VERITIV CORP, 10-K filed on 3/1/2018
Annual Report
Document and Entity Information (USD $)
12 Months Ended
Dec. 31, 2017
Feb. 23, 2018
Jun. 30, 2017
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, 2017 
 
 
Document Fiscal Year Focus
2017 
 
 
Document Fiscal Period Focus
FY 
 
 
Amendment Flag
false 
 
 
Entity Common Stock, Shares Outstanding
 
15,733,745 
 
Entity Public Float
 
 
$ 511,432,245 
Consolidated Statements of Operations (USD $)
In Millions, except Per Share data, unless otherwise specified
12 Months Ended
Dec. 31, 2017
Dec. 31, 2016
Dec. 31, 2015
Income Statement [Abstract]
 
 
 
Net sales (including sales to related party of $32.2, $35.6 and $33.6, respectively)
$ 8,364.7 
$ 8,326.6 
$ 8,717.7 
Cost of products sold (including purchases from related party of $181.6, $224.9 and $264.7, respectively) (exclusive of depreciation and amortization shown separately below)
6,846.6 
6,826.4 
7,160.3 
Distribution expenses
516.9 
505.1 
521.8 
Selling and administrative expenses
872.6 
826.2 
853.9 
Depreciation and amortization
54.2 
54.7 
56.9 
Acquisition and integration expenses
36.5 
25.9 
34.9 
Restructuring charges, net
16.7 
12.4 
11.3 
Operating income
21.2 
75.9 
78.6 
Interest expense, net
31.2 
27.5 
27.0 
Other (income) expense, net
(8.1)
7.6 
6.7 
Income (loss) before income taxes
(1.9)
40.8 
44.9 
Income tax expense
11.4 
19.8 
18.2 
Net income (loss)
$ (13.3)
$ 21.0 
$ 26.7 
Earnings (loss) per share:
 
 
 
Diluted earnings (loss) per share (usd per share)
$ (0.85)
$ 1.30 
$ 1.67 
Basic earnings (loss) per share (usd per share)
$ (0.85)
$ 1.31 
$ 1.67 
Weighted-average shares outstanding
 
 
 
Weighted average shares outstanding - basic (in shares)
15.70 
15.97 
16.00 
Weighted average shares outstanding - diluted (in shares)
15.70 
16.15 
16.00 
Consolidated Statements of Operations (Parenthetical) (USD $)
In Millions, unless otherwise specified
12 Months Ended
Dec. 31, 2017
Dec. 31, 2016
Dec. 31, 2015
Income Statement [Abstract]
 
 
 
Related party sales
$ 32.2 
$ 35.6 
$ 33.6 
Related party cost of products sold
$ 181.6 
$ 224.9 
$ 264.7 
Consolidated Statements of Comprehensive Income (Loss) (USD $)
In Millions, unless otherwise specified
12 Months Ended
Dec. 31, 2017
Dec. 31, 2016
Dec. 31, 2015
Statement of Comprehensive Income [Abstract]
 
 
 
Net income (loss)
$ (13.3)
$ 21.0 
$ 26.7 
Other comprehensive income (loss), net of tax:
 
 
 
Foreign currency translation adjustments, net of $2.0 tax for 2015
5.7 
(2.1)
(12.4)
Change in fair value of cash flow hedge, net of $0.0, $0.1 and $0.3 tax, respectively
(0.2)
(0.5)
Pension liability adjustments, net of ($0.6), ($0.3) and $0.3 tax, respectively
(0.2)
(1.7)
Other comprehensive income (loss)
5.5 
(4.0)
(12.9)
Total comprehensive income (loss)
$ (7.8)
$ 17.0 
$ 13.8 
Consolidated Statements of Comprehensive Income (Loss) (Parenthetical) (USD $)
In Millions, unless otherwise specified
12 Months Ended
Dec. 31, 2017
Dec. 31, 2016
Dec. 31, 2015
Statement of Comprehensive Income [Abstract]
 
 
 
Foreign currency translation adjustment, tax
 
 
$ 2.0 
Change in fair value of cash flow hedge, tax
0.1 
0.3 
Pension liability adjustment, tax
$ (0.6)
$ (0.3)
$ 0.3 
Consolidated Balance Sheets (USD $)
In Millions, unless otherwise specified
Dec. 31, 2017
Dec. 31, 2016
Current assets:
 
 
Cash
$ 80.3 
$ 69.6 
Accounts receivable, less allowances of $44.0 and $34.5, respectively
1,174.3 
1,048.3 
Related party receivable
3.3 
3.9 
Inventories
722.7 
707.9 
Other current assets
133.5 
118.9 
Total current assets
2,114.1 
1,948.6 
Property and equipment (net of depreciation and amortization of $314.6 and $292.8, respectively)
340.2 
371.8 
Goodwill
99.6 
50.2 
Other intangibles, net
64.1 
21.0 
Deferred income tax assets
59.6 
61.8 
Other non-current assets
30.8 
30.3 
Total assets
2,708.4 
2,483.7 
Current liabilities:
 
 
Accounts payable
680.1 
654.1 
Related party payable
8.5 
9.0 
Accrued payroll and benefits
73.5 
84.4 
Other accrued liabilities
134.6 
102.5 
Current maturities of long-term debt
2.9 
2.9 
Financing obligations, current portion (including obligations to related party of $7.1 and $14.9, respectively)
7.8 
14.9 
Total current liabilities
907.4 
867.8 
Long-term debt, net of current maturities
908.3 
749.2 
Financing obligations, less current portion (including obligations to related party of $155.2 and $176.1, respectively)
181.6 
176.1 
Defined benefit pension obligations
24.4 
27.6 
Other non-current liabilities
137.0 
121.2 
Total liabilities
2,158.7 
1,941.9 
Commitments and contingencies (Note 16)
   
   
Shareholders' equity:
 
 
Preferred stock, $0.01 par value, 10.0 million shares authorized, none issued
Common stock, $0.01 par value, 100.0 million shares authorized, 16.0 million shares issued; shares outstanding - 15.7 million at December 31, 2017 and 2016
0.2 
0.2 
Additional paid-in capital
590.2 
574.5 
Accumulated earnings
6.4 
19.7 
Accumulated other comprehensive loss
(33.5)
(39.0)
Treasury stock at cost - 0.3 million shares at December 31, 2017 and 2016
(13.6)
(13.6)
Total shareholders' equity
549.7 
541.8 
Total liabilities and shareholders' equity
$ 2,708.4 
$ 2,483.7 
Consolidated Balance Sheets (Parenthetical) (USD $)
In Millions, except Share data, unless otherwise specified
Dec. 31, 2017
Dec. 31, 2016
Assets
 
 
Allowance for doubtful accounts
$ 44.0 
$ 34.5 
Depreciation and amortization
314.6 
292.8 
Liabilities [Abstract]
 
 
Obligations to related parties current
7.1 
14.9 
Obligations to related parties noncurrent
$ 155.2 
$ 176.1 
Shareholders' equity:
 
 
Preferred stock par value (usd per share)
$ 0.01 
$ 0.01 
Preferred stock, shares authorized (in shares)
10,000,000 
10,000,000 
Preferred stock, shares issued (in shares)
Common stock par value (usd per share)
$ 0.01 
$ 0.01 
Common stock, shares authorized (in shares)
100,000,000 
100,000,000 
Common stock, shares issued (in shares)
16,000,000 
16,000,000 
Common stock shares outstanding (in shares)
15,700,000 
15,700,000 
Treasury stock at cost (in shares)
300,000 
300,000 
Consolidated Statements of Cash Flows (USD $)
In Millions, unless otherwise specified
12 Months Ended
Dec. 31, 2017
Dec. 31, 2016
Dec. 31, 2015
Operating activities
 
 
 
Net income (loss)
$ (13.3)
$ 21.0 
$ 26.7 
Depreciation and amortization
54.2 
54.7 
56.9 
Amortization and write-off of deferred financing fees
2.6 
5.6 
4.4 
Net losses (gains) on dispositions of property and equipment
(25.7)
(0.8)
0.5 
Goodwill and long-lived asset impairment charges
8.4 
7.7 
5.9 
Provision for allowance for doubtful accounts
15.9 
2.2 
7.4 
Deferred income tax provision
1.9 
11.1 
14.9 
Stock-based compensation
15.7 
8.3 
3.8 
Other non-cash items, net
(8.8)
3.7 
2.0 
Changes in operating assets and liabilities
 
 
 
Accounts receivable and related party receivable
(101.9)
(14.7)
53.4 
Inventories
30.1 
13.1 
(62.0)
Other current assets
(8.4)
(11.4)
1.0 
Accounts payable and related party payable
48.3 
69.9 
(8.4)
Accrued payroll and benefits
(11.3)
(40.9)
10.5 
Other accrued liabilities
13.6 
(3.6)
(7.1)
Other
15.3 
14.3 
3.1 
Net cash provided by operating activities
36.6 
140.2 
113.0 
Investing activities
 
 
 
Property and equipment additions
(32.5)
(41.0)
(44.4)
Proceeds from asset sales
51.1 
6.6 
0.3 
Cash paid for purchase of business, net of cash acquired
(144.8)
Net cash used for investing activities
(126.2)
(34.4)
(44.1)
Financing activities
 
 
 
Change in book overdrafts
(40.5)
18.9 
(5.8)
Borrowings of long-term debt
4,898.8 
4,555.8 
4,661.9 
Repayments of long-term debt
(4,731.5)
(4,625.9)
(4,708.9)
Payments under equipment capital lease obligations
(2.7)
(3.2)
(3.8)
Payments under financing obligations (including obligations to related party of $15.0, $19.9 and $13.8, respectively)
(16.4)
(19.9)
(13.8)
Deferred financing fees
(2.0)
Purchase of treasury stock
(13.6)
Payments under Tax Receivable Agreement
(8.5)
Net cash provided by (used for) financing activities
99.2 
(89.9)
(70.4)
Effect of exchange rate changes on cash
1.1 
(0.7)
(1.7)
Net change in cash
10.7 
15.2 
(3.2)
Cash at beginning of period
69.6 
54.4 
57.6 
Cash at end of period
80.3 
69.6 
54.4 
Supplemental cash flow information
 
 
 
Cash paid for income taxes, net of refunds
3.7 
11.6 
1.9 
Cash paid for interest
27.6 
20.6 
21.7 
Non-cash investing and financing activities
 
 
 
Non-cash additions to property and equipment
17.8 
20.8 
4.0 
Contingent consideration for purchase of business: Earn-out
$ 22.2 
$ 0 
$ 0 
Consolidated Statements of Cash Flows (Parenthetical) (USD $)
In Millions, unless otherwise specified
12 Months Ended
Dec. 31, 2017
Dec. 31, 2016
Dec. 31, 2015
Statement of Cash Flows [Abstract]
 
 
 
Repayments of related party obligation
$ 15.0 
$ 19.9 
$ 13.8 
Consolidated Statements of Shareholders' Equity (USD $)
In Millions, unless otherwise specified
Total
Common Stock Issued
Additional Paid-in Capital
Accumulated Earnings (Deficit)
Accumulated Other Comprehensive Loss
Treasury Stock
Beginning of period at Dec. 31, 2014
$ 512.5 
$ 0.2 
$ 562.4 
$ (28.0)
$ (22.1)
$ 0 
Beginning Balance (in shares) at Dec. 31, 2014
 
16.0 
 
 
 
Increase (Decrease) in Stockholders' Equity [Roll Forward]
 
 
 
 
 
 
Net income (loss)
26.7 
 
 
26.7 
 
 
Other comprehensive income (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 
(1.3)
(35.0)
Ending Balance (in shares) at Dec. 31, 2015
 
16.0 
 
 
 
Increase (Decrease) in Stockholders' Equity [Roll Forward]
 
 
 
 
 
 
Net income (loss)
21.0 
 
 
21.0 
 
 
Other comprehensive income (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 
19.7 
(39.0)
(13.6)
Ending Balance (in shares) at Dec. 31, 2016
 
16.0 
 
 
 
0.3 
Increase (Decrease) in Stockholders' Equity [Roll Forward]
 
 
 
 
 
 
Net income (loss)
(13.3)
 
 
(13.3)
 
 
Other comprehensive income (loss)
5.5 
 
 
 
5.5 
 
Stock-based compensation
15.7 
 
15.7 
 
 
 
End of period at Dec. 31, 2017
$ 549.7 
$ 0.2 
$ 590.2 
$ 6.4 
$ (33.5)
$ (13.6)
Ending Balance (in shares) at Dec. 31, 2017
 
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 packaging, facility solutions, print and publishing products and services. Additionally, Veritiv provides logistics and supply chain management solutions to its customers. Veritiv was established on July 1, 2014 (the "Distribution Date"), following the merger (the "Merger") of International Paper Company’s ("International Paper") xpedx distribution solutions business ("xpedx") and UWW Holdings, Inc. ("UWWH"), the parent company of Unisource Worldwide, Inc. ("Unisource"). On July 2, 2014, Veritiv’s common stock began regular-way trading on the New York Stock Exchange under the ticker symbol VRTV.

International Paper has a potential earn-out 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 earn-out payment would be reflected by Veritiv as a reduction to equity at the time of payment.

Following the Merger, certain corporate and other related functions continued to be provided by International Paper under a transition services 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.

Veritiv operates from approximately 170 distribution centers primarily throughout the U.S., Canada and Mexico.
    
Basis of Presentation

The accompanying consolidated financial statements have been prepared in accordance with accounting principles generally accepted in the United States of America (“U.S. GAAP”) and include all of the Company’s subsidiaries. All significant intercompany transactions between Veritiv's businesses have been eliminated.
    
Use of Estimates

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

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 Statements of Operations and amounted to $3.0 billion, $3.0 billion and $3.3 billion for the years ended December 31, 2017, 2016 and 2015, 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, 2017, approximately 38% of the Company's purchases were made from ten suppliers.

Veritiv also enters into incentive agreements with certain of its customers, which are generally based on sales to these 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’ destinations. Handling and delivery costs were $380.7 million, $371.7 million and $380.5 million for the years ended December 31, 2017, 2016 and 2015, respectively.

Acquisition and Integration Expenses

Acquisition and integration expenses are expensed as incurred. Acquisition and integration expenses include internally dedicated integration management resources, retention compensation, information technology conversion costs, rebranding, professional services and other costs to integrate its businesses.

Accounts Receivable and Allowances

Accounts receivable are recognized net of allowances. 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.

The components of the accounts receivable allowances were as follows:
 
Year Ended December 31,
(in millions)
2017
 
2016
Allowance for doubtful accounts
$
32.4

 
$
23.7

Other allowances
11.6

 
10.8

Total accounts receivable allowances
$
44.0

 
$
34.5


    
Below is a rollforward of the Company's accounts receivable allowances for the years ended December 31, 2017, 2016 and 2015:            

Year Ended December 31,
(in millions)
2017

2016

2015
Beginning balance, January 1
$
34.5

 
$
33.3

 
$
39.0

Add / (Deduct):
 
 
 
 
 
Provision for bad debt expense
15.9

 
2.2

 
7.4

Net write-offs and recoveries
(7.7
)
 
(6.7
)
 
(13.1
)
Other adjustments(1)
1.3

 
5.7

 

Ending balance, December 31
$
44.0

 
$
34.5

 
$
33.3

(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, and may include accounts receivable allowances recorded in connection with acquisitions. 2015 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 86% and 87% of inventories were valued using the LIFO method as of December 31, 2017 and 2016, respectively. If the first-in, first-out method had been used, total inventory balances would be increased by approximately $78.7 million and $71.3 million at December 31, 2017 and 2016, 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 $50.9 million and $47.3 million of consigned inventory as of December 31, 2017 and 2016, 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,
2017
 
2016
Land, buildings and improvements
$
106.6

 
$
132.0

Machinery and equipment
145.3

 
131.1

Equipment capital leases and assets related to financing obligations (including financing obligations with related party)
233.3

 
215.5

Internal use software
159.2

 
151.0

Construction-in-progress
10.4

 
35.0

Less: Accumulated depreciation and software amortization
(314.6
)
 
(292.8
)
Property and equipment, net
$
340.2

 
$
371.8



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 (including financing obligations with related party)
3 to 15 years
Internal use software
3 to 5 years


Additional property and equipment information is as follows:
 
Year Ended December 31,
(in millions)
2017
 
2016
 
2015
Depreciation expense (1)
$
33.5

 
$
33.8

 
$
32.6

Amortization expense - internal use software
16.5

 
17.5

 
18.4

Depreciation and amortization expense related to property and equipment
$
50.0

 
$
51.3

 
$
51.0

 
 
 
 
 
 
Accumulated depreciation on equipment capital leases and assets related to financing obligations (including financing obligations with related party)
$
35.6

 
$
29.7

 
 
Unamortized internal use software costs, including amounts recorded in CIP
$
37.6

 
$
43.9

 
 
(1) Includes the depreciation expense for equipment capital leases and assets related to financing obligations (including financing obligations with
related party).

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 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. See Note 7, Leases, for additional information related to the Company's leases.
    
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 performed by completing a Step 0 test or electing to by-pass the Step 0 test and comparing the fair value of a reporting unit with its carrying value, including goodwill. The Step 0 test utilizes qualitative factors to determine whether it is more likely than not that the fair value of the reporting unit is less than its carrying value. Qualitative factors include: macroeconomic conditions; industry and market considerations; overall financial performance and cost factors to determine whether a reporting unit is at risk for goodwill impairment.

In the event a reporting unit fails the Step 0 goodwill impairment test, it is necessary to move forward with a comparison of the fair value of the reporting unit with its carrying value, including goodwill. If the 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, a goodwill impairment charge is recognized for the amount by which the carrying amount exceeds the reporting unit’s fair value; however, any loss recognized will not exceed the total amount of goodwill allocated to the reporting unit. See Note 4, Goodwill and Other Intangible Assets, for additional information related to the Company's goodwill.

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. See Note 4, Goodwill and Other Intangible Assets, for additional information related to the Company's intangible 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.

For the years ended December 31, 2017 and 2016, impairment charges of $0.7 million and $1.9 million, respectively, 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, Acquisition, Integration and Restructuring Charges for additional information related to the Company's restructuring efforts.

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 related to these plans and arrangements.
      
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. When a final determination of the withdrawal liability is received from the plan, the estimated charge is adjusted to the final amount determined by the plan.

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. Forfeitures are recognized when they occur. 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.

The Tax Act was signed into law on December 22, 2017 and makes broad and complex changes to the U.S. tax code. We recognized provisional estimates of the impact of the Tax Act in the year ended December 31, 2017. These provisional amounts may be adjusted during 2018 in accordance with the measurement period guidance outlined in Securities and Exchange Commission's Staff Accounting Bulletin No. 118. See Note 8, Income Taxes of the Notes to Consolidated Financial Statements for additional details regarding the Tax Act.
               
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 values 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 the impacts of foreign currency translation adjustments on AOCL.

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 (income) expense, net in the Consolidated 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") 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 to leases that existed at the beginning of the earliest period presented and those entered into thereafter but prior to the effective date. A proposed ASU has been issued that would add the option for organizations to not provide comparative period financial statements and instead apply the transition requirements as of the effective date. The standard permits entities to elect a package of practical expedients which must be applied consistently to all leases that commenced prior to the effective date. If the package of practical expedients is elected, entities do not need to reassess: (i) whether expired or existing contracts contain leases; (ii) lease classification for any expired or existing leases; and (iii) initial direct costs for any existing leases. The guidance also allows entities to make certain policy elections under the new standard, including: (i) the use of hindsight to determine lease term and when assessing existing right of use assets for impairment; (ii) a policy to not record short-term leases on the balance sheet; and (iii) a policy to not separate lease and non-lease components.
 
January 1, 2019; early adoption is permitted
 
The Company is currently evaluating this standard and anticipates that its adoption will have a material impact on the Consolidated Financial Statements and related disclosures as it will result in recording substantially all operating leases on the balance sheet as a lease obligation and right of use asset. Lease software has been implemented that will better enable the Company to implement the standard. The Company currently anticipates electing to apply the package of practical expedients to all leases that commenced prior to the date of adoption. Based on the analysis performed to date, the Company anticipates making a policy election to not include short-term leases on the Consolidated Balance Sheets and to separate lease and non-lease components. The Company currently does not anticipate making a policy election to use hindsight to determine lease term. The assessment is ongoing and the preliminary conclusions are subject to change. At this time the Company is unable to quantify the impact that the adoption of this standard will have on the Consolidated Financial Statements and related disclosures. The Company currently plans to adopt this ASU on January 1, 2019.
 
 
 
 
 
 
 
Recently Issued Accounting Standards Not Yet Adopted (continued)
 
 
 
 
Standard
 
Description
 
Effective Date
 
Effect on the Financial Statements or Other Significant Matters
ASU 2016-13, Financial Instruments-Credit Losses (Topic 326)
 
The standard will replace the currently required incurred loss impairment methodology with guidance that reflects expected credit losses and requires consideration of a broader range of reasonable and supportable information to be considered in making credit loss estimates. The guidance requires application on a modified retrospective basis. Other application requirements exist for specific assets impacted by a more-than-insignificant credit deterioration since origination.
 
January 1, 2020; early adoption is permitted for fiscal years beginning after December 15, 2018
 
The Company is currently evaluating the impact this ASU will have on its Consolidated Financial Statements and related disclosures. The Company currently plans to adopt this ASU on January 1, 2020.
ASU 2018-02, Income Statement-Reporting Comprehensive Income (Topic 220)
 
The standard allows companies to reclassify the effect of the change in tax laws and rates on deferred tax assets and liabilities as part of the Tax Act from accumulated other comprehensive income (loss) to retained earnings. The guidance is to be applied to each period in which the effect of the Tax Act (or portion thereof) is recorded and companies may apply it either (1) retrospectively as of the date of enactment or (2) as of the beginning of the period of adoption.
 
January 1, 2019; early adoption is permitted.
 
The Company is currently evaluating early adoption and the impact this ASU will have on its Consolidated Financial Statements and related disclosures.



Recently Adopted Accounting Standards
Standard
 
Description
 
Effective Date
 
Effect on the Financial Statements or Other Significant Matters
ASU 2014-09, Revenue from Contracts with Customers (Topic 606)

 
The standard replaces previous revenue recognition standards and significantly expands 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 Company adopted this ASU on January 1, 2018 applying the modified retrospective method. Focus areas were customer rebates, accounting for customer dedicated inventory and principal/agent considerations. The adoption did not materially impact the Company's Financial Statements and is not expected to have a material impact on future financial results as the adoption did not change the recognition pattern for the Company's existing revenue streams. The Company implemented new internal controls related to contract reviews and revenue recognition disclosures. Additional disclosures will be made as needed in future reports as a result of the adoption in 2018.
 
 
 
 
 
 
 
Recently Adopted Accounting Standards (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 adopted this ASU on January 1, 2018. The adoption did not materially impact the Company's historical Consolidated Financial Statements or related disclosures. Impacts to future results and disclosures will be dependent upon the presence of any items noted in the standard.
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 adopted 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 adopted this ASU on January 1, 2018. The adoption did not materially impact its historical Consolidated Financial Statements or related disclosures.

ASU 2015-11, Inventory - Simplifying the Measurement of Inventory (Topic 330)
 
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 years ended December 31, 2017 and 2016, approximately 86% and 87% of the inventory balances were measured using LIFO, respectively.
 
 
 
 
 
 
 
Recently Adopted Accounting Standards (continued)
 
 
 
 
Standard
 
Description
 
Effective Date
 
Effect on the Financial Statements or Other Significant Matters
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.
ASU 2017-09, Compensation - Stock Compensation (Topic 718)
 
The standard clarifies the changes to the terms and conditions of a share-based payment award that require an entity to apply modification accounting. The guidance requires application on a prospective basis.
 
January 1, 2018; early adoption is permitted
 
The Company adopted this ASU on April 1, 2017. The adoption did not materially impact its Consolidated Financial Statements or related disclosures. Impacts to future results and disclosures will be dependent upon the presence of any items noted in the standard.
2017 Acquisition
2017 Acquisition
2. 2017 ACQUISITION

On August 31, 2017 (the "Acquisition Date"), Veritiv completed its acquisition of 100% of the equity interest in various All American Containers entities (collectively, "AAC"), a family owned and operated distributor of rigid packaging, including plastic, glass and metal containers, caps, closures and plastic pouches. The acquisition of AAC aligns with the Company's strategy of investing in higher growth and higher margin segments of the business. Through the acquisition, Veritiv gains expertise in rigid plastic, glass and metal packaging that complements its portfolio of packaging products and services. This acquisition also provides Veritiv with additional marketing, selling and distribution channels into the growing U.S. rigid packaging market. The rigid packaging market's primary product categories include paperboard, plastics, metals and glass.
    
Acquisition-related costs of approximately $7.3 million were expensed as incurred. These costs were recognized in acquisition and integration expenses on the Consolidated Statements of Operations for the year ended December 31, 2017. These charges are included in the table in Note 3, Acquisition, Integration and Restructuring Charges, and related primarily to legal, consulting and other professional fees, and retention.

The acquisition of AAC was accounted for in the Company's financial statements using the acquisition method of accounting. The total consideration to complete the acquisition was approximately $169.8 million. Due to the limited amount of time since the acquisition of AAC, the valuation of certain assets and liabilities is preliminary and, as management receives additional information during the measurement period, these assets and liabilities may be adjusted. The preliminary purchase price was allocated to tangible and intangible assets and liabilities based upon their respective estimated fair values. The following table summarizes the components of the preliminary estimated purchase price for AAC:

Preliminary estimated purchase price:
 
(in millions)
Cash consideration
$
112.0

Loan pay-off
34.3

Contingent consideration
22.2

Other
1.3

Total preliminary estimated purchase price
$
169.8



The following table summarizes the allocation of the preliminary estimated purchase price to assets acquired and liabilities assumed as of the Acquisition Date based on valuation information, estimates and assumptions available on December 31, 2017. See Note 4, Goodwill and Other Intangible Assets, for additional information related to the goodwill and intangible assets acquired in the AAC acquisition. See Note 11, Fair Value Measurements, for additional information related to the fair value of the contingent consideration related to the earn-out.    
    
Preliminary allocation:
 
(in millions)
Cash
$
1.5

Accounts receivable
30.4

Inventories
38.5

Other current assets
5.7

Property and equipment
3.5

Goodwill
55.5

Other intangible assets
49.0

Other non-current assets
1.4

Accounts payable
(12.4
)
Other current liabilities
(2.7
)
Other non-current liabilities
(0.6
)
Total preliminary estimated purchase price
$
169.8



The amounts shown above may change as the purchase price will be based upon finalization of customary working capital adjustments. The Company is still in the process of verifying data and finalizing information related to the valuation and expects to finalize these matters within the measurement period as final asset and liability valuations are completed.

Actual and Pro Forma Impact (unaudited)

The operating results of AAC are included in the Company's financial statements from September 1, 2017 through December 31, 2017 and are reported as part of the Packaging reportable segment. Net sales and operating loss attributable to AAC during this period and included in the Company's Consolidated Statements of Operations were $71.7 million and ($1.7) million, respectively.

The following unaudited pro forma financial information presents results as if the acquisition of AAC occurred on January 1, 2016. The historical consolidated financial information of the Company and AAC has been adjusted in the pro forma information to give effect to pro forma events that are directly attributable to the transaction and are factually supportable. The unaudited pro forma results do not reflect events that have occurred or may occur after the transaction, including the impact of any synergies expected to result from the acquisition. Accordingly, the unaudited pro forma financial information is not necessarily indicative of the results of operations as they would have been had the transaction been effected on the assumed date, nor is it necessarily an indication of future operating results.

(Unaudited)
Year Ended December 31,
(in millions, except share and per share data)
2017
 
2016
Net sales
$
8,527.6

 
$
8,548.2

Net income (loss)
(7.2
)
 
14.1

Earnings (loss) per share:
 
 
 
Basic earnings (loss) per share
$
(0.46
)
 
$
0.88

Diluted earnings (loss) per share
$
(0.46
)
 
$
0.87

Weighted-average shares outstanding
 
 
 
Basic
15.70

 
15.97

Diluted
15.70

 
16.15



The unaudited pro forma information reflects primarily the following pre-tax adjustments for the respective periods:
- Acquisition and integration expenses: Acquisition and integration expenses of $8.9 million incurred during the year ended December 31, 2017 have been eliminated. Pro forma net income for the year ended December 31, 2016 includes acquisition and integration expenses of $8.9 million.
- Incremental amortization expense: Pro forma net income for the year ended December 31, 2017 includes incremental amortization expense of $2.5 million. Pro forma net income for the year ended December 31, 2016 includes incremental amortization expense of $6.3 million.
- Interest expense: Pro forma net income for the year ended December 31, 2017 includes incremental interest expense of $2.0 million. Pro forma net income for the year ended December 31, 2016 includes incremental interest expense of $2.4 million.

A combined 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.
Acquisition, Integration and Restructuring Charges
Acquisition, Integration and Restructuring Charges
3. ACQUISITION, INTEGRATION AND RESTRUCTURING CHARGES

Merger of xpedx and Unisource    

The Company currently expects net costs and charges associated with achieving anticipated cost savings and other synergies from the Merger (excluding charges relating to the complete or partial withdrawal from multi-employer pension plans ("MEPP"), some of which are uncertain at this time, and including cash proceeds from sales of assets related to consolidation), to be approximately $225 million to $250 million, through December 31, 2018. Included in the estimate is approximately $90 million for capital expenditures, primarily consisting of information technology infrastructure, systems integration and planning. Through December 31, 2017, the Company has incurred approximately $221 million in costs and charges, including approximately $82 million for capital expenditures.

