VERITIV CORP, 10-K filed on 3/14/2017
Annual Report
Document and Entity Information (USD $)
12 Months Ended
Dec. 31, 2016
Mar. 9, 2017
Jun. 30, 2016
Document and Entity Information [Abstract]
 
 
 
Entity Registrant Name
VERITIV CORPORATION 
 
 
Entity Central Index Key
0001599489 
 
 
Current Fiscal Year End Date
--12-31 
 
 
Entity Current Reporting Status
Yes 
 
 
Entity Well-known Seasoned Issuer
No 
 
 
Entity Voluntary Filer
No 
 
 
Entity Filer Category
Accelerated Filer 
 
 
Document Type
10-K 
 
 
Document Period End Date
Dec. 31, 2016 
 
 
Document Fiscal Year Focus
2016 
 
 
Document Fiscal Period Focus
FY 
 
 
Amendment Flag
false 
 
 
Entity Common Stock, Shares Outstanding
 
15,687,532 
 
Entity Public Float
 
 
$ 305,955,954 
Consolidated and Combined Statements of Operations (USD $)
In Millions, except Per Share data, unless otherwise specified
12 Months Ended
Dec. 31, 2016
Dec. 31, 2015
Dec. 31, 2014
Income Statement [Abstract]
 
 
 
Net sales (including sales to related parties of $35.6, $33.6 and $42.7, respectively)
$ 8,326.6 
$ 8,717.7 
$ 7,406.5 
Cost of products sold (including purchases from related parties of $224.9, $264.7 and $412.6, respectively) (exclusive of depreciation and amortization shown separately below)
6,826.4 
7,160.3 
6,180.9 
Distribution expenses
505.1 
521.8 
426.2 
Selling and administrative expenses
826.2 
853.9 
689.1 
Depreciation and amortization
54.7 
56.9 
37.6 
Merger and integration expenses
25.9 
34.9 
75.1 
Restructuring charges
12.4 
11.3 
4.0 
Operating income (loss)
75.9 
78.6 
(6.4)
Interest expense, net
27.5 
27.0 
14.0 
Other expense, net
7.6 
6.7 
1.2 
Income (loss) from continuing operations before income taxes
40.8 
44.9 
(21.6)
Income tax expense (benefit)
19.8 
18.2 
(2.1)
Income (loss) from continuing operations
21.0 
26.7 
(19.5)
(Loss) from discontinued operations, net of income taxes
0 
0 
(0.1)
Net income (loss)
$ 21.0 
$ 26.7 
$ (19.6)
Basic
 
 
 
Continuing operations (in dollars per share)
$ 1.31 
$ 1.67 
$ (1.61)
Discontinued operations (in dollars per share)
$ 0.00 
$ 0.00 
$ (0.01)
Basic earnings (loss) per share (in dollars per share)
$ 1.31 
$ 1.67 
$ (1.62)
Diluted
 
 
 
Continuing operations (USD per share)
$ 1.30 
$ 1.67 
$ (1.61)
Discontinued operations (USD per share)
$ 0.00 
$ 0.00 
$ (0.01)
Diluted earnings (loss) per share (USD per share)
$ 1.30 
$ 1.67 
$ (1.62)
Weighted average shares outstanding: Basic (in shares)
15.97 
16.00 
12.08 
Weighted average shares outstanding: Diluted (in shares)
16.15 
16.00 
12.08 
Consolidated and Combined Statements of Operations (Parenthetical) (USD $)
In Millions, unless otherwise specified
12 Months Ended
Dec. 31, 2016
Dec. 31, 2015
Dec. 31, 2014
Income Statement [Abstract]
 
 
 
Related party sales
$ 35.6 
$ 33.6 
$ 42.7 
Related party cost of products sold
$ 224.9 
$ 264.7 
$ 412.6 
Consolidated and Combined Statements of Comprehensive Income (Loss) (USD $)
In Millions, unless otherwise specified
12 Months Ended
Dec. 31, 2016
Dec. 31, 2015
Dec. 31, 2014
Statement of Comprehensive Income [Abstract]
 
 
 
Net income (loss)
$ 21.0 
$ 26.7 
$ (19.6)
Other comprehensive income (loss), net of tax:
 
 
 
Foreign currency translation adjustments, net of $2.0 tax for 2015
(2.1)
(12.4)
(10.0)
Change in fair value of cash flow hedge, net of $0.1 and $0.3 tax, respectively
(0.2)
(0.5)
0 
Pension liability adjustments, net of ($0.3), $0.3 and $3.4 tax, respectively
(1.7)
0 
(7.4)
Other comprehensive income (loss)
(4.0)
(12.9)
(17.4)
Total comprehensive income (loss)
$ 17.0 
$ 13.8 
$ (37.0)
Consolidated and Combined Statements of Comprehensive Income (Loss) (Parenthetical) (USD $)
In Millions, unless otherwise specified
12 Months Ended
Dec. 31, 2016
Dec. 31, 2015
Dec. 31, 2014
Statement of Comprehensive Income [Abstract]
 
 
 
Foreign currency translation adjustment, tax
 
$ 2.0 
 
Derivatives qualifying as hedges, tax
0.1 
0.3 
 
Pension and other postretirement benefit plans, tax
$ (0.3)
$ 0.3 
$ 3.4 
Consolidated Balance Sheets (USD $)
In Millions, unless otherwise specified
Dec. 31, 2016
Dec. 31, 2015
Current assets:
 
 
Cash
$ 69.6 
$ 54.4 
Accounts receivable, less allowances of $34.5 and $33.3, respectively
1,048.3 
1,037.5 
Related party receivable
3.9 
3.9 
Inventories
707.9 
720.6 
Other current assets
118.9 
108.8 
Total current assets
1,948.6 
1,925.2 
Property and equipment (net of depreciation and amortization of $292.8 and $263.0, respectively)
371.8 
363.7 
Goodwill
50.2 
50.2 
Other intangibles, net
21.0 
30.2 
Deferred income tax assets
61.8 
73.3 
Other non-current assets
30.3 
34.3 
Total assets
2,483.7 
2,476.9 
Current liabilities:
 
 
Accounts payable
654.1 
565.1 
Related party payable
9.0 
10.7 
Accrued payroll and benefits
84.4 
120.5 
Other accrued liabilities
102.5 
100.4 
Current maturities of long-term debt
2.9 
2.8 
Financing obligations to related party, current portion
14.9 
14.7 
Total current liabilities
867.8 
814.2 
Long-term debt, net of current maturities
749.2 
800.5 
Financing obligations to related party, less current portion
176.1 
197.8 
Defined benefit pension obligations
27.6 
28.7 
Other non-current liabilities
121.2 
105.6 
Total liabilities
1,941.9 
1,946.8 
Commitments and contingencies (Note 16)
   
   
Shareholders' equity:
 
 
Preferred stock, $0.01 par value, 10.0 million shares authorized, none issued
0 
0 
Common stock, $0.01 par value, 100.0 million shares authorized, 16.0 million shares issued; shares outstanding - 15.7 million and 16.0 million at December 31, 2016 and 2015, respectively
0.2 
0.2 
Additional paid-in capital
574.5 
566.2 
Accumulated earnings (deficit)
19.7 
(1.3)
Accumulated other comprehensive loss
(39.0)
(35.0)
Treasury stock at cost - 0.3 million shares in 2016
(13.6)
0 
Total shareholders' equity
541.8 
530.1 
Total liabilities and shareholders' equity
$ 2,483.7 
$ 2,476.9 
Consolidated Balance Sheets (Parenthetical) (USD $)
In Millions, except Share data, unless otherwise specified
Dec. 31, 2016
Statement of Financial Position [Abstract]
 
Allowance for doubtful accounts
$ 34.5 
Depreciation and amortization
$ 292.8 
Preferred stock par value (in dollars per share)
$ 0.01 
Preferred stock, shares authorized (in shares)
10,000,000 
Preferred stock, shares issued (in shares)
0 
Common stock par value (in dollars per share)
$ 0.01 
Common stock, shares authorized (in shares)
100,000,000 
Common stock, shares issued (in shares)
16,000,000 
Common stock shares outstanding (in shares)
15,690,000 
Treasury stock at cost (in shares)
300,000 
Consolidated and Combined Statements of Cash Flows (USD $)
In Millions, unless otherwise specified
12 Months Ended
Dec. 31, 2016
Dec. 31, 2015
Dec. 31, 2014
Operating activities
 
 
 
Net income (loss)
$ 21.0 
$ 26.7 
$ (19.6)
(Loss) from discontinued operations, net of income taxes
0 
0 
(0.1)
Income (loss) from continuing operations
21.0 
26.7 
(19.5)
Depreciation and amortization
54.7 
56.9 
37.6 
Amortization and write-off of deferred financing fees
5.6 
4.4 
2.2 
Net losses (gains) on dispositions of property and equipment
(0.8)
0.5 
(2.3)
Goodwill and long-lived asset impairment charges
7.7 
5.9 
0 
Provision for allowance for doubtful accounts
2.2 
7.4 
12.8 
Deferred income tax provision (benefit)
11.1 
14.9 
(9.7)
Stock-based compensation
8.3 
3.8 
4.3 
Other non-cash items, net
3.7 
2.0 
1.6 
Changes in operating assets and liabilities
 
 
 
Accounts receivable and related party receivable
(14.7)
53.4 
(17.7)
Inventories
13.1 
(62.0)
28.2 
Other current assets
(11.4)
1.0 
(21.8)
Accounts payable and related party payable
69.9 
(8.4)
(44.5)
Accrued payroll and benefits
(40.9)
10.5 
19.9 
Other accrued liabilities
(3.6)
(7.1)
15.4 
Other
14.3 
3.1 
(0.4)
Net cash provided by operating activities – continuing operations
140.2 
113.0 
6.1 
Net cash used for operating activities – discontinued operations
0 
0 
(1.1)
Net cash provided by operating activities
140.2 
113.0 
5.0 
Investing activities
 
 
 
Net cash acquired in Merger
0 
0 
31.8 
Property and equipment additions
(41.0)
(44.4)
(17.2)
Proceeds from asset sales
6.6 
0.3 
4.8 
Other
0 
0 
0.5 
Net cash (used for) provided by investing activities
(34.4)
(44.1)
19.9 
Financing activities
 
 
 
Net cash transfers to Parent
0 
0 
(60.3)
Change in book overdrafts
18.9 
(5.8)
1.6 
Transfer to Parent in connection with Spin-off
0 
0 
(432.8)
Repayment of Unisource Senior Credit Facility
0 
0 
(303.9)
Borrowings of long-term debt
4,555.8 
4,661.9 
3,142.2 
Repayments of long-term debt
(4,625.9)
(4,708.9)
(2,294.4)
Payments under equipment capital lease obligations
(3.2)
(3.8)
(1.3)
Payments under financing obligations to related party
(19.9)
(13.8)
(6.8)
Deferred financing fees
(2.0)
0 
(22.4)
Purchase of treasury stock
(13.6)
0 
0 
Net cash (used for) provided by financing activities – continuing operations
(89.9)
(70.4)
21.9 
Net cash provided by financing activities – discontinued operations
0 
0 
1.1 
Net cash (used for) provided by financing activities
(89.9)
(70.4)
23.0 
Effect of exchange rate changes on cash
(0.7)
(1.7)
4.0 
Net change in cash
15.2 
(3.2)
51.9 
Cash at beginning of period
54.4 
57.6 
5.7 
Cash at end of period
69.6 
54.4 
57.6 
Supplemental cash flow information
 
 
 
Cash paid for income taxes, net of refunds
11.6 
1.9 
2.0 
Cash paid for interest
20.6 
21.7 
11.5 
Non-cash investing and financing activities
 
 
 
Common stock issued in connection with Spin-off
0 
0 
277.9 
Common stock issued in connection with Merger
0 
0 
284.7 
Contingent liability associated with the Tax Receivable Agreement
0 
0 
58.8 
Non-cash transfers to Parent
0 
0 
(26.0)
Non-cash additions to property and equipment
$ 20.8 
$ 4.0 
$ 0 
Consolidated and Combined Statements of Shareholders' Equity (USD $)
In Millions, unless otherwise specified
Total
Common Stock Issued
Additional Paid-in Capital
Parent Company Investment
Accumulated Deficit
Accumulated Other Comprehensive Income (Loss)
Treasury Stock
Beginning of period at Dec. 31, 2013
$ 779.6 
 
 
$ 784.3 
$ 0 
 
$ 0 
Beginning Balance (in shares) at Dec. 31, 2013
 
 
 
 
 
 
0 
Increase (Decrease) in Stockholders' Equity [Roll Forward]
 
 
 
 
 
 
 
Net income (loss)
8.4 
 
 
8.4 
 
 
 
End of period at Jun. 30, 2014
 
 
 
 
 
 
 
Beginning of period at Dec. 31, 2013
779.6 
0 
0 
784.3 
0 
(4.7)
0 
Beginning Balance (in shares) at Dec. 31, 2013
 
0 
 
 
 
 
0 
Increase (Decrease) in Stockholders' Equity [Roll Forward]
 
 
 
 
 
 
 
Net income (loss)
(19.6)
 
 
 
 
 
 
Other comprehensive loss
(17.4)
 
 
 
 
(17.4)
 
Net transfers to Parent
(82.0)
 
 
(82.0)
 
 
 
Conversion of Parent Company Investment in connection with Spin-off (in shares)
 
8.20 
 
 
 
 
 
Conversion of Parent Company Investment in connection with Spin-off
0 
0.1 
710.6 
(710.7)
 
 
 
Transfer to Parent in connection with Spin-off
(432.8)
 
(432.8)
 
 
 
 
Issuance of common stock for Merger (in shares)
 
7.8 
 
 
 
 
 
Issuance of common stock for Merger
284.7 
0.1 
284.6 
 
 
 
 
End of period at Dec. 31, 2014
512.5 
0.2 
562.4 
0 
 
(22.1)
0 
Ending Balance (in shares) at Dec. 31, 2014
 
16.0 
 
 
 
 
0 
Beginning of period at Jun. 30, 2014
 
 
 
 
 
 
 
Increase (Decrease) in Stockholders' Equity [Roll Forward]
 
 
 
 
 
 
 
Net income (loss)
(28.0)
 
 
 
(28.0)
 
 
End of period at Dec. 31, 2014
512.5 
 
562.4 
 
(28.0)
(22.1)
0 
Ending Balance (in shares) at Dec. 31, 2014
 
 
 
 
 
 
0 
Increase (Decrease) in Stockholders' Equity [Roll Forward]
 
 
 
 
 
 
 
Net income (loss)
26.7 
 
 
 
26.7 
 
 
Other comprehensive loss
(12.9)
 
 
 
 
(12.9)
 
Stock-based compensation
3.8 
 
3.8 
 
 
 
 
End of period at Dec. 31, 2015
530.1 
0.2 
566.2 
0 
(1.3)
(35.0)
0 
Ending Balance (in shares) at Dec. 31, 2015
 
16.0 
 
 
 
 
0 
Increase (Decrease) in Stockholders' Equity [Roll Forward]
 
 
 
 
 
 
 
Net income (loss)
21.0 
 
 
 
21.0 
 
 
Other comprehensive loss
(4.0)
 
 
 
 
(4.0)
 
Stock-based compensation
8.3 
 
8.3 
 
 
 
 
Treasury stock (in shares)
 
 
 
 
 
 
(0.30)
Treasury stock
(13.6)
 
 
 
 
 
(13.6)
End of period at Dec. 31, 2016
$ 541.8 
$ 0.2 
$ 574.5 
$ 0 
$ 19.7 
$ (39.0)
$ (13.6)
Ending Balance (in shares) at Dec. 31, 2016
 
16.0 
 
 
 
 
(0.3)
Business and Summary of Significant Accounting Policies
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 print, publishing, packaging and facility solutions. Additionally, Veritiv provides logistics and supply chain management solutions to its customers. Veritiv was established in 2014, following the merger of International Paper Company’s ("International Paper" or "Parent") xpedx distribution solutions business ("xpedx") and UWW Holdings, Inc. ("UWWH"), the parent company of Unisource Worldwide, Inc. ("Unisource"). The Company operates from approximately 170 distribution centers primarily throughout the U.S., Canada and Mexico.

The Spin-off and Merger

On July 1, 2014 (the "Distribution Date"), International Paper completed the spin-off of xpedx to its shareholders (the "Spin-off"), forming a new public company called Veritiv. Immediately following the Spin-off, UWWH merged with and into Veritiv (the "Merger"). The primary reason for the business combination was to create a North American business-to-business distribution company with a broad geographic reach, an extensive product offering and a differentiated and leading service platform. The Merger has been reflected in Veritiv’s financial statements using the acquisition method of accounting, with Veritiv as the accounting acquirer of UWWH.

On the Distribution Date:

•
8.16 million shares of Veritiv common stock were distributed on a pro rata basis to the International Paper shareholders of record as of the close of business on June 20, 2014. Immediately following the Spin-off, but prior to the Merger, International Paper’s shareholders owned all of the shares of Veritiv common stock outstanding, and
•
A cash payment of $404.2 million was distributed to International Paper, which was comprised of: (i) a special payment of $400.0 million, (ii) reduced by a $15.3 million preliminary working capital adjustment and (iii) increased by $19.5 million of transaction expense-related adjustments. During the fourth quarter of 2014, the working capital and transaction expense-related adjustments were finalized, resulting in an additional cash payment of $30.7 million to International Paper. Of the total payment, $432.8 million was reflected as a reduction to equity while the remaining $2.1 million was recorded in the Consolidated Statement of Operations for 2014.

In addition to the above payment, International Paper also has a potential earnout payment of up to $100.0 million that would become due in 2020 if Veritiv's aggregate EBITDA for fiscal years 2017, 2018 and 2019 exceeds an agreed-upon target of $759.0 million, subject to certain adjustments. The $100.0 million potential earnout payment would be reflected by Veritiv as a reduction to equity at the time of payment.

Immediately following the Spin-off on the Distribution Date:

•
UWW Holdings, LLC, the sole shareholder of UWWH, (the "UWWH Stockholder") received 7.84 million shares of Veritiv common stock for all outstanding shares of UWWH common stock that it held on the Distribution Date, in a private placement transaction,
•
Veritiv and the UWWH Stockholder entered into a registration rights agreement (the "Registration Rights Agreement") that provides the UWWH Stockholder with certain demand registration rights and piggyback registration rights which is more fully described in Note 9, Related Party Transactions,
•
Veritiv and the UWWH Stockholder entered into a tax receivable agreement (the "Tax Receivable Agreement") which is more fully described in Note 9, Related Party Transactions, and
•
The UWWH Stockholder received approximately $33.9 million of cash proceeds associated with preliminary working capital and net indebtedness adjustments, as well as cash proceeds of $4.7 million associated with transaction expense-related adjustments. During the fourth quarter of 2014, the Company finalized the working capital and net indebtedness adjustments, resulting in an additional cash payment of $5.7 million to the UWWH Stockholder. Of the total payment, $39.1 million was recorded as part of the purchase price consideration for Unisource while the remaining $5.2 million was recorded in the Consolidated Statement of Operations for 2014.
    
Immediately following the completion of the Spin-off and Merger, International Paper shareholders owned approximately 51%, and the UWWH Stockholder owned approximately 49%, of the shares of Veritiv common stock on a fully-diluted basis. Immediately following the completion of the Spin-off, International Paper did not own any shares of Veritiv common stock. See Note 2, Merger with Unisource, for further details on the Merger.

Veritiv’s common stock began regular-way trading on the New York Stock Exchange on July 2, 2014 under the ticker symbol VRTV.
 
Basis of Presentation

Prior to the Distribution Date, Veritiv’s financial position, results of operations and cash flows consisted of only the xpedx business of International Paper and were derived from International Paper’s historical accounting records. The financial results of xpedx have been presented on a carve-out basis through the Distribution Date, while the financial results for Veritiv, post Spin-off, are prepared on a stand-alone basis. As such, the audited Consolidated and Combined Financial Statements for the year ended December 31, 2014 consist of the consolidated results of Veritiv on a stand-alone basis for the six months ended December 31, 2014, and the combined results of operations of xpedx for the six months ended June 30, 2014 on a carve-out basis.

During 2011, xpedx ceased its Canadian operations, which had provided distribution of printing supplies to Canadian-based customers. Additionally, xpedx ceased its printing press distribution business, which was located in the U.S. Both of these businesses were historically included in xpedx's Print segment. These impacts are reported here as Discontinued Operations.

All significant intercompany transactions between Veritiv's businesses have been eliminated. All significant intercompany transactions between xpedx and International Paper have been included for the periods prior to the Spin-off and were considered to be effectively settled for cash at the time the transaction was recorded. The total net effect of the settlement of these intercompany transactions is reflected in the Consolidated and Combined Statement of Cash Flows for the year ended December 31, 2014 as a financing activity.

For periods prior to the Spin-off, the combined financial statements include expense allocations for certain functions previously provided by International Paper, including, but not limited to, general corporate expenses related to finance, legal, information technology, human resources, communications, insurance and stock-based compensation. These expenses have been allocated on the basis of direct usage when identifiable, with the remainder principally allocated on the basis of percent of capital employed, headcount, sales or other measures. Management considers the basis on which the expenses have been allocated to reasonably reflect the utilization of services provided to or for the benefit received by xpedx during those periods. The allocations may not, however, reflect the expenses xpedx would have incurred as an independent company for the periods presented. Actual costs that may have been incurred if xpedx had been a stand-alone company would depend on a number of factors, including the organizational structure, whether functions were outsourced or performed by employees and strategic decisions made in areas such as information technology and infrastructure. Veritiv is unable to determine what such costs would have been had xpedx been independent. See Note 9, Related Party Transactions, for further information.

Following the Spin-off, certain corporate and other related functions described above continued to be provided by International Paper under a transition services agreement. During the six months ended December 31, 2014, the Company recognized $15.5 million in selling and administrative expenses related to this agreement. For the year ended December 31, 2015, the Company recognized $10.0 million in selling and administrative expenses related to this agreement. As of December 31, 2015, all of the functions originally provided by International Paper under this agreement have been fully transitioned to the Company.

    
Use of Estimates

The preparation of financial statements in conformity with U.S. generally accepted accounting principles ("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, accounts receivable valuation, inventory valuation, employee benefit plans, income tax contingency accruals and valuation allowances, multi-employer plan withdrawal liabilities 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.

Summary of Significant Accounting Policies

Revenue Recognition

Revenue is recognized when persuasive evidence of an arrangement exists, the price is fixed or determinable, collectability is reasonably assured and delivery has occurred. Revenue is recognized when the customer takes title and assumes the risks and rewards of ownership. When management cannot conclude collectability is reasonably assured 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 reasonably assured. Multiple contracts with a single counterparty are accounted for as separate arrangements.

Sales transactions with customers are designated free on board ("f.o.b.") destination and revenue is recorded when the product is delivered to the customer’s delivery site, when title and risk of loss are transferred. Effective January 1, 2016, the Company harmonized its shipping terms to be f.o.b. destination. Prior to that date, revenue was recorded at the time of shipment for certain xpedx customers whose terms were designated f.o.b shipping point. Management determined that any shipments in transit at December 31, 2015 would honor the f.o.b. destination terms resulting in a reduction of $27.0 million and $1.8 million to net sales and operating income, respectively, for the year ended December 31, 2015.
    
Certain revenues are derived from shipments arranged by the Company made directly from a manufacturer to a customer. The Company is considered to be a principal to these transactions because, among other factors, it controls pricing to the customer, bears the credit risk of the customer defaulting on payment and is the primary obligor. Revenues from these sales are reported on a gross basis in the Consolidated and Combined Statements of Operations and amounted to $3.0 billion, $3.3 billion and $2.9 billion for the years ended December 31, 2016, 2015 and 2014, respectively.

Taxes collected from customers relating to product sales and remitted to governmental authorities are accounted for on a net basis. Accordingly, such taxes are excluded from both net sales and expenses.

Purchase Incentives and Customer Rebates

Veritiv enters into agreements with suppliers that entitle Veritiv to receive rebates, allowances and other discounts based on the attainment of specified purchasing levels or sales to certain customers. Purchase incentives are recorded as a reduction to inventory and recognized in cost of products sold when the sale occurs. During the year ended December 31, 2016, approximately 47% of the Company's purchases were made from ten suppliers.

Veritiv also enters into incentive agreements with its customers, which are generally based on sales to those same customers. Veritiv records estimated rebates to customers as a reduction to gross sales as customer revenue is recognized.

Distribution Expenses

Distribution expenses consist of storage, handling and delivery costs including freight to the Company's customers’ destination. Handling and delivery costs were $371.7 million, $380.5 million and $322.3 million for the years ended December 31, 2016, 2015 and 2014, respectively.

Merger and Integration Expenses

Merger and integration expenses are expensed as incurred. Merger expenses include advisory, legal and other professional fees directly associated with the Merger. Integration expenses include professional services and project management fees, internally dedicated integration management resources, retention compensation, information technology conversion costs, certain termination benefits (including change-in-control bonuses), rebranding and other costs to integrate the combined businesses of xpedx and Unisource.

Accounts Receivable and Allowances

Accounts receivable are recognized net of allowances that primarily consist of allowance for doubtful accounts of $23.7 million and $24.2 million as of December 31, 2016 and 2015, respectively, with the remaining balance of $10.8 million and $9.1 million being comprised of other allowances as of December 31, 2016 and 2015, respectively. The allowance for doubtful accounts reflects the best estimate of losses inherent in the Company’s accounts receivable portfolio determined on the basis of historical experience, specific allowances for known troubled accounts and other available evidence. The other allowances balance is inclusive of returns, discounts and any other items affecting the realization of these assets. Accounts receivable are written off when management determines they are uncollectible.
    
Below is a rollforward of the Company's accounts receivable allowances for the years ended December 31, 2016, 2015 and 2014:            
 
Year Ended December 31,
(in millions)
2016
 
2015
 
2014
Beginning balance, January 1
$
33.3

 
$
39.0

 
$
22.7

Add / (Deduct):
 
 
 
 
 
Provision for bad debt expense
2.2

 
7.4

 
12.8

Net write-offs and recoveries
(6.7
)
 
(13.1
)
 
(9.8
)
Other adjustments(1)
5.7

 
—

 
—

Purchase accounting adjustment
—

 
—

 
13.3

Ending balance, December 31
$
34.5

 
$
33.3

 
$
39.0

(1) Other adjustments represent amounts reserved for returns and discounts, foreign currency translation adjustments and reserves for customer accounts where revenue is not recognized because collectability is not reasonably assured. Prior year amounts were not material.

Inventories

The Company's inventories are primarily comprised of finished goods and predominantly valued at cost as determined by the last-in first-out ("LIFO") method. Such valuations are not in excess of market. Elements of cost in inventories include the purchase price invoiced by a supplier, plus inbound freight and related costs and reduced by estimated volume-based discounts and early pay discounts available from certain suppliers. Approximately 87% and 88% of inventories were valued using the LIFO method as of December 31, 2016 and 2015, respectively. If the first-in, first-out method had been used, total inventory balances would be increased by approximately $71.3 million and $71.8 million at December 31, 2016 and 2015, respectively.

The Company reduces the value of obsolete inventory based on the difference between the LIFO cost of the inventory and the estimated market value using assumptions of future demand and market conditions. To estimate the net realizable value, the Company considers factors such as age of the inventory, the nature of the products, the quantity of items on-hand relative to sales trends, current market prices and trends in pricing, its ability to use excess supply in another channel, historical write-offs and expected residual values or other recoveries.

Veritiv maintains some of its inventory on a consignment basis in which the inventory is physically located at the customer's premises or a third-party warehouse. Veritiv had $47.3 million and $51.4 million of consigned inventory as of December 31, 2016 and 2015, respectively, valued on a LIFO basis, net of reserves.

Property and Equipment, Net

Property and equipment are stated at cost, less accumulated depreciation and software amortization. Expenditures for replacements and major improvements are capitalized, whereas repair and maintenance costs that do not improve service potential or extend economic life are expensed as incurred. The Company capitalizes certain computer software and development costs incurred in connection with developing or obtaining software for internal use. Costs related to the development of internal use software, other than those incurred during the application development stage, are expensed as incurred.
            
The components of property and equipment, net were as follows:
(in millions)
December 31,
 
December 31,
2016
 
2015
Land, buildings and improvements
$
132.0

 
$
129.6

Machinery and equipment
131.1

 
123.6

Equipment capital leases and assets related to financing obligations with related party
215.5

 
224.5

Internal use software
151.0

 
135.0

Construction-in-progress
35.0

 
14.0

Less: Accumulated depreciation and software amortization
(292.8
)
 
(263.0
)
Property and equipment, net
$
371.8

 
$
363.7



Depreciation is calculated using the straight-line method over the estimated useful lives of the assets. Land is not depreciated, and construction-in-progress ("CIP") is not depreciated until ready for service. Leased property and leasehold improvements are amortized on a straight-line basis over the lease term or useful life of the asset, whichever is less.

Depreciation and amortization for property and equipment, other than land and CIP, is based upon the following estimated useful lives:
Buildings
40 years
Leasehold improvements
1 to 20 years
Machinery and equipment
3 to 15 years
Equipment capital leases and assets related to financing obligations with related party
3 to 15 years
Internal use software
3 to 5 years


Depreciation and amortization expense, including the depreciation expense for equipment capital leases, assets related to financing obligations with related party and amortization expense of internal use software, totaled $51.3 million, $51.0 million and $32.9 million for the years ended December 31, 2016, 2015 and 2014, respectively.

Accumulated depreciation on equipment capital leases and assets related to financing obligations with related party was $29.7 million and $20.1 million for the years ended December 31, 2016 and 2015, respectively.

Amortization expense of the internal use software was $17.5 million, $18.4 million and $11.0 million for the years ended December 31, 2016, 2015 and 2014, respectively. As of December 31, 2016 and 2015, unamortized internal use software costs, including amounts recorded in CIP, were $43.9 million and $45.0 million, respectively.

Upon retirement or other disposal of property and equipment, the cost and related amount of accumulated depreciation or accumulated amortization are eliminated from the asset and accumulated depreciation or accumulated amortization accounts, respectively. The difference, if any, between the net asset value and the proceeds is included in net income.

Leases

The Company leases certain property and equipment used for operations. Such lease arrangements are reviewed for capital or operating classification at their inception.

Capital lease obligations consist of delivery equipment, material handling equipment, computer hardware and office equipment which are leased through third parties under non-cancelable leases with terms generally ranging from three to eight years. Many of the delivery equipment leases include annual rate increases based on the Consumer Price Index which are included in the calculation of the initial lease obligation. The carrying value of the related equipment associated with these capital leases is included within property and equipment, net in the Consolidated Balance Sheets and depreciated over the term of the lease. The Company does not record rent expense for capital leases. Rather, rental payments under the lease are recognized as a reduction of the capital lease obligation and interest expense. Depreciation expense for assets under capital leases is included in the total depreciation expense disclosed in the Consolidated and Combined Statements of Operations.
  
All other leases are operating leases. Certain lease agreements include renewal options and rent escalation clauses. Assets subject to an operating lease and the related lease payments are not recorded on the Company’s balance sheet. Rent expense is recognized on a straight-line basis over the expected lease term.

The term for all types of leases begins on the date the Company becomes legally obligated for the rent payments or takes possession of the asset, whichever is earlier.
    
Goodwill and Other Intangible Assets, Net

Goodwill relating to a single business reporting unit is included as an asset of the applicable segment. Goodwill arising from major acquisitions that involve multiple reportable segments is allocated to the reporting units based on the relative fair value of the reporting unit.

Goodwill is reviewed by Veritiv for impairment on a reporting unit basis annually on October 1st or more frequently if indicators are present or changes in circumstances suggest that impairment may exist. The testing of goodwill for possible impairment is a two-step process. In the first step, the fair value of a reporting unit is compared with its carrying value, including goodwill. If fair value exceeds the carrying value, goodwill is not considered to be impaired. If the fair value of a reporting unit is below the carrying value, then step two is performed to measure the amount of the goodwill impairment loss for the reporting unit. This analysis requires the determination of the fair value of all of the individual assets and liabilities of the reporting unit, including any currently unrecognized intangible assets, as if the reporting unit had been purchased on the analysis date. Once these fair values have been determined, the implied fair value of the unit’s goodwill is calculated as the excess, if any, of the fair value of the reporting unit determined in step one over the fair value of the net assets determined in step two. The carrying value of goodwill is then reduced to this implied value, or to zero if the fair value of the assets exceeds the fair value of the reporting unit, through a goodwill impairment charge. During the fourth quarter of 2015, the Company's annual goodwill impairment testing indicated that the implied value of the Facility Solutions goodwill was less than its carrying value. Accordingly, Veritiv recorded a $1.9 million impairment charge in selling and administrative expense relating to the Facility Solutions goodwill. See Note 4, Goodwill and Other Intangible Assets. No goodwill impairment charges were recorded during the years ended December 31, 2016 and 2014.

Intangible assets acquired in a business combination are recorded at fair value. The Company's intangible assets include customer relationships, trademarks and trade names and non-compete agreements. Intangible assets with finite useful lives are subsequently amortized using the straight-line method over the estimated useful lives of the assets. See the Impairment of Long-Lived Assets section below for the accounting policy related to the periodic review of long-lived intangible assets for impairment. During the third and fourth quarters of 2016, the Company recognized a total of $5.8 million in asset impairment charges related to its Print and Publishing & Print Management ("Publishing") segments' customer relationship intangible assets which was recorded in selling and administrative expenses. See Note 4, Goodwill and Other Intangible Assets. No intangible asset impairment charges were recorded during the years ended December 31, 2015 and 2014.


Impairment of Long-Lived Assets

Long-lived assets, including finite lived intangible assets, are tested for impairment whenever events or changes in circumstances indicate their carrying value may not be recoverable. The Company assesses the recoverability of long-lived assets based on the undiscounted future cash flow the assets are expected to generate and recognizes an impairment loss when estimated undiscounted future cash flows expected to result from the use of the asset plus net proceeds expected from disposition of the asset, if any, are less than the carrying value of the asset. When an impairment is identified, the Company reduces the carrying amount of the asset to its estimated fair value based on a discounted cash flow approach or, when available and appropriate, to comparable market values.

For the year ended December 31, 2016, impairment charges of $1.9 million were recorded for certain long-lived assets that supported multiple segments. These charges were recorded as selling and administrative expense as they were not related to the Company's restructuring efforts. For the year ended December 31, 2015, impairment charges of $4.0 million were recorded for certain long-lived assets that supported multiple segments, with $0.7 million recorded as selling and administrative expense and $3.3 million recorded as restructuring expense. See Note 3, Merger, Integration and Restructuring Charges. No long-lived asset impairment charges were recorded during the year ended December 31, 2014.

Employee Benefit Plans

The Company sponsors and/or contributes to defined contribution plans, defined benefit pension plans and multi-employer pension plans in the United States. In addition, the Company and its subsidiaries have various pension plans and other forms of retirement arrangements outside the United States. See Note 10, Employee Benefit Plans, for additional information.
      
Prior to the Spin-off, certain of xpedx’s employees participated in defined benefit pension and other post-retirement benefit plans sponsored and accounted for by International Paper. In conjunction with the Spin-off, the above plans were frozen for the xpedx employees, and International Paper retained the associated liabilities. Certain xpedx union employees were added as participants to the Unisource defined benefit pension plan. In conjunction with the Merger, Veritiv assumed responsibility for Unisource’s defined benefit plans and Supplemental Executive Retirement Plan ("SERP") in the U.S. and Canada. Except as discussed below, these plans were frozen prior to the Merger.  Union employees continue to accrue benefits under the U.S. defined benefit pension plan in accordance with their collective bargaining agreements.

The determination of defined benefit pension and postretirement plan obligations and their associated costs requires the use of actuarial computations to estimate participant plan benefits to which the employees will be entitled. The Company’s significant assumptions in this regard include discount rates, rate of future compensation increases, expected long-term rates of return on plan assets, mortality rates, and other factors. Each assumption is developed using relevant company experience in conjunction with market-related data in the U.S. and Canada. All actuarial assumptions are reviewed annually with third-party consultants and adjusted, as necessary.

For the recognition of net periodic postretirement cost, the calculation of the expected long-term rate of return on plan assets is derived using the fair value of plan assets at the measurement date. Actual results that differ from the Company's assumptions are accumulated and amortized on a straight-line basis only to the extent they exceed 10% of the higher of the fair value of plan assets or the projected benefit obligation, over the estimated remaining service period of active participants. The fair value of plan assets is determined based on market prices or estimated fair value at the measurement date.

The Company also makes contributions to multi-employer pension plans for its union employees covered by such plans. For these plans, the Company recognizes a liability only for any required contributions to the plans or surcharges imposed by the plans that are accrued and unpaid at the balance sheet date. The Company does not record an asset or liability to recognize the funded status of the plans. The Company records an estimated undiscounted charge when it becomes probable that it has incurred a withdrawal liability as the final amount and timing is not assured.

Stock-Based Compensation

The Company measures and records compensation expense for all stock-based awards based on the grant date fair values over the vesting period of the awards. See Note 15, Equity-Based Incentive Plans, for additional information.

Income Taxes

Veritiv's income tax expense, deferred tax assets and liabilities, and liabilities for unrecognized tax benefits reflect management’s best assessment of estimated current and future taxes to be paid.  Veritiv records its global tax provision based on the respective tax rules and regulations for the jurisdictions in which it operates.  Where treatment of a position is uncertain, liabilities are recorded based upon an evaluation of the more likely than not outcome considering technical merits of the position.  Changes to recorded liabilities are made only when an identifiable event occurs that alters the likely outcome, such as settlement with the relevant tax authority or the expiration of statutes of limitation for the subject tax year.  Significant judgments and estimates are required in determining the consolidated income tax expense.
               
Valuation allowances are recorded to reduce deferred tax assets when it is more likely than not that a tax benefit will not be realized.  Significant judgment is required in evaluating the need for and amount of valuation allowances against deferred tax assets.  The realization of these assets is dependent on generating sufficient future taxable income.

While Veritiv believes that these judgments and estimates are appropriate and reasonable under the circumstances,
actual resolution of these matters may differ from recorded estimated amounts.
    
Fair Value Measurements

Fair value is the price that would be received upon the sale of an asset or paid to transfer a liability in an orderly transaction between market participants at the measurement date. The following fair value hierarchy is used in selecting inputs, with the highest priority given to Level 1, as these are the most transparent or reliable.
    
Level 1 –
Quoted market prices in active markets for identical assets or liabilities.
Level 2 –
Observable market-based inputs other than quoted prices included within Level 1 that are observable for the asset or liability, either directly or indirectly.
Level 3 –
Unobservable inputs for the asset or liability reflecting the reporting entity’s own assumptions or external inputs from inactive markets.

See Note 11, Fair Value Measurements, for further detail.

Foreign Currency

The assets and liabilities of the foreign subsidiaries are translated from their respective local currencies to the U.S. dollars at the appropriate spot rates as of the balance sheet date. Changes in the carrying value of these assets and liabilities attributable to fluctuations in spot rates are recognized in foreign currency translation adjustment, a component of accumulated other comprehensive loss ("AOCL"). See Note 14, Shareholders' Equity, for further detail.

