ý | QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 |
¨ | TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 |
Missouri | 44-0324630 | |
(State or other jurisdiction of incorporation or organization) | (I.R.S. Employer Identification No.) | |
No. 1 Leggett Road Carthage, Missouri | 64836 | |
(Address of principal executive offices) | (Zip Code) |
Large accelerated filer | ý | Accelerated filer | ¨ | ||
Non-accelerated filer | ¨ | (Do not check if a smaller reporting company) | Smaller reporting company | ¨ | |
Emerging growth company | ¨ |
(Amounts in millions) | March 31, 2018 | December 31, 2017 | |||||
CURRENT ASSETS | |||||||
Cash and cash equivalents | $ | 494.6 | $ | 526.1 | |||
Trade receivables, net | 578.0 | 522.3 | |||||
Other receivables, net | 80.2 | 72.8 | |||||
Total receivables, net | 658.2 | 595.1 | |||||
Inventories | |||||||
Finished goods | 307.3 | 285.6 | |||||
Work in process | 57.3 | 53.0 | |||||
Raw materials and supplies | 302.9 | 283.4 | |||||
LIFO reserve | (56.9 | ) | (50.9 | ) | |||
Total inventories, net | 610.6 | 571.1 | |||||
Prepaid expenses and other current assets | 50.7 | 74.2 | |||||
Total current assets | 1,814.1 | 1,766.5 | |||||
PROPERTY, PLANT AND EQUIPMENT—AT COST | |||||||
Machinery and equipment | 1,260.8 | 1,210.6 | |||||
Buildings and other | 642.3 | 626.0 | |||||
Land | 42.5 | 40.6 | |||||
Total property, plant and equipment | 1,945.6 | 1,877.2 | |||||
Less accumulated depreciation | 1,235.5 | 1,213.3 | |||||
Net property, plant and equipment | 710.1 | 663.9 | |||||
OTHER ASSETS | |||||||
Goodwill | 846.8 | 822.2 | |||||
Other intangibles, less accumulated amortization of $152.5 and $151.7 as of March 31, 2018 and December 31, 2017, respectively | 191.7 | 169.1 | |||||
Sundry | 129.7 | 129.1 | |||||
Total other assets | 1,168.2 | 1,120.4 | |||||
TOTAL ASSETS | $ | 3,692.4 | $ | 3,550.8 | |||
CURRENT LIABILITIES | |||||||
Current maturities of long-term debt | $ | 154.0 | $ | 153.8 | |||
Accounts payable | 433.4 | 430.3 | |||||
Accrued expenses | 297.7 | 303.4 | |||||
Other current liabilities | 93.0 | 88.7 | |||||
Total current liabilities | 978.1 | 976.2 | |||||
LONG-TERM LIABILITIES | |||||||
Long-term debt | 1,239.0 | 1,097.9 | |||||
Other long-term liabilities | 186.3 | 202.9 | |||||
Deferred income taxes | 92.7 | 83.0 | |||||
Total long-term liabilities | 1,518.0 | 1,383.8 | |||||
COMMITMENTS AND CONTINGENCIES | |||||||
EQUITY | |||||||
Common stock | 2.0 | 2.0 | |||||
Additional contributed capital | 514.6 | 514.7 | |||||
Retained earnings | 2,538.3 | 2,511.3 | |||||
Accumulated other comprehensive income (loss) | 9.9 | (9.5 | ) | ||||
Treasury stock | (1,868.9 | ) | (1,828.3 | ) | |||
Total Leggett & Platt, Inc. equity | 1,195.9 | 1,190.2 | |||||
Noncontrolling interest | .4 | .6 | |||||
Total equity | 1,196.3 | 1,190.8 | |||||
TOTAL LIABILITIES AND EQUITY | $ | 3,692.4 | $ | 3,550.8 |
Three Months Ended | |||||||
March 31, | |||||||
(Amounts in millions, except per share data) | 2018 | 2017 | |||||
Net sales | $ | 1,028.8 | $ | 960.3 | |||
Cost of goods sold | 811.4 | 733.6 | |||||
Gross profit | 217.4 | 226.7 | |||||
Selling and administrative expenses | 104.7 | 106.1 | |||||
Amortization of intangibles | 5.0 | 5.1 | |||||
Impairments | .2 | — | |||||
Net (gain) loss from sale of assets and businesses | (.2 | ) | (.2 | ) | |||
Other (income) expense, net | .3 | (.2 | ) | ||||
Earnings from continuing operations before interest and income taxes | 107.4 | 115.9 | |||||
Interest expense | 14.4 | 10.6 | |||||
Interest income | 2.4 | 2.0 | |||||
Earnings from continuing operations before income taxes | 95.4 | 107.3 | |||||
Income taxes | 17.5 | 21.2 | |||||
