creditworthiness of customers, age of the receivables and historical experience. We write off uncollected receivables under this program when collection is no longer being pursued. At December 31, 2017 and 2016 , the allowance for uncollectible accounts as part of this program was $0.1 million . Fees charged for this program are included in net revenue. Product pricing and related product risks are retained by the manufacturer. Balances receivable and related amounts payable under this program are classified in other current assets and other current liabilities in the consolidated balance sheets. |
Merchandise Inventories | Merchandise Inventories. Merchandise inventories are valued at the lower of cost or market, with cost determined by the last-in, first-out (LIFO) method for inventories in the U.S. Cost of inventories outside the U.S. is determined using the first-in, first out (FIFO) method. |
Property and Equipment | Property and Equipment. Property and equipment are stated at cost less accumulated depreciation or, if acquired under capital leases, at the lower of the present value of minimum lease payments or fair market value at the inception of the lease less accumulated amortization. Depreciation and amortization expense for financial reporting purposes is computed on a straight-line method over the estimated useful lives of the assets or, for capital leases and leasehold improvements, over the term of the lease, if shorter. In general, the estimated useful lives for computing depreciation and amortization are four to 15 years for warehouse equipment, five to 40 years for buildings and building improvements, and three to eight years for computers, furniture and fixtures, and office and other equipment. Straight-line and accelerated methods of depreciation are used for income tax purposes. Normal maintenance and repairs are expensed as incurred, and renovations and betterments are capitalized. |
Leases | Leases. We have entered into non-cancelable agreements to lease most of our office and warehouse facilities with remaining terms generally ranging from one to 30 years. We also lease most of our transportation and material handling equipment for terms generally ranging from three to ten years. Certain information technology assets embedded in an outsourcing agreement are accounted for as capital leases. Leases are classified as operating leases or capital leases at their inception. Rent expense for leases with rent holidays or pre-determined rent increases are recognized on a straight-line basis over the lease term. Incentives and allowances for leasehold improvements are deferred and recognized as a reduction of rent expense over the lease term. |
Goodwill | Goodwill. We evaluate goodwill for impairment annually, as of October 1, and whenever events occur or changes in circumstance indicate that the carrying amount of goodwill may not be recoverable. We review goodwill first by performing a qualitative assessment to determine if it is more likely than not that the fair value of a reporting unit exceeds its carrying value. If not, we then perform a quantitative assessment by first comparing the carrying amount to the fair value of the reporting unit. If the fair value of the reporting unit is determined to be less than its carrying value, a second step is performed to measure the goodwill impairment loss as the excess of the carrying value of the reporting unit’s goodwill over the estimated fair value of its goodwill. We estimate the fair value of the reporting unit using valuation techniques which can include comparable multiples of the unit’s earnings before interest, taxes, depreciation and amortization (EBITDA) and present value of expected cash flows. The EBITDA multiples are based on an analysis of current enterprise values and recent acquisition prices of similar companies, if available. |
Intangible Assets | Intangible Assets. Intangible assets acquired through purchases or business combinations are stated at fair value at the acquisition date and net of accumulated amortization in the consolidated balance sheets. Intangible assets, consisting primarily of customer relationships, customer contracts, non-competition agreements, trademarks, and tradenames are amortized over their estimated useful lives. In determining the useful life of an intangible asset, we consider our historical experience in renewing or extending similar arrangements. Customer relationships are generally amortized over three to 15 years and other intangible assets are amortized generally for periods between one and 15 years, based on their pattern of economic benefit or on a straight-line basis. |
Computer Software | Computer Software. We develop and purchase software for internal use. Software development costs incurred during the application development stage are capitalized. Once the software has been installed and tested, and is ready for use, additional costs incurred in connection with the software are expensed as incurred. Capitalized computer software costs are amortized over the estimated useful life of the software, usually between three and ten years. Capitalized computer software costs are included in other assets, net, in the consolidated balance sheets. Unamortized software at December 31, 2017 and 2016 was $61.8 million and $59.2 million . Depreciation and amortization expense includes $10.7 million , $12.9 million and $15.4 million of software amortization for the years ended December 31, 2017 , 2016 and 2015 . Additional amortization of $4.5 million in 2015 related to the accelerated amortization of an information system which was replaced in the International segment is included in acquisition-related and exit and realignment charges in the consolidated statements of income. |
Long-Lived Assets | Long-Lived Assets. Long-lived assets, which include property and equipment, finite-lived intangible assets, and unamortized software costs, are evaluated for impairment whenever events or changes in circumstances indicate that the carrying amount of long-lived assets may not be recoverable. We assess long-lived assets for potential impairment by comparing the carrying value of an asset, or group of related assets, to their estimated undiscounted future cash flows. |
Self-Insurance Liabilities | Self-Insurance Liabilities. We are self-insured for most employee healthcare, workers’ compensation and automobile liability costs; however, we maintain insurance for individual losses exceeding certain limits. Liabilities are estimated for healthcare costs using current and historical claims data. Liabilities for workers’ compensation and automobile liability claims are estimated using historical claims data and loss development factors. If the underlying facts and circumstances of existing claims change or historical trends are not indicative of future trends, then we may be required to record additional expense or reductions to expense. Self-insurance liabilities are included in other current liabilities on the consolidated balance sheets. |
Revenue Recognition | Revenue Recognition. Revenue is recognized when persuasive evidence of an arrangement exists, delivery has occurred or services have been rendered, the price or fee is fixed or determinable, and collectability is reasonably assured. Under most of our distribution arrangements, we record revenue at the time shipment is completed as title passes to the customer when the product is received by the customer. For our direct to patient and home health agency sales, revenues are recorded based upon the estimated amounts due from patients and third-party payors. Third-party payors include federal and state agencies (under Medicare and Medicaid programs), managed care health plans and commercial insurance companies. Estimates of contractual allowances are based upon historical collection rates for the related payor agreements. The estimated reimbursement amounts are made on a payor-specific basis and are recorded based on the best information available regarding management’s interpretation of the applicable laws, regulations and reimbursement terms. Revenue for activity-based fees and other services is recognized as work is performed and as amounts are earned. Depending on the specific contractual provisions and nature of the deliverable, revenue from services may be recognized on a straight-line basis over the term of the service, on a proportional performance model, based on level of effort, or when final deliverables have been provided. Additionally, we generate fees from arrangements that include performance targets related to cost-saving initiatives for customers that result from our supply-chain management services. Achievement against performance targets, measured in accordance with contractual terms, may result in additional fees paid to us or, if performance targets are not achieved, we may be obligated to refund or reduce a portion of our fees or to provide credits toward future purchases by the customer. For these arrangements, all contingent revenue is deferred and recognized as the performance target is achieved and the applicable contingency is released. When we determine that a loss is probable under a contract, the estimated loss is accrued. We allocate revenue for arrangements with multiple deliverables meeting the criteria for a separate unit of accounting using the relative selling price method and recognize revenue for each deliverable in accordance with applicable revenue recognition criteria. In most cases, we record revenue gross, as we are the primary obligor in our sales arrangements, bear the risk of general and physical inventory loss and carry all credit risk associated with sales. When we act as an agent in a sales arrangement and do not bear a significant portion of these risks, primarily for our third-party logistics business, we record revenue net of product cost. Sales taxes collected from customers and remitted to governmental authorities are excluded from revenues. |
Cost of Goods Sold | Cost of Goods Sold. Cost of goods sold includes the cost of the product (net of supplier incentives and cash discounts) and all costs incurred for shipments of products from manufacturers to our distribution centers for all customer arrangements where we are the primary obligor, bear the risk of general and physical inventory loss and carry all credit risk associated with sales. Cost of goods sold also includes direct and certain indirect labor, material and overhead costs associated with our Proprietary Products business. We have contractual arrangements with certain suppliers that provide incentives, including cash discounts for prompt payment, operational efficiency and performance-based incentives. These incentives are recognized as a reduction in cost of goods sold as targets become probable of achievement. In situations where we act as an agent in a sales arrangement and do not bear a significant portion of these risks, primarily for our third-party logistics business, there is no cost of goods sold and all costs to provide the service to the customer are recorded in selling, general and administrative expenses. As a result of different practices of categorizing costs and different business models throughout our industry, our gross margins may not necessarily be comparable to other distribution companies. |
Distribution, Selling, General and Administrative (DS&A) Expenses | Distribution, Selling and Administrative (DS&A) Expenses. DS&A expenses include shipping and handling costs, labor, depreciation, amortization and other costs for selling and administrative functions associated with our distribution and logistics services and all costs associated with our fee-for-service arrangements. |
Shipping and Handling | Shipping and Handling. Shipping and handling costs are included in DS&A expenses on the consolidated statements of income and include costs to store, to move, and to prepare products for shipment, as well as costs to deliver products to customers. Shipping and handling costs totaled $589.0 million , $558.9 million and $548.6 million for the years ended December 31, 2017 , 2016 and 2015 , respectively. Third-party shipping and handling costs billed to customers, which are included in net revenue, are immaterial for all periods presented. |
Share-Based Compensation | Share-Based Compensation. We account for share-based payments to employees at fair value and recognize the related expense in selling, general and administrative expenses over the service period for awards expected to vest. |
Derivative Financial Instruments | Derivative Financial Instruments. We are directly and indirectly affected by changes in certain market conditions, which may adversely impact our financial performance and are referred to as “market risks.” When deemed appropriate, we use derivatives as a risk management tool to mitigate the potential impact of certain market risks, primarily foreign currency exchange risk. We use forward contracts, which are agreements to buy or sell a quantity of a commodity at a predetermined future date, and at a predetermined rate or price. We do not enter into derivative financial instruments for trading purposes. All derivatives are carried at fair value in our consolidated balance sheets, which is determined by using observable market inputs (Level 2). The cash flow impact of the our derivative instruments is primarily included in our consolidated statements of cash flows in net cash provided by operating activities. |
Income Taxes | Income Taxes. We account for income taxes under the asset and liability method. Deferred tax assets and liabilities are recognized for the future tax consequences attributable to differences between the financial statement carrying amounts of existing assets and liabilities and their respective tax bases and operating loss and tax credit carryforwards. Deferred tax assets and liabilities are measured using enacted tax rates expected to apply to taxable income in the years in which those temporary differences are expected to be recovered or settled. The effect on deferred tax assets and liabilities of a change in tax rates is recognized in income in the period that includes the enactment date. Valuation allowances are provided if it is more likely than not that a deferred tax asset will not be realized. When we have claimed tax benefits that may be challenged by a tax authority, an estimate of the effect of these uncertain tax positions is recorded. It is our policy to provide for uncertain tax positions and the related interest and penalties based upon an assessment of whether a tax benefit is more likely than not to be sustained upon examination by tax authorities. To the extent that the tax outcome of these uncertain tax positions changes, based on our assessment, such changes in estimate may impact the income tax provision in the period in which such determination is made. The Tax Cuts and Jobs Act (the "Act") was enacted on December 22, 2017. To the extent the effects of the Act are reasonably estimable we have recognized provisional amounts. Given the significant complexity of the Act, anticipated guidance from the U.S. Treasury about implementing the Act, and the potential for additional guidance from the Securities and Exchange Commission or the Financial Accounting Standards Board related to the Act, these estimates may be adjusted during 2018. We earn a portion of our operating earnings in foreign jurisdictions outside the United States. Prior to the reporting period in which the Act was enacted we considered foreign earnings to be indefinitely reinvested and provided no United States federal and state taxes or withholding taxes on those earnings. Upon enactment, the Act imposes a tax on our total post-1986 foreign earnings at various tax rates. The Company has recognized a provisional amount of this one-time transition tax. No additional income taxes have been provided for any remaining undistributed foreign earnings not subject to the transition tax, or any additional outside basis difference inherent in these entities, as these amounts continue to be indefinitely reinvested in foreign operations. Determining the amount of unrecognized deferred tax liability related to any remaining undistributed foreign earnings not subject to the transition tax and additional outside basis difference in these entities (i.e., basis difference in excess of that subject to the one-time transition tax) is not practicable. The Company will evaluate its foreign earnings repatriation policy in 2018. |