The revenues and expenses of the foreign subsidiaries are translated using the monthly average exchange rates during the year. The gains or losses from foreign currency transactions are included in other expense, net in the Consolidated and Combined Statements of Operations.

Treasury Stock
    
Common stock purchased for treasury is recorded at cost. Costs incurred by the Company that are associated with the acquisition of treasury stock are treated in a manner similar to stock issue costs and are added to the cost of the treasury stock.


Recently Issued Accounting Standards
Recently Issued Accounting Standards Not Yet Adopted
Standard
 
Description
 
Effective Date
 
Effect on the Financial Statements or Other Significant Matters
Accounting Standards Update ("ASU") 2014-09, Revenue from Contracts with Customers (Topic 606)
 
The standard will replace existing revenue recognition standards and significantly expand the disclosure requirements for revenue arrangements. It may be adopted either retrospectively or on a modified retrospective basis to new contracts and existing contracts with remaining performance obligations as of the effective date.
 
January 1, 2018; early adoption date is no earlier than the annual period beginning after December 15, 2016
 
The initial analysis identifying areas that will be impacted by the new guidance included a review of a representative sample of existing revenue contracts with customers. Based on this initial analysis, areas requiring further analysis were identified and that analysis is ongoing. Those areas include accounting for customer rebates, principal/agent considerations, and bill and hold transactions. The Company has not made a decision on the method of adoption. We have not determined the effect of the new standard on our internal control over financial reporting or other changes in business practices and processes, but will do so during 2017. The Company plans to adopt this ASU on January 1, 2018.
ASU 2016-02, Leases (Topic 842)
 
The standard requires lessees to put most leases on their balance sheet, but recognize expenses in their statement of operations in a manner similar to current accounting guidance. The new standard also eliminates the current guidance related to real estate specific provisions. The guidance requires application on a modified retrospective basis.
 
January 1, 2019; early adoption is permitted
 
The Company anticipates that the adoption of the standard will have a material impact to its Consolidated Financial Statements and related disclosures as it will result in recording virtually all operating leases on the balance sheet as a lease obligation and right to use asset. The Company plans to adopt this ASU on January 1, 2019.
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 for fiscal years beginning after December 15, 2018
 
The Company is currently evaluating the impact the ASU will have on its Consolidated Financial Statements and related disclosures. The Company 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 2016-15, Statement of Cash Flows (Topic 230)

 
The standard addresses eight specific cash flow issues and is intended to reduce diversity in practice in how certain cash receipts and cash payments are presented and classified in the statement of cash flows. The guidance requires application on a retrospective basis.

 
January 1, 2018; early adoption is permitted (early adoption requires the adoption of all amendments in the same period)

 
The Company is currently evaluating the impact the ASU will have on its Consolidated Financial Statements and related disclosures. The Company plans to adopt this ASU on January 1, 2018.
ASU 2017-01, Business Combinations (Topic 805)
 
The standard clarifies the definition of a business with the objective of adding guidance to assist entities with evaluating whether transactions should be accounted for as acquisitions (or disposals) of assets or businesses. The guidance requires application on a prospective basis.
 
January 1, 2018; early adoption is permitted

 
The Company plans to adopt this ASU on January 1, 2018.
ASU 2017-07, Compensation-Retirement Benefits (Topic 715)
 
The standard requires employers to disaggregate the service cost component from the other components of net benefit cost and disclose the amount of net benefit cost that is included in the income statement or capitalized in assets, by line item. The standard requires employers to report the service cost component in the same line item(s) as other compensation costs and to report other pension-related costs (which include interest costs, amortization of pension-related costs from prior periods, and the gains or losses on plan assets) separately and exclude them from the subtotal of operating income. The standard also allows only the service cost component to be eligible for capitalization when applicable. The guidance requires application on a retrospective basis for the presentation of the service cost component and the other components of net periodic pension cost and net periodic postretirement benefit cost in the income statement and on a prospective basis for the capitalization of the service cost component of net periodic pension cost and net periodic postretirement benefit in assets.
 
January 1, 2018; early adoption is permitted as of the first interim period of an annual period for which interim or annual financial statements have not been issued
 
The Company is currently evaluating the impact the ASU will have on its Consolidated Financial Statements and related disclosures. The Company plans to adopt this ASU on January 1, 2018.



Recently Adopted Accounting Standards
 
 
 
 
Standard
 
Description
 
Effective Date
 
Effect on the Financial Statements or Other Significant Matters
ASU 2016-09, Compensation-
Stock Compensation
(Topic 718)
 
The standard was issued as part of the Financial Accounting Standards Board's simplification initiative. The areas for simplification involve several aspects of the accounting for share-based payment transactions, including income tax consequences, award classification as either equity or liabilities, and classification on the statement of cash flows. The guidance required application on a prospective basis.

 
January 1, 2017; early adoption is permitted

 
The Company adopted this ASU on January 1, 2016. The adoption did not materially impact its Consolidated Financial Statements or related disclosures.
ASU 2015-05, Intangibles - Goodwill and Other - Internal-Use Software (Subtopic 350-40)
 
The amendments in this update provide guidance to customers about whether a cloud computing arrangement includes a software license. If a cloud computing arrangement includes a software license, then the customer should account for the software license element of the arrangement consistent with the acquisition of other software licenses. If a cloud computing arrangement does not include a software license, the customer should account for the arrangement as a service contract. This update can be adopted either prospectively or retrospectively.
 
January 1, 2016
 
The Company adopted this ASU prospectively for all new transactions entered into or materially modified after January 1, 2016. The adoption did not materially impact its Consolidated Financial Statements or related disclosures.
ASU 2015-07, Fair Value Measurement (Topic 820) Disclosures for Investments in Certain Entities that Calculate Net Asset Value per Share (or Its Equivalent)
 
The amendments in this update remove the requirement to categorize within the fair value hierarchy all investments for which fair value is measured using the net asset value per share practical expedient. Although the investment is not categorized within the fair value hierarchy, a reporting entity shall provide the amount measured using the net asset value per share (or its equivalent) practical expedient to permit reconciliation of the fair value of investments included in the fair value hierarchy to the total plan asset fair value amounts. The amendments required application on a retrospective basis.
 
January 1, 2016
 
The Company adopted this ASU on January 1, 2016. Certain of the Company's Canadian pension plan assets, reported in prior years as Level 2 in the fair value hierarchy, have been removed from the fair value hierarchy and are now reported as reconciling items to total fair value of plan assets.
ASU 2015-11, Simplifying the Measurement of Inventory
 
The standard requires companies to measure inventory at the lower of cost and net realizable value, thereby simplifying the current guidance under which an entity must measure inventory at the lower of cost or market. This ASU will not apply to inventories measured by either the last-in first-out method or retail inventory method. The guidance requires application on a prospective basis.
 
January 1, 2017
 
The Company adopted this ASU on January 1, 2017. The adoption did not materially impact its Consolidated Financial Statements or related disclosures. For the year ended December 31, 2016, approximately 87% of the inventory balance was measured using LIFO.
ASU 2017-04, Intangibles - Goodwill and Other (Topic 350)
 
The standard simplifies how an entity is required to test goodwill for impairment by eliminating Step 2 from the goodwill impairment test. Step 2 measures a goodwill impairment loss by comparing the implied fair value of a reporting unit’s goodwill with the carrying amount of that goodwill. The guidance requires application on a prospective basis.
 
January 1, 2020; early adoption is permitted
 
The Company adopted this ASU on January 1, 2017.
Merger with Unisource
Merger with Unisource
2. MERGER WITH UNISOURCE

As more fully described in Note 1, Business and Summary of Significant Accounting Policies, on July 1, 2014, UWWH merged with and into Veritiv. The Merger was accounted for in the Company’s financial statements using the acquisition method of accounting, with Veritiv as the accounting acquirer of Unisource. The purchase price of $383.2 million was determined in accordance with the Agreement and Plan of Merger and is allocated to tangible and identifiable intangible assets and liabilities based upon their respective fair values.

During the second quarter of 2015, the Company finalized the purchase price allocation, which resulted in a net $0.3 million increase in deferred tax assets and a corresponding decrease to goodwill. These adjustments did not have a material impact on the Company's previously reported Consolidated Financial Statements and, therefore, the Company has not retrospectively adjusted those financial statements.

The following table summarizes the components of the purchase price for Unisource. The fair value of Veritiv shares issued represents the aggregate value of 7.84 million shares issued at the closing "when-issued" market price of the Company’s stock on June 30, 2014, the day prior to the Merger, less a discount for lack of marketability. See Note 11, Fair Value Measurements, regarding the valuation of the contingent liability.
Purchase price:
(in millions)
Fair value of Veritiv shares issued in the Merger
$
284.7

Cash payments associated with customary working capital and net indebtedness adjustments
39.1

Fair value of contingent liability associated with the Tax Receivable Agreement
59.4

Total purchase price
$
383.2


    
The following table summarizes the final allocation of the purchase price to assets acquired and liabilities assumed as of the date of the Merger:
Final Allocation:
(in millions)
Cash
$
70.9

Accounts receivable
448.4

Inventories
353.8

Deferred income tax assets
72.0

Property and equipment
299.0

Goodwill
25.7

Other intangible assets
31.5

Other current and non-current assets (including below market leasehold agreements)
61.8

Accounts payable
(284.2
)
Long-term debt (including equipment capital leases)
(313.2
)
Financing obligations to related party
(233.1
)
Defined benefit pension obligations
(30.3
)
Other current and non-current liabilities (including above market leasehold agreements)
(119.1
)
Total purchase price
$
383.2



The purchase price allocated to the identifiable intangible assets acquired is as follows:
 
Value
(in millions)
 
Estimated Weighted-Average Useful Life (in years)
Customer relationships
$
24.3

 
14.8
Trademarks/Trade names
4.1

 
3.6
Non-compete agreements
3.1

 
1
Total identifiable intangible assets acquired
$
31.5

 
 

    
Goodwill of $25.7 million arising from the Merger consists largely of the synergies and other benefits expected from combining the operations. The goodwill is not expected to be deductible for income tax purposes. See Note 4, Goodwill and Other Intangible Assets, for the allocation of goodwill to the Company's reportable segments.

Actual and Pro Forma Impact

The operating results for Unisource are included in the Company’s financial statements from July 1, 2014 through December 31, 2014. Net sales and pre-tax income attributable to Unisource during this period were $2,040.5 million and $31.2 million, respectively.
    
The following unaudited pro forma financial information presents results as if the Merger and the related financing, further described in Note 5, Debt, occurred on January 1, 2013. The historical consolidated financial information of the Company and Unisource has been adjusted in the pro forma information to give effect to pro forma events that are directly attributable to the transactions and factually supportable. The unaudited pro forma results do not reflect events that have occurred or may occur after the transactions, including the impact of any synergies expected to result from the Merger. Accordingly, the unaudited pro forma financial information is not necessarily indicative of the results of operations as they would have been had the transactions been effected on the assumed date, nor is it necessarily an indication of future operating results.
(Unaudited)
Year Ended 
 December 31,
(in millions, except per share data)
2014
Net sales
$
9,314.1

Net income
$
22.7

Earnings per share – basic and diluted
$
1.42

Weighted average shares outstanding – basic and diluted
16.00


The unaudited pro forma information reflects primarily the following pre-tax adjustments for the respective periods:

•
Merger and integration expenses: Merger and integration expenses of $75.1 million incurred during the year ended December 31, 2014 have been eliminated.
•
Incremental depreciation and amortization expense: Pro forma net income for the year ended December 31, 2014 includes $2.5 million of incremental depreciation and amortization expense related to the fair value adjustments to property and equipment and identifiable intangible assets.

A combined effective U.S. federal statutory and state rate of 39.0% was used to determine the after-tax impact on net income of the pro forma adjustments.
Merger, Integration and Restructuring Charges
Merger, Integration and Restructuring Charges
3. MERGER, INTEGRATION AND RESTRUCTURING CHARGES

The Company currently expects costs and charges associated with achieving anticipated cost savings and other synergies from the Spin-off and Merger (excluding charges relating to the complete or partial withdrawal from multi-employer pension plans, which are uncertain at this time), to be approximately $225 million to $250 million over a five-year period from the Distribution Date, including approximately $90 million for capital expenditures, primarily consisting of information technology infrastructure, systems integration and planning.

Merger and Integration Charges

During the year ended December 31, 2014, Veritiv incurred merger and integration expenses related primarily to: advisory, legal and other professional fees directly associated with the Merger, retention compensation, certain termination benefits (including change-in-control bonuses), information technology conversion costs, rebranding and other costs to integrate the combined businesses of xpedx and Unisource. During the years ended December 31, 2016 and 2015, Veritiv incurred costs and charges related primarily to: professional services and project management fees, internally dedicated integration management resources, retention compensation, information technology conversion costs, rebranding costs and other costs to integrate the combined businesses of xpedx and Unisource. The following table summarizes the components of merger and integration expenses:

 
 
Year Ended December 31,
(in millions)
 
2016
 
2015
 
2014
Integration management
 
$
8.3

 
$
—

 
$
—

Retention compensation
 
2.5

 
10.8

 
37.9

Information technology conversion costs
 
6.3

 
7.4

 
2.9

Rebranding
 
2.4

 
6.1

 
0.4

Legal, consulting and other professional fees
 
2.3

 
7.8

 
29.7

Other
 
4.1

 
2.8

 
4.2

     Total merger and integration expenses
 
$
25.9

 
$
34.9

 
$
75.1



Veritiv Restructuring Plan

As part of the Spin-off and 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.
During the fourth quarter of 2014, the Company initiated the process of consolidating warehouse and customer service locations of the legacy organizations as well as realigning its field and sales management function. 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 a complete exit of a market.

The Company recorded estimated restructuring charges of $12.4 million, $11.3 million and $5.1 million during the years ended December 31, 2016, 2015 and 2014, respectively, related to these initiatives. See Note 17, Segment Information, for the impact these charges had on the Company's reportable segments. During the third and fourth quarters of 2016, the Company recorded charges of $7.3 million and $2.5 million, respectively, related to the complete or partial withdrawal from various multi-employer pension plans. Of these charges, $7.5 million was recorded as part of the Company's restructuring efforts and $2.3 million was recorded as distribution expense as it was unrelated to restructuring efforts. Final charges for these withdrawals will not be known until the plans issue their respective determinations. As a result, these estimates may increase or decrease depending upon the final determinations. Currently, the Company expects payments will occur over approximately a 20 year period. The Company expects to incur similar types of charges in future periods in connection with its ongoing restructuring activities. Other direct costs reported in the table below include facility closing costs, estimated multi-employer pension plan withdrawal charges and other incidental costs associated with the development, communication, administration and implementation of these initiatives. The following is a summary of the Company's restructuring activity for the periods presented:     
(in millions)
Severance and Related Costs
 
Other Direct Costs
 
Total
Balance at December 31, 2014
$
3.7

 
$
0.2

 
$
3.9

Costs incurred
4.3

 
2.9

 
7.2

Payments
(6.3
)
 
(2.7
)
 
(9.0
)
Balance at December 31, 2015
1.7

 
0.4

 
2.1

Costs incurred
3.5

 
11.0

 
14.5

Payments
(3.4
)
 
(3.4
)
 
(6.8
)
Balance at December 31, 2016
$
1.8

 
$
8.0

 
$
9.8


    
In addition, for the years ended December 31, 2016 and 2015, the Company recognized a $2.1 million net non-cash gain from property sales and a $4.1 million net non-cash loss from asset impairments, respectively.

xpedx Restructuring Plan

During 2010, xpedx completed a strategic assessment of its operating model, resulting in the decision to begin a multi-year restructuring plan. The restructuring plan involved the establishment of a lower cost operating model in connection with the repositioning of the Print segment in response to changing market considerations. The restructuring plan included initiatives to: (i) optimize the warehouse network, (ii) improve the efficiency of the sales team and (iii) reorganize the procurement function. The plan was launched in 2011 and was substantially completed by June 30, 2014.

The restructuring plan identified locations to be affected and a time range for specific actions. There were no locations closed in 2014 under this plan. xpedx recorded restructuring income of $1.1 million for the year ended December 31, 2014 related to these closures. Direct costs reported in the table below primarily include other minor costs related to these initiatives which were offset by the gain on the sale of fixed assets. The income and charges were as follows:

 
 
Year Ended December 31,
(in millions)
 
2014
Facility costs
 
$
0.3

Severance
 
0.2

Gain on sale of fixed assets
 
(1.6
)
Total
 
$
(1.1
)

The corresponding liability and activity during the periods presented are detailed in the table below. In connection with the Spin-off on July 1, 2014, the remaining liability at June 30, 2014 was transferred to International Paper. See Note 9, Related Party Transactions, for more details.
(in millions)
Total
Liability at December 31, 2013
$
7.7

Costs incurred
0.1

Payments
(3.9
)
Adjustment of prior year's estimate
(0.3
)
Liability transferred to Parent in connection with Spin-off
(3.6
)
Liability at December 31, 2014
$
—

Goodwill and Other Intangible Assets
Goodwill and Other Intangible Assets
4. GOODWILL AND OTHER INTANGIBLE ASSETS

Goodwill

At December 31, 2016, the net goodwill balance was $50.2 million. The following table sets forth the changes in the carrying amount of goodwill during 2015 and 2016:
(in millions)
Print
 
Publishing
 
Packaging
 
Facility Solutions
 
Corporate & Other
 
Total
Balance at December 31, 2014:
 
 
 
 
 
 
 
 
 
 
 
   Goodwill
$
265.4

 
$
50.5

 
$
44.3

 
$
59.0

 
$
6.2

 
$
425.4

   Accumulated impairment losses
(265.4
)
 
(50.5
)
 
—

 
(57.1
)
 
—

 
(373.0
)
      Net goodwill 2014
—

 
—

 
44.3

 
1.9

 
6.2

 
52.4

2015 Activity:
 
 
 
 
 
 
 
 
 
 
 
   Purchase accounting adjustment
—

 
—

 
(0.2
)
 
—

 
(0.1
)
 
(0.3
)
   Impairment of goodwill
—

 
—

 
—

 
(1.9
)
 
—

 
(1.9
)
Balance at December 31, 2015:
 
 
 
 
 
 
 
 
 
 
 
   Goodwill
265.4

 
50.5

 
44.1

 
59.0

 
6.1

 
425.1

   Accumulated impairment losses
(265.4
)
 
(50.5
)
 
—

 
(59.0
)
 
—

 
(374.9
)
      Net goodwill 2015
—

 
—

 
44.1

 
—

 
6.1

 
50.2

2016 Activity:
 
 
 
 
 
 
 
 
 
 
 
   Goodwill acquired
—

 
—

 
—

 
—

 
—

 
—

   Impairment of goodwill
—

 
—

 
—

 
—

 
—

 
—

Balance at December 31, 2016:

 

 

 

 

 

   Goodwill
265.4

 
50.5

 
44.1

 
59.0

 
6.1

 
425.1

   Accumulated impairment losses
(265.4
)
 
(50.5
)
 
—

 
(59.0
)
 
—

 
(374.9
)
      Net goodwill 2016
$
—

 
$
—

 
$
44.1

 
$
—

 
$
6.1

 
$
50.2



There were no goodwill impairment charges for the year ended December 31, 2016, as the estimated fair values of Veritiv's segments that have goodwill substantially exceeded their carrying values. As part of the Company's annual goodwill impairment testing during the fourth quarter of 2015, a $1.9 million goodwill impairment was identified and recorded as selling and administrative expense for the Facility Solutions segment.

Other Intangible Assets

The components of the Company's other intangible assets were as follows:
 
December 31, 2016
 
December 31, 2015
(in millions)
Gross Carrying Amount
 
Accumulated Amortization
 
Net
 
Gross Carrying Amount
 
Accumulated Amortization
 
Net
Customer relationships
$
23.6

 
$
4.0

 
$
19.6

 
$
55.0

 
$
26.7

 
$
28.3

Trademarks/Trade names
2.7

 
1.3

 
1.4

 
4.1

 
2.2

 
1.9

Non-compete agreements
—

 
—

 
—

 
3.1

 
3.1

 
—

Total
$
26.3

 
$
5.3

 
$
21.0

 
$
62.2

 
$
32.0

 
$
30.2


    
During the year ended December 31, 2016, the Company recognized $2.8 million and $3.0 million in asset impairment charges related to its Print and Publishing segments' customer relationship intangible assets, respectively, which was recorded in selling and administrative expenses.

Upon retirement or full impairment of the intangible asset, the cost and related amount of accumulated amortization are eliminated from the asset and accumulated amortization accounts, respectively.

The Company recorded amortization expense of $3.4 million, $5.9 million and $4.7 million for the years ended December 31, 2016, 2015, and 2014, respectively.

The estimated aggregate amortization expense for each of the five succeeding years is as follows (in millions):
Year
 
Total
2017
 
$
2.1

2018
 
2.1

2019
 
1.9

2020
 
1.6

2021
 
1.6

Debt
Debt
5. DEBT

The Company's long-term debt obligations were as follows:
(in millions)
December 31, 2016
 
December 31, 2015
ABL Facility
$
726.9

 
$
795.5

Equipment capital lease and other obligations (1)
25.2

 
7.8

Total debt
752.1

 
803.3

Less: current portion of long-term debt
(2.9
)
 
(2.8
)
Long-term debt, net of current maturities
$
749.2

 
$
800.5


    (1) As of December 31, 2016 and 2015, includes $19.1 million and $0.7 million, respectively, related to the Toronto build-to-suit arrangement described more fully in Note 7, Leases.

ABL Facility

In conjunction with the Spin-off and Merger, and to refinance existing debt of Unisource, Veritiv entered into a $1.4 billion asset-based lending facility (the "ABL Facility"). The ABL Facility is comprised of U.S. and Canadian sub-facilities of $1,250.0 million and $150.0 million, respectively. The ABL Facility is available to be drawn in U.S. dollars, in the case of the U.S. sub-facilities, and in U.S. dollars or Canadian dollars, in the case of the Canadian sub-facilities, or in other currencies that are mutually agreeable. The Company's accounts receivable and inventories in the U.S. and Canada are collateral under the ABL Facility.

On August 11, 2016, the Company amended the ABL Facility to, among other things, extend the maturity date to August 11, 2021. All other significant terms remained consistent. The ABL Facility provides for the right of the individual lenders to extend the maturity date of their respective commitments and loans upon the request of Veritiv and without the consent of any other lenders. The ABL Facility may be prepaid at Veritiv's option at any time without premium or penalty and is subject to mandatory prepayment if the amount outstanding under the ABL Facility exceeds either the aggregate commitments with respect thereto or the current borrowing base, in an amount equal to such excess.

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 limits outlined under the ABL Facility. At December 31, 2016 the above test was not applicable.

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 December 31, 2016, the available additional borrowing capacity under the ABL Facility was approximately $429.9 million.

Under the terms of the ABL Facility, interest rates are based upon LIBOR or the prime rate plus a margin rate, or in the case of Canada, a banker’s acceptance rate or base rate plus a margin rate. At December 31, 2016 and December 31, 2015, the weighted-average borrowing interest rate was 2.5%.

Financing and other related costs incurred in connection with the ABL Facility are reflected in other non-current assets in the Consolidated Balance Sheets and are amortized over the ABL Facility term. In conjunction with the ABL Facility amendment noted above, the Company recognized a charge of $1.9 million to interest expense, net, in the Consolidated and Combined Statements of Operations, for the write-off of a portion of the previously deferred financing costs associated with lenders in the original ABL Facility that exited the amended ABL Facility. In addition, the Company incurred and deferred $2.0 million of new financing costs associated with this transaction, reflected in other non-current assets in the Consolidated Balance Sheets, which will be amortized to interest expense on a straight-line basis over the amended term of the ABL Facility. For the years ended December 31, 2016, 2015 and 2014, interest expense, net in the Consolidated and Combined Statements of Operations included $5.6 million, $4.4 million and $2.2 million, respectively, of amortization and write-off of deferred financing fees.
    
Senior Credit Facility

Unisource had an asset-based senior credit facility agreement (the "Senior Credit Facility") of which $303.9 million was drawn and outstanding as of July 1, 2014. On July 1, 2014, Veritiv assumed the Senior Credit Facility debt in connection with the Merger and used a portion of the proceeds borrowed against the ABL Facility to repay all of the outstanding balance under the Senior Credit Facility. Accordingly, the Senior Credit Facility expired on July 1, 2014 as a result of the prepayment.

Equipment Capital Lease Obligations
    
See Note 7, Leases, for additional information regarding the Company's equipment capital lease obligations.
Derivative Instrument, Hedging Activities and Risk Management
Derivative Instrument, Hedging Activities and Risk Management
6. DERIVATIVE INSTRUMENT, HEDGING ACTIVITIES AND RISK MANAGEMENT

Financial Risk Management Policy

The Company’s indebtedness under its financing arrangement creates interest rate risk. The Company’s objective is to reduce, where it is deemed appropriate to do so, fluctuations in earnings and cash flows associated with changes in the interest rate. The Company does not hold or issue derivative financial instruments for trading or speculative purposes.

This interest rate exposure is actively monitored by management, and in July 2015, the Company entered into an interest rate cap agreement. The interest rate cap effectively limits the floating LIBOR-based portion of the interest rate. The effective date of the interest rate cap agreement was July 31, 2015 with an expiration date of July 1, 2019. The initial notional amount of this agreement covered $392.9 million of the Company’s floating-rate debt at 3.0% plus the applicable credit spread. The Company paid $2.0 million for the interest rate cap agreement. Approximately $0.6 million of the amount paid represented transaction costs and was expensed immediately to earnings. As of December 31, 2016 and December 31, 2015, the interest rate cap agreement had a fair value of $0.2 million and $0.6 million, respectively, classified within other non-current assets on the Consolidated Balance Sheets. The fair value is estimated using observable market-based inputs including interest rate curves and implied volatilities (Level 2).

The Company designated the interest rate cap as a cash flow hedge of exposure to changes in cash flows due to changes in the LIBOR-based portion of the interest rate above 3.0% on an equivalent amount of debt. The notional amount of the cap is reduced throughout the term of the agreement to align with the expected repayment of the Company’s outstanding floating-rate debt.

The Company is exposed to counterparty credit risk for nonperformance and, in the event of nonperformance, to market risk for changes in the interest rate. The Company attempts to manage exposure to counterparty credit risk primarily by selecting only those counterparties that meet certain credit and other financial standards. The Company believes there has been no material change in the creditworthiness of its counterparty and believes the risk of nonperformance by such party is minimal.

Accounting for Derivative Instruments

The interest rate cap agreement is subject to Accounting Standards Codification 815, Accounting for Derivative and Hedging Transactions. For those instruments that are designated and qualify as hedging instruments, a company must designate the instrument, based upon the exposure being hedged, as a cash flow hedge, a fair value hedge or a hedge of a net investment in a foreign operation.

A cash flow hedge refers to hedging the exposure to variability in expected future cash flows attributable to a particular risk. For derivative instruments that are designated and qualify as a cash flow hedge, the effective portion of the gain or loss on the derivative instrument is reported as a component of AOCL until reclassified into earnings in the same period the hedged transaction affects earnings. The gain or loss on the ineffective portion, if any, is immediately recognized in earnings. The ineffective portion was not significant for the years ended December 31, 2016 and 2015 respectively.

For the years ended December 31, 2016 and 2015, the Company recognized an after-tax loss of $0.2 million and $0.5 million, respectively, in other comprehensive income associated with the interest rate cap. There were no reclassifications from AOCL into earnings for the years ended December 31, 2016 and 2015. The amount the Company expects to reclassify from AOCL into earnings within the following twelve months is approximately $0.3 million.
Leases
Leases
7. LEASES

Lease Commitments

Future minimum lease payments at December 31, 2016 were as follows:
 
Financing Obligations to Related Party and Equipment Capital Leases
 
Operating Leases and Other Lease Type Obligations (1)
(in millions)
 
Lease Obligations
 
Sublease Income
 
Total
2017
$
19.1

 
$
91.1

 
$
(0.4
)
 
$
90.7

2018
9.2

 
82.3

 
(0.3
)
 
82.0

2019
1.0

 
69.8

 
(0.2
)
 
69.6

2020
0.7

 
58.2

 
—

 
58.2

2021
0.2

 
46.6

 
—

 
46.6

Thereafter
—

 
146.0

 
—

 
146.0

 
30.2

 
494.0

 
(0.9
)
 
493.1

Amount representing interest
(1.5
)
 
—

 
—

 
—

Total future minimum lease payments
$
28.7

 
$
494.0

 
$
(0.9
)
 
$
493.1


(1) Amounts shown include the current estimated payments related to the Greater Toronto Area facility which is currently under construction. See description below.

During September 2015, Veritiv entered into a build-to-suit arrangement for a new facility in the Greater Toronto Area, thus allowing the Company to consolidate three operating locations into one facility. The Company expects to have access to the facility during the first quarter of 2017. As of December 31, 2016 and December 31, 2015, the Company recorded a non-current asset (reflected in property and equipment, net) and a corresponding non-current obligation (long-term debt, net of current maturities) in the Consolidated Balance Sheet for $19.1 million and $0.7 million, respectively, representing costs incurred to-date. Contractual payments will begin once the construction is complete. Expected contractual payments of approximately $40.8 million are included in the table above. The arrangement expires in April 2032.
Financing Obligations to Related Party
In connection with Bain Capital Fund VII, L.P.’s acquisition of its 60% interest in UWWH on November 27, 2002, Unisource transferred 40 of its U.S. warehouse and distribution facilities (the "Properties") to Georgia-Pacific who then sold 38 of the Properties to an unrelated third-party (the "Purchaser/Landlord"). Contemporaneously with the sale, Georgia-Pacific entered into lease agreements with the Purchaser/Landlord with respect to the individual 38 Properties and concurrently entered into sublease agreements with Unisource, which are set to expire in June 2018. As a result of certain forms of continuing involvement, these transactions did not qualify for sale-leaseback accounting. Accordingly, the leases were classified as financing transactions. As of December 31, 2016, the Company has formally exited three of these Properties. At the end of the lease term, the net remaining financing obligation of $168.4 million will be settled by the return of the assets to the Purchaser/Landlord.

The lease and sublease agreements also include rent schedules and escalation clauses throughout the lease and sublease terms. Subject to certain conditions, the Company has the right to sublease any of the Properties. Under the terms of the lease and sublease agreements, Georgia-Pacific and the Company are responsible for all costs and expenses associated with the Properties, including the operation, maintenance and repair, taxes and insurances. Currently, the Company leases from Georgia-Pacific two remaining Properties that are directly owned by Georgia-Pacific and has classified them as capital or operating leases in accordance with the accounting guidance.

In April 2016, Veritiv assumed ownership of a warehouse and distribution facility located in Austin, Texas that was subleased from Georgia-Pacific. The Company exercised its right of first refusal and matched a $5.4 million offer from an unrelated third party to purchase the facility directly from the owner. This transaction was accounted for as a settlement of the financing obligation related to the facility. Accordingly, Veritiv recognized a $1.3 million loss on the transaction, which is reflected in other expense, net, on the Consolidated and Combined Statements of Operations.

Operating Leases

Certain properties and equipment are leased under cancelable and non-cancelable agreements. The Company recorded rent expense of $108.1 million, $106.2 million and $92.4 million for the years ended December 31, 2016, 2015 and 2014, respectively.
Income Taxes
Income Taxes
8. INCOME TAXES

As described in Note 1, Business and Summary of Significant Accounting Policies, Veritiv was formed through a merger of International Paper Company's xpedx division and UWWH, the parent company of Unisource, on July 1, 2014. Accordingly, the tax provision included for the periods prior to July 1, 2014 include only the financial results of xpedx presented on a carve-out basis from International Paper’s historical accounting records. For periods subsequent to July 1, 2014, the tax provision presents the consolidated results of Veritiv on a stand-alone basis.
    
The Company is subject to federal, state and local income taxes in the United States, as well as income taxes in Canada, Mexico and other foreign jurisdictions. The domestic (United States) and foreign components of the Company's income (loss) from continuing operations before income taxes were as follows:
 
Year Ended December 31,
(in millions)
2016
 
2015
 
2014
Domestic (United States)
$
27.6

 
$
46.6

 
$
(19.0
)
Foreign
13.2

 
(1.7
)
 
(2.6
)
Income (loss) from continuing operations before income taxes
$
40.8

 
$
44.9

 
$
(21.6
)


    
Income tax expense (benefit) in the Consolidated and Combined Statements of Operations consisted of the following:
 
Year Ended December 31,
(in millions)
2016
 
2015
 
2014
Current Provision:
 
 
 
 
 
U.S. Federal
$
3.6

 
$
—

 
$
5.0

U.S. State
1.5

 
1.7

 
0.9

Foreign
3.6

 
1.6

 
1.7

Total current income tax expense
$
8.7

 
$
3.3

 
$
7.6

 
 
 
 
 
 
Deferred, net:
 
 
 
 
 
U.S. Federal
$
9.6

 
$
14.8

 
$
(8.3
)
U.S. State
1.9

 
0.5

 
(1.2
)
Foreign
(0.4
)
 
(0.4
)
 
(0.2
)
Total deferred, net
$
11.1

 
$
14.9

 
$
(9.7
)
Provision for income tax expense (benefit)
$
19.8

 
$
18.2

 
$
(2.1
)


Reconciliation between the federal statutory rate and the effective tax rate is as follows:
 
Year Ended December 31,
(in millions)
2016
 
2015
 
2014
Income (loss) from continuing operations before income taxes
$
40.8

 
$
44.9

 
$
(21.6
)
Statutory U.S. income tax rate
35.0
%
 
35.0
%
 
35.0
%
Tax expense using statutory U.S. income tax rate
$
14.3

 
$
15.7

 
$
(7.6
)
Foreign income tax rate differential
(1.1
)
 
0.2

 
0.3

State tax (net of federal benefit)
2.8

 
1.6

 
(0.3
)
Non-deductible expenses
2.3

 
1.5

 
1.6

Tax Receivable Agreement change in fair value
1.6

 
0.7

 
0.6

Foreign exchange loss (a)
—

 
(1.2
)
 
—

Transaction costs
—

 
—

 
1.6

Change in valuation allowance - U.S. Federal and State (b)
—

 
(0.8
)
 
—

Change in valuation allowance - Foreign
(0.5
)
 
1.7

 
2.0

Other
0.4

 
(1.2
)
 
(0.3
)
Income tax provision (benefit)
$
19.8

 
$
18.2

 
$
(2.1
)
Effective income tax rate
48.5
%
 
40.5
%
 
9.7
%

(a) Recognition of a U.S. tax benefit with respect to a foreign exchange loss on the capitalization of an intercompany loan with the Company's Canadian subsidiary.
(b) Increase in Section 382 limitation resulting from recognition of built-in gains.

Deferred income tax assets and liabilities as of December 31, 2016 and 2015 were as follows:
 
December 31, 2016
 
December 31, 2015
(in millions)
U.S.
 
Non-U.S.
 
U.S.
 
Non-U.S.
Deferred income tax assets:
 
 
 
 
 
 
 
Accrued compensation
$
17.7

 
$
0.1

 
$
20.4

 
$
—

Capital lease obligations to related party
77.5

 
0.8

 
83.8

 
0.6

Goodwill and other intangibles, net
4.6

 
—

 
4.3

 
—

Long-term compensation
21.2

 
3.8

 
18.4

 
4.2

Net operating losses and credit carryforwards
74.1

 
13.6

 
85.9

 
10.8

Allowance for doubtful accounts
11.9

 
—

 
11.5

 
0.1

Other
3.5

 
0.8

 
1.7

 
0.7

Gross deferred income tax assets
210.5

 
19.1

 
226.0

 
16.4

Less valuation allowance
(6.5
)
 
(18.1
)
 
(6.3
)
 
(15.5
)
Total deferred tax asset
204.0

 
1.0

 
219.7

 
0.9

Deferred income tax liabilities:
 
 
 
 
 
 
 
Property and equipment, net
(86.7
)
 
—

 
(92.0
)
 
—

Inventory reserve
(48.2
)
 
—

 
(49.5
)
 
—

Other
(8.3
)
 
—

 
(5.8
)
 
—

Total deferred tax liability
(143.2
)
 
—

 
(147.3
)
 
—

Net deferred income tax asset
$
60.8

 
$
1.0

 
$
72.4

 
$
0.9



Deferred income tax asset valuation allowance is as follows:
(in millions)
U.S.
 
Non-U.S.
 
Total
Balance at December 31, 2014
$
26.1

 
$
15.7

 
$
41.8

Additions
—

 
2.5

 
2.5

Subtractions
(19.8
)
 
—

 
(19.8
)
Currency translation adjustments
—

 
(2.7
)
 
(2.7
)
Balance at December 31, 2015
6.3

 
15.5

 
21.8

Additions
0.2

 
3.4

 
3.6

Subtractions
—

 
(0.9
)
 
(0.9
)
Currency translation adjustments
—

 
0.1

 
0.1

Balance at December 31, 2016
$
6.5

 
$
18.1

 
$
24.6



The Merger resulted in a significant change in the ownership of the Company, which, pursuant to the Internal Revenue Code Section 382, imposes annual limits on the Company’s ability to utilize its U.S. federal and state net operating loss carryforwards ("NOLs"). The Company’s NOLs will continue to be available to offset taxable income (until such NOLs are either utilized or expire) subject to the Section 382 annual limitation. This limitation is increased for built-in gains recognized within a 60-month period following the ownership change to the extent of total unrealized built-in gains. If the annual limitation amount is not fully utilized in a particular tax year, then the unused portion from that particular tax year will be added to the annual limitation in subsequent years.

In general, it is the practice and intention of Veritiv to reinvest the earnings of its non-U.S. subsidiaries in those operations. As of December 31, 2016, Veritiv’s tax basis exceeded its financial reporting basis in certain investments in non-U.S. subsidiaries. The Company does not believe these temporary differences will reverse in the foreseeable future and, therefore, no deferred tax asset has been recognized with respect to these basis differences. Additionally, U.S. income tax has not been recognized on the excess of the amount of financial reporting basis over the tax basis of investments in non-U.S. subsidiaries that is indefinitely reinvested outside the United States. This amount becomes taxable upon a repatriation of assets from the subsidiary or under certain other circumstances. The amount of such temporary differences totaled $30.7 million as of December 31, 2016. If recorded, the estimated income and withholding tax liability associated with these temporary differences is approximately $10.2 million. The estimated tax liability may be reduced by foreign tax credits upon repatriation.

Veritiv applies a "more likely than not" threshold to the recognition and de-recognition of uncertain tax positions. A change in judgment related to prior years' uncertain tax positions is recognized in the period of such change.

The Company accrues interest on unrecognized tax benefits as a component of interest expense. Penalties, if incurred, are recognized as a component of income tax expense. Total gross unrecognized tax benefits as of December 31, 2016, 2015 and 2014, as well as activity within each of the years, was not material.

In the U.S., Veritiv is generally subject to examination by the Internal Revenue Service ("IRS") for fiscal years 2013 and later and certain states for fiscal years 2012 and later; however, it may be subject to IRS and state tax authority adjustments for years prior to 2012 to the extent of losses or other tax attributes carrying forward from the earlier years. Unisource Canada remains subject to examination by the Canadian Revenue Agency and certain provinces for fiscal years 2012 and later.