Earnings from continuing operations | 77.9 | 86.1 | |||||
Earnings (loss) from discontinued operations, net of tax | — | — | |||||
Net earnings | 77.9 | 86.1 | |||||
Earnings attributable to noncontrolling interest, net of tax | — | — | |||||
Net earnings attributable to Leggett & Platt, Inc. common shareholders | $ | 77.9 | $ | 86.1 | |||
Earnings per share from continuing operations attributable to Leggett & Platt, Inc. common shareholders | |||||||
Basic | $ | .58 | $ | .63 | |||
Diluted | $ | .57 | $ | .62 | |||
Earnings (loss) per share from discontinued operations attributable to Leggett & Platt, Inc. common shareholders | |||||||
Basic | $ | — | $ | — | |||
Diluted | $ | — | $ | — | |||
Net earnings per share attributable to Leggett & Platt, Inc. common shareholders | |||||||
Basic | $ | .58 | $ | .63 | |||
Diluted | $ | .57 | $ | .62 | |||
Cash dividends declared per share | $ | .36 | $ | .34 | |||
Weighted average shares outstanding | |||||||
Basic | 135.3 | 136.8 | |||||
Diluted | 136.3 | 138.1 |
Three Months Ended | |||||||
March 31, | |||||||
(Amounts in millions) | 2018 | 2017 | |||||
Net earnings | $ | 77.9 | $ | 86.1 | |||
Other comprehensive income (loss), net of tax: | |||||||
Foreign currency translation adjustments, including acquisition of non-controlling interest | 16.7 | 14.3 | |||||
Cash flow hedges | 2.3 | 2.5 | |||||
Defined benefit pension plans | .4 | .6 | |||||
Other comprehensive income | 19.4 | 17.4 | |||||
Comprehensive income | 97.3 | 103.5 | |||||
Less: comprehensive income attributable to noncontrolling interest | — | — | |||||
Comprehensive income attributable to Leggett & Platt, Inc. | $ | 97.3 | $ | 103.5 |
Three Months Ended March 31, | |||||||
(Amounts in millions) | 2018 | 2017 | |||||
OPERATING ACTIVITIES | |||||||
Net earnings | $ | 77.9 | $ | 86.1 | |||
Adjustments to reconcile net earnings to net cash provided by operating activities: | |||||||
Depreciation | 25.5 | 22.8 | |||||
Amortization of intangibles and debt issuance costs | 7.9 | 7.5 | |||||
Long-lived asset impairments | .2 | — | |||||
Provision for losses on accounts and notes receivable | .2 | 1.6 | |||||
Writedown of inventories | 1.8 | 1.3 | |||||
Net gain from sales of assets and businesses | (.2 | ) | (.2 | ) | |||
Deferred income tax expense | 1.7 | 6.4 | |||||
Stock-based compensation | 8.7 | 10.3 | |||||
Other, net | (1.7 | ) | 1.4 | ||||
Increases/decreases in, excluding effects from acquisitions and divestitures: | |||||||
Accounts and other receivables | (39.2 | ) | (59.7 | ) | |||
Inventories | (21.1 | ) | (30.1 | ) | |||
Other current assets | (.6 | ) | 4.5 | ||||
Accounts payable | (7.9 | ) | 28.8 | ||||
Accrued expenses and other current liabilities | (9.1 | ) | (23.0 | ) | |||
NET CASH PROVIDED BY OPERATING ACTIVITIES | 44.1 | 57.7 | |||||
INVESTING ACTIVITIES | |||||||
Additions to property, plant and equipment | (40.3 | ) | (34.3 | ) | |||
Purchases of companies, net of cash acquired | (85.8 | ) | (37.9 | ) | |||
Proceeds from sales of assets and businesses | 1.6 | 1.3 | |||||
Other, net | (2.5 | ) | (6.6 | ) | |||
NET CASH USED FOR INVESTING ACTIVITIES | (127.0 | ) | (77.5 | ) | |||
FINANCING ACTIVITIES | |||||||
Payments on long-term debt | (1.0 | ) | (4.9 | ) | |||
Change in commercial paper and short-term debt | 144.8 | 159.1 | |||||
Dividends paid | (47.5 | ) | (45.4 | ) | |||
Issuances of common stock | .3 | 1.3 | |||||
Purchases of common stock | (55.2 | ) | (104.2 | ) | |||
Purchase of remaining interest in noncontrolling interest | — | (2.6 | ) | ||||
Other, net | (.3 | ) | (.8 | ) | |||
NET CASH PROVIDED BY FINANCING ACTIVITIES | 41.1 | 2.5 | |||||
EFFECT OF EXCHANGE RATE CHANGES ON CASH | 10.3 | 4.0 | |||||
