Document and Entity Information - shares	3 Months Ended
Document and Entity Information - shares	Mar. 31, 2019	May 06, 2019
Document and Entity Information [Abstract]
Entity Registrant Name	VERITIV CORPORATION
Emerging Growth Company	false
Entity Small Business	false
Entity Central Index Key	0001599489
Current Fiscal Year End Date	--12-31
Entity Filer Category	Accelerated Filer
Document Type	10-Q
Document Period End Date	Mar. 31, 2019
Document Fiscal Year Focus	2019
Document Fiscal Period Focus	Q1
Amendment Flag	false
Entity Common Stock, Shares Outstanding		16,075,390

Condensed Consolidated Statements of Operations - USD ($) shares in Thousands, $ in Millions	3 Months Ended
	Mar. 31, 2019	Mar. 31, 2018
Income Statement [Abstract]
Net sales (including sales to related party of $6.4 and $6.9, respectively)	$ 1,941.5	$ 2,101.0
Cost of products sold (including purchases from related party of $24.8 and $42.1, respectively) (exclusive of depreciation and amortization shown separately below)	1,591.4	1,729.5
Distribution expenses	130.4	133.1
Selling and administrative expenses	216.1	222.7
Depreciation and amortization	12.8	14.4
Integration and acquisition expenses	4.3	8.3
Restructuring charges, net	2.4	11.9
Operating loss	(15.9)	(18.9)
Interest expense, net	11.4	9.3
Other (income) expense, net	6.2	(10.5)
Loss before income taxes	(33.5)	(17.7)
Income tax benefit	(6.8)	(1.9)
Net loss	$ (26.7)	$ (15.8)
Loss per share:
Basic and diluted (in dollars per share)	$ (1.68)	$ (1.00)
Weighted-average shares outstanding:
Basic and diluted (in shares)	15,940	15,760

Condensed Consolidated Statements of Operations (Parenthetical) - USD ($) $ in Millions	3 Months Ended
	Mar. 31, 2019	Mar. 31, 2018
Income Statement [Abstract]
Related party sales	$ 6.4	$ 6.9
Related party cost of products sold	$ 24.8	$ 42.1

Condensed Consolidated Statements of Comprehensive Income (Loss) - USD ($) $ in Millions	3 Months Ended
	Mar. 31, 2019	Mar. 31, 2018
Statement of Comprehensive Income [Abstract]
Net loss	$ (26.7)	$ (15.8)
Other comprehensive income (loss):
Foreign currency translation adjustments	2.4	(0.2)
Change in fair value of cash flow hedge, net of $(0.1) and $0.2 tax, respectively	0.1	0.0
Pension liability adjustments, net of $0.0 and $0.7 tax, respectively	0.0	(0.6)
Other comprehensive income (loss)	2.5	(0.8)
Total comprehensive income (loss)	$ (24.2)	$ (16.6)

- Definition

The portion of profit or loss for the period, net of income taxes, which is attributable to the parent.

+ References + Details

Condensed Consolidated Statements of Comprehensive Income (Loss) (Parenthetical) - USD ($) $ in Millions	3 Months Ended
	Mar. 31, 2019	Mar. 31, 2018
Statement of Comprehensive Income [Abstract]
Change in fair value of cash flow hedge, tax	$ (0.1)	$ 0.2
Pension liability adjustments, tax	$ 0.0	$ 0.7

Condensed Consolidated Balance Sheets - USD ($) $ in Millions	Mar. 31, 2019	Dec. 31, 2018
Current assets:
Cash	$ 58.0	$ 64.3
Accounts receivable, less allowances of $55.4 and $62.0, respectively	1,061.8	1,181.4
Related party receivable	2.7	3.2
Inventories	681.4	688.2
Other current assets	143.6	147.2
Total current assets	1,947.5	2,084.3
Property and equipment (net of accumulated depreciation and amortization of $332.1 and $320.7, respectively)	211.9	206.7
Goodwill	99.6	99.6
Other intangibles, net	55.9	57.2
Deferred income tax assets	62.7	56.5
Other non-current assets	443.2	25.4
Total assets	2,820.8	2,529.7
Current liabilities:
Accounts payable	607.4	641.9
Related party payable	4.7	9.3
Accrued payroll and benefits	35.1	56.5
Other accrued liabilities	211.4	134.7
Current maturities of long-term debt	8.5	6.7
Financing obligations, current portion	0.0	0.6
Total current liabilities	867.1	849.7
Long-term debt, net of current maturities	944.2	963.6
Financing obligations, less current portion	0.0	23.6
Defined benefit pension obligations	21.1	21.1
Other non-current liabilities	464.8	128.6
Total liabilities	2,297.2	1,986.6
Commitments and contingencies (Note 12)
Shareholders' equity:
Preferred stock, $0.01 par value, 10.0 million shares authorized, none issued	0.0	0.0
Common stock, $0.01 par value, 100.0 million shares authorized; shares issued - 16.4 million and 16.2 million, respectively; shares outstanding - 16.1 million and 15.9 million, respectively	0.2	0.2
Additional paid-in capital	607.7	605.7
Accumulated (deficit) earnings	(32.5)	(8.5)
Accumulated other comprehensive loss	(38.2)	(40.7)
Treasury stock at cost - 0.3 million shares at March 31, 2019 and December 31, 2018	(13.6)	(13.6)
Total shareholders' equity	523.6	543.1
Total liabilities and shareholders' equity	$ 2,820.8	$ 2,529.7

Condensed Consolidated Statements of Cash Flows - USD ($) $ in Millions	3 Months Ended
	Mar. 31, 2019	Mar. 31, 2018
Operating activities
Net loss	$ (26.7)	$ (15.8)
Depreciation and amortization	12.8	14.4
Amortization of deferred financing fees	0.6	0.7
Net losses (gains) on dispositions of property and equipment	0.1	(0.1)
Provision for allowance for doubtful accounts	3.8	3.6
Deferred income tax (benefit)	(7.3)	(2.5)
Stock-based compensation	4.7	5.6
Other non-cash items, net	1.8	(8.5)
Changes in operating assets and liabilities
Accounts receivable and related party receivable	118.3	4.3
Inventories	8.6	10.3
Other current assets	6.2	(9.3)
Accounts payable and related party payable	(57.8)	(11.3)
Accrued payroll and benefits	(21.5)	(23.8)
Other accrued liabilities	(6.4)	12.9
Other	6.6	(2.2)
Net cash provided by (used for) operating activities	43.8	(21.7)
Investing activities
Property and equipment additions	(7.5)	(9.6)
Proceeds from asset sales	0.1	0.0
Net cash used for investing activities	(7.4)	(9.6)
Financing activities
Change in book overdrafts	17.1	(10.0)
Borrowings of long-term debt	1,767.9	1,295.6
Repayments of long-term debt	(1,815.2)	(1,246.8)
Payments under right-of-use finance leases and capital leases, respectively	(2.1)
Payments under right-of-use finance leases and capital leases, respectively		(1.6)
Payments under financing obligations (including obligations to related party of $3.8 in the prior year period)	0.0	(4.0)
Payments under Tax Receivable Agreement	(7.8)	(9.9)
Other	(2.7)	(2.0)
Net cash (used for) provided by financing activities	(42.8)	21.3
Effect of exchange rate changes on cash	0.1	0.5
Net change in cash	(6.3)	(9.5)
Cash at beginning of period	64.3	80.3
Cash at end of period	58.0	70.8
Supplemental cash flow information
Cash paid for income taxes, net of refunds	0.7	1.0
Cash paid for interest	10.6	8.4
Non-cash investing and financing activities
Non-cash additions to property and equipment for right-of-use finance leases and capital leases, respectively	2.1	23.5
Non-cash additions to other non-current assets for right-of-use operating leases	$ 46.4	$ 0.0

Condensed Consolidated Statements of Cash Flows (Parenthetical) $ in Millions	3 Months Ended
	Mar. 31, 2018 USD ($)
Statement of Cash Flows [Abstract]
Repayments of related party obligation	$ 3.8

Condensed Consolidated Balance Sheets (Parenthetical) - USD ($) $ in Millions	Mar. 31, 2019	Dec. 31, 2018
Assets
Allowance for doubtful accounts	$ 55.4	$ 62.0
Depreciation and amortization	$ 332.1	$ 320.7
Shareholders' equity:
Preferred stock, par value (in dollars per share)	$ 0.01	$ 0.01
Preferred stock, shares authorized (in shares)	10,000,000	10,000,000
Preferred stock, shares issued (in shares)	0	0
Common stock par value (in dollars per share)	$ 0.01	$ 0.01
Common stock, shares authorized (in shares)	100,000,000	100,000,000
Common stock, shares issued (in shares)	16,400,000	16,200,000
Common stock, shares outstanding (in shares)	16,100,000	15,900,000
Treasury stock, at cost (in shares)	300,000	300,000

Consolidated Statements of Shareholders' Equity - USD ($)
shares in Millions, $ in Millions

Total

Common Stock Issued

Additional Paid-in Capital

Accumulated (Deficit) Earnings

AOCL

^[1]

Treasury Stock

Beginning Balance (in shares) at Dec. 31, 2017

16.0

(0.3)

Beginning balance at Dec. 31, 2017

$ 549.7

$ 0.2

$ 590.2

$ 6.4

$ (33.5)

$ (13.6)

Increase (Decrease) in Stockholders' Equity [Roll Forward]

Net income (loss)

(15.8)

Other comprehensive income (loss)

(0.8)

Other comprehensive income (loss)

0.0

Stock-based compensation

5.6

Issuance of common stock, net of stock received for minimum tax withholdings (in shares)

0.1

Issuance of common stock, net of stock received for minimum tax withholdings

(1.8)

Adoption impact - Accounting Standards Update 2018-02

0.0

0.8

(0.8)

Ending Balance (in shares) at Mar. 31, 2018

16.1

(0.3)

Ending balance at Mar. 31, 2018

537.7

$ 0.2

594.0

(8.6)

(34.3)

$ (13.6)

Beginning Balance (in shares) at Dec. 31, 2018

16.2

(0.3)

Beginning balance at Dec. 31, 2018

543.1

$ 0.2

605.7

(8.5)

(40.7)

$ (13.6)

Increase (Decrease) in Stockholders' Equity [Roll Forward]

Net income (loss)

(26.7)

Other comprehensive income (loss)

2.5

Stock-based compensation

4.7

Issuance of common stock, net of stock received for minimum tax withholdings (in shares)

0.2

Issuance of common stock, net of stock received for minimum tax withholdings

(2.7)

Ending Balance (in shares) at Mar. 31, 2019

16.4

(0.3)

Ending balance at Mar. 31, 2019

$ 523.6

$ 0.2

$ 607.7

$ (32.5)

$ (38.2)

$ (13.6)

[1]	Accumulated other comprehensive loss.

Business and Summary of Significant Accounting Policies

3 Months Ended

Mar. 31, 2019

Organization, Consolidation and Presentation of Financial Statements [Abstract]

Business and Summary of Significant Accounting Policies

1. BUSINESS AND SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES

Description of Business

Veritiv Corporation ("Veritiv" or the "Company") is a North American business-to-business distributor of packaging, facility solutions, print and publishing products and services. Additionally, Veritiv provides logistics and supply chain management solutions to its customers. Veritiv was established in 2014, following the merger (the "Merger") of International Paper Company's xpedx distribution solutions business ("xpedx") and UWW Holdings, Inc. ("UWWH"), the parent company of Unisource Worldwide, Inc. ("Unisource"). Veritiv operates from approximately 160 distribution centers primarily throughout the United States ("U.S."), Canada and Mexico.

Basis of Presentation

The accompanying unaudited Condensed Consolidated Financial Statements have been prepared in accordance with accounting principles generally accepted in the United States of America ("U.S. GAAP") for interim financial information and with the instructions to Article 10 of Regulation S-X. Accordingly, they do not include all of the information and footnotes required by U.S. GAAP for a complete set of annual audited financial statements.

The accompanying unaudited financial information should be read in conjunction with the Consolidated Financial Statements and Notes contained in the Company's Annual Report on Form 10-K filed with the Securities and Exchange Commission ("SEC") for the year ended December 31, 2018. In the opinion of management, all adjustments, including normal recurring accruals and other adjustments, considered necessary for a fair presentation of the interim financial information have been included. The operating results for the interim periods are not necessarily indicative of results for the full year. These financial statements include all of the Company's subsidiaries. All significant intercompany transactions between Veritiv's businesses have been eliminated.

Use of Estimates

The preparation of unaudited financial statements in conformity with U.S. GAAP requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities, revenue and expenses and certain financial statement disclosures. Estimates and assumptions are used for, but not limited to, revenue recognition, right-of-use ("ROU") asset and obligation valuations, accounts receivable valuation, inventory valuation, employee benefit plans, income tax contingency accruals and valuation allowances, recognition of the Tax Cuts and Jobs Act ("Tax Act"), multi-employer pension plan withdrawal liabilities, contingency accruals and goodwill and other intangible asset valuations. Although these estimates are based on management's knowledge of current events and actions it may undertake in the future, actual results may ultimately differ from these estimates and assumptions. Estimates are revised as additional information becomes available.

Accounting Pronouncements

Effective January 1, 2019, the Company adopted Accounting Standards Update ("ASU") 2016-02, Leases (Topic 842) ("Topic 842") and its related interpretations. The standard requires lessees to recognize ROU assets and liabilities for leases with a lease term greater than twelve months on their balance sheet. The pattern and classification of expense recognition in a lessee's statement of operations remains similar to prior accounting guidance. The new standard also eliminates the prior guidance related to real estate specific provisions. Upon adoption, the Company recorded (i) operating lease obligations and related ROU assets of approximately $428 million and (ii) an increase to retained earnings of $2.7 million, primarily driven by the derecognition of the unamortized deferred gain from the 2017 sale of the Austin, Texas property. The Company's debt covenants and bank capital requirements were not impacted by the adoption of this ASU.

The guidance allows an entity to make an election to adopt the standard using either a modified retrospective approach, applying the standard to leases that existed at the beginning of the earliest period presented and those entered into thereafter with restated comparative period financial statements, or an additional transition approach (under ASU 2018-11), which allows an entity to initially apply the new lease standard at the adoption date (January 1, 2019, for the Company) and recognize a cumulative-effect adjustment to the opening balance of retained earnings in the period of adoption. Consequently, an entity’s reporting for the comparative periods presented in the financial statements, in the period in which it adopts the new lease standard, will not be restated and will continue to be in accordance with prior U.S. GAAP (Topic 840, Leases). The Company adopted this ASU applying the additional transition approach.

The standard permits entities to elect a package of practical expedients which must be applied consistently to all leases that commenced prior to the effective date. If the package of practical expedients is elected, entities do not need to reassess: (i) whether expired or existing contracts contain leases; (ii) lease classification for any expired or existing leases; and (iii) initial direct costs for any existing leases. The Company elected to apply the package of practical expedients to all leases that commenced prior to the date of adoption. The guidance also allows entities to make certain policy elections under the new standard, including: (i) the use of hindsight to determine lease term and when assessing existing ROU assets for impairment; (ii) a policy to not record short-term leases on the balance sheet; and (iii) a policy to not separate lease and non-lease components. The Company made a policy election to exclude short-term leases from the balance sheet and to separate lease and non-lease components for most lease categories. The Company also made a policy election to not use hindsight to determine lease term. See Note 3, Leases, for additional information regarding the Company's leases.



Recently Issued Accounting Standards Not Yet Adopted
Standard	Description	Effective Date	Effect on the Financial Statements or Other Significant Matters
ASU 2016-13, Financial Instruments-Credit Losses (Topic 326)	The standard will replace the currently required incurred loss impairment methodology with guidance that reflects expected credit losses and requires consideration of a broader range of reasonable and supportable information to be considered in making credit loss estimates. The guidance requires application on a modified retrospective basis. Other application requirements exist for specific assets impacted by a more-than-insignificant credit deterioration since origination.	January 1, 2020; early adoption is permitted for fiscal years beginning after December 15, 2018	The Company is currently evaluating the impact this ASU will have on its Consolidated Financial Statements and related disclosures. The Company currently plans to adopt this ASU on January 1, 2020.
ASU 2018-13, Fair Value Measurement (Topic 820)	The standard modifies the disclosure requirements on fair value measurements by removing certain disclosure requirements related to the fair value hierarchy, modifying existing disclosure requirements related to measurement uncertainty and adding new disclosure requirements. The amendments in this update are effective for fiscal years, and interim periods within those fiscal years, beginning after December 15, 2019. The amendments on changes in unrealized gains and losses, the range and weighted-average of significant unobservable inputs used to develop Level 3 fair value measurements, and the narrative description of measurement uncertainty should be applied prospectively for only the most recent interim or annual period presented in the initial fiscal year of adoption. All other amendments should be applied retrospectively to all periods presented upon their effective date.	January 1, 2020; early adoption is permitted	The Company is currently evaluating the impact this ASU will have on its disclosures. The Company currently plans to adopt this ASU on January 1, 2020.