Fair Value Measurements | Fair Value Measurements. Fair value is determined based on assumptions that a market participant would use in pricing an asset or liability. The assumptions used are in accordance with a three-tier hierarchy, defined by GAAP, that draws a distinction between market participant assumptions based on (i) observable inputs such as quoted prices in active markets (Level 1), (ii) inputs other than quoted prices in active markets that are observable either directly or indirectly (Level 2) and (iii) unobservable inputs that require the use of present value and other valuation techniques in the determination of fair value (Level 3). The carrying amounts of cash and cash equivalents, accounts receivable and accounts payable reported in the consolidated balance sheets approximate fair value due to the short-term nature of these instruments. Property held for sale is reported at estimated fair value less selling costs with fair value determined based on recent sales prices for comparable properties in similar locations (Level 2). The fair value of long-term debt is estimated based on quoted market prices or dealer quotes for the identical liability when traded as an asset in an active market (Level 1) or, if quoted market prices or dealer quotes are not available, on the borrowing rates currently available for loans with similar terms, credit ratings, and average remaining maturities (Level 2). See Note 10 for the fair value of debt. |
Acquisition-Related and Exit and Realignment Costs | Acquisition-Related and Exit and Realignment Charges . We present costs incurred in connection with acquisitions in acquisition-related and exit and realignment charges in our consolidated statements of income. Acquisition-related charges consist primarily of transaction costs incurred to perform due diligence and to analyze, negotiate and consummate an acquisition, costs to perform post-closing activities to establish the organizational structure, and costs to transition the acquired company’s information technology and other operations and administrative functions from the former owner. Exit and realignment charges consist of costs associated with optimizing our operations which include the closure and consolidation of certain distribution and logistics centers, administrative offices and warehouses in the United States and Europe. These charges also include costs related to our strategic organizational realignment which include management changes, certain professional fees, and costs to streamline administrative functions and processes. Costs associated with exit and realignment activities are recorded at their fair value when incurred. Liabilities are established at the cease-use date for remaining operating lease and other contractual obligations, net of estimated sub-lease income. The net lease termination cost is discounted using a credit-adjusted risk-free rate of interest. We evaluate these assumptions quarterly and adjust the liability accordingly. The current portion of accrued lease and other contractual termination costs is included in other current liabilities on the consolidated balance sheets, and the non-current portion is included in other liabilities. Severance benefits are recorded when payment is considered probable and reasonably estimable. |
Income Per Share | Income Per Share. Basic and diluted income per share are calculated pursuant to the two-class method, under which unvested share-based payment awards containing nonforfeitable rights to dividends are participating securities. |
Foreign Currency Translation | Foreign Currency Translation. Our foreign subsidiaries generally consider their local currency to be their functional currency. Assets and liabilities of these foreign subsidiaries are translated into U.S. dollars at period-end exchange rates and revenues and expenses are translated at average exchange rates during the period. Cumulative currency translation adjustments are included in accumulated other comprehensive income (loss) in shareholders’ equity. Gains and losses on intercompany foreign currency transactions that are long-term in nature and which we do not intend to settle in the foreseeable future are also recognized in other comprehensive income (loss) in shareholders’ equity. Realized gains and losses from foreign currency transactions are recorded in other operating income, net in the consolidated statements of income and were not material to our consolidated results of operations in 2017 , 2016 and 2015 . |
Business Combinations | Business Combinations . We account for acquired businesses using the acquisition method of accounting, which requires that the assets acquired and liabilities assumed be recorded at the date of acquisition at their respective fair values. Any excess of the purchase price over the estimated fair values of the net assets acquired is recorded as goodwill. |
Recent Accounting Pronouncements | Recent Accounting Pronouncements . During 2017 , we adopted Accounting Standard Updates (ASU’s) issued by the Financial Accounting Standards Board (FASB). In February 2016, the Financial Accounting Standards Board (FASB) issued ASU No. 2016-02, Leases which requires lessees to put most leases on their balance sheets but recognize the expenses on their income statements in a manner similar to current practice. The new standard states that a lessee will recognize a lease liability for the obligation to make lease payments and a right-of-use (ROU) asset for the right to use the underlying asset for the lease term. Expense related to leases determined to be operating leases will be recognized on a straight-line basis, while those determined to be financing leases will be recognized following a front-loaded expense profile in which interest and amortization are presented separately in the income statement. This guidance is effective for fiscal years beginning after December 15, 2018, including interim periods within that reporting period. Early adoption is permitted and should be applied using a modified retrospective approach. We expect this standard will have a material effect on our financial statements. While we are continuing to assess the effect of adoption, we currently believe the most significant changes relate to the recognition of new ROU assets and lease liabilities on our balance sheet for operating leases related to office and warehouse facilities. On January 1, 2017, we adopted ASU No. 2016-09, Improvements to Employee Share-Based Payment Accounting. The amendments in this updated guidance included changes to simplify the Codification for several aspects of the accounting for share-based payment transactions, including the income tax consequences, classification of awards as either equity or liabilities, and classification on the statement of cash flows. As a result of this adoption, we recognized $0.4 million in excess tax benefits in the income statement for the year ended December 31, 2017. In addition, we recorded these tax benefits related to stock based compensation for the current year in operating activities in the statements of cash flows and reclassified $0.8 and $0.6 million from financing activities in 2016 and 2015, respectively, to conform to this presentation. In May 2014, the FASB issued an ASU, Revenue from Contracts with Customers . The amended guidance eliminates industry specific guidance and applies to all companies. Revenue will be recognized when an entity satisfies a performance obligation by transferring control of a promised good or service to a customer in an amount that reflects the consideration to which the entity expects to be entitled for that good or service. Revenue from a contract that contains multiple performance obligations is allocated to each performance obligation generally on a relative standalone selling price basis. Amended guidance was issued on: principal versus agent considerations, shipping and handling activities that occur after the customer has obtained control of a good as an activity to fulfill the promise to transfer the good, clarification on how an entity should evaluate the collectibility threshold and when an entity can recognize nonrefundable consideration received as revenue if an arrangement does not meet the standard’s contract criteria. The amended guidance also requires additional quantitative and qualitative disclosures. These amended standards are all effective for us beginning January 1, 2018 and allow for either full retrospective adoption or modified retrospective adoption (cumulative effect). We have completed our evaluation of the amended guidance, including identification of revenue streams and customer contract reviews. Our revenue is primarily distribution revenue, which we recognize at the time shipment is completed and title passes to the customer. Based on our analysis, the timing of recognition of distribution revenue will be substantially unchanged under the amended guidance. We intend to use the modified retrospective method of adoption. |
Segment Reporting | We periodically evaluate our application of accounting guidance for reportable segments and disclose information about reportable segments based on the way management organizes the enterprise for making operating decisions and assessing performance. We report our business under three segments: Domestic, International and Proprietary Products. The Domestic segment includes our United States distribution, logistics and value-added services business. Byram, acquired August 1, 2017 is included in the Domestic segment. The International segment consists of our European distribution, logistics and value-added services business. The Proprietary Products segment provides product-related solutions, including surgical and procedural kitting and sourcing. |
Acquisitions (Tables)
Acquisitions (Tables) | 12 Months Ended |
Dec. 31, 2017 | |
Business Combinations [Abstract] | |
Schedule of Business Acquisitions, by Acquisition | The allocation of purchase price to assets and liabilities acquired is not yet complete. Preliminary Fair Value (1) Differences Between Prior and the Current Periods Preliminary Fair Value Estimate Preliminary Fair Value Currently Estimated as of Acquisition Date Assets acquired: Current assets $ 62,902 $ (916 ) $ 61,986 Goodwill 263,155 25,536 288,691 Intangible assets 156,000 (41,000 ) 115,000 Other noncurrent assets 3,615 1,454 5,069 Total assets 485,672 (14,926 ) 470,746 Liabilities assumed: Current liabilities 72,397 565 72,962 Noncurrent liabilities 46,706 (15,491 ) 31,215 Total liabilities 119,103 (14,926 ) 104,177 Fair value of net assets acquired, net of cash $ 366,569 $ — $ 366,569 |
Property and Equipment (Tables)
Property and Equipment (Tables) | 12 Months Ended |
Dec. 31, 2017 | |
Property, Plant and Equipment [Abstract] | |
Property And Equipment | Property and equipment consists of the following: December 31, 2017 2016 Warehouse equipment $ 190,410 $ 167,889 Computer equipment 59,746 51,513 Building and improvements 78,709 72,780 Leasehold improvements 71,830 60,360 Land and improvements 17,638 17,311 Furniture and fixtures 15,119 14,668 Office equipment and other 12,619 8,596 446,071 393,117 Accumulated depreciation (239,581 ) (201,399 ) Property and equipment, net $ 206,490 $ 191,718 |
Goodwill and Intangible Assets
Goodwill and Intangible Assets (Tables) | 12 Months Ended |
Dec. 31, 2017 | |
Goodwill and Intangible Assets Disclosure [Abstract] | |
Schedule of Goodwill | The following table summarizes the changes in the carrying amount of goodwill through December 31, 2017 : Domestic International Proprietary Products Consolidated Carrying amount of goodwill, December 31, 2016 $ 180,006 $ 19,391 $ 215,539 $ 414,936 Acquisition (See Note 3) 288,691 — — 288,691 Currency translation adjustments — 7,772 2,412 10,184 Carrying amount of goodwill, December 31, 2017 $ 468,697 $ 27,163 $ 217,951 $ 713,811 |
Intangible Assets | Intangible assets at December 31, 2017 and 2016 were as follows: 2017 2016 Customer Other Customer Other Gross intangible assets $ 199,265 $ 43,537 $ 118,223 $ 4,045 Accumulated amortization (54,757 ) (3,577 ) (38,429 ) (1,328 ) Net intangible assets $ 144,508 $ 39,960 $ 79,794 $ 2,717 Weighted average useful life 11 years 7 years 14 years 5 years |
Exit and Realignment Costs (Tab
Exit and Realignment Costs (Tables) | 12 Months Ended |
Dec. 31, 2017 | |
Restructuring and Related Activities [Abstract] | |
Schedule of Exit and Realignment Charges by Segment | Exit and realignment charges by segment for the years ended December 31, 2017 , 2016 and 2015 were as follows: Year ended December 31, 2017 2016 2015 Domestic segment $ 39,823 $ 14,304 $ 7,318 International segment 1,726 7,491 11,312 Proprietary Products 1,893 1,669 — Total exit and realignment charges $ 43,442 $ 23,464 $ 18,630 |
Schedule of Exit and Realignment Cost Accrual Activity | The following table summarizes the activity related to exit and realignment cost accruals through December 31, 2017 : Lease Severance and Total Accrued exit and realignment charges, January 1, 2015 $ 3,575 $ 2,887 $ 6,462 Provision for exit and realignment activities 1,118 3,965 5,083 Change in estimate (3,002 ) (875 ) (3,877 ) Cash payments, net of sublease income (1,205 ) (4,137 ) (5,342 ) Accrued exit and realignment charges, December 31, 2015 486 1,840 2,326 Provision for exit and realignment activities — 11,823 11,823 Change in estimate — (261 ) (261 ) Cash payments, net of sublease income (486 ) (11,164 ) (11,650 ) Accrued exit and realignment charges, December 31, 2016 — 2,238 2,238 Provision for exit and realignment activities — 17,691 17,691 Change in estimate — (365 ) (365 ) Cash payments, net of sublease income — (7,592 ) (7,592 ) Accrued exit and realignment charges, December 31, 2017 $ — $ 11,972 $ 11,972 |
Debt (Tables)
Debt (Tables) | 12 Months Ended |
Dec. 31, 2017 | |
Debt Disclosure [Abstract] | |
Debt | Debt consists of the following: 2017 2016 December 31, Carrying Estimated Carrying Estimated 3.875% Senior Notes, $275 million par value, maturing September 2021 $ 272,734 $ 278,080 $ 272,394 $ 274,450 4.375% Senior Notes, $275 million par value, maturing December 2024 272,959 277,915 272,444 269,995 Term Loan 246,182 246,182 — — Revolver 104,600 104,600 — — Capital leases 20,888 20,888 24,549 24,549 Total debt 917,363 927,665 569,387 568,994 Less current maturities (16,619 ) (16,619 ) (4,804 ) (4,804 ) Long-term debt $ 900,744 $ 911,046 $ 564,583 $ 564,190 |
Schedule of Future Minimum Lease Payments for Capital Leases | As of December 31, 2017 , we were obligated under capital leases for minimum annual rental payments as follows: Year 2018 $ 5,961 2019 3,964 2020 2,791 2021 2,262 2022 2,096 Thereafter 12,637 Total minimum lease payments 29,711 Less: Amounts representing interest (8,823 ) Present value of total minimum lease payments 20,888 Less: Current portion of capital lease obligations (4,119 ) Long-term portion of capital lease obligations $ 16,769 |
Share-Based Compensation (Table
Share-Based Compensation (Tables) | 12 Months Ended |
Dec. 31, 2017 | |
Disclosure of Compensation Related Costs, Share-based Payments [Abstract] | |