DECREASE IN CASH AND CASH EQUIVALENTS | (31.5 | ) | (13.3 | ) | |||
CASH AND CASH EQUIVALENTS—January 1, | 526.1 | 281.9 | |||||
CASH AND CASH EQUIVALENTS—March 31, | $ | 494.6 | $ | 268.6 |
• | On January 1, 2018 we adopted ASU 2014-09 "Revenue from Contracts with Customers" (Topic 606) as discussed in Note 3. |
• | ASU 2017-07 “Compensation-Retirement Benefits (Topic 715): Improving the Presentation of Net Periodic Pension Cost and Net Periodic Postretirement Benefit Cost”: This ASU requires employers to disaggregate the service cost from other components of net periodic benefit costs and to disclose the income statement line item in which each component is included. This guidance requires service costs to be reported in the same line item as other compensation costs, and the other components of net periodic benefit costs (which include interest costs, expected return on plan assets and actuarial gains and losses) to be reported outside of operating income. We adopted this guidance on January 1, 2018. Application was required on a retrospective basis and resulted in a reclassification of $1.0 of expense from “Cost of goods sold” and “Selling and administrative expenses” into “Other (income) expense, net” for the three months ended March 31, 2017. Refer to Note 11 for further information. |
• | ASU 2018-05 “Income Taxes (Topic 740): Amendments to SEC Paragraphs Pursuant to SEC Staff Accounting Bulletin No. 118” (SAB 118): This ASU allows SEC registrants to record provisional amounts in earnings for the year ended December 31, 2017 due to the complexities involved in accounting for the enactment of the Tax Cuts and Jobs Act (TCJA). We recognized the estimated income tax effects of the TCJA in our 2017 Consolidated Financial Statements in accordance with SAB 118. Refer to Note 15 for further information. |
• | ASU 2016-15 “Statement of Cash Flows (Topic 230): Classification of Certain Cash Receipts and Cash Payments”: We adopted this guidance on January 1, 2018, and it did not materially impact our financial statements. |
• | ASU 2016-02 “Leases” (Topic 842): Requires an entity to recognize both assets and liabilities arising from financing and operating leases, along with additional qualitative and quantitative disclosures. We plan to adopt the standard as of the first quarter of 2019. We have assembled a cross-functional implementation team and are assessing all potential impacts of the standard. The implementation team is working to gather the data required to account for leases under the new standard, and validating the functionality of third-party lease accounting software. In addition, we are in the process of identifying and implementing the appropriate changes to business processes and controls to support recognition and disclosure under the new standard. We believe our assets and liabilities will increase for the adoption of this standard through the recording of these right-of-use assets and corresponding lease liabilities. We continue to evaluate its impact on our statements of operations and cash flows. |
• | ASU 2017-12 “Derivatives and Hedging (Topic 815): Targeted Improvements to Accounting for Hedging Activities”: This ASU is intended to simplify and clarify the accounting and disclosure requirements for hedging activities by more closely aligning the results of cash flow and fair value hedge accounting with the risk management activities of an entity. The amendments in this ASU are effective January 1, 2019 with early adoption permitted. We are currently evaluating the effect of the ASU on our results of operations, financial condition and cash flows. |