Recently Issued Accounting Standards Not Yet Adopted (continued)
Standard	Description	Effective Date	Effect on the Financial Statements or Other Significant Matters
ASU 2018-14, Compensation-Retirement Benefits-Defined Benefit Plans-General (Subtopic 715-20)	The standard modifies the disclosure requirements for employers that sponsor defined benefit pension or other postretirement benefit plans. The guidance removes disclosures that are no longer considered cost beneficial, clarifies the specific requirements of disclosures and adds disclosure requirements identified as relevant. The amendments in this update are effective for fiscal years ending after December 15, 2020. The amendments in this update should be applied on a retrospective basis to all periods presented.	December 31, 2020; early adoption is permitted	The Company does not expect the adoption of this standard to have a material impact on its disclosures. The Company currently plans to adopt this ASU on December 31, 2020.
ASU 2018-15, Intangibles-Goodwill and Other-Internal-Use Software (Subtopic 350-40)	The standard aligns the requirements for capitalizing implementation costs incurred in a hosting arrangement that is a service contract with the requirements for capitalizing implementation costs incurred to develop or obtain internal-use software. The amendments in this update also require companies to expense capitalized implementation costs over the term of the hosting arrangement, including periods covered by renewal options that are reasonably certain to be exercised. The amendments also stipulate presentation requirements for the Statement of Operations, Balance Sheet and Statement of Cash Flows. The amendments in this update are effective for fiscal years beginning after December 15, 2019, and interim periods within those fiscal years. The amendments in this update should be applied either retrospectively or prospectively to all implementation costs incurred after the date of adoption.	January 1, 2020; early adoption is permitted	The Company does not expect the adoption of this standard to have a material impact on its Consolidated Financial Statements and related disclosures. The Company currently plans to adopt this ASU on January 1, 2020.

In August 2018, the SEC adopted a Disclosure Update and Simplification release, which amends Regulation S-X to eliminate outdated or duplicative disclosure requirements, while also requiring additional disclosures in certain areas. The final rule also amends the interim financial statement requirements to require a reconciliation of changes in shareholder's equity in the notes to condensed consolidated financial statements or as a separate statement. These amendments were effective for all filings made after November 4, 2018. The SEC announced that it would not object if the first presentation of the changes in shareholders' equity for a calendar year-end filer were made in the filer's Form 10-Q for the quarter ended March 31, 2019. The Company elected to first make the required disclosures in the Condensed Consolidated Statements of Shareholders' Equity located in the Financial Statements section of this report.

Revenue Recognition

3 Months Ended

Mar. 31, 2019

Revenue from Contract with Customer [Abstract]

Revenue Recognition

2. REVENUE RECOGNITION

The Company adopted ASU 2014-09, Revenue from Contracts with Customers (Topic 606) ("Topic 606") on January 1, 2018 using the modified retrospective method for all contracts not completed as of the date of adoption, with no impact to the opening retained earnings. The Company elected to adopt certain practical expedients outlined in Topic 606. As such, Veritiv does not include sales tax in the transaction price and does recognize revenue in the amount to which it has a right to invoice the customer as it believes that amount corresponds directly with the value provided to the customer. Additionally, Veritiv utilized certain exceptions allowed under Topic 606 including not assessing whether promised goods or services are performance obligations if they are immaterial in the context of the contract with the customer and not disclosing the value of unsatisfied performance obligations for contracts with an original estimated length of time to convert of one year or less.

Revenue Recognition

Veritiv applies the five step model to assess its contracts with customers. The Company's revenue is reported as net sales and is measured as the determinable transaction price, net of any variable consideration (e.g., sales incentives and rights to return product) and any taxes collected from customers and remitted to governmental authorities.

When the Company enters into a sales arrangement with a customer, it believes it is probable that it will collect substantially all of the consideration to which it will be entitled in exchange for the goods or services that will be transferred to the customer. When management cannot conclude collectability is probable for shipments to a particular customer, revenue associated with that customer is not recognized until cash is collected or management is otherwise able to establish that collectability is probable. The Company has established credit and collection processes whereby collection assessments are performed and allowances for bad debt are recognized. As a normal business practice, Veritiv does not enter into contracts that require more than one year to complete or that contain significant financing components.

Additionally, Veritiv enters into incentive programs with certain of its customers, which are generally based on sales to those same customers. Veritiv follows the expected value method when estimating its retrospective incentives and records the estimated amount as a reduction to gross sales when revenue is recognized. Estimates of the variable consideration are based primarily on contract terms, current customer forecasts as well as historical experience.

Customer product returns are estimated based on historical experience and the identification of specific events necessitating an adjustment. The estimated return value is recognized as a reduction of gross sales and related cost of products sold. The estimated inventory returns value is recognized as part of inventories, while the estimated customer refund liability is recognized as part of other accrued liabilities on the Condensed Consolidated Balance Sheets.

A customer contract liability will arise when Veritiv has received payment for goods and services, but has not yet transferred the items to a customer and satisfied its performance obligations. Veritiv records a customer contract liability for performance obligations outstanding related to payments received in advance for customer deposits on equipment sales and its bill-and-hold arrangements. Veritiv expects to satisfy these remaining performance obligations and recognize the related revenues upon delivery of the goods and services to the customer's designated location within 12 months following receipt of the payment. Most equipment sales deposits are held for approximately 90 days and most bill-and-hold arrangements initially cover a 90 day period, but can be renewed by the customer.

As of March 31, 2019 and December 31, 2018, the Company recognized estimated inventory returns of approximately $2.3 million and $2.5 million, respectively, which are included in inventories on the Condensed Consolidated Balance Sheets. Additionally, the Company recognized customer contract liabilities related to its customer deposits for equipment sales and payments received for bill-and-hold arrangements, which are included in accounts payable on the Condensed Consolidated Balance Sheets. See the table below for a summary of the changes to the customer contract liabilities for the three months ended March 31, 2019 and 2018:



	Customer Contract Liabilities
(in millions)	2019			2018
Balance at January 1	$	17.7		$	20.5
Payments received	11.7			12.6
Revenue recognized from beginning balance	(13.3		)	(7.6		)
Revenue recognized from current year receipts	(3.4		)	(3.9		)
Balance at March 31	$	12.7		$	21.6

Revenue Composition

Veritiv’s revenues are primarily derived from purchase orders and rate agreements associated with (i) the delivery of standard listed products with observable standalone sale prices or (ii) transportation and warehousing services. Revenue generally consists of a single performance obligation to transfer a promised good or service and is short-term in nature. Revenues are recognized when control of the promised goods or services is transferred to Veritiv’s customers and in an amount that reflects the consideration the Company expects to be entitled to in exchange for those goods and services. Sales transactions with customers are designated free on board destination and revenue is recorded at the point in time when the product is delivered to the customer’s designated location or when the customer has otherwise obtained the benefit of the goods, when title and risk of loss are transferred. Revenues from Veritiv's transportation services are recognized upon completion of the related delivery services and revenues from warehousing services are recognized over time as the storage services are provided. The Company considers handling and delivery as activities to fulfill its performance obligations. Billings for third-party freight are accounted for as net sales and handling and delivery costs are accounted for as distribution expenses.

Certain revenues are derived from shipments which are made directly from a manufacturer to a Veritiv customer. The Company is considered to be a principal to these transactions because, among other factors, it maintains control of the goods after they leave the supplier and before they are received at the customer's location, in most cases it selects the supplier and sets the price to the customer, and it bears the risk of the customer defaulting on payment or rejecting the goods. Revenues from these sales are reported on a gross basis in the Condensed Consolidated Statements of Operations and have historically represented approximately one-third of Veritiv's total net sales.

The Company has determined that certain services provided to customers represent activities necessary to obtain or fulfill the contract and deliver the end product to the customer's designated location. These costs have been evaluated and do not meet the criteria for recognition as capitalizable costs. Taxes collected from customers relating to product sales and remitted to governmental authorities are excluded from both net sales and expenses.

Veritiv evaluated the nature of the products and services provided to its customers as well as the nature of the customer and the geographical distribution of its customer base and determined that the best representative level of disaggregated revenue is the product category basis as shown in the segment results. The Company is able to serve a wide variety of customers, from large national companies to small local customers, through its distribution network. Historically, the Company's ten largest customers have generated less than 10% of its consolidated annual net sales. Veritiv’s principal markets are concentrated across North America, primarily the U.S. (90%), Canada (8%) and Mexico (1%).

The following is a brief description of the four reportable segments, organized by major product category:

•

Packaging – The Packaging segment provides standard as well as custom and comprehensive packaging solutions for customers based in North America and in key global markets. The business is strategically focused on higher growth industries including light industrial/general manufacturing, food processing, fulfillment and internet retail, as well as niche verticals based on geographical and functional expertise. This segment also provides supply chain solutions, structural and graphic packaging design and engineering, automation, workflow and equipment services and kitting and fulfillment.

•

Facility Solutions – The Facility Solutions segment sources and sells cleaning, break-room and other supplies such as towels, tissues, wipers and dispensers, can liners, commercial cleaning chemicals, soaps and sanitizers, sanitary maintenance supplies and equipment, safety and hazard supplies, and shampoos and amenities primarily in the U.S., Canada and Mexico. Additionally, the Company offers total cost of ownership solutions with re-merchandising, budgeting and compliance reporting, and inventory management.

•

Print – The Print segment sells and distributes commercial printing, writing, copying, digital, paper-based wide format and specialty products, graphics consumables and graphics equipment primarily in the U.S., Canada and Mexico. This segment also includes customized paper conversion services of commercial printing paper for distribution to document centers and form printers. Veritiv's broad geographic platform of operations coupled with the breadth of paper and graphics products, including exclusive private brand offerings, provides a foundation to service national, regional and local customers across North America.

•

Publishing – The Publishing segment sells and distributes coated and uncoated commercial printing papers to publishers, retailers, converters, printers and specialty businesses for use in magazines, catalogs, books, directories, gaming, couponing, retail inserts and direct mail. This segment also provides print management, procurement and supply chain management solutions to simplify paper and print procurement processes for its customers.

The Company’s consolidated financial results also include a "Corporate & Other" category which includes certain assets and costs not primarily attributable to any of the reportable segments. Corporate & Other also includes the Veritiv logistics solutions business which provides transportation and warehousing solutions.

See Note 13, Segment Information, for the disaggregation of revenue and other information related to the Company’s reportable segments and Corporate & Other.

Leases

3 Months Ended

Mar. 31, 2019

Leases [Abstract]

Leases

LEASES

The Company adopted Topic 842, and its related interpretations on January 1, 2019, applying the additional transition approach, available under ASU 2018-11, Leases, whereby the new lease standard is applied at the adoption date recognizing a cumulative-effect adjustment to the opening balance of retained earnings in the period of adoption. Consequently, the reporting for the comparative periods presented in the financial statements in which the new lease standard is adopted will continue to be reported in accordance with Topic 840, Leases. The Company elected the package of practical expedients permitted under the transition guidance within the new standard, which among other things allowed for the carry-forward of historical lease classification. The Company did not elect the hindsight practical expedient in determining lease terms for existing leases. The Company does not expect the new accounting standard to have a material effect on future financial results as the adoption did not change the lease classifications of its historical operating leases. The Company’s accounting for finance leases, previously reported as capital leases and financing obligations, remained unchanged except for the Company's one non-related party failed sale-leaseback. The Company determined that upon transition to Topic 842, the previously reported failed sale-leaseback financing obligation would be reported as a financing lease, and its land operating lease would now be combined with its building finance lease and reported together as one finance lease. Finance leases are reported as part of property and equipment, net and debt obligations.

The Company elected the practical expedients permitted under Topic 842 and made accounting policy elections to (i) not include short-term leases on the balance sheets and (ii) not separate lease and non-lease components for its delivery equipment leases. The Company determines if an arrangement is a lease at lease inception and reviews lease arrangements for finance or operating lease classification at their commencement date. The Company leases certain property and equipment used for operations to limit exposure to risks related to ownership. The major leased asset categories include: real estate, delivery equipment, material handling equipment and computer and office equipment.

As of March 31, 2019, the Company had a distribution network operating from approximately 160 distribution centers of which approximately 150 were leased. These facilities are strategically located throughout the U.S., Canada and Mexico in order to efficiently serve the customer base in the surrounding areas while also facilitating expedited delivery services for special orders. The Company also leases various office spaces for corporate and sales functions. Real estate leases generally carry lease terms of three to seven years. Delivery equipment leases generally carry lease terms of three to eight years and other non-real estate leases generally carry lease terms of three to five years. In order to value the ROU assets and related liabilities, the Company makes certain estimates and assumptions related to establishing the lease term, discount rates and variable lease payments (e.g., rent escalations tied to changes in the Consumer Price Index). The exercise of any lease renewal or asset purchase option is at the Company’s sole discretion. The lease term for all of the Company's leases includes the noncancelable period of the lease and any periods covered by renewal options that the Company is reasonably certain to exercise. Certain leases include rent escalations pre-set in the agreements, which are factored into the lease payment stream. Similar to a variable lease payment, certain delivery equipment leases include a provision for an amount the Company may have to pay at the end of the lease for any residual value deficiency incurred by the lessor upon resale of the underlying asset. The Company uses the implicit rate of interest when it is available; however, as most of the Company’s leases do not provide an implicit rate of interest, the Company uses its incremental borrowing rate based on information available at the lease commencement date in determining the discounted value of the lease payments. Lease expense and depreciation expense are recognized on a straight-line basis over the lease term, or for a finance lease, over the shorter of the life of the underlying asset or the lease term.

The components of lease expense were as follows:



(in millions)		Three Months Ended March 31, 2019
Lease Classification	Financial Statement Classification	Three Months Ended March 31, 2019
Short-term lease expense⁽¹⁾	Operating expenses	$	1.9

Operating lease expense⁽²⁾	Operating expenses	$	27.3

Finance lease expense:
Amortization of right-of-use assets	Depreciation and amortization	$	2.3
Interest expense	Interest expense, net	0.5
Total finance lease expense		$	2.8

Total Lease Cost		$	32.0

⁽¹⁾ Short-term lease expense includes expenses related to leases with a term of one month or less.

⁽²⁾ Sublease income and variable lease expense are not included in the above table as the amounts were immaterial for the three months ended March 31, 2019.

Supplemental balance sheet and other information were as follows:



(in millions, except weighted-average data)		March 31, 2019
Lease Classification	Financial Statement Classification	March 31, 2019
Operating Leases:
Operating lease right-of-use assets	Other non-current assets	$	419.1

Operating lease obligations - current	Other accrued liabilities	$	85.6
Operating lease obligations - non-current	Other non-current liabilities	366.0
Total operating lease obligations		$	451.6

Weighted-average remaining lease term in years		6.6
Weighted-average discount rate		4.5		%

Finance Leases:
Finance lease right-of-use assets	Property and equipment	$	63.5

Finance lease obligations - current	Current maturities of long-term debt	$	8.5
Finance lease obligations - non-current	Long-term debt, net of current maturities	58.6
Total finance lease obligations		$	67.1

Weighted-average remaining lease term in years		8.9
Weighted-average discount rate		3.1		%

Cash paid for amounts included in the measurement of lease liabilities was as follows:



(in millions)		Three Months Ended March 31, 2019
Lease Classification	Financial Statement Classification	Three Months Ended March 31, 2019
Operating Leases:
Operating cash flows from operating leases	Operating activities	$	26.5

Finance Leases:
Operating cash flows from finance leases	Operating activities	$	0.5
Financing cash flows from finance leases	Financing activities	2.1

Lease Commitments

Future minimum lease payments at March 31, 2019 were as follows:



	Finance Leases			Operating Leases
(in millions)	Finance Leases			Lease Obligations			Sublease Income			Total
2019 (excluding the three months ended March 31, 2019)	$	8.0		$	79.1		$	(0.4	)	$	78.7
2020	10.3			96.5			(0.1		)	96.4
2021	9.7			80.6			—			80.6
2022	9.2			67.8			—			67.8
2023	8.0			48.0			—			48.0
2024	6.7			38.9			—			38.9
Thereafter	25.8			115.4			—			115.4
Total future minimum lease payments	77.7			526.3			(0.5		)	525.8
Amount representing interest	(10.6		)	(74.7		)	—			(74.7		)
Total future minimum lease payments, net of interest	$	67.1		$	451.6		$	(0.5	)	$	451.1

Total future minimum lease payments for finance and operating leases, including the amount representing interest, are comprised of $521.7 million for real estate leases and $82.3 million for non-real estate leases.

At March 31, 2019, the Company had committed to additional future obligations of approximately $51 million for operating leases of real estate that have not yet commenced and therefore are not included in the table above. These leases will commence over the next twelve months with an average lease term of seven years.

Future minimum lease payments at December 31, 2018 were as follows:



	Financing Obligation and Equipment Capital Leases			Operating Leases
(in millions)	Financing Obligation and Equipment Capital Leases			Lease Obligations		Sublease Income			Total
2019	$	9.3		$	108.3	$	(0.3	)	$	108.0
2020	9.0			98.3		(0.1		)	98.2
2021	8.3			82.2		—			82.2
2022	7.9			69.3		—			69.3
2023	6.8			49.4		—			49.4
Thereafter	23.0			173.4		—			173.4
	64.3			580.9		(0.4		)	580.5
Amount representing interest	(11.6		)	—		—			—
Total future minimum lease payments	$	52.7		$	580.9	$	(0.4	)	$	580.5

Leases

LEASES

The Company adopted Topic 842, and its related interpretations on January 1, 2019, applying the additional transition approach, available under ASU 2018-11, Leases, whereby the new lease standard is applied at the adoption date recognizing a cumulative-effect adjustment to the opening balance of retained earnings in the period of adoption. Consequently, the reporting for the comparative periods presented in the financial statements in which the new lease standard is adopted will continue to be reported in accordance with Topic 840, Leases. The Company elected the package of practical expedients permitted under the transition guidance within the new standard, which among other things allowed for the carry-forward of historical lease classification. The Company did not elect the hindsight practical expedient in determining lease terms for existing leases. The Company does not expect the new accounting standard to have a material effect on future financial results as the adoption did not change the lease classifications of its historical operating leases. The Company’s accounting for finance leases, previously reported as capital leases and financing obligations, remained unchanged except for the Company's one non-related party failed sale-leaseback. The Company determined that upon transition to Topic 842, the previously reported failed sale-leaseback financing obligation would be reported as a financing lease, and its land operating lease would now be combined with its building finance lease and reported together as one finance lease. Finance leases are reported as part of property and equipment, net and debt obligations.