Acquisition and Integration Expenses

During the years ended December 31, 2017, 2016 and 2015, Veritiv incurred costs and charges related primarily to: internally dedicated integration management resources, retention compensation, information technology conversion costs, rebranding, professional services and other costs to integrate its businesses. The following table summarizes the components of acquisition and integration expenses:

 
 
Year Ended December 31,
(in millions)
 
2017
 
2016
 
2015
Integration management
 
$
14.5

 
$
8.3

 
$

Retention compensation
 
0.2

 
2.5

 
10.8

Information technology conversion costs
 
8.8

 
6.3

 
7.4

Rebranding
 
0.5

 
2.4

 
6.1

Legal, consulting and other professional fees
 
1.5

 
2.3

 
7.8

Other
 
3.0

 
4.1

 
2.8

AAC acquisition and integration
 
8.0

 

 

     Total acquisition and integration expenses
 
$
36.5

 
$
25.9

 
$
34.9



Veritiv Restructuring Plan

As part of the Merger, the Company is executing on a multi-year restructuring program of its North American operations intended to integrate the legacy xpedx and Unisource operations, generate cost savings and capture synergies across the combined company. The restructuring plan includes initiatives to: (i) consolidate warehouse facilities in overlapping markets, (ii) improve efficiency of the delivery network, (iii) consolidate customer service centers, (iv) reorganize the field sales and operations functions and (v) restructure the corporate general and administrative functions.
As part of its restructuring efforts, the Company continues to evaluate its operations outside of North America to identify additional cost saving opportunities. The Company may elect to restructure its operations in specific countries, which may include staff reductions, lease terminations and facility closures, or a complete exit of a market. The Company may continue to record restructuring charges in the future as restructuring activities progress, which may include gains or losses from the disposition of assets. See Note 17, Segment Information, for the impact these charges had on the Company's reportable segments.

For the years ended December 31, 2017, 2016 and 2015, the Company recognized $24.4 million and $2.1 million in net gains related to the sale or exit of certain facilities and a $4.1 million net non-cash loss from asset impairments, respectively. As of December 31, 2017, the Company held for sale $3.2 million in assets related to these activities, which are included in other current assets on the Consolidated Balance Sheets.
        
Other direct costs reported in the tables below include facility closing costs, actual and estimated multi-employer pension plan withdrawal charges and other incidental costs associated with the development, communication, administration and implementation of these initiatives.

The following table presents a summary of restructuring charges, net, related to active restructuring initiatives that were incurred during the last three fiscal years and the cumulative recorded amounts since the initiative began:
(in millions)
Severance and Related Costs
 
Other Direct Costs
 
Gain on Sale of Assets and Other
 
Total
2017
$
7.5

 
$
33.6

 
$
(24.4
)
 
$
16.7

2016
3.5

 
11.0

 
(2.1
)
 
12.4

2015
4.3

 
2.9

 
4.1

 
11.3

Cumulative
20.0

 
47.9

 
(22.4
)
 
45.5



The following is a summary of the Company's restructuring liability activity for the periods presented:     
(in millions)
Severance and Related Costs
 
Other Direct Costs
 
Total
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

Costs incurred
7.5

 
33.6

 
41.1

Payments
(4.9
)
 
(16.4
)
 
(21.3
)
Balance at December 31, 2017
$
4.4

 
$
25.2

 
$
29.6



The Company has recorded undiscounted charges related to the complete or partial withdrawal from various multi-employer pension plans. Charges not related to the Company's restructuring efforts are recorded as distribution expenses. Initial amounts are recorded as other non-current liabilities in the Consolidated Balance Sheets. See the table below for a summary of the net withdrawal charges for the respective years ended December 31:
 
Year Ended December 31,
(in millions)
Restructuring charges, net
 
Distribution expenses
 
Total Net Charges
2017
$
17.4

 
$
2.1

 
$
19.5

2016
7.5

 
2.3

 
9.8



Final charges for these MEPP 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. As of December 31, 2017, the Company has received the determination letters from one of the restructuring related plans. Monthly payments for this plan are expected to occur over an approximate 20 year period.
Goodwill and Other Intangible Assets
Goodwill and Other Intangible Assets
4. GOODWILL AND OTHER INTANGIBLE ASSETS

Goodwill

At December 31, 2017, the net goodwill balance was $99.6 million. The following table sets forth the changes in the carrying amount of goodwill during 2017 and 2016:
(in millions)
Packaging
 
Facility Solutions
 
Print
 
Publishing
 
Corporate & Other
 
Total
Balance at December 31, 2015:
 
 
 
 
 
 
 
 
 
 
 
   Goodwill
$
44.1

 
$
59.0

 
$
265.4

 
$
50.5

 
$
6.1

 
$
425.1

   Accumulated impairment losses

 
(59.0
)
 
(265.4
)
 
(50.5
)
 

 
(374.9
)
      Net goodwill 2015
44.1

 

 

 

 
6.1

 
50.2

2016 Activity:
 
 
 
 
 
 
 
 
 
 
 
   Goodwill acquired

 

 

 

 

 

   Impairment of goodwill

 

 

 

 

 

Balance at December 31, 2016:
 
 
 
 

 

 

 

   Goodwill
44.1

 
59.0

 
265.4

 
50.5

 
6.1

 
425.1

   Accumulated impairment losses

 
(59.0
)
 
(265.4
)
 
(50.5
)
 

 
(374.9
)
      Net goodwill 2016
44.1

 

 

 

 
6.1

 
50.2

2017 Activity:
 
 
 
 
 
 
 
 
 
 
 
   Goodwill acquired
55.5

 

 

 

 

 
55.5

   Impairment of goodwill

 

 

 

 
(6.1
)
 
(6.1
)
Balance at December 31, 2017:
 
 
 
 
 
 
 
 
 
 
 
   Goodwill
99.6

 
59.0

 
265.4

 
50.5

 
6.1

 
480.6

   Accumulated impairment losses

 
(59.0
)
 
(265.4
)
 
(50.5
)
 
(6.1
)
 
(381.0
)
      Net goodwill 2017
$
99.6

 
$

 
$

 
$

 
$

 
$
99.6



Preliminary goodwill of $55.5 million arising from the acquisition of AAC, as described in Note 2, 2017 Acquisition, consists largely of the expected synergies and other benefits from combining operations and is expected to be deductible for tax purposes. The goodwill was allocated 100% to the Company's Packaging reportable segment.

During the third quarter of 2017, as part of the Company's review for possible goodwill impairment indicators, management determined that the goodwill allocated to the logistics solutions business was fully impaired. The impairment was recorded as selling and administrative expense in the Consolidated Statements of Operations. See Note 11, Fair Value Measurements, for additional information related to the impairment. There were no other goodwill impairment charges for the year ended December 31, 2017. No goodwill impairment charges were recorded during the year ended December 31, 2016. 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, 2017
 
December 31, 2016
(in millions)
Gross Carrying Amount
 
Accumulated Amortization
 
Net
 
Gross Carrying Amount
 
Accumulated Amortization
 
Net
Customer relationships
$
67.7

 
$
6.1

 
$
61.6

 
$
23.6

 
$
4.0

 
$
19.6

Trademarks/Trade names
3.8

 
2.3

 
1.5

 
2.7

 
1.3

 
1.4

Non-compete agreements
1.5

 
0.5

 
1.0

 

 

 

Total
$
73.0

 
$
8.9

 
$
64.1

 
$
26.3

 
$
5.3

 
$
21.0


    
The gross carrying amount of other intangible assets increased by $49.0 million as a result of the acquisition of AAC. The Company is still in the process of verifying data and finalizing information related to the valuation and expects to finalize these matters within the measurement period as final asset and liability valuations are completed. These assets are included in other intangibles, net on the Consolidated Balance Sheets and are being amortized to operating expense on a straight-line basis over their estimated useful lives. Preliminary allocated values from the AAC acquisition are as follows:
 
Gross Value (in millions)
 
Estimated Useful Life (in years)
Customer relationships
$
46.4

 
14.0
Trademarks/Trade names
1.1

 
1.0
Non-compete agreements
1.5

 
1.0
Total identifiable intangible assets acquired
$
49.0

 
 


During the third quarter of 2017, the Company recognized a $1.6 million non-restructuring asset impairment charge related to its logistics solutions business's customer relationship intangible asset, which was recorded in selling and administrative expenses. 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 were recorded in selling and administrative expenses. No intangible asset impairment charges were recorded during the year ended December 31, 2015.
    
See Note 11, Fair Value Measurements, for additional information related to these impairments.

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 $4.2 million, $3.4 million and $5.9 million for the years ended December 31, 2017, 2016 and 2015, respectively.

The estimated aggregate amortization expense for each of the five succeeding years is as follows (in millions):
Year
 
Total
2018
 
$
6.7

2019
 
4.8

2020
 
4.8

2021
 
4.8

2022
 
4.8

Debt and Other Obligations
Debt and Other Obligations
5. DEBT AND OTHER OBLIGATIONS

The Company's long-term debt obligations were as follows:
(in millions)
December 31, 2017
 
December 31, 2016
Asset-Based Lending Facility (the "ABL Facility")
$
897.7

 
$
726.9

Equipment capital lease and other obligations
13.5

 
25.2

Total debt
911.2

 
752.1

Less: current maturities of long-term debt
(2.9
)
 
(2.9
)
Long-term debt, net of current maturities
$
908.3

 
$
749.2



The equipment capital lease and other obligations reported in the table above includes $19.1 million related to the accumulated construction costs for the Toronto build-to-suit arrangement as of December 31, 2016. This project was completed during the second quarter of 2017 and is accounted for as a financing obligation. As such, for periods beginning with the second quarter of 2017 the obligation value is shown in the table below as other financing, in addition to the Company's related party financing obligations.         

The Company's long-term financing obligations were as follows:
(in millions)
December 31, 2017
 
December 31, 2016
Obligations to related party
$
162.3

 
$
191.0

Obligations - other financing
27.1

 

Total financing obligations
189.4

 
191.0

Less: current portion of financing obligations
(7.8
)
 
(14.9
)
Financing obligations, less current portion
$
181.6

 
$
176.1



From the Merger through December 31, 2017, the Company has terminated agreements for 11 of the related party financed properties and therefore triggered an early termination of each respective property's financing agreement. One of these terminations also involved the purchase of a facility in Austin, Texas. See Note 7, Leases, for additional information related to that purchase. Upon termination of a property's financing agreement, the Company recognizes the non-cash effects of the derecognition of (i) the property and equipment and (ii) the corresponding financing obligation, as other non-cash items, net, on the Consolidated Statements of Cash Flows. Any gain or loss realized upon derecognition has been included in other (income) expense, net or restructuring charges on the Consolidated Statements of Operations, based upon the rationale for the termination. Unless terminated early, upon the expiration of the term of the remaining related party financing agreements, the net remaining financing obligation of $155.2 million will be settled by the return of the assets to the owner and has been included in other non-current liabilities on the Consolidated Balance Sheets. See the table below for the non-cash effects of the derecognition of (i) the property and equipment and (ii) the corresponding financing obligation:
 
Year Ended December 31,
(in millions, except number of agreements)
2017
 
2016
 
Total
 
 
 
 
 
 
Property and equipment
$
14.6

 
$
3.7

 
$
18.3

Financing obligations
15.2

 
8.4

 
23.6

Number of terminated property agreements
8

 
3

 
11


    
ABL Facility

Veritiv has a $1.4 billion asset-based lending 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, 2017 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, 2017, the available additional borrowing capacity under the ABL Facility was approximately $316.5 million. As of December 31, 2017, the Company held $10.1 million in outstanding letters of credit.

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. The weighted-average borrowing interest rate was 3.3% and 2.5% at December 31, 2017 and December 31, 2016, respectively.

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 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, 2017, 2016 and 2015, interest expense, net in the Consolidated Statements of Operations included $2.6 million, $5.6 million and $4.4 million, respectively, of amortization and write-off of deferred financing fees.
    
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, 2017 and December 31, 2016, the interest rate cap agreement had a fair value that was not significant, 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, 2017, 2016 and 2015 respectively.

For the years ended December 31, 2017, 2016 and 2015, the Company recognized an after-tax loss of $0.0 million, $0.2 million and $0.5 million, respectively, in other comprehensive income associated with the interest rate cap. For the year ended December 31, 2017, $0.2 million was reclassified from AOCL into earnings. There were no reclassifications from AOCL into earnings for the years ended December 31, 2016 and 2015, respectively. The amount the Company expects to reclassify from AOCL into earnings within the following twelve months is approximately $0.7 million.
Leases
Leases
7. LEASES

Lease Commitments

Future minimum lease payments at December 31, 2017 were as follows:
 
Financing Obligations and Equipment Capital Leases (1)
 
Operating Leases
(in millions)
 
Lease Obligations
 
Sublease Income
 
Total
2018
$
12.8

 
$
94.3

 
$
(0.2
)
 
$
94.1

2019
5.0

 
80.3

 
(0.2
)
 
80.1

2020
4.6

 
70.4

 

 
70.4

2021
4.0

 
57.7

 

 
57.7

2022
3.8

 
45.8

 

 
45.8

Thereafter
22.4

 
135.6

 

 
135.6

 
52.6

 
484.1

 
(0.4
)
 
483.7

Amount representing interest
(12.5
)
 

 

 

Total future minimum lease payments
$
40.1

 
$
484.1

 
$
(0.4
)
 
$
483.7


(1) Amounts shown include the financing obligations to related party.

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. From the Merger through December 31, 2017, the Company has terminated agreements for 11 of these Properties. At the end of the lease term, the net remaining financing obligation of $155.2 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. In addition to the obligations noted above, the Company currently leases from Georgia-Pacific one remaining Property that is directly owned by Georgia-Pacific and has classified it as an operating lease 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 (income) expense, net, on the Consolidated Statements of Operations.

In May 2017, the Company entered into a purchase and sale agreement under which Veritiv agreed to sell the previously acquired Austin, Texas facility to an unrelated third-party. Upon the closing of the sale, Veritiv entered into a lease of the facility for an initial period of ten years with two optional five-year renewal terms. The sale-leaseback transaction does not provide for any continuing involvement by the Company other than a normal lease for use of the property during the lease term. The transaction resulted in net cash proceeds of $9.1 million and a related deferred gain of $5.4 million. The Company expects to recognize the gain over the initial ten-year lease period on a straight-line basis as a reduction to selling and administrative expenses in the Consolidated Statements of Operations. The current portion of the deferred gain is included in other accrued liabilities and the non-current portion of the deferred gain is included in other non-current liabilities on the Consolidated Balance Sheets.

Operating Leases

Certain properties and equipment are leased under cancelable and non-cancelable agreements. The Company recorded rent expense of $106.3 million, $108.1 million and $106.2 million for the years ended December 31, 2017, 2016 and 2015, respectively.
Income Taxes
Income Taxes
8. INCOME TAXES
    
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) before income taxes were as follows:
 
Year Ended December 31,
(in millions)
2017
 
2016
 
2015
Domestic (United States)
$
(18.0
)
 
$
27.6

 
$
46.6

Foreign
16.1

 
13.2

 
(1.7
)
Income (loss) before income taxes
$
(1.9
)
 
$
40.8

 
$
44.9



    
Income tax expense (benefit) in the Consolidated Statements of Operations consisted of the following:
 
Year Ended December 31,
(in millions)
2017
 
2016
 
2015
Current Provision:
 
 
 
 
 
U.S. Federal
$
4.8

 
$
3.6

 
$

U.S. State
1.5

 
1.5

 
1.7

Foreign
3.2

 
3.6

 
1.6

Total current income tax expense
$
9.5

 
$
8.7

 
$
3.3

 
 
 
 
 
 
Deferred, net:
 
 
 
 
 
U.S. Federal
$
16.3

 
$
9.6

 
$
14.8

U.S. State
(2.7
)
 
1.9

 
0.5

Foreign
(11.7
)
 
(0.4
)
 
(0.4
)
Total deferred, net
$
1.9

 
$
11.1

 
$
14.9

Provision for income tax expense (benefit)
$
11.4

 
$
19.8

 
$
18.2



Reconciliation between the federal statutory rate and the effective tax rate is as follows (see Note 9, Related Party Transactions for additional information related to the Tax Receivable Agreement):
 
Year Ended December 31,
(in millions)
2017
 
2016
 
2015
Income (loss) before income taxes
$
(1.9
)
 
$
40.8

 
$
44.9

Statutory U.S. income tax rate
35.0
 %
 
35.0
%
 
35.0
%
Tax expense using statutory U.S. income tax rate
$
(0.7
)
 
$
14.3

 
$
15.7

Foreign income tax rate differential
(1.4
)
 
(1.1
)
 
0.2

State tax (net of federal benefit)
(0.5
)
 
2.8

 
1.6

Non-deductible expenses
2.2

 
2.3

 
1.5

Tax Receivable Agreement (a)
(3.8
)
 
1.6

 
0.7

Tax credits (b)
(4.0
)
 

 

Foreign exchange loss (c)

 

 
(1.2
)
Impact of U.S. Tax Act (Federal and State)
30.2

 

 

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

 

 
(0.8
)
Change in valuation allowance - Foreign
(13.7
)
 
(0.5
)
 
1.7

Goodwill impairment
2.1

 

 
0.7

Foreign taxes
0.7

 
0.5

 
0.1

Other (e)
0.3

 
(0.1
)
 
(2.0
)
Income tax provision (benefit)
$
11.4

 
$
19.8

 
$
18.2

Effective income tax rate
(600.0
)%
 
48.5
%
 
40.5
%

(a) Includes a $4.7 million tax rate benefit for the federal tax rate change as part of the Tax Act and a $0.9 million tax rate increase for other fair value changes in 2017.
(b) Includes a $3.1 million benefit for credits related to foreign taxes and research and experimentation activities recognized in conjunction with the third quarter of 2017 filing of Veritiv’s 2016 U.S. federal tax return and amended 2015 and 2014 U.S. federal tax returns.
(c) Recognition of a 2015 U.S. tax benefit with respect to a foreign exchange loss on the capitalization of an intercompany loan with the Company's Canadian subsidiary.
(d) Increase in Section 382 limitation resulting from recognition of 2015 built-in gains.
(e) In 2015, Other primarily relates to tax benefits related to uncertain tax positions, taxes allocated to comprehensive income, adjustments for prior year tax matters and fuel tax credits.

The Tax Act was signed into law on December 22, 2017. The Tax Act makes broad and complex changes to the U.S. tax code, including, but not limited to reducing the U.S. federal corporate tax rate from 35% to 21%, implementation of a territorial tax system and a one-time transition tax on certain unrepatriated earnings of foreign subsidiaries that is payable over eight years. Veritiv recognized the tax effects of the Tax Act in the year ended December 31, 2017 and recorded $30.2 million in provisional tax expense, of which $23.0 million related primarily to the remeasurement of the Company's deferred taxes to the 21% tax rate and $7.2 million related to the one-time transition tax.

On December 22, 2017, Staff Accounting Bulletin No. 118 (“SAB 118”) was issued to address the application of U.S. GAAP in situations when a registrant does not have the necessary information available, prepared, or analyzed (including computations) in reasonable detail to complete the accounting for certain income tax effects of the Tax Act. In accordance with SAB 118, the Company has determined that remeasurement of its deferred tax assets and liabilities, one-time transition tax, impact of the Tax Act on state taxes, and tax liability associated with investments in non-U.S. subsidiaries where book basis exceeds tax basis are provisional amounts and reasonable estimates at December 31, 2017. The impact of the Tax Act may differ from this estimate, possibly materially, due to, among other things, changes in interpretations and assumptions the Company has made, guidance that may be issued, completion of the Company's 2017 U.S. federal and state tax returns in 2018, completion of earnings and profits and foreign income tax calculations for the Company's non-U.S. subsidiaries, and actions the Company may take as a result of the Tax Act. Additional work is necessary for a more detailed analysis of Veritiv's deferred tax assets and liabilities and its historical foreign earnings as well as potential correlative adjustments. The Company has not accounted for the tax impacts related to the Global Intangible Low Tax Income (GILTI), Base Erosion Anti Abuse Tax or Foreign Derived Intangible Income regimes or any of the other provisions of the Tax Act that are not effective until fiscal year 2018.  Additionally, the Company has not concluded on any applicable accounting policy election associated with  GILTI.  Any subsequent adjustment to these amounts will be recorded to tax expense in the quarter of 2018 when the analysis is complete.

Deferred income tax assets and liabilities as of December 31, 2017 and 2016 were as follows:
 
December 31, 2017
 
December 31, 2016
(in millions)
U.S.
 
Non-U.S.
 
U.S.
 
Non-U.S.
Deferred income tax assets:
 
 
 
 
 
 
 
Accrued compensation
$
11.6

 
$
0.2

 
$
17.7

 
$
0.1

Financing obligations to related party
47.3

 
0.8

 
77.5

 
0.8

Goodwill and other intangibles, net
1.9

 

 
4.6

 

Long-term compensation
21.3

 
4.1

 
21.2

 
3.8

Net operating losses and credit carryforwards
44.9

 
11.8

 
74.1

 
13.6

Allowance for doubtful accounts
10.0

 
0.1

 
11.9

 

Other
5.6

 
0.6

 
3.5

 
0.8

Gross deferred income tax assets
142.6

 
17.6

 
210.5

 
19.1

Less valuation allowance
(4.7
)
 
(3.6
)
 
(6.5
)
 
(18.1
)
Total deferred tax asset
137.9

 
14.0

 
204.0

 
1.0

Deferred income tax liabilities:
 
 
 
 
 
 
 
Property and equipment, net
(54.2
)
 

 
(86.7
)
 

Inventory reserve
(33.5
)
 

 
(48.2
)
 

Other
(4.6
)
 

 
(8.3
)
 

Total deferred tax liability
(92.3
)
 

 
(143.2
)
 

Net deferred income tax asset
$
45.6

 
$
14.0

 
$
60.8

 
$
1.0



Deferred income tax asset valuation allowance is as follows:
(in millions)
U.S.
 
Non-U.S.
 
Total
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

Additions

 
0.2

 
0.2

Subtractions (a)
(1.8
)
 
(16.0
)
 
(17.8
)
Currency translation adjustments

 
1.3

 
1.3

Balance at December 31, 2017
$
4.7

 
$
3.6

 
$
8.3


(a) Includes a $13.4 million benefit for release of the valuation allowance against net deferred tax assets in Canada reflecting the Company’s cumulative recent income and improved expectation of future taxable income.

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, 2017, 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, no deferred tax liability has been recognized for income and withholding tax liabilities associated with investments in non-U.S. subsidiaries where book basis exceeds tax basis. The provisional estimate of such temporary differences totaled approximately $25.8 million as of December 31, 2017. The provisional estimate of income and withholding tax liability associated with these temporary differences is immaterial. Veritiv will record the tax effects of any change in its prior provisional estimates, with respect to these investments, and disclose any unrecognized deferred tax impact for temporary differences related to its foreign investments, if practicable, in the period that it is first able to determine a change, but no later than December 31, 2018.
    
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, 2017, 2016 and 2015, 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 2014 and later and certain states for fiscal years 2013 and later; however, it may be subject to IRS and state tax authority adjustments for years prior to 2014 to the extent of losses or other tax attributes carrying forward from the earlier years. Veritiv Canada remains subject to examination by the Canadian Revenue Agency and certain provinces for fiscal years 2012 and later.

As of December 31, 2017, Veritiv has federal, state and foreign income tax NOLs available to offset future taxable income of $167.1 million, $165.5 million and $49.2 million, respectively, which will expire at various dates from 2018 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

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 2018 and 2017, Veritiv paid $10.1 million and $8.7 million, respectively, in principal and interest, to the UWWH Stockholder for the utilization of pre-merger NOLs in its 2016 and 2015 federal and state tax returns, respectively. As of December 31, 2017, the Tax Receivable Agreement was revalued for the Tax Act change, lowering the U.S. federal corporate tax rate from 35% to 21%. This change reduced the value of the Tax Receivable Agreement liability by $13.5 million.

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 Statements of Operations.

On March 22, 2017, the UWWH Stockholder sold 1.80 million shares of Veritiv common stock in a block trade. The Company did not sell any shares and did not receive any of the proceeds. In conjunction with this transaction, Veritiv incurred approximately $0.2 million in transaction-related fees, which were included in selling and administrative expenses on the Consolidated Statements of Operations. The UWWH Stockholder beneficially owned 4,283,840 shares of Veritiv's outstanding common stock as of December 31, 2017.

Transactions with Georgia-Pacific

Veritiv purchases certain inventory items from, and sells certain inventory items to, Georgia-Pacific in the normal course of business. As a result of the Merger and related private placement, Georgia-Pacific, as joint owner of the UWWH Stockholder, is a related party. The following table summarizes the financial impact of these related party transactions with Georgia Pacific:

 
 
Year Ended December 31,
(in millions)
 
2017
 
2016
 
2015
Sales to Georgia-Pacific, reflected in net sales
 
$
32.2

 
$
35.6

 
$
33.6

Purchases of inventory from Georgia-Pacific, recognized in cost of products sold
 
$
181.6

 
$
224.9

 
$
264.7

 
 
 
 
 
 
 
Inventories purchased from Georgia-Pacific that remained on Veritiv's balance sheet
 
$
22.7

 
$
24.8

 
 
Related party payable to Georgia-Pacific
 
$
8.5

 
$
9.0

 
 
Related party receivable from Georgia-Pacific
 
$
3.3

 
$
3.9

 
 


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

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. 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 eligible compensation (including salary and annual incentive plan bonus) 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, 2017, 2016 and 2015 Veritiv's contributions to these plans totaled $19.4 million, $19.6 million and $19.0 million, respectively.

Deferred Compensation Savings Plans

In conjunction with the Merger, Veritiv assumed responsibility for Unisource's legacy deferred compensation plans. In general, the payout terms varied for each employee agreement and are 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 and the deferral of cash and equity retainers for non-employee members of the Company's Board of Directors. Under this plan, eligible employees 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 or termination of Board service 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, 2017
 
December 31, 2016
Other accrued liabilities
 
$
2.6

 
$
2.7

Other non-current liabilities
 
23.7

 
21.6

Total liabilities
 
$
26.3

 
$
24.3



Defined Benefit Plans

At December 31, 2017 and 2016, Veritiv did not maintain any active defined benefit plans for its non-union employees.

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,
 
2017

2016
(in millions)
U.S.

Canada

U.S.

Canada
Accumulated benefit obligation, end of year
$
91.0

 
$
83.2

 
$
89.7

 
$
71.9


 
 
 
 
 
 
 
Change in projected benefit obligation:
 
 
 
 
 
 
 
Benefit obligation, beginning of year
$
89.7

 
$
79.0

 
$
89.0

 
$
76.0

Service cost
0.8

 
0.3

 
0.7

 
0.3

Interest cost
2.7

 
2.7

 
3.4

 
3.1

Actuarial (gain) loss
3.3

 
6.1

 

 
2.2

Benefits paid
(5.5
)
 
(3.9
)
 
(3.4
)
 
(4.8
)
Foreign exchange adjustments

 
5.8

 

 
2.2

Projected benefit obligation, end of year
$
91.0

 
$
90.0

 
$
89.7

 
$
79.0


 
 
 
 
 
 
 
Change in plan assets:
 
 
 
 
 
 
 
Plan assets, beginning of year
$
75.9

 
$
64.9

 
$
74.4

 
$
61.6

Employer contributions

 
3.1

 

 
3.1

Investment returns
12.0

 
6.0

 
5.9

 
3.1

Benefits paid
(5.5
)
 
(3.9
)
 
(3.4
)
 
(4.8
)
Administrative expenses paid
(1.0
)
 

 
(1.0
)
 

Foreign exchange adjustments

 
4.8

 

 
1.9

Plan assets, end of year
$
81.4

 
$
74.9

 
$
75.9

 
$
64.9

Underfunded status, end of year
$
(9.6
)
 
$
(15.1
)
 
$
(13.8
)
 
$
(14.1
)


Balance Sheet Positions
 
Year Ended December 31,
 
2017

2016
(in millions)
U.S.

Canada

U.S.

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

 
$
0.2

 
$
0.1

 
$
0.2

Defined benefit pension obligations
9.5

 
14.9

 
13.7

 
13.9

Net liability recognized
$
9.6

 
$
15.1

 
$
13.8

 
$
14.1


 
Year Ended December 31,
 
2017

2016
(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
$
3.2

 
$
6.1

 
$
5.7

 
$
3.4



Net Periodic Cost

Total net periodic benefit cost associated with the defined benefit pension and SERP plans is summarized below:
 
Year Ended December 31,
 
2017

2016
 
2015
(in millions)
U.S.
 
Canada
 
U.S.
 
Canada
 
U.S.
 