• | ASU 2018-02 “Income Statement - Reporting Comprehensive Income (Topic 220): Reclassification of Certain Tax Effects from Accumulated Other Comprehensive Income”: This ASU provides financial statement preparers with an option to reclassify stranded tax effects within accumulated other comprehensive income in each period in which the effect of the change in the U.S. federal corporate income tax rate in the TCJA is recorded. The ASU will be effective January 1, 2019. Early adoption is permitted and the provisions of the ASU should be applied in either the period of adoption or retrospectively to each period in which the effect of the change in federal corporate income tax rate in the TCJA is recognized. We are currently evaluating this guidance. |
• | ASU 2017-04 "Intangibles - Goodwill and Other (Topic 350): Simplifying the Test for Goodwill Impairment": This ASU simplifies the subsequent measurement of goodwill by eliminating Step 2 from the goodwill impairment test. Under this ASU, the annual goodwill impairment test is performed by comparing the fair value of a reporting unit with its carrying amount. An impairment charge would be recognized for the amount by which the carrying amount exceeds the reporting unit's fair value up to the total amount of goodwill for the reporting unit. This ASU will be effective January 1, 2020, with early adoption permitted. We are currently evaluating this guidance, and do not expect it to materially impact our future financial statements. |
• | ASU 2016-13 “Financial Instruments - Credit Losses” (Topic 326): This ASU is effective January 1, 2020 and amends the impairment model by requiring a forward-looking approach based on expected losses rather than incurred losses to estimate credit losses on certain types of financial instruments including trade receivables. We are currently evaluating this guidance. However, we do not expect it to materially impact our future financial statements. |
Balance at December 31, 2017 as Previously Reported | Topic 606 Adjustments | Balance at January 1, 2018 | |||||||||
Current assets | 1,766.5 | — | 1,766.5 | ||||||||
Net property, plant & equipment | 663.9 | — | 663.9 | ||||||||
Other assets 1 | 1,120.4 | .7 | 1,121.1 | ||||||||
Total assets | $ | 3,550.8 | $ | .7 | $ | 3,551.5 | |||||
Other current liabilities 2 | $ | 88.7 | $ | 3.0 | $ | 91.7 | |||||
All other current liabilities | 887.5 | — | 887.5 | ||||||||
Long-term liabilities | 1,383.8 | — | 1,383.8 | ||||||||
Retained earnings | 2,511.3 | (2.3 | ) | 2,509.0 | |||||||
Other equity | (1,320.5 | ) | — | (1,320.5 | ) | ||||||
Total liabilities and equity | $ | 3,550.8 | $ | .7 | $ | 3,551.5 |
For the three months ended March 31, 2018 | |||||||||||
Amounts as Reported | Topic 606 Adjustments | Amounts Without Adoption of Topic 606 | |||||||||
Net sales 3 | $ | 1,028.8 | $ | 2.4 | $ | 1,031.2 | |||||
Cost of goods sold 3 | 811.4 | 3.0 | 814.4 | ||||||||
Gross profit | 217.4 | (.6 | ) | 216.8 | |||||||
Selling and administrative expenses | 104.7 | — | 104.7 | ||||||||
All other | 5.3 | — | 5.3 | ||||||||
Earnings from continuing operations before interest and income taxes | 107.4 | (.6 | ) | 106.8 | |||||||
Net interest expense | 12.0 | — | 12.0 | ||||||||
Income taxes | 17.5 | (.1 | ) | 17.4 | |||||||
Net earnings | $ | 77.9 | $ | (.5 | ) | $ | 77.4 |
March 31, 2018 | |||||||||||
Amounts as Reported | Topic 606 Adjustments | Amounts Without Adoption of Topic 606 | |||||||||
Current assets | 1,814.1 | — | 1,814.1 | ||||||||
Net property, plant & equipment | 710.1 | — | 710.1 | ||||||||
Other assets | 1,168.2 | (.6 | ) | 1,167.6 | |||||||
Total assets | $ | 3,692.4 | $ | (.6 | ) | $ | 3,691.8 | ||||
Other current liabilities | $ | 93.0 | $ | (2.4 | ) | $ | 90.6 | ||||