The Company elected the practical expedients permitted under Topic 842 and made accounting policy elections to (i) not include short-term leases on the balance sheets and (ii) not separate lease and non-lease components for its delivery equipment leases. The Company determines if an arrangement is a lease at lease inception and reviews lease arrangements for finance or operating lease classification at their commencement date. The Company leases certain property and equipment used for operations to limit exposure to risks related to ownership. The major leased asset categories include: real estate, delivery equipment, material handling equipment and computer and office equipment.

As of March 31, 2019, the Company had a distribution network operating from approximately 160 distribution centers of which approximately 150 were leased. These facilities are strategically located throughout the U.S., Canada and Mexico in order to efficiently serve the customer base in the surrounding areas while also facilitating expedited delivery services for special orders. The Company also leases various office spaces for corporate and sales functions. Real estate leases generally carry lease terms of three to seven years. Delivery equipment leases generally carry lease terms of three to eight years and other non-real estate leases generally carry lease terms of three to five years. In order to value the ROU assets and related liabilities, the Company makes certain estimates and assumptions related to establishing the lease term, discount rates and variable lease payments (e.g., rent escalations tied to changes in the Consumer Price Index). The exercise of any lease renewal or asset purchase option is at the Company’s sole discretion. The lease term for all of the Company's leases includes the noncancelable period of the lease and any periods covered by renewal options that the Company is reasonably certain to exercise. Certain leases include rent escalations pre-set in the agreements, which are factored into the lease payment stream. Similar to a variable lease payment, certain delivery equipment leases include a provision for an amount the Company may have to pay at the end of the lease for any residual value deficiency incurred by the lessor upon resale of the underlying asset. The Company uses the implicit rate of interest when it is available; however, as most of the Company’s leases do not provide an implicit rate of interest, the Company uses its incremental borrowing rate based on information available at the lease commencement date in determining the discounted value of the lease payments. Lease expense and depreciation expense are recognized on a straight-line basis over the lease term, or for a finance lease, over the shorter of the life of the underlying asset or the lease term.

The components of lease expense were as follows:



(in millions)		Three Months Ended March 31, 2019
Lease Classification	Financial Statement Classification	Three Months Ended March 31, 2019
Short-term lease expense⁽¹⁾	Operating expenses	$	1.9

Operating lease expense⁽²⁾	Operating expenses	$	27.3

Finance lease expense:
Amortization of right-of-use assets	Depreciation and amortization	$	2.3
Interest expense	Interest expense, net	0.5
Total finance lease expense		$	2.8

Total Lease Cost		$	32.0

⁽¹⁾ Short-term lease expense includes expenses related to leases with a term of one month or less.

⁽²⁾ Sublease income and variable lease expense are not included in the above table as the amounts were immaterial for the three months ended March 31, 2019.

Supplemental balance sheet and other information were as follows:



(in millions, except weighted-average data)		March 31, 2019
Lease Classification	Financial Statement Classification	March 31, 2019
Operating Leases:
Operating lease right-of-use assets	Other non-current assets	$	419.1

Operating lease obligations - current	Other accrued liabilities	$	85.6
Operating lease obligations - non-current	Other non-current liabilities	366.0
Total operating lease obligations		$	451.6

Weighted-average remaining lease term in years		6.6
Weighted-average discount rate		4.5		%

Finance Leases:
Finance lease right-of-use assets	Property and equipment	$	63.5

Finance lease obligations - current	Current maturities of long-term debt	$	8.5
Finance lease obligations - non-current	Long-term debt, net of current maturities	58.6
Total finance lease obligations		$	67.1

Weighted-average remaining lease term in years		8.9
Weighted-average discount rate		3.1		%

Cash paid for amounts included in the measurement of lease liabilities was as follows:



(in millions)		Three Months Ended March 31, 2019
Lease Classification	Financial Statement Classification	Three Months Ended March 31, 2019
Operating Leases:
Operating cash flows from operating leases	Operating activities	$	26.5

Finance Leases:
Operating cash flows from finance leases	Operating activities	$	0.5
Financing cash flows from finance leases	Financing activities	2.1

Lease Commitments

Future minimum lease payments at March 31, 2019 were as follows:



	Finance Leases			Operating Leases
(in millions)	Finance Leases			Lease Obligations			Sublease Income			Total
2019 (excluding the three months ended March 31, 2019)	$	8.0		$	79.1		$	(0.4	)	$	78.7
2020	10.3			96.5			(0.1		)	96.4
2021	9.7			80.6			—			80.6
2022	9.2			67.8			—			67.8
2023	8.0			48.0			—			48.0
2024	6.7			38.9			—			38.9
Thereafter	25.8			115.4			—			115.4
Total future minimum lease payments	77.7			526.3			(0.5		)	525.8
Amount representing interest	(10.6		)	(74.7		)	—			(74.7		)
Total future minimum lease payments, net of interest	$	67.1		$	451.6		$	(0.5	)	$	451.1

Total future minimum lease payments for finance and operating leases, including the amount representing interest, are comprised of $521.7 million for real estate leases and $82.3 million for non-real estate leases.

At March 31, 2019, the Company had committed to additional future obligations of approximately $51 million for operating leases of real estate that have not yet commenced and therefore are not included in the table above. These leases will commence over the next twelve months with an average lease term of seven years.

Future minimum lease payments at December 31, 2018 were as follows:



	Financing Obligation and Equipment Capital Leases			Operating Leases
(in millions)	Financing Obligation and Equipment Capital Leases			Lease Obligations		Sublease Income			Total
2019	$	9.3		$	108.3	$	(0.3	)	$	108.0
2020	9.0			98.3		(0.1		)	98.2
2021	8.3			82.2		—			82.2
2022	7.9			69.3		—			69.3
2023	6.8			49.4		—			49.4
Thereafter	23.0			173.4		—			173.4
	64.3			580.9		(0.4		)	580.5
Amount representing interest	(11.6		)	—		—			—
Total future minimum lease payments	$	52.7		$	580.9	$	(0.4	)	$	580.5

Leases

LEASES

The Company adopted Topic 842, and its related interpretations on January 1, 2019, applying the additional transition approach, available under ASU 2018-11, Leases, whereby the new lease standard is applied at the adoption date recognizing a cumulative-effect adjustment to the opening balance of retained earnings in the period of adoption. Consequently, the reporting for the comparative periods presented in the financial statements in which the new lease standard is adopted will continue to be reported in accordance with Topic 840, Leases. The Company elected the package of practical expedients permitted under the transition guidance within the new standard, which among other things allowed for the carry-forward of historical lease classification. The Company did not elect the hindsight practical expedient in determining lease terms for existing leases. The Company does not expect the new accounting standard to have a material effect on future financial results as the adoption did not change the lease classifications of its historical operating leases. The Company’s accounting for finance leases, previously reported as capital leases and financing obligations, remained unchanged except for the Company's one non-related party failed sale-leaseback. The Company determined that upon transition to Topic 842, the previously reported failed sale-leaseback financing obligation would be reported as a financing lease, and its land operating lease would now be combined with its building finance lease and reported together as one finance lease. Finance leases are reported as part of property and equipment, net and debt obligations.

The Company elected the practical expedients permitted under Topic 842 and made accounting policy elections to (i) not include short-term leases on the balance sheets and (ii) not separate lease and non-lease components for its delivery equipment leases. The Company determines if an arrangement is a lease at lease inception and reviews lease arrangements for finance or operating lease classification at their commencement date. The Company leases certain property and equipment used for operations to limit exposure to risks related to ownership. The major leased asset categories include: real estate, delivery equipment, material handling equipment and computer and office equipment.

As of March 31, 2019, the Company had a distribution network operating from approximately 160 distribution centers of which approximately 150 were leased. These facilities are strategically located throughout the U.S., Canada and Mexico in order to efficiently serve the customer base in the surrounding areas while also facilitating expedited delivery services for special orders. The Company also leases various office spaces for corporate and sales functions. Real estate leases generally carry lease terms of three to seven years. Delivery equipment leases generally carry lease terms of three to eight years and other non-real estate leases generally carry lease terms of three to five years. In order to value the ROU assets and related liabilities, the Company makes certain estimates and assumptions related to establishing the lease term, discount rates and variable lease payments (e.g., rent escalations tied to changes in the Consumer Price Index). The exercise of any lease renewal or asset purchase option is at the Company’s sole discretion. The lease term for all of the Company's leases includes the noncancelable period of the lease and any periods covered by renewal options that the Company is reasonably certain to exercise. Certain leases include rent escalations pre-set in the agreements, which are factored into the lease payment stream. Similar to a variable lease payment, certain delivery equipment leases include a provision for an amount the Company may have to pay at the end of the lease for any residual value deficiency incurred by the lessor upon resale of the underlying asset. The Company uses the implicit rate of interest when it is available; however, as most of the Company’s leases do not provide an implicit rate of interest, the Company uses its incremental borrowing rate based on information available at the lease commencement date in determining the discounted value of the lease payments. Lease expense and depreciation expense are recognized on a straight-line basis over the lease term, or for a finance lease, over the shorter of the life of the underlying asset or the lease term.

The components of lease expense were as follows:



(in millions)		Three Months Ended March 31, 2019
Lease Classification	Financial Statement Classification	Three Months Ended March 31, 2019
Short-term lease expense⁽¹⁾	Operating expenses	$	1.9

Operating lease expense⁽²⁾	Operating expenses	$	27.3

Finance lease expense:
Amortization of right-of-use assets	Depreciation and amortization	$	2.3
Interest expense	Interest expense, net	0.5
Total finance lease expense		$	2.8

Total Lease Cost		$	32.0

⁽¹⁾ Short-term lease expense includes expenses related to leases with a term of one month or less.

⁽²⁾ Sublease income and variable lease expense are not included in the above table as the amounts were immaterial for the three months ended March 31, 2019.

Supplemental balance sheet and other information were as follows:



(in millions, except weighted-average data)		March 31, 2019
Lease Classification	Financial Statement Classification	March 31, 2019
Operating Leases:
Operating lease right-of-use assets	Other non-current assets	$	419.1

Operating lease obligations - current	Other accrued liabilities	$	85.6
Operating lease obligations - non-current	Other non-current liabilities	366.0
Total operating lease obligations		$	451.6

Weighted-average remaining lease term in years		6.6
Weighted-average discount rate		4.5		%

Finance Leases:
Finance lease right-of-use assets	Property and equipment	$	63.5

Finance lease obligations - current	Current maturities of long-term debt	$	8.5
Finance lease obligations - non-current	Long-term debt, net of current maturities	58.6
Total finance lease obligations		$	67.1

Weighted-average remaining lease term in years		8.9
Weighted-average discount rate		3.1		%

Cash paid for amounts included in the measurement of lease liabilities was as follows:



(in millions)		Three Months Ended March 31, 2019
Lease Classification	Financial Statement Classification	Three Months Ended March 31, 2019
Operating Leases:
Operating cash flows from operating leases	Operating activities	$	26.5

Finance Leases:
Operating cash flows from finance leases	Operating activities	$	0.5
Financing cash flows from finance leases	Financing activities	2.1

Lease Commitments

Future minimum lease payments at March 31, 2019 were as follows:



	Finance Leases			Operating Leases
(in millions)	Finance Leases			Lease Obligations			Sublease Income			Total
2019 (excluding the three months ended March 31, 2019)	$	8.0		$	79.1		$	(0.4	)	$	78.7
2020	10.3			96.5			(0.1		)	96.4
2021	9.7			80.6			—			80.6
2022	9.2			67.8			—			67.8
2023	8.0			48.0			—			48.0
2024	6.7			38.9			—			38.9
Thereafter	25.8			115.4			—			115.4
Total future minimum lease payments	77.7			526.3			(0.5		)	525.8
Amount representing interest	(10.6		)	(74.7		)	—			(74.7		)
Total future minimum lease payments, net of interest	$	67.1		$	451.6		$	(0.5	)	$	451.1

Total future minimum lease payments for finance and operating leases, including the amount representing interest, are comprised of $521.7 million for real estate leases and $82.3 million for non-real estate leases.

At March 31, 2019, the Company had committed to additional future obligations of approximately $51 million for operating leases of real estate that have not yet commenced and therefore are not included in the table above. These leases will commence over the next twelve months with an average lease term of seven years.

Future minimum lease payments at December 31, 2018 were as follows:



	Financing Obligation and Equipment Capital Leases			Operating Leases
(in millions)	Financing Obligation and Equipment Capital Leases			Lease Obligations		Sublease Income			Total
2019	$	9.3		$	108.3	$	(0.3	)	$	108.0
2020	9.0			98.3		(0.1		)	98.2
2021	8.3			82.2		—			82.2
2022	7.9			69.3		—			69.3
2023	6.8			49.4		—			49.4
Thereafter	23.0			173.4		—			173.4
	64.3			580.9		(0.4		)	580.5
Amount representing interest	(11.6		)	—		—			—
Total future minimum lease payments	$	52.7		$	580.9	$	(0.4	)	$	580.5

Integration Acquisition and Restructuring Charges

3 Months Ended

Mar. 31, 2019

Restructuring and Related Activities [Abstract]

Integration Acquisition and Restructuring Charges

4. INTEGRATION, ACQUISITION AND RESTRUCTURING CHARGES

Merger of xpedx and Unisource

The Company currently expects net costs and charges associated with achieving anticipated cost savings and other synergies from the Merger (excluding charges relating to the complete or partial withdrawal from multi-employer pension plans ("MEPP"), some of which are uncertain at this time, and including cash proceeds from sales of assets related to consolidation), to be approximately $315 million to $325 million through December 31, 2019. Included in the estimate is approximately $125 million to $130 million for capital expenditures, primarily consisting of information technology infrastructure, systems integration and planning. Through March 31, 2019, the Company has incurred approximately $290 million in costs and charges, including approximately $108 million for capital expenditures.

Integration and Acquisition Expenses

During the three months ended March 31, 2019 and 2018, Veritiv incurred costs and charges related primarily to: internally dedicated integration management resources, information technology conversion costs, professional services and other costs to integrate its businesses.

The following table summarizes the components of integration and acquisition expenses:



	Three Months Ended March 31,
(in millions)	2019		2018
Integration management	$	2.7	$	4.4
Information technology conversion costs	0.8		2.1
Legal, consulting and other professional fees	—		0.2
Other	0.6		0.6
All American Containers ("AAC") integration and acquisition	0.2		1.0
Total integration and acquisition expenses	$	4.3	$	8.3

Veritiv Restructuring Plan: Merger Related

As part of the Merger, the Company is executing on a multi-year restructuring program of its North American operations intended to integrate the legacy xpedx and Unisource operations, generate cost savings and capture synergies across the combined company. The restructuring plan includes initiatives to (i) consolidate warehouse facilities in overlapping markets, (ii) improve efficiency of the delivery network, (iii) consolidate customer service centers, (iv) reorganize the field sales and operations functions and (v) restructure the corporate general and administrative functions. As part of its restructuring efforts, the Company continues to evaluate its operations outside of North America to identify additional cost saving opportunities. The Company may elect to restructure its operations in specific countries, which may include staff reductions, lease terminations and facility closures, or the complete exit of a market. The Company may continue to record restructuring charges in the future as restructuring activities progress, which may include gains or losses from the disposition of assets. See Note 13, Segment Information, for the impact these charges had on the Company's reportable segments.

Related to these company-wide initiatives, the Company recorded net restructuring charges of $2.4 million and $2.6 million for the three months ended March 31, 2019 and 2018, respectively.

Other direct costs reported in the tables below include facility closing costs, actual and estimated MEPP withdrawal charges and other incidental costs associated with the development, communication, administration and implementation of these initiatives.