Canada
Components of net periodic benefit cost (credit):
 
 
 
 
 
 
 
 
 
 
 
Service cost
$
2.0

 
$
0.3

 
$
1.7

 
$
0.3

 
$
1.6

 
$
0.2

Interest cost
2.7

 
2.7

 
3.4

 
3.1

 
3.2

 
3.2

Expected return on plan assets
(5.1
)
 
(3.7
)
 
(5.0
)
 
(3.5
)
 
(5.2
)
 
(3.3
)
Amortization of net loss
0.1

 
0.2

 
0.1

 
0.2

 

 

Net periodic benefit cost (credit)
$
(0.3
)
 
$
(0.5
)
 
$
0.2

 
$
0.1

 
$
(0.4
)
 
$
0.1

 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Changes to funded status recognized in other comprehensive (income) loss:
 
 
 
 
 
 
 
 
 
 
 
Net loss (gain) during year, net of tax
$
(2.5
)
 
$
2.7

 
$
(0.5
)
 
$
2.2

 
$
1.0

 
$
(1.0
)

 
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, 2017
 
 
 
 
 
 
 
(in millions)
Total
 
Level 1
 
Level 2
 
Level 3
Investments – U.S.:
 
 
 
 
 
 
 
Equity securities
$
56.8

 
$
56.8

 
$

 
$

Fixed income securities
24.3

 
24.3

 

 

Cash and short-term securities
0.3

 
0.3

 

 

Total
$
81.4

 
$
81.4

 
$

 
$


As of December 31, 2017
 
 
 
 
 
 
 
(in millions)
Total
 
Level 1
 
Level 2
 
Level 3
Investments – Canada:
 
 
 
 
 
 
 
Cash and short-term securities
$
0.1

 
$
0.1

 
$

 
$

Investments measured at NAV:
 
 
 
 
 
 
 
   Equity securities
49.2

 
 
 
 
 
 
   Fixed income securities
25.6

 
 
 
 
 
 
Total
$
74.9

 
$
0.1

 
$

 
$


    
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

 
$

 
$



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, 2017
 
 
 
 
Asset Allocation Range
(in millions)
U.S.
 
Canada
 
U.S.
 
Canada
Equity securities
$
56.8

 
$
49.2

 
55 - 75%
 
50 - 70%
Fixed income securities
24.3

 
25.6

 
20 - 40%
 
30 - 50%
Cash and short-term securities
0.3

 
0.1

 
0 - 10%
 
0 - 5%
Total
$
81.4

 
$
74.9

 
 
 
 

    
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

 
 
 
 


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:
 
December 31,
 
2017

2016
 
U.S.
 
Canada
 
U.S.
 
Canada
Discount rate
3.33
%
 
3.40
%
 
3.76
%
 
3.85
%
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,
 
2017
 
2016
 
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
%
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 $3.2 million to its U.S. and Canadian defined benefit pension and SERP plans, respectively, during 2018. Future benefit payments under the defined benefit pension and SERP plans are estimated as follows:
(in millions)
U.S.
 
Canada
2018
$
9.6

 
$
2.8

2019
5.7

 
2.9

2020
5.4

 
3.0

2021
5.6

 
3.2

2022
5.5

 
3.4

2023-2027
27.7

 
20.1



Multi-employer Plans

Veritiv's contributions to multi-employer plans were $3.5 million, $3.7 million and $3.9 million for the years ended December 31, 2017, 2016 and 2015, 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, 2017, 2016 and 2015. At the date these Consolidated Financial Statements were issued, Forms 5500 were not available for the plan years ending in 2017.

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.
    
The Company has recorded undiscounted charges related to the complete or partial withdrawal from various multi-employer pension plans. Charges not related to the Company's restructuring efforts are recorded as distribution expenses. Initial amounts are recorded as other non-current liabilities in the Consolidated Balance Sheets. See the table below for a summary of the net charges and the year-end balance sheet liability positions for the respective years ended December 31:


Year Ended December 31,
(in millions)
Restructuring charges, net
 
Distribution expenses
 
Total Net Charges
2017
$
17.4

 
$
2.1

 
$
19.5

2016
7.5

 
2.3

 
9.8

 
 
 
 
 
 
 
At December 31,
 
 
 
 
 
 
 
 
(in millions)
Other accrued liabilities
 
Other non-current liabilities
 
 
2017
$
0.7

 
$
27.2

 
 
2016
0.0

 
9.8

 
 


Included in the previously mentioned multi-employer pension plan withdrawal charges is $13.6 million related to the New England Teamsters and Trucking Industry Pension Fund (the “NE Fund”), a multi-employer pension plan. During the second quarter of 2017, the Company was presented with a Demand for Payment of Withdrawal Liability from the NE Fund attributable to the closure of the Company's Wilmington, Massachusetts facility in the amount of $10.9 million, payable in 240 equal monthly installments beginning in August 2017. Also as part of this same consolidation, the Company's Windsor and Middletown, Connecticut facilities were closed and relocated to Enfield, Connecticut. Employees at both the Windsor and Middletown locations were covered by separate collective bargaining agreements. Employees at the Middletown location subject to that agreement also participate in the NE Fund. The Company entered into a new collective bargaining agreement for the Enfield, Connecticut facility to replace the legacy Windsor and Middletown, Connecticut agreements. The new agreement ended participation in the NE Fund. As a result, in December 2017, the Company received another Demand for Payment of Withdrawal Liability from the NE Fund attributable to that negotiated exit in the amount of $2.7 million, payable in 240 equal monthly installments beginning in February 2018.

See Note 3, Acquisition, 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. 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 approximately 20-year period. The Company expects to incur similar types of charges in future periods in connection with its ongoing restructuring activities. As of December 31, 2017, the Company has received determination letters from two plans. Of those, the liability for one was settled with a lump sum payment, while monthly payments for the other plan are expected to occur over an approximately 20-year period.

    Veritiv’s participation in the multi-employer plans for the year ended December 31, 2017 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 2017. 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). Contributions in the table below, for the year ended December 31, 2017 exclude $1.4 million related to payments made for accrued withdrawal liabilities.

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)
 
 
 
2017
 
2016
 
2015
 
 
Western Conference of Teamsters Pension Trust Fund (1)
916145047/001
 
Green
 
No
 
$
1.6

 
$
1.7

 
$
1.7

 
No
 
7/31/2017 - 10/31/2020
Central States, Southeast & Southwest Areas Pension Fund (2)
366044243/001
 
Red
 
Implemented
 
0.2

 
0.3

 
0.4

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

 
0.4

 
0.4

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

 

 
0.1

 
Yes
 
Exited during 2016
New England Teamsters & Trucking Industry Pension
046372430/001
 
Red
 
Implemented
 
0.4

 
0.5

 
0.4

 
Yes
 
Exited during 2017
Western Pennsylvania Teamsters and Employers Pension Plan
256029946/001
 
Red
 
Implemented
 
0.3

 
0.3

 
0.3

 
Yes
 
3/31/2019 & 3/31/2020
Contributions for individually significant plans
 
 
 
 
 
 
2.9

 
3.2

 
3.3

 
 
 
 
Contributions to other multi-employer plans
 
 
 
 
 
 
0.6

 
0.5

 
0.6

 
 
 
 
Total contributions
 
 
 
 
 
 
$
3.5

 
$
3.7

 
$
3.9

 
 
 
 
(1) As of December 31, 2017, there were 11 collective bargaining units participating in the Western Conference of Teamsters Pension Trust. As of December 31, 2017, one was then in negotiations.
(2) As of December 31, 2017, there was one collective bargaining unit participating in the Central States, Southeast & Southwest Areas Pension Fund. As of December 31, 2017, it was not then in negotiations.
Fair Value Measurements
Fair Value Measurements
11. FAIR VALUE MEASUREMENTS

At December 31, 2017 and 2016, the carrying amounts of cash, receivables, payables and other components of other current assets and other current liabilities approximate their fair values due to the short maturity of these items.

Borrowings under the ABL Facility are at variable market interest rates, and accordingly, the carrying amount approximates fair value.

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 intangible 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).

During the third quarter of 2017, the Company reviewed its intangible assets for possible impairment indicators, and management determined that the carrying values of the goodwill and customer relationship intangible assets allocated to the logistics solutions business were fully impaired. The impairments were determined after a review of the business's forecasted revenues and estimated cash flows (Level 3 data). The impairment charges were primarily a result of lower forecasted sales growth due to changes in the Company's growth strategy and margin compression due to increased competition. The fair value of these assets was derived using discounted cash flow analyses based on Level 3 inputs. As a result, the Company recorded $7.7 million in non-restructuring impairment charges related to its logistics solutions business's goodwill and customer relationship intangible assets, included in selling and administrative expenses, on the Consolidated Statements of Operations. See Note 4, Goodwill and Other Intangible Assets, for additional information regarding the Company's goodwill and other intangible assets.

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 Statements of Operations. The impairments were determined after review of the segments' forecasted 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, net on the Consolidated Statements of Operations.

For the year ended December 31, 2017, 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 Statements of Operations. Total goodwill and long-lived asset impairments for the years ended December 31, 2017, 2016 and 2015 were $8.4 million, $7.7 million and $5.9 million, respectively.

At December 31, 2017 and 2016, 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 (income) expense, net on the Consolidated Statements of Operations. At December 31, 2017, the Company remeasured the contingent liability using a discount rate of 4.2% (Moody's daily long-term corporate BAA bond yield). There have been no transfers between the fair value measurement levels for the years ended December 31, 2017 and 2016. The Company recognizes transfers between the fair value measurement levels at the end of the reporting period. 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 Tax Receivable Agreement ("TRA") contingent liability for the year ended December 31, 2017:    
(in millions)
 
TRA Contingent Liability
Balance at December 31, 2015
 
$
63.0

Change in fair value adjustment recorded in other (income) expense, net
 
4.9

Balance at December 31, 2016
 
67.9

Change in fair value adjustment recorded in other (income) expense, net (a)
 
(9.4
)
Principal payments
 
(8.5
)
Balance at December 31, 2017
 
$
50.0


(a) The Tax Act lowered the U.S. federal corporate tax rate to 21%, which resulted in a fair value reduction of $13.5 million included in the 2017 fair value change in the table above.

    

The preliminary purchase price allocation for the acquisition of AAC, described in Note 2, 2017 Acquisition, includes $22.2 million for the estimated fair value of contingent consideration. The maximum amount payable for the contingent consideration is $50.0 million, with up to $25.0 million payable at each of the first and second anniversaries of the Acquisition Date. The final amount will be determined based on actual growth rates in revenue and gross profit. The preliminary fair value estimate was based on historic growth patterns and future forecasts, which are Level 3 data. The valuation of contingent consideration uses assumptions and estimates to forecast a range of outcomes and probabilities for the contingent consideration. The contingent consideration is valued using a Monte Carlo simulation model. The Company will assess these assumptions and estimates on a quarterly basis as additional data impacting the assumptions is obtained. Any changes in the fair value of contingent consideration related to updated assumptions and estimates will be recognized within other (income) expense, net, in the Consolidated Statements of Operations during the period in which the change occurs.

The following table provides a reconciliation of the beginning and ending balance of the AAC contingent liability for the year ended December 31, 2017:    
(in millions)
 
AAC Contingent Liability
Balance at August 31, 2017
 
$
30.0

Purchase accounting adjustment
 
(7.8
)
Adjusted purchase price
 
22.2

Change in fair value adjustment recorded in other (income) expense, net
 
2.0

Balance at December 31, 2017
 
$
24.2

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,
2017
 
2016
Rebates receivable
$
61.1

 
$
62.3

Prepaid expenses
33.8

 
26.1

Other
38.6

 
30.5

Other current assets
$
133.5

 
$
118.9



Other Non-Current Assets

The components of other non-current assets were as follows:
(in millions)
December 31,
 
December 31,
2017
 
2016
Deferred financing costs
$
9.3

 
$
11.9

Investments in real estate joint ventures
6.4

 
6.0

Below market leasehold agreements
4.7

 
4.7

Other
10.4

 
7.7

Other non-current assets
$
30.8

 
$
30.3



Accrued Payroll and Benefits

The components of accrued payroll and benefits were as follows:
(in millions)
December 31,
 
December 31,
2017
 
2016
Accrued payroll and related taxes
$
18.0

 
$
26.0

Accrued commissions
23.2

 
21.8

Accrued incentive plans
28.7

 
33.1

Other
3.6

 
3.5

Accrued payroll and benefits
$
73.5

 
$
84.4



Other Accrued Liabilities

The components of other accrued liabilities were as follows:
(in millions)
December 31,
 
December 31,
2017
 
2016
Accrued taxes
$
12.1

 
$
9.1

Accrued customer incentives
25.1

 
23.3

Accrued freight
16.0

 
13.9

Accrued professional fees
6.7

 
7.3

Tax Receivable Agreement contingent liability
9.9

 
8.5

AAC contingent liability and working capital adjustment
18.4

 

Other
46.4

 
40.4

Other accrued liabilities
$
134.6

 
$
102.5



Other Non-Current Liabilities

The components of other non-current liabilities were as follows:
(in millions)
December 31,
 
December 31,
2017
 
2016
Tax Receivable Agreement contingent liability
$
40.1

 
$
59.4

AAC contingent liability
7.1

 

Deferred compensation
23.7

 
21.6

Straight-line rent
17.5

 
15.7

Above market leasehold agreements
2.1

 
3.1

Other, including multi-employer pension plan withdrawals
46.5

 
21.4

Other non-current liabilities
$
137.0

 
$
121.2

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.

The calculation of basic and diluted earnings (loss) per share for the years ended December 31, 2017, 2016 and 2015 utilized 15.70 million, 15.97 million and 16.00 million shares for basic, respectively, and 15.70 million, 16.15 million and 16.00 million shares 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.

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, except per share data)
2017
 
2016
 
2015
Numerator:
 
 
 
 
 
Net income (loss)
$
(13.3
)
 
$
21.0

 
$
26.7

 
 
 
 
 
 
Denominator:
 
 
 
 
 
Weighted-average number of shares outstanding – basic
15.70

 
15.97

 
16.00

Weighted-average number of shares outstanding – diluted
15.70

 
16.15

 
16.00

 
 
 
 
 
 
Earnings (loss) per share:
 
 
 
 
 
Basic earnings (loss) per share
$
(0.85
)
 
$
1.31

 
$
1.67

Diluted earnings (loss) per share
$
(0.85
)
 
$
1.30

 
$
1.67

 
 
 
 
 
 
Antidilutive stock-based awards excluded from computation of diluted earnings per share
0.80

 
0.06

 
0.10

Performance stock-based awards excluded from computation of diluted earnings per share because performance conditions had not been met
0.30

 
0.20

 
0.16

Shareholders' Equity
Shareholders' Equity
14. SHAREHOLDERS' EQUITY

Common Stock

Shares 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. On March 22, 2017, the UWWH Stockholder sold 1.80 million shares of Veritiv common stock in a block trade. The Company did not sell any shares and did not receive any of the proceeds in these transactions.

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, 2017.

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 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. See Note 9, Related Party Transactions, for additional information regarding these transactions.

Accumulated Other Comprehensive Loss

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

(in millions)
 
Foreign currency translation adjustments
 
Retirement liabilities
 
Interest rate swap
 
AOCL
 
 
 
 
 
 
 
 
 
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
)
     Unrealized net gains (losses) arising during the period
 
5.9

 
0.1

 
(0.1
)
 
5.9

     Amounts reclassified from AOCL
 
(0.2
)
 
(0.3
)
 
0.1

 
(0.4
)
Net current period other comprehensive income (loss)
 
5.7

 
(0.2
)
 
0.0

 
5.5

Balance at December 31, 2017
 
$
(23.5
)
 
$
(9.3
)
 
$
(0.7
)
 
$
(33.5
)
Equity-Based Incentive Plans
Equity-Based Incentive Plans
15. EQUITY-BASED INCENTIVE PLANS

Veritiv Omnibus Incentive Plan

Veritiv's 2014 Omnibus Incentive Plan, as amended and restated as of March 8, 2017 (the "2014 Plan") provides for the grant of stock, 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 3.08 million shares of Veritiv common stock may be issued under the 2014 Plan subject to certain adjustment provisions. As of December 31, 2017, there were approximately 1.3 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.

Stock

The Company made grants of common stock in 2017 to its non-employee directors. The stock grant was fully vested and non-forfeitable as of the grant date. The non-employee directors were eligible to defer receipt of the award under the Veritiv Deferred Compensation Plan. The Company recognized $1.1 million in expense related to these grants for the year ended December 31, 2017.

Deferred Share Units

The Company granted DSUs in 2014, 2015 and 2016 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, 2017 there were approximately 51,900 DSUs outstanding with a fair value of $1.7 million. At December 31, 2016, there were approximately 55,100 DSUs outstanding with a fair value of $3.0 million. The Company recognized $(0.8) million, $0.6 million and $0.7 million in net expense related to these grants for the years ended December 31, 2017, 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, 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

Granted
 
111

 
$
49.86

Vested
 

 
$

Forfeited
 
(8
)
 
$
44.21

Non-vested at December 31, 2017
 
249

 
$
45.43




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, net, acquisition and integration expenses and other similar charges including any severance costs, costs associated with warehouse and office openings or closings, consolidation, and relocation and other business optimization expenses, stock-based compensation expense, changes in the LIFO reserve, non-restructuring asset impairment charges, non-restructuring severance charges, non-restructuring pension charges, fair value adjustments related to contingent liabilities assumed in mergers and acquisitions 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, 2015
 
159

 
$
51.23

 
Granted
 
244

 
$
47.98

(1) 
Shares lost based on actual performance
 
(22
)
 
$
36.43

 
Vested
 

 
$

 
Forfeited
 
(26
)
 
$
41.49

 
Non-vested at December 31, 2016
 
355

 
$
42.14

 
Granted
 
166

 
$
53.56

(2) 
Shares lost based on actual performance
 
(45
)
 
$
53.56

 
Vested
 

 
$

 
Forfeited
 
(22
)
 
$
40.78

 
Non-vested at December 31, 2017
 
454

 
$
40.87

 
(1) Represents weighted-average grant date fair value for the 2016 and 2017 tranches.
(2) Represents weighted-average grant date fair value for the 2017 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 2017, 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, 2015
 
91

 
$
62.52

Granted
 
146

 
$
42.23

Shares earned based on actual performance
 
15

 
$

Vested
 

 
$

Forfeited/cancelled
 
(44
)
 
$
58.16

Non-vested at December 31, 2016
 
208

 
$
48.23

Granted
 
100

 
$
71.63

Shares lost based on actual performance
 
(103
)
 
$
71.63

Vested
 

 
$

Forfeited/cancelled
 
(12
)
 
$
55.65

Non-vested at December 31, 2017
 
193

 
$
56.23

    

For the years ended December 31, 2017, 2016 and 2015, the Company recognized $15.7 million, $8.3 million and $3.8 million, respectively, in expense related to the aforementioned equity-based awards. The income tax benefit recognized in 2017, 2016 and 2015 related to stock-based compensation expense was $5.7 million, $3.2 million and $1.5 million, respectively. As of December 31, 2017, total unrecognized stock-based compensation expense was $21.8 million and is expected to be recognized over a weighted-average period of 1.8 years. Unrecognized compensation expense for the 2018 and 2019 tranches of the PCSU awards is estimated based on the Company's closing stock price at December 31, 2017. 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.
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 results of operations, financial condition or cash flows.

Escheat Audit

In 2013, Unisource was notified by the State of Delaware that it intended to examine the books and records of Unisource to determine compliance with Delaware escheat laws. Since that date, seven other states have joined with Delaware in the audit process, which is conducted by an outside firm on behalf of the states. In the third quarter of 2017, the Company recorded an estimated liability with respect to certain transactions in connection with the pending audit.

During the fourth quarter of 2017, the Company filed an election to convert the Delaware portion of the audit into a review under the State of Delaware’s Voluntary Disclosure Agreement Program (“VDA”).  Under the VDA, the Company will continue to identify source documents that support the historical treatment of the transactions at issue to determine the amount it believes is owed to Delaware.  Similarly, the Company will continue to identify source documents that support the historical treatment of the transactions under audit by the other participating states.

Based upon the information available to date, the Company recognized an estimated liability in 2017 of $7.5 million. The Company anticipates that it may take more than a year to complete the VDA and audit. Due to the inherent uncertainties with respect to the ultimate outcome of these matters, any updates to this estimate of loss could have a material impact on the Company's results of operations, financial condition or cash flows.
Segment Information
Segment Information
17. SEGMENT INFORMATION

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

Packaging – The Packaging segment provides standard as well as custom and comprehensive packaging solutions for customers based in North America and in key global markets. The business is strategically focused on higher growth industries including light industrial/general manufacturing, food 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.
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.

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 Corporate & Other for the periods presented:
(in millions)
Packaging
 
Facility Solutions
 
Print
 
Publishing
 
Total Reportable Segments
 
Corporate & Other
 
Total
Year Ended December 31, 2017
 
 
 
 
 
 
 
 
 
 
 
 
 
Net sales
$
3,157.8

 
$
1,309.7

 
$
2,793.7

 
$
958.0

 
$
8,219.2

 
$
145.5

 
$
8,364.7

Adjusted EBITDA
238.0

 
35.5

 
60.8

 
26.4

 
360.7

 
(184.3
)
 

Depreciation and amortization
15.9

 
6.0

 
10.4

 
1.5

 
33.8

 
20.4

 
54.2

Restructuring charges, net
6.1

 
2.3

 
8.0

 
0.0

 
16.4

 
0.3

 
16.7

Year Ended December 31, 2016
 
 
 
 
 
 
 
 
 
 
 
 
 
Net sales
2,854.2

 
1,271.6

 
3,047.4

 
1,033.6

 
8,206.8

 
119.8

 
8,326.6

Adjusted EBITDA
221.2

 
47.0

 
76.8

 
23.6

 
368.6

 
(176.4
)
 

Depreciation and amortization
12.4

 
5.9

 
12.4

 
3.1

 
33.8

 
20.9

 
54.7

Restructuring charges, net
4.6

 
2.3

 
5.2

 
0.1

 
12.2

 
0.2

 
12.4

Year Ended December 31, 2015
 
 
 
 
 
 
 
 
 
 
 
 
 
Net sales
2,829.9

 
1,289.3

 
3,271.8

 
1,215.5

 
8,606.5

 
111.2

 
8,717.7

Adjusted EBITDA
212.6

 
41.7

 
79.0

 
34.7

 
368.0

 
(186.0
)
 

Depreciation and amortization
14.4

 
7.1

 
13.5

 
3.1

 
38.1

 
18.8

 
56.9

Restructuring charges
3.8

 
2.5

 
3.6

 
0.0

 
9.9

 
1.4

 
11.3



The table below presents a reconciliation of income (loss) from operations before income taxes as reflected in the Consolidated Statements of Operations to Adjusted EBITDA for the reportable segments:
 
Year Ended December 31,
(in millions)
2017
 
2016
 
2015
Income (loss) before income taxes
$
(1.9
)
 
$
40.8

 
$
44.9

Interest expense, net
31.2

 
27.5

 
27.0

Depreciation and amortization
54.2

 
54.7

 
56.9

Restructuring charges, net
16.7

 
12.4

 
11.3

Stock-based compensation
15.7

 
8.3

 
3.8

LIFO reserve increase (decrease)
7.1

 
3.6

 
(7.3
)
Non-restructuring asset impairment charges
8.4

 
7.7

 
2.6

Non-restructuring severance charges
3.5

 
3.1

 
3.3

Non-restructuring pension charges
2.2

 
2.4

 

Acquisition and integration expenses
36.5

 
25.9

 
34.9

Fair value adjustment on Tax Receivable Agreement contingent liability
(9.4
)
 
4.9

 
1.9

Fair value adjustment on contingent consideration liability
2.0

 

 

Escheat audit contingent liability
7.5

 

 

Other
2.7

 
0.9

 
2.7

Adjustment for Corporate & Other
184.3

 
176.4

 
186.0

Adjusted EBITDA for reportable segments
$
360.7

 
$
368.6

 
$
368.0



The table below summarizes total assets as of December 31, 2017 and December 31, 2016:
(in millions)
December 31, 2017
 
December 31, 2016
Packaging
$
1,192.2

 
$
875.9

Facility Solutions
416.9

 
397.9

Print
801.8

 
874.1

Publishing
168.6

 
170.0

Corporate & Other
128.9

 
165.8

Total assets
$
2,708.4

 
$
2,483.7



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, 2017
 
December 31, 2016
(in millions)
2017
 
2016
 
2015
 
 
U.S.
$
7,510.9

 
$
7,552.3

 
$
7,961.3

 
$
300.6

 
$
333.8

Canada
682.0

 
631.2

 
628.9

 
36.7

 
35.0

Rest of world
171.8

 
143.1

 
127.5

 
2.9

 
3.0

Total
$
8,364.7

 
$
8,326.6

 
$
8,717.7

 
$
340.2

 
$
371.8


    
No single customer accounted for more than 5% of net sales for the years ended December 31, 2017, 2016 and 2015. During the year ended December 31, 2017, approximately 38% 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 2017 and 2016 are summarized below:
 
2017
 
Three Months Ended
(in millions, except per share data)
March 31
 
June 30
 
September 30
 
December 31
Net sales
$
1,994.6

 
$
2,028.9

 
$
2,116.8

 
$
2,224.4

Cost of products sold
1,629.3

 
1,660.5

 
1,736.6

 
1,820.2

Net income (loss)
(2.2
)
 
(9.1
)
 
(14.3
)
 
12.3

 
 
 
 
 
 
 
 
Weighted-average number of shares outstanding – basic
15.69
 
15.70
 
15.70
 
15.70
Weighted-average number of shares outstanding – diluted
15.69
 
15.70
 
15.70
 
15.98
 
 
 
 
 
 
 
 
Earnings (loss) per share (1):
 
 
 
 
 
 
 
Basic earnings (loss) per share
$
(0.14
)
 
$
(0.58
)
 
$
(0.91
)
 
$
0.78

 
 
 
 
 
 
 
 
Diluted earnings (loss) per share
(0.14
)
 
(0.58
)
 
(0.91
)
 
0.77

(1) See Note 13, Earning (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, 2017.
 
 
 
 
 
 
 
 
 
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.

See the table below for the quarterly breakdown of acquisition and integration expenses and restructuring charges, net:
 
2017
(in millions)
Three Months Ended
 
March 31
 
June 30
 
September 30
 
December 31
Acquisition and integration expenses
$
6.4

 
$
7.5

 
$
14.2

 
$
8.4

Restructuring charges, net
4.1

 
23.2

 
2.7

 
(13.3
)
 
 
 
 
 
 
 
 
 
2016
(in millions)
Three Months Ended
 
March 31
 
June 30
 
September 30
 
December 31
Acquisition and integration expenses
$
6.2

 
$
6.1

 
$
7.3

 
$
6.3

Restructuring charges, net
1.7

 
(0.3
)
 
5.8

 
5.2

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

The accompanying consolidated financial statements have been prepared in accordance with accounting principles generally accepted in the United States of America (“U.S. GAAP”) and include all of the Company’s subsidiaries. All significant intercompany transactions between Veritiv's businesses have been eliminated.
Use of Estimates

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

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 Statements of Operations and amounted to $3.0 billion, $3.0 billion and $3.3 billion for the years ended December 31, 2017, 2016 and 2015, 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, 2017, approximately 38% of the Company's purchases were made from ten suppliers.

Veritiv also enters into incentive agreements with certain of its customers, which are generally based on sales to these 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’ destinations.
Acquisition and Integration Expenses

Acquisition and integration expenses are expensed as incurred. Acquisition and integration expenses include internally dedicated integration management resources, retention compensation, information technology conversion costs, rebranding, professional services and other costs to integrate its businesses.
Accounts Receivable and Allowances

Accounts receivable are recognized net of allowances. 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

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 86% and 87% of inventories were valued using the LIFO method as of December 31, 2017 and 2016, respectively. If the first-in, first-out method had been used, total inventory balances would be increased by approximately $78.7 million and $71.3 million at December 31, 2017 and 2016, 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.
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.

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.

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 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 performed by completing a Step 0 test or electing to by-pass the Step 0 test and comparing the fair value of a reporting unit with its carrying value, including goodwill. The Step 0 test utilizes qualitative factors to determine whether it is more likely than not that the fair value of the reporting unit is less than its carrying value. Qualitative factors include: macroeconomic conditions; industry and market considerations; overall financial performance and cost factors to determine whether a reporting unit is at risk for goodwill impairment.

In the event a reporting unit fails the Step 0 goodwill impairment test, it is necessary to move forward with a comparison of the fair value of the reporting unit with its carrying value, including goodwill. If the 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, a goodwill impairment charge is recognized for the amount by which the carrying amount exceeds the reporting unit’s fair value; however, any loss recognized will not exceed the total amount of goodwill allocated to the reporting unit. See Note 4, Goodwill and Other Intangible Assets, for additional information related to the Company's goodwill.

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.
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

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 related to these plans and arrangements.
      
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. When a final determination of the withdrawal liability is received from the plan, the estimated charge is adjusted to the final amount determined by the plan.
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. Forfeitures are recognized when they occur.
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.

The Tax Act was signed into law on December 22, 2017 and makes broad and complex changes to the U.S. tax code. We recognized provisional estimates of the impact of the Tax Act in the year ended December 31, 2017. These provisional amounts may be adjusted during 2018 in accordance with the measurement period guidance outlined in Securities and Exchange Commission's Staff Accounting Bulletin No. 118. See Note 8, Income Taxes of the Notes to Consolidated Financial Statements for additional details regarding the Tax Act.
               