All other current liabilities | 885.1 | — | 885.1 | ||||||||
Long-term liabilities | 1,518.0 | — | 1,518.0 | ||||||||
Retained earnings | 2,538.3 | 1.8 | 2,540.1 | ||||||||
Other equity | (1,342.0 | ) | — | (1,342.0 | ) | ||||||
Total liabilities and equity | $ | 3,692.4 | $ | (.6 | ) | $ | 3,691.8 |
• | An estimated refund liability and a corresponding reduction to revenue based on historical returns experience. |
• | An asset and a corresponding reduction to cost of sales for our right to recover products from customers upon settling the refund liability. We reduce the carrying amount of these assets by estimates of costs associated with the recovery and any additional expected reduction in value. |
• | The existence of a significant financing component - We expect that at contract inception, the time period between when we transfer a promised good to our customer and our receipt of payment from that customer for that good will be one year or less. |
• | Costs of obtaining a contract - We generally expense costs of obtaining a contract because the amortization period would be one year or less. |
Three Months Ended March 31, | |||
2018 | |||
Residential Products | |||
Bedding group | $ | 221.0 | |
Fabric & Flooring Products group 4 | 161.3 | ||
Machinery group | 15.8 | ||
398.1 | |||
Industrial Products | |||
Wire group | 82.0 | ||
82.0 | |||
Furniture Products | |||
Home Furniture group | 100.6 | ||
Work Furniture group | 71.7 | ||
Consumer Products group | 109.0 | ||
281.3 | |||
Specialized Products | |||
Automotive group | 212.1 | ||
Aerospace Products group | 39.8 | ||
Hydraulic Cylinders group | 15.5 | ||
267.4 | |||
$ | 1,028.8 |
• | Residential Products: This segment supplies a variety of components and machinery used by bedding manufacturers in the production and assembly of their finished products. We also produce or distribute flooring underlayment, fabric, and geo components. |
• | Industrial Products: These operations primarily supply steel rod and drawn steel wire to our other operations and to external customers. Our customers use this wire to make mechanical springs and many other end products. |
• | Furniture Products: Operations in this segment supply a wide range of components for residential and work furniture manufacturers, as well as select lines of private-label finished furniture, adjustable bed bases, fashion beds, and bed frames. |
• | Specialized Products: From this segment we supply lumbar support systems, seat suspension systems, motors and actuators, and control cables used by automotive manufacturers. We also produce and distribute tubing and tube assemblies for the aerospace industry and engineered hydraulic cylinders used in the material-handling and construction industries. |
Trade Sales | Inter- Segment Sales | Total Sales | EBIT | ||||||||||||
Three Months Ended March 31, 2018 | |||||||||||||||
Residential Products | $ | 398.1 | $ | 4.6 | $ | 402.7 | $ | 35.0 | |||||||
Industrial Products | 82.0 | 70.4 | 152.4 | 9.0 | |||||||||||
Furniture Products | 281.3 | 2.9 | 284.2 | 18.0 | |||||||||||
Specialized Products | 267.4 | .7 | 268.1 | 46.1 | |||||||||||
Intersegment eliminations and other | (.7 | ) | |||||||||||||
$ | 1,028.8 | $ | 78.6 | $ | 1,107.4 | $ | 107.4 | ||||||||
Three Months Ended March 31, 2017 | |||||||||||||||
Residential Products | $ | 391.3 | $ | 4.8 | $ | 396.1 | $ | 42.5 | |||||||
Industrial Products | 69.8 | 65.6 | 135.4 | 8.8 | |||||||||||
Furniture Products | 264.8 | 6.3 | 271.1 | 20.3 | |||||||||||
Specialized Products | 234.4 | 1.9 | 236.3 | 43.0 | |||||||||||
Intersegment eliminations and other | 1.3 | ||||||||||||||
$ | 960.3 | $ | 78.6 | $ | 1,038.9 | $ | 115.9 |