As of December 31, 2016, Veritiv has federal, state and foreign income tax NOLs available to offset future taxable income, of $187.3 million, $180.4 million and $52.4 million, respectively, which will expire at various dates from 2017 through 2035, with the exception of certain foreign NOLs that do not expire but have a full valuation allowance.
Related Party Transactions
Related Party Transactions
9. RELATED PARTY TRANSACTIONS

Agreements with the UWWH Stockholder

As described in Note 1, Business and Summary of Significant Accounting Policies, on the Distribution Date the UWWH Stockholder, the sole shareholder of UWWH, received 7.84 million shares of Veritiv common stock for all outstanding shares of UWWH common stock that it held in a private placement transaction. Additionally, Veritiv and the UWWH Stockholder executed the following agreements:

•
Registration Rights Agreement: The Registration Rights Agreement provides the UWWH Stockholder with certain demand and piggyback registration rights. Under this Agreement, the UWWH Stockholder is also entitled to transfer its Veritiv common stock to one or more of its affiliates or equity-holders and may exercise registration rights on behalf of such transferees if such transferees become a party to the Registration Rights Agreement. The UWWH Stockholder, on behalf of the holders of shares of Veritiv’s common stock that are party to the Registration Rights Agreement, under certain circumstances and provided certain thresholds described in the Registration Rights Agreement are met, may make a written request to the Company for the registration of the offer and sale of all or part of the shares subject to such registration rights. If the Company registers the offer and sale of its common stock (other than pursuant to a demand registration or in connection with registration on Form S-4 and Form S-8 or any successor or similar forms, or relating solely to the sale of debt or convertible debt instruments) either on its behalf or on the behalf of other security holders, the holders of the registration rights under the Registration Rights Agreement are entitled to include their shares in such registration. The demand rights described commenced 180 days after the Distribution Date. Veritiv is not required to effect more than one demand registration in any 150-day period or more than two demand registrations in any 365-day period. If Veritiv believes that a registration or an offering would materially affect a significant transaction or would require it to disclose confidential information which it in good faith believes would be adverse to its interest, then Veritiv may delay a registration or filing for no more than 120 days in a 360-day period.

•
Tax Receivable Agreement: The Tax Receivable Agreement sets forth the terms by which Veritiv generally will be obligated to pay the UWWH Stockholder an amount equal to 85% of the U.S. federal, state and Canadian income tax savings that Veritiv actually realizes as a result of the utilization of Unisource's net operating losses attributable to taxable periods prior to the date of the Merger. For purposes of the Tax Receivable Agreement, Veritiv’s income tax savings will generally be computed by comparing Veritiv’s actual aggregate U.S. federal, state and Canadian income tax liability for taxable periods (or portions thereof) beginning after the date of the Merger to the amount of Veritiv’s aggregate U.S. federal, state and Canadian income tax liability for the same periods had Veritiv not been able to utilize Unisource's net operating losses attributable to taxable periods prior to the date of the Merger. Veritiv will pay to the UWWH Stockholder an amount equal to 85% of such tax savings, plus interest at a rate of LIBOR plus 1.00%, computed from the earlier of the date that Veritiv files its U.S. federal income tax return for the applicable taxable year and the date that such tax return is due (without extensions) until payments are made. Under the Tax Receivable Agreement, the UWWH Stockholder will not be required to reimburse Veritiv for any payments previously made if such tax benefits are subsequently disallowed or adjusted (although future payments under the Tax Receivable Agreement would be adjusted to the extent possible to reflect the result of such disallowance or adjustment). The Tax Receivable Agreement will be binding on and adapt to the benefit of any permitted assignees of the UWWH Stockholder and to any successors to any of the parties of the Tax Receivable Agreement to the same extent as if such permitted assignee or successor had been an original party to the Tax Receivable Agreement. In January 2017, Veritiv paid $8.7 million to the UWWH Stockholder for the utilization of pre-merger NOLs in its 2015 federal and state tax returns.

On November 23, 2016, the UWWH Stockholder sold 1.76 million shares of Veritiv common stock in an underwritten public offering. Concurrently with the closing of the offering, Veritiv repurchased 0.31 million of these offered shares from the underwriters at a price of $42.8625 per share, which is the price at which the underwriters purchased such shares from the selling stockholder, for an aggregate purchase price of approximately $13.4 million. In conjunction with these transactions, Veritiv incurred approximately $0.8 million in transaction-related fees, of which approximately $0.2 million was capitalized as part of the cost to acquire the treasury stock with the remainder included in selling and administrative expense, on the Consolidated and Combined Statements of Operations.

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 sole stockholder of UWWH, is a related party from July 1, 2014 through the date of this report. The following table summarizes the financial impact of these related party transactions with Georgia Pacific:

 
 
Year Ended December 31,
(in millions)
 
2016
 
2015
 
2014
Sales to Georgia-Pacific, reflected in net sales
 
$
35.6

 
$
33.6

 
$
18.4

Purchases of inventory from Georgia-Pacific, recognized in cost of products sold
 
$
224.9

 
$
264.7

 
$
136.1

 
 
 
 
 
 
 
 
 
 
 
 
 
 
Inventories purchased from Georgia-Pacific that remained on Veritiv's balance sheet
 
$
24.8

 
$
25.2

 
 
Related party payable to Georgia-Pacific
 
$
9.0

 
$
10.7

 
 
Related party receivable from Georgia-Pacific
 
$
3.9

 
$
3.9

 
 


See Note 7, Leases, for information on the Company's financing obligations to Georgia-Pacific.

Relationship between Veritiv and International Paper

Transactions with International Paper

Prior to the Spin-off, xpedx purchased certain inventory items from, and sold certain inventory items to, International Paper in the normal course of business. After the Spin-off and the Merger, Veritiv continues to purchase from and sell certain inventory items to International Paper that are considered transactions in the normal course of the Company’s operations. Although the Company and International Paper entered into a transition services agreement, International Paper is not considered a related party subsequent to the Spin-off. The following table summarizes the financial impact of those related party transactions with International Paper:
 
 
Year Ended December 31,
(in millions)
 
2014
Sales to International Paper, reflected in net sales
 
$
24.3

Purchases of inventory from International Paper, recognized in cost of products sold
 
$
276.5



Parent Company Investment

The components of net transfers to Parent for the year ended December 31, 2014 were as follows:
 
 
Year Ended December 31,
(in millions)
 
2014
Intercompany sales and purchases, net
 
$
255.4

Cash pooling and general financing activities
 
(322.5
)
Corporate allocations including income taxes
 
34.7

Net adjustments in conjunction with the Spin-off
 
(49.6
)
Total net transfers to International Paper
 
$
(82.0
)


In conjunction with the Spin-off, certain xpedx assets and liabilities were retained by International Paper. Such assets and liabilities were identified and quantified in accordance with the terms agreed to in the Contribution and Distribution Agreement ("C&DA") dated January 28, 2014, entered into by International Paper, xpedx Holding Company, UWWH and the UWWH Stockholder. Additionally, in accordance with the C&DA, the parties agreed to settle, within 30 days of the Distribution Date, all intercompany balances outstanding between International Paper and xpedx as of the Distribution Date, determined based on an agreed-upon formula. The net effect of assets and liabilities retained and adjustments to intercompany balances as of the Distribution Date are reflected in the table above in the net adjustments in conjunction with the Spin-off. These primarily include $24.3 million of net assets transferred to International Paper and settlement of intercompany balances of $24.6 million as of the Distribution Date.

Allocation of General Corporate Expenses

Prior to the Spin-off, the xpedx financial statements included expense allocations for certain functions previously provided by International Paper, including, but not limited to, general corporate expenses related to finance, legal, information technology, human resources, communications, insurance and stock-based compensation. These expenses were allocated on the basis of direct usage when identifiable, with the remainder principally allocated on the basis of percent of capital employed, headcount, sales or other measures. Prior to the Spin-off, $25.5 million of expenses were allocated to xpedx and were included within selling and administrative expenses in the Consolidated and Combined Statements of Operations for the year ended December 31, 2014.

Separation Agreements with Former Unisource CEO

Effective as of the Distribution Date, Allan R. Dragone, Jr. ceased to be the Chief Executive Officer of Unisource and became a member of Veritiv’s Board of Directors. Under his then existing employment agreement with Unisource, Mr. Dragone was entitled to receive severance benefits, subject to his execution and non-revocation of a general release of claims against Unisource, the Company and International Paper. Under a Separation and Non-Competition Agreement entered into between the Company and Mr. Dragone as of June 30, 2014 (the "Separation Agreement"), Mr. Dragone received an additional $3.0 million in severance pay and agreed to be bound by the restrictive covenants set forth in the Separation Agreement. For the year ended December 31, 2014, the Company recognized $5.4 million in expense related to Mr. Dragone's employment agreement and the Separation Agreement, which is reflected in merger and integration expenses in the Consolidated and Combined Statements of Operations. As part of his employment agreement, Mr. Dragone exercised his right to sell his personal residence to the Company. The Company completed the purchase of the residence for $4.6 million and subsequently sold the residence for $4.6 million during 2015.
Employee Benefit Plans
Employee Benefit Plans
10. EMPLOYEE BENEFIT PLANS

Defined Contribution Plans

Veritiv sponsors qualified defined contribution plans covering its employees in the U.S. and Canada. The defined
contribution plans allow eligible employees to contribute a portion of their salary to the plans and Veritiv makes matching
contributions to participant accounts on a specified percentage of employee deferrals as determined by the provisions of each plan. During the years ended December 31, 2016 and 2015, Veritiv's contributions to these plans totaled $19.6 million and $19.0 million, respectively.

In conjunction with the Merger, Veritiv assumed responsibility for Unisource's defined contribution retirement plans in the U.S. and Canada. Veritiv’s total contribution to these plans was $2.4 million for the year ended December 31, 2014.

Prior to the Spin-off, certain employees of xpedx participated in defined contribution plans sponsored by International Paper. International Paper's matching contributions to the plans totaled approximately $8.9 million for the year ended December 31, 2014. After the Spin-off, xpedx employees in the U.S. commenced participating in the Veritiv Retirement Savings Plan ("401(k) Plan") (formerly known as the Unisource plan). The assets of the xpedx employees under International Paper plans were transferred to the 401(k) Plan. For the year ended December 31, 2014, Veritiv's matching contributions to this plan totaled $5.6 million.

Deferred Compensation Savings Plans

In conjunction with the Merger, Veritiv assumed responsibility for Unisource's legacy deferred compensation plans. Unisource maintained deferred compensation obligations for certain employees from its past acquisitions. Unisource agreed to pay these employees deferred compensation in return for services rendered prior to their retirement. In general, the payout terms varied for each employee agreement and were paid in monthly or annual installments ranging up to 15 years from the date of eligibility.

Effective January 1, 2015, the Company adopted the Veritiv Deferred Compensation Savings Plan which provides for the deferral of salaries, commissions or bonuses of eligible non-union employees. Under this plan, eligible participants may elect to defer up to 85% of their base salary, commissions and annual incentive bonus. The amounts deferred are credited to notional investment accounts selected by participants. At the time a deferral election is made, participants elect to receive payout of the deferred amounts upon termination of employment in the form of a lump sum or equal annual installments ranging from two to ten years. Currently, Veritiv does not make matching contributions to this plan.

The liabilities associated with these plans are summarized in the table below.
Deferred Compensation Liability
 
 
 
 
 
 
 
 
 
(in millions)
 
December 31, 2016
 
December 31, 2015
Other accrued liabilities
 
$
2.7

 
$
2.8

Other non-current liabilities
 
21.6

 
19.6

Total liabilities
 
$
24.3

 
$
22.4



Defined Benefit Plans

At December 31, 2016 and 2015, Veritiv did not maintain any active defined benefit plans for its non-union employees.

Certain of xpedx’s employees participated in defined benefit pension and other post-retirement benefit plans sponsored and accounted for by International Paper. In conjunction with the Spin-off, the above plans were frozen for the xpedx employees, and International Paper retained the associated liabilities. Certain xpedx union employees were added as participants to the Unisource's defined benefit pension plan. The amount of net pension and other post-employment benefit expense attributable to xpedx related to the International Paper sponsored plans was $8.0 million for the year ended December 31, 2014.

Unisource sponsored a defined benefit pension plan for its non-union and union employees and a Supplemental Executive Retirement Plan ("SERP") for certain highly compensated employees. On September 26, 2013, the U.S. defined benefit pension plan received actuarial certification that eligible U.S. non-union participants were permitted to receive lump sum payments for their full cash balance accounts. Expected benefit payments in the U.S. plan assume that vested terminated participants will take lump sum payments at retirement age. Union employees continue to accrue benefits under the U.S. defined benefit pension plan in accordance with their collective bargaining agreements.

In Canada, Unisource sponsored one non-union and two union defined benefit plans also known as Registered Pension Plans. Additionally, Unisource maintained a nonregistered SERP for certain highly compensated employees in Canada that provided pension benefits in excess of the registered plan compensation limits. The non-union defined benefit plan and the SERP plan were frozen for service credit, but participants were still eligible for early retirement benefits, and final average earnings continued to be used for calculating retirement benefits. The Canada union defined benefit plans were frozen for new participants under the two collective bargaining agreements.

In conjunction with the Merger, Veritiv assumed responsibility for Unisource’s defined benefit plans and SERP in the U.S. and Canada. Except as discussed above, these plans were frozen prior to the Merger.

Benefit Obligations and Funded Status

The following table provides information about Veritiv's U.S. and Canadian defined benefit pension and SERP plans:
 
Year Ended December 31,
 
2016

2015
(in millions)
U.S.

Canada

U.S.

Canada
Accumulated benefit obligation, end of year
$
89.7

 
$
71.9

 
$
89.0

 
$
68.2


 
 
 
 
 
 
 
Change in projected benefit obligation:
 
 
 
 
 
 
 
Benefit obligation, beginning of year
$
89.0

 
$
76.0

 
$
93.7

 
$
89.4

Service cost
0.7

 
0.3

 
0.8

 
0.2

Interest cost
3.4

 
3.1

 
3.2

 
3.2

Actuarial (gain) loss
—

 
2.2

 
(3.4
)
 
1.6

Benefits paid
(3.4
)
 
(4.8
)
 
(5.2
)
 
(4.0
)
Settlements
—

 
—

 
(0.1
)
 
—

Foreign exchange adjustments
—

 
2.2

 
—

 
(14.4
)
Projected benefit obligation, end of year
$
89.7

 
$
79.0

 
$
89.0

 
$
76.0


 
 
 
 
 
 
 
Change in plan assets:
 
 
 
 
 
 
 
Plan assets, beginning of year
$
74.4

 
$
61.6

 
$
80.2

 
$
66.4

Employer contributions
—

 
3.1

 
0.1

 
3.5

Investment returns
5.9

 
3.1

 
0.3

 
6.3

Benefits paid
(3.4
)
 
(4.8
)
 
(5.2
)
 
(4.0
)
Administrative expenses paid
(1.0
)
 
—

 
(0.9
)
 
—

Settlements
—

 
—

 
(0.1
)
 
—

Foreign exchange adjustments
—

 
1.9

 
—

 
(10.6
)
Plan assets, end of year
$
75.9

 
$
64.9

 
$
74.4

 
$
61.6

Underfunded status, end of year
$
(13.8
)
 
$
(14.1
)
 
$
(14.6
)
 
$
(14.4
)


Balance Sheet Positions
 
Year Ended December 31,
 
2016

2015
(in millions)
U.S.

Canada

U.S.

Canada
Amounts recognized in the Consolidated Balance Sheets consist of:
 
 
 
 
 
 
 
Other current liabilities
$
0.1

 
$
0.2

 
$
0.1

 
$
0.2

Defined benefit pension obligations
13.7

 
13.9

 
14.5

 
14.2

Net liability recognized
$
13.8

 
$
14.1

 
$
14.6

 
$
14.4


 
Year Ended December 31,
 
2016

2015
(in millions)
U.S.
 
Canada
 
U.S.
 
Canada
Amounts not yet reflected in net periodic benefit cost and included in AOCL consist of:
 
 
 
 
 
 
 
Net loss, net of tax
$
5.7

 
$
3.4

 
$
6.2

 
$
1.2



Net Periodic Cost

Total net periodic benefit cost associated with the defined benefit pension and SERP plans is summarized below:
 
Year Ended December 31,
 
2016

2015
 
2014
(in millions)
U.S.
 
Canada
 
U.S.
 
Canada
 
U.S.
 
Canada
Components of net periodic benefit cost (credit):
 
 
 
 
 
 
 
 
 
 
 
Service cost
$
1.7

 
$
0.3

 
$
1.6

 
$
0.2

 
$
0.8

 
$
0.1

Interest cost
3.4

 
3.1

 
3.2

 
3.2

 
1.7

 
1.9

Expected return on plan assets
(5.0
)
 
(3.5
)
 
(5.2
)
 
(3.3
)
 
(3.1
)
 
(1.9
)
Amortization of net loss
0.1

 
0.2

 
—

 
—

 
—

 
—

Net periodic benefit cost (credit)
$
0.2

 
$
0.1

 
$
(0.4
)
 
$
0.1

 
$
(0.6
)
 
$
0.1

 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Changes to funded status recognized in other comprehensive (income) loss:
 
 
 
 
 
 
 
 
 
 
 
Net loss (gain) during year, net of tax
$
(0.5
)
 
$
2.2

 
$
1.0

 
$
(1.0
)
 
$
5.2

 
$
2.2


 
Amounts are generally amortized from AOCL over the expected future working lifetime of active plan participants. The amount Veritiv expects to amortize from AOCL into net periodic pension cost in 2017 is not significant.

Fair Value of Plan Assets

U.S. and Canada pension plan assets are primarily invested in broad-based mutual funds and pooled funds comprised of U.S. and non-U.S. equities, U.S. and non-U.S. high-quality and high-yield fixed income securities, and short-term interest bearing securities or deposits.
 
The underlying investments of the U.S. plan assets are valued using quoted prices in active markets (Level 1). The underlying investments of the Canada plan assets in equity and fixed income securities are measured at fair value using the Net Asset Value ("NAV") provided by the administrator of the fund and the Company has the ability to redeem such assets at the measurement date or within the near term without redemption restrictions. In accordance with ASU 2015-07, "Fair Value Measurement (Topic 820)", investments that are measured at fair value using the NAV per share practical expedient have not been classified in the fair value hierarchy. The following tables present Veritiv’s plan assets using the fair value hierarchy which is reconciled to the amounts presented for the total pension benefit plan assets as of December 31:

As of December 31, 2016
 
 
 
 
 
 
 
(in millions)
Total
 
Level 1
 
Level 2
 
Level 3
Investments – U.S.:
 
 
 
 
 
 
 
Equity securities
$
50.0

 
$
50.0

 
$
—

 
$
—

Fixed income securities
25.7

 
25.7

 
—

 
—

Cash and short-term securities
0.2

 
0.2

 
—

 
—

Total
$
75.9

 
$
75.9

 
$
—

 
$
—

As of December 31, 2016
 
 
 
 
 
 
 
(in millions)
Total
 
Level 1
 
Level 2
 
Level 3
Investments – Canada:
 
 
 
 
 
 
 
Cash and short-term securities
$
0.3

 
$
0.3

 
$
—

 
$
—

Investments measured at NAV:
 
 
 
 
 
 
 
   Equity securities
43.8

 
 
 
 
 
 
   Fixed income securities
20.8

 
 
 
 
 
 
Total
$
64.9

 
$
0.3

 
$
—

 
$
—


    
As of December 31, 2015
 
 
 
 
 
 
 
(in millions)
Total
 
Level 1
 
Level 2
 
Level 3
Investments – U.S.:
 
 
 
 
 
 
 
Equity securities
$
48.4

 
$
48.4

 
$
—

 
$
—

Fixed income securities
25.8

 
25.8

 
—

 
—

Cash and short-term securities
0.2

 
0.2

 
—

 
—

Total
$
74.4

 
$
74.4

 
$
—

 
$
—


As of December 31, 2015
 
 
 
 
 
 
 
(in millions)
Total
 
Level 1
 
Level 2
 
Level 3
Investments – Canada:
 
 
 
 
 
 
 
Cash and short-term securities
$
0.6

 
$
0.6

 
$
—

 
$
—

Investments measured at NAV:
 
 
 
 
 
 
 
   Equity securities
41.1

 
 
 
 
 
 
   Fixed income securities
19.9

 
 
 
 
 
 
Total
$
61.6

 
$
0.6

 
$
—

 
$
—



The classification of fair value measurements within the hierarchy is based upon the lowest level of input that is significant to the measurement. Valuation methodologies used for assets and liabilities measured at fair value are as follows:

* Equity Securities: Commingled funds are valued at the net asset value of units held at year end, as determined by a pricing vendor or the fund family. Mutual funds are valued at the net asset value of shares held at year end, as determined by the closing price reported on the active market on which the individual securities are traded, or a pricing vendor or the fund family if an active market is not available. 

* Fixed Income Securities: Mutual funds are valued at the net asset value of shares held at year end, as determined by the closing price reported on the active market on which the individual securities are traded, or a pricing vendor or the fund family if an active market is not available. 

* Cash and Short-term Securities: Cash and cash equivalents consist of U.S. and foreign currencies. Foreign currencies are reported in U.S. dollars based on currency exchange rates readily available in active markets. Short-term securities are valued at the net asset value of units held at year end.
 
The weighted-average asset allocations of invested assets within Veritiv’s defined benefit pension plans were as follows:
As of December 31, 2016
 
 
 
 
Asset Allocation Range
(in millions)
U.S.
 
Canada
 
U.S.
 
Canada
Equity securities
$
50.0

 
$
43.8

 
55 - 75%
 
50 - 70%
Fixed income securities
25.7

 
20.8

 
20 - 40%
 
30 - 50%
Cash and short-term securities
0.2

 
0.3

 
0 - 10%
 
0 - 5%
Total
$
75.9

 
$
64.9

 
 
 
 

    
As of December 31, 2015
 
 
 
 
Asset Allocation Range
(in millions)
U.S.
 
Canada
 
U.S.
 
Canada
Equity securities
$
48.4

 
$
41.1

 
55 - 75%
 
50 - 70%
Fixed income securities
25.8

 
19.9

 
20 - 40%
 
30 - 50%
Cash and short-term securities
0.2

 
0.6

 
0 - 10%
 
0 - 5%
Total
$
74.4

 
$
61.6

 
 
 
 


Veritiv's investment objectives include maximizing long-term returns at acceptable risk levels, diversifying among asset classes, as applicable, and among investment managers as well as establishing certain risk parameters within asset classes.     

Investment performance is evaluated at least quarterly. Total returns are compared to the weighted-average return of a benchmark mix of investments. Individual fund investments are compared to historical 3, 5 and 10 year returns achieved by funds with similar investment objectives.

Assumptions

The determination of Veritiv’s defined benefit obligations and pension expense is based on various assumptions, such as discount rates, expected long-term rates of return, rate of compensation increases, employee retirement patterns and payment selections, inflation, and mortality rates.

Veritiv's weighted average discount rates for its U.S. plans were determined by using cash flow matching techniques whereby the rates of yield curves, developed from U.S. corporate yield curves, were applied to the benefit obligations to determine the appropriate discount rate. Veritiv's weighted average discount rates for its Canadian plans were determined by using spot rates from yield curves, developed from high-quality bonds (rated AA or higher) by established rating agencies, matching the duration of the future expected benefit obligations.

Veritiv’s weighted-average expected rate of return was developed based on several factors, including projected and historical rates of returns, investment allocations of pension plan assets and inflation expectations. Veritiv evaluates the expected rate of return assumptions on an annual basis.

The following table presents significant weighted-average assumptions used in computing the benefit obligations:
 
Year Ended December 31,
 
2016

2015
 
U.S.
 
Canada
 
U.S.
 
Canada
Discount rate
3.76
%
 
3.85
%
 
4.05
%
 
4.00
%
Rate of compensation increases
N/A

 
3.00
%
 
N/A

 
3.00
%

The following table presents significant weighted-average assumptions used in computing net periodic benefit cost:
 
Year Ended December 31,
 
2016
 
2015
 
U.S.
 
Canada
 
U.S.
 
Canada
Discount rate
4.05
%
 
4.00
%
 
3.75
%
 
4.00
%
Rate of compensation increases
N/A

 
3.00
%
 
N/A

 
3.00
%
Expected long-term rate of return on assets
7.15
%
 
5.50
%
 
7.15
%
 
5.50
%


Cash Flows

Veritiv expects to contribute $0.1 million and $3.7 million to its U.S. and Canadian defined benefit pension and SERP plans, respectively, during 2017. Future benefit payments under the defined benefit pension and SERP plans are estimated as follows:
(in millions)
U.S.
 
Canada
2017
$
6.5

 
$
2.5

2018
5.1

 
2.6

2019
5.0

 
2.7

2020
5.2

 
2.8

2021
5.2

 
2.9

2022-2026
28.9

 
17.3



Multi-employer Plans

In conjunction with the Merger, Veritiv assumed responsibility for Unisource’s multi-employer plans. Veritiv's contributions were $3.7 million, $3.9 million and $3.2 million for the years ended December 31, 2016, 2015, and 2014, respectively. It is reasonably possible that changes to Veritiv employees covered under these plans might result in additional contribution obligations. Any such obligations would be governed by the specific agreement between Veritiv and any such plan. Veritiv's contributions did not represent more than 5% of total contributions to any multi-employer plans for the years ended December 31, 2016, 2015 and 2014. At the date these Consolidated and Combined Financial Statements were issued, Forms 5500 were not available for the plan years ending in 2016 and 2015.

The risks of participating in these multi-employer pension plans are different from a single employer plan in the following aspects:

•
Assets contributed to the multi-employer plans by one employer may be used to provide benefits to employees of other participating employers,
•
If a participating employer ceases contributing to the plan, the unfunded obligations of the plan may be inherited by the remaining participating employers, and
•
If the Company stops participating in any of the multi-employer plans, the Company may be required to pay those plans an amount based on the underfunded status of the plan, referred to as a withdrawal liability.

During the third and fourth quarters of 2016, the Company recorded undiscounted charges of $7.3 million and $2.5 million, respectively, related to the complete or partial withdrawal from various multi-employer pension plans. Of these amounts, $7.5 million were recorded as part of the Company's restructuring efforts and $2.3 million were recorded as distribution expense as it was unrelated to restructuring efforts. See Note 3, Merger, Integration and Restructuring Charges, for additional information regarding these transactions. The Company records an estimated undiscounted charge when it becomes probable that it has incurred a withdrawal liability. Approximately $9.8 million was recorded in other non-current liabilities in the Consolidated Balance Sheets at December 31, 2016 for the Company's estimated withdrawal liability. Final charges for these withdrawals will not be known until the plans issue their respective determinations. As a result, these estimates may increase or decrease depending upon the final determinations. Currently, the Company expects payments will occur over an approximate 20 year period. The Company expects to incur similar types of charges in future periods in connection with its ongoing restructuring activities.

Veritiv’s participation in the multi-employer plans for the year ended December 31, 2016 is outlined in the table below. The "EIN/Pension Plan Number" column provides the Employee Identification Number and the three-digit plan number, if applicable. The Pension Protection Act zone listed below is based on the latest information Veritiv received from the plan and is certified by the plan’s actuary. Plans in the red zone are generally less than 65% funded, plans in the yellow zone are less than 80% funded and plans in the green zone are at least 80% funded. There were no changes in the status of any zones in 2016. The "FIP/RP Status Pending/Implemented" column indicates plans for which a financial improvement plan or a rehabilitation plan is either pending or has been implemented. The last column lists the expiration date(s) of the collective-bargaining agreement(s).

Pension Fund
EIN/Pension Plan No.
 
Pension Protection Act Zone Status
 
FIP/RP Status Pending/Implemented
 
Veritiv's Contributions
 
Surcharge Imposed
 
Expiration Date(s) of Collective Bargaining Agreement(s)
 
 
 
2016
 
2015
 
2014
 
 
Western Conference of Teamsters Pension Trust Fund (1)
916145047/001
 
Green
 
No
 
$
1.7

 
$
1.7

 
$
1.5

 
No
 
9/30/2016 - 3/31/2020
Central States, Southeast & Southwest Areas Pension Fund (2)
366044243/001
 
Red
 
Implemented
 
0.3

 
0.4

 
0.3

 
Yes
 
11/30/2016 & 7/31/2018
Teamsters Pension Plan of Philadelphia & Vicinity
231511735/001
 
Yellow
 
Implemented
 
0.4

 
0.4

 
0.3

 
Yes
 
3/31/2018 & 7/31/2018
Graphic Arts Industry Joint Pension Trust
521074215/001
 
Red
 
Implemented
 
—

 
0.1

 
0.1

 
Yes
 
6/16/2020
New England Teamsters & Trucking Industry Pension
046372430/001
 
Red
 
Implemented
 
0.5

 
0.4

 
0.5

 
Yes
 
9/30/2017 & 11/30/2017
Western Pennsylvania Teamsters and Employers Pension Plan
256029946/001
 
Red
 
Implemented
 
0.3

 
0.3

 
0.2

 
Yes
 
3/31/2017 & 3/31/2019
Contributions for individually significant plans
 
 
 
 
 
 
3.2

 
3.3

 
2.9

 
 
 
 
Contributions to other multi-employer plans
 
 
 
 
 
 
0.5

 
0.6

 
0.3

 
 
 
 
Total contributions
 
 
 
 
 
 
$
3.7

 
$
3.9

 
$
3.2

 
 
 
 
(1) As of December 31, 2016, there were 16 collective bargaining units participating in the Western Conference of Teamsters Pension Trust. As of December 31, 2016, four were then in negotiations.
(2) As of December 31, 2016, there were four collective bargaining units participating in the Central States, Southeast & Southwest Areas Pension Fund. As of December 31, 2016, none were then in negotiations.
Fair Value Measurements
Fair Value Measurements
11. FAIR VALUE MEASUREMENTS

At December 31, 2016 and 2015, the carrying amounts of cash, receivables, payables and other components of other current assets and other current liabilities approximate their fair value 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.

The fair value of the interest rate cap was derived from a discounted cash flow analysis based on the terms of the agreement and Level 2 data for the forward interest rate curve adjusted for the Company’s credit risk. See Note 6, Derivative Instrument, Hedging Activities and Risk Management, for additional information on the interest rate cap agreement.

The fair value analysis for the goodwill and long-lived asset impairments described in Note 4, Goodwill and Other Intangible Assets, and Note 1, Business and Summary of Significant Accounting Policies, respectively, relied upon both Level 2 data (publicly observable data such as market interest rates, the Company’s stock price, the stock prices of peer companies and the capital structures of peer companies) and Level 3 data (internal data such as the Company’s operating and cash flow projections). For the year ended December 31, 2016, the Company recognized $5.8 million in intangible asset impairment charges related to its Print and Publishing segments' customer relationship intangible assets, included in selling and administrative expenses, on the Consolidated and Combined Statements of Operations. The impairments were determined after review of the segments' trended revenues and estimated cash flows (Level 3). As a result, the entire carrying values were deemed impaired. For the year ended December 31, 2015, the Company recognized a $1.9 million goodwill impairment charge for its Facility Solutions segment and $3.3 million in asset impairment charges related to property, plant and equipment disposed of as part of its restructuring efforts. The goodwill impairment charge is included in selling and administrative expense and the property, plant and equipment impairment charge is included in restructuring charges on the Consolidated and Combined Statements of Operations. For the year ended December 31, 2016, there were no impairments charged to restructuring expense. The Company has on occasion recognized other minor impairments when warranted as part of its normal review of long-lived assets, and these impairments are included in selling and administrative expenses on the Consolidated and Combined Statements of Operations. Total goodwill and long-lived asset impairments for the years ended December 31, 2016 and 2015 were $7.7 million and $5.9 million, respectively. There were no asset impairments in 2014.

At December 31, 2016, 2015 and 2014, the pension plan assets were primarily comprised of mutual funds and pooled funds. The underlying investments of these funds were valued using either quoted prices in active markets or valued as of the most recent trade date. See Note 10, Employee Benefits Plans, for further detail.

At the time of the Merger, the Company recorded a $59.4 million contingent liability associated with the Tax Receivable Agreement at fair value using a discounted cash flow model that reflected management's expectations about probability of payment. The fair value of the Tax Receivable Agreement 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 net operating losses, attributable to taxable periods prior to the Merger, by the Company). The amount payable under the Tax Receivable Agreement is contingent on the Company generating a certain level of taxable income prior to the expiration of the NOL carryforwards. 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 Tax Receivable Agreement. The contingent liability is remeasured at fair value at each reporting period with the change in fair value recognized in other expense, net on the Consolidated and Combined Statements of Operations. At December 31, 2016, the Company remeasured the contingent liability using a discount rate of 4.7% (Moody's daily long-term corporate BAA bond yield). See Note 9, Related Party Transactions, for further discussion of the Tax Receivable Agreement.

The following table provides a reconciliation of the beginning and ending balance of the contingent liability for the year ended December 31, 2016:    
(in millions)
 
Contingent Liability
Balance at December 31, 2014
 
$
60.5

Purchase accounting adjustment
 
0.6

Change in fair value adjustment recorded in other expense, net
 
1.9

Balance at December 31, 2015
 
63.0

Change in fair value adjustment recorded in other expense, net
 
4.9

Balance at December 31, 2016
 
$
67.9



There have been no transfers between the fair value measurement levels for the years ended December 31, 2016 and 2015. The Company recognizes transfers between the fair value measurement levels at the end of the reporting period.
Supplementary Financial Statement Information
Supplementary Financial Statement Information
12. SUPPLEMENTARY FINANCIAL STATEMENT INFORMATION
Other Current Assets

The components of other current assets were as follows:
(in millions)
December 31,
 
December 31,
2016
 
2015
Rebates receivable
$
62.3

 
$
57.0

Prepaid expenses
26.1

 
23.4

Other
30.5

 
28.4

Other current assets
$
118.9

 
$
108.8



Other Non-Current Assets

The components of other non-current assets were as follows:
(in millions)
December 31,
 
December 31,
2016
 
2015
Deferred financing costs
$
11.9

 
$
15.3

Investments in real estate joint ventures
6.0

 
5.8

Below market leasehold agreements
4.7

 
5.3

Other
7.7

 
7.9

Other non-current assets
$
30.3

 
$
34.3



Accrued Payroll and Benefits

The components of accrued payroll and benefits were as follows:
(in millions)
December 31,
 
December 31,
2016
 
2015
Accrued payroll and related taxes
$
26.0

 
$
28.7

Accrued commissions
21.8

 
39.3

Accrued incentive plans
33.1

 
49.1

Other
3.5

 
3.4

Accrued payroll and benefits
$
84.4

 
$
120.5



Other Accrued Liabilities

The components of other accrued liabilities were as follows:
(in millions)
December 31,
 
December 31,
2016
 
2015
Accrued taxes
$
9.1

 
$
13.7

Accrued customer incentives
23.3

 
24.0

Accrued freight
13.9

 
11.5

Accrued professional fees
7.3

 
10.0

Tax Receivable Agreement contingent liability
8.5

 
7.4

Other
40.4

 
33.8

Other accrued liabilities
$
102.5

 
$
100.4



Other Non-Current Liabilities

The components of other non-current liabilities were as follows:
(in millions)
December 31,
 
December 31,
2016
 
2015
Tax Receivable Agreement contingent liability
$
59.4

 
$
55.6

Deferred compensation
21.6

 
19.6

Straight-line rent
15.7

 
12.2

Above market leasehold agreements
3.1

 
4.5

Other, including multi-employer pension plan withdrawals
21.4

 
13.7

Other non-current liabilities
$
121.2

 
$
105.6

Earnings (Loss) Per Share
Earnings (Loss) Per Share
13. 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 (loss) 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 anti-dilutive impact.

On the Distribution Date, Veritiv had 16.00 million shares of common stock issued and outstanding, including 7.84 million shares issued in a private placement to the sole stockholder of UWWH in connection with the Merger.

The calculation of both basic and diluted loss per share for the year ended December 31, 2014 utilized 12.08 million shares based on the weighted-average shares outstanding during this period, reflecting the impact of the private placement of shares to the sole stockholder of UWWH on the Distribution Date.


The calculation of basic and diluted earnings per share for the years ended December 31, 2016 and 2015 utilized 15.97 million shares and 16.00 million shares for basic, respectively, and 16.15 million shares and 16.00 million for dilutive, respectively, issued and outstanding based on the weighted average shares outstanding during this period, with the weighted average shares outstanding for the diluted earnings per share having been adjusted for potentially dilutive shares.

During 2016 and 2015, the Company granted equity-based awards to certain of its employees.

See Note 15, Equity-Based Incentive Plans, for additional information.

A reconciliation of the numerators and denominators used in the basic and diluted earnings (loss) per share calculations is as follows:
 
Year Ended December 31,
(in millions)
2016
 
2015
 
2014
Numerator:
 
 
 
 
 
Income (loss) from continuing operations
$
21.0

 
$
26.7

 
$
(19.5
)
(Loss) from discontinued operations, net of income taxes
—

 
—

 
(0.1
)
Net income (loss)
$
21.0

 
$
26.7

 
$
(19.6
)
 
 
 
 
 
 
Denominator:
 
 
 
 
 
Weighted average number of shares outstanding – basic
15.97

 
16.00

 
12.08
Weighted average number of shares outstanding – diluted
16.15

 
16.00

 
12.08

 
 
 
 
 
 
Earnings (loss) per share:
 
 
 
 
 
Basic
 
 
 
 
 
Continuing operations
$
1.31

 
$
1.67

 
$
(1.61
)
Discontinued operations
—

 
—

 
(0.01
)
Basic earnings (loss) per share
$
1.31

 
$
1.67

 
$
(1.62
)
 
 
 
 
 
 
Diluted
 
 
 
 
 
Continuing operations
$
1.30

 
$
1.67

 
$
(1.61
)
Discontinued operations
—

 
—

 
(0.01
)
Diluted earnings (loss) per share
$
1.30

 
$
1.67

 
$
(1.62
)
 
 
 
 
 
 
Antidilutive stock-based awards excluded from computation of diluted earnings per share
0.06

 
0.10

 
N/A

Performance stock-based awards excluded from computation of diluted earnings per share because performance conditions had not been met
0.20

 
0.16

 
N/A

Shareholders' Equity
Shareholders' Equity
14. SHAREHOLDERS' EQUITY

On the Distribution Date, Veritiv amended and restated its Certificate of Incorporation and its Bylaws. The following summarizes information concerning Veritiv's capital stock.

Authorized Capital Stock

As a result of the Spin-off, the Company’s authorized capital stock consists of 100.00 million shares of common stock, par value $0.01 per share, and 10.00 million shares of preferred stock, par value $0.01 per share.

Common Stock

Shares Outstanding: On the Distribution Date, 8.16 million shares of Veritiv common stock were distributed on a pro rata basis to the International Paper shareholders of record as of the close of business on June 20, 2014. Furthermore, the UWWH Stockholder received 7.84 million shares of Veritiv common stock for all outstanding shares of UWWH common stock that it held on the Distribution Date. Following these distributions, Veritiv had 16.00 million shares of common stock issued and outstanding. On November 23, 2016, the UWWH Stockholder sold 1.76 million shares of Veritiv common stock in an underwritten public offering. See the "Treasury Stock" section of this footnote below for additional information. There were 15.69 million shares of common stock outstanding at December 31, 2016.