Activity and Value of Nonvested Restricted Stock and Performance Share Awards | The following table summarizes the activity and value of nonvested restricted stock and performance share awards for the years ended December 31, 2017 , 2016 and 2015 : 2017 2016 2015 Number of Weighted Number of Weighted Number of Weighted Nonvested awards at beginning of year 1,091 $ 44.15 1,104 $ 40.02 814 $ 33.29 Granted 1,152 30.55 572 34.75 545 34.25 Vested (351 ) 33.97 (337 ) 32.65 (195 ) 29.90 Forfeited (235 ) 34.49 (248 ) 34.06 (60 ) 33.27 Nonvested awards at end of year 1,657 42.60 1,091 44.15 1,104 40.02 |
Summary of Activity and Terms of Outstanding Options | The following table summarizes the activity and terms of outstanding options at December 31, 2017 , and for each of the years in the three-year period then ended: Number of Weighted Average Weighted Average Aggregate Options outstanding at December 31, 2014 15 $ 20.49 Exercised (15 ) 20.49 Forfeited — — Options outstanding at December 31, 2015 — — Exercised — — Forfeited — — Options outstanding at December 31, 2016 — — Exercised — — Forfeited — — Options outstanding at December 31, 2017 — $ — — $ — |
Retirement Plans (Tables)
Retirement Plans (Tables) - Domestic Plan [Member] | 12 Months Ended |
Dec. 31, 2017 | |
Domestic Retirement Plan's Financial Status and Amounts Recognized in Consolidated Balance Sheets | The following table sets forth the U.S. Retirement Plan’s financial status and the amounts recognized in our consolidated balance sheets: December 31, 2017 2016 Change in benefit obligation Benefit obligation, beginning of year $ 52,051 $ 51,023 Interest cost 1,887 1,980 Actuarial (gain) loss 2,796 2,616 Benefits paid (3,460 ) (3,568 ) Benefit obligation, end of year $ 53,274 $ 52,051 Change in plan assets Fair value of plan assets, beginning of year $ — $ — Employer contribution 3,460 3,568 Benefits paid (3,460 ) (3,568 ) Fair value of plan assets, end of year $ — $ — Funded status, end of year $ (53,274 ) $ (52,051 ) Amounts recognized in the consolidated balance sheets Other current liabilities $ (3,481 ) $ (3,405 ) Other liabilities (49,791 ) (48,644 ) Accumulated other comprehensive loss 19,019 18,071 Net amount recognized $ (34,253 ) $ (33,978 ) Accumulated benefit obligation $ 53,274 $ 52,051 Weighted average assumptions used to determine benefit obligation Discount rate 3.25 % 3.75 % Rate of increase in compensation levels N/A N/A |
Components of Net Periodic Benefit Cost for Domestic Retirement Plan | The components of net periodic benefit cost for the U.S. Retirement Plan, which is included in distribution, selling, and administrative expenses in the consolidated statements of income, were as follows: Year ended December 31, 2017 2016 2015 Interest cost $ 1,887 $ 1,980 $ 1,806 Recognized net actuarial loss 1,849 1,646 1,606 Net periodic benefit cost $ 3,736 $ 3,626 $ 3,412 Weighted average assumptions used to determine net periodic benefit cost Discount rate 3.75 % 4.00 % 3.75 % Rate of increase in future compensation levels N/A N/A N/A |
Amounts Recognized As Component of Accumulated Other Comprehensive Loss, Domestic | We expect to recognize approximately $2.1 million of the net actuarial loss reported in the following table as of December 31, 2017 , as a component of net periodic benefit cost during 2018. Year ended December 31, 2017 2016 Net actuarial loss $ (19,019 ) $ (18,071 ) Deferred tax benefit 6,939 7,048 Amounts included in accumulated other comprehensive income (loss), net of tax $ (12,080 ) $ (11,023 ) |
Expected Benefit Payments Required For Domestic Retirement Plan | As of December 31, 2017 , the expected benefit payments required for each of the next five years and the five-year period thereafter for the U.S. Retirement Plan were as follows: Year 2018 $ 3,452 2019 3,214 2020 3,185 2021 3,056 2022 2,940 2023-2027 12,893 |
Income Taxes (Tables)
Income Taxes (Tables) | 12 Months Ended |
Dec. 31, 2017 | |
Income Tax Disclosure [Abstract] | |
Components of Income (Loss) before Income Taxes | e components of income (loss) before income taxes consist of the following: Year ended December 31, 2017 2016 2015 Income (loss) before income taxes: U.S. $ 49,903 $ 150,942 $ 167,444 Foreign 7,575 21,600 5,766 Income before income taxes $ 57,478 $ 172,542 $ 173,210 |
Income Tax Provision | The income tax provision consists of the following: Year ended December 31, 2017 2016 2015 Current tax provision (benefit): Federal $ 27,043 $ 46,846 $ 60,757 State 5,455 8,512 11,431 Foreign 2,175 4,179 3,714 Total current tax provision 34,673 59,537 75,902 Deferred tax provision (benefit): Federal (43,838 ) 5,303 (4,744 ) State (1,068 ) 885 (376 ) Foreign (5,082 ) (1,970 ) (981 ) Total deferred tax provision (49,988 ) 4,218 (6,101 ) Total income tax provision $ (15,315 ) $ 63,755 $ 69,801 |
Reconciliation of Federal Statutory Rate to Effective Income Tax Rate | A reconciliation of the federal statutory rate to our effective income tax rate is shown below: Year ended December 31, 2017 2016 2015 Federal statutory rate 35.0 % 35.0 % 35.0 % Increases (decreases) in the rate resulting from: State income taxes, net of federal income tax impact 4.3 % 3.7 % 4.1 % Foreign income taxes (8.2 )% (4.3 )% (2.8 )% Valuation allowance (1.9 )% 0.5 % 1.2 % Tax Reform (60.2 )% — % — % Other 4.4 % 2.1 % 2.8 % Effective income tax rate (26.6 )% 37.0 % 40.3 % |
Tax Effects On Deferred Tax Assets And Deferred Tax Liabilities | The tax effects of temporary differences that give rise to significant portions of the deferred tax assets and deferred tax liabilities are presented below: December 31, 2017 2016 Deferred tax assets: Employee benefit plans $ 23,181 $ 35,540 Accrued liabilities not currently deductible 20,477 15,693 Finance charges 2,007 3,803 Capital leases 3,732 6,607 Allowance for losses on accounts and notes receivable 4,043 4,069 Net operating loss carryforwards 16,536 12,722 Other 4,311 4,183 Total deferred tax assets 74,287 82,617 Less: valuation allowances (12,726 ) (12,332 ) Net deferred tax assets 61,561 70,285 Deferred tax liabilities: Merchandise inventories 43,683 71,035 Goodwill 26,194 37,854 Property and equipment 10,669 14,910 Computer software 9,473 15,363 Insurance 243 368 Intangible assets 38,726 18,887 Other 212 230 Total deferred tax liabilities 129,200 158,647 Net deferred tax liability $ (67,639 ) $ (88,362 ) |
Reconciliation of Changes In Unrecognized Tax Benefits | A reconciliation of the changes in unrecognized tax benefits from the beginning to the end of the reporting period is as follows: 2017 2016 Unrecognized tax benefits at January 1, $ 10,725 $ 7,657 Increases for positions taken during current period 1,644 2,322 Increases for positions taken during prior periods 1,928 1,135 Decreases for positions taken during prior periods (712 ) (242 ) Lapse of statute of limitations — (21 ) Settlements with taxing authorities — (126 ) Unrecognized tax benefits at December 31, $ 13,585 $ 10,725 |
Net Income per Common Share (Ta
Net Income per Common Share (Tables) | 12 Months Ended |
Dec. 31, 2017 | |
Earnings Per Share [Abstract] | |
Summary of Calculation of Net Income Per Share | The following table summarizes the calculation of net income per share attributable to common shareholders for the years ended December 31, 2017 , 2016 and 2015 : Year ended December 31, 2017 2016 2015 Numerator: Net income $ 72,793 $ 108,787 $ 103,409 Less: income allocated to unvested restricted shares (1,060 ) (1,147 ) (925 ) Net income attributable to common shareholders—basic 71,733 107,640 102,484 Add: undistributed income attributable to unvested restricted shares—basic 58 297 235 Less: undistributed income attributable to unvested restricted shares—diluted (58 ) (297 ) (235 ) Net income attributable to common shareholders—diluted $ 71,733 $ 107,640 $ 102,484 Denominator: Weighted average shares outstanding—basic 60,001 61,093 62,116 Dilutive shares—stock options — — 1 Weighted average shares outstanding—diluted 60,001 61,093 62,117 Net income attributable to common shareholders: Basic and diluted $ 1.20 $ 1.76 $ 1.65 |
Accumulated Other Comprehensi40
Accumulated Other Comprehensive Income (Tables) | 12 Months Ended |
Dec. 31, 2017 | |
Equity [Abstract] | |
Schedule of Accumulated Other Comprehensive Income (Loss) | The following tables show the changes in accumulated other comprehensive income (loss) by component for the years ended December 31, 2017 , 2016 and 2015 : Retirement Plans Currency Translation Adjustments Other Total Accumulated other comprehensive income (loss), December 31, 2016 $ (11,209 ) $ (56,245 ) $ (29 ) $ (67,483 ) Other comprehensive income (loss) before reclassifications (2,796 ) 43,060 196 40,460 Income tax 727 — — 727 Other comprehensive income (loss) before reclassifications, net of tax (2,069 ) 43,060 196 41,187 Amounts reclassified from accumulated other comprehensive income (loss) 1,933 — — 1,933 Income tax (721 ) — — (721 ) Amounts reclassified from accumulated other comprehensive income (loss), net of tax 1,212 — — 1,212 Other comprehensive income (loss) (857 ) 43,060 196 42,399 Accumulated other comprehensive income (loss), December 31, 2017 $ (12,066 ) $ (13,185 ) $ 167 $ (25,084 ) Retirement Plans Currency Translation Adjustments Other Total Accumulated other comprehensive income (loss), December 31, 2015 $ (10,482 ) $ (41,228 ) $ (115 ) $ (51,825 ) Other comprehensive income (loss) before reclassifications (2,716 ) (15,017 ) 86 (17,647 ) Income tax 869 — — 869 Other comprehensive income (loss) before reclassifications, net of tax (1,847 ) (15,017 ) 86 (16,778 ) Amounts reclassified from accumulated other comprehensive income (loss) 1,646 — — 1,646 Income tax (526 ) — — (526 ) Amounts reclassified from accumulated other comprehensive income (loss), net of tax 1,120 — — 1,120 Other comprehensive income (loss) (727 ) (15,017 ) 86 (15,658 ) Accumulated other comprehensive income (loss), December 31, 2016 $ (11,209 ) $ (56,245 ) $ (29 ) $ (67,483 ) Retirement Plans Currency Translation Adjustments Other Total Accumulated other comprehensive income (loss), December 31, 2014 $ (10,323 ) $ (13,647 ) $ (31 ) $ (24,001 ) Other comprehensive income (loss) before reclassifications (1,855 ) (27,581 ) (84 ) (29,520 ) Income tax 670 — — 670 Other comprehensive income before reclassifications, net of tax (1,185 ) (27,581 ) (84 ) (28,850 ) Amounts reclassified from accumulated other comprehensive income (loss) 1,606 — — 1,606 Income tax (580 ) — — (580 ) Amounts reclassified from accumulated other comprehensive income (loss), net of tax 1,026 — — 1,026 Other comprehensive income (loss) (159 ) (27,581 ) (84 ) (27,824 ) Accumulated other comprehensive income (loss), December 31, 2015 $ (10,482 ) $ (41,228 ) $ (115 ) $ (51,825 ) |
Commitments and Contingencies (
Commitments and Contingencies (Tables) | 12 Months Ended |
Dec. 31, 2017 | |
Commitments and Contingencies Disclosure [Abstract] | |
Future Minimum Annual Payments Under Non-Cancelable Lease Agreements | At December 31, 2017, future minimum annual payments under non-cancelable lease agreements with original terms in excess of one year, and including payments required under operating leases for facilities we have vacated, are as follows: Total 2018 $ 63,873 2019 53,744 2020 41,014 2021 30,808 2022 20,205 Thereafter 52,578 Total minimum payments $ 262,222 |
Segment Information (Tables)
Segment Information (Tables) | 12 Months Ended |
Dec. 31, 2017 | |
Segment Reporting [Abstract] | |
Financial Information by Segment | The following tables present financial information by segment: Year ended December 31, 2017 2016 2015 Net revenue: Segment net revenue Domestic $ 8,794,390 $ 9,191,574 $ 9,176,855 International 391,628 343,674 372,638 Proprietary Products 504,026 539,580 561,812 Total segment net revenue 9,690,044 10,074,828 10,111,305 Inter-segment net revenue Proprietary Products (371,769 ) (351,397 ) (338,359 ) Total inter-segment net revenue (371,769 ) (351,397 ) (338,359 ) Consolidated net revenue $ 9,318,275 $ 9,723,431 $ 9,772,946 Operating earnings (loss): Domestic $ 134,059 $ 165,495 $ 162,944 International (3,861 ) 5,596 3,198 Proprietary Products 32,950 53,799 61,932 Inter-segment eliminations 243 (616 ) (811 ) Acquisition-related and exit and realignment charges (1) (60,707 ) (24,675 ) (28,404 ) Other (2) (13,433 ) — 1,500 Consolidated operating earnings $ 89,251 $ 199,599 $ 200,359 Depreciation and amortization: Domestic $ 34,482 $ 29,469 $ 34,425 International 16,327 17,117 18,903 Proprietary Products 8,634 8,807 8,180 Consolidated depreciation and amortization $ 59,443 $ 55,393 $ 61,508 Capital expenditures: Domestic $ 32,858 $ 14,333 $ 17,310 International 14,074 12,874 18,158 Proprietary Products 3,805 2,914 1,148 Consolidated capital expenditures $ 50,737 $ 30,121 $ 36,616 (1) The year ended December 31, 2015 included $4.5 million of accelerated amortization related to an information system that was replaced. (2) 2017 included software as a service (SaaS) implementation costs associated with the upgrading of our global IT platforms in connection with the redesign of our global information system strategy. 2015 included a $1.5 million insurance recovery associated with a 2014 contract claim settlement with a customer in the U.K. |
Consolidated Total Assets | December 31, 2017 2016 Total assets: Domestic $ 2,437,485 $ 1,778,481 International 433,513 352,898 Proprietary Products 400,773 400,885 Segment assets 3,271,771 2,532,264 Cash and cash equivalents 104,522 185,488 Consolidated total assets $ 3,376,293 $ 2,717,752 |
Financial Information by Geographic Area | The following tables present information by geographic area. Net revenues were attributed to geographic areas based on the locations from which we ship products or provide services. International operations consist primarily of Movianto’s operations in the United Kingdom, Ireland, Germany, France, and other European countries. Year ended December 31, 2017 2016 2015 Net revenue: United States $ 8,899,208 $ 9,338,543 $ 9,356,140 United Kingdom 175,703 169,874 192,818 Ireland 56,937 41,214 44,168 France 39,279 38,761 44,592 Germany 49,227 47,514 46,848 Other European countries 97,921 87,525 88,380 Consolidated net revenue $ 9,318,275 $ 9,723,431 $ 9,772,946 December 31, 2017 2016 Long-lived assets: United States $ 327,442 $ 217,985 Germany 42,255 39,734 United Kingdom 37,648 32,349 Ireland 22,987 21,567 France 6,107 5,173 Other European countries 16,398 16,643 Consolidated long-lived assets $ 452,837 $ 333,451 |
Condensed Consolidating Finan43
Condensed Consolidating Financial Information (Tables) | 12 Months Ended |
Dec. 31, 2017 | |
Organization, Consolidation and Presentation of Financial Statements [Abstract] | |