The following table presents a summary of restructuring charges, net, related to active restructuring initiatives that were incurred during the current fiscal year, prior fiscal years and the cumulative recorded amounts since the initiatives began:



(in millions)	Severance and Related Costs		Other Direct Costs		(Gain) Loss on Sale of Assets and Other (non-cash portion)			Total
2019 (year-to-date)	$	1.3	$	1.3	$	(0.2	)	$	2.4
2018	3.3		22.3		(15.0		)	10.6
Prior years	20.0		47.9		(22.4		)	45.5
Cumulative	$	24.6	$	71.5	$	(37.6	)	$	58.5

The following is a summary of the Company's restructuring liability activity for the three months ended March 31, 2019 (costs incurred exclude any non-cash portion of restructuring gains or losses on asset disposals):



(in millions)	Severance and Related Costs			Other Direct Costs			Total
Balance at December 31, 2018	$	4.7		$	25.1		$	29.8
Costs incurred	1.3			1.3			2.6
Payments	(1.0		)	(3.1		)	(4.1		)
Balance at March 31, 2019	$	5.0		$	23.3		$	28.3

The following is a summary of the Company's restructuring liability activity for the three months ended March 31, 2018 (costs incurred exclude any non-cash portion of restructuring gains or losses on asset disposals):



(in millions)	Severance and Related Costs			Other Direct Costs			Total
Balance at December 31, 2017	$	4.4		$	25.2		$	29.6
Costs incurred	0.2			2.0			2.2
Payments	(1.0		)	(1.7		)	(2.7		)
Balance at March 31, 2018	$	3.6		$	25.5		$	29.1

Veritiv Restructuring Plan: Print Segment

To ensure that Veritiv is appropriately positioned to respond to the secular decline in the paper industry, the Company restructured its Print segment in 2018. The restructuring plan included initiatives within the Company's Print segment to improve the sustainability of the print business, better serve its customers’ needs and work more effectively with suppliers by incorporating a more customer focused, collaborative, team-selling approach as well as better aligning its support functions. The Company completed its efforts as of December 31, 2018. During the three months ended March 31, 2019, the Company paid $1.2 million of the Print segment restructuring liability and had a remaining balance of $0.8 million at the end of the period.

The following is a summary of the Company's Print restructuring liability activity for the three months ended March 31, 2018:



(in millions)	Severance and Related Costs			Other Direct Costs		Total
Balance at December 31, 2017	$	—		$	—	$	—
Costs incurred	9.2			0.1		9.3
Payments	(0.7		)	0.0		(0.7		)
Balance at March 31, 2018	$	8.5		$	0.1	$	8.6

Debt and Other Obligations

3 Months Ended

Mar. 31, 2019

Debt Disclosure [Abstract]

Debt and Other Obligations

5. DEBT AND OTHER OBLIGATIONS

The Company's long-term debt obligations were as follows:



(in millions)	March 31, 2019			December 31, 2018
Asset-Based Lending Facility (the "ABL Facility")	$	885.6		$	932.1
Finance and capital leases, respectively	67.1			38.2
Total debt	952.7			970.3
Less: current maturities of long-term debt	(8.5		)	(6.7		)
Long-term debt, net of current maturities	$	944.2		$	963.6

The Company determined that, upon transition to Topic 842, the previously reported failed sale-leaseback financing obligation would be reported as a financing lease, and its land operating lease would now be combined with its building finance lease and reported together as one finance lease, which is reported as part of the debt obligations in the table above. As the Company adopted Topic 842 using an approach whereby the prior reporting periods have not been restated to reflect the new guidance, the financing obligation value of that one previously reported failed sale-leaseback is shown below as of December 31, 2018:



(in millions)	December 31, 2018
Obligations - other financing	$	24.2
Less: current portion of financing obligations	(0.6		)
Financing obligations, less current portion	$	23.6

Availability under the ABL Facility is determined based upon a monthly borrowing base calculation which includes eligible customer receivables and inventory, less outstanding borrowings, letters of credit and certain designated reserves. As of March 31, 2019, the available additional borrowing capacity under the ABL Facility was approximately $252.0 million. As of March 31, 2019, the Company held $11.5 million in outstanding letters of credit.

The ABL Facility has a springing minimum fixed charge coverage ratio of at least 1.00 to 1.00 on a trailing four-quarter basis, which will be tested only when specified availability is less than the limits outlined under the ABL Facility. At March 31, 2019, the above test was not applicable and it is not expected to be applicable in the next 12 months.

Income Taxes

3 Months Ended

Mar. 31, 2019

Income Tax Disclosure [Abstract]

Income Taxes

6. INCOME TAXES

The Company has historically calculated the provision or benefit for income taxes during interim reporting periods by applying an estimate of the annual effective tax rate ("AETR") for the full fiscal year to “ordinary” income or loss (pre-tax income or loss excluding unusual or infrequently occurring discrete items) for the reporting period. Beginning in 2018, the Company determined it could no longer reliably estimate income taxes utilizing an AETR for interim reporting periods. The AETR estimate is highly sensitive to estimates of ordinary income (loss) and permanent differences such that minor fluctuations in these estimates could result in significant fluctuations of the Company’s AETR. Accordingly, Veritiv used its actual year-to-date effective tax rate to calculate taxes for the three months ended March 31, 2019 and 2018.

The following table presents the benefit for income taxes and the effective tax rates for the three months ended March 31, 2019 and 2018:



	Three Months Ended March 31,
(in millions)	2019			2018
Loss before income taxes	$	(33.5	)	$	(17.7	)
Income tax benefit	(6.8		)	(1.9		)
Effective tax rate	20.3		%	10.7		%

The difference between the Company’s effective tax rates for the three months ended March 31, 2019 and 2018 and the U.S. statutory tax rate of 21.0% primarily relates to state income taxes (net of federal income tax benefit), estimates for tax expense for stock compensation vesting, non-deductible expenses, tax credits and the Company's income (loss) by jurisdiction. Additionally, the effective tax rate for the three months ended March 31, 2018 included estimates for Global Intangible Low-Taxed Income. The effective tax rate for full year 2019 may vary significantly due to potential fluctuations in the amount and source, including both foreign and domestic, of pre-tax income and changes in amounts of non-deductible expenses, and other items that could impact the effective tax rate.

In January 2018, the Financial Accounting Standards Board ("FASB") issued ASU 2018-02, Income Statement - Reporting Comprehensive Income (Topic 220): Reclassification of Certain Tax Effects from accumulated other comprehensive income (AOCI) ("AOCI"), which gives companies the option to reclassify to retained earnings tax effects resulting from the Tax Act related to items in AOCI that the FASB refers to as having been stranded in AOCI. Veritiv elected to early adopt ASU 2018-02 as of January 1, 2018. As a result of adopting this standard, the Company reclassified $0.8 million from Veritiv's accumulated other comprehensive loss to retained earnings.

Related Party Transactions

3 Months Ended

Mar. 31, 2019

Related Party Transactions

7. RELATED PARTY TRANSACTIONS

Agreements with the UWWH Stockholder

In January 2019 and 2018, in connection with the Tax Receivable Agreement ("TRA") executed at the time of the Merger, Veritiv paid $8.1 million and $10.1 million, respectively, in principal and interest to UWW Holdings, LLC (the "UWWH Stockholder"), one of Veritiv's existing stockholders and the former sole stockholder of UWWH, for the utilization of pre-merger net operating losses ("NOL" or "NOLs") in its 2017 and 2016 federal and state tax returns, respectively. See Note 9, Fair Value Measurements, for additional information regarding the TRA.

Transactions with Georgia-Pacific

Veritiv purchases certain inventory items from, and sells certain inventory items to, Georgia-Pacific in the normal course of business. As a result of the Merger and related private placement, Georgia-Pacific, as joint owner of the UWWH Stockholder, is a related party.

The following tables summarize the financial impact of these related party transactions with Georgia-Pacific:



	Three Months Ended March 31,
(in millions)	2019		2018
Sales to Georgia-Pacific, reflected in net sales	$	6.4	$	6.9
Purchases of inventory from Georgia-Pacific, recognized in cost of products sold	24.8		42.1



(in millions)	March 31, 2019		December 31, 2018
Inventories purchased from Georgia-Pacific that remained on Veritiv's balance sheet	$	15.3	$	17.3
Related party payable to Georgia-Pacific	4.7		9.3
Related party receivable from Georgia-Pacific	2.7		3.2

Defined Benefit Plans

3 Months Ended

Mar. 31, 2019

Retirement Benefits [Abstract]

Defined Benefit Plans

8. DEFINED BENEFIT PLANS

Veritiv does not maintain any active defined benefit plans for its non-union employees. Veritiv maintains a defined benefit pension plan in the U.S. for employees covered by certain collective bargaining agreements. Veritiv also assumed responsibility for Unisource’s defined benefit plans, which include frozen cash balance accounts for certain former Unisource employees. Total net periodic benefit cost (credit) associated with these plans is summarized below:



	Three Months Ended March 31, 2019						Three Months Ended March 31, 2018
(in millions)	U.S.			Canada			U.S.			Canada
Components of net periodic benefit cost (credit):
Service cost	$	0.4		$	0.1		$	0.5		$	0.1

Interest cost	$	0.6		$	0.7		$	0.6		$	0.7
Expected return on plan assets	(0.9		)	(0.9		)	(1.4		)	(1.0		)
Amortization of net loss	0.1			0.0			0.0			0.1
Total other components	$	(0.2	)	$	(0.2	)	$	(0.8	)	$	(0.2	)
Net periodic benefit cost (credit)	$	0.2		$	(0.1	)	$	(0.3	)	$	(0.1	)

The components of net periodic benefit cost (credit) other than the service cost component are included in other (income) expense, net in the Condensed Consolidated Statements of Operations.

Fair Value Measurements

3 Months Ended

Mar. 31, 2019

Fair Value Disclosures [Abstract]

Fair Value Measurements

9. FAIR VALUE MEASUREMENTS

At March 31, 2019 and December 31, 2018, the carrying amounts of cash, receivables, payables and other components of other current assets and other accrued liabilities approximate their fair values due to the short maturity of these items. Borrowings under the ABL Facility are at variable market interest rates and, accordingly, the carrying amount approximates fair value. See Note 5, Debt and Other Obligations, for additional information regarding the Company's ABL Facility.

The Company's liabilities disclosed at fair value at March 31, 2019 were as follows:



(in millions)	Total		Level 1	Level 2		Level 3
ABL Facility	$	885.6		$	885.6
TRA contingent liability	32.0					32.0
AAC contingent consideration	14.8					14.8

The Company's liabilities disclosed at fair value at December 31, 2018 were as follows:



(in millions)	Total		Level 1	Level 2		Level 3
ABL Facility	$	932.1		$	932.1
TRA contingent liability	38.9					38.9
AAC contingent consideration	9.4					9.4

At the time of the Merger, the Company recorded a $59.4 million contingent liability associated with the TRA at fair value using a discounted cash flow model that reflected management's expectations about probability of payment. The fair value of the TRA contingent liability is a Level 3 measurement, which relied upon both Level 2 data (publicly observable data such as market interest rates) and Level 3 data (internal data such as the Company’s projected revenues, taxable income and assumptions about the utilization of Unisource’s NOLs, attributable to taxable periods prior to the Merger, by the Company). The amount payable under the TRA is contingent on the Company generating a certain level of taxable income prior to the expiration of the NOL carry-forwards. Moreover, future trading of Company stock by significant shareholders may result in additional ownership changes as defined under Section 382 of the Internal Revenue Code, further limiting the use of Unisource's NOLs and the amount ultimately payable under the TRA. The contingent liability is remeasured at fair value at each reporting period-end with the change in fair value recognized in other (income) expense, net on the Condensed Consolidated Statements of Operations. At March 31, 2019, the Company remeasured the contingent liability using a discount rate of 4.7% (Moody's daily long-term corporate BAA bond yield). For the TRA contingent liability, there have been no transfers between the fair value measurement levels for the three months ended March 31, 2019. The Company recognizes transfers between the fair value measurement levels at the end of the reporting period.

The following table provides a reconciliation of the beginning and ending balance of the TRA contingent liability for the three months ended March 31, 2019:



(in millions)	TRA Contingent Liability
Balance at December 31, 2018	$	38.9
Change in fair value adjustment recorded in other (income) expense, net	0.9
Principal payment	(7.8		)
Balance at March 31, 2019	$	32.0

The following table provides a reconciliation of the beginning and ending balance of the TRA contingent liability for the three months ended March 31, 2018:



(in millions)	TRA Contingent Liability
Balance at December 31, 2017	$	50.0
Change in fair value adjustment recorded in other (income) expense, net	(0.2		)
Principal payment	(9.9		)
Balance at March 31, 2018	$	39.9

On August 31, 2017 (the "Acquisition Date"), Veritiv completed its acquisition of 100% of the equity interests in various AAC entities. The purchase price allocation for the acquisition of AAC included $22.2 million for the estimated fair value of contingent consideration. The maximum amount payable for the contingent consideration was $50.0 million, with up to $25.0 million payable at each of the first and second anniversaries of the Acquisition Date. The Company paid $2.5 million on December 26, 2018 for contingent consideration earned as of the first anniversary of the Acquisition Date. The amount payable as of the second anniversary of the Acquisition Date will be determined based on actual growth rates in revenue and gross profit. The initial fair value estimate was based on historic growth patterns and future forecasts, which are Level 3 data. The valuation of contingent consideration uses assumptions and estimates to forecast a range of outcomes and probabilities for the contingent consideration. The contingent consideration is valued using a Monte Carlo simulation model. The Company assesses these assumptions and estimates on a quarterly basis as additional data impacting the assumptions is obtained. Any changes in the fair value of contingent consideration related to updated assumptions and estimates are recognized within other (income) expense, net, in the Condensed Consolidated Statements of Operations during the period in which the change occurs.

The following table provides a reconciliation of the beginning and ending balance of the AAC contingent liability for the three months ended March 31, 2019:



(in millions)	AAC Contingent Liability
Balance at December 31, 2018	$	9.4
Change in fair value adjustment recorded in other (income) expense, net	5.4
Balance at March 31, 2019	$	14.8

The following table provides a reconciliation of the beginning and ending balance of the AAC contingent liability for the three months ended March 31, 2018:



(in millions)	AAC Contingent Liability
Balance at December 31, 2017	$	24.2
Change in fair value adjustment recorded in other (income) expense, net	(8.3		)
Balance at March 31, 2018	$	15.9

- Definition

The entire disclosure for the fair value of financial instruments (as defined), including financial assets and financial liabilities (collectively, as defined), and the measurements of those instruments as well as disclosures related to the fair value of non-financial assets and liabilities. Such disclosures about the financial instruments, assets, and liabilities would include: (1) the fair value of the required items together with their carrying amounts (as appropriate); (2) for items for which it is not practicable to estimate fair value, disclosure would include: (a) information pertinent to estimating fair value (including, carrying amount, effective interest rate, and maturity, and (b) the reasons why it is not practicable to estimate fair value; (3) significant concentrations of credit risk including: (a) information about the activity, region, or economic characteristics identifying a concentration, (b) the maximum amount of loss the entity is exposed to based on the gross fair value of the related item, (c) policy for requiring collateral or other security and information as to accessing such collateral or security, and (d) the nature and brief description of such collateral or security; (4) quantitative information about market risks and how such risks are managed; (5) for items measured on both a recurring and nonrecurring basis information regarding the inputs used to develop the fair value measurement; and (6) for items presented in the financial statement for which fair value measurement is elected: (a) information necessary to understand the reasons for the election, (b) discussion of the effect of fair value changes on earnings, (c) a description of [similar groups] items for which the election is made and the relation thereof to the balance sheet, the aggregate carrying value of items included in the balance sheet that are not eligible for the election; (7) all other required (as defined) and desired information.

+ References + Details

Earnings (Loss) Per Share

3 Months Ended

Mar. 31, 2019

Earnings Per Share [Abstract]

Earnings (Loss) Per Share

10. EARNINGS (LOSS) PER SHARE

Basic earnings (loss) per share for Veritiv common stock is calculated by dividing net income (loss) by the weighted-average number of shares of common stock outstanding during the period. Diluted earnings per share is similarly calculated, except that the denominator is increased to include the number of additional common shares that would have been outstanding if the dilutive potential common shares had been issued, except where the inclusion of such common shares would have an antidilutive impact.

A summary of the numerators and denominators used in the basic and diluted loss per share calculations for the reportable periods is as follows:



	Three Months Ended March 31,
(in millions, except per share data)	2019			2018
Numerator:
Net loss	$	(26.7	)	$	(15.8	)

Denominator:
Weighted-average number of shares outstanding – basic and diluted	15.94			15.76

Loss per share:
Basic and diluted	$	(1.68	)	$	(1.00	)

Antidilutive stock-based awards excluded from computation of diluted earnings per share ("EPS")	1.32			1.19
Performance stock-based awards excluded from computation of diluted EPS because performance conditions had not been met	0.59			0.58

During the first quarter of 2019 and 2018, in accordance with the Company's 2014 Omnibus Incentive Plan, as amended and restated as of March 8, 2017, shares of the Company's common stock were issued to plan participants whose Restricted Stock Units and/or Performance Condition Share Units vested during those periods. The Company issued approximately 320,000 and 200,000 shares, respectively, and simultaneously recovered approximately 100,000 and 70,000 shares, respectively, for purposes of covering the related minimum tax withholdings. The net share issuance is included in additional paid-in capital on the Condensed Consolidated Statements of Shareholders' Equity at March 31, 2019 and 2018. For additional information related to these plans refer to the Company's Annual Report on Form 10-K for the year ended December 31, 2018.

Accumulated Other Comprehensive Loss (AOCL)

3 Months Ended

Mar. 31, 2019

Equity [Abstract]

Accumulated Other Comprehensive Loss

11. ACCUMULATED OTHER COMPREHENSIVE LOSS (AOCL)

Comprehensive income (loss) is reported in the Condensed Consolidated Statements of Comprehensive Income (Loss) and consists of net income (loss) and other gains and losses affecting shareholders' equity that, under U.S. GAAP, are excluded from net income (loss).