Dividends: Each holder of common stock shall be entitled to participate equally in all dividends payable with respect to the common stock.

Voting Rights: The holders of the Company’s common stock are entitled to vote only in the circumstances set forth in Veritiv's Amended and Restated Certificate of Incorporation. Each holder of common stock shall be entitled to one vote for each share of common stock held of record by such holder upon all matters to be voted on by the holders of the common stock.

Other Rights: Each holder of common stock shall be entitled to share equally, subject to any rights and preferences of the preferred stock (as fixed by resolutions, if any, of the Board of Directors), in the assets of the Company available for distribution, in the event of any voluntary or involuntary liquidation, dissolution or winding up of the affairs of Veritiv, or upon any distribution of the assets of the Company.

Preferred Stock

Subject to the provisions of the Amended and Restated Certificate of Incorporation, the Board of Directors of Veritiv is authorized to provide for the issuance of up to 10.00 million shares of preferred stock in one or more series. The Board of Directors may fix the number of shares constituting any series and determine the designation of the series, the dividend rates, rights of priority of dividend payment, the voting powers (if any) of the shares of the series, and the preferences and relative participating, optional and other rights, if any, and any qualifications, limitations or restrictions, applicable to the shares of such series. No preferred stock was issued and outstanding as of December 31, 2016.

Treasury Stock

In conjunction with the November 2016 UWWH Stockholder offering and related Veritiv stock repurchase, Veritiv incurred approximately $0.8 million in transaction-related fees, of which approximately $0.2 million was capitalized as part of the cost to acquire the treasury stock with the remainder included in selling and administrative expense on the Consolidated and Combined Statements of Operations. The Company may repurchase additional shares in the future, however, there is currently no share repurchase authorization plan approved by the Company's Board of Directors.

Accumulated Other Comprehensive Loss

Comprehensive income (loss) is reported in the Consolidated and Combined 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). AOCL consisted of the following:

(in millions)
 
Foreign currency translation adjustments
 
Retirement liabilities
 
Interest rate swap
 
AOCL
 
 
 
 
 
 
 
 
 
Balance at December 31, 2014
 
$
(14.7
)
 
$
(7.4
)
 
$
—

 
$
(22.1
)
     Unrealized net losses arising during the period
 
(11.9
)
 
—

 
(0.5
)
 
(12.4
)
     Amounts reclassified from AOCL
 
(0.5
)
 
—

 
—

 
(0.5
)
Net current period other comprehensive loss
 
(12.4
)
 
—

 
(0.5
)
 
(12.9
)
Balance at December 31, 2015
 
(27.1
)
 
(7.4
)
 
(0.5
)
 
(35.0
)
     Unrealized net losses arising during the period
 
(2.1
)
 
(1.8
)
 
(0.2
)
 
(4.1
)
     Amounts reclassified from AOCL
 
—

 
0.1

 
—

 
0.1

Net current period other comprehensive loss
 
(2.1
)
 
(1.7
)
 
(0.2
)
 
(4.0
)
Balance at December 31, 2016
 
$
(29.2
)
 
$
(9.1
)
 
$
(0.7
)
 
$
(39.0
)

Veritiv's Swedish operations were liquidated in December 2015, which resulted in a $0.5 million reclassification of foreign currency translation adjustments from AOCL into restructuring charges in the Consolidated and Combined Statements of Operations. For the years ended December 31, 2016 and 2014, there were no similar reclassifications from AOCL into earnings.
Equity-Based Incentive Plans
Equity-Based Incentive Plans
15. EQUITY-BASED INCENTIVE PLANS

Veritiv Omnibus Incentive Plan

Veritiv's 2014 Omnibus Incentive Plan (the "2014 Plan") provides for the grant of deferred share units ("DSUs"), restricted stock units ("RSUs"), performance condition share units ("PCSUs"), and market condition performance share units ("MCPSUs"), among other awards. A total of 2.08 million shares of Veritiv common stock may be issued under the 2014 Plan, subject to certain adjustment provisions. As of December 31, 2016, there were approximately 1.1 million shares available to be granted to any employee, director or consultant of Veritiv or a subsidiary of Veritiv. Grants are made at the discretion of the Compensation and Leadership Development Committee of the Company's Board of Directors.

Deferred Share Units

The Company grants DSUs to its non-employee directors. Each DSU is the economical equivalent of one share of Veritiv's common stock. The DSUs were fully vested and non-forfeitable as of the grant date and are payable following the individual's termination of service as a Veritiv director. The DSUs granted in 2014 and 2015 are payable in cash and the DSUs granted in 2016 are settled in stock. The cash-settled DSUs are classified as a non-current liability and are remeasured at each reporting date, with a corresponding adjustment to compensation expense. At December 31, 2016 there were approximately 55,100 DSUs outstanding with a fair value of $3.0 million. At December 31, 2015, there were approximately 43,500 DSUs outstanding with a fair value of $1.5 million. The Company recognized $0.6 million and $0.7 million in expense related to these units for the years ended December 31, 2016 and 2015, respectively.

Restricted Stock Units

RSUs are awarded to key employees annually and cliff vest at the end of three years, subject to continued service. The fair value of the RSU awards is based typically on either the closing price of Veritiv common stock on the date of grant or the closing price on the trading date immediately prior to the date of grant if the grant date is not a trading date. Compensation expense for the RSUs is recognized ratably from the grant date to the vesting date.

A summary of activity related to non-vested RSUs is presented below:
(units in thousands)
 
Number of RSUs
 
Weighted Average Grant Date Fair Value Per Share
Non-vested at December 31, 2014
 
—

 
$
—

Granted
 
66

 
$
51.28

Vested
 
(1
)
 
$
51.87

Forfeited
 
(6
)
 
$
51.87

Non-vested at December 31, 2015
 
59

 
$
51.21

Granted
 
98

 
$
36.43

Vested
 
(1
)
 
$
47.71

Forfeited
 
(10
)
 
$
41.35

Non-vested at December 31, 2016
 
146

 
$
42.05



The total fair value of RSUs that vested during the year was not significant.

Performance Condition Share Units

PCSUs are awarded to key employees annually and cliff vest at the end of three years, subject to continued service and the attainment of performance conditions. The PCSU award represents the contingent right to receive a number of shares equal to a portion, all or a multiple (not to exceed 200%) of the target number of PCSUs. The PCSUs are divided into three tranches, and each tranche is earned based on the achievement of an annual Adjusted EBITDA target which is set at the beginning of each of the three years in the vesting period. The Company defines Adjusted EBITDA as earnings before interest, income taxes, depreciation and amortization, restructuring charges, stock-based compensation expense, LIFO (income) expense, non-restructuring asset impairment charges, non-restructuring severance charges, non-restructuring pension charges, merger and integration expenses, loss from discontinued operations, net of income taxes, fair value adjustments on the contingent liability associated with the Tax Receivable Agreement and certain other adjustments. Compensation expense for each tranche is recognized ratably from the date the fair value is determined to the vesting date for the number of awards expected to vest.

A summary of activity related to non-vested PCSUs is presented below:
(units in thousands)
 
Number of PCSUs
 
Weighted Average Grant Date Fair Value Per Share
 
Non-vested at December 31, 2014
 
—

 
$
—

 
Granted
 
166

 
$
43.86

(1) 
Shares earned or lost based on actual performance
 
8

 
$
51.28

 
Vested
 
—

 
$
—

 
Forfeited
 
(15
)
 
$
51.87

 
Non-vested at December 31, 2015
 
159

 
$
51.23

 
Granted
 
244

 
$
36.43

(2) 
Shares earned or lost based on actual performance
 
(22
)
 
$
36.43

 
Vested
 
—

 
$
—

 
Forfeited
 
(26
)
 
$
41.49

 
Non-vested at December 31, 2016
 
355

 
$
42.14

 
(1) Represents weighted average grant date fair value for the 2015 and 2016 tranches.
(2) Represents weighted average grant date fair value for the 2016 tranche.


Market Condition Performance Share Units

MCPSUs are awarded to key employees annually and cliff vest at the end of three years, subject to continued service and the attainment of performance conditions. The MCPSU award represents the contingent right to receive a number of shares equal to a portion, all or a multiple (not to exceed 200%) of the target number of MCPSUs. The MCPSUs are divided into three tranches and each tranche is earned based on the achievement of a total shareholder return ("TSR") target relative to the TSR of an applicable peer group over the 1-, 2- and 3-year cumulative periods in the vesting period. The weighted average grant date fair value of the MCPSUs is determined using a Monte Carlo simulation model. Assumptions used in the 2016 and 2015 models included a 25.0% expected volatility rate and a 1.1% risk-free interest rate. The expected volatility rate is based on the historical volatility over the most recent period equal to the vesting period. Given Veritiv’s limited trading history, an average of the peer group volatility was used for the portion of the historical period prior to the Merger and Veritiv’s actual historical volatility was used for the portion of the period after the Merger. The risk-free interest rate is based on the yield on U.S. Treasury securities matching the vesting period. Compensation expense is recognized ratably from the grant date to the vesting date.

A summary of activity related to non-vested MCPSUs is presented below:
(units in thousands)
 
Number of MCPSUs
 
Weighted Average Grant Date Fair Value Per Share
Non-vested at December 31, 2014
 
—

 
$
—

Granted
 
100

 
$
62.59

Shares earned or lost based on actual performance
 
0

 
$
62.59

Vested
 
—

 
$
—

Forfeited
 
(9
)
 
$
63.31

Non-vested at December 31, 2015
 
91

 
$
62.52

Granted
 
146

 
$
42.23

Shares earned or lost based on actual performance
 
15

 
$
—

Vested
 
—

 
$
—

Forfeited/cancelled
 
(44
)
 
$
58.16

Non-vested at December 31, 2016
 
208

 
$
48.23

    

For the years ended December 31, 2016 and 2015, the Company recognized $8.3 million and $3.8 million, respectively, in expense related to the aforementioned equity-based awards. The income tax benefit recognized in 2016 and 2015 related to stock-based compensation expense was $3.2 million and $1.5 million, respectively. As of December 31, 2016, total unrecognized stock-based compensation expense was $23.3 million and is expected to be recognized over a weighted average period of 1.9 years. Unrecognized compensation expense for the 2017 and 2018 tranches of the PCSU awards is estimated based on the Company's closing stock price at December 31, 2016. Dividends are not paid or accrued on unvested stock units. The grant date fair values are not reduced for dividends as none are expected to be paid during the vesting period.
    
International Paper Incentive Plans

At the time of the Spin-off, all equity awards held by employees of xpedx were granted under International Paper’s 2009 Incentive Compensation Plan or predecessor plans. In conjunction with the Spin-off and Merger, International Paper retained all rights and obligations of these incentive plans. xpedx's stock-based compensation expense and related income tax benefits associated with these International Paper plans were as follows:
 
 
Year Ended December 31,
(in millions)
 
2014
Total stock-based compensation expense
 
$
4.3

Income tax benefit related to stock-based compensation
 
$
1.3

Commitments and Contingencies
Commitments and Contingencies
16. 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 cash flow, results of operations or financial condition.

Escheat Audit

During 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. While the original time period for the audit was from 1981 to present, recent legal developments have resulted in Delaware narrowing the time period from 1998 to present. The Company has been informed that similar audits have generally taken four years or more to complete. The Company has determined that the ultimate outcome of this audit cannot be reasonably estimated at this time. Any claims or liabilities resulting from these audits could have a material impact on the Company’s financial condition, results of operations and cash flows.
Segment Information
Segment Information
17. SEGMENT INFORMATION

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

•
Print – The Print segment sells and distributes commercial printing, writing, copying, digital, wide format and specialty paper 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.
•
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.
•
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 production, fulfillment and internet retail, as well as niche verticals based on geographical and functional expertise.
•
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.

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.
    
The following tables present net sales, Adjusted EBITDA (the metric management uses to assess operating performance) and certain other measures for each of the reportable segments and total continuing operations for the periods presented:
(in millions)
Print
 
Publishing
 
Packaging
 
Facility Solutions
 
Corporate & Other
 
Total
Year Ended December 31, 2016
 
 
 
 
 
 
 
 
 
 
 
Net sales
$
3,047.4

 
$
1,033.6

 
$
2,854.2

 
$
1,271.6

 
$
119.8

 
$
8,326.6

Adjusted EBITDA
76.8

 
23.6

 
221.2

 
47.0

 
(176.4
)
 
192.2

Depreciation and amortization
12.4

 
3.1

 
12.4

 
5.9

 
20.9

 
54.7

Restructuring charges
5.2

 
0.1

 
4.6

 
2.3

 
0.2

 
12.4

Year Ended December 31, 2015
 
 
 
 
 
 
 
 
 
 
 
Net sales
3,271.8

 
1,215.5

 
2,829.9

 
1,289.3

 
111.2

 
8,717.7

Adjusted EBITDA
79.0

 
34.7

 
212.6

 
41.7

 
(186.0
)
 
182.0

Depreciation and amortization
13.5

 
3.1

 
14.4

 
7.1

 
18.8

 
56.9

Restructuring charges
3.6

 
—

 
3.8

 
2.5

 
1.4

 
11.3

Year Ended December 31, 2014
 
 
 
 
 
 
 
 
 
 
 
Net sales
2,956.1

 
1,075.5

 
2,259.4

 
1,070.3

 
45.2

 
7,406.5

Adjusted EBITDA
55.4

 
27.1

 
157.0

 
33.6

 
(151.1
)
 
122.0

Depreciation and amortization
9.7

 
1.4

 
9.7

 
4.6

 
12.2

 
37.6

Restructuring charges
1.5

 
—

 
1.4

 
0.6

 
0.5

 
4.0



The table below presents a reconciliation of income (loss) from continuing operations before income taxes reflected in the Consolidated and Combined Statements of Operations to Total Adjusted EBITDA:
 
Year Ended December 31,
(in millions)
2016
 
2015
 
2014
Income (loss) from continuing operations before income taxes
$
40.8

 
$
44.9

 
$
(21.6
)
Interest expense, net
27.5

 
27.0

 
14.0

Depreciation and amortization
54.7

 
56.9

 
37.6

Restructuring charges
12.4

 
11.3

 
4.0

Stock-based compensation
8.3

 
3.8

 
4.0

LIFO (income) expense
3.6

 
(7.3
)
 
6.3

Non-restructuring asset impairment charges
7.7

 
2.6

 
—

Non-restructuring severance charges
3.1

 
3.3

 
2.6

Non-restructuring pension charges
2.4

 
—

 
—

Merger and integration expense
25.9

 
34.9

 
75.1

Fair value adjustment on Tax Receivable Agreement contingent liability
4.9

 
1.9

 
1.7

Other
0.9

 
2.7

 
(1.7
)
Adjusted EBITDA
$
192.2

 
$
182.0

 
$
122.0



The table below summarizes total assets as of December 31, 2016 and December 31, 2015:
(in millions)
December 31, 2016
 
December 31, 2015
Print
$
874.1

 
$
948.1

Publishing
170.0

 
185.5

Packaging
875.9

 
793.9

Facility Solutions
397.9

 
346.5

Corporate & Other
165.8

 
202.9

Total assets
$
2,483.7

 
$
2,476.9



Prior to the Merger, the Company's operations and identifiable assets were primarily located in the U.S. After the Merger, the Company's operations and identifiable assets are primarily located in the U.S. and Canada. The following table presents net sales and property and equipment, net by geographic area.
 
Net Sales
 
Property and Equipment, Net
 
Year Ended December 31,
 
December 31, 2016
 
December 31, 2015
(in millions)
2016
 
2015
 
2014
 
 
U.S.
$
7,552.3

 
$
7,961.3

 
$
6,848.9

 
$
333.8

 
$
345.2

Canada
631.2

 
628.9

 
408.2

 
35.0

 
16.0

Rest of world
143.1

 
127.5

 
149.4

 
3.0

 
2.5

Total
$
8,326.6

 
$
8,717.7

 
$
7,406.5

 
$
371.8

 
$
363.7


    
No single customer accounted for more than 5% of net sales for the years ended December 31, 2016, 2015, and 2014. During the year ended December 31, 2016, approximately 47% of our purchases were made from ten suppliers.
Quarterly Data (Unaudited)
Quarterly Data (Unaudited)
18. QUARTERLY DATA (UNAUDITED)

The unaudited quarterly results of operations for 2016 and 2015 are summarized below:
 
2016
 
Three Months Ended
(in millions, except per share data)
March 31
 
June 30
 
September 30
 
December 31
Net sales
$
2,019.8

 
$
2,060.8

 
$
2,126.6

 
$
2,119.4

Cost of products sold
1,654.5

 
1,687.9

 
1,743.8

 
1,740.2

Net income
3.3

 
7.9

 
5.6

 
4.2

 
 
 
 
 
 
 
 
Weighted average number of shares outstanding – basic
16.00
 
16.00
 
16.00
 
15.87
Weighted average number of shares outstanding – diluted
16.00
 
16.00
 
16.27
 
16.21
 
 
 
 
 
 
 
 
Earnings per share (1):
 
 
 
 
 
 
 
Basic earnings per share
$
0.21

 
$
0.49

 
$
0.35

 
$
0.26

 
 
 
 
 
 
 
 
Diluted earnings per share
0.21

 
0.49

 
0.34

 
0.26

(1) See Note 13, Earnings (Loss) Per Share, for discussion about the shares of common stock utilized in the computation of basic and diluted earnings per share for the year ended December 31, 2016.
 
 
 
 
 
 
 
 
 
2015
 
Three Months Ended
 
March 31
 
June 30
 
September 30
 
December 31
Net sales
$
2,137.9

 
$
2,159.3

 
$
2,219.8

 
$
2,200.7

Cost of products sold
1,761.9

 
1,768.3

 
1,825.8

 
1,804.3

Net income (loss)
(2.2
)
 
4.3

 
14.5

 
10.1

 
 
 
 
 
 
 
 
Weighted average number of shares outstanding – basic and diluted
16.00
 
16.00
 
16.00
 
16.00
Earnings (loss) per share (1):
 
 
 
 
 
 
 
Basic and diluted earnings (loss) per share
$
(0.14
)
 
$
0.27

 
$
0.91

 
$
0.63

(1) See Note 13, Earnings (Loss) Per Share, for discussion about the shares of common stock utilized in the computation of basic and diluted earnings per share for the year ended December 31, 2015.

See the table below for the quarterly breakdown of merger and integration expenses and restructuring charges:
 
2016
(in millions)
Three Months Ended
 
March 31
 
June 30
 
September 30
 
December 31
Integration expenses
$
6.2

 
$
6.1

 
$
7.3

 
$
6.3

Restructuring charges (income)
$
1.7

 
$
(0.3
)
 
$
5.8

 
$
5.2

 
 
 
 
 
 
 
 
 
2015
 
Three Months Ended
 
March 31
 
June 30
 
September 30
 
December 31
Integration expenses
$
10.0

 
$
10.3

 
$
8.3

 
$
6.3

Restructuring charges
$
3.4

 
$
2.2

 
$
3.0

 
$
2.7

Business and Summary of Significant Accounting Policies (Policies)
Basis of Presentation 
Basis of Presentation

Prior to the Distribution Date, Veritiv’s financial position, results of operations and cash flows consisted of only the xpedx business of International Paper and were derived from International Paper’s historical accounting records. The financial results of xpedx have been presented on a carve-out basis through the Distribution Date, while the financial results for Veritiv, post Spin-off, are prepared on a stand-alone basis. As such, the audited Consolidated and Combined Financial Statements for the year ended December 31, 2014 consist of the consolidated results of Veritiv on a stand-alone basis for the six months ended December 31, 2014, and the combined results of operations of xpedx for the six months ended June 30, 2014 on a carve-out basis.

During 2011, xpedx ceased its Canadian operations, which had provided distribution of printing supplies to Canadian-based customers. Additionally, xpedx ceased its printing press distribution business, which was located in the U.S. Both of these businesses were historically included in xpedx's Print segment. These impacts are reported here as Discontinued Operations.

All significant intercompany transactions between Veritiv's businesses have been eliminated. All significant intercompany transactions between xpedx and International Paper have been included for the periods prior to the Spin-off and were considered to be effectively settled for cash at the time the transaction was recorded. The total net effect of the settlement of these intercompany transactions is reflected in the Consolidated and Combined Statement of Cash Flows for the year ended December 31, 2014 as a financing activity.

For periods prior to the Spin-off, the combined financial statements include expense allocations for certain functions previously provided by International Paper, including, but not limited to, general corporate expenses related to finance, legal, information technology, human resources, communications, insurance and stock-based compensation. These expenses have been allocated on the basis of direct usage when identifiable, with the remainder principally allocated on the basis of percent of capital employed, headcount, sales or other measures. Management considers the basis on which the expenses have been allocated to reasonably reflect the utilization of services provided to or for the benefit received by xpedx during those periods. The allocations may not, however, reflect the expenses xpedx would have incurred as an independent company for the periods presented. Actual costs that may have been incurred if xpedx had been a stand-alone company would depend on a number of factors, including the organizational structure, whether functions were outsourced or performed by employees and strategic decisions made in areas such as information technology and infrastructure. Veritiv is unable to determine what such costs would have been had xpedx been independent.
Use of Estimates 
Use of Estimates

The preparation of financial statements in conformity with U.S. generally accepted accounting principles ("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, accounts receivable valuation, inventory valuation, employee benefit plans, income tax contingency accruals and valuation allowances, multi-employer plan withdrawal liabilities 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.

Revenue Recognition 
Revenue Recognition

Revenue is recognized when persuasive evidence of an arrangement exists, the price is fixed or determinable, collectability is reasonably assured and delivery has occurred. Revenue is recognized when the customer takes title and assumes the risks and rewards of ownership. When management cannot conclude collectability is reasonably assured 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 reasonably assured. Multiple contracts with a single counterparty are accounted for as separate arrangements.

Sales transactions with customers are designated free on board ("f.o.b.") destination and revenue is recorded when the product is delivered to the customer’s delivery site, when title and risk of loss are transferred. Effective January 1, 2016, the Company harmonized its shipping terms to be f.o.b. destination. Prior to that date, revenue was recorded at the time of shipment for certain xpedx customers whose terms were designated f.o.b shipping point. Management determined that any shipments in transit at December 31, 2015 would honor the f.o.b. destination terms resulting in a reduction of $27.0 million and $1.8 million to net sales and operating income, respectively, for the year ended December 31, 2015.
    
Certain revenues are derived from shipments arranged by the Company made directly from a manufacturer to a customer. The Company is considered to be a principal to these transactions because, among other factors, it controls pricing to the customer, bears the credit risk of the customer defaulting on payment and is the primary obligor.
Purchase Incentives and Customer Rebates 
Purchase Incentives and Customer Rebates

Veritiv enters into agreements with suppliers that entitle Veritiv to receive rebates, allowances and other discounts based on the attainment of specified purchasing levels or sales to certain customers. Purchase incentives are recorded as a reduction to inventory and recognized in cost of products sold when the sale occurs. During the year ended December 31, 2016, approximately 47% of the Company's purchases were made from ten suppliers.

Veritiv also enters into incentive agreements with its customers, which are generally based on sales to those same customers. Veritiv records estimated rebates to customers as a reduction to gross sales as customer revenue is recognized.
Distribution Expenses 
Distribution Expenses

Distribution expenses consist of storage, handling and delivery costs including freight to the Company's customers’ destination.
Accounts Receivable and Allowances 
Accounts Receivable and Allowances

Accounts receivable are recognized net of allowances that primarily consist of allowance for doubtful accounts of $23.7 million and $24.2 million as of December 31, 2016 and 2015, respectively, with the remaining balance of $10.8 million and $9.1 million being comprised of other allowances as of December 31, 2016 and 2015, respectively. The allowance for doubtful accounts reflects the best estimate of losses inherent in the Company’s accounts receivable portfolio determined on the basis of historical experience, specific allowances for known troubled accounts and other available evidence. The other allowances balance is inclusive of returns, discounts and any other items affecting the realization of these assets. Accounts receivable are written off when management determines they are uncollectible.
Inventories 
Inventories

The Company's inventories are primarily comprised of finished goods and predominantly valued at cost as determined by the last-in first-out ("LIFO") method. Such valuations are not in excess of market. Elements of cost in inventories include the purchase price invoiced by a supplier, plus inbound freight and related costs and reduced by estimated volume-based discounts and early pay discounts available from certain suppliers.
Property and Equipment, Net 
Property and Equipment, Net

Property and equipment are stated at cost, less accumulated depreciation and software amortization. Expenditures for replacements and major improvements are capitalized, whereas repair and maintenance costs that do not improve service potential or extend economic life are expensed as incurred. The Company capitalizes certain computer software and development costs incurred in connection with developing or obtaining software for internal use. Costs related to the development of internal use software, other than those incurred during the application development stage, are expensed as incurred.
Depreciation is calculated using the straight-line method over the estimated useful lives of the assets. Land is not depreciated, and construction-in-progress ("CIP") is not depreciated until ready for service. Leased property and leasehold improvements are amortized on a straight-line basis over the lease term or useful life of the asset, whichever is less.

Depreciation and amortization for property and equipment, other than land and CIP, is based upon the following estimated useful lives:
Buildings
40 years
Leasehold improvements
1 to 20 years
Machinery and equipment
3 to 15 years
Equipment capital leases and assets related to financing obligations with related party
3 to 15 years
Internal use software
3 to 5 years


Depreciation and amortization expense, including the depreciation expense for equipment capital leases, assets related to financing obligations with related party and amortization expense of internal use software, totaled $51.3 million, $51.0 million and $32.9 million for the years ended December 31, 2016, 2015 and 2014, respectively.

Accumulated depreciation on equipment capital leases and assets related to financing obligations with related party was $29.7 million and $20.1 million for the years ended December 31, 2016 and 2015, respectively.

Amortization expense of the internal use software was $17.5 million, $18.4 million and $11.0 million for the years ended December 31, 2016, 2015 and 2014, respectively. As of December 31, 2016 and 2015, unamortized internal use software costs, including amounts recorded in CIP, were $43.9 million and $45.0 million, respectively.

Upon retirement or other disposal of property and equipment, the cost and related amount of accumulated depreciation or accumulated amortization are eliminated from the asset and accumulated depreciation or accumulated amortization accounts, respectively. The difference, if any, between the net asset value and the proceeds is included in net income.

Leases 
Leases

The Company leases certain property and equipment used for operations. Such lease arrangements are reviewed for capital or operating classification at their inception.

Capital lease obligations consist of delivery equipment, material handling equipment, computer hardware and office equipment which are leased through third parties under non-cancelable leases with terms generally ranging from three to eight years. Many of the delivery equipment leases include annual rate increases based on the Consumer Price Index which are included in the calculation of the initial lease obligation. The carrying value of the related equipment associated with these capital leases is included within property and equipment, net in the Consolidated Balance Sheets and depreciated over the term of the lease. The Company does not record rent expense for capital leases. Rather, rental payments under the lease are recognized as a reduction of the capital lease obligation and interest expense. Depreciation expense for assets under capital leases is included in the total depreciation expense disclosed in the Consolidated and Combined Statements of Operations.
  
All other leases are operating leases. Certain lease agreements include renewal options and rent escalation clauses. Assets subject to an operating lease and the related lease payments are not recorded on the Company’s balance sheet. Rent expense is recognized on a straight-line basis over the expected lease term.

The term for all types of leases begins on the date the Company becomes legally obligated for the rent payments or takes possession of the asset, whichever is earlier.
Goodwill and Other Intangible Assets, Net 
Goodwill and Other Intangible Assets, Net

Goodwill relating to a single business reporting unit is included as an asset of the applicable segment. Goodwill arising from major acquisitions that involve multiple reportable segments is allocated to the reporting units based on the relative fair value of the reporting unit.

Goodwill is reviewed by Veritiv for impairment on a reporting unit basis annually on October 1st or more frequently if indicators are present or changes in circumstances suggest that impairment may exist. The testing of goodwill for possible impairment is a two-step process. In the first step, the fair value of a reporting unit is compared with its carrying value, including goodwill. If fair value exceeds the carrying value, goodwill is not considered to be impaired. If the fair value of a reporting unit is below the carrying value, then step two is performed to measure the amount of the goodwill impairment loss for the reporting unit. This analysis requires the determination of the fair value of all of the individual assets and liabilities of the reporting unit, including any currently unrecognized intangible assets, as if the reporting unit had been purchased on the analysis date. Once these fair values have been determined, the implied fair value of the unit’s goodwill is calculated as the excess, if any, of the fair value of the reporting unit determined in step one over the fair value of the net assets determined in step two. The carrying value of goodwill is then reduced to this implied value, or to zero if the fair value of the assets exceeds the fair value of the reporting unit, through a goodwill impairment charge. During the fourth quarter of 2015, the Company's annual goodwill impairment testing indicated that the implied value of the Facility Solutions goodwill was less than its carrying value. Accordingly, Veritiv recorded a $1.9 million impairment charge in selling and administrative expense relating to the Facility Solutions goodwill. See Note 4, Goodwill and Other Intangible Assets. No goodwill impairment charges were recorded during the years ended December 31, 2016 and 2014.

Intangible assets acquired in a business combination are recorded at fair value. The Company's intangible assets include customer relationships, trademarks and trade names and non-compete agreements. Intangible assets with finite useful lives are subsequently amortized using the straight-line method over the estimated useful lives of the assets. See the Impairment of Long-Lived Assets section below for the accounting policy related to the periodic review of long-lived intangible assets for impairment. During the third and fourth quarters of 2016, the Company recognized a total of $5.8 million in asset impairment charges related to its Print and Publishing & Print Management ("Publishing") segments' customer relationship intangible assets which was recorded in selling and administrative expenses. See Note 4, Goodwill and Other Intangible Assets. No intangible asset impairment charges were recorded during the years ended December 31, 2015 and 2014.


Impairment or Long-Lived Assets 
Impairment of Long-Lived Assets

Long-lived assets, including finite lived intangible assets, are tested for impairment whenever events or changes in circumstances indicate their carrying value may not be recoverable. The Company assesses the recoverability of long-lived assets based on the undiscounted future cash flow the assets are expected to generate and recognizes an impairment loss when estimated undiscounted future cash flows expected to result from the use of the asset plus net proceeds expected from disposition of the asset, if any, are less than the carrying value of the asset. When an impairment is identified, the Company reduces the carrying amount of the asset to its estimated fair value based on a discounted cash flow approach or, when available and appropriate, to comparable market values.

Employee Benefit Plans 
Employee Benefit Plans

The Company sponsors and/or contributes to defined contribution plans, defined benefit pension plans and multi-employer pension plans in the United States. In addition, the Company and its subsidiaries have various pension plans and other forms of retirement arrangements outside the United States. See Note 10, Employee Benefit Plans, for additional information.
      
Prior to the Spin-off, certain of xpedx’s employees participated in defined benefit pension and other post-retirement benefit plans sponsored and accounted for by International Paper. In conjunction with the Spin-off, the above plans were frozen for the xpedx employees, and International Paper retained the associated liabilities. Certain xpedx union employees were added as participants to the Unisource defined benefit pension plan. In conjunction with the Merger, Veritiv assumed responsibility for Unisource’s defined benefit plans and Supplemental Executive Retirement Plan ("SERP") in the U.S. and Canada. Except as discussed below, these plans were frozen prior to the Merger.  Union employees continue to accrue benefits under the U.S. defined benefit pension plan in accordance with their collective bargaining agreements.

The determination of defined benefit pension and postretirement plan obligations and their associated costs requires the use of actuarial computations to estimate participant plan benefits to which the employees will be entitled. The Company’s significant assumptions in this regard include discount rates, rate of future compensation increases, expected long-term rates of return on plan assets, mortality rates, and other factors. Each assumption is developed using relevant company experience in conjunction with market-related data in the U.S. and Canada. All actuarial assumptions are reviewed annually with third-party consultants and adjusted, as necessary.

For the recognition of net periodic postretirement cost, the calculation of the expected long-term rate of return on plan assets is derived using the fair value of plan assets at the measurement date. Actual results that differ from the Company's assumptions are accumulated and amortized on a straight-line basis only to the extent they exceed 10% of the higher of the fair value of plan assets or the projected benefit obligation, over the estimated remaining service period of active participants. The fair value of plan assets is determined based on market prices or estimated fair value at the measurement date.

The Company also makes contributions to multi-employer pension plans for its union employees covered by such plans. For these plans, the Company recognizes a liability only for any required contributions to the plans or surcharges imposed by the plans that are accrued and unpaid at the balance sheet date. The Company does not record an asset or liability to recognize the funded status of the plans. The Company records an estimated undiscounted charge when it becomes probable that it has incurred a withdrawal liability as the final amount and timing is not assured.
Share-based Compensation 
Stock-Based Compensation

The Company measures and records compensation expense for all stock-based awards based on the grant date fair values over the vesting period of the awards.
Income Taxes 
Income Taxes

Veritiv's income tax expense, deferred tax assets and liabilities, and liabilities for unrecognized tax benefits reflect management’s best assessment of estimated current and future taxes to be paid.  Veritiv records its global tax provision based on the respective tax rules and regulations for the jurisdictions in which it operates.  Where treatment of a position is uncertain, liabilities are recorded based upon an evaluation of the more likely than not outcome considering technical merits of the position.  Changes to recorded liabilities are made only when an identifiable event occurs that alters the likely outcome, such as settlement with the relevant tax authority or the expiration of statutes of limitation for the subject tax year.  Significant judgments and estimates are required in determining the consolidated income tax expense.
               
Valuation allowances are recorded to reduce deferred tax assets when it is more likely than not that a tax benefit will not be realized.  Significant judgment is required in evaluating the need for and amount of valuation allowances against deferred tax assets.  The realization of these assets is dependent on generating sufficient future taxable income.

While Veritiv believes that these judgments and estimates are appropriate and reasonable under the circumstances,
actual resolution of these matters may differ from recorded estimated amounts.
Fair Value Measurements 
Fair Value Measurements

Fair value is the price that would be received upon the sale of an asset or paid to transfer a liability in an orderly transaction between market participants at the measurement date. The following fair value hierarchy is used in selecting inputs, with the highest priority given to Level 1, as these are the most transparent or reliable.
    
Level 1 –
Quoted market prices in active markets for identical assets or liabilities.
Level 2 –
Observable market-based inputs other than quoted prices included within Level 1 that are observable for the asset or liability, either directly or indirectly.
Level 3 –
Unobservable inputs for the asset or liability reflecting the reporting entity’s own assumptions or external inputs from inactive markets.
Foreign Currency 
Foreign Currency

The assets and liabilities of the foreign subsidiaries are translated from their respective local currencies to the U.S. dollars at the appropriate spot rates as of the balance sheet date. Changes in the carrying value of these assets and liabilities attributable to fluctuations in spot rates are recognized in foreign currency translation adjustment, a component of accumulated other comprehensive loss ("AOCL"). See Note 14, Shareholders' Equity, for further detail.

The revenues and expenses of the foreign subsidiaries are translated using the monthly average exchange rates during the year. The gains or losses from foreign currency transactions are included in other expense, net in the Consolidated and Combined Statements of Operations.
Treasury Stock 
Treasury Stock
    
Common stock purchased for treasury is recorded at cost. Costs incurred by the Company that are associated with the acquisition of treasury stock are treated in a manner similar to stock issue costs and are added to the cost of the treasury stock.
Recently Issued Accounting Standards 
Recently Issued Accounting Standards
Recently Issued Accounting Standards Not Yet Adopted
Standard
 
Description
 
Effective Date
 
Effect on the Financial Statements or Other Significant Matters
Accounting Standards Update ("ASU") 2014-09, Revenue from Contracts with Customers (Topic 606)
 
The standard will replace existing revenue recognition standards and significantly expand the disclosure requirements for revenue arrangements. It may be adopted either retrospectively or on a modified retrospective basis to new contracts and existing contracts with remaining performance obligations as of the effective date.
 
January 1, 2018; early adoption date is no earlier than the annual period beginning after December 15, 2016
 
The initial analysis identifying areas that will be impacted by the new guidance included a review of a representative sample of existing revenue contracts with customers. Based on this initial analysis, areas requiring further analysis were identified and that analysis is ongoing. Those areas include accounting for customer rebates, principal/agent considerations, and bill and hold transactions. The Company has not made a decision on the method of adoption. We have not determined the effect of the new standard on our internal control over financial reporting or other changes in business practices and processes, but will do so during 2017. The Company plans to adopt this ASU on January 1, 2018.
ASU 2016-02, Leases (Topic 842)
 
The standard requires lessees to put most leases on their balance sheet, but recognize expenses in their statement of operations in a manner similar to current accounting guidance. The new standard also eliminates the current guidance related to real estate specific provisions. The guidance requires application on a modified retrospective basis.
 
January 1, 2019; early adoption is permitted
 
The Company anticipates that the adoption of the standard will have a material impact to its Consolidated Financial Statements and related disclosures as it will result in recording virtually all operating leases on the balance sheet as a lease obligation and right to use asset. The Company plans to adopt this ASU on January 1, 2019.
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 for fiscal years beginning after December 15, 2018
 
The Company is currently evaluating the impact the ASU will have on its Consolidated Financial Statements and related disclosures. The Company 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 2016-15, Statement of Cash Flows (Topic 230)

 
The standard addresses eight specific cash flow issues and is intended to reduce diversity in practice in how certain cash receipts and cash payments are presented and classified in the statement of cash flows. The guidance requires application on a retrospective basis.

 
January 1, 2018; early adoption is permitted (early adoption requires the adoption of all amendments in the same period)

 
The Company is currently evaluating the impact the ASU will have on its Consolidated Financial Statements and related disclosures. The Company plans to adopt this ASU on January 1, 2018.
ASU 2017-01, Business Combinations (Topic 805)
 
The standard clarifies the definition of a business with the objective of adding guidance to assist entities with evaluating whether transactions should be accounted for as acquisitions (or disposals) of assets or businesses. The guidance requires application on a prospective basis.
 
January 1, 2018; early adoption is permitted

 
The Company plans to adopt this ASU on January 1, 2018.
ASU 2017-07, Compensation-Retirement Benefits (Topic 715)
 
The standard requires employers to disaggregate the service cost component from the other components of net benefit cost and disclose the amount of net benefit cost that is included in the income statement or capitalized in assets, by line item. The standard requires employers to report the service cost component in the same line item(s) as other compensation costs and to report other pension-related costs (which include interest costs, amortization of pension-related costs from prior periods, and the gains or losses on plan assets) separately and exclude them from the subtotal of operating income. The standard also allows only the service cost component to be eligible for capitalization when applicable. The guidance requires application on a retrospective basis for the presentation of the service cost component and the other components of net periodic pension cost and net periodic postretirement benefit cost in the income statement and on a prospective basis for the capitalization of the service cost component of net periodic pension cost and net periodic postretirement benefit in assets.
 
January 1, 2018; early adoption is permitted as of the first interim period of an annual period for which interim or annual financial statements have not been issued
 
The Company is currently evaluating the impact the ASU will have on its Consolidated Financial Statements and related disclosures. The Company plans to adopt this ASU on January 1, 2018.