Condensed Consolidating Statement Of Income | Year ended December 31, 2017 Owens & Minor, Inc. Guarantor Subsidiaries Non-guarantor Subsidiaries Eliminations Consolidated Statements of Income Net revenue $ — $ 8,582,868 $ 915,350 $ (179,943 ) $ 9,318,275 Cost of goods sold — 7,802,499 524,035 (180,125 ) 8,146,409 Gross margin — 780,369 391,315 182 1,171,866 Distribution, selling and administrative expenses (395 ) 643,073 374,300 — 1,016,978 Acquisition-related and exit and realignment charges — 52,986 7,721 — 60,707 Other operating (income) expense, net — 3,887 1,043 — 4,930 Operating (loss) earnings 395 80,423 8,251 182 89,251 Interest expense (income), net 27,482 546 3,745 — 31,773 Income (loss) before income taxes (27,087 ) 79,877 4,506 182 57,478 Income tax (benefit) provision — (12,409 ) (2,906 ) — (15,315 ) Equity in earnings (loss) of subsidiaries 99,880 (3,527 ) — (96,353 ) — Net income (loss) 72,793 88,759 7,412 (96,171 ) 72,793 Other comprehensive income (loss), net of tax 42,399 42,209 42,612 (84,821 ) 42,399 Comprehensive income (loss) $ 115,192 $ 130,968 $ 50,024 $ (180,992 ) $ 115,192 Year ended December 31, 2016 Owens & Minor, Inc. Guarantor Subsidiaries Non-guarantor Subsidiaries Eliminations Consolidated Statements of Income Net revenue $ — $ 9,190,660 $ 697,559 $ (164,788 ) $ 9,723,431 Cost of goods sold — 8,330,960 370,594 (165,433 ) 8,536,121 Gross margin — 859,700 326,965 645 1,187,310 Distribution, selling and administrative expenses 1,127 670,800 298,497 — 970,424 Acquisition-related and exit and realignment charges — 15,611 9,064 — 24,675 Other operating (income) expense, net — (5,066 ) (2,322 ) — (7,388 ) Operating (loss) earnings (1,127 ) 178,355 21,726 645 199,599 Interest expense (income), net 28,901 (4,744 ) 2,900 — 27,057 Income (loss) before income taxes (30,028 ) 183,099 18,826 645 172,542 Income tax (benefit) provision — 61,545 2,210 — 63,755 Equity in earnings (loss) of subsidiaries 138,815 (389 ) — (138,426 ) — Net income (loss) 108,787 121,165 16,616 (137,781 ) 108,787 Other comprehensive income (loss), net of tax (15,658 ) (15,480 ) (15,017 ) 30,497 (15,658 ) Comprehensive income (loss) $ 93,129 $ 105,685 $ 1,599 $ (107,284 ) $ 93,129 Year ended December 31, 2015 Owens & Minor, Inc. Guarantor Subsidiaries Non-guarantor Subsidiaries Eliminations Consolidated Statements of Income Net revenue $ — $ 9,176,855 $ 751,442 $ (155,351 ) $ 9,772,946 Cost of goods sold — 8,305,734 410,009 (157,370 ) 8,558,373 Gross margin — 871,121 341,433 2,019 1,214,573 Distribution, selling and administrative expenses 1,229 684,021 308,533 — 993,783 Acquisition-related and exit and realignment charges — 8,877 19,527 — 28,404 Other operating (income) expense, net — (2,621 ) (5,352 ) — (7,973 ) Operating (loss) earnings (1,229 ) 180,844 18,725 2,019 200,359 Interest expense (income), net 27,457 (3,371 ) 3,063 — 27,149 Income (loss) before income taxes (28,686 ) 184,215 15,662 2,019 173,210 Income tax (benefit) provision (9,837 ) 71,807 7,831 — 69,801 Equity in earnings (loss) of subsidiaries 122,258 (10,348 ) — (111,910 ) — Net income (loss) 103,409 102,060 7,831 (109,891 ) 103,409 Other comprehensive income (loss), net of tax (27,824 ) (27,829 ) (27,581 ) 55,410 (27,824 ) Comprehensive income (loss) $ 75,585 $ 74,231 $ (19,750 ) $ (54,481 ) $ 75,585 |
Condensed Consolidating Balance Sheets | Condensed Consolidating Financial Information December 31, 2016 Owens & Minor, Inc. Guarantor Subsidiaries Non-guarantor Subsidiaries Eliminations Consolidated Balance Sheets Assets Current assets Cash and cash equivalents $ 38,015 $ 61,266 $ 86,207 $ — $ 185,488 Accounts receivable, net — 526,170 90,016 (10,102 ) 606,084 Merchandise inventories — 856,566 61,505 (1,760 ) 916,311 Other current assets 106 86,907 167,143 — 254,156 Total current assets 38,121 1,530,909 404,871 (11,862 ) 1,962,039 Property and equipment, net — 97,725 93,993 — 191,718 Goodwill, net — 180,006 234,930 — 414,936 Intangible assets, net — 11,655 70,856 — 82,511 Due from O&M and subsidiaries — 312,602 — (312,602 ) — Advances to and investments in consolidated subsidiaries 2,044,963 152,886 — (2,197,849 ) — Other assets, net — 49,887 16,661 — 66,548 Total assets $ 2,083,084 $ 2,335,670 $ 821,311 $ (2,522,313 ) $ 2,717,752 Liabilities and equity Current liabilities Accounts payable $ — $ 683,189 $ 75,512 $ (7,951 ) $ 750,750 Accrued payroll and related liabilities — 32,814 12,237 — 45,051 Other current liabilities 7,106 93,327 138,404 — 238,837 Total current liabilities 7,106 809,330 226,153 (7,951 ) 1,034,638 Long-term debt, excluding current portion 544,838 3,219 16,526 — 564,583 Due to O&M and subsidiaries 571,102 — 48,044 (619,146 ) — Intercompany debt — 138,890 — (138,890 ) — Deferred income taxes — 70,280 20,103 — 90,383 Other liabilities — 60,578 7,532 — 68,110 Total liabilities 1,123,046 1,082,297 318,358 (765,987 ) 1,757,714 Equity Common stock 122,062 — — — 122,062 Paid-in capital 219,955 174,614 583,872 (758,486 ) 219,955 Retained earnings (deficit) 685,504 1,145,000 (42,032 ) (1,102,968 ) 685,504 Accumulated other comprehensive income (loss) (67,483 ) (66,241 ) (38,887 ) 105,128 (67,483 ) Total equity 960,038 1,253,373 502,953 (1,756,326 ) 960,038 Total liabilities and equity $ 2,083,084 $ 2,335,670 $ 821,311 $ (2,522,313 ) $ 2,717,752 Condensed Consolidating Financial Information |
Condensed Consolidating Statement Of Cash Flows | Year ended December 31, 2016 Owens & Minor, Inc. Guarantor Subsidiaries Non-guarantor Subsidiaries Eliminations Consolidated Statements of Cash Flows Operating activities: Net income (loss) $ 108,787 $ 121,165 $ 16,616 $ (137,781 ) $ 108,787 Adjustments to reconcile net income to cash (used for) provided by operating activities: Equity in earnings of subsidiaries (138,815 ) 389 — 138,426 — Depreciation and amortization — 29,589 25,804 — 55,393 Share-based compensation expense — 12,042 — — 12,042 Provision for losses on accounts receivable — 84 293 — 377 Deferred income tax (benefit) expense — 6,245 (2,027 ) — 4,218 Changes in operating assets and liabilities: Accounts receivable — (18,581 ) (6,358 ) (305 ) (25,244 ) Merchandise inventories — 26,666 (3,449 ) (628 ) 22,589 Accounts payable — 20,280 22,862 288 43,430 Net change in other assets and liabilities 180 (26,397 ) (11,342 ) — (37,559 ) Other, net 1,615 999 1,048 — 3,662 Cash provided by (used for) operating activities (28,233 ) 172,481 43,447 — 187,695 Investing activities: Additions to computer software and intangible assets — (4,004 ) (5,815 ) — (9,819 ) Additions to property and equipment — (10,329 ) (9,973 ) — (20,302 ) Proceeds from sale of property and equipment — 125 5,250 — 5,375 Cash used for investing activities — (14,208 ) (10,538 ) — (24,746 ) Financing activities: Change in intercompany advances 101,424 (100,308 ) (1,116 ) — — Cash dividends paid (63,382 ) — — — (63,382 ) Repurchases of common stock (71,028 ) — — — (71,028 ) Other, net (4,050 ) (2,313 ) (1,931 ) — (8,294 ) Cash provided by (used for) financing activities (37,036 ) (102,621 ) (3,047 ) — (142,704 ) Effect of exchange rates on cash and cash equivalents — — 4,223 — 4,223 Net increase (decrease) in cash and cash equivalents (65,269 ) 55,652 34,085 — 24,468 Cash and cash equivalents at beginning of year 103,284 5,614 52,122 — 161,020 Cash and cash equivalents at end of year $ 38,015 $ 61,266 $ 86,207 $ — $ 185,488 Condensed Consolidating Financial Information Year ended December 31, 2015 Owens & Minor, Inc. Guarantor Subsidiaries Non-guarantor Subsidiaries Eliminations Consolidated Statements of Cash Flows Operating activities: Net income (loss) $ 103,409 $ 102,060 $ 7,831 $ (109,891 ) $ 103,409 Adjustments to reconcile net income to cash (used for) provided by operating activities: Equity in earnings of subsidiaries (122,258 ) 10,348 — 111,910 — Depreciation and amortization — 34,497 31,485 — 65,982 Share-based compensation expense — 11,306 — — 11,306 Provision for losses on accounts receivable — 202 (226 ) — (24 ) Deferred income tax (benefit) expense — (5,267 ) (834 ) — (6,101 ) Changes in operating assets and liabilities: Accounts receivable — 12,076 (27,274 ) 33,531 18,333 Merchandise inventories — (66,317 ) (1,277 ) (2,133 ) (69,727 ) Accounts payable — 95,624 13,418 4,969 114,011 Net change in other assets and liabilities 666 61,454 6,443 (38,386 ) 30,177 Other, net 1,501 920 456 — 2,877 Cash provided by (used for) operating activities (16,682 ) 256,903 30,022 — 270,243 Investing activities: Additions to computer software and intangible assets — (13,688 ) (2,397 ) — (16,085 ) Additions to property and equipment — (3,621 ) (16,910 ) — (20,531 ) Proceeds from sale of property and equipment — 87 56 — 143 Cash used for investing activities — (17,222 ) (19,251 ) — (36,473 ) Financing activities: Proceeds from (repayment of) revolver — (33,700 ) — — (33,700 ) Change in intercompany advances 183,688 (201,851 ) 18,163 — — Cash dividends paid (63,651 ) — — — (63,651 ) Repurchases of common stock (20,000 ) — — — (20,000 ) Other, net (2,084 ) (2,428 ) (3,016 ) — (7,528 ) Cash provided by (used for) financing activities 97,953 (237,979 ) 15,147 — (124,879 ) Effect of exchange rates on cash and cash equivalents — — (4,643 ) — (4,643 ) Net increase (decrease) in cash and cash equivalents 81,271 1,702 21,275 — 104,248 Cash and cash equivalents at beginning of year 22,013 3,912 30,847 — 56,772 Cash and cash equivalents at end of year $ 103,284 $ 5,614 $ 52,122 $ — $ 161,020 |
Summary Of Significant Accoun44
Summary Of Significant Accounting Policies - Additional Information (Detail) $ in Thousands | 12 Months Ended | ||
Dec. 31, 2017USD ($)segment | Dec. 31, 2016USD ($) | Dec. 31, 2015USD ($) | |
Summary Of Significant Accounting Policies [Line Items] | |||
Number of reportable segments | segment | 3 | ||
Allowance for uncollectible accounts | $ 100 | $ 100 | |
Capitalized Computer Software, Net | 61,800 | 59,200 | |
Software amortization | 10,700 | 12,900 | $ 15,400 |
Excess tax benefit | 400 | ||
Cash provided by (used in) financing activities | (272,806) | 142,704 | 124,879 |
Cash provided by (used for) operating activities | $ 56,774 | $ 187,695 | 270,243 |
Customer relationships | |||
Summary Of Significant Accounting Policies [Line Items] | |||
Intangible assets useful life (in years) | 11 years | 14 years | |
Customer relationships | Minimum | |||
Summary Of Significant Accounting Policies [Line Items] | |||
Intangible assets useful life (in years) | 3 years | ||
Customer relationships | Maximum | |||
Summary Of Significant Accounting Policies [Line Items] | |||
Intangible assets useful life (in years) | 15 years | ||
Other Intangibles | |||
Summary Of Significant Accounting Policies [Line Items] | |||
Intangible assets useful life (in years) | 7 years | 5 years | |
Other Intangibles | Minimum | |||
Summary Of Significant Accounting Policies [Line Items] | |||
Intangible assets useful life (in years) | 1 year | ||
Other Intangibles | Maximum | |||
Summary Of Significant Accounting Policies [Line Items] | |||
Intangible assets useful life (in years) | 15 years | ||
Software technology | Minimum | |||
Summary Of Significant Accounting Policies [Line Items] | |||
Computer software, useful life | 3 years | ||
Software technology | Maximum | |||
Summary Of Significant Accounting Policies [Line Items] | |||
Computer software, useful life | 10 years | ||
Warehouse equipment | Minimum | |||
Summary Of Significant Accounting Policies [Line Items] | |||
Property and equipment useful life (in years) | 4 years | ||
Warehouse equipment | Maximum | |||
Summary Of Significant Accounting Policies [Line Items] | |||
Property and equipment useful life (in years) | 15 years | ||
Building and improvements | Minimum | |||
Summary Of Significant Accounting Policies [Line Items] | |||
Property and equipment useful life (in years) | 5 years | ||
Building and improvements | Maximum | |||
Summary Of Significant Accounting Policies [Line Items] | |||
Property and equipment useful life (in years) | 40 years | ||
Computer equipment | Minimum | |||
Summary Of Significant Accounting Policies [Line Items] | |||
Property and equipment useful life (in years) | 3 years | ||
Computer equipment | Maximum | |||
Summary Of Significant Accounting Policies [Line Items] | |||
Property and equipment useful life (in years) | 8 years | ||
Furniture and fixtures | Minimum | |||
Summary Of Significant Accounting Policies [Line Items] | |||
Property and equipment useful life (in years) | 3 years | ||
Furniture and fixtures | Maximum | |||
Summary Of Significant Accounting Policies [Line Items] | |||
Property and equipment useful life (in years) | 8 years | ||
Office equipment and other | Minimum | |||
Summary Of Significant Accounting Policies [Line Items] | |||
Property and equipment useful life (in years) | 3 years | ||
Office equipment and other | Maximum | |||
Summary Of Significant Accounting Policies [Line Items] | |||
Property and equipment useful life (in years) | 8 years | ||
Warehouse Facilities | Minimum | |||
Summary Of Significant Accounting Policies [Line Items] | |||
Lease term years | 1 year | ||
Warehouse Facilities | Maximum | |||
Summary Of Significant Accounting Policies [Line Items] | |||
Lease term years | 30 years | ||
Transportation And Material Handling Equipment | Minimum | |||
Summary Of Significant Accounting Policies [Line Items] | |||
Lease term years | 3 years | ||
Transportation And Material Handling Equipment | Maximum | |||
Summary Of Significant Accounting Policies [Line Items] | |||
Lease term years | 10 years | ||
S,G&A Expenses | |||
Summary Of Significant Accounting Policies [Line Items] | |||
Shipping and handling costs | $ 589,000 | $ 558,900 | 548,600 |
International | Acquisition-related and Exit and Realignment Charges | Information Systems Related Costs | |||
Summary Of Significant Accounting Policies [Line Items] | |||
Accelerated amortization | 4,500 | ||
Accounting Standards Update 2016-09 | |||
Summary Of Significant Accounting Policies [Line Items] | |||
Cash provided by (used in) financing activities | 800 | $ 600 | |
Cash provided by (used for) operating activities | $ 800 | $ 600 |
Significant Risks And Uncerta45
Significant Risks And Uncertainties - Additional Information (Detail) | 12 Months Ended | ||
Dec. 31, 2017 | Dec. 31, 2016 | Dec. 31, 2015 | |
Vizient | |||
Unusual Risk or Uncertainty [Line Items] | |||
Customer revenue as a percentage of net revenue | 54.00% | 54.00% | |
Vizient | Minimum | |||
Unusual Risk or Uncertainty [Line Items] | |||
Customer revenue as a percentage of net revenue | 43.00% | 43.00% | 43.00% |
Vizient | Maximum | |||
Unusual Risk or Uncertainty [Line Items] | |||
Customer revenue as a percentage of net revenue | 54.00% | ||
Premier | Minimum | |||
Unusual Risk or Uncertainty [Line Items] | |||
Customer revenue as a percentage of net revenue | 20.00% | 20.00% | 20.00% |
Premier | Maximum | |||
Unusual Risk or Uncertainty [Line Items] | |||
Customer revenue as a percentage of net revenue | 21.00% | 21.00% | 21.00% |
HPG | Minimum | |||
Unusual Risk or Uncertainty [Line Items] | |||
Customer revenue as a percentage of net revenue | 11.00% | 11.00% | 11.00% |
HPG | Maximum | |||
Unusual Risk or Uncertainty [Line Items] | |||
Customer revenue as a percentage of net revenue | 14.00% | 14.00% | 14.00% |
Medtronic | |||
Unusual Risk or Uncertainty [Line Items] | |||
Sales of product from supplier as a percentage of revenue | 11.00% | 13.00% | 13.00% |
Johnson & Johnson Healthcare Systems, Inc. | |||
Unusual Risk or Uncertainty [Line Items] | |||
Sales of product from supplier as a percentage of revenue | 9.00% | 9.00% | 9.00% |
Becton Dickinson | |||
Unusual Risk or Uncertainty [Line Items] | |||
Sales of product from supplier as a percentage of revenue | 9.00% | 9.00% |
Acquisitions - Additional Infor
Acquisitions - Additional Information (Detail) - USD ($) | 12 Months Ended | ||
Dec. 31, 2017 | Dec. 31, 2016 | Dec. 31, 2015 | |
Business Acquisition [Line Items] | |||
Goodwill | $ 713,811,000 | $ 414,936,000 | |
Goodwill, expected tax deductible amount | 0 | ||
Acquisition-related expenses | 17,300,000 | 1,200,000 | $ 9,800,000 |
Byram Healthcare | |||
Business Acquisition [Line Items] | |||
Combined consideration, net of cash acquired | 367,000,000 | ||
Goodwill | 288,691,000 | ||
Domestic | |||
Business Acquisition [Line Items] | |||
Goodwill | 468,697,000 | $ 180,006,000 | |
Domestic | Byram Healthcare | |||
Business Acquisition [Line Items] | |||
Goodwill | $ 289,000,000 | ||
Minimum | |||
Business Acquisition [Line Items] | |||
Acquired intangible assets , useful life | 3 years | ||
Maximum | |||
Business Acquisition [Line Items] | |||
Acquired intangible assets , useful life | 10 years |
Acquisitions - Estimated Fair V
Acquisitions - Estimated Fair Value of Assets Acquired and Liabilities Assumed (Detail) - USD ($) $ in Thousands | Dec. 31, 2017 | Aug. 01, 2017 | Dec. 31, 2016 |
Assets acquired: | |||
Goodwill | $ 713,811 | $ 414,936 | |
Byram Healthcare | |||
Assets acquired: | |||
Current assets | 61,986 | ||
Goodwill | 288,691 | ||
Business Combination, Recognized Identifiable Assets Acquired and Liabilities Assumed, Finite-Lived Intangibles | 115,000 | ||