The following table provides the components of AOCL at March 31, 2019 (amounts are shown net of their related income tax effect, if any):



(in millions)	Foreign currency translation adjustments			Retirement liabilities			Interest rate swap			AOCL
Balance at December 31, 2018	$	(30.3	)	$	(10.1	)	$	(0.3	)	$	(40.7	)
Unrealized net gains (losses) arising during the period	2.4			0.0			0.0			2.4
Amounts reclassified from AOCL	—			—			0.1			0.1
Net current period other comprehensive income (loss)	2.4			0.0			0.1			2.5
Balance at March 31, 2019	$	(27.9	)	$	(10.1	)	$	(0.2	)	$	(38.2	)

The following table provides the components of AOCL at March 31, 2018 (amounts are shown net of their related income tax effect, if any):



(in millions)	Foreign currency translation adjustments			Retirement liabilities			Interest rate swap			AOCL
Balance at December 31, 2017	$	(23.5	)	$	(9.3	)	$	(0.7	)	$	(33.5	)
Unrealized net gains (losses) arising during the period	(0.2		)	—			0.0			(0.2		)
Amounts reclassified from AOCL	—			(0.6		)	0.0			(0.6		)
Net current period other comprehensive income (loss)	(0.2		)	(0.6		)	0.0			(0.8		)
Balance at March 31, 2018	$	(23.7	)	$	(9.9	)	$	(0.7	)	$	(34.3	)

See Note 6, Income Taxes, for information related to the Company's adoption of ASU 2018-02 in January 2018.

Commitments and Contingencies	3 Months Ended
Commitments and Contingencies	Mar. 31, 2019
Commitments and Contingencies Disclosure [Abstract]
Commitments and Contingencies	12. COMMITMENTS AND CONTINGENCIES Legal Proceedings From time to time, the Company is involved in various lawsuits, claims and regulatory and administrative proceedings arising out of its business relating to general commercial and contractual matters, governmental regulations, intellectual property rights, labor and employment matters, tax and other actions. Although the ultimate outcome of any legal proceeding or investigation cannot be predicted with certainty, based on present information, including the Company's assessment of the merits of the particular claim, the Company does not expect that any asserted or unasserted legal claims or proceedings, individually or in the aggregate, will have a material adverse effect on its results of operations, financial condition or cash flows. Escheat Audit In 2013, Unisource was notified by the State of Delaware that it intended to examine the books and records of Unisource to determine compliance with Delaware escheat laws. Since that date, seven other states have joined with Delaware in the audit process, which is conducted by an outside firm on behalf of the states. During the fourth quarter of 2017, the Company filed an election to convert the Delaware portion of the audit into a review under the State of Delaware’s Voluntary Disclosure Agreement Program (“VDA”). Under the VDA, the Company will continue to identify source documents that support the historical treatment of the transactions at issue to determine the amount it believes is owed to Delaware. Similarly, the Company will continue to identify source documents that support the historical treatment of the transactions under audit by the other participating states. As of March 31, 2019 and December 31, 2018, the Company has recognized an estimated liability of approximately $17.0 million and $10.0 million, respectively, based upon the information available to date. The Company currently expects to complete the VDA and audit no later than mid-2020. Due to the inherent uncertainties with respect to the ultimate outcome of these matters, any updates to this estimate of loss could have a material impact on the Company's results of operations, financial condition or cash flows.

Segment Information

3 Months Ended

Mar. 31, 2019

Segment Reporting [Abstract]

Segment Information

13. SEGMENT INFORMATION

Veritiv's business is organized under four reportable segments: Packaging, Facility Solutions, Print, and Publishing and Print Management ("Publishing"). This segment structure is consistent with the way the Chief Operating Decision Maker, who is Veritiv's Chief Executive Officer, makes operating decisions and manages the growth and profitability of the Company’s business. The Company also has a Corporate & Other category, which includes certain assets and costs not primarily attributable to any of the reportable segments, as well as the Veritiv logistics solutions business which provides transportation and warehousing solutions.

The following tables present net sales, Adjusted EBITDA (earnings before interest, income taxes, depreciation and amortization, restructuring charges, net, integration and acquisition expenses and other similar charges including any severance costs, costs associated with warehouse and office openings or closings, consolidation, and relocation and other business optimization expenses, stock-based compensation expense, changes in the LIFO reserve, non-restructuring asset impairment charges, non-restructuring severance charges, non-restructuring pension charges, net, fair value adjustments related to contingent liabilities assumed in mergers and acquisitions and certain other adjustments), which is the metric management uses to assess operating performance of the segments, and certain other measures for each of the reportable segments and Corporate & Other for the periods presented:



(in millions)	Packaging		Facility Solutions		Print		Publishing		Total Reportable Segments		Corporate & Other			Total
Three Months Ended March 31, 2019
Net sales	$	845.4	$	298.5	$	553.9	$	210.1	$	1,907.9	$	33.6		$	1,941.5
Adjusted EBITDA	48.2		4.2		7.2		4.8		64.4		(44.0		)
Depreciation and amortization	4.5		1.7		2.1		0.2		8.5		4.3			12.8
Restructuring charges, net	0.3		0.2		0.5		0.3		1.3		1.1			2.4

Three Months Ended March 31, 2018
Net sales	$	845.2	$	320.6	$	660.8	$	238.1	$	2,064.7	$	36.3		$	2,101.0
Adjusted EBITDA	53.6		4.1		13.7		6.8		78.2		(48.5		)
Depreciation and amortization	5.3		1.8		2.5		0.2		9.8		4.6			14.4
Restructuring charges, net	0.9		0.4		10.4		0.0		11.7		0.2			11.9

The table below presents a reconciliation of loss before income taxes as reflected in the Condensed Consolidated Statements of Operations to Adjusted EBITDA for the reportable segments:



	Three Months Ended March 31,
(in millions)	2019			2018
Loss before income taxes	$	(33.5	)	$	(17.7	)
Interest expense, net	11.4			9.3
Depreciation and amortization	12.8			14.4
Restructuring charges, net	2.4			11.9
Stock-based compensation	4.7			5.6
LIFO reserve increase	3.4			5.7
Non-restructuring severance charges	1.3			1.3
Non-restructuring pension charges, net	0.0			(0.7		)
Integration and acquisition expenses	4.3			8.3
Fair value adjustment on TRA contingent liability	0.9			(0.2		)
Fair value adjustment on contingent consideration liability	5.4			(8.3		)
Escheat audit contingent liability	7.0			—
Other	0.3			0.1
Adjustment for Corporate & Other	44.0			48.5
Adjusted EBITDA for reportable segments	$	64.4		$	78.2

Subsequent Events Subsequent Events	3 Months Ended
Subsequent Events Subsequent Events	Mar. 31, 2019
Subsequent Events [Abstract]
SUBSEQUENT EVENTS	14. SUBSEQUENT EVENT In April 2019, in the course of negotiations for a collective bargaining agreement, the Company negotiated a partial withdrawal from the Western Pennsylvania Teamsters and Employers Pension Plan. During the second quarter of 2019, the Company will record a withdrawal liability of approximately $6.5 million. The withdrawal charge will be recorded in distribution expenses as it was not related to a restructuring activity.

Business and Summary of Significant Accounting Policies (Policies)

3 Months Ended

Mar. 31, 2019

Organization, Consolidation and Presentation of Financial Statements [Abstract]

Basis of Presentation

The accompanying unaudited Condensed Consolidated Financial Statements have been prepared in accordance with accounting principles generally accepted in the United States of America ("U.S. GAAP") for interim financial information and with the instructions to Article 10 of Regulation S-X. Accordingly, they do not include all of the information and footnotes required by U.S. GAAP for a complete set of annual audited financial statements.

The accompanying unaudited financial information should be read in conjunction with the Consolidated Financial Statements and Notes contained in the Company's Annual Report on Form 10-K filed with the Securities and Exchange Commission ("SEC") for the year ended December 31, 2018. In the opinion of management, all adjustments, including normal recurring accruals and other adjustments, considered necessary for a fair presentation of the interim financial information have been included. The operating results for the interim periods are not necessarily indicative of results for the full year. These financial statements include all of the Company's subsidiaries. All significant intercompany transactions between Veritiv's businesses have been eliminated.

Use of Estimates

The preparation of unaudited financial statements in conformity with U.S. GAAP requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities, revenue and expenses and certain financial statement disclosures. Estimates and assumptions are used for, but not limited to, revenue recognition, right-of-use ("ROU") asset and obligation valuations, accounts receivable valuation, inventory valuation, employee benefit plans, income tax contingency accruals and valuation allowances, recognition of the Tax Cuts and Jobs Act ("Tax Act"), multi-employer pension plan withdrawal liabilities, contingency accruals and goodwill and other intangible asset valuations. Although these estimates are based on management's knowledge of current events and actions it may undertake in the future, actual results may ultimately differ from these estimates and assumptions. Estimates are revised as additional information becomes available.

Accounting Pronouncements and Recently Issued Not Yet Adopted and Adopted Accounting Standards

Accounting Pronouncements

Effective January 1, 2019, the Company adopted Accounting Standards Update ("ASU") 2016-02, Leases (Topic 842) ("Topic 842") and its related interpretations. The standard requires lessees to recognize ROU assets and liabilities for leases with a lease term greater than twelve months on their balance sheet. The pattern and classification of expense recognition in a lessee's statement of operations remains similar to prior accounting guidance. The new standard also eliminates the prior guidance related to real estate specific provisions. Upon adoption, the Company recorded (i) operating lease obligations and related ROU assets of approximately $428 million and (ii) an increase to retained earnings of $2.7 million, primarily driven by the derecognition of the unamortized deferred gain from the 2017 sale of the Austin, Texas property. The Company's debt covenants and bank capital requirements were not impacted by the adoption of this ASU.

The guidance allows an entity to make an election to adopt the standard using either a modified retrospective approach, applying the standard to leases that existed at the beginning of the earliest period presented and those entered into thereafter with restated comparative period financial statements, or an additional transition approach (under ASU 2018-11), which allows an entity to initially apply the new lease standard at the adoption date (January 1, 2019, for the Company) and recognize a cumulative-effect adjustment to the opening balance of retained earnings in the period of adoption. Consequently, an entity’s reporting for the comparative periods presented in the financial statements, in the period in which it adopts the new lease standard, will not be restated and will continue to be in accordance with prior U.S. GAAP (Topic 840, Leases). The Company adopted this ASU applying the additional transition approach.

The standard permits entities to elect a package of practical expedients which must be applied consistently to all leases that commenced prior to the effective date. If the package of practical expedients is elected, entities do not need to reassess: (i) whether expired or existing contracts contain leases; (ii) lease classification for any expired or existing leases; and (iii) initial direct costs for any existing leases. The Company elected to apply the package of practical expedients to all leases that commenced prior to the date of adoption. The guidance also allows entities to make certain policy elections under the new standard, including: (i) the use of hindsight to determine lease term and when assessing existing ROU assets for impairment; (ii) a policy to not record short-term leases on the balance sheet; and (iii) a policy to not separate lease and non-lease components. The Company made a policy election to exclude short-term leases from the balance sheet and to separate lease and non-lease components for most lease categories. The Company also made a policy election to not use hindsight to determine lease term. See Note 3, Leases, for additional information regarding the Company's leases.



Recently Issued Accounting Standards Not Yet Adopted
Standard	Description	Effective Date	Effect on the Financial Statements or Other Significant Matters
ASU 2016-13, Financial Instruments-Credit Losses (Topic 326)	The standard will replace the currently required incurred loss impairment methodology with guidance that reflects expected credit losses and requires consideration of a broader range of reasonable and supportable information to be considered in making credit loss estimates. The guidance requires application on a modified retrospective basis. Other application requirements exist for specific assets impacted by a more-than-insignificant credit deterioration since origination.	January 1, 2020; early adoption is permitted for fiscal years beginning after December 15, 2018	The Company is currently evaluating the impact this ASU will have on its Consolidated Financial Statements and related disclosures. The Company currently plans to adopt this ASU on January 1, 2020.
ASU 2018-13, Fair Value Measurement (Topic 820)	The standard modifies the disclosure requirements on fair value measurements by removing certain disclosure requirements related to the fair value hierarchy, modifying existing disclosure requirements related to measurement uncertainty and adding new disclosure requirements. The amendments in this update are effective for fiscal years, and interim periods within those fiscal years, beginning after December 15, 2019. The amendments on changes in unrealized gains and losses, the range and weighted-average of significant unobservable inputs used to develop Level 3 fair value measurements, and the narrative description of measurement uncertainty should be applied prospectively for only the most recent interim or annual period presented in the initial fiscal year of adoption. All other amendments should be applied retrospectively to all periods presented upon their effective date.	January 1, 2020; early adoption is permitted	The Company is currently evaluating the impact this ASU will have on its disclosures. The Company currently plans to adopt this ASU on January 1, 2020.



Recently Issued Accounting Standards Not Yet Adopted (continued)
Standard	Description	Effective Date	Effect on the Financial Statements or Other Significant Matters
ASU 2018-14, Compensation-Retirement Benefits-Defined Benefit Plans-General (Subtopic 715-20)	The standard modifies the disclosure requirements for employers that sponsor defined benefit pension or other postretirement benefit plans. The guidance removes disclosures that are no longer considered cost beneficial, clarifies the specific requirements of disclosures and adds disclosure requirements identified as relevant. The amendments in this update are effective for fiscal years ending after December 15, 2020. The amendments in this update should be applied on a retrospective basis to all periods presented.	December 31, 2020; early adoption is permitted	The Company does not expect the adoption of this standard to have a material impact on its disclosures. The Company currently plans to adopt this ASU on December 31, 2020.
ASU 2018-15, Intangibles-Goodwill and Other-Internal-Use Software (Subtopic 350-40)	The standard aligns the requirements for capitalizing implementation costs incurred in a hosting arrangement that is a service contract with the requirements for capitalizing implementation costs incurred to develop or obtain internal-use software. The amendments in this update also require companies to expense capitalized implementation costs over the term of the hosting arrangement, including periods covered by renewal options that are reasonably certain to be exercised. The amendments also stipulate presentation requirements for the Statement of Operations, Balance Sheet and Statement of Cash Flows. The amendments in this update are effective for fiscal years beginning after December 15, 2019, and interim periods within those fiscal years. The amendments in this update should be applied either retrospectively or prospectively to all implementation costs incurred after the date of adoption.	January 1, 2020; early adoption is permitted	The Company does not expect the adoption of this standard to have a material impact on its Consolidated Financial Statements and related disclosures. The Company currently plans to adopt this ASU on January 1, 2020.

In August 2018, the SEC adopted a Disclosure Update and Simplification release, which amends Regulation S-X to eliminate outdated or duplicative disclosure requirements, while also requiring additional disclosures in certain areas. The final rule also amends the interim financial statement requirements to require a reconciliation of changes in shareholder's equity in the notes to condensed consolidated financial statements or as a separate statement. These amendments were effective for all filings made after November 4, 2018. The SEC announced that it would not object if the first presentation of the changes in shareholders' equity for a calendar year-end filer were made in the filer's Form 10-Q for the quarter ended March 31, 2019. The Company elected to first make the required disclosures in the Condensed Consolidated Statements of Shareholders' Equity located in the Financial Statements section of this report.

Business and Summary of Significant Accounting Policies Business and Summary of Significant Accounting Policies (Tables)

3 Months Ended

Mar. 31, 2019

Organization, Consolidation and Presentation of Financial Statements [Abstract]

Recently Issued Accounting Standards Not Yet Adopted



Recently Issued Accounting Standards Not Yet Adopted
Standard	Description	Effective Date	Effect on the Financial Statements or Other Significant Matters
ASU 2016-13, Financial Instruments-Credit Losses (Topic 326)	The standard will replace the currently required incurred loss impairment methodology with guidance that reflects expected credit losses and requires consideration of a broader range of reasonable and supportable information to be considered in making credit loss estimates. The guidance requires application on a modified retrospective basis. Other application requirements exist for specific assets impacted by a more-than-insignificant credit deterioration since origination.	January 1, 2020; early adoption is permitted for fiscal years beginning after December 15, 2018	The Company is currently evaluating the impact this ASU will have on its Consolidated Financial Statements and related disclosures. The Company currently plans to adopt this ASU on January 1, 2020.
ASU 2018-13, Fair Value Measurement (Topic 820)	The standard modifies the disclosure requirements on fair value measurements by removing certain disclosure requirements related to the fair value hierarchy, modifying existing disclosure requirements related to measurement uncertainty and adding new disclosure requirements. The amendments in this update are effective for fiscal years, and interim periods within those fiscal years, beginning after December 15, 2019. The amendments on changes in unrealized gains and losses, the range and weighted-average of significant unobservable inputs used to develop Level 3 fair value measurements, and the narrative description of measurement uncertainty should be applied prospectively for only the most recent interim or annual period presented in the initial fiscal year of adoption. All other amendments should be applied retrospectively to all periods presented upon their effective date.	January 1, 2020; early adoption is permitted	The Company is currently evaluating the impact this ASU will have on its disclosures. The Company currently plans to adopt this ASU on January 1, 2020.