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.
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 values 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 the impacts of foreign currency translation adjustments on AOCL.

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 (income) expense, net in the Consolidated 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") 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 to leases that existed at the beginning of the earliest period presented and those entered into thereafter but prior to the effective date. A proposed ASU has been issued that would add the option for organizations to not provide comparative period financial statements and instead apply the transition requirements as of the effective date. The standard permits entities to elect a package of practical expedients which must be applied consistently to all leases that commenced prior to the effective date. If the package of practical expedients is elected, entities do not need to reassess: (i) whether expired or existing contracts contain leases; (ii) lease classification for any expired or existing leases; and (iii) initial direct costs for any existing leases. The guidance also allows entities to make certain policy elections under the new standard, including: (i) the use of hindsight to determine lease term and when assessing existing right of use assets for impairment; (ii) a policy to not record short-term leases on the balance sheet; and (iii) a policy to not separate lease and non-lease components.
 
January 1, 2019; early adoption is permitted
 
The Company is currently evaluating this standard and anticipates that its adoption will have a material impact on the Consolidated Financial Statements and related disclosures as it will result in recording substantially all operating leases on the balance sheet as a lease obligation and right of use asset. Lease software has been implemented that will better enable the Company to implement the standard. The Company currently anticipates electing to apply the package of practical expedients to all leases that commenced prior to the date of adoption. Based on the analysis performed to date, the Company anticipates making a policy election to not include short-term leases on the Consolidated Balance Sheets and to separate lease and non-lease components. The Company currently does not anticipate making a policy election to use hindsight to determine lease term. The assessment is ongoing and the preliminary conclusions are subject to change. At this time the Company is unable to quantify the impact that the adoption of this standard will have on the Consolidated Financial Statements and related disclosures. The Company currently plans to adopt this ASU on January 1, 2019.
 
 
 
 
 
 
 
Recently Issued Accounting Standards Not Yet Adopted (continued)
 
 
 
 
Standard
 
Description
 
Effective Date
 
Effect on the Financial Statements or Other Significant Matters
ASU 2016-13, Financial Instruments-Credit Losses (Topic 326)
 
The standard will replace the currently required incurred loss impairment methodology with guidance that reflects expected credit losses and requires consideration of a broader range of reasonable and supportable information to be considered in making credit loss estimates. The guidance requires application on a modified retrospective basis. Other application requirements exist for specific assets impacted by a more-than-insignificant credit deterioration since origination.
 
January 1, 2020; early adoption is permitted for fiscal years beginning after December 15, 2018
 
The Company is currently evaluating the impact this ASU will have on its Consolidated Financial Statements and related disclosures. The Company currently plans to adopt this ASU on January 1, 2020.
ASU 2018-02, Income Statement-Reporting Comprehensive Income (Topic 220)
 
The standard allows companies to reclassify the effect of the change in tax laws and rates on deferred tax assets and liabilities as part of the Tax Act from accumulated other comprehensive income (loss) to retained earnings. The guidance is to be applied to each period in which the effect of the Tax Act (or portion thereof) is recorded and companies may apply it either (1) retrospectively as of the date of enactment or (2) as of the beginning of the period of adoption.
 
January 1, 2019; early adoption is permitted.
 
The Company is currently evaluating early adoption and the impact this ASU will have on its Consolidated Financial Statements and related disclosures.



Recently Adopted Accounting Standards
Standard
 
Description
 
Effective Date
 
Effect on the Financial Statements or Other Significant Matters
ASU 2014-09, Revenue from Contracts with Customers (Topic 606)

 
The standard replaces previous revenue recognition standards and significantly expands 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 Company adopted this ASU on January 1, 2018 applying the modified retrospective method. Focus areas were customer rebates, accounting for customer dedicated inventory and principal/agent considerations. The adoption did not materially impact the Company's Financial Statements and is not expected to have a material impact on future financial results as the adoption did not change the recognition pattern for the Company's existing revenue streams. The Company implemented new internal controls related to contract reviews and revenue recognition disclosures. Additional disclosures will be made as needed in future reports as a result of the adoption in 2018.
 
 
 
 
 
 
 
Recently Adopted Accounting Standards (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 adopted this ASU on January 1, 2018. The adoption did not materially impact the Company's historical Consolidated Financial Statements or related disclosures. Impacts to future results and disclosures will be dependent upon the presence of any items noted in the standard.
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 adopted 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 adopted this ASU on January 1, 2018. The adoption did not materially impact its historical Consolidated Financial Statements or related disclosures.

ASU 2015-11, Inventory - Simplifying the Measurement of Inventory (Topic 330)
 
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 years ended December 31, 2017 and 2016, approximately 86% and 87% of the inventory balances were measured using LIFO, respectively.
 
 
 
 
 
 
 
Recently Adopted Accounting Standards (continued)
 
 
 
 
Standard
 
Description
 
Effective Date
 
Effect on the Financial Statements or Other Significant Matters
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.
ASU 2017-09, Compensation - Stock Compensation (Topic 718)
 
The standard clarifies the changes to the terms and conditions of a share-based payment award that require an entity to apply modification accounting. The guidance requires application on a prospective basis.
 
January 1, 2018; early adoption is permitted
 
The Company adopted this ASU on April 1, 2017. The adoption did not materially impact its Consolidated Financial Statements or related disclosures. Impacts to future results and disclosures will be dependent upon the presence of any items noted in the standard.
Business and Summary of Significant Accounting Policies (Tables)
The components of the accounts receivable allowances were as follows:
 
Year Ended December 31,
(in millions)
2017
 
2016
Allowance for doubtful accounts
$
32.4

 
$
23.7

Other allowances
11.6

 
10.8

Total accounts receivable allowances
$
44.0

 
$
34.5

Below is a rollforward of the Company's accounts receivable allowances for the years ended December 31, 2017, 2016 and 2015:            

Year Ended December 31,
(in millions)
2017

2016

2015
Beginning balance, January 1
$
34.5

 
$
33.3

 
$
39.0

Add / (Deduct):
 
 
 
 
 
Provision for bad debt expense
15.9

 
2.2

 
7.4

Net write-offs and recoveries
(7.7
)
 
(6.7
)
 
(13.1
)
Other adjustments(1)
1.3

 
5.7

 

Ending balance, December 31
$
44.0

 
$
34.5

 
$
33.3

(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, and may include accounts receivable allowances recorded in connection with acquisitions. 2015 amounts were not material.

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 (including financing obligations with related party)
3 to 15 years
Internal use software
3 to 5 years
The components of property and equipment, net were as follows:
(in millions)
December 31,
 
December 31,
2017
 
2016
Land, buildings and improvements
$
106.6

 
$
132.0

Machinery and equipment
145.3

 
131.1

Equipment capital leases and assets related to financing obligations (including financing obligations with related party)
233.3

 
215.5

Internal use software
159.2

 
151.0

Construction-in-progress
10.4

 
35.0

Less: Accumulated depreciation and software amortization
(314.6
)
 
(292.8
)
Property and equipment, net
$
340.2

 
$
371.8

Additional property and equipment information is as follows:
 
Year Ended December 31,
(in millions)
2017
 
2016
 
2015
Depreciation expense (1)
$
33.5

 
$
33.8

 
$
32.6

Amortization expense - internal use software
16.5

 
17.5

 
18.4

Depreciation and amortization expense related to property and equipment
$
50.0

 
$
51.3

 
$
51.0

 
 
 
 
 
 
Accumulated depreciation on equipment capital leases and assets related to financing obligations (including financing obligations with related party)
$
35.6

 
$
29.7

 
 
Unamortized internal use software costs, including amounts recorded in CIP
$
37.6

 
$
43.9

 
 
(1) Includes the depreciation expense for equipment capital leases and assets related to financing obligations (including financing obligations with
related party).
2017 Acquisition (Tables)
Preliminary estimated purchase price:
 
(in millions)
Cash consideration
$
112.0

Loan pay-off
34.3

Contingent consideration
22.2

Other
1.3

Total preliminary estimated purchase price
$
169.8

See Note 11, Fair Value Measurements, for additional information related to the fair value of the contingent consideration related to the earn-out.    
    
Preliminary allocation:
 
(in millions)
Cash
$
1.5

Accounts receivable
30.4

Inventories
38.5

Other current assets
5.7

Property and equipment
3.5

Goodwill
55.5

Other intangible assets
49.0

Other non-current assets
1.4

Accounts payable
(12.4
)
Other current liabilities
(2.7
)
Other non-current liabilities
(0.6
)
Total preliminary estimated purchase price
$
169.8

Accordingly, the unaudited pro forma financial information is not necessarily indicative of the results of operations as they would have been had the transaction been effected on the assumed date, nor is it necessarily an indication of future operating results.

(Unaudited)
Year Ended December 31,
(in millions, except share and per share data)
2017
 
2016
Net sales
$
8,527.6

 
$
8,548.2

Net income (loss)
(7.2
)
 
14.1

Earnings (loss) per share:
 
 
 
Basic earnings (loss) per share
$
(0.46
)
 
$
0.88

Diluted earnings (loss) per share
$
(0.46
)
 
$
0.87

Weighted-average shares outstanding
 
 
 
Basic
15.70

 
15.97

Diluted
15.70

 
16.15

Acquisition, Integration and Restructuring Charges (Tables)
The following table summarizes the components of acquisition and integration expenses:

 
 
Year Ended December 31,
(in millions)
 
2017
 
2016
 
2015
Integration management
 
$
14.5

 
$
8.3

 
$

Retention compensation
 
0.2

 
2.5

 
10.8

Information technology conversion costs
 
8.8

 
6.3

 
7.4

Rebranding
 
0.5

 
2.4

 
6.1

Legal, consulting and other professional fees
 
1.5

 
2.3

 
7.8

Other
 
3.0

 
4.1

 
2.8

AAC acquisition and integration
 
8.0

 

 

     Total acquisition and integration expenses
 
$
36.5

 
$
25.9

 
$
34.9

The following is a summary of the Company's restructuring liability activity for the periods presented:     
(in millions)
Severance and Related Costs
 
Other Direct Costs
 
Total
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

Costs incurred
7.5

 
33.6

 
41.1

Payments
(4.9
)
 
(16.4
)
 
(21.3
)
Balance at December 31, 2017
$
4.4

 
$
25.2

 
$
29.6

The following table presents a summary of restructuring charges, net, related to active restructuring initiatives that were incurred during the last three fiscal years and the cumulative recorded amounts since the initiative began:
(in millions)
Severance and Related Costs
 
Other Direct Costs
 
Gain on Sale of Assets and Other
 
Total
2017
$
7.5

 
$
33.6

 
$
(24.4
)
 
$
16.7

2016
3.5

 
11.0

 
(2.1
)
 
12.4

2015
4.3

 
2.9

 
4.1

 
11.3

Cumulative
20.0

 
47.9

 
(22.4
)
 
45.5

See the table below for a summary of the net withdrawal charges for the respective years ended December 31:
 
Year Ended December 31,
(in millions)
Restructuring charges, net
 
Distribution expenses
 
Total Net Charges
2017
$
17.4

 
$
2.1

 
$
19.5

2016
7.5

 
2.3

 
9.8

See the table below for a summary of the net charges and the year-end balance sheet liability positions for the respective years ended December 31:


Year Ended December 31,
(in millions)
Restructuring charges, net
 
Distribution expenses
 
Total Net Charges
2017
$
17.4

 
$
2.1

 
$
19.5

2016
7.5

 
2.3

 
9.8

 
 
 
 
 
 
 
At December 31,
 
 
 
 
 
 
 
 
(in millions)
Other accrued liabilities
 
Other non-current liabilities
 
 
2017
$
0.7

 
$
27.2

 
 
2016
0.0

 
9.8

 
 
See the table below for the quarterly breakdown of acquisition and integration expenses and restructuring charges, net:
 
2017
(in millions)
Three Months Ended
 
March 31
 
June 30
 
September 30
 
December 31
Acquisition and integration expenses
$
6.4

 
$
7.5

 
$
14.2

 
$
8.4

Restructuring charges, net
4.1

 
23.2

 
2.7

 
(13.3
)
 
 
 
 
 
 
 
 
 
2016
(in millions)
Three Months Ended
 
March 31
 
June 30
 
September 30
 
December 31
Acquisition and integration expenses
$
6.2

 
$
6.1

 
$
7.3

 
$
6.3

Restructuring charges, net
1.7

 
(0.3
)
 
5.8

 
5.2

Goodwill and Other Intangible Assets (Tables)
The following table sets forth the changes in the carrying amount of goodwill during 2017 and 2016:
(in millions)
Packaging
 
Facility Solutions
 
Print
 
Publishing
 
Corporate & Other
 
Total
Balance at December 31, 2015:
 
 
 
 
 
 
 
 
 
 
 
   Goodwill
$
44.1

 
$
59.0

 
$
265.4

 
$
50.5

 
$
6.1

 
$
425.1

   Accumulated impairment losses

 
(59.0
)
 
(265.4
)
 
(50.5
)
 

 
(374.9
)
      Net goodwill 2015
44.1

 

 

 

 
6.1

 
50.2

2016 Activity:
 
 
 
 
 
 
 
 
 
 
 
   Goodwill acquired

 

 

 

 

 

   Impairment of goodwill

 

 

 

 

 

Balance at December 31, 2016:
 
 
 
 

 

 

 

   Goodwill
44.1

 
59.0

 
265.4

 
50.5

 
6.1

 
425.1

   Accumulated impairment losses

 
(59.0
)
 
(265.4
)
 
(50.5
)
 

 
(374.9
)
      Net goodwill 2016
44.1

 

 

 

 
6.1

 
50.2

2017 Activity:
 
 
 
 
 
 
 
 
 
 
 
   Goodwill acquired
55.5

 

 

 

 

 
55.5

   Impairment of goodwill

 

 

 

 
(6.1
)
 
(6.1
)
Balance at December 31, 2017:
 
 
 
 
 
 
 
 
 
 
 
   Goodwill
99.6

 
59.0

 
265.4

 
50.5

 
6.1

 
480.6

   Accumulated impairment losses

 
(59.0
)
 
(265.4
)
 
(50.5
)
 
(6.1
)
 
(381.0
)
      Net goodwill 2017
$
99.6

 
$

 
$

 
$

 
$

 
$
99.6

The components of the Company's other intangible assets were as follows:
 
December 31, 2017
 
December 31, 2016
(in millions)
Gross Carrying Amount
 
Accumulated Amortization
 
Net
 
Gross Carrying Amount
 
Accumulated Amortization
 
Net
Customer relationships
$
67.7

 
$
6.1

 
$
61.6

 
$
23.6

 
$
4.0

 
$
19.6

Trademarks/Trade names
3.8

 
2.3

 
1.5

 
2.7

 
1.3

 
1.4

Non-compete agreements
1.5

 
0.5

 
1.0

 

 

 

Total
$
73.0

 
$
8.9

 
$
64.1

 
$
26.3

 
$
5.3

 
$
21.0

Preliminary allocated values from the AAC acquisition are as follows:
 
Gross Value (in millions)
 
Estimated Useful Life (in years)
Customer relationships
$
46.4

 
14.0
Trademarks/Trade names
1.1

 
1.0
Non-compete agreements
1.5

 
1.0
Total identifiable intangible assets acquired
$
49.0

 
 
The estimated aggregate amortization expense for each of the five succeeding years is as follows (in millions):
Year
 
Total
2018
 
$
6.7

2019
 
4.8

2020
 
4.8

2021
 
4.8

2022
 
4.8

Debt and Other Obligations (Tables)
The Company's long-term financing obligations were as follows:
(in millions)
December 31, 2017
 
December 31, 2016
Obligations to related party
$
162.3

 
$
191.0

Obligations - other financing
27.1

 

Total financing obligations
189.4

 
191.0

Less: current portion of financing obligations
(7.8
)
 
(14.9
)
Financing obligations, less current portion
$
181.6

 
$
176.1

The Company's long-term debt obligations were as follows:
(in millions)
December 31, 2017
 
December 31, 2016
Asset-Based Lending Facility (the "ABL Facility")
$
897.7

 
$
726.9

Equipment capital lease and other obligations
13.5

 
25.2

Total debt
911.2

 
752.1

Less: current maturities of long-term debt
(2.9
)
 
(2.9
)
Long-term debt, net of current maturities
$
908.3

 
$
749.2

See the table below for the non-cash effects of the derecognition of (i) the property and equipment and (ii) the corresponding financing obligation:
 
Year Ended December 31,
(in millions, except number of agreements)
2017
 
2016
 
Total
 
 
 
 
 
 
Property and equipment
$
14.6

 
$
3.7

 
$
18.3

Financing obligations
15.2

 
8.4

 
23.6

Number of terminated property agreements
8

 
3

 
11

Leases (Tables)
Schedule of Future Minimum Payments for Operating and Capital Leases
Future minimum lease payments at December 31, 2017 were as follows:
 
Financing Obligations and Equipment Capital Leases (1)
 
Operating Leases
(in millions)
 
Lease Obligations
 
Sublease Income
 
Total
2018
$
12.8

 
$
94.3

 
$
(0.2
)
 
$
94.1

2019
5.0

 
80.3

 
(0.2
)
 
80.1

2020
4.6

 
70.4

 

 
70.4

2021
4.0

 
57.7

 

 
57.7

2022
3.8

 
45.8

 

 
45.8

Thereafter
22.4

 
135.6

 

 
135.6

 
52.6

 
484.1

 
(0.4
)
 
483.7

Amount representing interest
(12.5
)
 

 

 

Total future minimum lease payments
$
40.1

 
$
484.1

 
$
(0.4
)
 
$
483.7


(1) Amounts shown include the financing obligations to related party.

Income Taxes (Tables)
The domestic (United States) and foreign components of the Company's income (loss) before income taxes were as follows:
 
Year Ended December 31,
(in millions)
2017
 
2016
 
2015
Domestic (United States)
$
(18.0
)
 
$
27.6

 
$
46.6

Foreign
16.1

 
13.2

 
(1.7
)
Income (loss) before income taxes
$
(1.9
)
 
$
40.8

 
$
44.9

Income tax expense (benefit) in the Consolidated Statements of Operations consisted of the following:
 
Year Ended December 31,
(in millions)
2017
 
2016
 
2015
Current Provision:
 
 
 
 
 
U.S. Federal
$
4.8

 
$
3.6

 
$

U.S. State
1.5

 
1.5

 
1.7

Foreign
3.2

 
3.6

 
1.6

Total current income tax expense
$
9.5

 
$
8.7

 
$
3.3

 
 
 
 
 
 
Deferred, net:
 
 
 
 
 
U.S. Federal
$
16.3

 
$
9.6

 
$
14.8

U.S. State
(2.7
)
 
1.9

 
0.5

Foreign
(11.7
)
 
(0.4
)
 
(0.4
)
Total deferred, net
$
1.9

 
$
11.1

 
$
14.9

Provision for income tax expense (benefit)
$
11.4

 
$
19.8

 
$
18.2

Reconciliation between the federal statutory rate and the effective tax rate is as follows (see Note 9, Related Party Transactions for additional information related to the Tax Receivable Agreement):
 
Year Ended December 31,
(in millions)
2017
 
2016
 
2015
Income (loss) before income taxes
$
(1.9
)
 
$
40.8

 
$
44.9

Statutory U.S. income tax rate
35.0
 %
 
35.0
%
 
35.0
%
Tax expense using statutory U.S. income tax rate
$
(0.7
)
 
$
14.3

 
$
15.7

Foreign income tax rate differential
(1.4
)
 
(1.1
)
 
0.2

State tax (net of federal benefit)
(0.5
)
 
2.8

 
1.6

Non-deductible expenses
2.2

 
2.3

 
1.5

Tax Receivable Agreement (a)
(3.8
)
 
1.6

 
0.7

Tax credits (b)
(4.0
)
 

 

Foreign exchange loss (c)

 

 
(1.2
)
Impact of U.S. Tax Act (Federal and State)
30.2

 

 

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

 

 
(0.8
)
Change in valuation allowance - Foreign
(13.7
)
 
(0.5
)
 
1.7

Goodwill impairment
2.1

 

 
0.7

Foreign taxes
0.7

 
0.5

 
0.1

Other (e)
0.3

 
(0.1
)
 
(2.0
)
Income tax provision (benefit)
$
11.4

 
$
19.8

 
$
18.2

Effective income tax rate
(600.0
)%
 
48.5
%
 
40.5
%

(a) Includes a $4.7 million tax rate benefit for the federal tax rate change as part of the Tax Act and a $0.9 million tax rate increase for other fair value changes in 2017.
(b) Includes a $3.1 million benefit for credits related to foreign taxes and research and experimentation activities recognized in conjunction with the third quarter of 2017 filing of Veritiv’s 2016 U.S. federal tax return and amended 2015 and 2014 U.S. federal tax returns.
(c) Recognition of a 2015 U.S. tax benefit with respect to a foreign exchange loss on the capitalization of an intercompany loan with the Company's Canadian subsidiary.
(d) Increase in Section 382 limitation resulting from recognition of 2015 built-in gains.
(e) In 2015, Other primarily relates to tax benefits related to uncertain tax positions, taxes allocated to comprehensive income, adjustments for prior year tax matters and fuel tax credits.

Deferred income tax assets and liabilities as of December 31, 2017 and 2016 were as follows:
 
December 31, 2017
 
December 31, 2016
(in millions)
U.S.
 
Non-U.S.
 
U.S.
 
Non-U.S.
Deferred income tax assets:
 
 
 
 
 
 
 
Accrued compensation
$
11.6

 
$
0.2

 
$
17.7

 
$
0.1

Financing obligations to related party
47.3

 
0.8

 
77.5

 
0.8

Goodwill and other intangibles, net
1.9

 

 
4.6

 

Long-term compensation
21.3

 
4.1

 
21.2

 
3.8

Net operating losses and credit carryforwards
44.9

 
11.8

 
74.1

 
13.6

Allowance for doubtful accounts
10.0

 
0.1

 
11.9

 

Other
5.6

 
0.6

 
3.5

 
0.8

Gross deferred income tax assets
142.6

 
17.6

 
210.5

 
19.1

Less valuation allowance
(4.7
)
 
(3.6
)
 
(6.5
)
 
(18.1
)
Total deferred tax asset
137.9

 
14.0

 
204.0

 
1.0

Deferred income tax liabilities:
 
 
 
 
 
 
 
Property and equipment, net
(54.2
)
 

 
(86.7
)
 

Inventory reserve
(33.5
)
 

 
(48.2
)
 

Other
(4.6
)
 

 
(8.3
)
 

Total deferred tax liability
(92.3
)
 

 
(143.2
)
 

Net deferred income tax asset
$
45.6

 
$
14.0

 
$
60.8

 
$
1.0

Deferred income tax asset valuation allowance is as follows:
(in millions)
U.S.
 
Non-U.S.
 
Total
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

Additions

 
0.2

 
0.2

Subtractions (a)
(1.8
)
 
(16.0
)
 
(17.8
)
Currency translation adjustments

 
1.3

 
1.3

Balance at December 31, 2017
$
4.7

 
$
3.6

 
$
8.3


(a) Includes a $13.4 million benefit for release of the valuation allowance against net deferred tax assets in Canada reflecting the Company’s cumulative recent income and improved expectation of future taxable income.
Related Party Transactions (Tables)
Schedule of Related Party Transactions
The following table summarizes the financial impact of these related party transactions with Georgia Pacific:

 
 
Year Ended December 31,
(in millions)
 
2017
 
2016
 
2015
Sales to Georgia-Pacific, reflected in net sales
 
$
32.2

 
$
35.6

 
$
33.6

Purchases of inventory from Georgia-Pacific, recognized in cost of products sold
 
$
181.6

 
$
224.9

 
$
264.7

 
 
 
 
 
 
 
Inventories purchased from Georgia-Pacific that remained on Veritiv's balance sheet
 
$
22.7

 
$
24.8

 
 
Related party payable to Georgia-Pacific
 
$
8.5

 
$
9.0

 
 
Related party receivable from Georgia-Pacific
 
$
3.3

 
$
3.9

 
 
Employee Benefit Plans (Tables)
The liabilities associated with these plans are summarized in the table below.
Deferred Compensation Liability
 
 
 
 
 
 
 
 
 
(in millions)
 
December 31, 2017
 
December 31, 2016
Other accrued liabilities
 
$
2.6

 
$
2.7

Other non-current liabilities
 
23.7

 
21.6

Total liabilities
 
$
26.3

 
$
24.3

The following table provides information about Veritiv's U.S. and Canadian defined benefit pension and SERP plans:
 
Year Ended December 31,
 
2017

2016
(in millions)
U.S.

Canada

U.S.

Canada
Accumulated benefit obligation, end of year
$
91.0

 
$
83.2

 
$
89.7

 
$
71.9


 
 
 
 
 
 
 
Change in projected benefit obligation:
 
 
 
 
 
 
 
Benefit obligation, beginning of year
$
89.7

 
$
79.0

 
$
89.0

 
$
76.0

Service cost
0.8

 
0.3

 
0.7

 
0.3

Interest cost
2.7

 
2.7

 
3.4

 
3.1

Actuarial (gain) loss
3.3

 
6.1

 

 
2.2

Benefits paid
(5.5
)
 
(3.9
)
 
(3.4
)
 
(4.8
)
Foreign exchange adjustments

 
5.8

 

 
2.2

Projected benefit obligation, end of year
$
91.0

 
$
90.0

 
$
89.7

 
$
79.0


 
 
 
 
 
 
 
Change in plan assets:
 
 
 
 
 
 
 
Plan assets, beginning of year
$
75.9

 
$
64.9

 
$
74.4

 
$
61.6

Employer contributions

 
3.1

 

 
3.1

Investment returns
12.0

 
6.0

 
5.9

 
3.1

Benefits paid
(5.5
)
 
(3.9
)
 
(3.4
)
 
(4.8
)
Administrative expenses paid
(1.0
)
 

 
(1.0
)
 

Foreign exchange adjustments

 
4.8

 

 
1.9

Plan assets, end of year
$
81.4

 
$
74.9

 
$
75.9

 
$
64.9

Underfunded status, end of year
$
(9.6
)
 
$
(15.1
)
 
$
(13.8
)
 
$
(14.1
)
 
Year Ended December 31,
 
2017

2016
(in millions)
U.S.

Canada

U.S.

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

 
$
0.2

 
$
0.1

 
$
0.2

Defined benefit pension obligations
9.5

 
14.9

 
13.7

 
13.9

Net liability recognized
$
9.6

 
$
15.1

 
$
13.8

 
$
14.1


 
Year Ended December 31,
 
2017

2016
(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
$
3.2

 
$
6.1

 
$
5.7

 
$
3.4

Total net periodic benefit cost associated with the defined benefit pension and SERP plans is summarized below:
 
Year Ended December 31,
 
2017

2016
 
2015
(in millions)
U.S.
 
Canada
 
U.S.
 
Canada
 
U.S.
 
Canada
Components of net periodic benefit cost (credit):
 
 
 
 
 
 
 
 
 
 
 
Service cost
$
2.0

 
$
0.3

 
$
1.7

 
$
0.3

 
$
1.6

 
$
0.2

Interest cost
2.7

 
2.7

 
3.4

 
3.1

 
3.2

 
3.2

Expected return on plan assets
(5.1
)
 
(3.7
)
 
(5.0
)
 
(3.5
)
 
(5.2
)
 
(3.3
)
Amortization of net loss
0.1

 
0.2

 
0.1

 
0.2

 

 

Net periodic benefit cost (credit)
$
(0.3
)
 
$
(0.5
)
 
$
0.2

 
$
0.1

 
$
(0.4
)
 
$
0.1

 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Changes to funded status recognized in other comprehensive (income) loss:
 
 
 
 
 
 
 
 
 
 
 
Net loss (gain) during year, net of tax
$
(2.5
)
 
$
2.7

 
$
(0.5
)
 
$
2.2

 
$
1.0

 
$
(1.0
)
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, 2017
 
 
 
 
 
 
 
(in millions)
Total
 
Level 1
 
Level 2
 
Level 3
Investments – U.S.:
 
 
 
 
 
 
 
Equity securities
$
56.8

 
$
56.8

 
$

 
$

Fixed income securities
24.3

 
24.3

 

 

Cash and short-term securities
0.3

 
0.3

 

 

Total
$
81.4

 
$
81.4

 
$

 
$


As of December 31, 2017
 
 
 
 
 
 
 
(in millions)
Total
 
Level 1
 
Level 2
 
Level 3
Investments – Canada:
 
 
 
 
 
 
 
Cash and short-term securities
$
0.1

 
$
0.1

 
$

 
$

Investments measured at NAV:
 
 
 
 
 
 
 
   Equity securities
49.2

 
 
 
 
 
 
   Fixed income securities
25.6

 
 
 
 
 
 
Total
$
74.9

 
$
0.1

 
$

 
$


    
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

 
$

 
$

The weighted-average asset allocations of invested assets within Veritiv’s defined benefit pension plans were as follows:
As of December 31, 2017
 
 
 
 
Asset Allocation Range
(in millions)
U.S.
 
Canada
 
U.S.
 