Other noncurrent assets | 5,069 | ||
Total assets | 470,746 | ||
Liabilities assumed: | |||
Current liabilities | 72,962 | ||
Noncurrent liabilities | 31,215 | ||
Total liabilities | 104,177 | ||
Fair value of net assets acquired, net of cash | 366,569 | ||
Scenario, Previously Reported | Byram Healthcare | |||
Assets acquired: | |||
Current assets | $ 62,902 | ||
Goodwill | 263,155 | ||
Business Combination, Recognized Identifiable Assets Acquired and Liabilities Assumed, Finite-Lived Intangibles | 156,000 | ||
Other noncurrent assets | 3,615 | ||
Total assets | 485,672 | ||
Liabilities assumed: | |||
Current liabilities | 72,397 | ||
Noncurrent liabilities | 46,706 | ||
Total liabilities | 119,103 | ||
Fair value of net assets acquired, net of cash | $ 366,569 | ||
Scenario, Adjustment | Byram Healthcare | |||
Assets acquired: | |||
Current assets | (916) | ||
Goodwill | 25,536 | ||
Business Combination, Recognized Identifiable Assets Acquired and Liabilities Assumed, Finite-Lived Intangibles | (41,000) | ||
Other noncurrent assets | 1,454 | ||
Total assets | (14,926) | ||
Liabilities assumed: | |||
Current liabilities | 565 | ||
Noncurrent liabilities | (15,491) | ||
Total liabilities | (14,926) | ||
Fair value of net assets acquired, net of cash | $ 0 |
Accounts and Notes Receivable48
Accounts and Notes Receivable, Net - Additional Information (Detail) - USD ($) $ in Millions | 12 Months Ended | ||
Dec. 31, 2017 | Dec. 31, 2016 | Dec. 31, 2015 | |
Receivables [Abstract] | |||
Accounts and notes receivable, allowances | $ 16.2 | $ 13.5 | |
Write-offs of accounts and notes receivable | $ 0.8 | $ 0.9 | $ 1.2 |
Merchandise Inventories - Addit
Merchandise Inventories - Additional Information (Detail) - USD ($) $ in Thousands | Dec. 31, 2017 | Dec. 31, 2016 |
Inventory Disclosure [Abstract] | ||
Merchandise inventories | $ 990,193 | $ 916,311 |
LIFO Inventory Amount | 964,200 | 902,200 |
Current costs or first-in, first-out (FIFO) excess of replacement over stated LIFO value | 119,600 | 115,400 |
Raw Materials | 22,100 | 19,700 |
Work in Process | $ 7,000 | $ 10,800 |
Financing Receivables and Pay50
Financing Receivables and Payables (Details) - USD ($) $ in Thousands | Dec. 31, 2017 | Dec. 31, 2016 |
Financing Receivables and Payables [Line Items] | ||
Financing charges | $ 331,745 | $ 238,837 |
Other Current Assets | ||
Financing Receivables and Payables [Line Items] | ||
Financing receivables | 192,100 | 156,500 |
Other Current Liabilities | ||
Financing Receivables and Payables [Line Items] | ||
Financing charges | $ 124,900 | $ 110,000 |
Property And Equipment (Detail)
Property And Equipment (Detail) - USD ($) $ in Thousands | Dec. 31, 2017 | Dec. 31, 2016 |
Property, Plant and Equipment [Line Items] | ||
Property and equipment, gross | $ 446,071 | $ 393,117 |
Accumulated depreciation | (239,581) | (201,399) |
Property and equipment, net | 206,490 | 191,718 |
Warehouse equipment | ||
Property, Plant and Equipment [Line Items] | ||
Property and equipment, gross | 190,410 | 167,889 |
Computer equipment | ||
Property, Plant and Equipment [Line Items] | ||
Property and equipment, gross | 59,746 | 51,513 |
Building and improvements | ||
Property, Plant and Equipment [Line Items] | ||
Property and equipment, gross | 78,709 | 72,780 |
Leasehold improvements | ||
Property, Plant and Equipment [Line Items] | ||
Property and equipment, gross | 71,830 | 60,360 |
Land and improvements | ||
Property, Plant and Equipment [Line Items] | ||
Property and equipment, gross | 17,638 | 17,311 |
Furniture and fixtures | ||
Property, Plant and Equipment [Line Items] | ||
Property and equipment, gross | 15,119 | 14,668 |
Office equipment and other | ||
Property, Plant and Equipment [Line Items] | ||
Property and equipment, gross | $ 12,619 | $ 8,596 |
Property and Equipment - Additi
Property and Equipment - Additional Information (Detail) - USD ($) $ in Thousands | 12 Months Ended | ||
Dec. 31, 2017 | Dec. 31, 2016 | Dec. 31, 2015 | |
Property, Plant and Equipment [Line Items] | |||
Capital leases, gross | $ 33,400 | $ 36,400 | |
Accumulated amortization of capital leases | 18,100 | 16,400 | |
Depreciation | 32,300 | 32,500 | $ 36,300 |
Wholly Owned Properties | |||
Property, Plant and Equipment [Line Items] | |||
Property held for sale | $ 0 | $ 0 |
Goodwill and Intangible Asset53
Goodwill and Intangible Assets - Goodwill Rollforward (Details) $ in Thousands | 12 Months Ended |
Dec. 31, 2017USD ($) | |
Goodwill [Roll Forward] | |
Carrying amount of goodwill, December 31, 2016 | $ 414,936 |
Currency translation adjustments | 10,184 |
Carrying amount of goodwill, December 31, 2017 | 713,811 |
Domestic | |
Goodwill [Roll Forward] | |
Carrying amount of goodwill, December 31, 2016 | 180,006 |
Currency translation adjustments | 0 |
Carrying amount of goodwill, December 31, 2017 | 468,697 |
International | |
Goodwill [Roll Forward] | |
Carrying amount of goodwill, December 31, 2016 | 19,391 |
Acquisition | 0 |
Currency translation adjustments | 7,772 |
Carrying amount of goodwill, December 31, 2017 | 27,163 |
Proprietary Products | |
Goodwill [Roll Forward] | |
Carrying amount of goodwill, December 31, 2016 | 215,539 |
Acquisition | 0 |
Currency translation adjustments | 2,412 |
Carrying amount of goodwill, December 31, 2017 | 217,951 |
Byram Healthcare | |
Goodwill [Roll Forward] | |
Acquisition | 288,691 |
Carrying amount of goodwill, December 31, 2017 | 288,691 |
Byram Healthcare | Domestic | |
Goodwill [Roll Forward] | |
Acquisition | 288,691 |
Carrying amount of goodwill, December 31, 2017 | $ 289,000 |
Goodwill and Intangible Asset54
Goodwill and Intangible Assets - Intangible Assets (Detail) - USD ($) $ in Thousands | 12 Months Ended | |
Dec. 31, 2017 | Dec. 31, 2016 | |
Finite-Lived Intangible Assets [Line Items] | ||
Net intangible assets | $ 184,468 | $ 82,511 |
Customer relationships | ||
Finite-Lived Intangible Assets [Line Items] | ||
Gross intangible assets | 199,265 | 118,223 |
Accumulated amortization | (54,757) | (38,429) |
Net intangible assets | $ 144,508 | $ 79,794 |
Weighted average useful life | 11 years | 14 years |
Other Intangibles | ||
Finite-Lived Intangible Assets [Line Items] | ||
Gross intangible assets | $ 43,537 | $ 4,045 |
Accumulated amortization | (3,577) | (1,328) |
Net intangible assets | $ 39,960 | $ 2,717 |
Weighted average useful life | 7 years | 5 years |
Goodwill and Intangible Asset55
Goodwill and Intangible Assets - Additional Information (Detail) - USD ($) $ in Thousands | 12 Months Ended | ||
Dec. 31, 2017 | Dec. 31, 2016 | Dec. 31, 2015 | |
Acquired Finite-Lived Intangible Assets [Line Items] | |||
Intangible assets, net | $ 184,468 | $ 82,511 | |
Amortization expense for intangible assets | 16,400 | $ 10,000 | $ 9,800 |
Finite-Lived Intangible Assets, Net, Amortization Expense, Fiscal Year Maturity [Abstract] | |||
Estimated amortization expense for 2018 | 25,500 | ||
Estimated amortization expense for 2019 | 25,600 | ||
Estimated amortization expense for 2020 | 24,600 | ||
Estimated amortization expense for 2021 | 22,900 | ||
Estimated amortization expense for 2022 | 22,100 | ||
Domestic | |||
Acquired Finite-Lived Intangible Assets [Line Items] | |||
Intangible assets, net | 117,700 | ||
International | |||
Acquired Finite-Lived Intangible Assets [Line Items] | |||
Intangible assets, net | 9,700 | ||
Proprietary Products | |||
Acquired Finite-Lived Intangible Assets [Line Items] | |||
Intangible assets, net | $ 57,000 |
Exit and Realignment Costs - Ad
Exit and Realignment Costs - Additional Information (Detail) - USD ($) | 12 Months Ended | ||
Dec. 31, 2017 | Dec. 31, 2016 | Dec. 31, 2015 | |
Restructuring Cost and Reserve [Line Items] | |||
Exit and realignment charges | $ 43,442,000 | $ 23,464,000 | $ 18,630,000 |
Incurred cost | 26,100,000 | 11,900,000 | 17,400,000 |
Expected cost remaining | 0 | ||
Domestic | |||
Restructuring Cost and Reserve [Line Items] | |||
Exit and realignment charges | 39,823,000 | 14,304,000 | 7,318,000 |
International | |||
Restructuring Cost and Reserve [Line Items] | |||
Exit and realignment charges | 1,726,000 | 7,491,000 | 11,312,000 |
Proprietary Products | |||
Restructuring Cost and Reserve [Line Items] | |||
Exit and realignment charges | 1,893,000 | 1,669,000 | 0 |
Asset Write-downs | |||
Restructuring Cost and Reserve [Line Items] | |||
Incurred cost | 5,100,000 | 3,000,000 | |
Information Systems Related Costs | |||
Restructuring Cost and Reserve [Line Items] | |||
Incurred cost | 4,700,000 | 2,900,000 | 3,000,000 |
Labor Costs | |||
Restructuring Cost and Reserve [Line Items] | |||
Incurred cost | 900,000 | 1,400,000 | |
Other Facility Costs | |||
Restructuring Cost and Reserve [Line Items] | |||
Incurred cost | 700,000 | ||
Other Restructuring | |||
Restructuring Cost and Reserve [Line Items] | |||
Incurred cost | 1,100,000 | 800,000 | 100,000 |
Facility Costs | |||
Restructuring Cost and Reserve [Line Items] | |||
Incurred cost | 4,600,000 | ||
Professional Service Fees | |||
Restructuring Cost and Reserve [Line Items] | |||
Incurred cost | $ 3,600,000 | 3,800,000 | |
Accelerated Amortization | |||
Restructuring Cost and Reserve [Line Items] | |||
Incurred cost | $ 4,500,000 | ||
Professional Services Fees | |||
Restructuring Cost and Reserve [Line Items] | |||
Incurred cost | $ 15,200,000 |
Exit and Realignment Costs - Ac
Exit and Realignment Costs - Accrual for Exit and Realignment Costs (Detail) - USD ($) $ in Thousands | 12 Months Ended | ||
Dec. 31, 2017 | Dec. 31, 2016 | Dec. 31, 2015 | |
Restructuring Reserve [Roll Forward] | |||
Accrued exit and realignment charges, beginning of period | $ 2,238 | $ 2,326 | $ 6,462 |
Provision for exit and realignment activities | 17,691 | 11,823 | 5,083 |
Change in estimate | (365) | (261) | (3,877) |
Cash payments, net of sublease income | (7,592) | (11,650) | (5,342) |
Accrued exit and realignment charges, end of period | 11,972 | 2,238 | 2,326 |
Lease Obligations | |||
Restructuring Reserve [Roll Forward] | |||
Accrued exit and realignment charges, beginning of period | 0 | 486 | 3,575 |
Provision for exit and realignment activities | 0 | 0 | 1,118 |
Change in estimate | 0 | 0 | (3,002) |
Cash payments, net of sublease income | 0 | (486) | (1,205) |
Accrued exit and realignment charges, end of period | 0 | 0 | 486 |
Severance and Other | |||
Restructuring Reserve [Roll Forward] | |||
Accrued exit and realignment charges, beginning of period | 2,238 | 1,840 | 2,887 |
Provision for exit and realignment activities | 17,691 | 11,823 | 3,965 |
Change in estimate | (365) | (261) | (875) |
Cash payments, net of sublease income | (7,592) | (11,164) | (4,137) |
Accrued exit and realignment charges, end of period | $ 11,972 | $ 2,238 | $ 1,840 |
Debt (Detail)
Debt (Detail) - USD ($) $ in Thousands | Dec. 31, 2017 | Dec. 31, 2016 |
Debt Instrument [Line Items] | ||
Long-term Debt, Maturities, Repayments of Principal in Next Twelve Months | $ 12,500 | |
Total debt | 917,363 | $ 569,387 |
Less current maturities | (16,619) | (4,804) |
Long-term debt | 900,744 | 564,583 |
Carrying Amount | Revolving Credit Facility | Revolving Credit Facility | ||
Debt Instrument [Line Items] | ||
Total debt | 104,600 | 0 |
Long-term Debt, Fair Value | 104,600 | 0 |
Carrying Amount | Capital Lease Obligations | ||
Debt Instrument [Line Items] | ||
Capital Lease Obligations | 20,888 | 24,549 |
Carrying Amount | Senior Notes | 3.875% Senior Notes | ||
Debt Instrument [Line Items] | ||
Total debt | 272,734 | 272,394 |
Carrying Amount | Senior Notes | 4.375% Senior Notes | ||
Debt Instrument [Line Items] | ||
Total debt | 272,959 | 272,444 |
Carrying Amount | Term Loan [Member] | Term Loan [Member] | ||
Debt Instrument [Line Items] | ||
Total debt | 246,182 | 0 |
Long-term Debt, Fair Value | 246,182 | 0 |
Estimate of Fair Value Measurement | ||
Debt Instrument [Line Items] | ||
Long-term Debt, Fair Value | 927,665 | 568,994 |
Less current maturities | (16,619) | (4,804) |
Long-term debt | 911,046 | 564,190 |
Estimate of Fair Value Measurement | Capital Lease Obligations | ||
Debt Instrument [Line Items] | ||
Long-term Debt, Fair Value | 20,888 | 24,549 |
Estimate of Fair Value Measurement | Senior Notes | 3.875% Senior Notes | ||
Debt Instrument [Line Items] | ||
Long-term Debt, Fair Value | 278,080 | 274,450 |
Estimate of Fair Value Measurement | Senior Notes | 4.375% Senior Notes | ||
Debt Instrument [Line Items] | ||
Long-term Debt, Fair Value | $ 277,915 | $ 269,995 |
Debt - Additional Information (
Debt - Additional Information (Detail) | 12 Months Ended | |||
Dec. 31, 2017USD ($)extension | Dec. 31, 2016USD ($) | Dec. 31, 2015USD ($) | Jul. 27, 2017USD ($) | |
Debt Instrument [Line Items] | ||||
Long-term Debt, Maturities, Repayments of Principal in Year Two | $ 12,500,000 | |||
Long-term Debt, Maturities, Repayments of Principal in Year Three | 14,100,000 | |||
Long-term Debt, Maturities, Repayments of Principal in Year Four | 295,300,000 | |||
Long-term Debt, Maturities, Repayments of Principal in Year Five | 292,100,000 | |||
Long-term Debt, Maturities, Repayments of Principal after Year Five | 275,000,000 | |||
Remaining borrowing capacity | 490,300,000 | |||
Interest paid | $ 30,600,000 | $ 27,900,000 | $ 27,700,000 | |
Senior Notes | ||||
Debt Instrument [Line Items] | ||||
Rate of interest discounted | 0.30% | |||
Revolving Credit Facility | ||||
Debt Instrument [Line Items] | ||||
Maximum borrowing capacity | $ 600,000,000 | |||
Expiration period | 5 years | |||
Number of extensions | extension | 2 | |||
Term of each extension (in years) | 1 year | |||
Revolving Credit Facility | Minimum | ||||
Debt Instrument [Line Items] | ||||
Commitment fee charged on unused portion of facility | 0.125% | |||
Revolving Credit Facility | Maximum | ||||
Debt Instrument [Line Items] | ||||
Commitment fee charged on unused portion of facility | 0.25% | |||
Term Loan [Member] | ||||
Debt Instrument [Line Items] | ||||
Long-term debt, gross | $ 250,000,000 | |||
Expiration period | 5 years | |||
Revolving Credit Facility, Additional Borrowing Capacity | ||||
Debt Instrument [Line Items] | ||||
Maximum borrowing capacity | $ 200,000,000 | |||
3.875% Senior Notes | Senior Notes | ||||
Debt Instrument [Line Items] | ||||
Senior notes, par value | $ 275,000,000 | |||
Interest rate of debt | 3.875% | |||
Debt issued, percent of par | 99.50% | |||
Effective yield percentage | 3.951% | |||
4.375% Senior Notes | Senior Notes | ||||
Debt Instrument [Line Items] | ||||
Senior notes, par value | $ 275,000,000 | |||
Interest rate of debt | 4.375% | |||
Debt issued, percent of par | 99.60% | |||
Effective yield percentage | 4.422% | |||
2021 and 2024 Notes | Senior Notes | ||||
Debt Instrument [Line Items] | ||||
Senior notes redemption price, percentage | 100.00% | |||
Letter of Credit | ||||
Debt Instrument [Line Items] | ||||
Borrowings outstanding | $ 104,600,000 | |||
Letters of Credit Outstanding, Amount | 5,100,000 | |||
European Lease Agreement | Replaced Line of Credit | ||||
Debt Instrument [Line Items] | ||||
Letters of Credit Outstanding, Amount | $ 1,300,000 | $ 1,100,000 | ||
LIBOR | Revolving Credit Facility | ||||
Debt Instrument [Line Items] | ||||
Basis spread on LIBOR, percent | 1.375% |
Debt - Future Capital Lease Pay
Debt - Future Capital Lease Payments (Details) $ in Thousands | Dec. 31, 2017USD ($) |
Obligation for Capital leases for minimum annual rental payments [Abstract] | |
2,018 | $ 5,961 |
2,019 | 3,964 |
2,020 | 2,791 |
2,021 | 2,262 |
2,022 | 2,096 |
Thereafter | 12,637 |
Total minimum lease payments | 29,711 |
Less: Amounts representing interest | (8,823) |
Present value of total minimum lease payments | 20,888 |
Less: Current portion of capital lease obligations | (4,119) |
Long-term portion of capital lease obligations | $ 16,769 |
Share-Based Compensation - Addi
Share-Based Compensation - Additional Information (Detail) - USD ($) $ in Thousands | 12 Months Ended | |||