Recently Issued Accounting Standards Not Yet Adopted (continued)
Standard	Description	Effective Date	Effect on the Financial Statements or Other Significant Matters
ASU 2018-14, Compensation-Retirement Benefits-Defined Benefit Plans-General (Subtopic 715-20)	The standard modifies the disclosure requirements for employers that sponsor defined benefit pension or other postretirement benefit plans. The guidance removes disclosures that are no longer considered cost beneficial, clarifies the specific requirements of disclosures and adds disclosure requirements identified as relevant. The amendments in this update are effective for fiscal years ending after December 15, 2020. The amendments in this update should be applied on a retrospective basis to all periods presented.	December 31, 2020; early adoption is permitted	The Company does not expect the adoption of this standard to have a material impact on its disclosures. The Company currently plans to adopt this ASU on December 31, 2020.
ASU 2018-15, Intangibles-Goodwill and Other-Internal-Use Software (Subtopic 350-40)	The standard aligns the requirements for capitalizing implementation costs incurred in a hosting arrangement that is a service contract with the requirements for capitalizing implementation costs incurred to develop or obtain internal-use software. The amendments in this update also require companies to expense capitalized implementation costs over the term of the hosting arrangement, including periods covered by renewal options that are reasonably certain to be exercised. The amendments also stipulate presentation requirements for the Statement of Operations, Balance Sheet and Statement of Cash Flows. The amendments in this update are effective for fiscal years beginning after December 15, 2019, and interim periods within those fiscal years. The amendments in this update should be applied either retrospectively or prospectively to all implementation costs incurred after the date of adoption.	January 1, 2020; early adoption is permitted	The Company does not expect the adoption of this standard to have a material impact on its Consolidated Financial Statements and related disclosures. The Company currently plans to adopt this ASU on January 1, 2020.

Revenue Recognition (Tables)

3 Months Ended

Mar. 31, 2019

Revenue from Contract with Customer [Abstract]

Schedule of Customer Contract Liabilities

See the table below for a summary of the changes to the customer contract liabilities for the three months ended March 31, 2019 and 2018:



	Customer Contract Liabilities
(in millions)	2019			2018
Balance at January 1	$	17.7		$	20.5
Payments received	11.7			12.6
Revenue recognized from beginning balance	(13.3		)	(7.6		)
Revenue recognized from current year receipts	(3.4		)	(3.9		)
Balance at March 31	$	12.7		$	21.6

Leases (Tables)

3 Months Ended

Mar. 31, 2019

Leases [Abstract]

Schedule of Components of Lease Expense and Cash Flows

The components of lease expense were as follows:



(in millions)		Three Months Ended March 31, 2019
Lease Classification	Financial Statement Classification	Three Months Ended March 31, 2019
Short-term lease expense⁽¹⁾	Operating expenses	$	1.9

Operating lease expense⁽²⁾	Operating expenses	$	27.3

Finance lease expense:
Amortization of right-of-use assets	Depreciation and amortization	$	2.3
Interest expense	Interest expense, net	0.5
Total finance lease expense		$	2.8

Total Lease Cost		$	32.0

⁽¹⁾ Short-term lease expense includes expenses related to leases with a term of one month or less.

⁽²⁾ Sublease income and variable lease expense are not included in the above table as the amounts were immaterial for the three months ended March 31, 2019.

Cash paid for amounts included in the measurement of lease liabilities was as follows:



(in millions)		Three Months Ended March 31, 2019
Lease Classification	Financial Statement Classification	Three Months Ended March 31, 2019
Operating Leases:
Operating cash flows from operating leases	Operating activities	$	26.5

Finance Leases:
Operating cash flows from finance leases	Operating activities	$	0.5
Financing cash flows from finance leases	Financing activities	2.1

Schedule of Supplemental Balance Sheet and Other Information

Supplemental balance sheet and other information were as follows:



(in millions, except weighted-average data)		March 31, 2019
Lease Classification	Financial Statement Classification	March 31, 2019
Operating Leases:
Operating lease right-of-use assets	Other non-current assets	$	419.1

Operating lease obligations - current	Other accrued liabilities	$	85.6
Operating lease obligations - non-current	Other non-current liabilities	366.0
Total operating lease obligations		$	451.6

Weighted-average remaining lease term in years		6.6
Weighted-average discount rate		4.5		%

Finance Leases:
Finance lease right-of-use assets	Property and equipment	$	63.5

Finance lease obligations - current	Current maturities of long-term debt	$	8.5
Finance lease obligations - non-current	Long-term debt, net of current maturities	58.6
Total finance lease obligations		$	67.1

Weighted-average remaining lease term in years		8.9
Weighted-average discount rate		3.1		%

Schedule of Operating Lease Maturity

Future minimum lease payments at March 31, 2019 were as follows:



	Finance Leases			Operating Leases
(in millions)	Finance Leases			Lease Obligations			Sublease Income			Total
2019 (excluding the three months ended March 31, 2019)	$	8.0		$	79.1		$	(0.4	)	$	78.7
2020	10.3			96.5			(0.1		)	96.4
2021	9.7			80.6			—			80.6
2022	9.2			67.8			—			67.8
2023	8.0			48.0			—			48.0
2024	6.7			38.9			—			38.9
Thereafter	25.8			115.4			—			115.4
Total future minimum lease payments	77.7			526.3			(0.5		)	525.8
Amount representing interest	(10.6		)	(74.7		)	—			(74.7		)
Total future minimum lease payments, net of interest	$	67.1		$	451.6		$	(0.5	)	$	451.1

Future minimum lease payments at December 31, 2018 were as follows:



	Financing Obligation and Equipment Capital Leases			Operating Leases
(in millions)	Financing Obligation and Equipment Capital Leases			Lease Obligations		Sublease Income			Total
2019	$	9.3		$	108.3	$	(0.3	)	$	108.0
2020	9.0			98.3		(0.1		)	98.2
2021	8.3			82.2		—			82.2
2022	7.9			69.3		—			69.3
2023	6.8			49.4		—			49.4
Thereafter	23.0			173.4		—			173.4
	64.3			580.9		(0.4		)	580.5
Amount representing interest	(11.6		)	—		—			—
Total future minimum lease payments	$	52.7		$	580.9	$	(0.4	)	$	580.5

Schedule of Finance Lease Maturity

Future minimum lease payments at March 31, 2019 were as follows:



	Finance Leases			Operating Leases
(in millions)	Finance Leases			Lease Obligations			Sublease Income			Total
2019 (excluding the three months ended March 31, 2019)	$	8.0		$	79.1		$	(0.4	)	$	78.7
2020	10.3			96.5			(0.1		)	96.4
2021	9.7			80.6			—			80.6
2022	9.2			67.8			—			67.8
2023	8.0			48.0			—			48.0
2024	6.7			38.9			—			38.9
Thereafter	25.8			115.4			—			115.4
Total future minimum lease payments	77.7			526.3			(0.5		)	525.8
Amount representing interest	(10.6		)	(74.7		)	—			(74.7		)
Total future minimum lease payments, net of interest	$	67.1		$	451.6		$	(0.5	)	$	451.1

Future minimum lease payments at December 31, 2018 were as follows:



	Financing Obligation and Equipment Capital Leases			Operating Leases
(in millions)	Financing Obligation and Equipment Capital Leases			Lease Obligations		Sublease Income			Total
2019	$	9.3		$	108.3	$	(0.3	)	$	108.0
2020	9.0			98.3		(0.1		)	98.2
2021	8.3			82.2		—			82.2
2022	7.9			69.3		—			69.3
2023	6.8			49.4		—			49.4
Thereafter	23.0			173.4		—			173.4
	64.3			580.9		(0.4		)	580.5
Amount representing interest	(11.6		)	—		—			—
Total future minimum lease payments	$	52.7		$	580.9	$	(0.4	)	$	580.5

Integration Acquisition and Restructuring Charges (Tables)

3 Months Ended

Mar. 31, 2019

Restructuring and Related Activities [Abstract]

Summary of the Components of Integration Expense

The following table summarizes the components of integration and acquisition expenses:



	Three Months Ended March 31,
(in millions)	2019		2018
Integration management	$	2.7	$	4.4
Information technology conversion costs	0.8		2.1
Legal, consulting and other professional fees	—		0.2
Other	0.6		0.6
All American Containers ("AAC") integration and acquisition	0.2		1.0
Total integration and acquisition expenses	$	4.3	$	8.3

Summary of Restructuring and Related Costs

The following table presents a summary of restructuring charges, net, related to active restructuring initiatives that were incurred during the current fiscal year, prior fiscal years and the cumulative recorded amounts since the initiatives began:



(in millions)	Severance and Related Costs		Other Direct Costs		(Gain) Loss on Sale of Assets and Other (non-cash portion)			Total
2019 (year-to-date)	$	1.3	$	1.3	$	(0.2	)	$	2.4
2018	3.3		22.3		(15.0		)	10.6
Prior years	20.0		47.9		(22.4		)	45.5
Cumulative	$	24.6	$	71.5	$	(37.6	)	$	58.5

Summary of the Company's Restructuring Activity

The following is a summary of the Company's Print restructuring liability activity for the three months ended March 31, 2018:



(in millions)	Severance and Related Costs			Other Direct Costs		Total
Balance at December 31, 2017	$	—		$	—	$	—
Costs incurred	9.2			0.1		9.3
Payments	(0.7		)	0.0		(0.7		)
Balance at March 31, 2018	$	8.5		$	0.1	$	8.6

The following is a summary of the Company's restructuring liability activity for the three months ended March 31, 2019 (costs incurred exclude any non-cash portion of restructuring gains or losses on asset disposals):



(in millions)	Severance and Related Costs			Other Direct Costs			Total
Balance at December 31, 2018	$	4.7		$	25.1		$	29.8
Costs incurred	1.3			1.3			2.6
Payments	(1.0		)	(3.1		)	(4.1		)
Balance at March 31, 2019	$	5.0		$	23.3		$	28.3

The following is a summary of the Company's restructuring liability activity for the three months ended March 31, 2018 (costs incurred exclude any non-cash portion of restructuring gains or losses on asset disposals):



(in millions)	Severance and Related Costs			Other Direct Costs			Total
Balance at December 31, 2017	$	4.4		$	25.2		$	29.6
Costs incurred	0.2			2.0			2.2
Payments	(1.0		)	(1.7		)	(2.7		)
Balance at March 31, 2018	$	3.6		$	25.5		$	29.1

Debt and Other Obligations (Tables)

3 Months Ended

Mar. 31, 2019

Debt Disclosure [Abstract]

Long-term Obligations

The Company's long-term debt obligations were as follows:



(in millions)	March 31, 2019			December 31, 2018
Asset-Based Lending Facility (the "ABL Facility")	$	885.6		$	932.1
Finance and capital leases, respectively	67.1			38.2
Total debt	952.7			970.3
Less: current maturities of long-term debt	(8.5		)	(6.7		)
Long-term debt, net of current maturities	$	944.2		$	963.6

As the Company adopted Topic 842 using an approach whereby the prior reporting periods have not been restated to reflect the new guidance, the financing obligation value of that one previously reported failed sale-leaseback is shown below as of December 31, 2018:



(in millions)	December 31, 2018
Obligations - other financing	$	24.2
Less: current portion of financing obligations	(0.6		)
Financing obligations, less current portion	$	23.6

- Definition

Tabular disclosure of long-debt instruments or arrangements, including identification, terms, features, collateral requirements and other information necessary to a fair presentation. These are debt arrangements that originally required repayment more than twelve months after issuance or greater than the normal operating cycle of the entity, if longer.

+ References

Reference 1: http://fasb.org/us-gaap/role/ref/legacyRef
-Publisher FASB
-Name Accounting Standards Codification
-Topic 210
-SubTopic 10
-Section S99
-Paragraph 1
-Subparagraph (SX 210.5-02.22)
-URI http://asc.fasb.org/extlink&oid=6877327&loc=d3e13212-122682

Reference 2: http://fasb.org/us-gaap/role/ref/legacyRef
-Publisher FASB
-Name Accounting Standards Codification
-Topic 835
-SubTopic 30
-Section 45
-Paragraph 1A
-URI http://asc.fasb.org/extlink&oid=114775744&loc=d3e28541-108399

Reference 3: http://fasb.org/us-gaap/role/ref/legacyRef
-Publisher FASB
-Name Accounting Standards Codification
-Topic 505
-SubTopic 10
-Section 50
-Paragraph 6
-URI http://asc.fasb.org/extlink&oid=109259400&loc=d3e21506-112644

Reference 4: http://fasb.org/us-gaap/role/ref/legacyRef
-Publisher FASB
-Name Accounting Standards Codification
-Topic 235
-SubTopic 10
-Section S99
-Paragraph 1
-Subparagraph (SX 210.4-08.(e),(f))
-URI http://asc.fasb.org/extlink&oid=26873400&loc=d3e23780-122690

Reference 5: http://fasb.org/us-gaap/role/ref/legacyRef
-Publisher FASB
-Name Accounting Standards Codification
-Topic 835
-SubTopic 30
-Section 45
-Paragraph 2
-URI http://asc.fasb.org/extlink&oid=114775744&loc=d3e28551-108399

Reference 6: http://fasb.org/us-gaap/role/ref/legacyRef
-Publisher FASB
-Name Accounting Standards Codification
-Topic 505
-SubTopic 10
-Section 50
-Paragraph 7
-URI http://asc.fasb.org/extlink&oid=109259400&loc=d3e21521-112644

Reference 7: http://fasb.org/us-gaap/role/ref/legacyRef
-Publisher FASB
-Name Accounting Standards Codification
-Topic 505
-SubTopic 10
-Section 50
-Paragraph 8
-URI http://asc.fasb.org/extlink&oid=109259400&loc=d3e21538-112644

Reference 8: http://fasb.org/us-gaap/role/ref/legacyRef
-Publisher FASB
-Name Accounting Standards Codification
-Topic 942
-SubTopic 470
-Section 50
-Paragraph 3
-URI http://asc.fasb.org/extlink&oid=75038535&loc=d3e64711-112823

Reference 9: http://fasb.org/us-gaap/role/ref/legacyRef
-Publisher FASB
-Name Accounting Standards Codification
-Topic 835
-SubTopic 30
-Section 55
-Paragraph 8
-URI http://asc.fasb.org/extlink&oid=114775985&loc=d3e28878-108400

Reference 10: http://fasb.org/us-gaap/role/ref/legacyRef
-Publisher FASB
-Name Accounting Standards Codification
-Topic 505
-SubTopic 10
-Section 50
-Paragraph 3
-URI http://asc.fasb.org/extlink&oid=109259400&loc=d3e21475-112644

+ Details

Income Taxes (Tables)

3 Months Ended

Mar. 31, 2019

Income Tax Disclosure [Abstract]

Provision for Income Taxes and the Effective Tax Rates

The following table presents the benefit for income taxes and the effective tax rates for the three months ended March 31, 2019 and 2018:



	Three Months Ended March 31,
(in millions)	2019			2018
Loss before income taxes	$	(33.5	)	$	(17.7	)
Income tax benefit	(6.8		)	(1.9		)
Effective tax rate	20.3		%	10.7		%

Related Party Transactions (Tables)

3 Months Ended

Mar. 31, 2019

Summarized Financial Impact of Transactions with Related Party

The following tables summarize the financial impact of these related party transactions with Georgia-Pacific:



	Three Months Ended March 31,
(in millions)	2019		2018
Sales to Georgia-Pacific, reflected in net sales	$	6.4	$	6.9
Purchases of inventory from Georgia-Pacific, recognized in cost of products sold	24.8		42.1



(in millions)	March 31, 2019		December 31, 2018
Inventories purchased from Georgia-Pacific that remained on Veritiv's balance sheet	$	15.3	$	17.3
Related party payable to Georgia-Pacific	4.7		9.3
Related party receivable from Georgia-Pacific	2.7		3.2

Defined Benefit Plans (Tables)

3 Months Ended

Mar. 31, 2019

Retirement Benefits [Abstract]

Net Periodic Benefit Costs and Credits

Total net periodic benefit cost (credit) associated with these plans is summarized below:



	Three Months Ended March 31, 2019						Three Months Ended March 31, 2018
(in millions)	U.S.			Canada			U.S.			Canada
Components of net periodic benefit cost (credit):
Service cost	$	0.4		$	0.1		$	0.5		$	0.1

Interest cost	$	0.6		$	0.7		$	0.6		$	0.7
Expected return on plan assets	(0.9		)	(0.9		)	(1.4		)	(1.0		)
Amortization of net loss	0.1			0.0			0.0			0.1
Total other components	$	(0.2	)	$	(0.2	)	$	(0.8	)	$	(0.2	)
Net periodic benefit cost (credit)	$	0.2		$	(0.1	)	$	(0.3	)	$	(0.1	)

Fair Value Measurements (Tables)

3 Months Ended

Mar. 31, 2019

Fair Value Disclosures [Abstract]

Liabilities Disclosed at Fair Value

The Company's liabilities disclosed at fair value at March 31, 2019 were as follows:



(in millions)	Total		Level 1	Level 2		Level 3
ABL Facility	$	885.6		$	885.6
TRA contingent liability	32.0					32.0
AAC contingent consideration	14.8					14.8

The Company's liabilities disclosed at fair value at December 31, 2018 were as follows:



(in millions)	Total		Level 1	Level 2		Level 3
ABL Facility	$	932.1		$	932.1
TRA contingent liability	38.9					38.9
AAC contingent consideration	9.4					9.4

Reconciliation of the Contingent Liability

The following table provides a reconciliation of the beginning and ending balance of the TRA contingent liability for the three months ended March 31, 2019:



(in millions)	TRA Contingent Liability
Balance at December 31, 2018	$	38.9
Change in fair value adjustment recorded in other (income) expense, net	0.9
Principal payment	(7.8		)
Balance at March 31, 2019	$	32.0