Recently Adopted Accounting Standards
 
 
 
 
Standard
 
Description
 
Effective Date
 
Effect on the Financial Statements or Other Significant Matters
ASU 2016-09, Compensation-
Stock Compensation
(Topic 718)
 
The standard was issued as part of the Financial Accounting Standards Board's simplification initiative. The areas for simplification involve several aspects of the accounting for share-based payment transactions, including income tax consequences, award classification as either equity or liabilities, and classification on the statement of cash flows. The guidance required application on a prospective basis.

 
January 1, 2017; early adoption is permitted

 
The Company adopted this ASU on January 1, 2016. The adoption did not materially impact its Consolidated Financial Statements or related disclosures.
ASU 2015-05, Intangibles - Goodwill and Other - Internal-Use Software (Subtopic 350-40)
 
The amendments in this update provide guidance to customers about whether a cloud computing arrangement includes a software license. If a cloud computing arrangement includes a software license, then the customer should account for the software license element of the arrangement consistent with the acquisition of other software licenses. If a cloud computing arrangement does not include a software license, the customer should account for the arrangement as a service contract. This update can be adopted either prospectively or retrospectively.
 
January 1, 2016
 
The Company adopted this ASU prospectively for all new transactions entered into or materially modified after January 1, 2016. The adoption did not materially impact its Consolidated Financial Statements or related disclosures.
ASU 2015-07, Fair Value Measurement (Topic 820) Disclosures for Investments in Certain Entities that Calculate Net Asset Value per Share (or Its Equivalent)
 
The amendments in this update remove the requirement to categorize within the fair value hierarchy all investments for which fair value is measured using the net asset value per share practical expedient. Although the investment is not categorized within the fair value hierarchy, a reporting entity shall provide the amount measured using the net asset value per share (or its equivalent) practical expedient to permit reconciliation of the fair value of investments included in the fair value hierarchy to the total plan asset fair value amounts. The amendments required application on a retrospective basis.
 
January 1, 2016
 
The Company adopted this ASU on January 1, 2016. Certain of the Company's Canadian pension plan assets, reported in prior years as Level 2 in the fair value hierarchy, have been removed from the fair value hierarchy and are now reported as reconciling items to total fair value of plan assets.
ASU 2015-11, Simplifying the Measurement of Inventory
 
The standard requires companies to measure inventory at the lower of cost and net realizable value, thereby simplifying the current guidance under which an entity must measure inventory at the lower of cost or market. This ASU will not apply to inventories measured by either the last-in first-out method or retail inventory method. The guidance requires application on a prospective basis.
 
January 1, 2017
 
The Company adopted this ASU on January 1, 2017. The adoption did not materially impact its Consolidated Financial Statements or related disclosures. For the year ended December 31, 2016, approximately 87% of the inventory balance was measured using LIFO.
ASU 2017-04, Intangibles - Goodwill and Other (Topic 350)
 
The standard simplifies how an entity is required to test goodwill for impairment by eliminating Step 2 from the goodwill impairment test. Step 2 measures a goodwill impairment loss by comparing the implied fair value of a reporting unit’s goodwill with the carrying amount of that goodwill. The guidance requires application on a prospective basis.
 
January 1, 2020; early adoption is permitted
 
The Company adopted this ASU on January 1, 2017.
Merger and Integration Expenses 
Merger and Integration Expenses

Merger and integration expenses are expensed as incurred. Merger expenses include advisory, legal and other professional fees directly associated with the Merger. Integration expenses include professional services and project management fees, internally dedicated integration management resources, retention compensation, information technology conversion costs, certain termination benefits (including change-in-control bonuses), rebranding and other costs to integrate the combined businesses of xpedx and Unisource.
Business and Summary of Significant Accounting Policies (Tables)
Allowances for Accounts Receivable 
Below is a rollforward of the Company's accounts receivable allowances for the years ended December 31, 2016, 2015 and 2014:            
 
Year Ended December 31,
(in millions)
2016
 
2015
 
2014
Beginning balance, January 1
$
33.3

 
$
39.0

 
$
22.7

Add / (Deduct):
 
 
 
 
 
Provision for bad debt expense
2.2

 
7.4

 
12.8

Net write-offs and recoveries
(6.7
)
 
(13.1
)
 
(9.8
)
Other adjustments(1)
5.7

 
—

 
—

Purchase accounting adjustment
—

 
—

 
13.3

Ending balance, December 31
$
34.5

 
$
33.3

 
$
39.0

(1) Other adjustments represent amounts reserved for returns and discounts, foreign currency translation adjustments and reserves for customer accounts where revenue is not recognized because collectability is not reasonably assured. Prior year amounts were not material.

Property and Equipment, Net 
The components of property and equipment, net were as follows:
(in millions)
December 31,
 
December 31,
2016
 
2015
Land, buildings and improvements
$
132.0

 
$
129.6

Machinery and equipment
131.1

 
123.6

Equipment capital leases and assets related to financing obligations with related party
215.5

 
224.5

Internal use software
151.0

 
135.0

Construction-in-progress
35.0

 
14.0

Less: Accumulated depreciation and software amortization
(292.8
)
 
(263.0
)
Property and equipment, net
$
371.8

 
$
363.7

Depreciation and amortization for property and equipment, other than land and CIP, is based upon the following estimated useful lives:
Buildings
40 years
Leasehold improvements
1 to 20 years
Machinery and equipment
3 to 15 years
Equipment capital leases and assets related to financing obligations with related party
3 to 15 years
Internal use software
3 to 5 years
Merger with Unisource (Tables)
Schedule of Business Acquisition Purchase Price 
The following table summarizes the components of the purchase price for Unisource. The fair value of Veritiv shares issued represents the aggregate value of 7.84 million shares issued at the closing "when-issued" market price of the Company’s stock on June 30, 2014, the day prior to the Merger, less a discount for lack of marketability. See Note 11, Fair Value Measurements, regarding the valuation of the contingent liability.
Purchase price:
(in millions)
Fair value of Veritiv shares issued in the Merger
$
284.7

Cash payments associated with customary working capital and net indebtedness adjustments
39.1

Fair value of contingent liability associated with the Tax Receivable Agreement
59.4

Total purchase price
$
383.2

Schedule of Recognized Identified Assets Acquired and Liabilities Assumed 
The following table summarizes the final allocation of the purchase price to assets acquired and liabilities assumed as of the date of the Merger:
Final Allocation:
(in millions)
Cash
$
70.9

Accounts receivable
448.4

Inventories
353.8

Deferred income tax assets
72.0

Property and equipment
299.0

Goodwill
25.7

Other intangible assets
31.5

Other current and non-current assets (including below market leasehold agreements)
61.8

Accounts payable
(284.2
)
Long-term debt (including equipment capital leases)
(313.2
)
Financing obligations to related party
(233.1
)
Defined benefit pension obligations
(30.3
)
Other current and non-current liabilities (including above market leasehold agreements)
(119.1
)
Total purchase price
$
383.2

Schedule of Finite-Lived Intangible Assets Acquired as Part of Business Combination 
The purchase price allocated to the identifiable intangible assets acquired is as follows:
 
Value
(in millions)
 
Estimated Weighted-Average Useful Life (in years)
Customer relationships
$
24.3

 
14.8
Trademarks/Trade names
4.1

 
3.6
Non-compete agreements
3.1

 
1
Total identifiable intangible assets acquired
$
31.5

 
 
Schedule of Pro Forma Information 
The following unaudited pro forma financial information presents results as if the Merger and the related financing, further described in Note 5, Debt, occurred on January 1, 2013. The historical consolidated financial information of the Company and Unisource has been adjusted in the pro forma information to give effect to pro forma events that are directly attributable to the transactions and factually supportable. The unaudited pro forma results do not reflect events that have occurred or may occur after the transactions, including the impact of any synergies expected to result from the Merger. Accordingly, the unaudited pro forma financial information is not necessarily indicative of the results of operations as they would have been had the transactions been effected on the assumed date, nor is it necessarily an indication of future operating results.
(Unaudited)
Year Ended 
 December 31,
(in millions, except per share data)
2014
Net sales
$
9,314.1

Net income
$
22.7

Earnings per share – basic and diluted
$
1.42

Weighted average shares outstanding – basic and diluted
16.00


Merger, Integration and Restructuring Charges (Tables)
Components of Merger and Integration Costs 
The following table summarizes the components of merger and integration expenses:

 
 
Year Ended December 31,
(in millions)
 
2016
 
2015
 
2014
Integration management
 
$
8.3

 
$
—

 
$
—

Retention compensation
 
2.5

 
10.8

 
37.9

Information technology conversion costs
 
6.3

 
7.4

 
2.9

Rebranding
 
2.4

 
6.1

 
0.4

Legal, consulting and other professional fees
 
2.3

 
7.8

 
29.7

Other
 
4.1

 
2.8

 
4.2

     Total merger and integration expenses
 
$
25.9

 
$
34.9

 
$
75.1

Restructuring and Related Costs 
See the table below for the quarterly breakdown of merger and integration expenses and restructuring charges:
 
2016
(in millions)
Three Months Ended
 
March 31
 
June 30
 
September 30
 
December 31
Integration expenses
$
6.2

 
$
6.1

 
$
7.3

 
$
6.3

Restructuring charges (income)
$
1.7

 
$
(0.3
)
 
$
5.8

 
$
5.2

 
 
 
 
 
 
 
 
 
2015
 
Three Months Ended
 
March 31
 
June 30
 
September 30
 
December 31
Integration expenses
$
10.0

 
$
10.3

 
$
8.3

 
$
6.3

Restructuring charges
$
3.4

 
$
2.2

 
$
3.0

 
$
2.7

Schedule of Restructuring Reserve 
The following is a summary of the Company's restructuring activity for the periods presented:     
(in millions)
Severance and Related Costs
 
Other Direct Costs
 
Total
Balance at December 31, 2014
$
3.7

 
$
0.2

 
$
3.9

Costs incurred
4.3

 
2.9

 
7.2

Payments
(6.3
)
 
(2.7
)
 
(9.0
)
Balance at December 31, 2015
1.7

 
0.4

 
2.1

Costs incurred
3.5

 
11.0

 
14.5

Payments
(3.4
)
 
(3.4
)
 
(6.8
)
Balance at December 31, 2016
$
1.8

 
$
8.0

 
$
9.8

Schedule of Restructuring Reserve 
The corresponding liability and activity during the periods presented are detailed in the table below. In connection with the Spin-off on July 1, 2014, the remaining liability at June 30, 2014 was transferred to International Paper. See Note 9, Related Party Transactions, for more details.
(in millions)
Total
Liability at December 31, 2013
$
7.7

Costs incurred
0.1

Payments
(3.9
)
Adjustment of prior year's estimate
(0.3
)
Liability transferred to Parent in connection with Spin-off
(3.6
)
Liability at December 31, 2014
$
—

Restructuring and Related Costs 
The income and charges were as follows:

 
 
Year Ended December 31,
(in millions)
 
2014
Facility costs
 
$
0.3

Severance
 
0.2

Gain on sale of fixed assets
 
(1.6
)
Total
 
$
(1.1
)

Goodwill and Other Intangible Assets (Tables)
Schedule of Goodwill 
The following table sets forth the changes in the carrying amount of goodwill during 2015 and 2016:
(in millions)
Print
 
Publishing
 
Packaging
 
Facility Solutions
 
Corporate & Other
 
Total
Balance at December 31, 2014:
 
 
 
 
 
 
 
 
 
 
 
   Goodwill
$
265.4

 
$
50.5

 
$
44.3

 
$
59.0

 
$
6.2

 
$
425.4

   Accumulated impairment losses
(265.4
)
 
(50.5
)
 
—

 
(57.1
)
 
—

 
(373.0
)
      Net goodwill 2014
—

 
—

 
44.3

 
1.9

 
6.2

 
52.4

2015 Activity:
 
 
 
 
 
 
 
 
 
 
 
   Purchase accounting adjustment
—

 
—

 
(0.2
)
 
—

 
(0.1
)
 
(0.3
)
   Impairment of goodwill
—

 
—

 
—

 
(1.9
)
 
—

 
(1.9
)
Balance at December 31, 2015:
 
 
 
 
 
 
 
 
 
 
 
   Goodwill
265.4

 
50.5

 
44.1

 
59.0

 
6.1

 
425.1

   Accumulated impairment losses
(265.4
)
 
(50.5
)
 
—

 
(59.0
)
 
—

 
(374.9
)
      Net goodwill 2015
—

 
—

 
44.1

 
—

 
6.1

 
50.2

2016 Activity:
 
 
 
 
 
 
 
 
 
 
 
   Goodwill acquired
—

 
—

 
—

 
—

 
—

 
—

   Impairment of goodwill
—

 
—

 
—

 
—

 
—

 
—

Balance at December 31, 2016:

 

 

 

 

 

   Goodwill
265.4

 
50.5

 
44.1

 
59.0

 
6.1

 
425.1

   Accumulated impairment losses
(265.4
)
 
(50.5
)
 
—

 
(59.0
)
 
—

 
(374.9
)
      Net goodwill 2016
$
—

 
$
—

 
$
44.1

 
$
—

 
$
6.1

 
$
50.2

Schedule of Finite-Lived Intangible Assets 
The components of the Company's other intangible assets were as follows:
 
December 31, 2016
 
December 31, 2015
(in millions)
Gross Carrying Amount
 
Accumulated Amortization
 
Net
 
Gross Carrying Amount
 
Accumulated Amortization
 
Net
Customer relationships
$
23.6

 
$
4.0

 
$
19.6

 
$
55.0

 
$
26.7

 
$
28.3

Trademarks/Trade names
2.7

 
1.3

 
1.4

 
4.1

 
2.2

 
1.9

Non-compete agreements
—

 
—

 
—

 
3.1

 
3.1

 
—

Total
$
26.3

 
$
5.3

 
$
21.0

 
$
62.2

 
$
32.0

 
$
30.2

Schedule of Finite-Lived Intangible Assets, Future Amortization Expense 
The estimated aggregate amortization expense for each of the five succeeding years is as follows (in millions):
Year
 
Total
2017
 
$
2.1

2018
 
2.1

2019
 
1.9

2020
 
1.6

2021
 
1.6

Debt (Tables)
Schedule of Long-term Debt Obligations
The Company's long-term debt obligations were as follows:
(in millions)
December 31, 2016
 
December 31, 2015
ABL Facility
$
726.9

 
$
795.5

Equipment capital lease and other obligations (1)
25.2

 
7.8

Total debt
752.1

 
803.3

Less: current portion of long-term debt
(2.9
)
 
(2.8
)
Long-term debt, net of current maturities
$
749.2

 
$
800.5


    (1) As of December 31, 2016 and 2015, includes $19.1 million and $0.7 million, respectively, related to the Toronto build-to-suit arrangement described more fully in Note 7, Leases.
Leases (Tables)
Schedule of Future Minimum Payments for Operating and Capital Leases
Future minimum lease payments at December 31, 2016 were as follows:
 
Financing Obligations to Related Party and Equipment Capital Leases
 
Operating Leases and Other Lease Type Obligations (1)
(in millions)
 
Lease Obligations
 
Sublease Income
 
Total
2017
$
19.1

 
$
91.1

 
$
(0.4
)
 
$
90.7

2018
9.2

 
82.3

 
(0.3
)
 
82.0

2019
1.0

 
69.8

 
(0.2
)
 
69.6

2020
0.7

 
58.2

 
—

 
58.2

2021
0.2

 
46.6

 
—

 
46.6

Thereafter
—

 
146.0

 
—

 
146.0

 
30.2

 
494.0

 
(0.9
)
 
493.1

Amount representing interest
(1.5
)
 
—

 
—

 
—

Total future minimum lease payments
$
28.7

 
$
494.0

 
$
(0.9
)
 
$
493.1


(1) Amounts shown include the current estimated payments related to the Greater Toronto Area facility which is currently under construction. See description below.
Income Taxes (Tables)
Schedule of Income before Income Tax, Domestic and Foreign 
The domestic (United States) and foreign components of the Company's income (loss) from continuing operations before income taxes were as follows:
 
Year Ended December 31,
(in millions)
2016
 
2015
 
2014
Domestic (United States)
$
27.6

 
$
46.6

 
$
(19.0
)
Foreign
13.2

 
(1.7
)
 
(2.6
)
Income (loss) from continuing operations before income taxes
$
40.8

 
$
44.9

 
$
(21.6
)
Schedule of Provision for Income Tax (Benefit) Expense 
Income tax expense (benefit) in the Consolidated and Combined Statements of Operations consisted of the following:
 
Year Ended December 31,
(in millions)
2016
 
2015
 
2014
Current Provision:
 
 
 
 
 
U.S. Federal
$
3.6

 
$
—

 
$
5.0

U.S. State
1.5

 
1.7

 
0.9

Foreign
3.6

 
1.6

 
1.7

Total current income tax expense
$
8.7

 
$
3.3

 
$
7.6

 
 
 
 
 
 
Deferred, net:
 
 
 
 
 
U.S. Federal
$
9.6

 
$
14.8

 
$
(8.3
)
U.S. State
1.9

 
0.5

 
(1.2
)
Foreign
(0.4
)
 
(0.4
)
 
(0.2
)
Total deferred, net
$
11.1

 
$
14.9

 
$
(9.7
)
Provision for income tax expense (benefit)
$
19.8

 
$
18.2

 
$
(2.1
)
Schedule of Effective Income Tax Rate Reconciliation 
Reconciliation between the federal statutory rate and the effective tax rate is as follows:
 
Year Ended December 31,
(in millions)
2016
 
2015
 
2014
Income (loss) from continuing operations before income taxes
$
40.8

 
$
44.9

 
$
(21.6
)
Statutory U.S. income tax rate
35.0
%
 
35.0
%
 
35.0
%
Tax expense using statutory U.S. income tax rate
$
14.3

 
$
15.7

 
$
(7.6
)
Foreign income tax rate differential
(1.1
)
 
0.2

 
0.3

State tax (net of federal benefit)
2.8

 
1.6

 
(0.3
)
Non-deductible expenses
2.3

 
1.5

 
1.6

Tax Receivable Agreement change in fair value
1.6

 
0.7

 
0.6

Foreign exchange loss (a)
—

 
(1.2
)
 
—

Transaction costs
—

 
—

 
1.6

Change in valuation allowance - U.S. Federal and State (b)
—

 
(0.8
)
 
—

Change in valuation allowance - Foreign
(0.5
)
 
1.7

 
2.0

Other
0.4

 
(1.2
)
 
(0.3
)
Income tax provision (benefit)
$
19.8

 
$
18.2

 
$
(2.1
)
Effective income tax rate
48.5
%
 
40.5
%
 
9.7
%

(a) Recognition of a U.S. tax benefit with respect to a foreign exchange loss on the capitalization of an intercompany loan with the Company's Canadian subsidiary.
(b) Increase in Section 382 limitation resulting from recognition of built-in gains.
Schedule of Deferred Tax Assets and Liabilities 
Deferred income tax assets and liabilities as of December 31, 2016 and 2015 were as follows:
 
December 31, 2016
 
December 31, 2015
(in millions)
U.S.
 
Non-U.S.
 
U.S.
 
Non-U.S.
Deferred income tax assets:
 
 
 
 
 
 
 
Accrued compensation
$
17.7

 
$
0.1

 
$
20.4

 
$
—

Capital lease obligations to related party
77.5

 
0.8

 
83.8

 
0.6

Goodwill and other intangibles, net
4.6

 
—

 
4.3

 
—

Long-term compensation
21.2

 
3.8

 
18.4

 
4.2

Net operating losses and credit carryforwards
74.1

 
13.6

 
85.9

 
10.8

Allowance for doubtful accounts
11.9

 
—

 
11.5

 
0.1

Other
3.5

 
0.8

 
1.7

 
0.7

Gross deferred income tax assets
210.5

 
19.1

 
226.0

 
16.4

Less valuation allowance
(6.5
)
 
(18.1
)
 
(6.3
)
 
(15.5
)
Total deferred tax asset
204.0

 
1.0

 
219.7

 
0.9

Deferred income tax liabilities:
 
 
 
 
 
 
 
Property and equipment, net
(86.7
)
 
—

 
(92.0
)
 
—

Inventory reserve
(48.2
)
 
—

 
(49.5
)
 
—

Other
(8.3
)
 
—

 
(5.8
)
 
—

Total deferred tax liability
(143.2
)
 
—

 
(147.3
)
 
—

Net deferred income tax asset
$
60.8

 
$
1.0

 
$
72.4

 
$
0.9

Summary of Valuation Allowance 
Deferred income tax asset valuation allowance is as follows:
(in millions)
U.S.
 
Non-U.S.
 
Total
Balance at December 31, 2014
$
26.1

 
$
15.7

 
$
41.8

Additions
—

 
2.5

 
2.5

Subtractions
(19.8
)
 
—

 
(19.8
)
Currency translation adjustments
—

 
(2.7
)
 
(2.7
)
Balance at December 31, 2015
6.3

 
15.5

 
21.8

Additions
0.2

 
3.4

 
3.6

Subtractions
—

 
(0.9
)
 
(0.9
)
Currency translation adjustments
—

 
0.1

 
0.1

Balance at December 31, 2016
$
6.5

 
$
18.1

 
$
24.6

Related Party Transactions (Tables)
Schedule of Related Party Transactions 
The following table summarizes the financial impact of those related party transactions with International Paper:
 
 
Year Ended December 31,
(in millions)
 
2014
Sales to International Paper, reflected in net sales
 
$
24.3

Purchases of inventory from International Paper, recognized in cost of products sold
 
$
276.5

The following table summarizes the financial impact of these related party transactions with Georgia Pacific:

 
 
Year Ended December 31,
(in millions)
 
2016
 
2015
 
2014
Sales to Georgia-Pacific, reflected in net sales
 
$
35.6

 
$
33.6

 
$
18.4

Purchases of inventory from Georgia-Pacific, recognized in cost of products sold
 
$
224.9

 
$
264.7

 
$
136.1

 
 
 
 
 
 
 
 
 
 
 
 
 
 
Inventories purchased from Georgia-Pacific that remained on Veritiv's balance sheet
 
$
24.8

 
$
25.2

 
 
Related party payable to Georgia-Pacific
 
$
9.0

 
$
10.7

 
 
Related party receivable from Georgia-Pacific
 
$
3.9

 
$
3.9

 
 
Parent Company Investment 
The components of net transfers to Parent for the year ended December 31, 2014 were as follows:
 
 
Year Ended December 31,
(in millions)
 
2014
Intercompany sales and purchases, net
 
$
255.4

Cash pooling and general financing activities
 
(322.5
)
Corporate allocations including income taxes
 
34.7

Net adjustments in conjunction with the Spin-off
 
(49.6
)
Total net transfers to International Paper
 
$
(82.0
)
Employee Benefit Plans (Tables)
Deferred Compensation Liability 
The liabilities associated with these plans are summarized in the table below.
Deferred Compensation Liability
 
 
 
 
 
 
 
 
 
(in millions)
 
December 31, 2016
 
December 31, 2015
Other accrued liabilities
 
$
2.7

 
$
2.8

Other non-current liabilities
 
21.6

 
19.6

Total liabilities
 
$
24.3

 
$
22.4

Changes in Projected Benefit Obligations, Fair Value of Plan Assets, and Funded Status of Plan 
The following table provides information about Veritiv's U.S. and Canadian defined benefit pension and SERP plans:
 
Year Ended December 31,
 
2016

2015
(in millions)
U.S.

Canada

U.S.

Canada
Accumulated benefit obligation, end of year
$
89.7

 
$
71.9

 
$
89.0

 
$
68.2


 
 
 
 
 
 
 
Change in projected benefit obligation:
 
 
 
 
 
 
 
Benefit obligation, beginning of year
$
89.0

 
$
76.0

 
$
93.7

 
$
89.4

Service cost
0.7

 
0.3

 
0.8

 
0.2

Interest cost
3.4

 
3.1

 
3.2

 
3.2

Actuarial (gain) loss
—

 
2.2

 
(3.4
)
 
1.6

Benefits paid
(3.4
)
 
(4.8
)
 
(5.2
)
 
(4.0
)
Settlements
—

 
—

 
(0.1
)
 
—

Foreign exchange adjustments
—

 
2.2

 
—

 
(14.4
)
Projected benefit obligation, end of year
$
89.7

 
$
79.0

 
$
89.0

 
$
76.0


 
 
 
 
 
 
 
Change in plan assets:
 
 
 
 
 
 
 
Plan assets, beginning of year
$
74.4

 
$
61.6

 
$
80.2

 
$
66.4

Employer contributions
—

 
3.1

 
0.1

 
3.5

Investment returns
5.9

 
3.1

 
0.3

 
6.3

Benefits paid
(3.4
)
 
(4.8
)
 
(5.2
)
 
(4.0
)
Administrative expenses paid
(1.0
)
 
—

 
(0.9
)
 
—

Settlements
—

 
—

 
(0.1
)
 
—

Foreign exchange adjustments
—

 
1.9

 
—

 
(10.6
)
Plan assets, end of year
$
75.9

 
$
64.9

 
$
74.4

 
$
61.6

Underfunded status, end of year
$
(13.8
)
 
$
(14.1
)
 
$
(14.6
)
 
$
(14.4
)
Schedule of Amounts Recognized in Balance Sheet 
 
Year Ended December 31,
 
2016

2015
(in millions)
U.S.

Canada

U.S.

Canada
Amounts recognized in the Consolidated Balance Sheets consist of:
 
 
 
 
 
 
 
Other current liabilities
$
0.1

 
$
0.2

 
$
0.1

 
$
0.2

Defined benefit pension obligations
13.7

 
13.9

 
14.5

 
14.2

Net liability recognized
$
13.8

 
$
14.1

 
$
14.6

 
$
14.4


 
Year Ended December 31,
 
2016

2015
(in millions)
U.S.
 
Canada
 
U.S.
 
Canada
Amounts not yet reflected in net periodic benefit cost and included in AOCL consist of:
 
 
 
 
 
 
 
Net loss, net of tax
$
5.7

 
$
3.4

 
$
6.2

 
$
1.2

Schedule of Net Periodic Benefit Cost Not yet Recognized 
Total net periodic benefit cost associated with the defined benefit pension and SERP plans is summarized below:
 
Year Ended December 31,
 
2016

2015
 
2014
(in millions)
U.S.
 
Canada
 
U.S.
 
Canada
 
U.S.
 
Canada
Components of net periodic benefit cost (credit):
 
 
 
 
 
 
 
 
 
 
 
Service cost
$
1.7

 
$
0.3

 
$
1.6

 
$
0.2

 
$
0.8

 
$
0.1

Interest cost
3.4

 
3.1

 
3.2

 
3.2

 
1.7

 
1.9

Expected return on plan assets
(5.0
)
 
(3.5
)
 
(5.2
)
 
(3.3
)
 
(3.1
)
 
(1.9
)
Amortization of net loss
0.1

 
0.2

 
—

 
—

 
—

 
—

Net periodic benefit cost (credit)
$
0.2

 
$
0.1

 
$
(0.4
)
 
$
0.1

 
$
(0.6
)
 
$
0.1

 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Changes to funded status recognized in other comprehensive (income) loss:
 
 
 
 
 
 
 
 
 
 
 
Net loss (gain) during year, net of tax
$
(0.5
)
 
$
2.2

 
$
1.0

 
$
(1.0
)
 
$
5.2

 
$
2.2

Schedule of Allocation of Plan Assets 
The following tables present Veritiv’s plan assets using the fair value hierarchy which is reconciled to the amounts presented for the total pension benefit plan assets as of December 31:

As of December 31, 2016
 
 
 
 
 
 
 
(in millions)
Total
 
Level 1
 
Level 2
 
Level 3
Investments – U.S.:
 
 
 
 
 
 
 
Equity securities
$
50.0

 
$
50.0

 
$
—

 
$
—

Fixed income securities
25.7

 
25.7

 
—

 
—

Cash and short-term securities
0.2

 
0.2

 
—

 
—

Total
$
75.9

 
$
75.9

 
$
—

 
$
—

As of December 31, 2016
 
 
 
 
 
 
 
(in millions)
Total
 
Level 1
 
Level 2
 
Level 3
Investments – Canada:
 
 
 
 
 
 
 
Cash and short-term securities
$
0.3

 
$
0.3

 
$
—

 
$
—

Investments measured at NAV:
 
 
 
 
 
 
 
   Equity securities
43.8

 
 
 
 
 
 
   Fixed income securities
20.8

 
 
 
 
 
 
Total
$
64.9

 
$
0.3

 
$
—

 
$
—


    
As of December 31, 2015
 
 
 
 
 
 
 
(in millions)
Total
 
Level 1
 
Level 2
 
Level 3
Investments – U.S.:
 
 
 
 
 
 
 
Equity securities
$
48.4

 
$
48.4

 
$
—

 
$
—

Fixed income securities
25.8

 
25.8

 
—

 
—

Cash and short-term securities
0.2

 
0.2

 
—

 
—

Total
$
74.4

 
$
74.4

 
$
—

 
$
—


As of December 31, 2015
 
 
 
 
 
 
 
(in millions)
Total
 
Level 1
 
Level 2
 
Level 3
Investments – Canada:
 
 
 
 
 
 
 
Cash and short-term securities
$
0.6

 
$
0.6

 
$
—

 
$
—

Investments measured at NAV:
 
 
 
 
 
 
 
   Equity securities
41.1

 
 
 
 
 
 
   Fixed income securities
19.9

 
 
 
 
 
 
Total
$
61.6

 
$
0.6

 
$
—

 
$
—

The weighted-average asset allocations of invested assets within Veritiv’s defined benefit pension plans were as follows:
As of December 31, 2016
 
 
 
 
Asset Allocation Range
(in millions)
U.S.
 
Canada
 
U.S.
 
Canada
Equity securities
$
50.0

 
$
43.8

 
55 - 75%
 
50 - 70%
Fixed income securities
25.7

 
20.8

 
20 - 40%
 
30 - 50%
Cash and short-term securities
0.2

 
0.3

 
0 - 10%
 
0 - 5%
Total
$
75.9

 
$
64.9

 
 
 
 

    
As of December 31, 2015
 
 
 
 
Asset Allocation Range
(in millions)
U.S.
 
Canada
 
U.S.
 
Canada
Equity securities
$
48.4

 
$
41.1

 
55 - 75%
 
50 - 70%
Fixed income securities
25.8

 
19.9

 
20 - 40%
 
30 - 50%
Cash and short-term securities
0.2

 
0.6

 
0 - 10%
 
0 - 5%
Total
$
74.4

 
$
61.6

 
 
 
 
Schedule of Assumptions Used 
The following table presents significant weighted-average assumptions used in computing the benefit obligations:
 
Year Ended December 31,
 
2016

2015
 
U.S.
 
Canada
 
U.S.
 
Canada
Discount rate
3.76
%
 
3.85
%
 
4.05
%
 
4.00
%
Rate of compensation increases
N/A

 
3.00
%
 
N/A

 
3.00
%

The following table presents significant weighted-average assumptions used in computing net periodic benefit cost:
 
Year Ended December 31,
 
2016
 
2015
 
U.S.
 
Canada
 
U.S.
 
Canada
Discount rate
4.05
%
 
4.00
%
 
3.75
%
 
4.00
%
Rate of compensation increases
N/A

 
3.00
%
 
N/A

 
3.00
%
Expected long-term rate of return on assets
7.15
%
 
5.50
%
 
7.15
%
 
5.50
%
Schedule of Expected Benefit Payments 
Future benefit payments under the defined benefit pension and SERP plans are estimated as follows:
(in millions)
U.S.
 
Canada
2017
$
6.5

 
$
2.5

2018
5.1

 
2.6

2019
5.0

 
2.7

2020
5.2

 
2.8

2021
5.2

 
2.9

2022-2026
28.9

 
17.3

Schedule of Multiemployer Plans 
Veritiv’s participation in the multi-employer plans for the year ended December 31, 2016 is outlined in the table below. The "EIN/Pension Plan Number" column provides the Employee Identification Number and the three-digit plan number, if applicable. The Pension Protection Act zone listed below is based on the latest information Veritiv received from the plan and is certified by the plan’s actuary. Plans in the red zone are generally less than 65% funded, plans in the yellow zone are less than 80% funded and plans in the green zone are at least 80% funded. There were no changes in the status of any zones in 2016. The "FIP/RP Status Pending/Implemented" column indicates plans for which a financial improvement plan or a rehabilitation plan is either pending or has been implemented. The last column lists the expiration date(s) of the collective-bargaining agreement(s).

Pension Fund
EIN/Pension Plan No.
 
Pension Protection Act Zone Status
 
FIP/RP Status Pending/Implemented
 
Veritiv's Contributions
 
Surcharge Imposed
 
Expiration Date(s) of Collective Bargaining Agreement(s)
 
 
 
2016
 
2015
 
2014
 
 
Western Conference of Teamsters Pension Trust Fund (1)
916145047/001
 
Green
 
No
 
$
1.7

 
$
1.7

 
$
1.5

 
No
 
9/30/2016 - 3/31/2020
Central States, Southeast & Southwest Areas Pension Fund (2)
366044243/001
 
Red
 
Implemented
 
0.3

 
0.4

 
0.3

 
Yes
 
11/30/2016 & 7/31/2018
Teamsters Pension Plan of Philadelphia & Vicinity
231511735/001
 
Yellow
 
Implemented
 
0.4

 
0.4

 
0.3

 
Yes
 
3/31/2018 & 7/31/2018
Graphic Arts Industry Joint Pension Trust
521074215/001
 
Red
 
Implemented
 
—

 
0.1

 
0.1

 
Yes
 
6/16/2020
New England Teamsters & Trucking Industry Pension
046372430/001
 
Red
 
Implemented
 
0.5

 
0.4

 
0.5

 
Yes
 
9/30/2017 & 11/30/2017
Western Pennsylvania Teamsters and Employers Pension Plan
256029946/001
 
Red
 
Implemented
 
0.3

 
0.3

 
0.2

 
Yes
 
3/31/2017 & 3/31/2019
Contributions for individually significant plans
 
 
 
 
 
 
3.2

 
3.3

 
2.9

 
 
 
 
Contributions to other multi-employer plans
 
 
 
 
 
 
0.5

 
0.6

 
0.3

 
 
 
 
Total contributions
 
 
 
 
 
 
$
3.7

 
$
3.9

 
$
3.2

 
 
 
 
(1) As of December 31, 2016, there were 16 collective bargaining units participating in the Western Conference of Teamsters Pension Trust. As of December 31, 2016, four were then in negotiations.
(2) As of December 31, 2016, there were four collective bargaining units participating in the Central States, Southeast & Southwest Areas Pension Fund. As of December 31, 2016, none were then in negotiations.


Fair Value Measurements (Tables)
Fair Value, Liabilities Measured on Recurring Basis, Unobservable Input Reconciliation
The following table provides a reconciliation of the beginning and ending balance of the contingent liability for the year ended December 31, 2016:    
(in millions)
 
Contingent Liability
Balance at December 31, 2014
 
$
60.5

Purchase accounting adjustment
 
0.6

Change in fair value adjustment recorded in other expense, net
 
1.9

Balance at December 31, 2015
 
63.0

Change in fair value adjustment recorded in other expense, net
 
4.9

Balance at December 31, 2016
 
$
67.9

Supplementary Financial Statement Information (Tables)
Other Current Assets 
The components of other current assets were as follows:
(in millions)
December 31,
 
December 31,
2016
 
2015
Rebates receivable
$
62.3

 
$
57.0

Prepaid expenses
26.1

 
23.4

Other
30.5

 
28.4

Other current assets
$
118.9

 
$
108.8

Other Non-Current Assets 
The components of other non-current assets were as follows:
(in millions)
December 31,
 
December 31,
2016
 
2015
Deferred financing costs
$
11.9

 
$
15.3

Investments in real estate joint ventures
6.0

 
5.8

Below market leasehold agreements
4.7

 
5.3

Other
7.7

 
7.9

Other non-current assets
$
30.3

 
$
34.3

Accrued Payroll and Benefits 
The components of accrued payroll and benefits were as follows:
(in millions)
December 31,
 
December 31,
2016
 
2015
Accrued payroll and related taxes
$
26.0

 
$
28.7

Accrued commissions
21.8

 
39.3

Accrued incentive plans
33.1

 
49.1

Other
3.5

 
3.4

Accrued payroll and benefits
$
84.4

 
$
120.5

Other Accrued Liabilities 
The components of other accrued liabilities were as follows:
(in millions)
December 31,
 
December 31,
2016
 
2015
Accrued taxes
$
9.1

 
$
13.7

Accrued customer incentives
23.3

 
24.0

Accrued freight
13.9

 
11.5

Accrued professional fees
7.3

 
10.0

Tax Receivable Agreement contingent liability
8.5

 
7.4

Other
40.4

 
33.8

Other accrued liabilities
$
102.5

 
$
100.4

Other Non-Current Liabilities 
The components of other non-current liabilities were as follows:
(in millions)
December 31,
 
December 31,
2016
 
2015
Tax Receivable Agreement contingent liability
$
59.4

 
$
55.6

Deferred compensation
21.6

 
19.6

Straight-line rent
15.7

 
12.2

Above market leasehold agreements
3.1

 
4.5

Other, including multi-employer pension plan withdrawals
21.4

 
13.7

Other non-current liabilities
$
121.2

 
$
105.6

Earnings (Loss) Per Share (Tables)
Schedule of Earnings (Loss) Per Share, Basic and Diluted
A reconciliation of the numerators and denominators used in the basic and diluted earnings (loss) per share calculations is as follows:
 
Year Ended December 31,
(in millions)
2016
 
2015
 
2014
Numerator:
 
 
 
 
 
Income (loss) from continuing operations
$
21.0

 
$
26.7

 
$
(19.5
)
(Loss) from discontinued operations, net of income taxes
—

 
—

 
(0.1
)
Net income (loss)
$
21.0

 
$
26.7

 
$
(19.6
)
 
 
 
 
 
 
Denominator:
 
 
 
 
 
Weighted average number of shares outstanding – basic
15.97

 
16.00

 
12.08
Weighted average number of shares outstanding – diluted
16.15

 
16.00

 
12.08

 
 
 
 
 
 
Earnings (loss) per share:
 
 
 
 
 
Basic
 
 
 
 
 
Continuing operations
$
1.31

 
$
1.67

 
$
(1.61
)
Discontinued operations
—

 
—

 
(0.01
)
Basic earnings (loss) per share
$
1.31

 
$
1.67

 
$
(1.62
)
 
 
 
 
 
 
Diluted
 
 
 
 
 
Continuing operations
$
1.30

 
$
1.67

 
$
(1.61
)
Discontinued operations
—

 
—

 
(0.01
)
Diluted earnings (loss) per share
$
1.30

 
$
1.67

 
$
(1.62
)
 
 
 
 
 
 
Antidilutive stock-based awards excluded from computation of diluted earnings per share
0.06

 
0.10

 
N/A

Performance stock-based awards excluded from computation of diluted earnings per share because performance conditions had not been met
0.20

 
0.16

 
N/A

Shareholders' Equity (Tables)
Schedule of Accumulated Other Comprehensive Income (Loss)
AOCL consisted of the following:

(in millions)
 
Foreign currency translation adjustments
 
Retirement liabilities
 
Interest rate swap
 
AOCL
 
 
 
 
 
 
 
 
 
Balance at December 31, 2014
 
$
(14.7
)
 
$
(7.4
)
 
$
—

 
$
(22.1
)
     Unrealized net losses arising during the period
 
(11.9
)
 
—

 
(0.5
)
 
(12.4
)
     Amounts reclassified from AOCL
 
(0.5
)
 
—

 
—

 
(0.5
)
Net current period other comprehensive loss
 
(12.4
)
 
—

 
(0.5
)
 
(12.9
)
Balance at December 31, 2015
 
(27.1
)
 
(7.4
)
 
(0.5
)
 
(35.0
)
     Unrealized net losses arising during the period
 
(2.1
)
 
(1.8
)
 
(0.2
)
 
(4.1
)
     Amounts reclassified from AOCL
 
—

 
0.1

 
—

 
0.1

Net current period other comprehensive loss
 
(2.1
)
 
(1.7
)
 
(0.2
)
 
(4.0
)
Balance at December 31, 2016
 
$
(29.2
)
 
$
(9.1
)
 
$
(0.7
)
 
$
(39.0
)

Equity-Based Incentive Plans (Tables)
Summary of Activity of Non-Vested Restricted Stock Units 
A summary of activity related to non-vested RSUs is presented below:
(units in thousands)
 
Number of RSUs
 
Weighted Average Grant Date Fair Value Per Share
Non-vested at December 31, 2014
 
—

 
$
—

Granted
 
66

 
$
51.28

Vested
 
(1
)
 
$
51.87

Forfeited
 
(6
)
 
$
51.87

Non-vested at December 31, 2015
 
59

 
$
51.21

Granted
 
98

 
$
36.43

Vested
 
(1
)
 
$
47.71

Forfeited
 
(10
)
 
$
41.35

Non-vested at December 31, 2016
 
146

 
$
42.05

Schedule of Compensation Cost for Share-based Payment Arrangements, Allocation of Share-based Compensation Costs by Plan 
In conjunction with the Spin-off and Merger, International Paper retained all rights and obligations of these incentive plans. xpedx's stock-based compensation expense and related income tax benefits associated with these International Paper plans were as follows:
 
 
Year Ended December 31,
(in millions)
 
2014
Total stock-based compensation expense
 
$
4.3

Income tax benefit related to stock-based compensation
 
$
1.3

Summary of Activity of Non-Vested Performance Units 
A summary of activity related to non-vested PCSUs is presented below:
(units in thousands)
 
Number of PCSUs
 
Weighted Average Grant Date Fair Value Per Share
 
Non-vested at December 31, 2014
 
—

 
$
—

 
Granted
 
166

 
$
43.86

(1) 
Shares earned or lost based on actual performance
 
8

 
$
51.28

 
Vested
 
—

 
$
—

 
Forfeited
 
(15
)
 
$
51.87

 
Non-vested at December 31, 2015
 
159

 
$
51.23

 
Granted
 
244

 
$
36.43

(2) 
Shares earned or lost based on actual performance
 
(22
)
 
$
36.43

 
Vested
 
—

 
$
—

 
Forfeited
 
(26
)
 
$
41.49

 
Non-vested at December 31, 2016
 
355

 
$
42.14

 
(1) Represents weighted average grant date fair value for the 2015 and 2016 tranches.
(2) Represents weighted average grant date fair value for the 2016 tranche.