Dec. 31, 2017 | Dec. 31, 2016 | Dec. 31, 2015 | Dec. 31, 2014 | |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||
Common shares available for issuance under share-based compensation plan (shares) | 1,100,000 | |||
Total share-based compensation expense | $ 11,911 | $ 12,042 | $ 11,306 | |
Recognized tax benefits from share-based compensation expense | 4,600 | 4,500 | 4,400 | |
Total intrinsic value of stock options exercised | $ 0 | $ 0 | $ 200 | |
Share-based Compensation Arrangement by Share-based Payment Award, Options, Outstanding, Number | 0 | 0 | 0 | 15,000 |
Maximum | ||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||
Unrecognized compensation would be recognized based on accelerated vesting provisions | $ 900 | |||
Restricted Stock | ||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||
Vesting period (in years) | 3 years | |||
Total unrecognized compensation cost related to nonvested awards | $ 28,500 | |||
Total unrecognized compensation cost related to nonvested awards, period for recognition | 2 years 8 months 12 days | |||
Value of stock that vested during the period | $ 11,900 | $ 11,000 | $ 5,800 | |
Restricted Stock | Minimum | ||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||
Vesting period (in years) | 1 year | |||
Restricted Stock | Maximum | ||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||
Vesting period (in years) | 5 years | |||
Performance Shares | ||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||
Vesting period (in years) | 3 years | |||
Total unrecognized compensation cost related to nonvested awards | $ 2,200 | |||
Stock Options | ||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||
Vesting period (in years) | 3 years | |||
Stock option grants in period (shares) | 0 | 0 | 0 | |
Stock Options | Minimum | ||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||
Award expiration period, years | 7 years | |||
Stock Options | Maximum | ||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||
Award expiration period, years | 10 years |
Share-Based Compensation - Acti
Share-Based Compensation - Activity and Value of Nonvested Restricted Stock and Performance Share Awards (Detail) - $ / shares shares in Thousands | 12 Months Ended | ||
Dec. 31, 2017 | Dec. 31, 2016 | Dec. 31, 2015 | |
Number of Shares (shares) | |||
Nonvested awards at beginning of year (shares) | 1,091 | 1,104 | 814 |
Granted (shares) | 1,152 | 572 | 545 |
Vested (shares) | (351) | (337) | (195) |
Forfeited (shares) | (235) | (248) | (60) |
Nonvested awards at end of year (shares) | 1,657 | 1,091 | 1,104 |
Weighted Average Grant-date Value (dollars per share) | |||
Nonvested awards at beginning of year (dollars per share) | $ 44.15 | $ 40.02 | $ 33.29 |
Granted (shares) | 30.55 | 34.75 | 34.25 |
Vested (shares) | 33.97 | 32.65 | 29.90 |
Forfeited (shares) | 34.49 | 34.06 | 33.27 |
Nonvested awards at end of year (dollars per share) | $ 42.60 | $ 44.15 | $ 40.02 |
Share-Based Compensation - Summ
Share-Based Compensation - Summary of Activity and Terms of Outstanding Options (Detail) - USD ($) $ / shares in Units, $ in Millions | 12 Months Ended | ||
Dec. 31, 2017 | Dec. 31, 2016 | Dec. 31, 2015 | |
Options Outstanding (shares) [Roll Forward] | |||
Options outstanding beginning balance (shares) | 0 | 0 | 15,000 |
Exercised (shares) | 0 | 0 | (15,000) |
Forfeited | 0 | 0 | 0 |
Options outstanding ending balance (shares) | 0 | 0 | 0 |
Options Outstanding, Weighted Average Exercise Price (dollars per share) [Abstract] | |||
Beginning balance (shares) | $ 0 | $ 0 | $ 20.49 |
Exercised (shares) | 0 | 0 | 20.49 |
Forfeited (shares) | 0 | 0 | 0 |
Ending balance (shares) | $ 0 | $ 0 | $ 0 |
Weighted Average Remaining Contractual Life (years), Options outstanding | 0 years | ||
Aggregate Intrinsic Value, Options outstanding | $ 0 |
Retirement Plans - Additional I
Retirement Plans - Additional Information (Detail) - USD ($) $ in Thousands | 12 Months Ended | ||
Dec. 31, 2017 | Dec. 31, 2016 | Dec. 31, 2015 | |
Defined Benefit Plan Disclosure [Line Items] | |||
Minimum service period | 1 month | ||
Minimum age requirement | 18 years | ||
Eligibility criteria for employees under savings and retirement plans | one month of service and have attained age 18 | ||
Savings And Retirement Plans | |||
Defined Benefit Plan Disclosure [Line Items] | |||
Percentage of employer contributions to eligible employees based on salary, minimum | 1.00% | ||
Expense recognized | $ 9,100 | $ 12,500 | $ 12,300 |
Domestic Plan [Member] | |||
Defined Benefit Plan Disclosure [Line Items] | |||
Recognized net actuarial loss | 2,100 | ||
Accumulated benefit obligation | 53,274 | 52,051 | |
Net periodic benefit cost | 3,736 | 3,626 | $ 3,412 |
Foreign Plan [Member] | |||
Defined Benefit Plan Disclosure [Line Items] | |||
Accumulated benefit obligation | 2,400 | $ 2,000 | |
Net periodic benefit cost | $ 100 |
Retirement Plans - Domestic Ret
Retirement Plans - Domestic Retirement Plan's Financial Status and Amounts Recognized in Consolidated Balance Sheets (Detail) - Domestic Plan [Member] - USD ($) $ in Thousands | 12 Months Ended | ||
Dec. 31, 2017 | Dec. 31, 2016 | Dec. 31, 2015 | |
Defined Benefit Plan, Change in Benefit Obligation [Roll Forward] | |||
Benefit obligation, beginning of year | $ 52,051 | $ 51,023 | |
Interest cost | 1,887 | 1,980 | $ 1,806 |
Actuarial (gain) loss | 2,796 | 2,616 | |
Benefits paid | (3,460) | (3,568) | |
Benefit obligation, end of year | 53,274 | 52,051 | 51,023 |
Defined Benefit Plan, Change in Fair Value of Plan Assets [Roll Forward] | |||
Fair value of plan assets, beginning of year | 0 | 0 | |
Employer contribution | 3,460 | 3,568 | |
Benefits paid | (3,460) | (3,568) | |
Fair value of plan assets, end of year | 0 | 0 | $ 0 |
Funded status, end of year | (53,274) | (52,051) | |
Amounts recognized in the consolidated balance sheets | |||
Other current liabilities | (3,481) | (3,405) | |
Other liabilities | (49,791) | (48,644) | |
Accumulated other comprehensive loss | 19,019 | 18,071 | |
Net amount recognized | (34,253) | (33,978) | |
Accumulated benefit obligation | $ 53,274 | $ 52,051 | |
Weighted average assumptions used to determine benefit obligation | |||
Discount rate | 3.25% | 3.75% |
Retirement Plans - Components o
Retirement Plans - Components of Net Periodic Benefit Cost for Domestic Retirement Plans (Detail) - Domestic Plan [Member] - USD ($) $ in Thousands | 12 Months Ended | ||
Dec. 31, 2017 | Dec. 31, 2016 | Dec. 31, 2015 | |
Defined Benefit Plan Disclosure [Line Items] | |||
Interest cost | $ 1,887 | $ 1,980 | $ 1,806 |
Recognized net actuarial loss | 1,849 | 1,646 | 1,606 |
Net periodic benefit cost | $ 3,736 | $ 3,626 | $ 3,412 |
Discount rate | 3.75% | 4.00% | 3.75% |
Retirement Plans - Amounts Reco
Retirement Plans - Amounts Recognized As Component Of Accumulated Other Comprehensive Loss, Domestic (Detail) - Domestic Plan [Member] - USD ($) $ in Thousands | Dec. 31, 2017 | Dec. 31, 2016 |
Defined Benefit Plan Disclosure [Line Items] | ||
Net actuarial loss | $ (19,019) | $ (18,071) |
Deferred tax benefit | 6,939 | 7,048 |
Amounts included in accumulated other comprehensive income (loss), net of tax | $ (12,080) | $ (11,023) |
Retirement Plans - Expected Ben
Retirement Plans - Expected Benefit Payments Required For Domestic Retirement Plan (Detail) - Domestic Plan [Member] $ in Thousands | Dec. 31, 2017USD ($) |
Defined Benefit Plan Disclosure [Line Items] | |
2,018 | $ 3,452 |
2,019 | 3,214 |
2,020 | 3,185 |
2,021 | 3,056 |
2,022 | 2,940 |
2023-2027 | $ 12,893 |
Income Taxes - Components of In
Income Taxes - Components of Income (Loss) before Income Taxes (Detail) - USD ($) $ in Thousands | 12 Months Ended | ||
Dec. 31, 2017 | Dec. 31, 2016 | Dec. 31, 2015 | |
Income (loss) before income taxes: | |||
U.S. | $ 49,903 | $ 150,942 | $ 167,444 |
Foreign | 7,575 | 21,600 | 5,766 |
Income before income taxes | $ 57,478 | $ 172,542 | $ 173,210 |
Income Taxes - Income Tax Provi
Income Taxes - Income Tax Provision (Detail) - USD ($) $ in Thousands | 12 Months Ended | ||
Dec. 31, 2017 | Dec. 31, 2016 | Dec. 31, 2015 | |
Current tax provision (benefit): | |||
Federal | $ 27,043 | $ 46,846 | $ 60,757 |
State | 5,455 | 8,512 | 11,431 |
Foreign | 2,175 | 4,179 | 3,714 |
Total current tax provision | 34,673 | 59,537 | 75,902 |
Deferred tax provision (benefit): | |||
Federal | (43,838) | 5,303 | (4,744) |
State | (1,068) | 885 | (376) |
Foreign | (5,082) | (1,970) | (981) |
Total deferred tax provision | (49,988) | 4,218 | (6,101) |
Total income tax provision | $ (15,315) | $ 63,755 | $ 69,801 |
Income Taxes - Reconciliation O
Income Taxes - Reconciliation Of Federal Statutory Rate To Effective Income Tax Rate (Detail) | 12 Months Ended | ||
Dec. 31, 2017 | Dec. 31, 2016 | Dec. 31, 2015 | |
Income Tax Disclosure [Abstract] | |||
Federal statutory rate | 35.00% | 35.00% | 35.00% |
Increases (decreases) in the rate resulting from: | |||
State income taxes, net of federal income tax impact | 4.30% | 3.70% | 4.10% |
Foreign income taxes | (8.20%) | (4.30%) | (2.80%) |
Valuation allowance | (1.90%) | 0.50% | 1.20% |
Tax Reform | (60.20%) | 0.00% | 0.00% |
Other | 4.40% | 2.10% | 2.80% |
Effective income tax rate | (26.60%) | 37.00% | 40.30% |
Income Taxes - Tax Effects On D
Income Taxes - Tax Effects On Deferred Tax Assets And Deferred Tax Liabilities (Detail) - USD ($) $ in Thousands | Dec. 31, 2017 | Dec. 31, 2016 |
Deferred tax assets: | ||
Employee benefit plans | $ 23,181 | $ 35,540 |
Accrued liabilities not currently deductible | 20,477 | 15,693 |
Finance charges | 2,007 | 3,803 |
Capital leases | 3,732 | 6,607 |
Allowance for losses on accounts and notes receivable | 4,043 | 4,069 |
Net operating loss carryforwards | 16,536 | 12,722 |
Other | 4,311 | 4,183 |
Total deferred tax assets | 74,287 | 82,617 |
Less: valuation allowances | (12,726) | (12,332) |
Net deferred tax assets | 61,561 | 70,285 |
Deferred tax liabilities: | ||
Merchandise inventories | 43,683 | 71,035 |
Goodwill | 26,194 | 37,854 |
Property and equipment | 10,669 | 14,910 |
Computer software | 9,473 | 15,363 |
Insurance | 243 | 368 |
Intangible assets | 38,726 | 18,887 |
Other | 212 | 230 |
Total deferred tax liabilities | 129,200 | 158,647 |
Net deferred tax liability | $ (67,639) | $ (88,362) |
Income Taxes - Additional Infor
Income Taxes - Additional Information (Detail) - USD ($) | 12 Months Ended | ||
Dec. 31, 2017 | Dec. 31, 2016 | Dec. 31, 2015 | |
Income Tax Disclosure [Abstract] | |||
Tax Cuts and Jobs Act of 2017, Income Tax Expense (Benefit) | $ 35,000,000 | ||
Unlimited range of net operating loss carryforwards | 5 years | ||
Cash payments for income taxes, including interest | $ 41,800,000 | $ 74,100,000 | $ 52,400,000 |
Liability for unrecognized tax benefits | 13,585,000 | 10,725,000 | 7,657,000 |
Unrecognized tax benefits highly certain | 5,000,000 | 4,700,000 | |
Unrecognized tax benefits that would impact effective tax rate | 6,400,000 | 5,500,000 | |
Accrued interest | 600,000 | 400,000 | |
Interest expense (income) | 200,000 | 200,000 | 100,000 |
Penalties accrued | 0 | 0 | |
Penalties expense | $ 0 | $ 0 | $ 0 |
Income Taxes - Reconciliation74
Income Taxes - Reconciliation Of Changes In Unrecognized Tax Benefits (Detail) - USD ($) $ in Thousands | 12 Months Ended | |
Dec. 31, 2017 | Dec. 31, 2016 | |
Reconciliation of Unrecognized Tax Benefits, Excluding Amounts Pertaining to Examined Tax Returns [Roll Forward] | ||
Unrecognized tax benefits at January 1, | $ 10,725 | $ 7,657 |
Increases for positions taken during current period | 1,644 | 2,322 |
Increases for positions taken during prior periods | 1,928 | 1,135 |
Decreases for positions taken during prior periods | (712) | (242) |
Lapse of statute of limitations | 0 | (21) |
Settlements with taxing authorities | 0 | (126) |
Unrecognized tax benefits at December 31, | $ 13,585 | $ 10,725 |
Net Income per Common Share - S
Net Income per Common Share - Summary of Calculation of Net Income Per Share (Detail) - USD ($) $ / shares in Units, shares in Thousands, $ in Thousands | 12 Months Ended | ||
Dec. 31, 2017 | Dec. 31, 2016 | Dec. 31, 2015 | |
Numerator: | |||
Net income | $ 72,793 | $ 108,787 | $ 103,409 |
Less: income allocated to unvested restricted shares | (1,060) | (1,147) | (925) |
Net income attributable to common shareholders—basic | 71,733 | 107,640 | 102,484 |
Add: undistributed income attributable to unvested restricted shares—basic | 58 | 297 | 235 |
Less: undistributed income attributable to unvested restricted shares—diluted | (58) | (297) | (235) |
Net income attributable to common shareholders—diluted | $ 71,733 | $ 107,640 | $ 102,484 |
Denominator: | |||
Weighted average shares outstanding—basic (shares) | 60,001 | 61,093 | 62,116 |
Dilutive shares—stock options (shares) | 0 | 0 | 1 |
Weighted average shares outstanding—diluted (shares) | 60,001 | 61,093 | 62,117 |
Basic and diluted (in usd per share) | $ 1.20 | $ 1.76 | $ 1.65 |
Shareholders' Equity - Addition
Shareholders' Equity - Additional Information (Detail) - USD ($) $ / shares in Units, shares in Millions | 1 Months Ended | 12 Months Ended | |||
Oct. 31, 2016 | Feb. 28, 2014 | Dec. 31, 2017 | Dec. 31, 2016 | Dec. 31, 2015 | |
Equity, Class of Treasury Stock [Line Items] | |||||
Share repurchase program, authorized amount | $ 100,000,000 | ||||
Stock repurchase program, period in force | 3 years | ||||
Stock Repurchase Program Expiration Date | Feb. 28, 2017 | ||||
Stock repurchased and retired, shares | 0.2 | 2 | 0.6 | ||
Stock repurchased and retired, value | $ (5,000,000) | $ (71,028,000) | $ (20,000,000) | ||
Stock repurchase program, average price per share (dollars per share) | $ 32.27 | $ 34.72 | $ 34.04 | ||
Remaining amount available under the program for the repurchase of shares | $ 94,000,000 | ||||
October 2016 Share Repurchase Program [Member] | |||||
Equity, Class of Treasury Stock [Line Items] | |||||
Share repurchase program, authorized amount | $ 100,000,000 | ||||
Stock repurchase program, period in force | 3 years |
Accumulated Other Comprehensi77
Accumulated Other Comprehensive Income (Details) - USD ($) $ in Thousands | 12 Months Ended | ||
Dec. 31, 2017 | Dec. 31, 2016 | Dec. 31, 2015 | |
Accumulated Other Comprehensive Income (Loss) [Line Items] | |||
Reclassified actuarial net losses | $ (1,800) | $ (1,600) | $ (1,600) |
Retirement Plans | |||
Accumulated Other Comprehensive Income (Loss), Net of Tax [Roll Forward] | |||
Accumulated other comprehensive income (loss), December 31, 2016 | (11,209) | (10,482) | (10,323) |
Other comprehensive income (loss) before reclassifications | (2,796) | (2,716) | (1,855) |
Income tax | 727 | 869 | 670 |
Other comprehensive income (loss) before reclassifications, net of tax | (2,069) | (1,847) | (1,185) |
Amounts reclassified from accumulated other comprehensive income (loss) | (1,933) | (1,646) | (1,606) |
Income tax | (721) | (526) | (580) |
Amounts reclassified from accumulated other comprehensive income (loss), net of tax | (1,212) | (1,120) | (1,026) |
Other comprehensive income (loss) | (857) | (727) | (159) |
Accumulated other comprehensive income (loss), December 31, 2017 | (12,066) | (11,209) | (10,482) |
Currency Translation Adjustments | |||
Accumulated Other Comprehensive Income (Loss), Net of Tax [Roll Forward] | |||
Accumulated other comprehensive income (loss), December 31, 2016 | (56,245) | (41,228) | (13,647) |
Other comprehensive income (loss) before reclassifications | 43,060 | (15,017) | (27,581) |
Income tax | 0 | 0 | 0 |
Other comprehensive income (loss) before reclassifications, net of tax | 43,060 | (15,017) | (27,581) |
Amounts reclassified from accumulated other comprehensive income (loss) | 0 | 0 | 0 |
Income tax | 0 | 0 | 0 |
Amounts reclassified from accumulated other comprehensive income (loss), net of tax | 0 | 0 | 0 |
Other comprehensive income (loss) | 43,060 | (15,017) | (27,581) |