The following table provides a reconciliation of the beginning and ending balance of the TRA contingent liability for the three months ended March 31, 2018:



(in millions)	TRA Contingent Liability
Balance at December 31, 2017	$	50.0
Change in fair value adjustment recorded in other (income) expense, net	(0.2		)
Principal payment	(9.9		)
Balance at March 31, 2018	$	39.9

Schedule of Contingent Consideration

The following table provides a reconciliation of the beginning and ending balance of the AAC contingent liability for the three months ended March 31, 2019:



(in millions)	AAC Contingent Liability
Balance at December 31, 2018	$	9.4
Change in fair value adjustment recorded in other (income) expense, net	5.4
Balance at March 31, 2019	$	14.8

The following table provides a reconciliation of the beginning and ending balance of the AAC contingent liability for the three months ended March 31, 2018:



(in millions)	AAC Contingent Liability
Balance at December 31, 2017	$	24.2
Change in fair value adjustment recorded in other (income) expense, net	(8.3		)
Balance at March 31, 2018	$	15.9

Earnings (Loss) Per Share (Tables)

3 Months Ended

Mar. 31, 2019

Earnings Per Share [Abstract]

Summary of the Numerators and Denominators Used in the Basic and Diluted Earnings Per Share Calculation

A summary of the numerators and denominators used in the basic and diluted loss per share calculations for the reportable periods is as follows:



	Three Months Ended March 31,
(in millions, except per share data)	2019			2018
Numerator:
Net loss	$	(26.7	)	$	(15.8	)

Denominator:
Weighted-average number of shares outstanding – basic and diluted	15.94			15.76

Loss per share:
Basic and diluted	$	(1.68	)	$	(1.00	)

Antidilutive stock-based awards excluded from computation of diluted earnings per share ("EPS")	1.32			1.19
Performance stock-based awards excluded from computation of diluted EPS because performance conditions had not been met	0.59			0.58

Accumulated Other Comprehensive Loss (AOCL) (Tables)

3 Months Ended

Mar. 31, 2019

Equity [Abstract]

Components of Accumulated Other Comprehensive Loss

The following table provides the components of AOCL at March 31, 2019 (amounts are shown net of their related income tax effect, if any):



(in millions)	Foreign currency translation adjustments			Retirement liabilities			Interest rate swap			AOCL
Balance at December 31, 2018	$	(30.3	)	$	(10.1	)	$	(0.3	)	$	(40.7	)
Unrealized net gains (losses) arising during the period	2.4			0.0			0.0			2.4
Amounts reclassified from AOCL	—			—			0.1			0.1
Net current period other comprehensive income (loss)	2.4			0.0			0.1			2.5
Balance at March 31, 2019	$	(27.9	)	$	(10.1	)	$	(0.2	)	$	(38.2	)

The following table provides the components of AOCL at March 31, 2018 (amounts are shown net of their related income tax effect, if any):



(in millions)	Foreign currency translation adjustments			Retirement liabilities			Interest rate swap			AOCL
Balance at December 31, 2017	$	(23.5	)	$	(9.3	)	$	(0.7	)	$	(33.5	)
Unrealized net gains (losses) arising during the period	(0.2		)	—			0.0			(0.2		)
Amounts reclassified from AOCL	—			(0.6		)	0.0			(0.6		)
Net current period other comprehensive income (loss)	(0.2		)	(0.6		)	0.0			(0.8		)
Balance at March 31, 2018	$	(23.7	)	$	(9.9	)	$	(0.7	)	$	(34.3	)

Segment Information (Tables)

3 Months Ended

Mar. 31, 2019

Segment Reporting [Abstract]

Segment Reporting Information, by Segment

The following tables present net sales, Adjusted EBITDA (earnings before interest, income taxes, depreciation and amortization, restructuring charges, net, integration and acquisition expenses and other similar charges including any severance costs, costs associated with warehouse and office openings or closings, consolidation, and relocation and other business optimization expenses, stock-based compensation expense, changes in the LIFO reserve, non-restructuring asset impairment charges, non-restructuring severance charges, non-restructuring pension charges, net, fair value adjustments related to contingent liabilities assumed in mergers and acquisitions and certain other adjustments), which is the metric management uses to assess operating performance of the segments, and certain other measures for each of the reportable segments and Corporate & Other for the periods presented:



(in millions)	Packaging		Facility Solutions		Print		Publishing		Total Reportable Segments		Corporate & Other			Total
Three Months Ended March 31, 2019
Net sales	$	845.4	$	298.5	$	553.9	$	210.1	$	1,907.9	$	33.6		$	1,941.5
Adjusted EBITDA	48.2		4.2		7.2		4.8		64.4		(44.0		)
Depreciation and amortization	4.5		1.7		2.1		0.2		8.5		4.3			12.8
Restructuring charges, net	0.3		0.2		0.5		0.3		1.3		1.1			2.4

Three Months Ended March 31, 2018
Net sales	$	845.2	$	320.6	$	660.8	$	238.1	$	2,064.7	$	36.3		$	2,101.0
Adjusted EBITDA	53.6		4.1		13.7		6.8		78.2		(48.5		)
Depreciation and amortization	5.3		1.8		2.5		0.2		9.8		4.6			14.4
Restructuring charges, net	0.9		0.4		10.4		0.0		11.7		0.2			11.9

Reconciliation of Income Before Income Taxes to Total Adjusted EBITDA

The table below presents a reconciliation of loss before income taxes as reflected in the Condensed Consolidated Statements of Operations to Adjusted EBITDA for the reportable segments:



	Three Months Ended March 31,
(in millions)	2019			2018
Loss before income taxes	$	(33.5	)	$	(17.7	)
Interest expense, net	11.4			9.3
Depreciation and amortization	12.8			14.4
Restructuring charges, net	2.4			11.9
Stock-based compensation	4.7			5.6
LIFO reserve increase	3.4			5.7
Non-restructuring severance charges	1.3			1.3
Non-restructuring pension charges, net	0.0			(0.7		)
Integration and acquisition expenses	4.3			8.3
Fair value adjustment on TRA contingent liability	0.9			(0.2		)
Fair value adjustment on contingent consideration liability	5.4			(8.3		)
Escheat audit contingent liability	7.0			—
Other	0.3			0.1
Adjustment for Corporate & Other	44.0			48.5
Adjusted EBITDA for reportable segments	$	64.4		$	78.2

Business and Summary of Significant Accounting Policies - Narrative (Details) $ in Millions	Mar. 31, 2019 USD ($) distribution_center	Jan. 01, 2019 USD ($)
New Accounting Pronouncements or Change in Accounting Principle [Line Items]
Number of distribution centers \| distribution_center	160
Operating lease right-of-use assets	$ 419.1
Operating lease obligations	$ 451.6
Increase to retained earnings		$ 2.7
Accounting Standards Update 2016-02
New Accounting Pronouncements or Change in Accounting Principle [Line Items]
Operating lease right-of-use assets		428.0
Operating lease obligations		428.0
Retained Earnings
New Accounting Pronouncements or Change in Accounting Principle [Line Items]
Increase to retained earnings		2.7
Retained Earnings \| Accounting Standards Update 2016-02
New Accounting Pronouncements or Change in Accounting Principle [Line Items]
Increase to retained earnings		$ 2.7

Revenue Recognition - Narrative (Details) $ in Millions	3 Months Ended
Revenue Recognition - Narrative (Details) $ in Millions	Mar. 31, 2019 USD ($) segment	Dec. 31, 2018 USD ($)
Concentration Risk [Line Items]
Performance obligation satisfaction period	12 months
Equipment sales deposits, approximate holding period	90 days
Bill-and-hold arrangements initial coverage period	90 days
Estimated inventory returns recognized	$ 681.4	$ 688.2
Number of reportable segments \| segment	4
Revenue from Contract with Customer \| Geographic Concentration Risk \| United States
Concentration Risk [Line Items]
Principal market concentration percent	90.00%
Revenue from Contract with Customer \| Geographic Concentration Risk \| Canada
Concentration Risk [Line Items]
Principal market concentration percent	8.00%
Revenue from Contract with Customer \| Geographic Concentration Risk \| Mexico
Concentration Risk [Line Items]
Principal market concentration percent	1.00%
Accounting Standards Update 2014-09 \| Difference between Revenue Guidance in Effect before and after Topic 606
Concentration Risk [Line Items]
Estimated inventory returns recognized	$ 2.3	$ 2.5
Sales Channel, Directly to Consumer \| Revenue from Contract with Customer
Concentration Risk [Line Items]
Principal market concentration percent	33.33%

Revenue Recognition - Schedule of Customer Contract Liabilities (Details) - USD ($) $ in Millions	3 Months Ended
	Mar. 31, 2019	Mar. 31, 2018
Change in Contract with Customer, Liability [Roll Forward]
Beginning balance	$ 17.7	$ 20.5
Payments received	11.7	12.6
Revenue recognized from beginning balance	(13.3)	(7.6)
Revenue recognized from current year receipts	(3.4)	(3.9)
Ending balance	$ 12.7	$ 21.6

Leases - Narrative (Details) $ in Millions	3 Months Ended
Leases - Narrative (Details) $ in Millions	Mar. 31, 2019 USD ($) distribution_center lease
Lessee, Lease, Description [Line Items]
Number of failed sale-leaseback leases \| lease	1
Number of distribution centers \| distribution_center	160
Number of leased distribution centers \| distribution_center	150
Real Estate
Lessee, Lease, Description [Line Items]
Finance and operating lease payments due	$ 521.7
Operating lease not yet commenced	$ 51.0
Commencement period	12 months
Average lease term	7 years
Real Estate \| Minimum
Lessee, Lease, Description [Line Items]
Term of lease contract	3 years
Real Estate \| Maximum
Lessee, Lease, Description [Line Items]
Term of lease contract	7 years
Delivery Equipment \| Minimum
Lessee, Lease, Description [Line Items]
Term of lease contract	3 years
Delivery Equipment \| Maximum
Lessee, Lease, Description [Line Items]
Term of lease contract	8 years
Non-Real Estate
Lessee, Lease, Description [Line Items]
Finance and operating lease payments due	$ 82.3
Non-Real Estate \| Minimum
Lessee, Lease, Description [Line Items]
Term of lease contract	3 years
Non-Real Estate \| Maximum
Lessee, Lease, Description [Line Items]
Term of lease contract	5 years

Leases Leases - Schedule of Components of Lease Expense (Details) $ in Millions	3 Months Ended
	Mar. 31, 2019 USD ($)
Leases [Abstract]
Short-term lease expense	$ 1.9
Operating lease expense:
Operating lease cost	27.3
Finance lease expense:
Amortization of right-of-use assets	2.3
Interest expense	0.5
Total finance lease expense	2.8
Total Lease Cost	$ 32.0

Leases - Schedule of Supplemental Balance Sheet and Other Information (Details) $ in Millions	Mar. 31, 2019 USD ($)
Operating Leases:
Operating lease right-of-use assets	$ 419.1
Operating lease obligations - current	85.6
Operating lease obligations - non-current	366.0
Total operating lease obligations	$ 451.6
Weighted-average remaining lease term in years	6 years 7 months
Weighted-average discount rate	4.50%
Finance Leases:
Finance lease right-of-use assets	$ 63.5
Finance lease obligations - current	8.5
Finance lease obligations - non-current	58.6
Total finance lease obligations	$ 67.1
Weighted-average remaining lease term in years	8 years 11 months
Weighted-average discount rate	3.10%

Leases Leases - Schedule of Supplemental Cash Flow Information (Details) $ in Millions	3 Months Ended
	Mar. 31, 2019 USD ($)
Operating cash flows from operating leases
Operating cash flows from operating leases	$ 26.5
Finance Leases:
Operating cash flows from finance leases	0.5
Financing cash flows from finance leases	$ 2.1

Leases Leases - Schedule of Future Minimum Operating and Finance Lease Payments (Details) - USD ($) $ in Millions	Mar. 31, 2019	Dec. 31, 2018
Finance Leases
2019 (excluding the three months ended March 31, 2019)	$ 8.0
2020	10.3
2021	9.7
2022	9.2
2023	8.0
2024	6.7
Thereafter	25.8
Total future minimum lease payments	77.7
Amount representing interest	(10.6)
Total future minimum lease payments, net of interest	67.1
Financing Obligation and Equipment Capital Leases
2019		$ 9.3
2020		9.0
2021		8.3
2022		7.9
2023		6.8
Thereafter		23.0
Total future minimum lease payments, including interest		64.3
Amount representing interest		(11.6)
Total future minimum lease payments		52.7
Lease Obligations
2019 (excluding the three months ended March 31, 2019)	79.1
2020	96.5
2021	80.6
2022	67.8
2023	48.0
2024	38.9
Thereafter	115.4
Total future minimum lease payments	526.3
Amount representing interest	(74.7)
Total future minimum lease payments, net of interest	451.6
2019		108.3
2020		98.3
2021		82.2
2022		69.3
2023		49.4
Thereafter		173.4
Total future minimum lease payments		580.9
Sublease Income
2019 (excluding the three months ended March 31, 2019)	(0.4)
2020	(0.1)
2021	0.0
2022	0.0
2023	0.0
2024	0.0
Thereafter	0.0
Total future minimum lease payments	(0.5)
Amount representing interest	0.0
Total future minimum lease payments, net of interest	(0.5)
2019		(0.3)
2020		(0.1)
2021		0.0
2022		0.0
2023		0.0
Thereafter		0.0
Total future minimum lease payments		(0.4)
Total
2019 (excluding the three months ended March 31, 2019)	78.7
2020	96.4
2021	80.6
2022	67.8
2023	48.0
2024	38.9
Thereafter	115.4
Total future minimum lease payments	525.8
Amount representing interest	(74.7)
Total future minimum lease payments, net of interest	$ 451.1
2019		108.0
2020		98.2
2021		82.2
2022		69.3
2023		49.4
Thereafter		173.4
Total future minimum lease payments		$ 580.5

Integration Acquisition and Restructuring Charges - Narrative (Details) - USD ($) $ in Millions	3 Months Ended
	Mar. 31, 2019	Mar. 31, 2018	Dec. 31, 2018	Dec. 31, 2017
Restructuring Cost and Reserve [Line Items]
Integration and restructuring charges, capital expenditures	$ 108.0
Integration and restructuring charges including capital expenditures	290.0
Restructuring charges, net	2.4	$ 11.9
Minimum
Restructuring Cost and Reserve [Line Items]
Integration and restructuring charges including capital expenditures expected costs	315.0
Integration and restructuring charges, capital expenditures, expected cost	125.0
Maximum
Restructuring Cost and Reserve [Line Items]
Integration and restructuring charges including capital expenditures expected costs	325.0
Integration and restructuring charges, capital expenditures, expected cost	130.0
Veritiv Restructuring Plan
Restructuring Cost and Reserve [Line Items]
Restructuring charges, net	2.4	2.6
Veritiv Restructuring Plan \| Restructuring Costs, Excluding Non-Cash Items
Restructuring Cost and Reserve [Line Items]
Payments for restructuring	4.1	2.7
Restructuring liability	28.3	29.1	$ 29.8	$ 29.6
Restructuring charges, net	2.6	2.2
Print Segment Plan \| Restructuring Costs, Excluding Non-Cash Items
Restructuring Cost and Reserve [Line Items]
Payments for restructuring		0.7
Restructuring liability		8.6		$ 0.0
Restructuring charges, net		$ 9.3
Print \| Print Segment Plan
Restructuring Cost and Reserve [Line Items]
Payments for restructuring	1.2
Restructuring liability	$ 0.8

Integration Acquisition and Restructuring Charges - Summary of the Components of Integration Expense (Details) - USD ($) $ in Millions	3 Months Ended
	Mar. 31, 2019	Mar. 31, 2018
Business Acquisition [Line Items]
Integration and acquisition expenses	$ 4.3	$ 8.3
UWW Holdings, Inc. XPEDX Merger
Business Acquisition [Line Items]
Integration management	2.7	4.4
Information technology conversion costs	0.8	2.1
Legal, consulting and other professional fees	0.0	0.2
Other	0.6	0.6
All American Containers
Business Acquisition [Line Items]
Integration and acquisition expenses	$ 0.2	$ 1.0

Integration Acquisition and Restructuring Charges - Summary of Cumulative Restructuring Charges (Details) - USD ($) $ in Millions	3 Months Ended		12 Months Ended	42 Months Ended	57 Months Ended
	Mar. 31, 2019	Mar. 31, 2018	Dec. 31, 2018	Dec. 31, 2017	Mar. 31, 2019
Restructuring Cost and Reserve [Line Items]
Restructuring charges, net	$ 2.4	$ 11.9
Veritiv Restructuring Plan
Restructuring Cost and Reserve [Line Items]
Restructuring charges, net	2.4	2.6
Severance and Related Costs \| Veritiv Restructuring Plan
Restructuring Cost and Reserve [Line Items]
Restructuring charges, net	1.3	0.2	$ 3.3	$ 20.0	$ 24.6
Other Direct Costs \| Veritiv Restructuring Plan
Restructuring Cost and Reserve [Line Items]
Restructuring charges, net	1.3	$ 2.0	22.3	47.9	71.5
(Gain) Loss on Sale of Assets and Other (non-cash portion) \| Veritiv Restructuring Plan
Restructuring Cost and Reserve [Line Items]
Restructuring charges, net	(0.2)		(15.0)	(22.4)	(37.6)
Total \| Veritiv Restructuring Plan
Restructuring Cost and Reserve [Line Items]
Restructuring charges, net	$ 2.4		$ 10.6	$ 45.5	$ 58.5