Summary of Activity of Non-Vested Performance Units 
A summary of activity related to non-vested MCPSUs is presented below:
(units in thousands)
 
Number of MCPSUs
 
Weighted Average Grant Date Fair Value Per Share
Non-vested at December 31, 2014
 
—

 
$
—

Granted
 
100

 
$
62.59

Shares earned or lost based on actual performance
 
0

 
$
62.59

Vested
 
—

 
$
—

Forfeited
 
(9
)
 
$
63.31

Non-vested at December 31, 2015
 
91

 
$
62.52

Granted
 
146

 
$
42.23

Shares earned or lost based on actual performance
 
15

 
$
—

Vested
 
—

 
$
—

Forfeited/cancelled
 
(44
)
 
$
58.16

Non-vested at December 31, 2016
 
208

 
$
48.23

Segment Information (Tables)
Schedule of Segment Reporting Information, by Segment 
The following tables present net sales, Adjusted EBITDA (the metric management uses to assess operating performance) and certain other measures for each of the reportable segments and total continuing operations for the periods presented:
(in millions)
Print
 
Publishing
 
Packaging
 
Facility Solutions
 
Corporate & Other
 
Total
Year Ended December 31, 2016
 
 
 
 
 
 
 
 
 
 
 
Net sales
$
3,047.4

 
$
1,033.6

 
$
2,854.2

 
$
1,271.6

 
$
119.8

 
$
8,326.6

Adjusted EBITDA
76.8

 
23.6

 
221.2

 
47.0

 
(176.4
)
 
192.2

Depreciation and amortization
12.4

 
3.1

 
12.4

 
5.9

 
20.9

 
54.7

Restructuring charges
5.2

 
0.1

 
4.6

 
2.3

 
0.2

 
12.4

Year Ended December 31, 2015
 
 
 
 
 
 
 
 
 
 
 
Net sales
3,271.8

 
1,215.5

 
2,829.9

 
1,289.3

 
111.2

 
8,717.7

Adjusted EBITDA
79.0

 
34.7

 
212.6

 
41.7

 
(186.0
)
 
182.0

Depreciation and amortization
13.5

 
3.1

 
14.4

 
7.1

 
18.8

 
56.9

Restructuring charges
3.6

 
—

 
3.8

 
2.5

 
1.4

 
11.3

Year Ended December 31, 2014
 
 
 
 
 
 
 
 
 
 
 
Net sales
2,956.1

 
1,075.5

 
2,259.4

 
1,070.3

 
45.2

 
7,406.5

Adjusted EBITDA
55.4

 
27.1

 
157.0

 
33.6

 
(151.1
)
 
122.0

Depreciation and amortization
9.7

 
1.4

 
9.7

 
4.6

 
12.2

 
37.6

Restructuring charges
1.5

 
—

 
1.4

 
0.6

 
0.5

 
4.0

Reconciliation of Total Adjusted EBITDA to Net Income (Loss) 
The table below presents a reconciliation of income (loss) from continuing operations before income taxes reflected in the Consolidated and Combined Statements of Operations to Total Adjusted EBITDA:
 
Year Ended December 31,
(in millions)
2016
 
2015
 
2014
Income (loss) from continuing operations before income taxes
$
40.8

 
$
44.9

 
$
(21.6
)
Interest expense, net
27.5

 
27.0

 
14.0

Depreciation and amortization
54.7

 
56.9

 
37.6

Restructuring charges
12.4

 
11.3

 
4.0

Stock-based compensation
8.3

 
3.8

 
4.0

LIFO (income) expense
3.6

 
(7.3
)
 
6.3

Non-restructuring asset impairment charges
7.7

 
2.6

 
—

Non-restructuring severance charges
3.1

 
3.3

 
2.6

Non-restructuring pension charges
2.4

 
—

 
—

Merger and integration expense
25.9

 
34.9

 
75.1

Fair value adjustment on Tax Receivable Agreement contingent liability
4.9

 
1.9

 
1.7

Other
0.9

 
2.7

 
(1.7
)
Adjusted EBITDA
$
192.2

 
$
182.0

 
$
122.0

Reconciliation of Assets from Segment to Consolidated 
The table below summarizes total assets as of December 31, 2016 and December 31, 2015:
(in millions)
December 31, 2016
 
December 31, 2015
Print
$
874.1

 
$
948.1

Publishing
170.0

 
185.5

Packaging
875.9

 
793.9

Facility Solutions
397.9

 
346.5

Corporate & Other
165.8

 
202.9

Total assets
$
2,483.7

 
$
2,476.9

Schedule of Revenue from External Customers and Long-Lived Assets, by Geographical Areas 
The following table presents net sales and property and equipment, net by geographic area.
 
Net Sales
 
Property and Equipment, Net
 
Year Ended December 31,
 
December 31, 2016
 
December 31, 2015
(in millions)
2016
 
2015
 
2014
 
 
U.S.
$
7,552.3

 
$
7,961.3

 
$
6,848.9

 
$
333.8

 
$
345.2

Canada
631.2

 
628.9

 
408.2

 
35.0

 
16.0

Rest of world
143.1

 
127.5

 
149.4

 
3.0

 
2.5

Total
$
8,326.6

 
$
8,717.7

 
$
7,406.5

 
$
371.8

 
$
363.7

Quarterly Data (Unaudited) (Tables)
Schedule of Quarterly Financial Information 
The unaudited quarterly results of operations for 2016 and 2015 are summarized below:
 
2016
 
Three Months Ended
(in millions, except per share data)
March 31
 
June 30
 
September 30
 
December 31
Net sales
$
2,019.8

 
$
2,060.8

 
$
2,126.6

 
$
2,119.4

Cost of products sold
1,654.5

 
1,687.9

 
1,743.8

 
1,740.2

Net income
3.3

 
7.9

 
5.6

 
4.2

 
 
 
 
 
 
 
 
Weighted average number of shares outstanding – basic
16.00
 
16.00
 
16.00
 
15.87
Weighted average number of shares outstanding – diluted
16.00
 
16.00
 
16.27
 
16.21
 
 
 
 
 
 
 
 
Earnings per share (1):
 
 
 
 
 
 
 
Basic earnings per share
$
0.21

 
$
0.49

 
$
0.35

 
$
0.26

 
 
 
 
 
 
 
 
Diluted earnings per share
0.21

 
0.49

 
0.34

 
0.26

(1) See Note 13, Earnings (Loss) Per Share, for discussion about the shares of common stock utilized in the computation of basic and diluted earnings per share for the year ended December 31, 2016.
 
 
 
 
 
 
 
 
 
2015
 
Three Months Ended
 
March 31
 
June 30
 
September 30
 
December 31
Net sales
$
2,137.9

 
$
2,159.3

 
$
2,219.8

 
$
2,200.7

Cost of products sold
1,761.9

 
1,768.3

 
1,825.8

 
1,804.3

Net income (loss)
(2.2
)
 
4.3

 
14.5

 
10.1

 
 
 
 
 
 
 
 
Weighted average number of shares outstanding – basic and diluted
16.00
 
16.00
 
16.00
 
16.00
Earnings (loss) per share (1):
 
 
 
 
 
 
 
Basic and diluted earnings (loss) per share
$
(0.14
)
 
$
0.27

 
$
0.91

 
$
0.63

(1) See Note 13, Earnings (Loss) Per Share, for discussion about the shares of common stock utilized in the computation of basic and diluted earnings per share for the year ended December 31, 2015.

Restructuring and Related Costs 
See the table below for the quarterly breakdown of merger and integration expenses and restructuring charges:
 
2016
(in millions)
Three Months Ended
 
March 31
 
June 30
 
September 30
 
December 31
Integration expenses
$
6.2

 
$
6.1

 
$
7.3

 
$
6.3

Restructuring charges (income)
$
1.7

 
$
(0.3
)
 
$
5.8

 
$
5.2

 
 
 
 
 
 
 
 
 
2015
 
Three Months Ended
 
March 31
 
June 30
 
September 30
 
December 31
Integration expenses
$
10.0

 
$
10.3

 
$
8.3

 
$
6.3

Restructuring charges
$
3.4

 
$
2.2

 
$
3.0

 
$
2.7

Business and Summary of Significant Accounting Policies - Narrative (Details) (USD $)
Share data in Millions, unless otherwise specified
12 Months Ended 3 Months Ended 6 Months Ended 3 Months Ended 12 Months Ended 0 Months Ended 12 Months Ended 0 Months Ended 3 Months Ended 6 Months Ended 0 Months Ended 6 Months Ended 0 Months Ended 3 Months Ended 6 Months Ended 0 Months Ended 6 Months Ended 12 Months Ended 6 Months Ended 12 Months Ended
Dec. 31, 2016
Distribution_Center
Dec. 31, 2015
Dec. 31, 2014
Jul. 1, 2014
Dec. 31, 2013
Dec. 31, 2016
Customer relationships
Dec. 31, 2016
Customer relationships
Dec. 31, 2015
Selling and Administrative Expenses
Dec. 31, 2016
Selling and Administrative Expenses
Dec. 31, 2015
Selling and Administrative Expenses
Dec. 31, 2016
Restructuring Expenses
Dec. 31, 2015
Restructuring Expenses
Jul. 1, 2014
UWW Holdings, Inc. XPEDX Merger
Jul. 1, 2014
Veritiv
UWW Holdings, LLC
Dec. 31, 2014
Common Stock Issued
Dec. 31, 2014
Additional Paid-in Capital
Jul. 1, 2014
International Paper Shareholders
Dec. 31, 2014
International Paper Shareholders
Jul. 1, 2014
International Paper Shareholders
Dec. 31, 2014
International Paper Shareholders
Merger and integration expense
Jul. 1, 2014
International Paper Shareholders
Common Stock Issued
Dec. 31, 2014
International Paper Shareholders
Additional Paid-in Capital
Jul. 1, 2014
UWW Holdings, LLC
UWW Holdings, Inc. XPEDX Merger
Dec. 31, 2014
UWW Holdings, LLC
UWW Holdings, Inc. XPEDX Merger
Dec. 31, 2014
UWW Holdings, LLC
UWW Holdings, Inc. XPEDX Merger
Jul. 1, 2014
UWW Holdings, LLC
UWW Holdings, Inc. XPEDX Merger
Merger and integration expense
Dec. 31, 2014
UWW Holdings, LLC
UWW Holdings, Inc. XPEDX Merger
Merger and integration expense
Dec. 31, 2016
Capital Lease Obligations
Minimum
Dec. 31, 2016
Capital Lease Obligations
Maximum
Dec. 31, 2016
Allowance for Doubtful Accounts
Dec. 31, 2015
Allowance for Doubtful Accounts
Dec. 31, 2016
Allowance for Credit Risk, Returns and Discounts
Dec. 31, 2015
Allowance for Credit Risk, Returns and Discounts
Dec. 31, 2014
Transaction Services Agreement
International Paper
Dec. 31, 2015
Transaction Services Agreement
International Paper
Dec. 31, 2016
Ten Suppliers
Supplier Concentration Risk
Purchases
Business Acquisition [Line Items]
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Number of distribution centers
170 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
The Spin-Off and Merger [Abstract]
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Conversion of Parent Company Investment in connection with Spin-off (in shares)
 
 
 
 
 
 
 
 
 
 
 
 
 
 
8.20 
 
 
 
 
 
8.16 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Payment of cash during spinoff
$ 0 
$ 0 
$ 432,800,000 
 
 
 
 
 
 
 
 
 
 
 
 
 
$ 404,200,000 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Payment of cash during spinoff, special payment
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
400,000,000 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Working capital adjustment
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
15,300,000 
30,700,000 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Transaction expense related adjustment
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
19,500,000 
 
 
2,100,000 
 
 
 
 
 
4,700,000 
5,200,000 
 
 
 
 
 
 
 
 
 
Transfer to Parent in connection with Spin-off
 
 
(432,800,000)
 
 
 
 
 
 
 
 
 
 
 
 
(432,800,000)
 
 
 
 
 
(432,800,000)
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Spinoff potential earnout payment
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
100,000,000 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Spinoff, Contingent Consideration Liability, Aggregate EBITDA Target
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
759,000,000 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Business acquisition, equity issued (in shares)
 
 
 
 
 
 
 
 
 
 
 
 
7.84 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Cash payments associated with customary working capital and net indebtedness adjustments
 
 
 
 
 
 
 
 
 
 
 
 
39,100,000 
 
 
 
 
 
 
 
 
 
33,900,000 
 
39,100,000 
 
 
 
 
 
 
 
 
 
 
 
Business combination, additional consideration transferred, including separately recognized expenses
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
5,700,000 
 
 
 
 
 
 
 
 
 
 
 
 
Shareholder ownership percentage
 
 
 
51.00% 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Equity method investment, ownership percentage
 
 
 
 
 
 
 
 
 
 
 
 
 
49.00% 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Selling and administrative expenses
826,200,000 
853,900,000 
689,100,000 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
15,500,000 
10,000,000 
 
Sales revenue, reduction from change to free on board shipping terms
 
27,000,000 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Operating income, reduction from change to free on board shipping terms
 
1,800,000 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Manufacturer direct to customer gross sales revenue
3,000,000,000 
3,300,000,000 
2,900,000,000 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Concentration risk
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
47.00% 
Handling and delivery costs
371,700,000 
380,500,000 
322,300,000 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Allowance for doubtful accounts
34,500,000 
33,300,000 
39,000,000 
 
22,700,000 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
23,700,000 
24,200,000 
10,800,000 
9,100,000 
 
 
 
Excess of replacement or current costs over stated LIFO value
71,300,000 
71,800,000 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Consigned inventory
47,300,000 
51,400,000 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Depreciation and Amortization [Abstract]
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Depreciation, Including depreciation on restructuring
51,300,000 
51,000,000 
32,900,000 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Capital leases and financing obligation, lessee balance sheet, assets by major class, accumulated amortization
29,700,000 
20,100,000 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Capitalized computer software, amortization expense
17,500,000 
18,400,000 
11,000,000 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Capitalized computer software, unamortized amount
43,900,000 
45,000,000 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Debt Instrument, term
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
3 years 
8 years 
 
 
 
 
 
 
 
Impairment of goodwill
0 
1,900,000 
0 
 
 
 
 
1,900,000 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Impairment of finite lived intangible assets
 
0 
0 
 
 
5,800,000 
5,800,000 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Long-lived asset impairment
 
$ 4,000,000 
$ 0 
 
 
 
 
 
$ 1,900,000 
$ 700,000 
$ 0 
$ 3,300,000 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Percentage of LIFO inventory
87.00% 
88.00% 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Business and Summary of Significant Accounting Policies - Receivable Allowance Rollforward (Details) (USD $)
In Millions, unless otherwise specified
12 Months Ended
Dec. 31, 2016
Dec. 31, 2015
Dec. 31, 2014
Allowance for Doubtful Accounts Receivable [Roll Forward]
 
 
 
Beginning balance, January 1
$ 33.3 
$ 39.0 
$ 22.7 
Provision for bad debt expense
2.2 
7.4 
12.8 
Net write-offs and recoveries
(6.7)
(13.1)
(9.8)
Other adjustments
5.7 
0 
0 
Purchase accounting adjustment
0 
0 
13.3 
Ending balance, December 31
$ 34.5 
$ 33.3 
$ 39.0 
Business and Summary of Significant Accounting Policies - Plant Property & Equipment, Net (Details) (USD $)
In Millions, unless otherwise specified
Dec. 31, 2016
Dec. 31, 2015
Property, Plant and Equipment [Line Items]
 
 
Less: Accumulated depreciation and software amortization
$ (292.8)
$ (263.0)
Property and equipment (net of depreciation and amortization of $292.8 and $263.0, respectively)
371.8 
363.7 
Land, buildings and improvements
 
 
Property, Plant and Equipment [Line Items]
 
 
Property and equipment, gross
132.0 
129.6 
Machinery and equipment
 
 
Property, Plant and Equipment [Line Items]
 
 
Property and equipment, gross
131.1 
123.6 
Equipment capital leases and assets related to financing obligations with related party
 
 
Property, Plant and Equipment [Line Items]
 
 
Property and equipment, gross
215.5 
224.5 
Internal use software
 
 
Property, Plant and Equipment [Line Items]
 
 
Property and equipment, gross
151.0 
135.0 
Construction-in-progress
 
 
Property, Plant and Equipment [Line Items]
 
 
Property and equipment, gross
$ 35.0 
$ 14.0 
Business and Summary of Significant Accounting Policies - Estimated Useful Lives (Details)
12 Months Ended
Dec. 31, 2016
Buildings
 
Property, Plant and Equipment [Line Items]
 
Property, plant and equipment, useful life
40 years 
Leasehold Improvements |
Minimum
 
Property, Plant and Equipment [Line Items]
 
Property, plant and equipment, useful life
1 year 
Leasehold Improvements |
Maximum
 
Property, Plant and Equipment [Line Items]
 
Property, plant and equipment, useful life
20 years 
Machinery and equipment |
Minimum
 
Property, Plant and Equipment [Line Items]
 
Property, plant and equipment, useful life
3 years 
Machinery and equipment |
Maximum
 
Property, Plant and Equipment [Line Items]
 
Property, plant and equipment, useful life
15 years 
Equipment capital leases and assets related to financing obligations with related party |
Minimum
 
Property, Plant and Equipment [Line Items]
 
Property, plant and equipment, useful life
3 years 
Equipment capital leases and assets related to financing obligations with related party |
Maximum
 
Property, Plant and Equipment [Line Items]
 
Property, plant and equipment, useful life
15 years 
Internal use software |
Minimum
 
Property, Plant and Equipment [Line Items]
 
Property, plant and equipment, useful life
3 years 
Internal use software |
Maximum
 
Property, Plant and Equipment [Line Items]
 
Property, plant and equipment, useful life
5 years 
Merger with Unisource - Narrative (Details) (USD $)
In Millions, unless otherwise specified
12 Months Ended 0 Months Ended 3 Months Ended 6 Months Ended 12 Months Ended 12 Months Ended
Dec. 31, 2015
Dec. 31, 2016
Dec. 31, 2014
Jul. 1, 2014
UWW Holdings, Inc. XPEDX Merger
Jun. 30, 2015
UWW Holdings, Inc. XPEDX Merger
Dec. 31, 2014
UWW Holdings, Inc. XPEDX Merger
Dec. 31, 2014
UWW Holdings, Inc. XPEDX Merger
Jul. 1, 2014
UWW Holdings, Inc. XPEDX Merger
Dec. 31, 2014
Acquisition-related Costs
UWW Holdings, Inc. XPEDX Merger
Dec. 31, 2014
Fair Value Adjustment to Property, Plant and Equipment and Intangible Assets
UWW Holdings, Inc. XPEDX Merger
Business Acquisition [Line Items]
 
 
 
 
 
 
 
 
 
 
Preliminary estimated purchase price
 
 
 
$ 383.2 
 
 
 
 
 
 
Increase in deferred tax assets
 
 
 
 
0.3 
 
 
 
 
 
Decrease to goodwill
0.3 
 
 
 
0.3 
 
 
 
 
 
Business acquisition, equity issued (in shares)
 
 
 
7.84 
 
 
 
 
 
 
Goodwill
50.2 
50.2 
52.4 
 
 
 
 
25.7 
 
 
Revenue of acquire since acquisition date, actual
 
 
 
 
 
2,040.5 
 
 
 
 
Earnings or loss of acquire since acquisition date, actual
 
 
 
 
 
31.2 
 
 
 
 
Net income (loss) (in US dollars)
 
 
 
 
 
 
$ 22.7 
 
$ (75.1)
$ (2.5)
Pro forma adjustments effective income tax rate
 
 
 
 
 
39.00% 
39.00% 
 
 
 
Merger with Unisource - Assets Acquired and Liabilities Assumed (Details) (USD $)
In Millions, unless otherwise specified
0 Months Ended
Dec. 31, 2016
Dec. 31, 2015
Dec. 31, 2014
Jul. 1, 2014
UWW Holdings, Inc. XPEDX Merger
Jul. 1, 2014
UWW Holdings, Inc. XPEDX Merger
Purchase price:
 
 
 
 
 
Fair value of Veritiv shares issued in the Merger
 
 
 
$ 284.7 
 
Cash payments associated with customary working capital and net indebtedness adjustments
 
 
 
39.1 
 
Fair value of contingent liability associated with the Tax Receivable Agreement
 
 
 
59.4 
 
Total purchase price
 
 
 
383.2 
 
Final Allocation:
 
 
 
 
 
Cash
 
 
 
 
70.9 
Accounts receivable
 
 
 
 
448.4 
Inventories
 
 
 
 
353.8 
Deferred income tax assets
 
 
 
 
72.0 
Property and equipment
 
 
 
 
299.0 
Goodwill
50.2 
50.2 
52.4 
 
25.7 
Other intangible assets
 
 
 
 
31.5 
Other current and non-current assets (including below market leasehold agreements)
 
 
 
 
61.8 
Accounts payable
 
 
 
 
(284.2)
Long-term debt (including equipment capital leases)
 
 
 
 
(313.2)
Financing obligations to related party
 
 
 
 
(233.1)
Defined benefit pension obligations
 
 
 
 
(30.3)
Other current and non-current liabilities (including above market leasehold agreements)
 
 
 
 
(119.1)
Total purchase price
 
 
 
 
$ 383.2 
Merger with Unisource - Intangible Assets Acquired (Details) (UWW Holdings, Inc. XPEDX Merger, USD $)
In Millions, unless otherwise specified
0 Months Ended
Jul. 1, 2014
Acquired Finite-Lived Intangible Assets [Line Items]
 
Value (in millions)
$ 31.5 
Customer relationships
 
Acquired Finite-Lived Intangible Assets [Line Items]
 
Value (in millions)
24.3 
Estimated Weighted-Average Useful Life (in years)
14 years 9 months 
Trademarks/Trade names
 
Acquired Finite-Lived Intangible Assets [Line Items]
 
Value (in millions)
4.1 
Estimated Weighted-Average Useful Life (in years)
3 years 7 months 
Non-compete agreements
 
Acquired Finite-Lived Intangible Assets [Line Items]
 
Value (in millions)
$ 3.1 
Estimated Weighted-Average Useful Life (in years)
1 year 0 months 
Merger with Unisource - Pro Forma Information (Details) (USD $)
In Millions, except Per Share data, unless otherwise specified
3 Months Ended 12 Months Ended
Dec. 31, 2015
Sep. 30, 2015
Jun. 30, 2015
Mar. 31, 2015
Dec. 31, 2014
UWW Holdings, Inc. XPEDX Merger
Business Acquisition, Pro Forma Information [Abstract]
 
 
 
 
 
Net sales (in US dollars)
 
 
 
 
$ 9,314.1 
Net income (loss) (in US dollars)
 
 
 
 
$ 22.7 
Earnings per share, basic (USD per share)
 
 
 
 
$ 1.42 
Earnings per share, diluted (USD per share)
 
 
 
 
$ 1.42 
Weighted-average shares outstanding - basic and diluted (in shares)
16.00 
16.00 
16.00 
16.00 
16.00 
Merger, Integration and Restructuring Charges - Restructuring Income (Loss) (Details) (USD $)
In Millions, unless otherwise specified
3 Months Ended 12 Months Ended 62 Months Ended 12 Months Ended
Dec. 31, 2016
Sep. 30, 2016
Jun. 30, 2016
Mar. 31, 2016
Dec. 31, 2015
Sep. 30, 2015
Jun. 30, 2015
Mar. 31, 2015
Dec. 31, 2016
Dec. 31, 2015
Dec. 31, 2014
Dec. 31, 2016
Veritiv Restructuring Plan
Dec. 31, 2015
Veritiv Restructuring Plan
Dec. 31, 2014
Veritiv Restructuring Plan
Dec. 31, 2015
xpedx Restructuring Plan
Dec. 31, 2014
xpedx Restructuring Plan
facility
Dec. 31, 2016
UWW Holdings, Inc. XPEDX Merger
Dec. 31, 2015
UWW Holdings, Inc. XPEDX Merger
Dec. 31, 2014
UWW Holdings, Inc. XPEDX Merger
Dec. 31, 2016
Multiemployer plans, pension
Dec. 31, 2016
Multiemployer plans, pension
Veritiv Restructuring Plan
Sep. 1, 2019
Scenario, Forecast
Sep. 1, 2019
Scenario, Forecast
Minimum
Sep. 1, 2019
Scenario, Forecast
Maximum
Dec. 31, 2016
Non-Cash Items
Veritiv Restructuring Plan
Dec. 31, 2015
Non-Cash Items
Veritiv Restructuring Plan
Restructuring Cost and Reserve [Line Items]
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Integration and restructuring charges including capital expenditures
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
$ 225 
$ 250 
 
 
Integration and restructuring charges including capital expenditures, period of recognition
 
 
 
 
 
 
 
 
5 years 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Integration and restructuring charges, capital expenditures
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
90 
 
 
 
 
Integration management
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
8.3 
0 
0 
 
 
 
 
 
 
 
Retention compensation
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
2.5 
10.8 
37.9 
 
 
 
 
 
 
 
Information technology conversion costs
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
6.3 
7.4 
2.9 
 
 
 
 
 
 
 
Rebranding
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
2.4 
6.1 
0.4 
 
 
 
 
 
 
 
Legal, consulting and other professional fees
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
2.3 
7.8 
29.7 
 
 
 
 
 
 
 
Other
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
4.1 
2.8 
4.2 
 
 
 
 
 
 
 
Merger and integration expenses
6.3 
7.3 
6.1 
6.2 
6.3 
8.3 
10.3 
10.0 
25.9 
34.9 
75.1 
 
 
 
 
 
25.9 
34.9 
75.1 
 
 
 
 
 
 
 
Restructuring (income) charges
5.2 
5.8 
(0.3)
1.7 
2.7 
3.0 
2.2 
3.4 
12.4 
11.3 
4.0 
12.4 
11.3 
5.1 
0.1 
 
 
 
 
 
 
 
 
 
 
 
Non-restructuring pension charges
2.5 
7.3 
 
 
 
 
 
 
2.4 
0 
0 
 
 
 
 
 
 
 
 
2.3 
7.5 
 
 
 
 
 
Multiemployer plans, withdrawal obligation, recognition period
 
 
 
 
 
 
 
 
20 years 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Non-cash gain (loss) from property sales
 
 
 
 
 
 
 
 
 
 
 
 
 
 
(0.3)
 
 
 
 
 
 
 
 
 
(2.1)
4.1 
Number of facilities closed
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
0 
 
 
 
 
 
 
 
 
 
 
Facility costs
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
0.3 
 
 
 
 
 
 
 
 
 
 
Severance
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
0.2 
 
 
 
 
 
 
 
 
 
 
Gain on sale of fixed assets
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
(1.6)
 
 
 
 
 
 
 
 
 
 
Restructuring charges
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
$ (1.1)
 
 
 
 
 
 
 
 
 
 
Merger, Integration and Restructuring Charges - Restructuring Liability (Details) (USD $)
In Millions, unless otherwise specified
3 Months Ended 12 Months Ended
Dec. 31, 2016
Sep. 30, 2016
Jun. 30, 2016
Mar. 31, 2016
Dec. 31, 2015
Sep. 30, 2015
Jun. 30, 2015
Mar. 31, 2015
Dec. 31, 2016
Dec. 31, 2015
Dec. 31, 2014
Restructuring Reserve [Roll Forward]
 
 
 
 
 
 
 
 
 
 
 
Restructuring charges
$ 5.2 
$ 5.8 
$ (0.3)
$ 1.7 
$ 2.7 
$ 3.0 
$ 2.2 
$ 3.4 
$ 12.4 
$ 11.3 
$ 4.0 
Veritiv Restructuring Plan
 
 
 
 
 
 
 
 
 
 
 
Restructuring Reserve [Roll Forward]
 
 
 
 
 
 
 
 
 
 
 
Restructuring charges
 
 
 
 
 
 
 
 
12.4 
11.3 
5.1 
xpedx Restructuring Plan
 
 
 
 
 
 
 
 
 
 
 
Restructuring Reserve [Roll Forward]
 
 
 
 
 
 
 
 
 
 
 
Restructuring reserve
 
 
 
 
 
 
 
7.7 
 
7.7 
 
Restructuring charges
 
 
 
 
 
 
 
 
 
0.1 
 
Payments
 
 
 
 
 
 
 
 
 
(3.9)
 
Adjustment of prior year's estimate
 
 
 
 
 
 
 
 
 
(0.3)
 
Liability transferred to Parent in connection with Spin-off
 
 
 
 
 
 
 
 
 
(3.6)
 
Restructuring reserve
0 
 
 
 
 
 
 
 
0 
 
 
Severance and Related Costs |
Veritiv Restructuring Plan
 
 
 
 
 
 
 
 
 
 
 
Restructuring Reserve [Roll Forward]
 
 
 
 
 
 
 
 
 
 
 
Restructuring reserve
 
 
 
1.7 
 
 
 
3.7 
1.7 
3.7 
 
Restructuring charges
 
 
 
 
 
 
 
 
3.5 
4.3 
 
Payments
 
 
 
 
 
 
 
 
(3.4)
(6.3)
 
Restructuring reserve
1.8 
 
 
 
1.7 
 
 
 
1.8 
1.7 
 
Other Direct Costs |
Veritiv Restructuring Plan
 
 
 
 
 
 
 
 
 
 
 
Restructuring Reserve [Roll Forward]
 
 
 
 
 
 
 
 
 
 
 
Restructuring reserve
 
 
 
0.4 
 
 
 
0.2 
0.4 
0.2 
 
Restructuring charges
 
 
 
 
 
 
 
 
11.0 
2.9 
 
Payments
 
 
 
 
 
 
 
 
(3.4)
(2.7)
 
Restructuring reserve
8.0 
 
 
 
0.4 
 
 
 
8.0 
0.4 
 
Restructuring Costs, Excluding Non-Cash Items |
Veritiv Restructuring Plan
 
 
 
 
 
 
 
 
 
 
 
Restructuring Reserve [Roll Forward]
 
 
 
 
 
 
 
 
 
 
 
Restructuring reserve
 
 
 
2.1 
 
 
 
3.9 
2.1 
3.9 
 
Restructuring charges
 
 
 
 
 
 
 
 
14.5 
7.2 
 
Payments
 
 
 
 
 
 
 
 
(6.8)
(9.0)
 
Restructuring reserve
9.8 
 
 
 
2.1 
 
 
 
9.8 
2.1 
 
Non-Cash Items |
Veritiv Restructuring Plan
 
 
 
 
 
 
 
 
 
 
 
Restructuring Reserve [Roll Forward]
 
 
 
 
 
 
 
 
 
 
 
Adjustment of prior year's estimate
 
 
 
 
 
 
 
 
$ (2.1)
$ 4.1 
 
Goodwill and Other Intangible Assets - Narrative (Details) (USD $)
12 Months Ended 3 Months Ended 6 Months Ended 12 Months Ended 12 Months Ended 12 Months Ended 12 Months Ended 3 Months Ended
Dec. 31, 2016
Dec. 31, 2015
Dec. 31, 2014
Dec. 31, 2016
Customer relationships
Dec. 31, 2016
Customer relationships
Dec. 31, 2016
Print
Customer relationships
Dec. 31, 2016
Print
Operating Segments
Dec. 31, 2015
Print
Operating Segments
Dec. 31, 2014
Print
Operating Segments
Dec. 31, 2016
Publishing
Customer relationships
Dec. 31, 2016
Publishing
Operating Segments
Dec. 31, 2015
Publishing
Operating Segments
Dec. 31, 2014
Publishing
Operating Segments
Dec. 31, 2016
Packaging
Operating Segments
Dec. 31, 2015
Packaging
Operating Segments
Dec. 31, 2014
Packaging
Operating Segments
Dec. 31, 2016
Facility Solutions
Operating Segments
Dec. 31, 2015
Facility Solutions
Operating Segments
Dec. 31, 2014
Facility Solutions
Operating Segments
Dec. 31, 2015
Selling, general and administrative expenses
Goodwill [Line Items]
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Goodwill
$ 50,200,000 
$ 50,200,000 
$ 52,400,000 
 
 
 
$ 0 
$ 0 
$ 0 
 
$ 0 
$ 0 
$ 0 
$ 44,100,000 
$ 44,100,000 
$ 44,300,000 
$ 0 
$ 0 
$ 1,900,000 
 
Impairment of goodwill
0 
1,900,000 
0 
 
 
 
0 
0 
 
 
0 
0 
 
0 
0 
 
0 
1,900,000 
 
1,900,000 
Decrease to goodwill
 
300,000 
 
 
 
 
 
0 
 
 
 
0 
 
 
200,000 
 
 
0 
 
 
Impairment of finite lived intangible assets
 
0 
0 
5,800,000 
5,800,000 
2,800,000 
 
 
 
3,000,000 
 
 
 
 
 
 
 
 
 
 
Amortization of intangible assets
$ 3,400,000 
$ 5,900,000 
$ 4,700,000 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Goodwill and Other Intangible Assets - Changes in Goodwill (Details) (USD $)
12 Months Ended
Dec. 31, 2016
Dec. 31, 2015
Dec. 31, 2014
Goodwill [Roll Forward]
 
 
 
Goodwill gross
$ 425,100,000 
$ 425,100,000 
$ 425,400,000 
Accumulated impairment losses
(374,900,000)
(374,900,000)
(373,000,000)
Net goodwill
50,200,000 
50,200,000 
52,400,000 
Purchase accounting adjustment
 
(300,000)
 
Impairment of goodwill
0 
(1,900,000)
0 
Goodwill acquired
0 
 
 
Operating Segments |
Print
 
 
 
Goodwill [Roll Forward]
 
 
 
Goodwill gross
265,400,000 
265,400,000 
265,400,000 
Accumulated impairment losses
(265,400,000)
(265,400,000)
(265,400,000)
Net goodwill
0 
0 
0 
Purchase accounting adjustment
 
0 
 
Impairment of goodwill
0 
0 
 
Goodwill acquired
0 
 
 
Operating Segments |
Publishing
 
 
 
Goodwill [Roll Forward]
 
 
 
Goodwill gross
50,500,000 
50,500,000 
50,500,000 
Accumulated impairment losses
(50,500,000)
(50,500,000)
(50,500,000)
Net goodwill
0 
0 
0 
Purchase accounting adjustment
 
0 
 
Impairment of goodwill
0 
0 
 
Goodwill acquired
0 
 
 
Operating Segments |
Packaging
 
 
 
Goodwill [Roll Forward]
 
 
 
Goodwill gross
44,100,000 
44,100,000 
44,300,000 
Accumulated impairment losses
0 
0 
0 
Net goodwill
44,100,000 
44,100,000 
44,300,000 
Purchase accounting adjustment
 
(200,000)
 
Impairment of goodwill
0 
0 
 
Goodwill acquired
0 
 
 
Operating Segments |
Facility Solutions
 
 
 
Goodwill [Roll Forward]
 
 
 
Goodwill gross
59,000,000 
59,000,000 
59,000,000 
Accumulated impairment losses
(59,000,000)
(59,000,000)
(57,100,000)
Net goodwill
0 
0 
1,900,000 
Purchase accounting adjustment
 
0 
 
Impairment of goodwill
0 
(1,900,000)
 
Goodwill acquired
0 
 
 
Corporate and Other
 
 
 
Goodwill [Roll Forward]
 
 
 
Goodwill gross
6,100,000 
6,100,000 
6,200,000 
Accumulated impairment losses
0 
0 
0 
Net goodwill
6,100,000 
6,100,000 
6,200,000 
Purchase accounting adjustment
 
(100,000)
 
Impairment of goodwill
0 
0 
 
Goodwill acquired
$ 0 
 
 
Goodwill and Other Intangible Assets - Other Intangible Assets (Details) (USD $)
In Millions, unless otherwise specified
Dec. 31, 2016
Dec. 31, 2015
Finite-Lived Intangible Assets, Net [Abstract]
 