Accumulated other comprehensive income (loss), December 31, 2017 | (13,185) | (56,245) | (41,228) |
Other | |||
Accumulated Other Comprehensive Income (Loss), Net of Tax [Roll Forward] | |||
Accumulated other comprehensive income (loss), December 31, 2016 | (29) | (115) | (31) |
Other comprehensive income (loss) before reclassifications | 196 | 86 | (84) |
Income tax | 0 | 0 | 0 |
Other comprehensive income (loss) before reclassifications, net of tax | 196 | 86 | (84) |
Amounts reclassified from accumulated other comprehensive income (loss) | 0 | 0 | 0 |
Income tax | 0 | 0 | 0 |
Amounts reclassified from accumulated other comprehensive income (loss), net of tax | 0 | 0 | 0 |
Other comprehensive income (loss) | 196 | 86 | (84) |
Accumulated other comprehensive income (loss), December 31, 2017 | 167 | (29) | (115) |
Total | |||
Accumulated Other Comprehensive Income (Loss), Net of Tax [Roll Forward] | |||
Accumulated other comprehensive income (loss), December 31, 2016 | (67,483) | (51,825) | (24,001) |
Other comprehensive income (loss) before reclassifications | 40,460 | (17,647) | (29,520) |
Income tax | 727 | 869 | 670 |
Other comprehensive income (loss) before reclassifications, net of tax | 41,187 | (16,778) | (28,850) |
Amounts reclassified from accumulated other comprehensive income (loss) | (1,933) | (1,646) | (1,606) |
Income tax | (721) | (526) | (580) |
Amounts reclassified from accumulated other comprehensive income (loss), net of tax | (1,212) | (1,120) | (1,026) |
Other comprehensive income (loss) | 42,399 | (15,658) | (27,824) |
Accumulated other comprehensive income (loss), December 31, 2017 | $ (25,084) | $ (67,483) | $ (51,825) |
Commitments and Contingencies -
Commitments and Contingencies - Additional Information (Detail) - USD ($) $ in Millions | 1 Months Ended | 12 Months Ended | ||
Oct. 31, 2017 | Dec. 31, 2017 | Dec. 31, 2016 | Dec. 31, 2015 | |
Loss Contingencies [Line Items] | ||||
Contractual commitment to outsource information technology operations, notice period | 180 days | |||
Remaining annual obligations in 2018 | $ 35 | |||
Remaining annual obligations in 2019 | 31.3 | |||
Remaining annual obligations in 2020 | 28.9 | |||
Remaining annual obligations in 2021 | $ 25.4 | |||
Leases renewal options (in years) | 5 years | |||
Rent expense for operating leases | $ 73.1 | $ 70 | $ 70.8 | |
Other Commitment | $ 12.6 | |||
Minimum | Office And Warehouse Facilities | ||||
Loss Contingencies [Line Items] | ||||
Operating leases, term of contract | 1 year | |||
Minimum | Transportation And Material Handling Equipment | ||||
Loss Contingencies [Line Items] | ||||
Lease term years | 3 years | |||
Maximum | Office And Warehouse Facilities | ||||
Loss Contingencies [Line Items] | ||||
Operating leases, term of contract | 20 years | |||
Maximum | Transportation And Material Handling Equipment | ||||
Loss Contingencies [Line Items] | ||||
Lease term years | 10 years | |||
Surgical And Infection Prevention | ||||
Loss Contingencies [Line Items] | ||||
Payments to acquire businesses, gross | $ 710 |
Commitments and Contingencies79
Commitments and Contingencies - Future Minimum Annual Payments Under Non-Cancelable Lease Agreements (Detail) $ in Thousands | Dec. 31, 2017USD ($) |
Commitments and Contingencies Disclosure [Abstract] | |
2,018 | $ 63,873 |
2,019 | 53,744 |
2,020 | 41,014 |
2,021 | 30,808 |
2,022 | 20,205 |
Thereafter | 52,578 |
Total minimum payments | $ 262,222 |
Segment Information - Financial
Segment Information - Financial Information by Segment (Detail) $ in Thousands | 12 Months Ended | ||
Dec. 31, 2017USD ($)segment | Dec. 31, 2016USD ($) | Dec. 31, 2015USD ($) | |
Segment Reporting, Revenue Reconciling Item [Line Items] | |||
Number of reportable segments | segment | 3 | ||
Net revenue | $ 9,318,275 | $ 9,723,431 | $ 9,772,946 |
Operating earnings (loss) | 89,251 | 199,599 | 200,359 |
Acquisition-related and exit and realignment charges | (60,707) | (24,675) | (28,404) |
Depreciation and amortization: | 59,443 | 55,393 | 61,508 |
Capital expenditures: | 50,737 | 30,121 | 36,616 |
Reportable Segment | |||
Segment Reporting, Revenue Reconciling Item [Line Items] | |||
Net revenue | 9,690,044 | 10,074,828 | 10,111,305 |
Reportable Segment | Domestic | |||
Segment Reporting, Revenue Reconciling Item [Line Items] | |||
Net revenue | 8,794,390 | 9,191,574 | 9,176,855 |
Operating earnings (loss) | 134,059 | 165,495 | 162,944 |
Depreciation and amortization: | 34,482 | 29,469 | 34,425 |
Capital expenditures: | 32,858 | 14,333 | 17,310 |
Reportable Segment | International | |||
Segment Reporting, Revenue Reconciling Item [Line Items] | |||
Net revenue | 391,628 | 343,674 | 372,638 |
Operating earnings (loss) | (3,861) | 5,596 | 3,198 |
Depreciation and amortization: | 16,327 | 17,117 | 18,903 |
Capital expenditures: | 14,074 | 12,874 | 18,158 |
Reportable Segment | Proprietary Products | |||
Segment Reporting, Revenue Reconciling Item [Line Items] | |||
Net revenue | 504,026 | 539,580 | 561,812 |
Operating earnings (loss) | 32,950 | 53,799 | 61,932 |
Depreciation and amortization: | 8,634 | 8,807 | 8,180 |
Capital expenditures: | 3,805 | 2,914 | 1,148 |
Intersegment Eliminations | |||
Segment Reporting, Revenue Reconciling Item [Line Items] | |||
Net revenue | (371,769) | (351,397) | (338,359) |
Operating earnings (loss) | 243 | (616) | (811) |
Intersegment Eliminations | Proprietary Products | |||
Segment Reporting, Revenue Reconciling Item [Line Items] | |||
Net revenue | (371,769) | (351,397) | (338,359) |
Segment Reconciling Items | |||
Segment Reporting, Revenue Reconciling Item [Line Items] | |||
Acquisition-related and exit and realignment charges | (60,707) | (24,675) | (28,404) |
Other | $ (13,433) | $ 0 | 1,500 |
Information System | Segment Reconciling Items | |||
Segment Reporting, Revenue Reconciling Item [Line Items] | |||
Acquisition-related and exit and realignment charges | (4,500) | ||
Recovery in Contract Claim Settlement | |||
Segment Reporting, Revenue Reconciling Item [Line Items] | |||
Other | $ 1,500 |
Segment Information - Consolida
Segment Information - Consolidated Total Assets (Details) - USD ($) $ in Thousands | Dec. 31, 2017 | Dec. 31, 2016 | Dec. 31, 2015 | Dec. 31, 2014 |
Segment Reporting, Asset Reconciling Item [Line Items] | ||||
Assets | $ 3,376,293 | $ 2,717,752 | ||
Cash and cash equivalents | 104,522 | 185,488 | $ 161,020 | $ 56,772 |
Reportable Segment | ||||
Segment Reporting, Asset Reconciling Item [Line Items] | ||||
Assets | 3,271,771 | 2,532,264 | ||
Reportable Segment | Domestic | ||||
Segment Reporting, Asset Reconciling Item [Line Items] | ||||
Assets | 2,437,485 | 1,778,481 | ||
Reportable Segment | International | ||||
Segment Reporting, Asset Reconciling Item [Line Items] | ||||
Assets | 433,513 | 352,898 | ||
Reportable Segment | Proprietary Products | ||||
Segment Reporting, Asset Reconciling Item [Line Items] | ||||
Assets | 400,773 | 400,885 | ||
Segment Reconciling Items | ||||
Segment Reporting, Asset Reconciling Item [Line Items] | ||||
Cash and cash equivalents | $ 104,522 | $ 185,488 |
Segment Information - Financi82
Segment Information - Financial Information by Geographical Area (Details) - USD ($) $ in Thousands | 12 Months Ended | ||
Dec. 31, 2017 | Dec. 31, 2016 | Dec. 31, 2015 | |
Segment And Geographic Distribution Of Operations [Line Items] | |||
Net revenue | $ 9,318,275 | $ 9,723,431 | $ 9,772,946 |
Long-Lived Assets | 452,837 | 333,451 | |
United States | |||
Segment And Geographic Distribution Of Operations [Line Items] | |||
Net revenue | 8,899,208 | 9,338,543 | 9,356,140 |
Long-Lived Assets | 327,442 | 217,985 | |
United Kingdom | |||
Segment And Geographic Distribution Of Operations [Line Items] | |||
Net revenue | 175,703 | 169,874 | 192,818 |
Long-Lived Assets | 37,648 | 32,349 | |
Ireland | |||
Segment And Geographic Distribution Of Operations [Line Items] | |||
Net revenue | 56,937 | 41,214 | 44,168 |
Long-Lived Assets | 22,987 | 21,567 | |
France | |||
Segment And Geographic Distribution Of Operations [Line Items] | |||
Net revenue | 39,279 | 38,761 | 44,592 |
Long-Lived Assets | 6,107 | 5,173 | |
Germany | |||
Segment And Geographic Distribution Of Operations [Line Items] | |||
Net revenue | 49,227 | 47,514 | 46,848 |
Long-Lived Assets | 42,255 | 39,734 | |
Other European countries | |||
Segment And Geographic Distribution Of Operations [Line Items] | |||
Net revenue | 97,921 | 87,525 | $ 88,380 |
Long-Lived Assets | $ 16,398 | $ 16,643 |
Condensed Consolidating Finan83
Condensed Consolidating Financial Information (Details) | 12 Months Ended |
Dec. 31, 2017 | |
Organization, Consolidation and Presentation of Financial Statements [Abstract] | |
Guarantor subsidiary percentage of ownership | 100.00% |
Condensed Consolidating Finan84
Condensed Consolidating Financial Information (Condensed Consolidating Statements Of Income) (Detail) - USD ($) $ in Thousands | 12 Months Ended | ||
Dec. 31, 2017 | Dec. 31, 2016 | Dec. 31, 2015 | |
Condensed Financial Statements, Captions [Line Items] | |||
Net revenue | $ 9,318,275 | $ 9,723,431 | $ 9,772,946 |
Cost of goods sold | 8,146,409 | 8,536,121 | 8,558,373 |
Gross margin | 1,171,866 | 1,187,310 | 1,214,573 |
Distribution, selling and administrative expenses | 1,016,978 | 970,424 | 993,783 |
Acquisition-related and exit and realignment charges | 60,707 | 24,675 | 28,404 |
Other operating (income) expense, net | 4,930 | (7,388) | (7,973) |
Operating earnings | 89,251 | 199,599 | 200,359 |
Interest expense (income), net | 31,773 | 27,057 | 27,149 |
Income before income taxes | 57,478 | 172,542 | 173,210 |
Income tax (benefit) provision | (15,315) | 63,755 | 69,801 |
Equity in earnings (loss) of subsidiaries | 0 | 0 | 0 |
Net income (loss) | 72,793 | 108,787 | 103,409 |
Other comprehensive income (loss), net of tax | 42,399 | (15,658) | (27,824) |
Comprehensive Income (Loss), Net of Tax, Attributable to Parent | 115,192 | 93,129 | 75,585 |
Owens & Minor, Inc. | |||
Condensed Financial Statements, Captions [Line Items] | |||
Net revenue | 0 | 0 | 0 |
Cost of goods sold | 0 | 0 | 0 |
Gross margin | 0 | 0 | 0 |
Distribution, selling and administrative expenses | (395) | 1,127 | 1,229 |
Acquisition-related and exit and realignment charges | 0 | 0 | 0 |
Other operating (income) expense, net | 0 | 0 | 0 |
Operating earnings | 395 | (1,127) | (1,229) |
Interest expense (income), net | 27,482 | 28,901 | 27,457 |
Income before income taxes | (27,087) | (30,028) | (28,686) |
Income tax (benefit) provision | 0 | 0 | (9,837) |
Equity in earnings (loss) of subsidiaries | 99,880 | 138,815 | 122,258 |
Net income (loss) | 72,793 | 108,787 | 103,409 |
Other comprehensive income (loss), net of tax | 42,399 | (15,658) | (27,824) |
Comprehensive Income (Loss), Net of Tax, Attributable to Parent | 115,192 | 93,129 | 75,585 |
Guarantor Subsidiaries | |||
Condensed Financial Statements, Captions [Line Items] | |||
Net revenue | 8,582,868 | 9,190,660 | 9,176,855 |
Cost of goods sold | 7,802,499 | 8,330,960 | 8,305,734 |
Gross margin | 780,369 | 859,700 | 871,121 |
Distribution, selling and administrative expenses | 643,073 | 670,800 | 684,021 |
Acquisition-related and exit and realignment charges | 52,986 | 15,611 | 8,877 |
Other operating (income) expense, net | 3,887 | (5,066) | (2,621) |
Operating earnings | 80,423 | 178,355 | 180,844 |
Interest expense (income), net | 546 | (4,744) | (3,371) |
Income before income taxes | 79,877 | 183,099 | 184,215 |
Income tax (benefit) provision | (12,409) | 61,545 | 71,807 |
Equity in earnings (loss) of subsidiaries | (3,527) | (389) | (10,348) |
Net income (loss) | 88,759 | 121,165 | 102,060 |
Other comprehensive income (loss), net of tax | 42,209 | (15,480) | (27,829) |
Comprehensive Income (Loss), Net of Tax, Attributable to Parent | 130,968 | 105,685 | 74,231 |
Non-guarantor Subsidiaries | |||
Condensed Financial Statements, Captions [Line Items] | |||
Net revenue | 915,350 | 697,559 | 751,442 |
Cost of goods sold | 524,035 | 370,594 | 410,009 |
Gross margin | 391,315 | 326,965 | 341,433 |
Distribution, selling and administrative expenses | 374,300 | 298,497 | 308,533 |
Acquisition-related and exit and realignment charges | 7,721 | 9,064 | 19,527 |
Other operating (income) expense, net | 1,043 | (2,322) | (5,352) |
Operating earnings | 8,251 | 21,726 | 18,725 |
Interest expense (income), net | 3,745 | 2,900 | 3,063 |
Income before income taxes | 4,506 | 18,826 | 15,662 |
Income tax (benefit) provision | (2,906) | 2,210 | 7,831 |
Equity in earnings (loss) of subsidiaries | 0 | 0 | 0 |
Net income (loss) | 7,412 | 16,616 | 7,831 |
Other comprehensive income (loss), net of tax | 42,612 | (15,017) | (27,581) |
Comprehensive Income (Loss), Net of Tax, Attributable to Parent | 50,024 | 1,599 | (19,750) |
Eliminations | |||
Condensed Financial Statements, Captions [Line Items] | |||
Net revenue | (179,943) | (164,788) | (155,351) |
Cost of goods sold | (180,125) | (165,433) | (157,370) |
Gross margin | 182 | 645 | 2,019 |
Distribution, selling and administrative expenses | 0 | 0 | 0 |
Acquisition-related and exit and realignment charges | 0 | 0 | 0 |
Other operating (income) expense, net | 0 | 0 | 0 |
Operating earnings | 182 | 645 | 2,019 |
Interest expense (income), net | 0 | 0 | 0 |
Income before income taxes | 182 | 645 | 2,019 |
Income tax (benefit) provision | 0 | 0 | 0 |
Equity in earnings (loss) of subsidiaries | (96,353) | (138,426) | (111,910) |
Net income (loss) | (96,171) | (137,781) | (109,891) |
Other comprehensive income (loss), net of tax | (84,821) | 30,497 | 55,410 |
Comprehensive Income (Loss), Net of Tax, Attributable to Parent | $ (180,992) | $ (107,284) | $ (54,481) |
Condensed Consolidating Finan85
Condensed Consolidating Financial Information (Condensed Consolidating Balance Sheet) (Detail) - USD ($) $ in Thousands | Dec. 31, 2017 | Dec. 31, 2016 | Dec. 31, 2015 | Dec. 31, 2014 |
Current assets | ||||
Cash and cash equivalents | $ 104,522 | $ 185,488 | $ 161,020 | $ 56,772 |
Accounts receivable, net | 758,936 | 606,084 | ||
Merchandise inventories | 990,193 | 916,311 | ||
Other current assets | 328,254 | 254,156 | ||
Total current assets | 2,181,905 | 1,962,039 | ||
Property and equipment, net | 206,490 | 191,718 | ||
Goodwill, net | 713,811 | 414,936 | ||
Intangible assets, net | 184,468 | 82,511 | ||
Due from O&M and subsidiaries | 0 | 0 | ||
Advances to and investments in consolidated subsidiaries | 0 | 0 | ||
Other assets, net | 89,619 | 66,548 | ||
Total assets | 3,376,293 | 2,717,752 | ||
Current liabilities | ||||
Accounts payable | 947,572 | 750,750 | ||
Accrued payroll and related liabilities | 30,416 | 45,051 | ||
Other current liabilities | 331,745 | 238,837 | ||
Total current liabilities | 1,309,733 | 1,034,638 | ||
Long-term debt, excluding current portion | 900,744 | 564,583 | ||
Due to O&M and subsidiaries | 0 | 0 | ||
Intercompany debt | 0 | 0 | ||
Deferred income taxes | 74,247 | 90,383 | ||
Other liabilities | 76,090 | 68,110 | ||
Total liabilities | 2,360,814 | 1,757,714 | ||
Equity | ||||
Common stock | 122,952 | 122,062 | ||
Paid-in capital | 226,937 | 219,955 | ||
Retained earnings (deficit) | 690,674 | 685,504 | ||
Accumulated other comprehensive loss | (25,084) | (67,483) | ||
Stockholders' Equity, Including Portion Attributable to Noncontrolling Interest | 1,015,479 | 960,038 | 992,590 | 990,838 |
Total liabilities and equity | 3,376,293 | 2,717,752 | ||
Owens & Minor, Inc. | ||||
Current assets | ||||
Cash and cash equivalents | 13,700 | 38,015 | 103,284 | 22,013 |
Accounts receivable, net | 0 | 0 | ||
Merchandise inventories | 0 | 0 | ||
Other current assets | 100 | 106 | ||
Total current assets | 13,800 | 38,121 | ||
Property and equipment, net | 0 | 0 | ||
Goodwill, net | 0 | 0 | ||
Intangible assets, net | 0 | 0 | ||
Due from O&M and subsidiaries | 0 | 0 | ||
Advances to and investments in consolidated subsidiaries | 2,114,853 | 2,044,963 | ||
Other assets, net | 0 | 0 | ||
Total assets | 2,128,653 | 2,083,084 | ||