Canada
Equity securities
$
56.8

 
$
49.2

 
55 - 75%
 
50 - 70%
Fixed income securities
24.3

 
25.6

 
20 - 40%
 
30 - 50%
Cash and short-term securities
0.3

 
0.1

 
0 - 10%
 
0 - 5%
Total
$
81.4

 
$
74.9

 
 
 
 

    
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

 
 
 
 
The following table presents significant weighted-average assumptions used in computing the benefit obligations:
 
December 31,
 
2017

2016
 
U.S.
 
Canada
 
U.S.
 
Canada
Discount rate
3.33
%
 
3.40
%
 
3.76
%
 
3.85
%
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,
 
2017
 
2016
 
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
%
Expected long-term rate of return on assets
7.15
%
 
5.50
%
 
7.15
%
 
5.50
%
Future benefit payments under the defined benefit pension and SERP plans are estimated as follows:
(in millions)
U.S.
 
Canada
2018
$
9.6

 
$
2.8

2019
5.7

 
2.9

2020
5.4

 
3.0

2021
5.6

 
3.2

2022
5.5

 
3.4

2023-2027
27.7

 
20.1

The following table presents a summary of restructuring charges, net, related to active restructuring initiatives that were incurred during the last three fiscal years and the cumulative recorded amounts since the initiative began:
(in millions)
Severance and Related Costs
 
Other Direct Costs
 
Gain on Sale of Assets and Other
 
Total
2017
$
7.5

 
$
33.6

 
$
(24.4
)
 
$
16.7

2016
3.5

 
11.0

 
(2.1
)
 
12.4

2015
4.3

 
2.9

 
4.1

 
11.3

Cumulative
20.0

 
47.9

 
(22.4
)
 
45.5

See the table below for a summary of the net withdrawal charges for the respective years ended December 31:
 
Year Ended December 31,
(in millions)
Restructuring charges, net
 
Distribution expenses
 
Total Net Charges
2017
$
17.4

 
$
2.1

 
$
19.5

2016
7.5

 
2.3

 
9.8

See the table below for a summary of the net charges and the year-end balance sheet liability positions for the respective years ended December 31:


Year Ended December 31,
(in millions)
Restructuring charges, net
 
Distribution expenses
 
Total Net Charges
2017
$
17.4

 
$
2.1

 
$
19.5

2016
7.5

 
2.3

 
9.8

 
 
 
 
 
 
 
At December 31,
 
 
 
 
 
 
 
 
(in millions)
Other accrued liabilities
 
Other non-current liabilities
 
 
2017
$
0.7

 
$
27.2

 
 
2016
0.0

 
9.8

 
 
See the table below for the quarterly breakdown of acquisition and integration expenses and restructuring charges, net:
 
2017
(in millions)
Three Months Ended
 
March 31
 
June 30
 
September 30
 
December 31
Acquisition and integration expenses
$
6.4

 
$
7.5

 
$
14.2

 
$
8.4

Restructuring charges, net
4.1

 
23.2

 
2.7

 
(13.3
)
 
 
 
 
 
 
 
 
 
2016
(in millions)
Three Months Ended
 
March 31
 
June 30
 
September 30
 
December 31
Acquisition and integration expenses
$
6.2

 
$
6.1

 
$
7.3

 
$
6.3

Restructuring charges, net
1.7

 
(0.3
)
 
5.8

 
5.2

Veritiv’s participation in the multi-employer plans for the year ended December 31, 2017 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 2017. 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). Contributions in the table below, for the year ended December 31, 2017 exclude $1.4 million related to payments made for accrued withdrawal liabilities.

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)
 
 
 
2017
 
2016
 
2015
 
 
Western Conference of Teamsters Pension Trust Fund (1)
916145047/001
 
Green
 
No
 
$
1.6

 
$
1.7

 
$
1.7

 
No
 
7/31/2017 - 10/31/2020
Central States, Southeast & Southwest Areas Pension Fund (2)
366044243/001
 
Red
 
Implemented
 
0.2

 
0.3

 
0.4

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

 
0.4

 
0.4

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

 

 
0.1

 
Yes
 
Exited during 2016
New England Teamsters & Trucking Industry Pension
046372430/001
 
Red
 
Implemented
 
0.4

 
0.5

 
0.4

 
Yes
 
Exited during 2017
Western Pennsylvania Teamsters and Employers Pension Plan
256029946/001
 
Red
 
Implemented
 
0.3

 
0.3

 
0.3

 
Yes
 
3/31/2019 & 3/31/2020
Contributions for individually significant plans
 
 
 
 
 
 
2.9

 
3.2

 
3.3

 
 
 
 
Contributions to other multi-employer plans
 
 
 
 
 
 
0.6

 
0.5

 
0.6

 
 
 
 
Total contributions
 
 
 
 
 
 
$
3.5

 
$
3.7

 
$
3.9

 
 
 
 
(1) As of December 31, 2017, there were 11 collective bargaining units participating in the Western Conference of Teamsters Pension Trust. As of December 31, 2017, one was then in negotiations.
(2) As of December 31, 2017, there was one collective bargaining unit participating in the Central States, Southeast & Southwest Areas Pension Fund. As of December 31, 2017, it was not then in negotiations.

Fair Value Measurements (Tables)
The following table provides a reconciliation of the beginning and ending balance of the Tax Receivable Agreement ("TRA") contingent liability for the year ended December 31, 2017:    
(in millions)
 
TRA Contingent Liability
Balance at December 31, 2015
 
$
63.0

Change in fair value adjustment recorded in other (income) expense, net
 
4.9

Balance at December 31, 2016
 
67.9

Change in fair value adjustment recorded in other (income) expense, net (a)
 
(9.4
)
Principal payments
 
(8.5
)
Balance at December 31, 2017
 
$
50.0


(a) The Tax Act lowered the U.S. federal corporate tax rate to 21%, which resulted in a fair value reduction of $13.5 million included in the 2017 fair value change in the table above.
The following table provides a reconciliation of the beginning and ending balance of the AAC contingent liability for the year ended December 31, 2017:    
(in millions)
 
AAC Contingent Liability
Balance at August 31, 2017
 
$
30.0

Purchase accounting adjustment
 
(7.8
)
Adjusted purchase price
 
22.2

Change in fair value adjustment recorded in other (income) expense, net
 
2.0

Balance at December 31, 2017
 
$
24.2

Supplementary Financial Statement Information (Tables)
The components of other current assets were as follows:
(in millions)
December 31,
 
December 31,
2017
 
2016
Rebates receivable
$
61.1

 
$
62.3

Prepaid expenses
33.8

 
26.1

Other
38.6

 
30.5

Other current assets
$
133.5

 
$
118.9

The components of other non-current assets were as follows:
(in millions)
December 31,
 
December 31,
2017
 
2016
Deferred financing costs
$
9.3

 
$
11.9

Investments in real estate joint ventures
6.4

 
6.0

Below market leasehold agreements
4.7

 
4.7

Other
10.4

 
7.7

Other non-current assets
$
30.8

 
$
30.3

The components of accrued payroll and benefits were as follows:
(in millions)
December 31,
 
December 31,
2017
 
2016
Accrued payroll and related taxes
$
18.0

 
$
26.0

Accrued commissions
23.2

 
21.8

Accrued incentive plans
28.7

 
33.1

Other
3.6

 
3.5

Accrued payroll and benefits
$
73.5

 
$
84.4

The components of other accrued liabilities were as follows:
(in millions)
December 31,
 
December 31,
2017
 
2016
Accrued taxes
$
12.1

 
$
9.1

Accrued customer incentives
25.1

 
23.3

Accrued freight
16.0

 
13.9

Accrued professional fees
6.7

 
7.3

Tax Receivable Agreement contingent liability
9.9

 
8.5

AAC contingent liability and working capital adjustment
18.4

 

Other
46.4

 
40.4

Other accrued liabilities
$
134.6

 
$
102.5

The components of other non-current liabilities were as follows:
(in millions)
December 31,
 
December 31,
2017
 
2016
Tax Receivable Agreement contingent liability
$
40.1

 
$
59.4

AAC contingent liability
7.1

 

Deferred compensation
23.7

 
21.6

Straight-line rent
17.5

 
15.7

Above market leasehold agreements
2.1

 
3.1

Other, including multi-employer pension plan withdrawals
46.5

 
21.4

Other non-current liabilities
$
137.0

 
$
121.2

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, except per share data)
2017
 
2016
 
2015
Numerator:
 
 
 
 
 
Net income (loss)
$
(13.3
)
 
$
21.0

 
$
26.7

 
 
 
 
 
 
Denominator:
 
 
 
 
 
Weighted-average number of shares outstanding – basic
15.70

 
15.97

 
16.00

Weighted-average number of shares outstanding – diluted
15.70

 
16.15

 
16.00

 
 
 
 
 
 
Earnings (loss) per share:
 
 
 
 
 
Basic earnings (loss) per share
$
(0.85
)
 
$
1.31

 
$
1.67

Diluted earnings (loss) per share
$
(0.85
)
 
$
1.30

 
$
1.67

 
 
 
 
 
 
Antidilutive stock-based awards excluded from computation of diluted earnings per share
0.80

 
0.06

 
0.10

Performance stock-based awards excluded from computation of diluted earnings per share because performance conditions had not been met
0.30

 
0.20

 
0.16

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, 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
)
     Unrealized net gains (losses) arising during the period
 
5.9

 
0.1

 
(0.1
)
 
5.9

     Amounts reclassified from AOCL
 
(0.2
)
 
(0.3
)
 
0.1

 
(0.4
)
Net current period other comprehensive income (loss)
 
5.7

 
(0.2
)
 
0.0

 
5.5

Balance at December 31, 2017
 
$
(23.5
)
 
$
(9.3
)
 
$
(0.7
)
 
$
(33.5
)


Equity-Based Incentive Plans (Tables)
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, 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

Granted
 
111

 
$
49.86

Vested
 

 
$

Forfeited
 
(8
)
 
$
44.21

Non-vested at December 31, 2017
 
249

 
$
45.43

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, 2015
 
159

 
$
51.23

 
Granted
 
244

 
$
47.98

(1) 
Shares lost based on actual performance
 
(22
)
 
$
36.43

 
Vested
 

 
$

 
Forfeited
 
(26
)
 
$
41.49

 
Non-vested at December 31, 2016
 
355

 
$
42.14

 
Granted
 
166

 
$
53.56

(2) 
Shares lost based on actual performance
 
(45
)
 
$
53.56

 
Vested
 

 
$

 
Forfeited
 
(22
)
 
$
40.78

 
Non-vested at December 31, 2017
 
454

 
$
40.87

 
(1) Represents weighted-average grant date fair value for the 2016 and 2017 tranches.
(2) Represents weighted-average grant date fair value for the 2017 tranche.


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, 2015
 
91

 
$
62.52

Granted
 
146

 
$
42.23

Shares earned based on actual performance
 
15

 
$

Vested
 

 
$

Forfeited/cancelled
 
(44
)
 
$
58.16

Non-vested at December 31, 2016
 
208

 
$
48.23

Granted
 
100

 
$
71.63

Shares lost based on actual performance
 
(103
)
 
$
71.63

Vested
 

 
$

Forfeited/cancelled
 
(12
)
 
$
55.65

Non-vested at December 31, 2017
 
193

 
$
56.23

Segment Information (Tables)
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 Corporate & Other for the periods presented:
(in millions)
Packaging
 
Facility Solutions
 
Print
 
Publishing
 
Total Reportable Segments
 
Corporate & Other
 
Total
Year Ended December 31, 2017
 
 
 
 
 
 
 
 
 
 
 
 
 
Net sales
$
3,157.8

 
$
1,309.7

 
$
2,793.7

 
$
958.0

 
$
8,219.2

 
$
145.5

 
$
8,364.7

Adjusted EBITDA
238.0

 
35.5

 
60.8

 
26.4

 
360.7

 
(184.3
)
 

Depreciation and amortization
15.9

 
6.0

 
10.4

 
1.5

 
33.8

 
20.4

 
54.2

Restructuring charges, net
6.1

 
2.3

 
8.0

 
0.0

 
16.4

 
0.3

 
16.7

Year Ended December 31, 2016
 
 
 
 
 
 
 
 
 
 
 
 
 
Net sales
2,854.2

 
1,271.6

 
3,047.4

 
1,033.6

 
8,206.8

 
119.8

 
8,326.6

Adjusted EBITDA
221.2

 
47.0

 
76.8

 
23.6

 
368.6

 
(176.4
)
 

Depreciation and amortization
12.4

 
5.9

 
12.4

 
3.1

 
33.8

 
20.9

 
54.7

Restructuring charges, net
4.6

 
2.3

 
5.2

 
0.1

 
12.2

 
0.2

 
12.4

Year Ended December 31, 2015
 
 
 
 
 
 
 
 
 
 
 
 
 
Net sales
2,829.9

 
1,289.3

 
3,271.8

 
1,215.5

 
8,606.5

 
111.2

 
8,717.7

Adjusted EBITDA
212.6

 
41.7

 
79.0

 
34.7

 
368.0

 
(186.0
)
 

Depreciation and amortization
14.4

 
7.1

 
13.5

 
3.1

 
38.1

 
18.8

 
56.9

Restructuring charges
3.8

 
2.5

 
3.6

 
0.0

 
9.9

 
1.4

 
11.3

The table below presents a reconciliation of income (loss) from operations before income taxes as reflected in the Consolidated Statements of Operations to Adjusted EBITDA for the reportable segments:
 
Year Ended December 31,
(in millions)
2017
 
2016
 
2015
Income (loss) before income taxes
$
(1.9
)
 
$
40.8

 
$
44.9

Interest expense, net
31.2

 
27.5

 
27.0

Depreciation and amortization
54.2

 
54.7

 
56.9

Restructuring charges, net
16.7

 
12.4

 
11.3

Stock-based compensation
15.7

 
8.3

 
3.8

LIFO reserve increase (decrease)
7.1

 
3.6

 
(7.3
)
Non-restructuring asset impairment charges
8.4

 
7.7

 
2.6

Non-restructuring severance charges
3.5

 
3.1

 
3.3

Non-restructuring pension charges
2.2

 
2.4

 

Acquisition and integration expenses
36.5

 
25.9

 
34.9

Fair value adjustment on Tax Receivable Agreement contingent liability
(9.4
)
 
4.9

 
1.9

Fair value adjustment on contingent consideration liability
2.0

 

 

Escheat audit contingent liability
7.5

 

 

Other
2.7

 
0.9

 
2.7

Adjustment for Corporate & Other
184.3

 
176.4

 
186.0

Adjusted EBITDA for reportable segments
$
360.7

 
$
368.6

 
$
368.0

The table below summarizes total assets as of December 31, 2017 and December 31, 2016:
(in millions)
December 31, 2017
 
December 31, 2016
Packaging
$
1,192.2

 
$
875.9

Facility Solutions
416.9

 
397.9

Print
801.8

 
874.1

Publishing
168.6

 
170.0

Corporate & Other
128.9

 
165.8

Total assets
$
2,708.4

 
$
2,483.7

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, 2017
 
December 31, 2016
(in millions)
2017
 
2016
 
2015
 
 
U.S.
$
7,510.9

 
$
7,552.3

 
$
7,961.3

 
$
300.6

 
$
333.8

Canada
682.0

 
631.2

 
628.9

 
36.7

 
35.0

Rest of world
171.8

 
143.1

 
127.5

 
2.9

 
3.0

Total
$
8,364.7

 
$
8,326.6

 
$
8,717.7

 
$
340.2

 
$
371.8

Quarterly Data (Unaudited) (Tables)
The unaudited quarterly results of operations for 2017 and 2016 are summarized below:
 
2017
 
Three Months Ended
(in millions, except per share data)
March 31
 
June 30
 
September 30
 
December 31
Net sales
$
1,994.6

 
$
2,028.9

 
$
2,116.8

 
$
2,224.4

Cost of products sold
1,629.3

 
1,660.5

 
1,736.6

 
1,820.2

Net income (loss)
(2.2
)
 
(9.1
)
 
(14.3
)
 
12.3

 
 
 
 
 
 
 
 
Weighted-average number of shares outstanding – basic
15.69
 
15.70
 
15.70
 
15.70
Weighted-average number of shares outstanding – diluted
15.69
 
15.70
 
15.70
 
15.98
 
 
 
 
 
 
 
 
Earnings (loss) per share (1):
 
 
 
 
 
 
 
Basic earnings (loss) per share
$
(0.14
)
 
$
(0.58
)
 
$
(0.91
)
 
$
0.78

 
 
 
 
 
 
 
 
Diluted earnings (loss) per share
(0.14
)
 
(0.58
)
 
(0.91
)
 
0.77

(1) See Note 13, Earning (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, 2017.
 
 
 
 
 
 
 
 
 
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.

The following table presents a summary of restructuring charges, net, related to active restructuring initiatives that were incurred during the last three fiscal years and the cumulative recorded amounts since the initiative began:
(in millions)
Severance and Related Costs
 
Other Direct Costs
 
Gain on Sale of Assets and Other
 
Total
2017
$
7.5

 
$
33.6

 
$
(24.4
)
 
$
16.7

2016
3.5

 
11.0

 
(2.1
)
 
12.4

2015
4.3

 
2.9

 
4.1

 
11.3

Cumulative
20.0

 
47.9

 
(22.4
)
 
45.5

See the table below for a summary of the net withdrawal charges for the respective years ended December 31:
 
Year Ended December 31,
(in millions)
Restructuring charges, net
 
Distribution expenses
 
Total Net Charges
2017
$
17.4

 
$
2.1

 
$
19.5

2016
7.5

 
2.3

 
9.8

See the table below for a summary of the net charges and the year-end balance sheet liability positions for the respective years ended December 31:


Year Ended December 31,
(in millions)
Restructuring charges, net
 
Distribution expenses
 
Total Net Charges
2017
$
17.4

 
$
2.1

 
$
19.5

2016
7.5

 
2.3

 
9.8

 
 
 
 
 
 
 
At December 31,
 
 
 
 
 
 
 
 
(in millions)
Other accrued liabilities
 
Other non-current liabilities
 
 
2017
$
0.7

 
$
27.2

 
 
2016
0.0

 
9.8

 
 
See the table below for the quarterly breakdown of acquisition and integration expenses and restructuring charges, net:
 
2017
(in millions)
Three Months Ended
 
March 31
 
June 30
 
September 30
 
December 31
Acquisition and integration expenses
$
6.4

 
$
7.5

 
$
14.2

 
$
8.4

Restructuring charges, net
4.1

 
23.2

 
2.7

 
(13.3
)
 
 
 
 
 
 
 
 
 
2016
(in millions)
Three Months Ended
 
March 31
 
June 30
 
September 30
 
December 31
Acquisition and integration expenses
$
6.2

 
$
6.1

 
$
7.3

 
$
6.3

Restructuring charges, net
1.7

 
(0.3
)
 
5.8

 
5.2

Business and Summary of Significant Accounting Policies - Narrative (Details) (USD $)
12 Months Ended 0 Months Ended 12 Months Ended
Dec. 31, 2017
Distribution_Center
Dec. 31, 2016
Dec. 31, 2015
Dec. 31, 2017
Selling and Administrative Expenses
Dec. 31, 2016
Selling and Administrative Expenses
Dec. 31, 2015
Selling and Administrative Expenses
Dec. 31, 2017
Restructuring Expenses
Dec. 31, 2015
Restructuring Expenses
Jul. 1, 2014
International Paper Shareholders
Jul. 1, 2014
International Paper Shareholders
Dec. 31, 2017
Capital Lease Obligations
Minimum
Dec. 31, 2017
Capital Lease Obligations
Maximum
Dec. 31, 2015
Transaction Services Agreement
International Paper
Dec. 31, 2017
Ten Suppliers
Supplier Concentration Risk
Purchases
The Spin-Off and Merger [Abstract]
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Spinoff potential earnout payment
 
 
 
 
 
 
 
 
 
$ 100,000,000 
 
 
 
 
Spinoff, contingent consideration liability, aggregate EBITDA target
 
 
 
 
 
 
 
 
759,000,000 
 
 
 
 
 
Selling and administrative expenses
872,600,000 
826,200,000 
853,900,000 
 
 
 
 
 
 
 
 
 
10,000,000 
 
Number of distribution centers
170 
 
 
 
 
 
 
 
 
 
 
 
 
 
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 
3,000,000,000 
3,300,000,000 
 
 
 
 
 
 
 
 
 
 
 
Concentration risk
 
 
 
 
 
 
 
 
 
 
 
 
 
38.00% 
Handling and delivery costs
380,700,000 
371,700,000 
380,500,000 
 
 
 
 
 
 
 
 
 
 
 
Percentage of LIFO inventory
86.00% 
87.00% 
 
 
 
 
 
 
 
 
 
 
 
 
Excess of replacement or current costs over stated LIFO value
78,700,000 
71,300,000 
 
 
 
 
 
 
 
 
 
 
 
 
Consigned inventory
50,900,000 
47,300,000 
 
 
 
 
 
 
 
 
 
 
 
 
Debt Instrument, term
 
 
 
 
 
 
 
 
 
 
3 years 
8 years 
 
 
Long-lived asset impairment
 
 
$ 4,000,000 
$ 700,000 
$ 1,900,000 
$ 700,000 
$ 0 
$ 3,300,000 
 
 
 
 
 
 
Business and Summary of Significant Accounting Policies - Allowance for Doubtful Accounts (Details) (USD $)
In Millions, unless otherwise specified
Dec. 31, 2017
Dec. 31, 2016
Dec. 31, 2015
Dec. 31, 2014
Valuation and Qualifying Accounts Disclosure [Line Items]
 
 
 
 
Allowance for doubtful accounts
$ 44.0 
$ 34.5 
$ 33.3 
$ 39.0 
Allowance for doubtful accounts
 
 
 
 
Valuation and Qualifying Accounts Disclosure [Line Items]
 
 
 
 
Allowance for doubtful accounts
32.4 
23.7 
 
 
Other allowances
 
 
 
 
Valuation and Qualifying Accounts Disclosure [Line Items]
 
 
 
 
Allowance for doubtful accounts
$ 11.6 
$ 10.8 
 
 
Business and Summary of Significant Accounting Policies - Receivable Allowance Rollforward (Details) (USD $)
In Millions, unless otherwise specified
12 Months Ended
Dec. 31, 2017
Dec. 31, 2016
Dec. 31, 2015
Allowance for Doubtful Accounts Receivable [Roll Forward]
 
 
 
Beginning balance, January 1
$ 34.5 
$ 33.3 
$ 39.0 
Provision for bad debt expense
15.9 
2.2 
7.4 
Net write-offs and recoveries
(7.7)
(6.7)
(13.1)
Other adjustments
1.3 
5.7 
Ending balance, December 31
$ 44.0 
$ 34.5 
$ 33.3 
Business and Summary of Significant Accounting Policies - Plant Property & Equipment, Net (Details) (USD $)
In Millions, unless otherwise specified
Dec. 31, 2017
Dec. 31, 2016
Property, Plant and Equipment [Line Items]
 
 
Less: Accumulated depreciation and software amortization
$ (314.6)
$ (292.8)
Property and equipment, net
340.2 
371.8 
Land, buildings and improvements
 
 
Property, Plant and Equipment [Line Items]
 
 
Property and equipment, gross
106.6 
132.0 
Machinery and equipment
 
 
Property, Plant and Equipment [Line Items]
 
 
Property and equipment, gross
145.3 
131.1 
Equipment capital leases and assets related to financing obligations (including financing obligations with related party)
 
 
Property, Plant and Equipment [Line Items]
 
 
Property and equipment, gross
233.3 
215.5 
Internal use software
 
 
Property, Plant and Equipment [Line Items]
 
 
Property and equipment, gross
159.2 
151.0 
Construction-in-progress
 
 
Property, Plant and Equipment [Line Items]
 
 
Property and equipment, gross
$ 10.4 
$ 35.0 
Business and Summary of Significant Accounting Policies - Estimated Useful Lives (Details)
12 Months Ended
Dec. 31, 2017
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 
Business and Summary of Significant Accounting Policies - Schedule of Property, Plant and Equipment, Depreciation and Amortization (Details) (USD $)
In Millions, unless otherwise specified
12 Months Ended
Dec. 31, 2017
Dec. 31, 2016
Dec. 31, 2015
Organization, Consolidation and Presentation of Financial Statements [Abstract]
 
 
 
Depreciation
$ 33.5 
$ 33.8 
$ 32.6 
Amortization expense - internal use software
16.5 
17.5 
18.4 
Depreciation and amortization expense related to property and equipment
50.0 
51.3 
51.0 
Accumulated depreciation on equipment capital leases and assets related to financing obligations (including financing obligations with related party)
35.6 
29.7 
 
Unamortized internal use software costs, including amounts recorded in CIP
$ 37.6 
$ 43.9 
 
2017 Acquisition - Narrative (Details) (USD $)
In Millions, unless otherwise specified
3 Months Ended 12 Months Ended 0 Months Ended 4 Months Ended 12 Months Ended 12 Months Ended
Dec. 31, 2017
Sep. 30, 2017
Jun. 30, 2017
Mar. 31, 2017
Dec. 31, 2016
Sep. 30, 2016
Jun. 30, 2016
Mar. 31, 2016
Dec. 31, 2017
Dec. 31, 2016
Dec. 31, 2015
Aug. 31, 2017
All American Containers
Dec. 31, 2017
All American Containers
Dec. 31, 2017
All American Containers
Dec. 31, 2016
All American Containers
Dec. 31, 2015
All American Containers
Aug. 31, 2017
All American Containers
Dec. 31, 2017
Acquisition-related Costs
All American Containers
Dec. 31, 2016
Acquisition-related Costs
All American Containers
Business Acquisition [Line Items]
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Percent of business acquired
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
100.00% 
 
 
Acquisition related costs
 
 
 
 
 
 
 
 
 
 
 
$ 7.3 
 
 
 
 
 
 
 
Payments to acquire business
 
 
 
 
 
 
 
 
 
 
 
169.8 
 
 
 
 
 
 
 
Net sales
2,224.4 
2,116.8 
2,028.9 
1,994.6 
2,119.4 
2,126.6 
2,060.8 
2,019.8 
8,364.7 
8,326.6 
8,717.7 
 
71.7 
 
 
 
 
 
 
Net income before tax
 
 
 
 
 
 
 
 
(1.9)
40.8 
44.9 
 
(1.7)
 
 
 
 
 
 
Acquisition and integration expenses
8.4 
14.2 
7.5 
6.4 
6.3 
7.3 
6.1 
6.2 
36.5 
25.9 
34.9 
 
 
8.0 
 
8.9 
8.9 
Depreciation and amortization
 
 
 
 
 
 
 
 
54.2 
54.7 
56.9 
 
 
 
 
 
 
2.5 
6.3 
Interest expense
 
 
 
 
 
 
 
 
$ 31.2 
$ 27.5 
$ 27.0 
 
 
 
 
 
 
$ 2.0 
$ 2.4 
Income tax rate used to determine after-tax impact on net income of pro forma adjustments
 
 
 
 
 
 
 
 
 
 
 
 
 
39.00% 
 
 
 
 
 
2017 Acquisition - Schedule of Purchase Price (Details) (USD $)
In Millions, unless otherwise specified
12 Months Ended 0 Months Ended
Dec. 31, 2017
Dec. 31, 2016
Dec. 31, 2015
Aug. 31, 2017
All American Containers
Business Acquisition [Line Items]
 
 
 
 
Cash consideration
$ 144.8 
$ 0 
$ 0 
$ 112.0 
Loan pay-off
 
 
 
34.3 
Contingent consideration
 
 
 
22.2 
Other
 
 
 
1.3 
Total preliminary estimated purchase price
 
 
 
$ 169.8 
2017 Acquisition - Schedule of Preliminary Purchase Price Allocation (Details) (All American Containers, USD $)
In Millions, unless otherwise specified
Aug. 31, 2017
All American Containers
 
Business Acquisition [Line Items]
 
Cash
$ 1.5 
Accounts receivable
30.4 
Inventories
38.5 
Other current assets
5.7 
Property and equipment
3.5 
Goodwill
55.5 
Other intangible assets
49.0 
Other non-current assets
1.4 
Accounts payable
(12.4)
Other current liabilities
(2.7)
Other non-current liabilities
(0.6)
Total preliminary estimated purchase price
$ 169.8 
2017 Acquisition - Schedule of Pro Forma Information (Details) (All American Containers, USD $)
In Millions, except Per Share data, unless otherwise specified
12 Months Ended
Dec. 31, 2017
Dec. 31, 2016
All American Containers
 
 
Business Acquisition, Pro Forma Information [Abstract]
 
 
Net sales
$ 8,527.6 
$ 8,548.2 
Net income (loss)
$ (7.2)
$ 14.1 
Earnings (loss) per share:
 
 
Basic earnings (loss) per share (usd per share)
$ (0.46)
$ 0.88 
Diluted earnings (loss) per share (usd per share)
$ (0.46)
$ 0.87 
Weighted-average shares outstanding
 