 
Gross Carrying Amount
$ 26.3 
$ 62.2 
Accumulated Amortization
5.3 
32.0 
Net
21.0 
30.2 
Customer relationships
 
 
Finite-Lived Intangible Assets, Net [Abstract]
 
 
Gross Carrying Amount
23.6 
55.0 
Accumulated Amortization
4.0 
26.7 
Net
19.6 
28.3 
Trademarks/Trade names
 
 
Finite-Lived Intangible Assets, Net [Abstract]
 
 
Gross Carrying Amount
2.7 
4.1 
Accumulated Amortization
1.3 
2.2 
Net
1.4 
1.9 
Non-compete agreements
 
 
Finite-Lived Intangible Assets, Net [Abstract]
 
 
Gross Carrying Amount
0 
3.1 
Accumulated Amortization
0 
3.1 
Net
$ 0 
$ 0 
Goodwill and Other Intangible Assets - Other Intangible Assets - Future Amortization (Details) (USD $)
In Millions, unless otherwise specified
Dec. 31, 2016
Finite-Lived Intangible Assets, Net, Amortization Expense, Fiscal Year Maturity [Abstract]
 
2017
$ 2.1 
2018
2.1 
2019
1.9 
2020
1.6 
2021
$ 1.6 
Debt - Long-Term Debt Obligations (Details) (USD $)
In Millions, unless otherwise specified
Dec. 31, 2016
Dec. 31, 2015
Debt Instrument [Line Items]
 
 
Equipment capital lease obligations
$ 25.2 
$ 7.8 
Total debt
752.1 
803.3 
Less: current portion of long-term debt
(2.9)
(2.8)
Long-term debt, net of current maturities
749.2 
800.5 
Toronto Build-to-Suit Arrangement
 
 
Debt Instrument [Line Items]
 
 
Equipment capital lease obligations
19.1 
0.7 
Line of Credit |
Asset-Backed Lending Facility
 
 
Debt Instrument [Line Items]
 
 
ABL Facility
$ 726.9 
$ 795.5 
Debt - Narrative (Details) (USD $)
12 Months Ended 12 Months Ended
Dec. 31, 2016
Dec. 31, 2015
Dec. 31, 2014
Dec. 31, 2016
Line of Credit
Asset-Backed Lending Facility
Dec. 31, 2015
Line of Credit
Asset-Backed Lending Facility
Dec. 31, 2016
Line of Credit
Asset-Backed Lending Facility
Interest Expense
Dec. 31, 2015
Line of Credit
Asset-Backed Lending Facility
Interest Expense
Dec. 31, 2014
Line of Credit
Asset-Backed Lending Facility
Interest Expense
Dec. 31, 2016
Line of Credit
U.S. Borrowers Line of Credit
Asset-Backed Lending Facility
Dec. 31, 2016
Revolving Credit Facility
Canadian Borrower Line of Credit
Asset-Backed Lending Facility
Jul. 1, 2014
Line of Credit, Senior Facility
Senior Credit Facility
Dec. 31, 2016
Other Noncurrent Assets
Line of Credit
Asset-Backed Lending Facility
Line of Credit Facility [Line Items]
 
 
 
 
 
 
 
 
 
 
 
 
Maximum borrowing capacity
 
 
 
$ 1,400,000,000 
 
 
 
 
$ 1,250,000,000.0 
$ 150,000,000 
 
 
Minimum fixed charge coverage ratio
 
 
 
100.00% 
 
 
 
 
 
 
 
 
Remaining borrowing capacity
 
 
 
429,900,000 
 
 
 
 
 
 
 
 
Weighted average interest rate
 
 
 
2.50% 
2.50% 
 
 
 
 
 
 
 
Write off of deferred debt issuance cost
 
 
 
 
 
1,900,000 
 
 
 
 
 
 
Debt issuance costs, line of credit arrangements, gross
 
 
 
 
 
 
 
 
 
 
 
2,000,000 
Amortization and write-off of deferred financing fees
5,600,000 
4,400,000 
2,200,000 
 
 
5,600,000 
4,400,000 
2,200,000 
 
 
 
 
Line of credit outstanding
 
 
 
 
 
 
 
 
 
 
$ 303,900,000 
 
Derivative Instrument, Hedging Activities and Risk Management - Narrative (Details) (USD $)
3 Months Ended 12 Months Ended 0 Months Ended
Mar. 31, 2016
Dec. 31, 2016
Dec. 31, 2015
Dec. 31, 2014
Dec. 31, 2016
Interest Rate Cap
Dec. 31, 2015
Interest Rate Cap
Jul. 31, 2015
Designated as Hedging Instrument
London Interbank Offered Rate (LIBOR)
Jul. 31, 2015
Designated as Hedging Instrument
Cash Flow Hedging
Jul. 31, 2015
Designated as Hedging Instrument
Interest Rate Cap
Cash Flow Hedging
Dec. 31, 2016
Designated as Hedging Instrument
Interest Rate Cap
Cash Flow Hedging
Other Noncurrent Assets
Dec. 31, 2015
Designated as Hedging Instrument
Interest Rate Cap
Cash Flow Hedging
Other Noncurrent Assets
Derivative [Line Items]
 
 
 
 
 
 
 
 
 
 
 
Derivative asset, notional amount
 
 
 
 
 
 
 
$ 392,900,000 
 
 
 
Derivative, cap, interest rate
 
 
 
 
 
 
3.00% 
 
 
 
 
Payments for hedge, financing activities
 
 
 
 
 
 
 
 
2,000,000 
 
 
Derivative, cost of hedge
 
 
 
 
 
 
 
 
600,000 
 
 
Derivative asset
 
 
 
 
 
 
 
 
 
200,000 
600,000 
After tax loss in other comprehensive income
 
200,000 
500,000 
0 
200,000 
500,000 
 
 
 
 
 
Reclassification from AOCI, current period
 
0 
0 
 
 
 
 
 
 
 
 
Gain (loss) to be reclassified within twelve months
$ 300,000 
 
 
 
 
 
 
 
 
 
 
Leases - Future Minimum Lease Payments (Details) (USD $)
In Millions, unless otherwise specified
Dec. 31, 2016
Financing Obligations to Related Party and Equipment Capital Leases
 
2017
$ 19.1 
2018
9.2 
2019
1.0 
2020
0.7 
2021
0.2 
Thereafter
0 
Total
30.2 
Amount representing interest
(1.5)
Total future minimum lease payments
28.7 
Lease Obligations
 
2017
91.1 
2018
82.3 
2019
69.8 
2020
58.2 
2021
46.6 
Thereafter
146.0 
Lease obligations total
494.0 
Sublease Income
 
2017
(0.4)
2018
(0.3)
2019
(0.2)
2020
0 
2021
0 
Thereafter
0 
Total
(0.9)
Total
 
2017
90.7 
2018
82.0 
2019
69.6 
2020
58.2 
2021
46.6 
Thereafter
146.0 
Total
$ 493.1 
Leases - Narrative (Details) (USD $)
In Millions, unless otherwise specified
12 Months Ended 1 Months Ended
Dec. 31, 2016
Dec. 31, 2015
Dec. 31, 2014
Dec. 31, 2016
Georgia-Pacific
UWW Holdings Inc
Property
Nov. 27, 2002
Georgia-Pacific
UWW Holdings Inc
Property
Dec. 31, 2016
Unisource
Georgia-Pacific
Dec. 31, 2016
Toronto Build-to-Suit Arrangement
Dec. 31, 2015
Toronto Build-to-Suit Arrangement
Apr. 30, 2016
Settlement of Financing Obligation
Georgia-Pacific
Apr. 30, 2016
Nonoperating Income (Expense)
Settlement of Financing Obligation
Georgia-Pacific
Schedule of Capital and Operating Leases [Line Items]
 
 
 
 
 
 
 
 
 
 
Equipment capital lease obligations
$ 25.2 
$ 7.8 
 
 
 
 
$ 19.1 
$ 0.7 
 
 
Minimum future lease payments beginning in 2017
 
 
 
 
 
 
40.8 
 
 
 
Financing Obligations to Related Party [Abstract]
 
 
 
 
 
 
 
 
 
 
Percentage of voting interest sold
 
 
 
 
60.00% 
 
 
 
 
 
Number of properties transferred to related party
 
 
 
 
40 
 
 
 
 
 
Sublease agreements, number of properties
 
 
 
 
38 
 
 
 
 
 
Subleases agreements, number of properties exited
 
 
 
3 
 
 
 
 
 
 
Financing obligation at end of lease term
 
 
 
 
 
168.4 
 
 
 
 
Number of properties transferred to related party not sold
 
 
 
2 
 
 
 
 
 
 
Related party transaction, gain (loss) on settlement of financing obligation
 
 
 
 
 
 
 
 
 
(1.3)
Purchases of inventory from Georgia-Pacific, recognized in cost of products sold
 
 
 
 
 
 
 
 
5.4 
 
Operating leases, rent expense
$ 108.1 
$ 106.2 
$ 92.4 
 
 
 
 
 
 
 
Income Taxes - Narrative (Details) (USD $)
In Millions, unless otherwise specified
Dec. 31, 2016
Operating Loss Carryforwards [Line Items]
 
Unrecognized undistributed earnings of non-US subsidiaries
$ 30.7 
Undistributed earnings of non-US subsidiaries
10.2 
Federal tax authority
 
Operating Loss Carryforwards [Line Items]
 
Operating loss carryforwards
187.3 
State tax authority
 
Operating Loss Carryforwards [Line Items]
 
Operating loss carryforwards
180.4 
Non-U.S.
 
Operating Loss Carryforwards [Line Items]
 
Operating loss carryforwards
$ 52.4 
Income Taxes - Domestic (United States) and Foreign components of Net Income Before Income Taxes (Details) (USD $)
In Millions, unless otherwise specified
12 Months Ended
Dec. 31, 2016
Dec. 31, 2015
Dec. 31, 2014
Income (Loss) from Continuing Operations before Equity Method Investments, Income Taxes, Extraordinary Items, Noncontrolling Interest [Abstract]
 
 
 
Domestic (United States)
$ 27.6 
$ 46.6 
$ (19.0)
Foreign
13.2 
(1.7)
(2.6)
Income (loss) from continuing operations before income taxes
$ 40.8 
$ 44.9 
$ (21.6)
Income Taxes - Income Tax Expense (Benefit) (Details) (USD $)
In Millions, unless otherwise specified
12 Months Ended
Dec. 31, 2016
Dec. 31, 2015
Dec. 31, 2014
Current Provision:
 
 
 
U.S. Federal
$ 3.6 
$ 0 
$ 5.0 
U.S. State
1.5 
1.7 
0.9 
Foreign
3.6 
1.6 
1.7 
Total current income tax expense
8.7 
3.3 
7.6 
Deferred, net:
 
 
 
U.S. Federal
9.6 
14.8 
(8.3)
U.S. State
1.9 
0.5 
(1.2)
Foreign
(0.4)
(0.4)
(0.2)
Total deferred, net
11.1 
14.9 
(9.7)
Provision for income tax expense (benefit)
$ 19.8 
$ 18.2 
$ (2.1)
Income Taxes - Reconciliation of Federal Statutory Rate and the Effective Tax Rate (Details) (USD $)
In Millions, unless otherwise specified
12 Months Ended
Dec. 31, 2016
Dec. 31, 2015
Dec. 31, 2014
Effective Income Tax Rate Reconciliation, Amount [Abstract]
 
 
 
Income (loss) from continuing operations before income taxes
$ 40.8 
$ 44.9 
$ (21.6)
Statutory U.S. income tax rate
35.00% 
35.00% 
35.00% 
Tax expense using statutory U.S. income tax rate
14.3 
15.7 
(7.6)
Foreign income tax rate differential
(1.1)
0.2 
0.3 
State tax (net of federal benefit)
2.8 
1.6 
(0.3)
Non-deductible expenses
2.3 
1.5 
1.6 
Tax Receivable Agreement change in fair value
1.6 
0.7 
0.6 
Foreign exchange loss (a)
0 
(1.2)
0 
Transaction costs
0 
0 
1.6 
Change in valuation allowance - U.S. Federal and State (b)
0 
(0.8)
0 
Change in valuation allowance - Foreign
(0.5)
1.7 
2.0 
Other
0.4 
(1.2)
(0.3)
Provision for income tax expense (benefit)
$ 19.8 
$ 18.2 
$ (2.1)
Effective income tax rate (as percent)
48.50% 
40.50% 
9.70% 
Income Taxes - Deferred Income Tax Assets and Liabilities (Details) (USD $)
In Millions, unless otherwise specified
Dec. 31, 2016
Dec. 31, 2015
U.S.
 
 
Deferred income tax assets:
 
 
Accrued compensation
$ 17.7 
$ 20.4 
Capital lease obligations to related party
77.5 
83.8 
Goodwill and other intangibles, net
4.6 
4.3 
Long-term compensation
21.2 
18.4 
Net operating losses and credit carryforwards
74.1 
85.9 
Allowance for doubtful accounts
11.9 
11.5 
Other
3.5 
1.7 
Gross deferred income tax assets
210.5 
226.0 
Less valuation allowance
(6.5)
(6.3)
Total deferred tax asset
204.0 
219.7 
Deferred income tax liabilities:
 
 
Property and equipment, net
(86.7)
(92.0)
Inventory reserve
(48.2)
(49.5)
Other
(8.3)
(5.8)
Total deferred tax liability
(143.2)
(147.3)
Net deferred income tax asset
60.8 
72.4 
Non-U.S.
 
 
Deferred income tax assets:
 
 
Accrued compensation
0.1 
0 
Capital lease obligations to related party
0.8 
0.6 
Goodwill and other intangibles, net
0 
0 
Long-term compensation
3.8 
4.2 
Net operating losses and credit carryforwards
13.6 
10.8 
Allowance for doubtful accounts
0 
0.1 
Other
0.8 
0.7 
Gross deferred income tax assets
19.1 
16.4 
Less valuation allowance
(18.1)
(15.5)
Total deferred tax asset
1.0 
0.9 
Deferred income tax liabilities:
 
 
Property and equipment, net
0 
0 
Inventory reserve
0 
0 
Other
0 
0 
Total deferred tax liability
0 
0 
Net deferred income tax asset
$ 1.0 
$ 0.9 
Income Taxes - Schedule of Valuation Allowance (Details) (Valuation Allowance of Deferred Tax Assets, USD $)
In Millions, unless otherwise specified
12 Months Ended
Dec. 31, 2016
Dec. 31, 2015
Valuation Allowance [Roll Forward]
 
 
Beginning balance
$ 21.8 
$ 41.8 
Additions
3.6 
2.5 
Subtractions
(0.9)
(19.8)
Currency translation adjustments
0.1 
(2.7)
Ending balance
24.6 
21.8 
U.S.
 
 
Valuation Allowance [Roll Forward]
 
 
Beginning balance
6.3 
26.1 
Additions
0.2 
0 
Subtractions
0 
(19.8)
Currency translation adjustments
0 
0 
Ending balance
6.5 
6.3 
Non-U.S.
 
 
Valuation Allowance [Roll Forward]
 
 
Beginning balance
15.5 
15.7 
Additions
3.4 
2.5 
Subtractions
(0.9)
0 
Currency translation adjustments
0.1 
(2.7)
Ending balance
$ 18.1 
$ 15.5 
Related Party Transactions - Narrative (Details) (USD $)
In Millions, except Per Share data, unless otherwise specified
0 Months Ended 0 Months Ended 12 Months Ended 0 Months Ended 12 Months Ended 0 Months Ended 1 Months Ended 12 Months Ended
Nov. 23, 2016
Jul. 1, 2014
UWW Holdings, LLC
Demand_Registration
Jul. 1, 2014
UWW Holdings, LLC
Jul. 1, 2014
International Paper
Jan. 28, 2014
International Paper
Dec. 31, 2014
International Paper
Selling, general and administrative expenses
Jun. 30, 2014
CEO of Merged Company
Merger and integration expense
Dec. 31, 2014
CEO of Merged Company
Merger and integration expense
Jul. 1, 2014
LIBOR
UWW Holdings, LLC
Jul. 1, 2014
UWW Holdings, Inc. XPEDX Merger
Nov. 23, 2016
Public Stock Offering
UWW Holdings, LLC
Jan. 31, 2017
Tax Receivable Agreement
Subsequent Event
UWW Holdings, LLC
Dec. 31, 2015
Purchase of Personal Residence
CEO of Merged Company
Dec. 31, 2015
Sale of Personal Residence
CEO of Merged Company
Related Party Transaction [Line Items]
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Business acquisition, equity issued (in shares)
 
 
 
 
 
 
 
 
 
7.84 
 
 
 
 
Registration rights agreement, period demand rights commence following distribution date
 
180 days 
 
 
 
 
 
 
 
 
 
 
 
 
Registration rights agreement, maximum demand registration in 150 day period
 
1 
 
 
 
 
 
 
 
 
 
 
 
 
Registration rights agreement, maximum demand registration in 365 day period
 
2 
 
 
 
 
 
 
 
 
 
 
 
 
Registration rights agreement, material transaction, period allowed to delay registration in 360 day period
 
120 days 
 
 
 
 
 
 
 
 
 
 
 
 
Merger utilization of operating losses, percentage of tax savings payable to affiliate
 
 
85.00% 
 
 
 
 
 
 
 
 
 
 
 
Tax receivable agreement, basis spread on variable rate
 
 
 
 
 
 
 
 
1.00% 
 
 
 
 
 
Payments to stockholder's for percentage of tax savings earned from net operating losses
 
 
 
 
 
 
 
 
 
 
 
$ 8.7 
 
 
Shares sold in offering (in shares)
 
 
 
 
 
 
 
 
 
 
1.76 
 
 
 
Treasury stock (in shares)
0.31 
 
 
 
 
 
 
 
 
 
 
 
 
 
Treasury stock acquired, average cost per share (USD per share)
$ 42.8625 
 
 
 
 
 
 
 
 
 
 
 
 
 
Treasury stock, value, acquired
13.4 
 
 
 
 
 
 
 
 
 
 
 
 
 
Treasury stock, transaction related fees
0.8 
 
 
 
 
 
 
 
 
 
 
 
 
 
Treasury stock, capitalized transaction related fees
0.2 
 
 
 
 
 
 
 
 
 
 
 
 
 
Time period for net adjustments of intercompany settlements to be completed
 
 
 
 
30 days 
 
 
 
 
 
 
 
 
 
Net adjustments related to spin-off, tangible assets
 
 
 
24.3 
 
 
 
 
 
 
 
 
 
 
Net adjustments of intercompany settlements
 
 
 
24.6 
 
 
 
 
 
 
 
 
 
 
General corporate expenses
 
 
 
 
 
25.5 
 
 
 
 
 
 
 
 
Severance
 
 
 
 
 
 
 
5.4 
 
 
 
 
 
 
Related party transaction
 
 
 
 
 
 
$ 3.0 
 
 
 
 
 
$ 4.6 
$ 4.6 
Related Party Transactions Related Party Transactions - Financial Impact (Details) (USD $)
In Millions, unless otherwise specified
12 Months Ended
Dec. 31, 2016
Dec. 31, 2015
Dec. 31, 2014
Related Party Transaction [Line Items]
 
 
 
Sales to Georgia-Pacific, reflected in net sales
$ 35.6 
$ 33.6 
$ 42.7 
Inventories
707.9 
720.6 
 
Related party payable
9.0 
10.7 
 
Related party receivable
3.9 
3.9 
 
Georgia-Pacific
 
 
 
Related Party Transaction [Line Items]
 
 
 
Inventories
24.8 
25.2 
 
Related party payable
9.0 
10.7 
 
Related party receivable
3.9 
3.9 
 
Sales to International Paper, reflected in net sales |
Georgia-Pacific
 
 
 
Related Party Transaction [Line Items]
 
 
 
Sales to Georgia-Pacific, reflected in net sales
35.6 
33.6 
18.4 
Purchases of inventory from International Paper, recognized in cost of products sold |
Georgia-Pacific
 
 
 
Related Party Transaction [Line Items]
 
 
 
Purchases of inventory from Georgia-Pacific, recognized in cost of products sold
224.9 
264.7 
136.1 
Other International Paper Businesses |
Sales to International Paper, reflected in net sales |
International Paper
 
 
 
Related Party Transaction [Line Items]
 
 
 
Sales to Georgia-Pacific, reflected in net sales
 
 
24.3 
Other International Paper Businesses |
Purchases of inventory from International Paper, recognized in cost of products sold |
International Paper
 
 
 
Related Party Transaction [Line Items]
 
 
 
Purchases of inventory from Georgia-Pacific, recognized in cost of products sold
 
 
$ 276.5 
Related Party Transactions - Parent Company Investment (Details) (USD $)
In Millions, unless otherwise specified
12 Months Ended
Dec. 31, 2014
Parent Company Investment [Line Items]
 
Total net transfers to International Paper
$ (82.0)
Parent Company Investment
 
Parent Company Investment [Line Items]
 
Intercompany sales and purchases, net
255.4 
Cash pooling and general financing activities
(322.5)
Corporate allocations including income taxes
34.7 
Net adjustments in conjunction with the Spin-off
(49.6)
Total net transfers to International Paper
$ (82.0)
Employee Benefit Plans - Narrative (Details) (USD $)
In Millions, unless otherwise specified
3 Months Ended 12 Months Ended 12 Months Ended
Dec. 31, 2016
Sep. 30, 2016
Dec. 31, 2016
Dec. 31, 2015
Dec. 31, 2014
Dec. 31, 2016
Multiemployer plans, pension
Dec. 31, 2015
Multiemployer plans, pension
Dec. 31, 2014
Multiemployer plans, pension
Dec. 31, 2016
Multiemployer plans, pension
Veritiv Restructuring Plan
Dec. 31, 2016
Multiemployer plans, pension
US employee collective bargaining agreement
Dec. 31, 2015
Multiemployer plans, pension
US employee collective bargaining agreement
Dec. 31, 2014
Multiemployer plans, pension
US employee collective bargaining agreement
Dec. 31, 2016
Western Conference of Teamsters Pension Trust Fund (1)
Multiemployer plans, pension
collective_bargaining_unit
Dec. 31, 2015
Western Conference of Teamsters Pension Trust Fund (1)
Multiemployer plans, pension
Dec. 31, 2014
Western Conference of Teamsters Pension Trust Fund (1)
Multiemployer plans, pension
Dec. 31, 2016
Central States, Southeast & Southwest Areas Pension Fund (2)
Multiemployer plans, pension
collective_bargaining_unit
Dec. 31, 2015
Central States, Southeast & Southwest Areas Pension Fund (2)
Multiemployer plans, pension
Dec. 31, 2014
Central States, Southeast & Southwest Areas Pension Fund (2)
Multiemployer plans, pension
Dec. 31, 2016
Teamsters Pension Plan of Philadelphia & Vicinity
Multiemployer plans, pension
Dec. 31, 2015
Teamsters Pension Plan of Philadelphia & Vicinity
Multiemployer plans, pension
Dec. 31, 2014
Teamsters Pension Plan of Philadelphia & Vicinity
Multiemployer plans, pension
Dec. 31, 2016
U.S. Defined Benefit Pension Plan
Dec. 31, 2016
Canada Pension Plan
plan
Dec. 31, 2010
Canada Pension Plan
agreement
Dec. 31, 2014
International Paper
Dec. 31, 2014
UWW Holdings, Inc. XPEDX Merger
Dec. 31, 2016
Minimum
Dec. 31, 2016
Maximum
Defined Benefit Plans and Other Postretirement Benefit Plans Table Text Block [Line Items]
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Contributions
 
 
$ 19.6 
$ 19.0 
$ 5.6 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
$ 8.9 
$ 2.4 
 
 
Maximum contractual term
 
 
15 years 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Deferred compensation, percentage of base salary deferred (up to)
 
 
85.00% 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Deferred Compensation Arrangement with Individual, Time Period for Annual Payout Installment
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
2 years 
10 years 
Net pension and other post-employment benefit expense
 
 
 
 
8.0 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Number of nonunion benefit plans
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
1 
 
 
 
 
 
Number of union benefit plans
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
2 
 
 
 
 
 
Number of collective bargaining agreements freezing benefit plans
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
2 
 
 
 
 
Estimated future employer contributions in 2016
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
0.1 
3.7 
 
 
 
 
 
Multiemployer plan, period contributions
 
 
 
 
 
3.7 
3.9 
3.2 
 
3.7 
3.9 
3.2 
1.7 
1.7 
1.5 
0.3 
0.4 
0.3 
0.4 
0.4 
0.3 
 
 
 
 
 
 
 
Multiemployer plan, percentage of employer's contributions (not more than)
 
 
 
 
 
 
 
 
 
5.00% 
5.00% 
5.00% 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Undiscounted charges
2.5 
7.3 
2.4 
0 
0 
2.3 
 
 
7.5 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Multiemployer plan, withdrawl obligation
$ 9.8 
 
$ 9.8 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Multiemployer plans, withdrawal obligation, recognition period
 
 
20 years 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Number of participating collective bargaining units
 
 
 
 
 
 
 
 
 
 
 
 
16 
 
 
4 
 
 
 
 
 
 
 
 
 
 
 
 
Number of participating collective bargaining units under negotiations
 
 
 
 
 
 
 
 
 
 
 
 
4 
 
 
0 
 
 
 
 
 
 
 
 
 
 
 
 
Employee Benefit Plans - Deferred Compensation Liability (Details) (USD $)
In Millions, unless otherwise specified
Dec. 31, 2016
Dec. 31, 2015
Defined Benefit Plan Disclosure [Line Items]
 
 
Other non-current liabilities
$ 21.6 
$ 19.6 
Total liabilities
24.3 
22.4 
Other Accrued Liabilities
 
 
Defined Benefit Plan Disclosure [Line Items]
 
 
Other accrued liabilities
2.7 
2.8 
Other Non-current Liabilities
 
 
Defined Benefit Plan Disclosure [Line Items]
 
 
Other non-current liabilities
$ 21.6 
$ 19.6 
Employee Benefit Plans - Change Benefit Obligation and Funded Status (Details) (USD $)
In Millions, unless otherwise specified
12 Months Ended
Dec. 31, 2016
Dec. 31, 2015
Dec. 31, 2014
U.S. Defined Benefit Pension Plan
 
 
 
Defined Benefit Plan Disclosure [Line Items]
 
 
 
Accumulated benefit obligation, end of year
$ 89.7 
$ 89.0 
 
Change in projected benefit obligation:
 
 
 
Beginning balance
89.0 
93.7 
 
Service cost
0.7 
0.8 
 
Interest cost
3.4 
3.2 
1.7 
Actuarial (gain) loss
0 
(3.4)
 
Benefits paid
(3.4)
(5.2)
 
Settlements
0 
(0.1)
 
Foreign exchange adjustments
0 
0 
 
Ending balance
89.7 
89.0 
93.7 
Change in plan assets:
 
 
 
Beginning balance
74.4 
80.2 
 
Employer contributions
0 
0.1 
 
Investment returns
5.9 
0.3 
 
Benefits paid
(3.4)
(5.2)
 
Administrative expenses paid
(1.0)
(0.9)
 
Settlements
0 
(0.1)
 
Foreign exchange adjustments
0 
0 
 
Ending balance
75.9 
74.4 
80.2 
Underfunded status, end of year
(13.8)
(14.6)
 
Canada Pension Plan
 
 
 
Defined Benefit Plan Disclosure [Line Items]
 
 
 
Accumulated benefit obligation, end of year
71.9 
68.2 
 
Change in projected benefit obligation:
 
 
 
Beginning balance
76.0 
89.4 
 
Service cost
0.3 
0.2 
 
Interest cost
3.1 
3.2 
1.9 
Actuarial (gain) loss
2.2 
1.6 
 
Benefits paid
(4.8)
(4.0)
 
Settlements
0 
0 
 
Foreign exchange adjustments
2.2 
(14.4)
 
Ending balance
79.0 
76.0 
89.4 
Change in plan assets:
 
 
 
Beginning balance
61.6 
66.4 
 
Employer contributions
3.1 
3.5 
 
Investment returns
3.1 
6.3 
 
Benefits paid
(4.8)
(4.0)
 
Administrative expenses paid
0 
0 
 
Settlements
0 
0 
 
Foreign exchange adjustments
1.9 
(10.6)
 
Ending balance
64.9 
61.6 
66.4 
Underfunded status, end of year
$ (14.1)
$ (14.4)
 
Employee Benefit Plans - Balance Sheet Positions (Details) (USD $)
In Millions, unless otherwise specified
Dec. 31, 2016
Dec. 31, 2015
U.S. Defined Benefit Pension Plan
 
 
Defined Benefit Plan Disclosure [Line Items]
 
 
Other current liabilities
$ 0.1 
$ 0.1 
Defined benefit pension obligations
13.7 
14.5 
Net liability recognized
13.8 
14.6 
Net loss, net of tax
5.7 
6.2 
Canada Pension Plan
 
 
Defined Benefit Plan Disclosure [Line Items]
 
 
Other current liabilities
0.2 
0.2 
Defined benefit pension obligations
13.9 
14.2 
Net liability recognized
14.1 
14.4 
Net loss, net of tax
$ 3.4 
$ 1.2 
Employee Benefit Plans - Net Periodic Costs (Details) (USD $)
In Millions, unless otherwise specified
12 Months Ended
Dec. 31, 2016
Dec. 31, 2015
Dec. 31, 2014
U.S. Defined Benefit Pension Plan
 
 
 
Defined Benefit Plan, Net Periodic Benefit Cost [Abstract]
 
 
 
Service cost
$ 1.7 
$ 1.6 
$ 0.8 
Interest cost
3.4 
3.2 
1.7 
Expected return on plan assets
(5.0)
(5.2)
(3.1)
Amortization of net loss
0.1 
0 
0 
Net periodic benefit cost (credit)
0.2 
(0.4)
(0.6)
Net loss (gain) during year, net of tax
(0.5)
1.0 
5.2 
Canada Pension Plan
 
 
 
Defined Benefit Plan, Net Periodic Benefit Cost [Abstract]
 
 
 
Service cost
0.3 
0.2 
0.1 
Interest cost
3.1 
3.2 
1.9 
Expected return on plan assets
(3.5)
(3.3)
(1.9)
Amortization of net loss
0.2 
0 
0 
Net periodic benefit cost (credit)
0.1 
0.1 
0.1 
Net loss (gain) during year, net of tax
$ 2.2 
$ (1.0)
$ 2.2 
Employee Benefit Plans - Fair Value Hierarchy of Plan Assets (Details) (USD $)
In Millions, unless otherwise specified
Dec. 31, 2016
Dec. 31, 2015
Dec. 31, 2014
U.S. Defined Benefit Pension Plan
 
 
 
Defined Benefit Plan Disclosure [Line Items]
 
 
 
Fair value of plan assets
$ 75.9 
$ 74.4 
$ 80.2 
U.S. Defined Benefit Pension Plan |
Level 1
 
 
 
Defined Benefit Plan Disclosure [Line Items]
 
 
 
Fair value of plan assets
75.9 
74.4 
 
U.S. Defined Benefit Pension Plan |
Level 2
 
 
 
Defined Benefit Plan Disclosure [Line Items]
 
 
 
Fair value of plan assets
0 
0 
 
U.S. Defined Benefit Pension Plan |
Level 3
 
 
 
Defined Benefit Plan Disclosure [Line Items]
 
 
 
Fair value of plan assets
0 
0 
 
U.S. Defined Benefit Pension Plan |
Equity securities
 
 
 
Defined Benefit Plan Disclosure [Line Items]
 
 
 
Fair value of plan assets
50.0 
48.4 
 
U.S. Defined Benefit Pension Plan |
Equity securities |
Level 1
 
 
 
Defined Benefit Plan Disclosure [Line Items]
 
 
 
Fair value of plan assets
50.0 
48.4 
 
U.S. Defined Benefit Pension Plan |
Equity securities |
Level 2
 
 
 
Defined Benefit Plan Disclosure [Line Items]
 
 
 
Fair value of plan assets
0 
0 
 
U.S. Defined Benefit Pension Plan |
Equity securities |
Level 3
 
 
 
Defined Benefit Plan Disclosure [Line Items]
 
 
 
Fair value of plan assets
0 
0 
 
U.S. Defined Benefit Pension Plan |
Fixed income securities
 
 
 
Defined Benefit Plan Disclosure [Line Items]
 
 
 
Fair value of plan assets
25.7 
25.8 
 
U.S. Defined Benefit Pension Plan |
Fixed income securities |
Level 1
 
 
 
Defined Benefit Plan Disclosure [Line Items]
 
 
 
Fair value of plan assets
25.7 
25.8 
 
U.S. Defined Benefit Pension Plan |
Fixed income securities |
Level 2
 
 
 
Defined Benefit Plan Disclosure [Line Items]
 
 
 
Fair value of plan assets
0 
0 
 
U.S. Defined Benefit Pension Plan |
Fixed income securities |
Level 3
 
 
 
Defined Benefit Plan Disclosure [Line Items]
 
 
 
Fair value of plan assets
0 
0 
 
U.S. Defined Benefit Pension Plan |
Cash and short-term securities
 
 
 
Defined Benefit Plan Disclosure [Line Items]
 
 
 
Fair value of plan assets
0.2 
0.2 
 
U.S. Defined Benefit Pension Plan |
Cash and short-term securities |
Level 1
 
 
 
Defined Benefit Plan Disclosure [Line Items]
 
 
 
Fair value of plan assets
0.2 
0.2 
 
U.S. Defined Benefit Pension Plan |
Cash and short-term securities |
Level 2
 
 
 
Defined Benefit Plan Disclosure [Line Items]
 
 
 
Fair value of plan assets
0 
0 
 
U.S. Defined Benefit Pension Plan |
Cash and short-term securities |
Level 3
 
 
 
Defined Benefit Plan Disclosure [Line Items]
 
 
 
Fair value of plan assets
0 
0 
 
Canada Pension Plan
 
 
 
Defined Benefit Plan Disclosure [Line Items]
 
 
 
Fair value of plan assets
64.9 
61.6 
66.4 
Canada Pension Plan |
Level 1
 
 
 
Defined Benefit Plan Disclosure [Line Items]
 
 
 
Fair value of plan assets
0.3 
0.6 
 
Canada Pension Plan |
Level 2
 
 
 
Defined Benefit Plan Disclosure [Line Items]
 
 
 
Fair value of plan assets
0 
0 
 
Canada Pension Plan |
Level 3
 
 
 
Defined Benefit Plan Disclosure [Line Items]
 
 
 
Fair value of plan assets
0 
0 
 
Canada Pension Plan |
Equity securities
 
 
 
Defined Benefit Plan Disclosure [Line Items]
 
 
 
Fair value of plan assets
43.8 
41.1 
 
Investments measured as NAV
43.8 
41.1 
 
Canada Pension Plan |
Fixed income securities
 
 
 
Defined Benefit Plan Disclosure [Line Items]
 
 
 
Fair value of plan assets
20.8 
19.9 
 
Investments measured as NAV
20.8 
19.9 
 
Canada Pension Plan |
Cash and short-term securities
 
 
 
Defined Benefit Plan Disclosure [Line Items]
 
 
 
Fair value of plan assets
0.3 
0.6 
 
Canada Pension Plan |
Cash and short-term securities |
Level 1
 
 
 
Defined Benefit Plan Disclosure [Line Items]
 
 
 
Fair value of plan assets
0.3 
0.6 
 
Canada Pension Plan |
Cash and short-term securities |
Level 2
 
 
 
Defined Benefit Plan Disclosure [Line Items]
 
 
 
Fair value of plan assets
0 
0 
 
Canada Pension Plan |
Cash and short-term securities |
Level 3
 
 
 
Defined Benefit Plan Disclosure [Line Items]
 
 
 
Fair value of plan assets
$ 0 
$ 0 
 
Employee Benefit Plans - Weighted-Average Asset Allocations (Details) (USD $)
In Millions, unless otherwise specified
12 Months Ended 12 Months Ended
Dec. 31, 2016
U.S. Defined Benefit Pension Plan
Dec. 31, 2015
U.S. Defined Benefit Pension Plan
Dec. 31, 2014
U.S. Defined Benefit Pension Plan
Dec. 31, 2016
U.S. Defined Benefit Pension Plan
Equity securities
Dec. 31, 2015
U.S. Defined Benefit Pension Plan
Equity securities
Dec. 31, 2016
U.S. Defined Benefit Pension Plan
Fixed income securities
Dec. 31, 2015
U.S. Defined Benefit Pension Plan
Fixed income securities
Dec. 31, 2016
U.S. Defined Benefit Pension Plan
Cash and short-term securities
Dec. 31, 2015
U.S. Defined Benefit Pension Plan
Cash and short-term securities
Dec. 31, 2016
Canada Pension Plan
Dec. 31, 2015
Canada Pension Plan
Dec. 31, 2014
Canada Pension Plan
Dec. 31, 2016
Canada Pension Plan
Equity securities
Dec. 31, 2015
Canada Pension Plan
Equity securities
Dec. 31, 2016
Canada Pension Plan
Fixed income securities
Dec. 31, 2015
Canada Pension Plan
Fixed income securities
Dec. 31, 2016
Canada Pension Plan
Cash and short-term securities
Dec. 31, 2015
Canada Pension Plan
Cash and short-term securities
Defined Benefit Plan Disclosure [Line Items]
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Fair value of plan assets
$ 75.9 
$ 74.4 
$ 80.2 
$ 50.0 
$ 48.4 
$ 25.7 
$ 25.8 
$ 0.2 
$ 0.2 
$ 64.9 
$ 61.6 
$ 66.4 
$ 43.8 
$ 41.1 
$ 20.8 
$ 19.9 
$ 0.3 
$ 0.6 
Asset allocations percent range, minimum
 
 
 
55.00% 
55.00% 
20.00% 
20.00% 
0.00% 
0.00% 
 
 
 
50.00% 
50.00% 
30.00% 
30.00% 
0.00% 
0.00% 
Asset allocations percent range, maximum
 
 
 
75.00% 
75.00% 
40.00% 
40.00% 
10.00% 
10.00% 
 
 
 
70.00% 
70.00% 
50.00% 
50.00% 
5.00% 
5.00% 
Employer Benefit Plans - Significant Weighted-Average Assumptions (Details)
12 Months Ended
Dec. 31, 2016
Dec. 31, 2015
U.S. Defined Benefit Pension Plan
 
 
Weighted Average Assumptions Used in Calculating Benefit Obligation [Abstract]
 
 
Discount rate
3.76% 
4.05% 
Weighted Average Assumptions Used in Calculating Net Periodic Benefit Cost [Abstract]
 
 
Discount rate
4.05% 
3.75% 
Expected long-term rate of return on assets
7.15% 
7.15% 
Canada Pension Plan
 
 
Weighted Average Assumptions Used in Calculating Benefit Obligation [Abstract]
 
 
Discount rate
3.85% 
4.00% 
Rate of compensation increases
3.00% 
3.00% 
Weighted Average Assumptions Used in Calculating Net Periodic Benefit Cost [Abstract]
 