Current liabilities | ||||
Accounts payable | 0 | 0 | ||
Accrued payroll and related liabilities | 0 | 0 | ||
Other current liabilities | 5,822 | 7,106 | ||
Total current liabilities | 5,822 | 7,106 | ||
Long-term debt, excluding current portion | 545,352 | 544,838 | ||
Due to O&M and subsidiaries | 562,000 | 571,102 | ||
Intercompany debt | 0 | 0 | ||
Deferred income taxes | 0 | 0 | ||
Other liabilities | 0 | 0 | ||
Total liabilities | 1,113,174 | 1,123,046 | ||
Equity | ||||
Common stock | 122,952 | 122,062 | ||
Paid-in capital | 226,937 | 219,955 | ||
Retained earnings (deficit) | 690,674 | 685,504 | ||
Accumulated other comprehensive loss | (25,084) | (67,483) | ||
Stockholders' Equity, Including Portion Attributable to Noncontrolling Interest | 1,015,479 | 960,038 | ||
Total liabilities and equity | 2,128,653 | 2,083,084 | ||
Guarantor Subsidiaries | ||||
Current assets | ||||
Cash and cash equivalents | 865 | 61,266 | 5,614 | 3,912 |
Accounts receivable, net | 559,269 | 526,170 | ||
Merchandise inventories | 902,190 | 856,566 | ||
Other current assets | 123,067 | 86,907 | ||
Total current assets | 1,585,391 | 1,530,909 | ||
Property and equipment, net | 107,010 | 97,725 | ||
Goodwill, net | 180,006 | 180,006 | ||
Intangible assets, net | 9,582 | 11,655 | ||
Due from O&M and subsidiaries | 439,654 | 312,602 | ||
Advances to and investments in consolidated subsidiaries | 558,429 | 152,886 | ||
Other assets, net | 57,724 | 49,887 | ||
Total assets | 2,937,796 | 2,335,670 | ||
Current liabilities | ||||
Accounts payable | 824,307 | 683,189 | ||
Accrued payroll and related liabilities | 15,504 | 32,814 | ||
Other current liabilities | 140,048 | 93,327 | ||
Total current liabilities | 979,859 | 809,330 | ||
Long-term debt, excluding current portion | 340,672 | 3,219 | ||
Due to O&M and subsidiaries | 0 | 0 | ||
Intercompany debt | 138,890 | 138,890 | ||
Deferred income taxes | 25,493 | 70,280 | ||
Other liabilities | 66,136 | 60,578 | ||
Total liabilities | 1,551,050 | 1,082,297 | ||
Equity | ||||
Common stock | 0 | 0 | ||
Paid-in capital | 174,614 | 174,614 | ||
Retained earnings (deficit) | 1,236,165 | 1,145,000 | ||
Accumulated other comprehensive loss | (24,033) | (66,241) | ||
Stockholders' Equity, Including Portion Attributable to Noncontrolling Interest | 1,386,746 | 1,253,373 | ||
Total liabilities and equity | 2,937,796 | 2,335,670 | ||
Non-guarantor Subsidiaries | ||||
Current assets | ||||
Cash and cash equivalents | 89,957 | 86,207 | 52,122 | 30,847 |
Accounts receivable, net | 206,410 | 90,016 | ||
Merchandise inventories | 89,580 | 61,505 | ||
Other current assets | 205,087 | 167,143 | ||
Total current assets | 591,034 | 404,871 | ||
Property and equipment, net | 99,480 | 93,993 | ||
Goodwill, net | 533,805 | 234,930 | ||
Intangible assets, net | 174,886 | 70,856 | ||
Due from O&M and subsidiaries | 0 | 0 | ||
Advances to and investments in consolidated subsidiaries | 0 | 0 | ||
Other assets, net | 31,895 | 16,661 | ||
Total assets | 1,431,100 | 821,311 | ||
Current liabilities | ||||
Accounts payable | 130,028 | 75,512 | ||
Accrued payroll and related liabilities | 14,912 | 12,237 | ||
Other current liabilities | 185,875 | 138,404 | ||
Total current liabilities | 330,815 | 226,153 | ||
Long-term debt, excluding current portion | 14,720 | 16,526 | ||
Due to O&M and subsidiaries | 506,703 | 48,044 | ||
Intercompany debt | 0 | 0 | ||
Deferred income taxes | 48,754 | 20,103 | ||
Other liabilities | 9,954 | 7,532 | ||
Total liabilities | 910,946 | 318,358 | ||
Equity | ||||
Common stock | 0 | 0 | ||
Paid-in capital | 583,869 | 583,872 | ||
Retained earnings (deficit) | (50,416) | (42,032) | ||
Accumulated other comprehensive loss | (13,299) | (38,887) | ||
Stockholders' Equity, Including Portion Attributable to Noncontrolling Interest | 520,154 | 502,953 | ||
Total liabilities and equity | 1,431,100 | 821,311 | ||
Eliminations | ||||
Current assets | ||||
Cash and cash equivalents | 0 | 0 | $ 0 | $ 0 |
Accounts receivable, net | (6,743) | (10,102) | ||
Merchandise inventories | (1,577) | (1,760) | ||
Other current assets | 0 | 0 | ||
Total current assets | (8,320) | (11,862) | ||
Property and equipment, net | 0 | 0 | ||
Goodwill, net | 0 | 0 | ||
Intangible assets, net | 0 | 0 | ||
Due from O&M and subsidiaries | (439,654) | (312,602) | ||
Advances to and investments in consolidated subsidiaries | (2,673,282) | (2,197,849) | ||
Other assets, net | 0 | 0 | ||
Total assets | (3,121,256) | (2,522,313) | ||
Current liabilities | ||||
Accounts payable | (6,763) | (7,951) | ||
Accrued payroll and related liabilities | 0 | 0 | ||
Other current liabilities | 0 | 0 | ||
Total current liabilities | (6,763) | (7,951) | ||
Long-term debt, excluding current portion | 0 | 0 | ||
Due to O&M and subsidiaries | (1,068,703) | (619,146) | ||
Intercompany debt | (138,890) | (138,890) | ||
Deferred income taxes | 0 | 0 | ||
Other liabilities | 0 | 0 | ||
Total liabilities | (1,214,356) | (765,987) | ||
Equity | ||||
Common stock | 0 | 0 | ||
Paid-in capital | (758,483) | (758,486) | ||
Retained earnings (deficit) | (1,185,749) | (1,102,968) | ||
Accumulated other comprehensive loss | 37,332 | 105,128 | ||
Stockholders' Equity, Including Portion Attributable to Noncontrolling Interest | (1,906,900) | (1,756,326) | ||
Total liabilities and equity | $ (3,121,256) | $ (2,522,313) |
Condensed Consolidating Finan86
Condensed Consolidating Financial Information (Condensed Consolidating Statements Of Cash Flows) (Detail) - USD ($) $ in Thousands | 12 Months Ended | ||
Dec. 31, 2017 | Dec. 31, 2016 | Dec. 31, 2015 | |
Condensed Financial Statements, Captions [Line Items] | |||
Net income (loss) | $ 72,793 | $ 108,787 | $ 103,409 |
Adjustments to reconcile net income to cash (used for) provided by operating activities: | |||
Equity in earnings of subsidiaries | 0 | 0 | 0 |
Intercompany dividend | 0 | ||
Depreciation and amortization | 59,443 | 55,393 | 65,982 |
Share-based compensation expense | 11,911 | 12,042 | 11,306 |
Provision for losses on accounts receivable | 2,674 | 377 | (24) |
Deferred income tax (benefit) expense | (49,988) | 4,218 | (6,101) |
Changes in operating assets and liabilities: | |||
Accounts receivable | (100,010) | (25,244) | 18,333 |
Merchandise inventories | (57,032) | 22,589 | (69,727) |
Accounts payable | 143,947 | 43,430 | 114,011 |
Net change in other assets and liabilities | (33,263) | (37,559) | 30,177 |
Other, net | 6,299 | 3,662 | 2,877 |
Cash provided by (used for) operating activities | 56,774 | 187,695 | 270,243 |
Investing activities: | |||
Acquisitions, net of cash acquired | (366,569) | 0 | 0 |
Additions to computer software and intangible assets | (16,124) | (9,819) | (16,085) |
Additions to property and equipment | (34,613) | (20,302) | (20,531) |
Proceeds from sale of property and equipment | 663 | 5,375 | 143 |
Cash used for investing activities | (416,643) | (24,746) | (36,473) |
Financing activities: | |||
Proceeds from issuance of debt | 250,000 | 0 | 0 |
Borrowing under revolving credit facility | 104,600 | 0 | (33,700) |
Repayment of debt | (3,125) | 0 | 0 |
Change in intercompany advances | 0 | 0 | 0 |
Intercompany dividend | 0 | ||
Cash dividends paid | (63,151) | (63,382) | (63,651) |
Repurchases of common stock | (5,000) | (71,028) | (20,000) |
Financing costs paid | (1,798) | 0 | 0 |
Other, net | (8,720) | (8,294) | (7,528) |
Cash provided by (used for) financing activities | 272,806 | (142,704) | (124,879) |
Effect of exchange rate changes on cash and cash equivalents | 6,097 | 4,223 | (4,643) |
Net increase (decrease) in cash and cash equivalents | (80,966) | 24,468 | 104,248 |
Cash and cash equivalents at beginning of year | 185,488 | 161,020 | 56,772 |
Cash and cash equivalents at end of year | 104,522 | 185,488 | 161,020 |
Owens & Minor, Inc. | |||
Condensed Financial Statements, Captions [Line Items] | |||
Net income (loss) | 72,793 | 108,787 | 103,409 |
Adjustments to reconcile net income to cash (used for) provided by operating activities: | |||
Equity in earnings of subsidiaries | (99,880) | (138,815) | (122,258) |
Intercompany dividend | 0 | ||
Depreciation and amortization | 0 | 0 | 0 |
Share-based compensation expense | 0 | 0 | 0 |
Provision for losses on accounts receivable | 0 | 0 | 0 |
Deferred income tax (benefit) expense | 0 | 0 | 0 |
Changes in operating assets and liabilities: | |||
Accounts receivable | 0 | 0 | 0 |
Merchandise inventories | 0 | 0 | 0 |
Accounts payable | 0 | 0 | 0 |
Net change in other assets and liabilities | (1,277) | 180 | 666 |
Other, net | (1) | 1,615 | 1,501 |
Cash provided by (used for) operating activities | (28,365) | (28,233) | (16,682) |
Investing activities: | |||
Acquisitions, net of cash acquired | 0 | ||
Additions to computer software and intangible assets | 0 | 0 | 0 |
Additions to property and equipment | 0 | 0 | 0 |
Proceeds from sale of property and equipment | 0 | 0 | 0 |
Cash used for investing activities | 0 | 0 | 0 |
Financing activities: | |||
Proceeds from issuance of debt | 0 | ||
Borrowing under revolving credit facility | 0 | 0 | |
Repayment of debt | 0 | ||
Change in intercompany advances | 75,969 | 101,424 | 183,688 |
Intercompany dividend | 0 | ||
Cash dividends paid | (63,151) | (63,382) | (63,651) |
Repurchases of common stock | (5,000) | (71,028) | (20,000) |
Financing costs paid | 0 | ||
Other, net | (3,768) | (4,050) | (2,084) |
Cash provided by (used for) financing activities | 4,050 | (37,036) | 97,953 |
Effect of exchange rate changes on cash and cash equivalents | 0 | 0 | 0 |
Net increase (decrease) in cash and cash equivalents | (24,315) | (65,269) | 81,271 |
Cash and cash equivalents at beginning of year | 38,015 | 103,284 | 22,013 |
Cash and cash equivalents at end of year | 13,700 | 38,015 | 103,284 |
Guarantor Subsidiaries | |||
Condensed Financial Statements, Captions [Line Items] | |||
Net income (loss) | 88,759 | 121,165 | 102,060 |
Adjustments to reconcile net income to cash (used for) provided by operating activities: | |||
Equity in earnings of subsidiaries | 3,527 | 389 | 10,348 |
Intercompany dividend | 25,000 | ||
Depreciation and amortization | 34,548 | 29,589 | 34,497 |
Share-based compensation expense | 11,911 | 12,042 | 11,306 |
Provision for losses on accounts receivable | 2,450 | 84 | 202 |
Deferred income tax (benefit) expense | (44,879) | 6,245 | (5,267) |
Changes in operating assets and liabilities: | |||
Accounts receivable | (35,549) | (18,581) | 12,076 |
Merchandise inventories | (45,624) | 26,666 | (66,317) |
Accounts payable | 141,118 | 20,280 | 95,624 |
Net change in other assets and liabilities | (26,456) | (26,397) | 61,454 |
Other, net | 6,605 | 999 | 920 |
Cash provided by (used for) operating activities | 161,410 | 172,481 | 256,903 |
Investing activities: | |||
Acquisitions, net of cash acquired | (366,569) | ||
Additions to computer software and intangible assets | (7,587) | (4,004) | (13,688) |
Additions to property and equipment | (25,270) | (10,329) | (3,621) |
Proceeds from sale of property and equipment | 198 | 125 | 87 |
Cash used for investing activities | (399,228) | (14,208) | (17,222) |
Financing activities: | |||
Proceeds from issuance of debt | 250,000 | ||
Borrowing under revolving credit facility | 104,600 | (33,700) | |
Repayment of debt | (3,125) | ||
Change in intercompany advances | (170,358) | (100,308) | (201,851) |
Intercompany dividend | 0 | ||
Cash dividends paid | 0 | 0 | 0 |
Repurchases of common stock | 0 | 0 | 0 |
Financing costs paid | (1,798) | ||
Other, net | (1,902) | (2,313) | (2,428) |
Cash provided by (used for) financing activities | 177,417 | (102,621) | (237,979) |
Effect of exchange rate changes on cash and cash equivalents | 0 | 0 | 0 |
Net increase (decrease) in cash and cash equivalents | (60,401) | 55,652 | 1,702 |
Cash and cash equivalents at beginning of year | 61,266 | 5,614 | 3,912 |
Cash and cash equivalents at end of year | 865 | 61,266 | 5,614 |
Non-guarantor Subsidiaries | |||
Condensed Financial Statements, Captions [Line Items] | |||
Net income (loss) | 7,412 | 16,616 | 7,831 |
Adjustments to reconcile net income to cash (used for) provided by operating activities: | |||
Equity in earnings of subsidiaries | 0 | 0 | 0 |
Intercompany dividend | 0 | ||
Depreciation and amortization | 24,895 | 25,804 | 31,485 |
Share-based compensation expense | 0 | 0 | 0 |
Provision for losses on accounts receivable | 224 | 293 | (226) |
Deferred income tax (benefit) expense | (5,109) | (2,027) | (834) |
Changes in operating assets and liabilities: | |||
Accounts receivable | (61,103) | (6,358) | (27,274) |
Merchandise inventories | (11,224) | (3,449) | (1,277) |
Accounts payable | 1,775 | 22,862 | 13,418 |
Net change in other assets and liabilities | (7,836) | (11,342) | 6,443 |
Other, net | (305) | 1,048 | 456 |
Cash provided by (used for) operating activities | (51,271) | 43,447 | 30,022 |
Investing activities: | |||
Acquisitions, net of cash acquired | 0 | ||
Additions to computer software and intangible assets | (8,537) | (5,815) | (2,397) |
Additions to property and equipment | (9,343) | (9,973) | (16,910) |
Proceeds from sale of property and equipment | 465 | 5,250 | 56 |
Cash used for investing activities | (17,415) | (10,538) | (19,251) |
Financing activities: | |||
Proceeds from issuance of debt | 0 | ||
Borrowing under revolving credit facility | 0 | 0 | |
Repayment of debt | 0 | ||
Change in intercompany advances | 94,389 | (1,116) | 18,163 |
Intercompany dividend | (25,000) | ||
Cash dividends paid | 0 | 0 | 0 |
Repurchases of common stock | 0 | 0 | 0 |
Financing costs paid | 0 | ||
Other, net | (3,050) | (1,931) | (3,016) |
Cash provided by (used for) financing activities | 66,339 | (3,047) | 15,147 |
Effect of exchange rate changes on cash and cash equivalents | 6,097 | 4,223 | (4,643) |
Net increase (decrease) in cash and cash equivalents | 3,750 | 34,085 | 21,275 |
Cash and cash equivalents at beginning of year | 86,207 | 52,122 | 30,847 |
Cash and cash equivalents at end of year | 89,957 | 86,207 | 52,122 |
Eliminations | |||
Condensed Financial Statements, Captions [Line Items] | |||
Net income (loss) | (96,171) | (137,781) | (109,891) |
Adjustments to reconcile net income to cash (used for) provided by operating activities: | |||
Equity in earnings of subsidiaries | 96,353 | 138,426 | 111,910 |
Intercompany dividend | (25,000) | ||
Depreciation and amortization | 0 | 0 | 0 |
Share-based compensation expense | 0 | 0 | 0 |
Provision for losses on accounts receivable | 0 | 0 | 0 |
Deferred income tax (benefit) expense | 0 | 0 | 0 |
Changes in operating assets and liabilities: | |||
Accounts receivable | (3,358) | (305) | 33,531 |
Merchandise inventories | (184) | (628) | (2,133) |
Accounts payable | 1,054 | 288 | 4,969 |
Net change in other assets and liabilities | 2,306 | 0 | (38,386) |
Other, net | 0 | 0 | 0 |
Cash provided by (used for) operating activities | (25,000) | 0 | 0 |
Investing activities: | |||
Acquisitions, net of cash acquired | 0 | ||
Additions to computer software and intangible assets | 0 | 0 | 0 |
Additions to property and equipment | 0 | 0 | 0 |
Proceeds from sale of property and equipment | 0 | 0 | 0 |
Cash used for investing activities | 0 | 0 | 0 |
Financing activities: | |||
Proceeds from issuance of debt | 0 | ||
Borrowing under revolving credit facility | 0 | 0 | |
Repayment of debt | 0 | ||
Change in intercompany advances | 0 | 0 | 0 |
Intercompany dividend | 25,000 | ||
Cash dividends paid | 0 | 0 | 0 |
Repurchases of common stock | 0 | 0 | 0 |
Financing costs paid | 0 | ||
Other, net | 0 | 0 | 0 |
Cash provided by (used for) financing activities | 25,000 | 0 | 0 |
Effect of exchange rate changes on cash and cash equivalents | 0 | 0 | 0 |
Net increase (decrease) in cash and cash equivalents | 0 | 0 | 0 |
Cash and cash equivalents at beginning of year | 0 | 0 | 0 |
Cash and cash equivalents at end of year | $ 0 | $ 0 | $ 0 |