Integration Acquisition and Restructuring Charges - Summary of the Company's Restructuring Activity (Details) - USD ($) $ in Millions	3 Months Ended		12 Months Ended	42 Months Ended	57 Months Ended
	Mar. 31, 2019	Mar. 31, 2018	Dec. 31, 2018	Dec. 31, 2017	Mar. 31, 2019
Restructuring Reserve [Roll Forward]
Costs incurred	$ 2.4	$ 11.9
Veritiv Restructuring Plan
Restructuring Reserve [Roll Forward]
Costs incurred	2.4	2.6
Severance and Related Costs \| Veritiv Restructuring Plan
Restructuring Reserve [Roll Forward]
Restructuring reserve, beginning balance	4.7	4.4	$ 4.4
Costs incurred	1.3	0.2	3.3	$ 20.0	$ 24.6
Payments	(1.0)	(1.0)
Restructuring reserve, ending balance	5.0	3.6	4.7	4.4	5.0
Other Direct Costs \| Veritiv Restructuring Plan
Restructuring Reserve [Roll Forward]
Restructuring reserve, beginning balance	25.1	25.2	25.2
Costs incurred	1.3	2.0	22.3	47.9	71.5
Payments	(3.1)	(1.7)
Restructuring reserve, ending balance	23.3	25.5	25.1	25.2	23.3
Total \| Veritiv Restructuring Plan
Restructuring Reserve [Roll Forward]
Restructuring reserve, beginning balance	29.8	29.6	29.6
Costs incurred	2.6	2.2
Payments	(4.1)	(2.7)
Restructuring reserve, ending balance	$ 28.3	$ 29.1	$ 29.8	$ 29.6	$ 28.3

Integration Acquisition and Restructuring Charges - Summary of Non-merger Related Restructuring Charges (Details) - USD ($) $ in Millions	3 Months Ended
	Mar. 31, 2019	Mar. 31, 2018
Restructuring Reserve [Roll Forward]
Costs incurred	$ 2.4	$ 11.9
Severance and Related Costs \| Print Segment Plan
Restructuring Reserve [Roll Forward]
Restructuring reserve, beginning balance		0.0
Costs incurred		9.2
Payments		(0.7)
Restructuring reserve, ending balance		8.5
Other Direct Costs \| Print Segment Plan
Restructuring Reserve [Roll Forward]
Restructuring reserve, beginning balance		0.0
Costs incurred		0.1
Payments		0.0
Restructuring reserve, ending balance		0.1
Total \| Print Segment Plan
Restructuring Reserve [Roll Forward]
Restructuring reserve, beginning balance		0.0
Costs incurred		9.3
Payments		(0.7)
Restructuring reserve, ending balance		$ 8.6

Debt and Other Obligations - Long-Term Debt Obligations (Details) - USD ($) $ in Millions	Mar. 31, 2019	Dec. 31, 2018
Debt Instrument [Line Items]
Finance and capital leases, respectively	$ 67.1
Finance and capital leases, respectively		$ 38.2
Total debt	952.7	970.3
Less: current maturities of long-term debt	(8.5)	(6.7)
Long-term debt, net of current maturities	944.2	963.6
Line of Credit \| Asset-Based Lending Facility
Debt Instrument [Line Items]
Asset-Based Lending Facility (the ABL Facility)	$ 885.6	$ 932.1

Debt and Other Obligations - Narrative (Details) - Asset-Based Lending Facility $ in Millions	Mar. 31, 2019 USD ($)
Line of Credit Facility [Line Items]
Minimum fixed coverage ratio	100.00%
Line of Credit
Line of Credit Facility [Line Items]
Remaining borrowing capacity	$ 252.0
Outstanding letters of credit	$ 11.5

Debt and Other Obligations - Related Party Finance Obligations (Details) - USD ($) $ in Millions	Mar. 31, 2019	Dec. 31, 2018
Debt Disclosure [Abstract]
Obligations - other financing		$ 24.2
Less: current portion of financing obligations	$ 0.0	(0.6)
Financing obligations, less current portion	$ 0.0	$ 23.6

Income Taxes - Provision for Income Taxes and the Effective Tax Rates (Details) - USD ($)
$ in Millions

3 Months Ended

Jan. 01, 2018

Mar. 31, 2019

Mar. 31, 2018

Income Tax Contingency [Line Items]

Loss before income taxes

$ (33.5)

$ (17.7)

Income tax benefit

$ (6.8)

$ (1.9)

Effective tax rate

20.30%

10.70%

Reclassification from accumulated other comprehensive income to retained earnings

$ 0.0

Retained Earnings

Income Tax Contingency [Line Items]

Reclassification from accumulated other comprehensive income to retained earnings

$ 0.8

0.8

AOCL

Income Tax Contingency [Line Items]

Reclassification from accumulated other comprehensive income to retained earnings

^[1]

$ (0.8)

[1]	Accumulated other comprehensive loss.

Related Party Transactions - Narrative (Details) - USD ($) $ in Millions	1 Months Ended
	Jan. 31, 2019	Jan. 31, 2018
UWW Holdings, LLC \| UWW Holdings, LLC \| Tax Receivable Agreement
Related Party Transaction [Line Items]
Payments to UWWF for utilization of pre-merger net operating losses in federal and state tax returns	$ 8.1	$ 10.1

Related Party Transactions - Summarized Financial Impact of Transactions with Related Party (Details) - USD ($) $ in Millions	3 Months Ended
	Mar. 31, 2019	Mar. 31, 2018	Dec. 31, 2018
Related Party Transaction [Line Items]
Related party sales	$ 6.4	$ 6.9
Inventories	681.4		$ 688.2
Related party payable	4.7		9.3
Related party receivable	2.7		3.2
Georgia-Pacific
Related Party Transaction [Line Items]
Inventories	15.3		17.3
Related party payable	4.7		9.3
Related party receivable	2.7		$ 3.2
Georgia-Pacific \| Sales
Related Party Transaction [Line Items]
Related party sales	6.4	6.9
Georgia-Pacific \| Cost of products sold
Related Party Transaction [Line Items]
Purchases of inventory recognized in cost of products sold	$ 24.8	$ 42.1

Defined Benefit Plans - Net Periodic Benefit Costs and Credits (Details) - USD ($) $ in Millions	3 Months Ended
	Mar. 31, 2019	Mar. 31, 2018
United States
Components of net periodic benefit cost (credit):
Service cost	$ 0.4	$ 0.5
Interest cost	0.6	0.6
Expected return on plan assets	(0.9)	(1.4)
Amortization of net loss	0.1	0.0
Total other components	(0.2)	(0.8)
Net periodic benefit cost (credit)	0.2	(0.3)
Canada
Components of net periodic benefit cost (credit):
Service cost	0.1	0.1
Interest cost	0.7	0.7
Expected return on plan assets	(0.9)	(1.0)
Amortization of net loss	0.0	0.1
Total other components	(0.2)	(0.2)
Net periodic benefit cost (credit)	$ (0.1)	$ (0.1)

Fair Value Measurements - Narrative (Details)	Dec. 26, 2018 USD ($)	Jul. 01, 2014 USD ($)	Mar. 31, 2019	Aug. 31, 2017 USD ($)
UWW Holdings, Inc. XPEDX Merger
Business Acquisition [Line Items]
Fair value of contingent liability associated with the Tax Receivable Agreement		$ 59,400,000
All American Containers
Business Acquisition [Line Items]
Percent of business acquired				100.00%
Earn Out Payment \| All American Containers
Business Acquisition [Line Items]
Contingent liability, earn-out amount				$ 22,200,000
Contingent liability, earn-out payment high range				50,000,000
Contingent consideration annual installment payment				$ 25,000,000
Payment required after first anniversary of acquisition	$ 2,500,000
Measurement Input, Discount Rate \| Level 3 \| Contingent Liability \| UWW Holdings, Inc. XPEDX Merger
Business Acquisition [Line Items]
Fair value discount rate			0.047

Fair Value Measurements - Liabilities Disclosed at Fair Value (Details) - USD ($) $ in Millions	Mar. 31, 2019	Dec. 31, 2018
ABL Facility \| Asset-Backed Lending Facility \| Line of Credit
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]
Liabilities disclosed at fair value	$ 885.6	$ 932.1
ABL Facility \| Asset-Backed Lending Facility \| Line of Credit \| Level 2
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]
Liabilities disclosed at fair value	885.6	932.1
TRA contingent liability \| UWW Holdings, Inc. XPEDX Merger
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]
Liabilities disclosed at fair value	32.0	38.9
TRA contingent liability \| UWW Holdings, Inc. XPEDX Merger \| Level 3
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]
Liabilities disclosed at fair value	32.0	38.9
AAC contingent consideration \| All American Containers
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]
Liabilities disclosed at fair value	14.8	9.4
AAC contingent consideration \| All American Containers \| Level 3
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]
Liabilities disclosed at fair value	$ 14.8	$ 9.4

Fair Value Measurements - Reconciliation of the Contingent Liability (Details) - Contingent Liability - UWW Holdings, Inc. XPEDX Merger - Level 3 - USD ($) $ in Millions	3 Months Ended
	Mar. 31, 2019	Mar. 31, 2018
Fair Value, Liabilities Measured on Recurring Basis, Unobservable Input Reconciliation, Calculation [Roll Forward]
Beginning balance	$ 38.9	$ 50.0
Change in fair value adjustment recorded in other (income) expense, net	0.9	(0.2)
Principal payment	(7.8)	(9.9)
Ending balance	$ 32.0	$ 39.9

Fair Value Measurements - Contingent Consideration Rollforward (Details) - Earn Out Payment - Level 3 - All American Containers - USD ($) $ in Millions	3 Months Ended
	Mar. 31, 2019	Mar. 31, 2018
Business Acquisition, Contingent Consideration [Line Items]
Beginning balance	$ 9.4	$ 24.2
Change in fair value adjustment recorded in other (income) expense, net	5.4	(8.3)
Ending balance	$ 14.8	$ 15.9

Earnings (Loss) Per Share - Summary of the Numerators and Denominators Used in the Basic and Diluted Earnings Per Share Calculation (Details) - USD ($) $ / shares in Units, shares in Thousands, $ in Millions	3 Months Ended
	Mar. 31, 2019	Mar. 31, 2018
Numerator:
Net loss	$ (26.7)	$ (15.8)
Denominator:
Weighted-average number of shares outstanding – basic and diluted (in shares)	15,940	15,760
Loss per share:
Basic and diluted (in dollars per share)	$ (1.68)	$ (1.00)
Antidilutive stock-based awards excluded from computation of diluted loss per share (EPS) (in shares)	1,320	1,190
Performance stock-based awards excluded from computation of diluted EPS because performance conditions had not been met (in shares)	590	580

- Definition

The portion of profit or loss for the period, net of income taxes, which is attributable to the parent.

+ References + Details

Earnings (Loss) Per Share - Narrative (Details) - shares shares in Thousands	3 Months Ended
	Mar. 31, 2019	Mar. 31, 2018
Earnings Per Share [Abstract]
Shares issued in period (in shares)	320	200
Shares withheld to cover tax (in shares)	100	70

Accumulated Other Comprehensive Loss (AOCL) - Components of Accumulated Other Comprehensive Loss (Details) - USD ($)
$ in Millions

3 Months Ended

Mar. 31, 2019

Mar. 31, 2018

AOCI Attributable to Parent, Net of Tax [Roll Forward]

Beginning balance

$ 543.1

$ 549.7

Unrealized net gains (losses) arising during the period

2.4

(0.2)

Amounts reclassified from AOCL

0.1

(0.6)

Net current period other comprehensive income (loss)

2.5

(0.8)

Ending balance

523.6

537.7

AOCL

AOCI Attributable to Parent, Net of Tax [Roll Forward]

Beginning balance

^[1]

(40.7)

(33.5)

Ending balance

^[1]

(38.2)

(34.3)

Foreign currency translation adjustments

AOCI Attributable to Parent, Net of Tax [Roll Forward]

Beginning balance

(30.3)

(23.5)

Unrealized net gains (losses) arising during the period

2.4

(0.2)

Amounts reclassified from AOCL

0.0

Net current period other comprehensive income (loss)

2.4

(0.2)

Ending balance

(27.9)

(23.7)

Retirement liabilities

AOCI Attributable to Parent, Net of Tax [Roll Forward]

Beginning balance

(10.1)

(9.3)

Unrealized net gains (losses) arising during the period

0.0

Amounts reclassified from AOCL

0.0

(0.6)

Net current period other comprehensive income (loss)

0.0

(0.6)

Ending balance

(10.1)

(9.9)

Interest rate swap

AOCI Attributable to Parent, Net of Tax [Roll Forward]

Beginning balance

(0.3)

(0.7)

Unrealized net gains (losses) arising during the period

0.0

Amounts reclassified from AOCL

0.1

0.0

Net current period other comprehensive income (loss)

0.1

0.0

Ending balance

$ (0.2)

$ (0.7)

[1]	Accumulated other comprehensive loss.

Commitments and Contingencies - Narrative (Details) $ in Millions	75 Months Ended
	Mar. 31, 2019 USD ($) state	Dec. 31, 2018 USD ($)
Loss Contingencies [Line Items]
Additional states joining escheat audit \| state	7
Unfavorable Regulatory Action
Loss Contingencies [Line Items]
Loss contingency \| $	$ 17.0	$ 10.0

Segment Information - Narrative (Details)	3 Months Ended
Segment Information - Narrative (Details)	Mar. 31, 2019 segment
Segment Reporting [Abstract]
Number of reportable segments	4

Segment Information - Segment Reporting Information, by Segment (Details) - USD ($) $ in Millions	3 Months Ended
	Mar. 31, 2019	Mar. 31, 2018
Segment Reporting Information [Line Items]
Net sales	$ 1,941.5	$ 2,101.0
Adjusted EBITDA
Depreciation and amortization	12.8	14.4
Restructuring charges, net	2.4	11.9
Operating Segments
Segment Reporting Information [Line Items]
Net sales	1,907.9	2,064.7
Adjusted EBITDA	64.4	78.2
Depreciation and amortization	8.5	9.8
Restructuring charges, net	1.3	11.7
Corporate & Other
Segment Reporting Information [Line Items]
Net sales	33.6	36.3
Adjusted EBITDA	(44.0)	(48.5)
Depreciation and amortization	4.3	4.6
Restructuring charges, net	1.1	0.2
Packaging \| Operating Segments
Segment Reporting Information [Line Items]
Net sales	845.4	845.2
Adjusted EBITDA	48.2	53.6
Depreciation and amortization	4.5	5.3
Restructuring charges, net	0.3	0.9
Facility Solutions \| Operating Segments
Segment Reporting Information [Line Items]
Net sales	298.5	320.6
Adjusted EBITDA	4.2	4.1
Depreciation and amortization	1.7	1.8
Restructuring charges, net	0.2	0.4
Print \| Operating Segments
Segment Reporting Information [Line Items]
Net sales	553.9	660.8
Adjusted EBITDA	7.2	13.7
Depreciation and amortization	2.1	2.5
Restructuring charges, net	0.5	10.4
Publishing \| Operating Segments
Segment Reporting Information [Line Items]
Net sales	210.1	238.1
Adjusted EBITDA	4.8	6.8
Depreciation and amortization	0.2	0.2
Restructuring charges, net	$ 0.3	$ 0.0

Segment Information - Reconciliation of Income Before Income Taxes to Total Adjusted EBITDA (Details) - USD ($) $ in Millions	3 Months Ended
	Mar. 31, 2019	Mar. 31, 2018
Segment Reporting Information [Line Items]
Loss before income taxes	$ (33.5)	$ (17.7)
Interest expense, net	11.4	9.3
Depreciation and amortization	12.8	14.4
Restructuring charges, net	2.4	11.9
Stock-based compensation	4.7	5.6
LIFO reserve increase	3.4	5.7
Non-restructuring severance charges	1.3	1.3
Non-restructuring pension charges, net	0.0	(0.7)
Integration and acquisition expenses	4.3	8.3
Escheat audit contingent liability	7.0	0.0
Other	0.3	0.1
Adjusted EBITDA for reportable segments
Corporate & Other
Segment Reporting Information [Line Items]
Depreciation and amortization	4.3	4.6
Restructuring charges, net	1.1	0.2
Adjusted EBITDA for reportable segments	(44.0)	(48.5)
Operating Segments
Segment Reporting Information [Line Items]
Depreciation and amortization	8.5	9.8
Restructuring charges, net	1.3	11.7
Adjusted EBITDA for reportable segments	64.4	78.2
Tax Receivable Agreement
Segment Reporting Information [Line Items]
Fair value adjustments on contingent liability	0.9	(0.2)
All American Containers
Segment Reporting Information [Line Items]
Integration and acquisition expenses	0.2	1.0
Earn Out Payment \| All American Containers
Segment Reporting Information [Line Items]
Fair value adjustments on contingent liability	$ 5.4	$ (8.3)

Subsequent Events (Details) $ in Millions	Jun. 30, 2019 USD ($)
Scenario, Forecast \| Western Pennsylvania Teamsters and Employers Pension Plan \| Multiemployer Plans, Pension \| Subsequent Event
Subsequent Event [Line Items]
Pension plan withdrawal liability	$ 6.5