 
Weighted average shares outstanding, basic (in shares)
15.70 
15.97 
Weighted average shares outstanding, diluted (in shares)
15.70 
16.15 
Acquisition, Integration and Restructuring Charges - Narrative (Details) (USD $)
In Millions, unless otherwise specified
12 Months Ended 36 Months Ended 12 Months Ended 54 Months Ended
Dec. 31, 2017
Dec. 31, 2017
Veritiv Restructuring Plan
Dec. 31, 2016
Veritiv Restructuring Plan
Dec. 31, 2015
Veritiv Restructuring Plan
Dec. 31, 2017
Veritiv Restructuring Plan
Dec. 31, 2015
Asset Impairment and Other Non-Cash Items
Veritiv Restructuring Plan
Dec. 31, 2018
Scenario, Forecast
Dec. 31, 2018
Minimum
Scenario, Forecast
Dec. 31, 2018
Maximum
Scenario, Forecast
Restructuring Cost and Reserve [Line Items]
 
 
 
 
 
 
 
 
 
Integration and restructuring charges including capital expenditures
$ 221 
 
 
 
 
 
 
$ 225 
$ 250 
Integration and restructuring charges, capital expenditures
82 
 
 
 
 
 
90 
 
 
Gain on sale or exit of facility
 
24.4 
2.1 
(4.1)
22.4 
 
 
 
 
Non-cash loss from asset impairment
 
 
 
 
 
4.1 
 
 
 
Assets held for sale related to restructure
$ 3.2 
 
 
 
 
 
 
 
 
Multiemployer plans, withdrawal obligation, recognition period
20 years 
 
 
 
 
 
 
 
 
Acquisition, Integration and Restructuring Charges - Schedule of Acquisition and Integration Expenses (Details) (USD $)
In Millions, unless otherwise specified
3 Months Ended 12 Months Ended
Dec. 31, 2017
Sep. 30, 2017
Jun. 30, 2017
Mar. 31, 2017
Dec. 31, 2016
Sep. 30, 2016
Jun. 30, 2016
Mar. 31, 2016
Dec. 31, 2017
Dec. 31, 2016
Dec. 31, 2015
Restructuring Cost and Reserve [Line Items]
 
 
 
 
 
 
 
 
 
 
 
Integration management
 
 
 
 
 
 
 
 
$ 14.5 
$ 8.3 
$ 0 
Retention compensation
 
 
 
 
 
 
 
 
0.2 
2.5 
10.8 
Information technology conversion costs
 
 
 
 
 
 
 
 
8.8 
6.3 
7.4 
Rebranding
 
 
 
 
 
 
 
 
0.5 
2.4 
6.1 
Legal, consulting and other professional fees
 
 
 
 
 
 
 
 
1.5 
2.3 
7.8 
Other
 
 
 
 
 
 
 
 
3.0 
4.1 
2.8 
Merger and integration expenses
8.4 
14.2 
7.5 
6.4 
6.3 
7.3 
6.1 
6.2 
36.5 
25.9 
34.9 
All American Containers
 
 
 
 
 
 
 
 
 
 
 
Restructuring Cost and Reserve [Line Items]
 
 
 
 
 
 
 
 
 
 
 
Merger and integration expenses
 
 
 
 
 
 
 
 
$ 8.0 
$ 0 
$ 0 
Acquisition, Integration and Restructuring Charges - Schedule of Restructuring Charges (Details) (USD $)
In Millions, unless otherwise specified
3 Months Ended 12 Months Ended 36 Months Ended 12 Months Ended 36 Months Ended 12 Months Ended 36 Months Ended
Dec. 31, 2017
Sep. 30, 2017
Jun. 30, 2017
Mar. 31, 2017
Dec. 31, 2016
Sep. 30, 2016
Jun. 30, 2016
Mar. 31, 2016
Dec. 31, 2017
Dec. 31, 2016
Dec. 31, 2015
Dec. 31, 2017
Veritiv Restructuring Plan
Dec. 31, 2016
Veritiv Restructuring Plan
Dec. 31, 2015
Veritiv Restructuring Plan
Dec. 31, 2017
Veritiv Restructuring Plan
Dec. 31, 2017
Severance and Related Costs
Veritiv Restructuring Plan
Dec. 31, 2016
Severance and Related Costs
Veritiv Restructuring Plan
Dec. 31, 2015
Severance and Related Costs
Veritiv Restructuring Plan
Dec. 31, 2017
Severance and Related Costs
Veritiv Restructuring Plan
Dec. 31, 2017
Other Direct Costs
Veritiv Restructuring Plan
Dec. 31, 2016
Other Direct Costs
Veritiv Restructuring Plan
Dec. 31, 2015
Other Direct Costs
Veritiv Restructuring Plan
Dec. 31, 2017
Other Direct Costs
Veritiv Restructuring Plan
Restructuring Cost and Reserve [Line Items]
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Restructuring charges, net
$ (13.3)
$ 2.7 
$ 23.2 
$ 4.1 
$ 5.2 
$ 5.8 
$ (0.3)
$ 1.7 
$ 16.7 
$ 12.4 
$ 11.3 
 
 
 
 
$ 7.5 
$ 3.5 
$ 4.3 
$ 20.0 
$ 33.6 
$ 11.0 
$ 2.9 
$ 47.9 
Gain on Sale of Assets and Other
 
 
 
 
 
 
 
 
 
 
 
(24.4)
(2.1)
4.1 
(22.4)
 
 
 
 
 
 
 
 
Restructuring charges
 
 
 
 
 
 
 
 
 
 
 
$ 16.7 
$ 12.4 
$ 11.3 
$ 45.5 
 
 
 
 
 
 
 
 
Acquisition, Integration and Restructuring Charges - Restructuring Liability (Details) (USD $)
In Millions, unless otherwise specified
3 Months Ended 12 Months Ended 36 Months Ended 12 Months Ended 36 Months Ended 12 Months Ended
Dec. 31, 2017
Sep. 30, 2017
Jun. 30, 2017
Mar. 31, 2017
Dec. 31, 2016
Sep. 30, 2016
Jun. 30, 2016
Mar. 31, 2016
Dec. 31, 2017
Dec. 31, 2016
Dec. 31, 2015
Dec. 31, 2017
Severance and Related Costs
Veritiv Restructuring Plan
Dec. 31, 2016
Severance and Related Costs
Veritiv Restructuring Plan
Dec. 31, 2015
Severance and Related Costs
Veritiv Restructuring Plan
Dec. 31, 2017
Severance and Related Costs
Veritiv Restructuring Plan
Dec. 31, 2017
Other Direct Costs
Veritiv Restructuring Plan
Dec. 31, 2016
Other Direct Costs
Veritiv Restructuring Plan
Dec. 31, 2015
Other Direct Costs
Veritiv Restructuring Plan
Dec. 31, 2017
Other Direct Costs
Veritiv Restructuring Plan
Dec. 31, 2017
Restructuring Costs, Excluding Non-Cash Items
Veritiv Restructuring Plan
Dec. 31, 2016
Restructuring Costs, Excluding Non-Cash Items
Veritiv Restructuring Plan
Restructuring Reserve [Roll Forward]
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Restructuring reserve
 
 
 
 
 
 
 
 
 
 
 
$ 1.8 
$ 1.7 
 
 
$ 8.0 
$ 0.4 
 
 
$ 9.8 
$ 2.1 
Restructuring charges, net
(13.3)
2.7 
23.2 
4.1 
5.2 
5.8 
(0.3)
1.7 
16.7 
12.4 
11.3 
7.5 
3.5 
4.3 
20.0 
33.6 
11.0 
2.9 
47.9 
41.1 
14.5 
Payments
 
 
 
 
 
 
 
 
 
 
 
(4.9)
(3.4)
 
 
(16.4)
(3.4)
 
 
(21.3)
(6.8)
Restructuring reserve
 
 
 
 
 
 
 
 
 
 
 
$ 4.4 
$ 1.8 
$ 1.7 
$ 4.4 
$ 25.2 
$ 8.0 
$ 0.4 
$ 25.2 
$ 29.6 
$ 9.8 
Acquisition, Integration and Restructuring Charges - Schedule of Multi-Employer Pension Plan Charges (Details) (USD $)
In Millions, unless otherwise specified
3 Months Ended 12 Months Ended 36 Months Ended
Dec. 31, 2017
Sep. 30, 2017
Jun. 30, 2017
Mar. 31, 2017
Dec. 31, 2016
Sep. 30, 2016
Jun. 30, 2016
Mar. 31, 2016
Dec. 31, 2017
Dec. 31, 2016
Dec. 31, 2015
Dec. 31, 2017
Veritiv Restructuring Plan
Dec. 31, 2016
Veritiv Restructuring Plan
Dec. 31, 2015
Veritiv Restructuring Plan
Dec. 31, 2017
Veritiv Restructuring Plan
Restructuring Cost and Reserve [Line Items]
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Restructuring charges, net
$ (13.3)
$ 2.7 
$ 23.2 
$ 4.1 
$ 5.2 
$ 5.8 
$ (0.3)
$ 1.7 
$ 16.7 
$ 12.4 
$ 11.3 
 
 
 
 
Distribution expenses
 
 
 
 
 
 
 
 
516.9 
505.1 
521.8 
 
 
 
 
Restructuring charges
 
 
 
 
 
 
 
 
 
 
 
$ 16.7 
$ 12.4 
$ 11.3 
$ 45.5 
Goodwill and Other Intangible Assets - Narrative (Details) (USD $)
12 Months Ended 3 Months Ended 12 Months Ended 0 Months Ended
Dec. 31, 2017
Dec. 31, 2016
Dec. 31, 2015
Sep. 30, 2017
Customer relationships
Dec. 31, 2016
Customer relationships
Dec. 31, 2016
Print
Customer relationships
Dec. 31, 2016
Publishing
Customer relationships
Dec. 31, 2015
Selling, general and administrative expenses
Aug. 31, 2017
All American Containers
Aug. 31, 2017
All American Containers
Packaging
Goodwill [Line Items]
 
 
 
 
 
 
 
 
 
 
Goodwill
$ 99,600,000 
$ 50,200,000 
$ 50,200,000 
 
 
 
 
 
 
 
Goodwill, expected tax deductible amount
 
 
 
 
 
 
 
 
55,500,000 
 
Goodwill acquired percent allocation
 
 
 
 
 
 
 
 
 
100.00% 
Impairment of goodwill
6,100,000 
 
 
 
 
 
1,900,000 
 
 
Increase in intangible assets
 
 
 
 
 
 
 
 
49,000,000 
 
Impairment of finite lived intangible assets
 
 
1,600,000 
5,800,000 
2,800,000 
3,000,000 
 
 
 
Amortization of intangible assets
$ 4,200,000 
$ 3,400,000 
$ 5,900,000 
 
 
 
 
 
 
 
Goodwill and Other Intangible Assets - Changes in Goodwill (Details) (USD $)
In Millions, unless otherwise specified
12 Months Ended
Dec. 31, 2017
Dec. 31, 2016
Dec. 31, 2015
Goodwill [Roll Forward]
 
 
 
Goodwill gross
$ 480.6 
$ 425.1 
$ 425.1 
Accumulated impairment losses
(381.0)
(374.9)
(374.9)
Net goodwill
99.6 
50.2 
50.2 
Impairment of goodwill
(6.1)
 
Goodwill acquired
55.5 
 
Operating Segments |
Print
 
 
 
Goodwill [Roll Forward]
 
 
 
Goodwill gross
265.4 
265.4 
265.4 
Accumulated impairment losses
(265.4)
(265.4)
(265.4)
Net goodwill
Impairment of goodwill
 
Goodwill acquired
 
Operating Segments |
Publishing
 
 
 
Goodwill [Roll Forward]
 
 
 
Goodwill gross
50.5 
50.5 
50.5 
Accumulated impairment losses
(50.5)
(50.5)
(50.5)
Net goodwill
Impairment of goodwill
 
Goodwill acquired
 
Operating Segments |
Packaging
 
 
 
Goodwill [Roll Forward]
 
 
 
Goodwill gross
99.6 
44.1 
44.1 
Accumulated impairment losses
Net goodwill
99.6 
44.1 
44.1 
Impairment of goodwill
 
Goodwill acquired
55.5 
 
Operating Segments |
Facility Solutions
 
 
 
Goodwill [Roll Forward]
 
 
 
Goodwill gross
59.0 
59.0 
59.0 
Accumulated impairment losses
(59.0)
(59.0)
(59.0)
Net goodwill
Impairment of goodwill
 
Goodwill acquired
 
Corporate & Other
 
 
 
Goodwill [Roll Forward]
 
 
 
Goodwill gross
6.1 
6.1 
6.1 
Accumulated impairment losses
(6.1)
Net goodwill
6.1 
6.1 
Impairment of goodwill
(6.1)
 
Goodwill acquired
$ 0 
$ 0 
 
Goodwill and Other Intangible Assets - Other Intangible Assets (Details) (USD $)
In Millions, unless otherwise specified
Dec. 31, 2017
Dec. 31, 2016
Finite-Lived Intangible Assets, Net [Abstract]
 
 
Gross Carrying Amount
$ 73.0 
$ 26.3 
Accumulated Amortization
8.9 
5.3 
Net
64.1 
21.0 
Customer relationships
 
 
Finite-Lived Intangible Assets, Net [Abstract]
 
 
Gross Carrying Amount
67.7 
23.6 
Accumulated Amortization
6.1 
4.0 
Net
61.6 
19.6 
Trademarks/Trade names
 
 
Finite-Lived Intangible Assets, Net [Abstract]
 
 
Gross Carrying Amount
3.8 
2.7 
Accumulated Amortization
2.3 
1.3 
Net
1.5 
1.4 
Non-compete agreements
 
 
Finite-Lived Intangible Assets, Net [Abstract]
 
 
Gross Carrying Amount
1.5 
Accumulated Amortization
0.5 
Net
$ 1.0 
$ 0 
Goodwill and Other Intangible Assets - Schedule of Finite-lived Intangible Assets (Details) (USD $)
In Millions, unless otherwise specified
0 Months Ended 0 Months Ended 0 Months Ended
Dec. 31, 2017
Dec. 31, 2016
Dec. 31, 2017
Customer relationships
Dec. 31, 2016
Customer relationships
Dec. 31, 2017
Trademarks/Trade names
Dec. 31, 2016
Trademarks/Trade names
Dec. 31, 2017
Non-compete agreements
Dec. 31, 2016
Non-compete agreements
Aug. 31, 2017
All American Containers
Aug. 31, 2017
All American Containers
Customer relationships
Aug. 31, 2017
All American Containers
Customer relationships
Aug. 31, 2017
All American Containers
Trademarks/Trade names
Aug. 31, 2017
All American Containers
Trademarks/Trade names
Aug. 31, 2017
All American Containers
Non-compete agreements
Aug. 31, 2017
All American Containers
Non-compete agreements
Acquired Finite-Lived Intangible Assets [Line Items]
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Gross Carrying Amount
$ 73.0 
$ 26.3 
$ 67.7 
$ 23.6 
$ 3.8 
$ 2.7 
$ 1.5 
$ 0 
$ 49.0 
 
$ 46.4 
 
$ 1.1 
 
$ 1.5 
Estimated Useful Life (in years)
 
 
 
 
 
 
 
 
 
14 years 
 
1 year 
 
1 year 
 
Goodwill and Other Intangible Assets - Future Amortization (Details) (USD $)
In Millions, unless otherwise specified
Dec. 31, 2017
Finite-Lived Intangible Assets, Net, Amortization Expense, Fiscal Year Maturity [Abstract]
 
2018
$ 6.7 
2019
4.8 
2020
4.8 
2021
4.8 
2022
$ 4.8 
Debt and Other Obligations - Long-Term Debt Obligations (Details) (USD $)
In Millions, unless otherwise specified
Dec. 31, 2017
Dec. 31, 2016
Debt Instrument [Line Items]
 
 
Equipment capital lease and other obligations
$ 13.5 
$ 25.2 
Total debt
911.2 
752.1 
Less: current maturities of long-term debt
(2.9)
(2.9)
Long-term debt, net of current maturities
908.3 
749.2 
Line of Credit |
Asset-Backed Lending Facility
 
 
Debt Instrument [Line Items]
 
 
Asset-Based Lending Facility (the ABL Facility)
$ 897.7 
$ 726.9 
Debt and Other Obligations - Narrative (Details) (USD $)
12 Months Ended 12 Months Ended 12 Months Ended 24 Months Ended 42 Months Ended
Dec. 31, 2017
Dec. 31, 2016
Dec. 31, 2015
Dec. 31, 2016
Toronto Build-to-Suit Arrangement
Dec. 31, 2017
Line of Credit
Asset-Backed Lending Facility
Dec. 31, 2016
Line of Credit
Asset-Backed Lending Facility
Dec. 31, 2017
Line of Credit
Asset-Backed Lending Facility
Interest Expense
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, 2017
Line of Credit
U.S. Borrowers Line of Credit
Asset-Backed Lending Facility
Dec. 31, 2017
Revolving Credit Facility
Canadian Borrower Line of Credit
Asset-Backed Lending Facility
Dec. 31, 2017
Other Noncurrent Assets
Line of Credit
Asset-Backed Lending Facility
Dec. 31, 2017
Joint Owner of Principal Owner
UWW Holdings Inc
Property
Dec. 31, 2016
Joint Owner of Principal Owner
UWW Holdings Inc
Property
Dec. 31, 2017
Joint Owner of Principal Owner
UWW Holdings Inc
Property
Dec. 31, 2017
Joint Owner of Principal Owner
UWW Holdings Inc
Property
Dec. 31, 2017
Unisource
Joint Owner of Principal Owner
Line of Credit Facility [Line Items]
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Accumulated construction costs
$ 13,500,000 
$ 25,200,000 
 
$ 19,100,000 
 
 
 
 
 
 
 
 
 
 
 
 
 
Subleases agreements, number of properties exited
 
 
 
 
 
 
 
 
 
 
 
 
11 
11 
 
Financing obligation at end of lease term
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
155,200,000 
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
 
 
 
 
316,500,000 
 
 
 
 
 
 
 
 
 
 
 
 
Outstanding letters of credit
 
 
 
 
10,100,000 
 
 
 
 
 
 
 
 
 
 
 
 
Weighted average interest rate
 
 
 
 
3.30% 
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
$ 2,600,000 
$ 5,600,000 
$ 4,400,000 
 
 
 
$ 2,600,000 
$ 5,600,000 
$ 4,400,000 
 
 
 
 
 
 
 
 
Debt and Other Obligations - Non-cash Effects of Derecognition (Details) (Joint Owner of Principal Owner, UWW Holdings Inc, USD $)
In Millions, unless otherwise specified
12 Months Ended 24 Months Ended 42 Months Ended
Dec. 31, 2017
Property
Dec. 31, 2016
Property
Dec. 31, 2017
Property
Dec. 31, 2017
Property
Joint Owner of Principal Owner |
UWW Holdings Inc
 
 
 
 
Debt Instrument [Line Items]
 
 
 
 
Property and equipment
$ 14.6 
$ 3.7 
$ 18.3 
 
Financing obligations
$ 15.2 
$ 8.4 
$ 23.6 
 
Number of terminated property agreements
11 
11 
Derivative Instrument, Hedging Activities and Risk Management - Narrative (Details) (USD $)
12 Months Ended 0 Months Ended
Dec. 31, 2017
Dec. 31, 2016
Dec. 31, 2015
Dec. 31, 2017
Interest Rate Cap
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
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 
After tax loss in other comprehensive income
200,000 
500,000 
200,000 
500,000 
 
 
 
Reclassification from AOCI, current period
200,000 
 
 
 
 
 
 
Gain (loss) to be reclassified within twelve months
$ 700,000 
 
 
 
 
 
 
 
 
Leases - Future Minimum Lease Payments (Details) (USD $)
In Millions, unless otherwise specified
Dec. 31, 2017
Financing Obligations and Equipment Capital Leases (1)
 
2018
$ 12.8 
2019
5.0 
2020
4.6 
2021
4.0 
2022
3.8 
Thereafter
22.4 
Total
52.6 
Amount representing interest
(12.5)
Total future minimum lease payments
40.1 
Lease Obligations
 
2018
94.3 
2019
80.3 
2020
70.4 
2021
57.7 
2022
45.8 
Thereafter
135.6 
Lease obligations total
484.1 
Sublease Income
 
2018
(0.2)
2019
(0.2)
2020
2021
2022
Thereafter
Total
(0.4)
Total
 
2018
94.1 
2019
80.1 
2020
70.4 
2021
57.7 
2022
45.8 
Thereafter
135.6 
Total
$ 483.7 
Leases - Narrative (Details) (USD $)
In Millions, unless otherwise specified
1 Months Ended 12 Months Ended 24 Months Ended 42 Months Ended 1 Months Ended
May 31, 2017
renewal
Dec. 31, 2017
Dec. 31, 2016
Dec. 31, 2015
Dec. 31, 2017
Georgia-Pacific
UWW Holdings Inc
Property
Dec. 31, 2016
Georgia-Pacific
UWW Holdings Inc
Property
Dec. 31, 2017
Georgia-Pacific
UWW Holdings Inc
Property
Dec. 31, 2017
Georgia-Pacific
UWW Holdings Inc
Property
Nov. 27, 2002
Georgia-Pacific
UWW Holdings Inc
Property
Dec. 31, 2017
Unisource
Georgia-Pacific
Apr. 30, 2016
Settlement of Financing Obligation
Georgia-Pacific
Schedule of Capital and Operating Leases [Line Items]
 
 
 
 
 
 
 
 
 
 
 
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
 
 
 
 
11 
11 
 
 
 
Financing obligation at end of lease term
 
 
 
 
 
 
 
 
 
$ 155.2 
 
Number of properties transferred to related party not sold
 
 
 
 
 
 
 
 
Purchases of inventory from Georgia-Pacific, recognized in cost of products sold
 
 
 
 
 
 
 
 
 
 
5.4 
Related party transaction, loss on settlement of financing obligation
 
 
 
 
 
 
 
 
 
 
1.3 
Lease contract term
10 years 
 
 
 
 
 
 
 
 
 
 
Number of lease contract renewals
 
 
 
 
 
 
 
 
 
 
Term of lease contract renewal
5 years 
 
 
 
 
 
 
 
 
 
 
Proceeds from sale leaseback transaction, net
9.1 
 
 
 
 
 
 
 
 
 
 
Deferred gain on sale leaseback transaction
5.4 
 
 
 
 
 
 
 
 
 
 
Operating leases, rent expense
 
$ 106.3 
$ 108.1 
$ 106.2 
 
 
 
 
 
 
 
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, 2017
Dec. 31, 2016
Dec. 31, 2015
Income (Loss) from Continuing Operations before Equity Method Investments, Income Taxes, Extraordinary Items, Noncontrolling Interest [Abstract]
 
 
 
Domestic (United States)
$ (18.0)
$ 27.6 
$ 46.6 
Foreign
16.1 
13.2 
(1.7)
Income (loss) before income taxes
$ (1.9)
$ 40.8 
$ 44.9 
Income Taxes - Income Tax Expense (Benefit) (Details) (USD $)
In Millions, unless otherwise specified
12 Months Ended
Dec. 31, 2017
Dec. 31, 2016
Dec. 31, 2015
Current Provision:
 
 
 
U.S. Federal
$ 4.8 
$ 3.6 
$ 0 
U.S. State
1.5 
1.5 
1.7 
Foreign
3.2 
3.6 
1.6 
Total current income tax expense
9.5 
8.7 
3.3 
Deferred, net:
 
 
 
U.S. Federal
16.3 
9.6 
14.8 
U.S. State
(2.7)
1.9 
0.5 
Foreign
(11.7)
(0.4)
(0.4)
Total deferred, net
1.9 
11.1 
14.9 
Provision for income tax expense (benefit)
$ 11.4 
$ 19.8 
$ 18.2 
Income Taxes - Reconciliation of Federal Statutory Rate and the Effective Tax Rate (Details) (USD $)
In Millions, unless otherwise specified
12 Months Ended 3 Months Ended 12 Months Ended
Dec. 31, 2017
Dec. 31, 2016
Dec. 31, 2015
Sep. 30, 2017
Research Tax Credit Carryforward
Dec. 31, 2017
Tax Receivable Agreement
Dec. 31, 2017
U.S. Federal and State
Dec. 31, 2016
U.S. Federal and State
Dec. 31, 2015
U.S. Federal and State
Dec. 31, 2017
Foreign
Dec. 31, 2016
Foreign
Dec. 31, 2015
Foreign
Effective Income Tax Rate Reconciliation, Amount [Abstract]
 
 
 
 
 
 
 
 
 
 
 
Income (loss) before income taxes
$ (1.9)
$ 40.8 
$ 44.9 
 
 
 
 
 
 
 
 
Statutory U.S. income tax rate
35.00% 
35.00% 
35.00% 
 
 
 
 
 
 
 
 
Tax expense using statutory U.S. income tax rate
(0.7)
14.3 
15.7 
 
 
 
 
 
 
 
 
Foreign income tax rate differential
(1.4)
(1.1)
0.2 
 
 
 
 
 
 
 
 
State tax (net of federal benefit)
(0.5)
2.8 
1.6 
 
 
 
 
 
 
 
 
Non-deductible expenses
2.2 
2.3 
1.5 
 
 
 
 
 
 
 
 
Tax Receivable Agreement
(3.8)
1.6 
0.7 
 
0.9 
 
 
 
 
 
 
Tax credits
(4.0)
 
 
 
 
 
 
 
 
Foreign exchange loss
(1.2)
 
 
 
 
 
 
 
 
Impact of U.S. Tax Act (Federal and State)
30.2 
 
 
 
 
 
 
 
 
Change in valuation allowance
 
 
 
 
 
(0.8)
(13.7)
(0.5)
1.7 
Goodwill impairment
2.1 
0.7 
 
 
 
 
 
 
 
 
Foreign taxes
0.7 
0.5 
0.1 
 
 
 
 
 
 
 
 
Other
0.3 
(0.1)
(2.0)
 
 
 
 
 
 
 
 
Provision for income tax expense (benefit)
11.4 
19.8 
18.2 
3.1 
 
 
 
 
 
 
 
Effective income tax rate
(600.00%)
48.50% 
40.50% 
 
 
 
 
 
 
 
 
Provisional tax expense due to Tax Cuts and Jobs Act of 2017
$ 23.0 
 
 
 
$ 4.7 
 
 
 
 
 
 
Income Taxes - Narrative (Details) (USD $)
In Millions, unless otherwise specified
12 Months Ended
Dec. 31, 2017
Operating Loss Carryforwards [Line Items]
 
Provisional income tax expense as result of the Tax Cuts and Jobs Act
$ 30.2 
Provisional tax expense due to remeasurement of deferred taxes as result of the Tax Cuts and Jobs Act of 2017
23.0 
Income tax transition expense as result of the Tax Cuts and Jobs Act
7.2 
Temporary difference in foreign subsidiary earnings
25.8 
Federal tax authority
 
Operating Loss Carryforwards [Line Items]
 
Operating loss carryforwards
167.1 
State tax authority
 
Operating Loss Carryforwards [Line Items]
 
Operating loss carryforwards
165.5 
Non-U.S.
 
Operating Loss Carryforwards [Line Items]
 
Operating loss carryforwards
$ 49.2 
Income Taxes - Deferred Income Tax Assets and Liabilities (Details) (USD $)
In Millions, unless otherwise specified
Dec. 31, 2017
Dec. 31, 2016
U.S.
 
 
Deferred income tax assets:
 
 
Accrued compensation
$ 11.6 
$ 17.7 
Financing obligations to related party
47.3 
77.5 
Goodwill and other intangibles, net
1.9 
4.6 
Long-term compensation
21.3 
21.2 
Net operating losses and credit carryforwards
44.9 
74.1 
Allowance for doubtful accounts
10.0 
11.9 
Other
5.6 
3.5 
Gross deferred income tax assets
142.6 
210.5 
Less valuation allowance
(4.7)
(6.5)
Total deferred tax asset
137.9 
204.0 
Deferred income tax liabilities:
 
 
Property and equipment, net
(54.2)
(86.7)
Inventory reserve
(33.5)
(48.2)
Other
(4.6)
(8.3)
Total deferred tax liability
(92.3)
(143.2)
Net deferred income tax asset
45.6 
60.8 
Non-U.S.
 
 
Deferred income tax assets:
 
 
Accrued compensation
0.2 
0.1 
Financing obligations to related party
0.8 
0.8 
Goodwill and other intangibles, net
Long-term compensation
4.1 
3.8 
Net operating losses and credit carryforwards
11.8 
13.6 
Allowance for doubtful accounts
0.1 
Other
0.6 
0.8 
Gross deferred income tax assets
17.6 
19.1 
Less valuation allowance
(3.6)
(18.1)
Total deferred tax asset
14.0 
1.0 
Deferred income tax liabilities:
 
 
Property and equipment, net
Inventory reserve
Other
Total deferred tax liability
Net deferred income tax asset
$ 14.0 
$ 1.0 
Income Taxes - Schedule of Valuation Allowance (Details) (USD $)
In Millions, unless otherwise specified
12 Months Ended
Dec. 31, 2017
Dec. 31, 2016
Dec. 31, 2015
Valuation Allowance [Line Items]
 
 
 
Income tax benefit
$ (11.4)
$ (19.8)
$ (18.2)
Canada
 
 
 
Valuation Allowance [Line Items]
 
 
 
Income tax benefit
13.4 
 
 
Valuation Allowance of Deferred Tax Assets
 
 
 
Valuation Allowance [Roll Forward]
 
 
 
Beginning balance
24.6 
21.8 
 
Additions
0.2 
3.6 
 
Subtractions
(17.8)
(0.9)
 
Currency translation adjustments
1.3 
0.1 
 
Ending balance
8.3 
24.6 
 
Valuation Allowance of Deferred Tax Assets |
U.S.
 