 
Discount rate
4.00% 
4.00% 
Rate of compensation increases
3.00% 
3.00% 
Expected long-term rate of return on assets
5.50% 
5.50% 
Employee Benefit Plans - Expected Future Benefit Payments (Details) (USD $)
In Millions, unless otherwise specified
Dec. 31, 2016
U.S. Defined Benefit Pension Plan
 
Defined Benefit Plan, Expected Future Benefit Payments, Fiscal Year Maturity [Abstract]
 
2017
$ 6.5 
2018
5.1 
2019
5.0 
2020
5.2 
2021
5.2 
2022-2026
28.9 
Canada Pension Plan
 
Defined Benefit Plan, Expected Future Benefit Payments, Fiscal Year Maturity [Abstract]
 
2017
2.5 
2018
2.6 
2019
2.7 
2020
2.8 
2021
2.9 
2022-2026
$ 17.3 
Employee Benefit Plans - Multiemployer Plans (Details) (Multiemployer plans, pension, USD $)
In Millions, unless otherwise specified
12 Months Ended
Dec. 31, 2016
Dec. 31, 2015
Dec. 31, 2014
Multiemployer Plans [Line Items]
 
 
 
Veritiv's Contributions
$ 3.7 
$ 3.9 
$ 3.2 
US employee collective bargaining agreement
 
 
 
Multiemployer Plans [Line Items]
 
 
 
Veritiv's Contributions
3.7 
3.9 
3.2 
Western Conference of Teamsters Pension Trust Fund (1)
 
 
 
Multiemployer Plans [Line Items]
 
 
 
EIN Plan No.
916145047 
 
 
Pension Plan No.
001 
 
 
Pension Protection Act Zone Status
Green 
 
 
Veritiv's Contributions
1.7 
1.7 
1.5 
Surcharge Imposed
No 
 
 
Central States, Southeast & Southwest Areas Pension Fund (2)
 
 
 
Multiemployer Plans [Line Items]
 
 
 
EIN Plan No.
366044243 
 
 
Pension Plan No.
001 
 
 
Pension Protection Act Zone Status
Red 
 
 
Veritiv's Contributions
0.3 
0.4 
0.3 
Surcharge Imposed
Yes 
 
 
Teamsters Pension Plan of Philadelphia & Vicinity
 
 
 
Multiemployer Plans [Line Items]
 
 
 
EIN Plan No.
231511735 
 
 
Pension Plan No.
001 
 
 
Pension Protection Act Zone Status
Yellow 
 
 
Veritiv's Contributions
0.4 
0.4 
0.3 
Surcharge Imposed
Yes 
 
 
Graphic Arts Industry Joint Pension Trust
 
 
 
Multiemployer Plans [Line Items]
 
 
 
EIN Plan No.
521074215 
 
 
Pension Plan No.
001 
 
 
Pension Protection Act Zone Status
Red 
 
 
Veritiv's Contributions
0 
0.1 
0.1 
Surcharge Imposed
Yes 
 
 
New England Teamsters & Trucking Industry Pension
 
 
 
Multiemployer Plans [Line Items]
 
 
 
EIN Plan No.
046372430 
 
 
Pension Plan No.
001 
 
 
Pension Protection Act Zone Status
Red 
 
 
Veritiv's Contributions
0.5 
0.4 
0.5 
Surcharge Imposed
Yes 
 
 
Western Pennsylvania Teamsters and Employers Pension Plan
 
 
 
Multiemployer Plans [Line Items]
 
 
 
EIN Plan No.
256029946 
 
 
Pension Plan No.
001 
 
 
Pension Protection Act Zone Status
Red 
 
 
Veritiv's Contributions
0.3 
0.3 
0.2 
Surcharge Imposed
Yes 
 
 
Contributions for individually significant plans
 
 
 
Multiemployer Plans [Line Items]
 
 
 
Veritiv's Contributions
3.2 
3.3 
2.9 
Contributions to other multi-employer plans
 
 
 
Multiemployer Plans [Line Items]
 
 
 
Veritiv's Contributions
$ 0.5 
$ 0.6 
$ 0.3 
Fair Value Measurements - Narrative (Details) (USD $)
12 Months Ended 0 Months Ended 12 Months Ended 3 Months Ended 6 Months Ended
Dec. 31, 2016
Dec. 31, 2015
Dec. 31, 2014
Jul. 1, 2014
UWW Holdings, Inc. XPEDX Merger
Dec. 31, 2016
Fair Value, Measurements, Recurring
Level 3
Contingent Liability
UWW Holdings, Inc. XPEDX Merger
Dec. 31, 2016
Restructuring Expenses
Dec. 31, 2015
Restructuring Expenses
Dec. 31, 2016
Customer relationships
Dec. 31, 2016
Customer relationships
Business Acquisition [Line Items]
 
 
 
 
 
 
 
 
 
Impairment of finite lived intangible assets
 
$ 0 
$ 0 
 
 
 
 
$ 5,800,000 
$ 5,800,000 
Impairment of goodwill
0 
1,900,000 
0 
 
 
 
 
 
 
Long-lived asset impairment
 
4,000,000 
0 
 
 
0 
3,300,000 
 
 
Impairment of goodwill and long-lived assets held-for-use
7,700,000 
5,900,000 
0 
 
 
 
 
 
 
Fair value of contingent liability associated with the Tax Receivable Agreement
 
 
 
$ 59,400,000 
 
 
 
 
 
Fair value discount rate
 
 
 
 
4.70% 
 
 
 
 
Fair Value Measurements - Contingent Liability (Details) (Contingent Liability, UWW Holdings, Inc. XPEDX Merger, Fair Value, Measurements, Recurring, Level 3, USD $)
In Millions, unless otherwise specified
12 Months Ended
Dec. 31, 2016
Dec. 31, 2015
Contingent Liability |
UWW Holdings, Inc. XPEDX Merger |
Fair Value, Measurements, Recurring |
Level 3
 
 
Fair Value, Liabilities Measured on Recurring Basis, Unobservable Input Reconciliation, Calculation [Roll Forward]
 
 
Beginning balance
$ 63.0 
$ 60.5 
Purchase accounting adjustment
 
0.6 
Change in fair value adjustment recorded in other expense, net
4.9 
1.9 
Ending balance
$ 67.9 
$ 63.0 
Supplementary Financial Statement Information - Other Current Assets (Details) (USD $)
In Millions, unless otherwise specified
Dec. 31, 2016
Dec. 31, 2015
Other Current Assets:
 
 
Rebates receivable
$ 62.3 
$ 57.0 
Prepaid expenses
26.1 
23.4 
Other
30.5 
28.4 
Other current assets
$ 118.9 
$ 108.8 
Supplementary Financial Statement Information - Other Non-Current Assets (Details) (USD $)
In Millions, unless otherwise specified
Dec. 31, 2016
Dec. 31, 2015
Other Non-Current Assets:
 
 
Deferred financing costs
$ 11.9 
$ 15.3 
Investments in real estate joint ventures
6.0 
5.8 
Below market leasehold agreements
4.7 
5.3 
Other
7.7 
7.9 
Other non-current assets
$ 30.3 
$ 34.3 
Supplementary Financial Statement Information - Accrued Payroll and Benefits (Details) (USD $)
In Millions, unless otherwise specified
Dec. 31, 2016
Dec. 31, 2015
Accrued Payroll and Benefits:
 
 
Accrued payroll and related taxes
$ 26.0 
$ 28.7 
Accrued commissions
21.8 
39.3 
Accrued incentive plans
33.1 
49.1 
Other
3.5 
3.4 
Accrued payroll and benefits
$ 84.4 
$ 120.5 
Supplementary Financial Statement Information - Other Accrued Liabilities (Details) (USD $)
In Millions, unless otherwise specified
Dec. 31, 2016
Dec. 31, 2015
Other Accrued Liabilities:
 
 
Accrued taxes
$ 9.1 
$ 13.7 
Accrued customer incentives
23.3 
24.0 
Accrued freight
13.9 
11.5 
Accrued professional fees
7.3 
10.0 
Tax Receivable Agreement contingent liability
8.5 
7.4 
Other
40.4 
33.8 
Other accrued liabilities
$ 102.5 
$ 100.4 
Supplementary Financial Statement Information - Other Non-Current Liabilities (Details) (USD $)
In Millions, unless otherwise specified
Dec. 31, 2016
Dec. 31, 2015
Other Non-Current Liabilities:
 
 
Tax Receivable Agreement contingent liability
$ 59.4 
$ 55.6 
Deferred compensation
21.6 
19.6 
Straight-line rent
15.7 
12.2 
Above market leasehold agreements
3.1 
4.5 
Other, including multi-employer pension plan withdrawals
21.4 
13.7 
Other non-current liabilities
$ 121.2 
$ 105.6 
Earnings (Loss) Per Share - Narrative (Details)
In Millions, unless otherwise specified
3 Months Ended 12 Months Ended 0 Months Ended
Dec. 31, 2016
Sep. 30, 2016
Jun. 30, 2016
Mar. 31, 2016
Dec. 31, 2015
Sep. 30, 2015
Jun. 30, 2015
Mar. 31, 2015
Dec. 31, 2016
Dec. 31, 2015
Dec. 31, 2014
Jul. 1, 2014
Jul. 1, 2014
UWW Holdings, Inc. XPEDX Merger
Business Acquisition [Line Items]
 
 
 
 
 
 
 
 
 
 
 
 
 
Common stock, shares issued (in shares)
16.00 
 
 
 
16.00 
 
 
 
16.00 
16.00 
 
16.00 
 
Common stock shares outstanding (in shares)
15.69 
 
 
 
16.00 
 
 
 
15.69 
16.00 
 
16.00 
 
Business acquisition, equity issued (in shares)
 
 
 
 
 
 
 
 
 
 
 
 
7.84 
Weighted average shares outstanding - basic (in shares)
15.87 
16.00 
16.00 
16.00 
 
 
 
 
15.97 
16.00 
12.08 
 
 
Weighted average shares outstanding, diluted (in shares)
16.21 
16.27 
16.00 
16.00 
16.00 
16.00 
16.00 
16.00 
16.15 
16.00 
12.08 
 
 
Earnings (Loss) Per Share - Schedule of Earnings Per Share Basic and Diluted (Details) (USD $)
In Millions, except Per Share data, unless otherwise specified
3 Months Ended 6 Months Ended 12 Months Ended
Dec. 31, 2016
Sep. 30, 2016
Jun. 30, 2016
Mar. 31, 2016
Dec. 31, 2015
Sep. 30, 2015
Jun. 30, 2015
Mar. 31, 2015
Dec. 31, 2014
Jun. 30, 2014
Dec. 31, 2016
Dec. 31, 2015
Dec. 31, 2014
Earnings Per Share [Abstract]
 
 
 
 
 
 
 
 
 
 
 
 
 
Income (loss) from continuing operations
 
 
 
 
 
 
 
 
 
 
$ 21.0 
$ 26.7 
$ (19.5)
(Loss) from discontinued operations, net of income taxes
 
 
 
 
 
 
 
 
 
 
0 
0 
(0.1)
Net income (loss)
$ 4.2 
$ 5.6 
$ 7.9 
$ 3.3 
$ 10.1 
$ 14.5 
$ 4.3 
$ (2.2)
$ (28.0)
$ 8.4 
$ 21.0 
$ 26.7 
$ (19.6)
Weighted average shares outstanding: Basic (in shares)
15.87 
16.00 
16.00 
16.00 
 
 
 
 
 
 
15.97 
16.00 
12.08 
Weighted average shares outstanding: Diluted (in shares)
16.21 
16.27 
16.00 
16.00 
16.00 
16.00 
16.00 
16.00 
 
 
16.15 
16.00 
12.08 
Basic
 
 
 
 
 
 
 
 
 
 
 
 
 
Continuing operations (in dollars per share)
 
 
 
 
 
 
 
 
 
 
$ 1.31 
$ 1.67 
$ (1.61)
Discontinued operations (in dollars per share)
 
 
 
 
 
 
 
 
 
 
$ 0.00 
$ 0.00 
$ (0.01)
Basic earnings (loss) per share (in dollars per share)
$ 0.26 
$ 0.35 
$ 0.49 
$ 0.21 
 
 
 
 
 
 
$ 1.31 
$ 1.67 
$ (1.62)
Diluted
 
 
 
 
 
 
 
 
 
 
 
 
 
Continuing operations (USD per share)
 
 
 
 
 
 
 
 
 
 
$ 1.30 
$ 1.67 
$ (1.61)
Discontinued operations (USD per share)
 
 
 
 
 
 
 
 
 
 
$ 0.00 
$ 0.00 
$ (0.01)
Diluted earnings (loss) per share (USD per share)
$ 0.26 
$ 0.34 
$ 0.49 
$ 0.21 
$ 0.63 
$ 0.91 
$ 0.27 
$ (0.14)
 
 
$ 1.30 
$ 1.67 
$ (1.62)
Antidilutive stock-based awards excluded from computation of diluted earnings per share (in shares)
 
 
 
 
 
 
 
 
 
 
0.06 
0.10 
 
Performance stock-based awards excluded from computation of diluted earnings per share because performance conditions had not been met (in shares)
 
 
 
 
 
 
 
 
 
 
0.20 
0.16 
 
Shareholders' Equity - Narrative (Details) (USD $)
0 Months Ended 12 Months Ended 0 Months Ended 12 Months Ended 1 Months Ended 12 Months Ended 0 Months Ended
Nov. 23, 2016
Dec. 31, 2016
Dec. 31, 2014
Dec. 31, 2015
Jul. 1, 2014
Jul. 1, 2014
UWW Holdings, Inc. XPEDX Merger
Dec. 31, 2014
Common Stock Issued
Dec. 31, 2015
Foreign currency translation adjustments
Dec. 31, 2016
Foreign currency translation adjustments
Dec. 31, 2015
Foreign currency translation adjustments
Jul. 1, 2014
International Paper Shareholders
Common Stock Issued
Nov. 23, 2016
UWW Holdings, LLC
Public Stock Offering
Class of Stock [Line Items]
 
 
 
 
 
 
 
 
 
 
 
 
Common stock, shares authorized (in shares)
 
100,000,000 
 
100,000,000 
 
 
 
 
 
 
 
 
Common 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 par value (in dollars per share)
 
$ 0.01 
 
$ 0.01 
 
 
 
 
 
 
 
 
Conversion of Parent Company Investment in connection with Spin-off (in shares)
 
 
 
 
 
 
8,200,000 
 
 
 
8,160,000 
 
Business acquisition, equity issued (in shares)
 
 
 
 
 
7,840,000 
 
 
 
 
 
 
Common stock, shares issued (in shares)
 
16,000,000 
 
16,000,000 
16,000,000 
 
 
 
 
 
 
 
Shares sold in offering (in shares)
 
 
 
 
 
 
 
 
 
 
 
1,760,000 
Common stock shares outstanding (in shares)
 
15,690,000 
 
16,000,000 
16,000,000 
 
 
 
 
 
 
 
Common stock votes per share owned (in votes per share)
 
1 
 
 
 
 
 
 
 
 
 
 
Preferred stock, shares issued (in shares)
 
0 
 
0 
 
 
 
 
 
 
 
 
Treasury stock, transaction related fees
$ 800,000 
 
 
 
 
 
 
 
 
 
 
 
Preferred stock, shares outstanding (in shares)
 
0 
 
 
 
 
 
 
 
 
 
 
Treasury stock (in shares)
310,000 
 
 
 
 
 
 
 
 
 
 
 
Treasury stock acquired, average cost per share (USD per share)
$ 42.8625 
 
 
 
 
 
 
 
 
 
 
 
Treasury stock, value, acquired
 
13,600,000 
 
 
 
 
 
 
 
 
 
 
Treasury stock, capitalized transaction related fees
200,000 
 
 
 
 
 
 
 
 
 
 
 
Number of shares authorized to be repurchased (in shares)
 
0 
 
 
 
 
 
 
 
 
 
 
Reclassifications out of AOCI
 
$ 0.5 
$ 0 
 
 
 
 
$ 500,000 
$ 0 
$ 500,000 
 
 
Shareholders' Equity - Schedule of Other Comprehensive Income Included (Details) (USD $)
12 Months Ended 1 Months Ended 12 Months Ended
Dec. 31, 2016
Dec. 31, 2015
Dec. 31, 2014
Dec. 31, 2015
Foreign currency translation adjustments
Dec. 31, 2016
Foreign currency translation adjustments
Dec. 31, 2015
Foreign currency translation adjustments
Dec. 31, 2016
Retirement liabilities
Dec. 31, 2015
Retirement liabilities
Dec. 31, 2016
Interest rate swap
Dec. 31, 2015
Interest rate swap
Dec. 31, 2016
AOCL
Dec. 31, 2015
AOCL
Dec. 31, 2014
AOCL
AOCI Attributable to Parent, Net of Tax [Roll Forward]
 
 
 
 
 
 
 
 
 
 
 
 
 
Beginning of period
$ 530,100,000 
$ 512,500,000 
$ 779,600,000 
 
$ (27,100,000)
$ (14,700,000)
$ (7,400,000)
$ (7,400,000)
$ (500,000)
$ 0 
$ (35,000,000)
$ (22,100,000)
$ (4,700,000)
Unrealized net losses arising during the period
 
 
 
 
(2,100,000)
(11,900,000)
(1,800,000)
0 
(200,000)
(500,000)
(4,100,000)
(12,400,000)
 
Amounts reclassified from AOCL
(0.5)
 
0 
(500,000)
0 
(500,000)
100,000 
0 
0 
0 
100,000 
(500,000)
 
Other comprehensive income (loss)
(4,000,000)
(12,900,000)
(17,400,000)
 
(2,100,000)
(12,400,000)
(1,700,000)
0 
(200,000)
(500,000)
(4,000,000)
(12,900,000)
(17,400,000)
End of period
$ 541,800,000 
$ 530,100,000 
$ 512,500,000 
$ (27,100,000)
$ (29,200,000)
$ (27,100,000)
$ (9,100,000)
$ (7,400,000)
$ (700,000)
$ (500,000)
$ (39,000,000)
$ (35,000,000)
$ (22,100,000)
Equity-Based Incentive Plans - Narrative (Details) (USD $)
In Millions, except Share data, unless otherwise specified
12 Months Ended
Dec. 31, 2016
Dec. 31, 2015
Dec. 31, 2014
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
 
 
 
Stock-based compensation expense
$ 8.3 
$ 3.8 
$ 4.0 
Omnibus Incentive Plan
 
 
 
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
 
 
 
Number of shares authorized (in shares)
2,080,000 
 
 
Number of shares available for grant (in shares)
1,100,000 
 
 
Omnibus Incentive Plan |
Deferred Share Units (DSUs) |
Non-Employee Director
 
 
 
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
 
 
 
Deferred compensation arrangement, shares per award
1 
 
 
Deferred compensation arrangement with individual, shares outstanding (in shares)
55,100 
43,500 
 
Deferred compensation arrangement with individual, fair value of shares outstanding
3.0 
1.5 
 
Deferred compensation share-based compensation expense
0.6 
0.7 
 
Omnibus Incentive Plan |
Performance Condition Stock Units (PCSUs)
 
 
 
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
 
 
 
Share-based compensation, award vesting period
3 years 
 
 
Share-based compensation, percent of target award (no to exceed)
200.00% 
 
 
Share-based compensation arrangement, number of tranches
3 
 
 
share-based compensation, weighted average grant date fair value (usd per share)
$ 36.43 
$ 43.86 
 
Omnibus Incentive Plan |
Restricted Stock Units (RSUs)
 
 
 
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
 
 
 
Share-based compensation, award vesting period
3 years 
 
 
share-based compensation, weighted average grant date fair value (usd per share)
$ 36.43 
$ 51.28 
 
Omnibus Incentive Plan |
Market Condition Performance Stock Units (MCPSUs)
 
 
 
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
 
 
 
Share-based compensation, award vesting period
3 years 
 
 
Share-based compensation, percent of target award (no to exceed)
200.00% 
 
 
Share-based compensation arrangement, number of tranches
3 
 
 
share-based compensation, weighted average grant date fair value (usd per share)
$ 42.23 
$ 62.59 
 
Share-based compensation, expected volatility rate
25.00% 
25.00% 
 
Share-based compensation, risk free interest rate
1.10% 
1.10% 
 
Stock-based compensation expense
8.3 
3.8 
 
Income tax benefit related to stock-based compensation
3.2 
1.5 
 
Employee service share-based compensation, unrecognized compensation expense
$ 23.3 
 
 
Employee service share-based compensation, unrecognized compensation expense, period of recognition
1 year 10 months 24 days 
 
 
Omnibus Incentive Plan |
Market Condition Performance Stock Units (MCPSUs) |
Peer Group Period One
 
 
 
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
 
 
 
Share-based compensation, award vesting period
1 year 
 
 
Omnibus Incentive Plan |
Market Condition Performance Stock Units (MCPSUs) |
Peer Group Period Two
 
 
 
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
 
 
 
Share-based compensation, award vesting period
2 years 
 
 
Omnibus Incentive Plan |
Market Condition Performance Stock Units (MCPSUs) |
Peer Group Period Three
 
 
 
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
 
 
 
Share-based compensation, award vesting period
3 years 
 
 
Equity-Based Incentive Plans - Activity of Non-Vested Restricted Stock Units (Details) (Omnibus Incentive Plan, Restricted Stock Units (RSUs), USD $)
In Thousands, except Per Share data, unless otherwise specified
12 Months Ended
Dec. 31, 2016
Dec. 31, 2015
Omnibus Incentive Plan |
Restricted Stock Units (RSUs)
 
 
Share-based Compensation Arrangement by Share-based Payment Award, Equity Instruments Other than Options, Nonvested, Number of Shares [Roll Forward]
 
 
Non-vested at beginning of period (in shares)
59 
0 
Granted (in shares)
98 
66 
Vested (in shares)
(1)
(1)
Forfeited (in shares)
(10)
(6)
Non-vested at end of period (in shares)
146 
59 
Share-based Compensation Arrangement by Share-based Payment Award, Equity Instruments Other than Options, Nonvested, Weighted Average Grant Date Fair Value [Abstract]
 
 
Non-vested at beginning of period (usd per share)
$ 51.21 
$ 0.00 
Granted (usd per share)
$ 36.43 
$ 51.28 
Vested (usd per share)
$ 47.71 
$ 51.87 
Forfeited (usd per share)
$ 41.35 
$ 51.87 
Non-vested at end of period (usd per share)
$ 42.05 
$ 51.21 
Equity-Based Inventive Plans - Activity of Non-Vested PCSUs (Details) (Omnibus Incentive Plan, Performance Condition Stock Units (PCSUs), USD $)
In Thousands, except Per Share data, unless otherwise specified
12 Months Ended
Dec. 31, 2016
Dec. 31, 2015
Omnibus Incentive Plan |
Performance Condition Stock Units (PCSUs)
 
 
Share-based Compensation Arrangement by Share-based Payment Award, Equity Instruments Other than Options, Nonvested, Number of Shares [Roll Forward]
 
 
Non-vested at beginning of period (in shares)
159 
0 
Granted (in shares)
244 
166 
Shares earned or lost based on actual performance (in shares)
(22)
8 
Vested (in shares)
0 
0 
Forfeited (in shares)
(26)
(15)
Non-vested at end of period (in shares)
355 
159 
Share-based Compensation Arrangement by Share-based Payment Award, Equity Instruments Other than Options, Nonvested, Weighted Average Grant Date Fair Value [Abstract]
 
 
Non-vested at beginning of period (usd per share)
$ 51.23 
$ 0.00 
Granted (usd per share)
$ 36.43 
$ 43.86 
Shares earned or lost based on actual performance (usd per share)
$ 36.43 
$ 51.28 
Vested (usd per share)
$ 0.00 
$ 0.00 
Forfeited (usd per share)
$ 41.49 
$ 51.87 
Non-vested at end of period (usd per share)
$ 42.14 
$ 51.23 
Equity-Based Incentive Plans - Activity of Non-Vested MCPSUs (Details) (Omnibus Incentive Plan, Market Condition Performance Stock Units (MCPSUs), USD $)
In Thousands, except Per Share data, unless otherwise specified
12 Months Ended
Dec. 31, 2016
Dec. 31, 2015
Omnibus Incentive Plan |
Market Condition Performance Stock Units (MCPSUs)
 
 
Share-based Compensation Arrangement by Share-based Payment Award, Equity Instruments Other than Options, Nonvested, Number of Shares [Roll Forward]
 
 
Non-vested at beginning of period (in shares)
91 
0 
Granted (in shares)
146 
100 
Shares earned or lost based on actual performance (in shares)
15 
0 
Vested (in shares)
0 
0 
Forfeited (in shares)
(44)
(9)
Non-vested at end of period (in shares)
208 
91 
Share-based Compensation Arrangement by Share-based Payment Award, Equity Instruments Other than Options, Nonvested, Weighted Average Grant Date Fair Value [Abstract]
 
 
Non-vested at beginning of period (usd per share)
$ 62.52 
$ 0.00 
Granted (usd per share)
$ 42.23 
$ 62.59 
Shares earned or lost based on actual performance (usd per share)
$ 0.00 
$ 62.59 
Vested (usd per share)
$ 0.00 
$ 0.00 
Forfeited (usd per share)
$ 58.16 
$ 63.31 
Non-vested at end of period (usd per share)
$ 48.23 
$ 62.52 
Equity-Based Incentive Plans - Stock Based Compensation Expense (Details) (USD $)
In Millions, unless otherwise specified
12 Months Ended
Dec. 31, 2016
Dec. 31, 2015
Dec. 31, 2014
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
 
 
 
Stock-based compensation expense
$ 8.3 
$ 3.8 
$ 4.0 
International Paper Incentive Plans
 
 
 
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
 
 
 
Stock-based compensation expense
 
 
4.3 
Income tax benefit related to stock-based compensation
 
 
$ 1.3 
Commitments and Contingencies - Narrative (Details)
12 Months Ended
Dec. 31, 2016
state
Loss Contingencies [Line Items]
 
Additional states joining escheat audit
7 
Maximum
 
Loss Contingencies [Line Items]
 
Escheat audit period
4 years 
Segment Information - Net Sales by Reportable Segment (Details) (USD $)
In Millions, unless otherwise specified
3 Months Ended 12 Months Ended
Dec. 31, 2016
Sep. 30, 2016
Jun. 30, 2016
Mar. 31, 2016
Dec. 31, 2015
Sep. 30, 2015
Jun. 30, 2015
Mar. 31, 2015
Dec. 31, 2016
segment
Dec. 31, 2015
Dec. 31, 2014
Segment Reporting Information [Line Items]
 
 
 
 
 
 
 
 
 
 
 
Number of reportable segments
 
 
 
 
 
 
 
 
4 
 
 
Net sales
$ 2,119.4 
$ 2,126.6 
$ 2,060.8 
$ 2,019.8 
$ 2,200.7 
$ 2,219.8 
$ 2,159.3 
$ 2,137.9 
$ 8,326.6 
$ 8,717.7 
$ 7,406.5 
Adjusted EBITDA
 
 
 
 
 
 
 
 
192.2 
182.0 
122.0 
Depreciation and amortization
 
 
 
 
 
 
 
 
54.7 
56.9 
37.6 
Restructuring charges
5.2 
5.8 
(0.3)
1.7 
2.7 
3.0 
2.2 
3.4 
12.4 
11.3 
4.0 
Operating Segments |
Print
 
 
 
 
 
 
 
 
 
 
 
Segment Reporting Information [Line Items]
 
 
 
 
 
 
 
 
 
 
 
Net sales
 
 
 
 
 
 
 
 
3,047.4 
3,271.8 
2,956.1 
Adjusted EBITDA
 
 
 
 
 
 
 
 
76.8 
79.0 
55.4 
Depreciation and amortization
 
 
 
 
 
 
 
 
12.4 
13.5 
9.7 
Restructuring charges
 
 
 
 
 
 
 
 
5.2 
3.6 
1.5 
Operating Segments |
Publishing
 
 
 
 
 
 
 
 
 
 
 
Segment Reporting Information [Line Items]
 
 
 
 
 
 
 
 
 
 
 
Net sales
 
 
 
 
 
 
 
 
1,033.6 
1,215.5 
1,075.5 
Adjusted EBITDA
 
 
 
 
 
 
 
 
23.6 
34.7 
27.1 
Depreciation and amortization
 
 
 
 
 
 
 
 
3.1 
3.1 
1.4 
Restructuring charges
 
 
 
 
 
 
 
 
0.1 
0 
0 
Operating Segments |
Packaging
 
 
 
 
 
 
 
 
 
 
 
Segment Reporting Information [Line Items]
 
 
 
 
 
 
 
 
 
 
 
Net sales
 
 
 
 
 
 
 
 
2,854.2 
2,829.9 
2,259.4 
Adjusted EBITDA
 
 
 
 
 
 
 
 
221.2 
212.6 
157.0 
Depreciation and amortization
 
 
 
 
 
 
 
 
12.4 
14.4 
9.7 
Restructuring charges
 
 
 
 
 
 
 
 
4.6 
3.8 
1.4 
Operating Segments |
Facility Solutions
 
 
 
 
 
 
 
 
 
 
 
Segment Reporting Information [Line Items]
 
 
 
 
 
 
 
 
 
 
 
Net sales
 
 
 
 
 
 
 
 
1,271.6 
1,289.3 
1,070.3 
Adjusted EBITDA
 
 
 
 
 
 
 
 
47.0 
41.7 
33.6 
Depreciation and amortization
 
 
 
 
 
 
 
 
5.9 
7.1 
4.6 
Restructuring charges
 
 
 
 
 
 
 
 
2.3 
2.5 
0.6 
Corporate and Other
 
 
 
 
 
 
 
 
 
 
 
Segment Reporting Information [Line Items]
 
 
 
 
 
 
 
 
 
 
 
Net sales
 
 
 
 
 
 
 
 
119.8 
111.2 
45.2 
Adjusted EBITDA
 
 
 
 
 
 
 
 
(176.4)
(186.0)
(151.1)
Depreciation and amortization
 
 
 
 
 
 
 
 
20.9 
18.8 
12.2 
Restructuring charges
 
 
 
 
 
 
 
 
$ 0.2 
$ 1.4 
$ 0.5 
Segment Information - Operating Profit by Reportable Segment (Details) (USD $)
In Millions, unless otherwise specified
3 Months Ended 12 Months Ended
Dec. 31, 2016
Sep. 30, 2016
Jun. 30, 2016
Mar. 31, 2016
Dec. 31, 2015
Sep. 30, 2015
Jun. 30, 2015
Mar. 31, 2015
Dec. 31, 2016
Dec. 31, 2015
Dec. 31, 2014
Segment Reporting [Abstract]
 
 
 
 
 
 
 
 
 
 
 
Income (loss) from continuing operations before income taxes
 
 
 
 
 
 
 
 
$ 40.8 
$ 44.9 
$ (21.6)
Interest expense, net
 
 
 
 
 
 
 
 
27.5 
27.0 
14.0 
Depreciation and amortization
 
 
 
 
 
 
 
 
54.7 
56.9 
37.6 
Restructuring charges
5.2 
5.8 
(0.3)
1.7 
2.7 
3.0 
2.2 
3.4 
12.4 
11.3 
4.0 
Stock-based compensation
 
 
 
 
 
 
 
 
8.3 
3.8 
4.0 
LIFO (income) expense
 
 
 
 
 
 
 
 
3.6 
(7.3)
6.3 
Non-restructuring asset impairment charges
 
 
 
 
 
 
 
 
7.7 
2.6 
0 
Non-restructuring severance charges
 
 
 
 
 
 
 
 
3.1 
3.3 
2.6 
Non-restructuring pension charges
2.5 
7.3 
 
 
 
 
 
 
2.4 
0 
0 
Merger and integration expenses
6.3 
7.3 
6.1 
6.2 
6.3 
8.3 
10.3 
10.0 
25.9 
34.9 
75.1 
Fair value adjustment on Tax Receivable Agreement contingent liability
 
 
 
 
 
 
 
 
4.9 
1.9 
1.7 
Other
 
 
 
 
 
 
 
 
0.9 
2.7 
(1.7)
Adjusted EBITDA
 
 
 
 
 
 
 
 
$ 192.2 
$ 182.0 
$ 122.0 
Segment Information - Assets by Reportable Segment (Details) (USD $)
In Millions, unless otherwise specified
Dec. 31, 2016
Dec. 31, 2015
Segment Reporting Information [Line Items]
 
 
Total assets
$ 2,483.7 
$ 2,476.9 
Operating Segments |
Print
 
 
Segment Reporting Information [Line Items]
 
 
Total assets
874.1 
948.1 
Operating Segments |
Publishing
 
 
Segment Reporting Information [Line Items]
 
 
Total assets
170.0 
185.5 
Operating Segments |
Packaging
 
 
Segment Reporting Information [Line Items]
 
 
Total assets
875.9 
793.9 
Operating Segments |
Facility Solutions
 
 
Segment Reporting Information [Line Items]
 
 
Total assets
397.9 
346.5 
Corporate and Other
 
 
Segment Reporting Information [Line Items]
 
 
Total assets
$ 165.8 
$ 202.9 
Segment Information - Sales and Property and Equipment by Geographic Area (Details) (USD $)
In Millions, unless otherwise specified
3 Months Ended 12 Months Ended
Dec. 31, 2016
Sep. 30, 2016
Jun. 30, 2016
Mar. 31, 2016
Dec. 31, 2015
Sep. 30, 2015
Jun. 30, 2015
Mar. 31, 2015
Dec. 31, 2016
Dec. 31, 2015
Dec. 31, 2014
Revenues from External Customers and Long-Lived Assets [Line Items]
 
 
 
 
 
 
 
 
 
 
 
Net sales
$ 2,119.4 
$ 2,126.6 
$ 2,060.8 
$ 2,019.8 
$ 2,200.7 
$ 2,219.8 
$ 2,159.3 
$ 2,137.9 
$ 8,326.6 
$ 8,717.7 
$ 7,406.5 
Property and equipment, net
371.8 
 
 
 
363.7 
 
 
 
371.8 
363.7 
 
U.S.
 
 
 
 
 
 
 
 
 
 
 
Revenues from External Customers and Long-Lived Assets [Line Items]
 
 
 
 
 
 
 
 
 
 
 
Net sales
 
 
 
 
 
 
 
 
7,552.3 
7,961.3 
6,848.9 
Property and equipment, net
333.8 
 
 
 
345.2 
 
 
 
333.8 
345.2 
 
Canada
 
 
 
 
 
 
 
 
 
 
 
Revenues from External Customers and Long-Lived Assets [Line Items]
 
 
 
 
 
 
 
 
 
 
 
Net sales
 
 
 
 
 
 
 
 
631.2 
628.9 
408.2 
Property and equipment, net
35.0 
 
 
 
16.0 
 
 
 
35.0 
16.0 
 
Rest of world
 
 
 
 
 
 
 
 
 
 
 
Revenues from External Customers and Long-Lived Assets [Line Items]
 
 
 
 
 
 
 
 
 
 
 
Net sales
 
 
 
 
 
 
 
 
143.1 
127.5 
149.4 
Property and equipment, net
$ 3.0 
 
 
 
$ 2.5 
 
 
 
$ 3.0 
$ 2.5 
 
Segment Information - Narrative (Details) (Purchases, Supplier Concentration Risk, Ten Suppliers)
12 Months Ended
Dec. 31, 2016
Purchases |
Supplier Concentration Risk |
Ten Suppliers
 
Segment Reporting Information [Line Items]
 
Concentration risk
47.00% 
Quarterly Data (Unaudited) (Details) (USD $)
In Millions, except Per Share data, unless otherwise specified
3 Months Ended 6 Months Ended 12 Months Ended
Dec. 31, 2016
Sep. 30, 2016
Jun. 30, 2016
Mar. 31, 2016
Dec. 31, 2015
Sep. 30, 2015
Jun. 30, 2015
Mar. 31, 2015
Dec. 31, 2014
Jun. 30, 2014
Dec. 31, 2016
Dec. 31, 2015
Dec. 31, 2014
Quarterly Financial Information Disclosure [Abstract]
 
 
 
 
 
 
 
 
 
 
 
 
 
Net sales
$ 2,119.4 
$ 2,126.6 
$ 2,060.8 
$ 2,019.8 
$ 2,200.7 
$ 2,219.8 
$ 2,159.3 
$ 2,137.9 
 
 
$ 8,326.6 
$ 8,717.7 
$ 7,406.5 
Cost of products sold
1,740.2 
1,743.8 
1,687.9 
1,654.5 
1,804.3 
1,825.8 
1,768.3 
1,761.9 
 
 
6,826.4 
7,160.3 
6,180.9 
Net income (loss)
$ 4.2 
$ 5.6 
$ 7.9 
$ 3.3 
$ 10.1 
$ 14.5 
$ 4.3 
$ (2.2)
$ (28.0)
$ 8.4 
$ 21.0 
$ 26.7 
$ (19.6)
Earnings (loss) per share: Basic and Diluted
 
 
 
 
 
 
 
 
 
 
 
 
 
Weighted average shares outstanding - basic (in shares)
15.87 
16.00 
16.00 
16.00 
 
 
 
 
 
 
15.97 
16.00 
12.08 
Weighted average shares outstanding, diluted (in shares)
16.21 
16.27 
16.00 
16.00 
16.00 
16.00 
16.00 
16.00 
 
 
16.15 
16.00 
12.08 
Basic earnings (loss) per share (in dollars per share)
$ 0.26 
$ 0.35 
$ 0.49 
$ 0.21 
 
 
 
 
 
 
$ 1.31 
$ 1.67 
$ (1.62)
Diluted earnings (loss) per share (USD per share)
$ 0.26 
$ 0.34 
$ 0.49 
$ 0.21 
$ 0.63 
$ 0.91 
$ 0.27 
$ (0.14)
 
 
$ 1.30 
$ 1.67 
$ (1.62)
Weighted-average shares outstanding - basic and diluted (in shares)
 
 
 
 
16.00 
16.00 
16.00 
16.00 
 
 
 
 
 
Basic and diluted earnings (loss) per share (USD per share)
 
 
 
 
$ 0.63 
$ 0.91 
$ 0.27 
$ (0.14)
 
 
 
 
 
Quarterly Data (Unaudited) - Merger and Integration Expenses and Restructuring Charges (Details) (USD $)
In Millions, unless otherwise specified
3 Months Ended 12 Months Ended
Dec. 31, 2016
Sep. 30, 2016
Jun. 30, 2016
Mar. 31, 2016
Dec. 31, 2015
Sep. 30, 2015
Jun. 30, 2015
Mar. 31, 2015
Dec. 31, 2016
Dec. 31, 2015
Dec. 31, 2014
Quarterly Financial Information Disclosure [Abstract]
 
 
 
 
 
 
 
 
 
 
 
Merger and integration expenses
$ 6.3 
$ 7.3 
$ 6.1 
$ 6.2 
$ 6.3 
$ 8.3 
$ 10.3 
$ 10.0 
$ 25.9 
$ 34.9 
$ 75.1 
Restructuring (income) charges
$ 5.2 
$ 5.8 
$ (0.3)
$ 1.7 
$ 2.7 
$ 3.0 
$ 2.2 
$ 3.4 
$ 12.4 
$ 11.3 
$ 4.0