 
 
Valuation Allowance [Roll Forward]
 
 
 
Beginning balance
6.5 
6.3 
 
Additions
0.2 
 
Subtractions
(1.8)
 
Currency translation adjustments
 
Ending balance
4.7 
6.5 
 
Valuation Allowance of Deferred Tax Assets |
Non-U.S.
 
 
 
Valuation Allowance [Roll Forward]
 
 
 
Beginning balance
18.1 
15.5 
 
Additions
0.2 
3.4 
 
Subtractions
(16.0)
(0.9)
 
Currency translation adjustments
1.3 
0.1 
 
Ending balance
$ 3.6 
$ 18.1 
 
Related Party Transactions - Narrative (Details) (USD $)
In Millions, except Share data, unless otherwise specified
0 Months Ended 12 Months Ended 0 Months Ended 0 Months Ended 1 Months Ended 12 Months Ended 0 Months Ended 1 Months Ended
Mar. 22, 2017
Nov. 23, 2016
Dec. 31, 2017
Dec. 31, 2016
Dec. 31, 2015
Jul. 1, 2014
UWW Holdings, LLC
Demand_Registration
Jul. 1, 2014
UWW Holdings, LLC
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
UWW Holdings, LLC
Dec. 31, 2017
Tax Receivable Agreement
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
Dec. 31, 2017
UWW Holdings, LLC
Mar. 22, 2017
UWW Holdings, LLC
Block Trade
Jan. 31, 2018
Subsequent Event
Tax Receivable Agreement
UWW Holdings, LLC
Related Party Transaction [Line Items]
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Business acquisition, equity issued (in shares)
 
 
 
 
 
 
 
 
7,840,000 
 
 
 
 
 
 
 
 
Registration rights agreement, period demand rights commence following distribution date
 
 
 
 
 
180 days 
 
 
 
 
 
 
 
 
 
 
 
Registration rights agreement, maximum demand registration in 150 day period
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Registration rights agreement, maximum demand registration in 365 day period
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
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 for utilization of pre-merger NOL
 
 
 
 
 
 
 
 
 
 
$ 8.7 
 
 
 
 
 
$ 10.1 
Decrease in contingent consideration liability
 
 
(2.0)
 
 
 
 
 
 
13.5 
 
 
 
 
 
Shares sold in offering (in shares)
 
 
 
 
 
 
 
 
 
1,760,000 
 
 
 
 
 
1,800,000 
 
Treasury stock (in shares)
 
310,000 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Treasury stock acquired, average cost per share (usd per share)
 
$ 42.8625 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Treasury stock, value, acquired
 
13.4 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Treasury stock, transaction related fees
0.2 
0.8 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Treasury stock, capitalized transaction related fees
 
0.2 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Shares of Veritiv outstanding common stock owned (in shares)
 
 
 
 
 
 
 
 
 
 
 
 
 
 
4,283,840 
 
 
Related party transaction
 
 
 
 
 
 
 
 
 
 
 
 
$ 4.6 
$ 4.6 
 
 
 
Related Party Transactions - Financial Impact (Details) (USD $)
In Millions, unless otherwise specified
12 Months Ended
Dec. 31, 2017
Dec. 31, 2016
Dec. 31, 2015
Related Party Transaction [Line Items]
 
 
 
Sales to Georgia-Pacific, reflected in net sales
$ 32.2 
$ 35.6 
$ 33.6 
Inventories
722.7 
707.9 
 
Related party payable
8.5 
9.0 
 
Related party receivable
3.3 
3.9 
 
Georgia-Pacific
 
 
 
Related Party Transaction [Line Items]
 
 
 
Inventories
22.7 
24.8 
 
Related party payable
8.5 
9.0 
 
Related party receivable
3.3 
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
32.2 
35.6 
33.6 
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
$ 181.6 
$ 224.9 
$ 264.7 
Employee Benefit Plans - Narrative (Details) (USD $)
In Millions, unless otherwise specified
3 Months Ended 12 Months Ended 12 Months Ended 1 Months Ended 3 Months Ended 12 Months Ended
Dec. 31, 2017
Sep. 30, 2017
Jun. 30, 2017
Mar. 31, 2017
Dec. 31, 2016
Sep. 30, 2016
Jun. 30, 2016
Mar. 31, 2016
Dec. 31, 2017
Dec. 31, 2016
Dec. 31, 2015
Dec. 31, 2017
Multiemployer plans, pension
Dec. 31, 2016
Multiemployer plans, pension
Dec. 31, 2015
Multiemployer plans, pension
Dec. 31, 2017
Multiemployer plans, pension
US employee collective bargaining agreement
Dec. 31, 2016
Multiemployer plans, pension
US employee collective bargaining agreement
Dec. 31, 2015
Multiemployer plans, pension
US employee collective bargaining agreement
Dec. 31, 2017
U.S. Defined Benefit Pension Plan
Dec. 31, 2017
Canada Pension Plan
Dec. 31, 2017
Minimum
Dec. 31, 2017
Maximum
Dec. 31, 2017
Withdrawal from Multiemployer Defined Benefit Plan
Dec. 31, 2016
Withdrawal from Multiemployer Defined Benefit Plan
Dec. 31, 2017
Withdrawal from Multiemployer Defined Benefit Plan
NE Fund
Multiemployer plans, pension
installemnt
Jun. 30, 2017
Withdrawal from Multiemployer Defined Benefit Plan
NE Fund
Multiemployer plans, pension
installemnt
Dec. 31, 2017
Withdrawal from Multiemployer Defined Benefit Plan
NE Fund
Multiemployer plans, pension
Defined Benefit Plans and Other Postretirement Benefit Plans Table Text Block [Line Items]
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Contributions
 
 
 
 
 
 
 
 
$ 19.4 
$ 19.6 
$ 19.0 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Maximum contractual term
 
 
 
 
 
 
 
 
15 years 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Deferred compensation, percentage of base salary deferred (up to)
 
 
 
 
 
 
 
 
85.00% 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Installment payment period
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
2 years 
10 years 
 
 
 
 
 
Estimated future employer contributions
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
0.1 
3.2 
 
 
 
 
 
 
 
Multiemployer plan, period contributions
 
 
 
 
 
 
 
 
 
 
 
3.5 
3.7 
3.9 
3.5 
3.7 
3.9 
 
 
 
 
 
 
 
 
 
Multiemployer plan, percentage of employer's contributions (not more than)
 
 
 
 
 
 
 
 
 
 
 
 
 
 
5.00% 
5.00% 
5.00% 
 
 
 
 
 
 
 
 
 
Restructuring charges, net
(13.3)
2.7 
23.2 
4.1 
5.2 
5.8 
(0.3)
1.7 
16.7 
12.4 
11.3 
 
 
 
 
 
 
 
 
 
 
17.4 
7.5 
 
 
13.6 
Recognized estimated liability
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
2.7 
10.9 
2.7 
Loss contingency monthly installments
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
240 
240 
 
Multiemployer plans, withdrawal obligation, recognition period
 
 
 
 
 
 
 
 
20 years 
 
 
 
 
 
 
 
 
 
 
 
 
20 years 
 
 
 
 
Payments made for accrued withdrawal liability
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
$ 1.4 
 
 
 
 
Employee Benefit Plans - Deferred Compensation Liability (Details) (USD $)
In Millions, unless otherwise specified
Dec. 31, 2017
Dec. 31, 2016
Defined Benefit Plan Disclosure [Line Items]
 
 
Other non-current liabilities
$ 23.7 
$ 21.6 
Total liabilities
26.3 
24.3 
Other Accrued Liabilities Current
 
 
Defined Benefit Plan Disclosure [Line Items]
 
 
Other accrued liabilities
2.6 
2.7 
Other Non-current Liabilities
 
 
Defined Benefit Plan Disclosure [Line Items]
 
 
Other non-current liabilities
$ 23.7 
$ 21.6 
Employee Benefit Plans - Change Benefit Obligation and Funded Status (Details) (USD $)
In Millions, unless otherwise specified
12 Months Ended
Dec. 31, 2017
Dec. 31, 2016
Dec. 31, 2015
U.S. Defined Benefit Pension Plan
 
 
 
Defined Benefit Plan Disclosure [Line Items]
 
 
 
Accumulated benefit obligation, end of year
$ 91.0 
$ 89.7 
 
Change in projected benefit obligation:
 
 
 
Beginning balance
89.7 
89.0 
 
Service cost
0.8 
0.7 
 
Interest cost
2.7 
3.4 
3.2 
Actuarial (gain) loss
3.3 
 
Benefits paid
(5.5)
(3.4)
 
Foreign exchange adjustments
 
Ending balance
91.0 
89.7 
89.0 
Change in plan assets:
 
 
 
Beginning balance
75.9 
74.4 
 
Employer contributions
 
Investment returns
12.0 
5.9 
 
Benefits paid
(5.5)
(3.4)
 
Administrative expenses paid
(1.0)
(1.0)
 
Foreign exchange adjustments
 
Ending balance
81.4 
75.9 
74.4 
Underfunded status, end of year
(9.6)
(13.8)
 
Canada Pension Plan
 
 
 
Defined Benefit Plan Disclosure [Line Items]
 
 
 
Accumulated benefit obligation, end of year
83.2 
71.9 
 
Change in projected benefit obligation:
 
 
 
Beginning balance
79.0 
76.0 
 
Service cost
0.3 
0.3 
 
Interest cost
2.7 
3.1 
3.2 
Actuarial (gain) loss
6.1 
2.2 
 
Benefits paid
(3.9)
(4.8)
 
Foreign exchange adjustments
5.8 
2.2 
 
Ending balance
90.0 
79.0 
76.0 
Change in plan assets:
 
 
 
Beginning balance
64.9 
61.6 
 
Employer contributions
3.1 
3.1 
 
Investment returns
6.0 
3.1 
 
Benefits paid
(3.9)
(4.8)
 
Administrative expenses paid
 
Foreign exchange adjustments
4.8 
1.9 
 
Ending balance
74.9 
64.9 
61.6 
Underfunded status, end of year
$ (15.1)
$ (14.1)
 
Employee Benefit Plans - Balance Sheet Positions (Details) (USD $)
In Millions, unless otherwise specified
Dec. 31, 2017
Dec. 31, 2016
U.S. Defined Benefit Pension Plan
 
 
Defined Benefit Plan Disclosure [Line Items]
 
 
Other accrued liabilities
$ 0.1 
$ 0.1 
Defined benefit pension obligations
9.5 
13.7 
Net liability recognized
9.6 
13.8 
Net loss, net of tax
3.2 
5.7 
Canada Pension Plan
 
 
Defined Benefit Plan Disclosure [Line Items]
 
 
Other accrued liabilities
0.2 
0.2 
Defined benefit pension obligations
14.9 
13.9 
Net liability recognized
15.1 
14.1 
Net loss, net of tax
$ 6.1 
$ 3.4 
Employee Benefit Plans - Net Periodic Costs (Details) (USD $)
In Millions, unless otherwise specified
12 Months Ended
Dec. 31, 2017
Dec. 31, 2016
Dec. 31, 2015
U.S. Defined Benefit Pension Plan
 
 
 
Defined Benefit Plan, Net Periodic Benefit Cost (Credit) [Abstract]
 
 
 
Service cost
$ 2.0 
$ 1.7 
$ 1.6 
Interest cost
2.7 
3.4 
3.2 
Expected return on plan assets
(5.1)
(5.0)
(5.2)
Amortization of net loss
0.1 
0.1 
Net periodic benefit cost (credit)
(0.3)
0.2 
(0.4)
Net loss (gain) during year, net of tax
(2.5)
(0.5)
1.0 
Canada Pension Plan
 
 
 
Defined Benefit Plan, Net Periodic Benefit Cost (Credit) [Abstract]
 
 
 
Service cost
0.3 
0.3 
0.2 
Interest cost
2.7 
3.1 
3.2 
Expected return on plan assets
(3.7)
(3.5)
(3.3)
Amortization of net loss
0.2 
0.2 
Net periodic benefit cost (credit)
(0.5)
0.1 
0.1 
Net loss (gain) during year, net of tax
$ 2.7 
$ 2.2 
$ (1.0)
Employee Benefit Plans - Fair Value Hierarchy of Plan Assets (Details) (USD $)
In Millions, unless otherwise specified
Dec. 31, 2017
Dec. 31, 2016
Dec. 31, 2015
U.S. Defined Benefit Pension Plan
 
 
 
Defined Benefit Plan Disclosure [Line Items]
 
 
 
Fair value of plan assets
$ 81.4 
$ 75.9 
$ 74.4 
U.S. Defined Benefit Pension Plan |
Level 1
 
 
 
Defined Benefit Plan Disclosure [Line Items]
 
 
 
Fair value of plan assets
81.4 
75.9 
 
U.S. Defined Benefit Pension Plan |
Level 2
 
 
 
Defined Benefit Plan Disclosure [Line Items]
 
 
 
Fair value of plan assets
 
U.S. Defined Benefit Pension Plan |
Level 3
 
 
 
Defined Benefit Plan Disclosure [Line Items]
 
 
 
Fair value of plan assets
 
U.S. Defined Benefit Pension Plan |
Equity securities
 
 
 
Defined Benefit Plan Disclosure [Line Items]
 
 
 
Fair value of plan assets
56.8 
50.0 
 
U.S. Defined Benefit Pension Plan |
Equity securities |
Level 1
 
 
 
Defined Benefit Plan Disclosure [Line Items]
 
 
 
Fair value of plan assets
56.8 
50.0 
 
U.S. Defined Benefit Pension Plan |
Equity securities |
Level 2
 
 
 
Defined Benefit Plan Disclosure [Line Items]
 
 
 
Fair value of plan assets
 
U.S. Defined Benefit Pension Plan |
Equity securities |
Level 3
 
 
 
Defined Benefit Plan Disclosure [Line Items]
 
 
 
Fair value of plan assets
 
U.S. Defined Benefit Pension Plan |
Fixed income securities
 
 
 
Defined Benefit Plan Disclosure [Line Items]
 
 
 
Fair value of plan assets
24.3 
25.7 
 
U.S. Defined Benefit Pension Plan |
Fixed income securities |
Level 1
 
 
 
Defined Benefit Plan Disclosure [Line Items]
 
 
 
Fair value of plan assets
24.3 
25.7 
 
U.S. Defined Benefit Pension Plan |
Fixed income securities |
Level 2
 
 
 
Defined Benefit Plan Disclosure [Line Items]
 
 
 
Fair value of plan assets
 
U.S. Defined Benefit Pension Plan |
Fixed income securities |
Level 3
 
 
 
Defined Benefit Plan Disclosure [Line Items]
 
 
 
Fair value of plan assets
 
U.S. Defined Benefit Pension Plan |
Cash and short-term securities
 
 
 
Defined Benefit Plan Disclosure [Line Items]
 
 
 
Fair value of plan assets
0.3 
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
0.3 
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
 
U.S. Defined Benefit Pension Plan |
Cash and short-term securities |
Level 3
 
 
 
Defined Benefit Plan Disclosure [Line Items]
 
 
 
Fair value of plan assets
 
Canada Pension Plan
 
 
 
Defined Benefit Plan Disclosure [Line Items]
 
 
 
Fair value of plan assets
74.9 
64.9 
61.6 
Canada Pension Plan |
Level 1
 
 
 
Defined Benefit Plan Disclosure [Line Items]
 
 
 
Fair value of plan assets
0.1 
0.3 
 
Canada Pension Plan |
Level 2
 
 
 
Defined Benefit Plan Disclosure [Line Items]
 
 
 
Fair value of plan assets
 
Canada Pension Plan |
Level 3
 
 
 
Defined Benefit Plan Disclosure [Line Items]
 
 
 
Fair value of plan assets
 
Canada Pension Plan |
Equity securities
 
 
 
Defined Benefit Plan Disclosure [Line Items]
 
 
 
Fair value of plan assets
49.2 
43.8 
 
Investments measured as NAV
49.2 
43.8 
 
Canada Pension Plan |
Fixed income securities
 
 
 
Defined Benefit Plan Disclosure [Line Items]
 
 
 
Fair value of plan assets
25.6 
20.8 
 
Investments measured as NAV
25.6 
20.8 
 
Canada Pension Plan |
Cash and short-term securities
 
 
 
Defined Benefit Plan Disclosure [Line Items]
 
 
 
Fair value of plan assets
0.1 
0.3 
 
Canada Pension Plan |
Cash and short-term securities |
Level 1
 
 
 
Defined Benefit Plan Disclosure [Line Items]
 
 
 
Fair value of plan assets
0.1 
0.3 
 
Canada Pension Plan |
Cash and short-term securities |
Level 2
 
 
 
Defined Benefit Plan Disclosure [Line Items]
 
 
 
Fair value of plan assets
 
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
Dec. 31, 2017
Dec. 31, 2016
Dec. 31, 2015
U.S. Defined Benefit Pension Plan
 
 
 
Defined Benefit Plan Disclosure [Line Items]
 
 
 
Fair value of plan assets
$ 81.4 
$ 75.9 
$ 74.4 
U.S. Defined Benefit Pension Plan |
Equity securities
 
 
 
Defined Benefit Plan Disclosure [Line Items]
 
 
 
Fair value of plan assets
56.8 
50.0 
 
U.S. Defined Benefit Pension Plan |
Fixed income securities
 
 
 
Defined Benefit Plan Disclosure [Line Items]
 
 
 
Fair value of plan assets
24.3 
25.7 
 
U.S. Defined Benefit Pension Plan |
Cash and short-term securities
 
 
 
Defined Benefit Plan Disclosure [Line Items]
 
 
 
Fair value of plan assets
0.3 
0.2 
 
Canada Pension Plan
 
 
 
Defined Benefit Plan Disclosure [Line Items]
 
 
 
Fair value of plan assets
74.9 
64.9 
61.6 
Canada Pension Plan |
Equity securities
 
 
 
Defined Benefit Plan Disclosure [Line Items]
 
 
 
Fair value of plan assets
49.2 
43.8 
 
Canada Pension Plan |
Fixed income securities
 
 
 
Defined Benefit Plan Disclosure [Line Items]
 
 
 
Fair value of plan assets
25.6 
20.8 
 
Canada Pension Plan |
Cash and short-term securities
 
 
 
Defined Benefit Plan Disclosure [Line Items]
 
 
 
Fair value of plan assets
$ 0.1 
$ 0.3 
 
Minimum |
U.S. Defined Benefit Pension Plan |
Equity securities
 
 
 
Defined Benefit Plan Disclosure [Line Items]
 
 
 
Plan assets target allocation
55.00% 
55.00% 
 
Minimum |
U.S. Defined Benefit Pension Plan |
Fixed income securities
 
 
 
Defined Benefit Plan Disclosure [Line Items]
 
 
 
Plan assets target allocation
20.00% 
20.00% 
 
Minimum |
U.S. Defined Benefit Pension Plan |
Cash and short-term securities
 
 
 
Defined Benefit Plan Disclosure [Line Items]
 
 
 
Plan assets target allocation
0.00% 
0.00% 
 
Minimum |
Canada Pension Plan |
Equity securities
 
 
 
Defined Benefit Plan Disclosure [Line Items]
 
 
 
Plan assets target allocation
50.00% 
50.00% 
 
Minimum |
Canada Pension Plan |
Fixed income securities
 
 
 
Defined Benefit Plan Disclosure [Line Items]
 
 
 
Plan assets target allocation
30.00% 
30.00% 
 
Minimum |
Canada Pension Plan |
Cash and short-term securities
 
 
 
Defined Benefit Plan Disclosure [Line Items]
 
 
 
Plan assets target allocation
0.00% 
0.00% 
 
Maximum |
U.S. Defined Benefit Pension Plan |
Equity securities
 
 
 
Defined Benefit Plan Disclosure [Line Items]
 
 
 
Plan assets target allocation
75.00% 
75.00% 
 
Maximum |
U.S. Defined Benefit Pension Plan |
Fixed income securities
 
 
 
Defined Benefit Plan Disclosure [Line Items]
 
 
 
Plan assets target allocation
40.00% 
40.00% 
 
Maximum |
U.S. Defined Benefit Pension Plan |
Cash and short-term securities
 
 
 
Defined Benefit Plan Disclosure [Line Items]
 
 
 
Plan assets target allocation
10.00% 
10.00% 
 
Maximum |
Canada Pension Plan |
Equity securities
 
 
 
Defined Benefit Plan Disclosure [Line Items]
 
 
 
Plan assets target allocation
70.00% 
70.00% 
 
Maximum |
Canada Pension Plan |
Fixed income securities
 
 
 
Defined Benefit Plan Disclosure [Line Items]
 
 
 
Plan assets target allocation
50.00% 
50.00% 
 
Maximum |
Canada Pension Plan |
Cash and short-term securities
 
 
 
Defined Benefit Plan Disclosure [Line Items]
 
 
 
Plan assets target allocation
5.00% 
5.00% 
 
Employer Benefit Plans - Significant Weighted-Average Assumptions (Details)
12 Months Ended
Dec. 31, 2017
Dec. 31, 2016
U.S. Defined Benefit Pension Plan
 
 
Weighted Average Assumptions Used in Calculating Benefit Obligation [Abstract]
 
 
Discount rate
3.33% 
3.76% 
Weighted Average Assumptions Used in Calculating Net Periodic Benefit Cost [Abstract]
 
 
Discount rate
3.76% 
4.05% 
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
3.40% 
3.85% 
Rate of compensation increases
3.00% 
3.00% 
Weighted Average Assumptions Used in Calculating Net Periodic Benefit Cost [Abstract]
 
 
Discount rate
3.85% 
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, 2017
U.S. Defined Benefit Pension Plan
 
Defined Benefit Plan, Expected Future Benefit Payment [Abstract]
 
2018
$ 9.6 
2019
5.7 
2020
5.4 
2021
5.6 
2022
5.5 
2023-2027
27.7 
Canada Pension Plan
 
Defined Benefit Plan, Expected Future Benefit Payment [Abstract]
 
2018
2.8 
2019
2.9 
2020
3.0 
2021
3.2 
2022
3.4 
2023-2027
$ 20.1 
Employee Benefit Plans - Multiemployer Plans (Details) (USD $)
In Millions, unless otherwise specified
3 Months Ended 12 Months Ended
Dec. 31, 2017
Sep. 30, 2017
Jun. 30, 2017
Mar. 31, 2017
Dec. 31, 2016
Sep. 30, 2016
Jun. 30, 2016
Mar. 31, 2016
Dec. 31, 2017
Dec. 31, 2016
Dec. 31, 2015
Multiemployer Plans [Line Items]
 
 
 
 
 
 
 
 
 
 
 
Restructuring charges, net
$ (13.3)
$ 2.7 
$ 23.2 
$ 4.1 
$ 5.2 
$ 5.8 
$ (0.3)
$ 1.7 
$ 16.7 
$ 12.4 
$ 11.3 
Distribution expenses
 
 
 
 
 
 
 
 
516.9 
505.1 
521.8 
Multiemployer plans, pension
 
 
 
 
 
 
 
 
 
 
 
Multiemployer Plans [Line Items]
 
 
 
 
 
 
 
 
 
 
 
Veritiv's Contributions
 
 
 
 
 
 
 
 
3.5 
3.7 
3.9 
US employee collective bargaining agreement |
Multiemployer plans, pension
 
 
 
 
 
 
 
 
 
 
 
Multiemployer Plans [Line Items]
 
 
 
 
 
 
 
 
 
 
 
Veritiv's Contributions
 
 
 
 
 
 
 
 
3.5 
3.7 
3.9 
Western Conference of Teamsters Pension Trust Fund (1) |
Multiemployer plans, pension
 
 
 
 
 
 
 
 
 
 
 
Multiemployer Plans [Line Items]
 
 
 
 
 
 
 
 
 
 
 
Veritiv's Contributions
 
 
 
 
 
 
 
 
1.6 
1.7 
1.7 
Number of participating collective bargaining units
 
 
 
 
 
 
 
 
11 
 
 
Number of participating collective bargaining units under negotiations
 
 
 
 
 
 
 
 
 
 
Central States, Southeast & Southwest Areas Pension Fund (2) |
Multiemployer plans, pension
 
 
 
 
 
 
 
 
 
 
 
Multiemployer Plans [Line Items]
 
 
 
 
 
 
 
 
 
 
 
Veritiv's Contributions
 
 
 
 
 
 
 
 
0.2 
0.3 
0.4 
Number of participating collective bargaining units
 
 
 
 
 
 
 
 
 
 
Number of participating collective bargaining units under negotiations
 
 
 
 
 
 
 
 
 
 
Teamsters Pension Plan of Philadelphia & Vicinity |
Multiemployer plans, pension
 
 
 
 
 
 
 
 
 
 
 
Multiemployer Plans [Line Items]
 
 
 
 
 
 
 
 
 
 
 
Veritiv's Contributions
 
 
 
 
 
 
 
 
0.4 
0.4 
0.4 
Graphic Arts Industry Joint Pension Trust |
Multiemployer plans, pension
 
 
 
 
 
 
 
 
 
 
 
Multiemployer Plans [Line Items]
 
 
 
 
 
 
 
 
 
 
 
Veritiv's Contributions
 
 
 
 
 
 
 
 
0.1 
New England Teamsters & Trucking Industry Pension |
Multiemployer plans, pension
 
 
 
 
 
 
 
 
 
 
 
Multiemployer Plans [Line Items]
 
 
 
 
 
 
 
 
 
 
 
Veritiv's Contributions
 
 
 
 
 
 
 
 
0.4 
0.5 
0.4 
Western Pennsylvania Teamsters and Employers Pension Plan |
Multiemployer plans, pension
 
 
 
 
 
 
 
 
 
 
 
Multiemployer Plans [Line Items]
 
 
 
 
 
 
 
 
 
 
 
Veritiv's Contributions
 
 
 
 
 
 
 
 
0.3 
0.3 
0.3 
Contributions for individually significant plans |
Multiemployer plans, pension
 
 
 
 
 
 
 
 
 
 
 
Multiemployer Plans [Line Items]
 
 
 
 
 
 
 
 
 
 
 
Veritiv's Contributions
 
 
 
 
 
 
 
 
2.9 
3.2 
3.3 
Contributions to other multi-employer plans |
Multiemployer plans, pension
 
 
 
 
 
 
 
 
 
 
 
Multiemployer Plans [Line Items]
 
 
 
 
 
 
 
 
 
 
 
Veritiv's Contributions
 
 
 
 
 
 
 
 
0.6 
0.5 
0.6 
Other Accrued Liabilities Current
 
 
 
 
 
 
 
 
 
 
 
Multiemployer Plans [Line Items]
 
 
 
 
 
 
 
 
 
 
 
Withdrawal obligations
0.7 
 
 
 
 
 
 
0.7 
 
Other Non-current Liabilities
 
 
 
 
 
 
 
 
 
 
 
Multiemployer Plans [Line Items]
 
 
 
 
 
 
 
 
 
 
 
Withdrawal obligations
27.2 
 
 
 
9.8 
 
 
 
27.2 
9.8 
 
Withdrawal from Multiemployer Defined Benefit Plan
 
 
 
 
 
 
 
 
 
 
 
Multiemployer Plans [Line Items]
 
 
 
 
 
 
 
 
 
 
 
Restructuring charges, net
 
 
 
 
 
 
 
 
17.4 
7.5 
 
Distribution expenses
 
 
 
 
 
 
 
 
2.1 
2.3 
 
Total Net Charges
 
 
 
 
 
 
 
 
$ 19.5 
$ 9.8 
 
Fair Value Measurements - Narrative (Details) (USD $)
12 Months Ended 0 Months Ended 12 Months Ended 3 Months Ended 12 Months Ended
Dec. 31, 2017
Dec. 31, 2016
Dec. 31, 2015
Jul. 1, 2014
UWW Holdings, Inc. XPEDX Merger
Dec. 31, 2017
Fair Value, Measurements, Nonrecurring
Dec. 31, 2017
Fair Value, Measurements, Recurring
Level 3
Contingent Liability
UWW Holdings, Inc. XPEDX Merger
Dec. 31, 2017
Selling and Administrative Expenses
Dec. 31, 2016
Selling and Administrative Expenses
Dec. 31, 2015
Selling and Administrative Expenses
Dec. 31, 2017
Restructuring Expenses
Dec. 31, 2015
Restructuring Expenses
Sep. 30, 2017
Customer relationships
Dec. 31, 2016
Customer relationships
Aug. 31, 2017
Earn Out Payment
All American Containers
Business Acquisition [Line Items]
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Goodwill and long-lived asset impairment charges
$ 8,400,000 
$ 7,700,000 
$ 5,900,000 
 
$ 7,700,000 
 
 
 
 
 
 
 
 
 
Impairment of finite lived intangible assets
 
 
 
 
 
 
 
 
 
 
1,600,000 
5,800,000 
 
Impairment of goodwill
6,100,000 
 
 
 
 
 
 
1,900,000 
 
 
 
 
 
Long-lived asset impairment
 
 
4,000,000 
 
 
 
700,000 
1,900,000 
700,000 
3,300,000 
 
 
 
Impairment of goodwill and long-lived assets held-for-use
8,400,000 
7,700,000 
5,900,000 
 
 
 
 
 
 
 
 
 
 
 
Fair value of contingent liability associated with the Tax Receivable Agreement
 
 
 
59,400,000 
 
 
 
 
 
 
 
 
 
 
Fair value discount rate
 
 
 
 
 
4.20% 
 
 
 
 
 
 
 
 
Contingent liability
 
 
 
 
 
 
 
 
 
 
 
 
 
22,200,000 
Contingent consideration range of outcomes high value
 
 
 
 
 
 
 
 
 
 
 
 
 
50,000,000 
Maximum contingent consideration paid on an annual basis
 
 
 
 
 
 
 
 
 
 
 
 
 
$ 25,000,000 
Fair Value Measurements - Contingent Liability (Details) (USD $)
In Millions, unless otherwise specified
12 Months Ended
Dec. 31, 2017
Dec. 31, 2016
Dec. 31, 2015
Fair Value, Liabilities Measured on Recurring Basis, Unobservable Input Reconciliation, Calculation [Roll Forward]
 
 
 
Decrease in contingent consideration liability
$ (2.0)
$ 0 
$ 0 
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
67.9 
63.0 
 
Change in fair value adjustment recorded in other (income) expense, net
(9.4)
4.9 
 
Principal payments
(8.5)
 
 
Ending balance
50.0 
67.9 
 
Tax Receivable Agreement |
UWW Holdings, LLC |
UWW Holdings, LLC
 
 
 
Fair Value, Liabilities Measured on Recurring Basis, Unobservable Input Reconciliation, Calculation [Roll Forward]
 
 
 
Decrease in contingent consideration liability
$ 13.5 
 
 
Fair Value Measurements - Contingent Consideration Rollforward (Details) (Earn Out Payment, All American Containers, Level 3, Fair Value, Measurements, Recurring, USD $)
In Millions, unless otherwise specified
4 Months Ended
Dec. 31, 2017
Earn Out Payment |
All American Containers |
Level 3 |
Fair Value, Measurements, Recurring
 
Fair Value, Liabilities Measured on Recurring Basis, Unobservable Input Reconciliation, Calculation [Roll Forward]
 
Beginning balance
$ 30.0 
Purchase accounting adjustment
(7.8)
Adjusted purchase price
22.2 
Change in fair value adjustment recorded in other (income) expense, net
2.0 
Ending balance
$ 24.2 
Supplementary Financial Statement Information - Other Current Assets (Details) (USD $)
In Millions, unless otherwise specified
Dec. 31, 2017
Dec. 31, 2016
Other Current Assets:
 
 
Rebates receivable
$ 61.1 
$ 62.3 
Prepaid expenses
33.8 
26.1 
Other
38.6 
30.5 
Other current assets
$ 133.5 
$ 118.9 
Supplementary Financial Statement Information - Other Non-Current Assets (Details) (USD $)
In Millions, unless otherwise specified
Dec. 31, 2017
Dec. 31, 2016
Other Non-Current Assets:
 
 
Deferred financing costs
$ 9.3 
$ 11.9 
Investments in real estate joint ventures
6.4 
6.0 
Below market leasehold agreements
4.7 
4.7 
Below market leasehold agreements
2.1 
3.1 
Other
10.4 
7.7 
Other non-current assets
$ 30.8 
$ 30.3 
Supplementary Financial Statement Information - Accrued Payroll and Benefits (Details) (USD $)
In Millions, unless otherwise specified
Dec. 31, 2017
Dec. 31, 2016
Accrued Payroll and Benefits:
 
 
Accrued payroll and related taxes
$ 18.0 
$ 26.0 
Accrued commissions
23.2 
21.8 
Accrued incentive plans
28.7 
33.1 
Other
3.6 
3.5 
Accrued payroll and benefits
$ 73.5 
$ 84.4 
Supplementary Financial Statement Information - Other Accrued Liabilities (Details) (USD $)
In Millions, unless otherwise specified
Dec. 31, 2017
Dec. 31, 2016
Other Accrued Liabilities:
 
 
Accrued taxes
$ 12.1 
$ 9.1 
Accrued customer incentives
25.1 
23.3 
Accrued freight
16.0 
13.9 
Accrued professional fees
6.7 
7.3 
Other
46.4 
40.4 
Other accrued liabilities
134.6 
102.5 
Tax Receivable Agreement
 
 
Other Accrued Liabilities:
 
 
Contingent liability
9.9 
8.5 
All American Containers
 
 
Other Accrued Liabilities:
 
 
Contingent liability
$ 18.4 
$ 0 
Supplementary Financial Statement Information - Other Non-Current Liabilities (Details) (USD $)
In Millions, unless otherwise specified
Dec. 31, 2017
Dec. 31, 2016
Other Non-Current Liabilities:
 
 
Deferred compensation
$ 23.7 
$ 21.6 
Straight-line rent
17.5 
15.7 
Above market leasehold agreements
2.1 
3.1 
Other, including multi-employer pension plan withdrawals
46.5 
21.4 
Other non-current liabilities
137.0 
121.2 
Tax Receivable Agreement
 
 
Other Non-Current Liabilities:
 
 
Contingent liability
40.1 
59.4 
All American Containers
 
 
Other Non-Current Liabilities:
 
 
Contingent liability
$ 7.1 
$ 0 
Earnings (Loss) Per Share - Narrative (Details)
In Millions, unless otherwise specified
3 Months Ended 12 Months Ended
Dec. 31, 2017
Sep. 30, 2017
Jun. 30, 2017
Mar. 31, 2017
Dec. 31, 2016
Sep. 30, 2016
Jun. 30, 2016
Mar. 31, 2016
Dec. 31, 2017
Dec. 31, 2016
Dec. 31, 2015
Earnings Per Share [Abstract]
 
 
 
 
 
 
 
 
 
 
 
Weighted average shares outstanding - basic (in shares)
15.70 
15.70 
15.70 
15.69 
15.87 
16.00 
16.00 
16.00 
15.70 
15.97 
16.00 
Weighted average shares outstanding - diluted (in shares)
15.98 
15.70 
15.70 
15.69 
16.21 
16.27 
16.00 
16.00 
15.70 
16.15 
16.00 
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 12 Months Ended
Dec. 31, 2017
Sep. 30, 2017
Jun. 30, 2017
Mar. 31, 2017
Dec. 31, 2016
Sep. 30, 2016
Jun. 30, 2016
Mar. 31, 2016
Dec. 31, 2017
Dec. 31, 2016
Dec. 31, 2015
Numerator:
 
 
 
 
 
 
 
 
 
 
 
Net income (loss)
$ 12.3 
$ (14.3)
$ (9.1)
$ (2.2)
$ 4.2 
$ 5.6 
$ 7.9 
$ 3.3 
$ (13.3)
$ 21.0 
$ 26.7 
Denominator:
 
 
 
 
 
 
 
 
 
 
 
Weighted average shares outstanding - basic (in shares)
15.70 
15.70 
15.70 
15.69 
15.87 
16.00 
16.00 
16.00 
15.70 
15.97 
16.00 
Weighted average shares outstanding - diluted (in shares)
15.98 
15.70 
15.70 
15.69 
16.21 
16.27 
16.00 
16.00 
15.70 
16.15 
16.00 
Earnings (loss) per share:
 
 
 
 
 
 
 
 
 
 
 
Basic earnings (loss) per share (usd per share)
$ 0.78 
$ (0.91)
$ (0.58)
$ (0.14)
$ 0.26 
$ 0.35 
$ 0.49 
$ 0.21 
$ (0.85)
$ 1.31 
$ 1.67 
Diluted earnings (loss) per share (usd per share)
$ 0.77 
$ (0.91)
$ (0.58)
$ (0.14)
$ 0.26 
$ 0.34 
$ 0.49 
$ 0.21 
$ (0.85)
$ 1.30 
$ 1.67 
Antidilutive stock-based awards excluded from computation of diluted earnings per share (in shares)
 
 
 
 
 
 
 
 
0.80 
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)
 
 
 
 
 
 
 
 
0.30 
0.20 
0.16 
Shareholders' Equity - Narrative (Details) (USD $)
In Millions, except Share data, unless otherwise specified
0 Months Ended
Mar. 22, 2017
Nov. 23, 2016
Dec. 31, 2017
Dec. 31, 2016
Class of Stock [Line Items]
 
 
 
 
Common stock votes per share owned (in votes per share)
 
 
 
Preferred stock, shares authorized (in shares)
 
 
10,000,000 
10,000,000 
Preferred stock, shares issued (in shares)
 
 
Treasury stock, transaction related fees
$ 0.2 
$ 0.8 
 
 
Treasury stock, capitalized transaction related fees
 
$ 0.2 
 
 
Number of shares authorized to be repurchased (in shares)
 
 
 
UWW Holdings, LLC |
Public Stock Offering
 
 
 
 
Class of Stock [Line Items]
 
 
 
 
Shares sold in offering (in shares)
 
1,760,000 
 
 
UWW Holdings, LLC |
Block Trade
 
 
 
 
Class of Stock [Line Items]
 
 
 
 
Shares sold in offering (in shares)
1,800,000 
 
 
 
Shareholders' Equity - Schedule of Other Comprehensive Income Included (Details) (USD $)
In Millions, unless otherwise specified
12 Months Ended
Dec. 31, 2017
Dec. 31, 2016
Dec. 31, 2015
AOCI Attributable to Parent, Net of Tax [Roll Forward]
 
 
 
Beginning of period
$ 541.8 
$ 530.1 
$ 512.5 
Other comprehensive income (loss)
5.5 
(4.0)
(12.9)
End of period
549.7 
541.8 
530.1 
Foreign currency translation adjustments
 
 
 
AOCI Attributable to Parent, Net of Tax [Roll Forward]
 
 
 
Beginning of period
(29.2)
(27.1)
 
Unrealized net losses arising during the period
5.9 
(2.1)
 
Amounts reclassified from AOCL
(0.2)
 
Other comprehensive income (loss)
5.7 
(2.1)
 
End of period
(23.5)
(29.2)
 
Retirement liabilities
 
 
 
AOCI Attributable to Parent, Net of Tax [Roll Forward]
 
 
 
Beginning of period
(9.1)
(7.4)
 
Unrealized net losses arising during the period
0.1 
(1.8)
 
Amounts reclassified from AOCL
(0.3)
0.1 
 
Other comprehensive income (loss)
(0.2)
(1.7)
 
End of period
(9.3)
(9.1)
 
Interest rate swap
 
 
 
AOCI Attributable to Parent, Net of Tax [Roll Forward]
 
 
 
Beginning of period
(0.7)
(0.5)
 
Unrealized net losses arising during the period
(0.1)
(0.2)
 
Amounts reclassified from AOCL
0.1 
 
Other comprehensive income (loss)
(0.2)
 
End of period
(0.7)
(0.7)
 
AOCL
 
 
 
AOCI Attributable to Parent, Net of Tax [Roll Forward]
 
 
 
Beginning of period
(39.0)
(35.0)
(22.1)
Unrealized net losses arising during the period
5.9 
(4.1)
 
Amounts reclassified from AOCL
(0.4)
0.1 
 
Other comprehensive income (loss)
5.5 
(4.0)
(12.9)
End of period
$ (33.5)
$ (39.0)
$ (35.0)
Equity-Based Incentive Plans - Narrative (Details) (USD $)
In Millions, except Share data, unless otherwise specified
12 Months Ended
Dec. 31, 2017
Dec. 31, 2016
Dec. 31, 2015
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
 
 
 
Stock-based compensation expense
$ 15.7 
$ 8.3 
$ 3.8 
Omnibus Incentive Plan
 
 
 
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
 
 
 
Number of shares authorized (in shares)
3,080,000 
 
 
Number of shares available for grant (in shares)
1,300,000 
 
 
Omnibus Incentive Plan |
Non-Employee Director
 
 
 
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
 
 
 
Stock-based compensation expense
1.1 
 
 
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
 
 
Deferred compensation arrangement with individual, shares outstanding (in shares)
51,900 
55,100 
 
Deferred compensation arrangement with individual, fair value of shares outstanding
1.7 
3.0 
 
Deferred compensation share-based compensation expense
(0.8)
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
 
 
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 
 
 
Omnibus Incentive Plan |
Market Condition Performance Stock Units (MCPSUs)
 
 
 
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
 
 
 
Stock-based compensation expense
15.7 
8.3 
3.8 
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
 
 
Share-based compensation, expected volatility rate
25.00% 
25.00% 
25.00% 
Share-based compensation, risk free interest rate
1.10% 
1.10% 
1.10% 
Income tax benefit related to stock-based compensation
5.7 
3.2 
1.5 
Employee service share-based compensation, unrecognized compensation expense
$ 21.8 
 
 
Employee service share-based compensation, unrecognized compensation expense, period of recognition
1 year 9 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, 2017
Dec. 31, 2016
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)
146 
59 
Granted (in shares)
111 
98 
Vested (in shares)
(1)
Forfeited (in shares)
(8)
(10)
Non-vested at end of period (in shares)
249 
146 
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)
$ 42.05 
$ 51.21 
Granted (usd per share)
$ 49.86 
$ 36.43 
Vested (usd per share)
$ 0.00 
$ 47.71 
Forfeited (usd per share)
$ 44.21 
$ 41.35 
Non-vested at end of period (usd per share)
$ 45.43 
$ 42.05 
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, 2017
Dec. 31, 2016
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)
355 
159 
Granted (in shares)
166 
244 
Shares earned or lost based on actual performance (in shares)
(45)
(22)
Vested (in shares)
Forfeited (in shares)
(22)
(26)
Non-vested at end of period (in shares)
454 
355 
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)
$ 42.14 
$ 51.23 
Granted (usd per share)
$ 53.56 
$ 47.98 
Shares earned or lost based on actual performance (usd per share)
$ 53.56 
$ 36.43 
Vested (usd per share)
$ 0.00 
$ 0.00 
Forfeited (usd per share)
$ 40.78 
$ 41.49 
Non-vested at end of period (usd per share)
$ 40.87 
$ 42.14 
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, 2017
Dec. 31, 2016
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)
208 
91 
Granted (in shares)
100 
146 
Shares earned or lost based on actual performance (in shares)
(103)
15 
Vested (in shares)
Forfeited (in shares)
(12)
(44)
Non-vested at end of period (in shares)
193 
208 
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)
$ 48.23 
$ 62.52 
Granted (usd per share)
$ 71.63 
$ 42.23 
Shares earned or lost based on actual performance (usd per share)
$ 71.63 
$ 0.00 
Vested (usd per share)
$ 0.00 
$ 0.00 
Forfeited (usd per share)
$ 55.65 
$ 58.16 
Non-vested at end of period (usd per share)
$ 56.23 
$ 48.23 
Commitments and Contingencies - Narrative (Details) (USD $)
In Millions, unless otherwise specified
60 Months Ended
Dec. 31, 2017
state
Loss Contingencies [Line Items]
 
Additional states joining escheat audit
Escheat Audit
 
Loss Contingencies [Line Items]
 
Recognized estimated liability
$ 7.5 
Segment Information - Net Sales by Reportable Segment (Details) (USD $)
In Millions, unless otherwise specified
3 Months Ended 12 Months Ended
Dec. 31, 2017
Sep. 30, 2017
Jun. 30, 2017
Mar. 31, 2017
Dec. 31, 2016
Sep. 30, 2016
Jun. 30, 2016
Mar. 31, 2016
Dec. 31, 2017
segment
Dec. 31, 2016
Dec. 31, 2015
Segment Reporting Information [Line Items]
 
 
 
 
 
 
 
 
 
 
 
Number of reportable segments
 
 
 
 
 
 
 
 
 
 
Net sales
$ 2,224.4 
$ 2,116.8 
$ 2,028.9 
$ 1,994.6 
$ 2,119.4 
$ 2,126.6 
$ 2,060.8 
$ 2,019.8 
$ 8,364.7 
$ 8,326.6 
$ 8,717.7 
Adjusted EBITDA for reportable segments
 
 
 
 
 
 
 
 
   
   
   
Depreciation and amortization
 
 
 
 
 
 
 
 
54.2 
54.7 
56.9 
Restructuring charges, net
(13.3)
2.7 
23.2 
4.1 
5.2 
5.8 
(0.3)
1.7 
16.7 
12.4 
11.3 
Operating Segments
 
 
 
 
 
 
 
 
 
 
 
Segment Reporting Information [Line Items]
 
 
 
 
 
 
 
 
 
 
 
Net sales
 
 
 
 
 
 
 
 
8,219.2 
8,206.8 
8,606.5 
Adjusted EBITDA for reportable segments
 
 
 
 
 
 
 
 
360.7 
368.6 
368.0 
Depreciation and amortization
 
 
 
 
 
 
 
 
33.8 
33.8 
38.1 
Restructuring charges, net
 
 
 
 
 
 
 
 
16.4 
12.2 
9.9 
Operating Segments |
Print
 
 
 
 
 
 
 
 
 
 
 
Segment Reporting Information [Line Items]
 
 
 
 
 
 
 
 
 
 
 
Net sales
 
 
 
 
 
 
 
 
2,793.7 
3,047.4 
3,271.8 
Adjusted EBITDA for reportable segments
 
 
 
 
 
 
 
 
60.8 
76.8 
79.0 
Depreciation and amortization
 
 
 
 
 
 
 
 
10.4 
12.4 
13.5 
Restructuring charges, net
 
 
 
 
 
 
 
 
8.0 
5.2 
3.6 
Operating Segments |
Publishing
 
 
 
 
 
 
 
 
 
 
 
Segment Reporting Information [Line Items]
 
 
 
 
 
 
 
 
 
 
 
Net sales
 
 
 
 
 
 
 
 
958.0 
1,033.6 
1,215.5 
Adjusted EBITDA for reportable segments
 
 
 
 
 
 
 
 
26.4 
23.6 
34.7 
Depreciation and amortization
 
 
 
 
 
 
 
 
1.5 
3.1 
3.1 
Restructuring charges, net
 
 
 
 
 
 
 
 
0.1 
Operating Segments |
Packaging
 
 
 
 
 
 
 
 
 
 
 
Segment Reporting Information [Line Items]
 
 
 
 
 
 
 
 
 
 
 
Net sales
 
 
 
 
 
 
 
 
3,157.8 
2,854.2 
2,829.9 
Adjusted EBITDA for reportable segments
 
 
 
 
 
 
 
 
238.0 
221.2 
212.6 
Depreciation and amortization
 
 
 
 
 
 
 
 
15.9 
12.4 
14.4 
Restructuring charges, net
 
 
 
 
 
 
 
 
6.1 
4.6 
3.8 
Operating Segments |
Facility Solutions
 
 
 
 
 
 
 
 
 
 
 
Segment Reporting Information [Line Items]
 
 
 
 
 
 
 
 
 
 
 
Net sales
 
 
 
 
 
 
 
 
1,309.7 
1,271.6 
1,289.3 
Adjusted EBITDA for reportable segments
 
 
 
 
 
 
 
 
35.5 
47.0 
41.7 
Depreciation and amortization
 
 
 
 
 
 
 
 
6.0 
5.9 
7.1 
Restructuring charges, net
 
 
 
 
 
 
 
 
2.3 
2.3 
2.5 
Corporate & Other
 
 
 
 
 
 
 
 
 
 
 
Segment Reporting Information [Line Items]
 
 
 
 
 
 
 
 
 
 
 
Net sales
 
 
 
 
 
 
 
 
145.5 
119.8 
111.2 
Adjusted EBITDA for reportable segments
 
 
 
 
 
 
 
 
(184.3)
(176.4)
(186.0)
Depreciation and amortization
 
 
 
 
 
 
 
 
20.4 
20.9 
18.8 
Restructuring charges, net
 
 
 
 
 
 
 
 
$ 0.3 
$ 0.2 
$ 1.4 
Segment Information - Operating Profit by Reportable Segment (Details) (USD $)
In Millions, unless otherwise specified
3 Months Ended 12 Months Ended
Dec. 31, 2017
Sep. 30, 2017
Jun. 30, 2017
Mar. 31, 2017
Dec. 31, 2016
Sep. 30, 2016
Jun. 30, 2016
Mar. 31, 2016
Dec. 31, 2017
Dec. 31, 2016
Dec. 31, 2015
Segment Reporting Information [Line Items]
 
 
 
 
 
 
 
 
 
 
 
Income (loss) before income taxes
 
 
 
 
 
 
 
 
$ (1.9)
$ 40.8 
$ 44.9 
Interest expense, net
 
 
 
 
 
 
 
 
31.2 
27.5 
27.0 
Depreciation and amortization
 
 
 
 
 
 
 
 
54.2 
54.7 
56.9 
Restructuring charges, net
(13.3)
2.7 
23.2 
4.1 
5.2 
5.8 
(0.3)
1.7 
16.7 
12.4 
11.3 
Stock-based compensation
 
 
 
 
 
 
 
 
15.7 
8.3 
3.8 
LIFO reserve increase (decrease)
 
 
 
 
 
 
 
 
7.1 
3.6 
(7.3)
Non-restructuring asset impairment charges
 
 
 
 
 
 
 
 
8.4 
7.7 
2.6 
Non-restructuring severance charges
 
 
 
 
 
 
 
 
3.5 
3.1 
3.3 
Non-restructuring pension charges
 
 
 
 
 
 
 
 
2.2 
2.4 
Acquisition and integration expenses
8.4 
14.2 
7.5 
6.4 
6.3 
7.3 
6.1 
6.2 
36.5 
25.9 
34.9 
Fair value adjustment on contingent liability
 
 
 
 
 
 
 
 
2.0 
Escheat audit contingent liability
 
 
 
 
 
 
 
 
7.5 
Other
 
 
 
 
 
 
 
 
2.7 
0.9 
2.7 
Adjusted EBITDA for reportable segments
 
 
 
 
 
 
 
 
   
   
   
Tax Receivable Agreement
 
 
 
 
 
 
 
 
 
 
 
Segment Reporting Information [Line Items]
 
 
 
 
 
 
 
 
 
 
 
Fair value adjustment on contingent liability
 
 
 
 
 
 
 
 
(9.4)
4.9 
1.9 
Corporate & Other
 
 
 
 
 
 
 
 
 
 
 
Segment Reporting Information [Line Items]
 
 
 
 
 
 
 
 
 
 
 
Depreciation and amortization
 
 
 
 
 
 
 
 
20.4 
20.9 
18.8 
Restructuring charges, net
 
 
 
 
 
 
 
 
0.3 
0.2 
1.4 
Adjusted EBITDA for reportable segments
 
 
 
 
 
 
 
 
184.3 
176.4 
186.0 
Operating Segments
 
 
 
 
 
 
 
 
 
 
 
Segment Reporting Information [Line Items]
 
 
 
 
 
 
 
 
 
 
 
Depreciation and amortization
 
 
 
 
 
 
 
 
33.8 
33.8 
38.1 
Restructuring charges, net
 
 
 
 
 
 
 
 
16.4 
12.2 
9.9 
Adjusted EBITDA for reportable segments
 
 
 
 
 
 
 
 
$ (360.7)
$ (368.6)
$ (368.0)
Segment Information - Assets by Reportable Segment (Details) (USD $)
In Millions, unless otherwise specified
Dec. 31, 2017
Dec. 31, 2016
Segment Reporting Information [Line Items]
 
 
Total assets
$ 2,708.4 
$ 2,483.7 
Operating Segments |
Print
 
 
Segment Reporting Information [Line Items]
 
 
Total assets
801.8 
874.1 
Operating Segments |
Publishing
 
 
Segment Reporting Information [Line Items]
 
 
Total assets
168.6 
170.0 
Operating Segments |
Packaging
 
 
Segment Reporting Information [Line Items]
 
 
Total assets
1,192.2 
875.9 
Operating Segments |
Facility Solutions
 
 
Segment Reporting Information [Line Items]
 
 
Total assets
416.9 
397.9 
Corporate & Other
 
 
Segment Reporting Information [Line Items]
 
 
Total assets
$ 128.9 
$ 165.8 
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, 2017
Sep. 30, 2017
Jun. 30, 2017
Mar. 31, 2017
Dec. 31, 2016
Sep. 30, 2016
Jun. 30, 2016
Mar. 31, 2016
Dec. 31, 2017
Dec. 31, 2016
Dec. 31, 2015
Revenues from External Customers and Long-Lived Assets [Line Items]
 
 
 
 
 
 
 
 
 
 
 
Net sales
$ 2,224.4 
$ 2,116.8 
$ 2,028.9 
$ 1,994.6 
$ 2,119.4 
$ 2,126.6 
$ 2,060.8 
$ 2,019.8 
$ 8,364.7 
$ 8,326.6 
$ 8,717.7 
Property and equipment, net
340.2 
 
 
 
371.8 
 
 
 
340.2 
371.8 
 
U.S.
 
 
 
 
 
 
 
 
 
 
 
Revenues from External Customers and Long-Lived Assets [Line Items]
 
 
 
 
 
 
 
 
 
 
 
Net sales
 
 
 
 
 
 
 
 
7,510.9 
7,552.3 
7,961.3 
Property and equipment, net
300.6 
 
 
 
333.8 
 
 
 
300.6 
333.8 
 
Canada
 
 
 
 
 
 
 
 
 
 
 
Revenues from External Customers and Long-Lived Assets [Line Items]
 
 
 
 
 
 
 
 
 
 
 
Net sales
 
 
 
 
 
 
 
 
682.0 
631.2 
628.9 
Property and equipment, net
36.7 
 
 
 
35.0 
 
 
 
36.7 
35.0 
 
Rest of world
 
 
 
 
 
 
 
 
 
 
 
Revenues from External Customers and Long-Lived Assets [Line Items]
 
 
 
 
 
 
 
 
 
 
 
Net sales
 
 
 
 
 
 
 
 
171.8 
143.1 
127.5 
Property and equipment, net
$ 2.9 
 
 
 
$ 3.0 
 
 
 
$ 2.9 
$ 3.0 
 
Segment Information - Narrative (Details) (Purchases, Supplier Concentration Risk, Ten Suppliers)
12 Months Ended
Dec. 31, 2017
Purchases |
Supplier Concentration Risk |
Ten Suppliers
 
Segment Reporting Information [Line Items]
 
Concentration risk
38.00% 
Quarterly Data (Unaudited) (Details) (USD $)
In Millions, except Per Share data, unless otherwise specified
3 Months Ended 12 Months Ended
Dec. 31, 2017
Sep. 30, 2017
Jun. 30, 2017
Mar. 31, 2017
Dec. 31, 2016
Sep. 30, 2016
Jun. 30, 2016
Mar. 31, 2016
Dec. 31, 2017
Dec. 31, 2016
Dec. 31, 2015
Quarterly Financial Information Disclosure [Abstract]
 
 
 
 
 
 
 
 
 
 
 
Net sales
$ 2,224.4 
$ 2,116.8 
$ 2,028.9 
$ 1,994.6 
$ 2,119.4 
$ 2,126.6 
$ 2,060.8 
$ 2,019.8 
$ 8,364.7 
$ 8,326.6 
$ 8,717.7 
Cost of products sold
1,820.2 
1,736.6 
1,660.5 
1,629.3 
1,740.2 
1,743.8 
1,687.9 
1,654.5 
6,846.6 
6,826.4 
7,160.3 
Net income (loss)
$ 12.3 
$ (14.3)
$ (9.1)
$ (2.2)
$ 4.2 
$ 5.6 
$ 7.9 
$ 3.3 
$ (13.3)
$ 21.0 
$ 26.7 
Earnings (loss) per share: Basic and Diluted
 
 
 
 
 
 
 
 
 
 
 
Weighted average shares outstanding - basic (in shares)
15.70 
15.70 
15.70 
15.69 
15.87 
16.00 
16.00 
16.00 
15.70 
15.97 
16.00 
Weighted average shares outstanding - diluted (in shares)
15.98 
15.70 
15.70 
15.69 
16.21 
16.27 
16.00 
16.00 
15.70 
16.15 
16.00 
Basic earnings (loss) per share (usd per share)
$ 0.78 
$ (0.91)
$ (0.58)
$ (0.14)
$ 0.26 
$ 0.35 
$ 0.49 
$ 0.21 
$ (0.85)
$ 1.31 
$ 1.67 
Diluted earnings (loss) per share (usd per share)
$ 0.77 
$ (0.91)
$ (0.58)
$ (0.14)
$ 0.26 
$ 0.34 
$ 0.49 
$ 0.21 
$ (0.85)
$ 1.30 
$ 1.67 
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, 2017
Sep. 30, 2017
Jun. 30, 2017
Mar. 31, 2017
Dec. 31, 2016
Sep. 30, 2016
Jun. 30, 2016
Mar. 31, 2016
Dec. 31, 2017
Dec. 31, 2016
Dec. 31, 2015
Quarterly Financial Information Disclosure [Abstract]
 
 
 
 
 
 
 
 
 
 
 
Acquisition and integration expenses
$ 8.4 
$ 14.2 
$ 7.5 
$ 6.4 
$ 6.3 
$ 7.3 
$ 6.1 
$ 6.2 
$ 36.5 
$ 25.9 
$ 34.9 
Restructuring (income) charges
$ (13.3)
$ 2.7 
$ 23.2 
$ 4.1 
$ 5.2 
$ 5.8 
$ (0.3)
$ 1.7 
$ 16.7 
$ 12.4 
$ 11.3