March 31, 2018 | December 31, 2017 | ||||||
Residential Products | $ | 588.1 | $ | 554.6 | |||
Industrial Products | 156.7 | 150.0 | |||||
Furniture Products | 262.8 | 245.7 | |||||
Specialized Products | 319.3 | 271.7 | |||||
Average current liabilities included in segment numbers above | 616.5 | 557.0 | |||||
Unallocated assets 1 | 1,701.1 | 1,693.1 | |||||
Difference between average assets and period-end balance sheet | 47.9 | 78.7 | |||||
Total assets | $ | 3,692.4 | $ | 3,550.8 |
Three Months Ended March 31, | |||||||
2018 | 2017 | ||||||
LIFO expense | $ | 6.0 | $ | .4 |
Three Months Ended March 31, | |||||||
2018 | 2017 | ||||||
Earnings: | |||||||
Earnings from continuing operations | $ | 77.9 | $ | 86.1 | |||
Earnings attributable to noncontrolling interest, net of tax | — | — | |||||
Net earnings from continuing operations attributable to Leggett & Platt, Inc. common shareholders | 77.9 | 86.1 | |||||
Earnings from discontinued operations, net of tax | — | — | |||||
Net earnings attributable to Leggett & Platt, Inc. common shareholders | $ | 77.9 | $ | 86.1 | |||
Weighted average number of shares (in millions): | |||||||
Weighted average number of common shares used in basic EPS | 135.3 | 136.8 | |||||
Dilutive effect of stock-based compensation | 1.0 | 1.3 | |||||
Weighted average number of common shares and dilutive potential common shares used in diluted EPS | 136.3 | 138.1 | |||||
Basic and Diluted EPS: | |||||||
Basic EPS attributable to Leggett & Platt, Inc. common shareholders | |||||||
Continuing operations | $ | .58 | $ | .63 | |||
Discontinued operations | — | — | |||||
Basic EPS attributable to Leggett & Platt, Inc. common shareholders | $ | .58 | $ | .63 | |||
Diluted EPS attributable to Leggett & Platt, Inc. common shareholders | |||||||
Continuing operations | $ | .57 | $ | .62 | |||
Discontinued operations | — | — | |||||
Diluted EPS attributable to Leggett & Platt, Inc. common shareholders | $ | .57 | $ | .62 | |||
Other information: | |||||||
Anti-dilutive shares excluded from diluted EPS computation | .1 | — |
March 31, 2018 | December 31, 2017 | ||||||||||||||
Current | Long-term | Current | Long-term | ||||||||||||
Trade accounts receivable | $ | 582.2 | $ | — | $ | 526.1 | $ | — | |||||||
Trade notes receivable | .7 | 1.0 | 1.0 | 1.2 | |||||||||||
Total trade receivables | 582.9 | 1.0 | 527.1 | 1.2 | |||||||||||
Other notes receivable | — | 24.7 | — | 24.7 | |||||||||||
Insurance receivables | 43.7 | — | 43.0 | — | |||||||||||
Taxes receivable, including income taxes | 23.7 | — | 15.0 | — | |||||||||||
Other receivables | 12.8 | — | 14.8 | — | |||||||||||
Subtotal other receivables | 80.2 | 24.7 | 72.8 | 24.7 | |||||||||||
Total trade and other receivables | 663.1 | 25.7 | 599.9 | 25.9 | |||||||||||
Allowance for doubtful accounts: | |||||||||||||||
Trade accounts receivable | (4.8 | ) | — | (4.7 | ) | — | |||||||||
Trade notes receivable | (.1 | ) | — | (.1 | ) | (.1 | ) | ||||||||
Total trade receivables | (4.9 | ) | — | (4.8 | ) | (.1 | ) | ||||||||
Other notes receivable | — | — | — | — | |||||||||||
Total allowance for doubtful accounts | (4.9 | ) | — | (4.8 | ) | (.1 | ) | ||||||||
Total net receivables | $ | 658.2 | $ | 25.7 | $ | 595.1 | $ | 25.8 |
Balance at December 31, 2017 | Add: Charges | Less: Net Charge-offs/ (Recoveries) | Balance at March 31, 2018 | ||||||||||||
Trade accounts receivable | $ | 4.7 | $ | .3 | $ | .2 | $ | 4.8 | |||||||
Trade notes receivable | .2 | (.1 | ) | — | .1 | ||||||||||
Total trade receivables | 4.9 | .2 | .2 | 4.9 | |||||||||||
Other notes receivable | — | — | — | — | |||||||||||
Total allowance for doubtful accounts | $ | 4.9 | $ | .2 | $ | .2 | $ | 4.9 |
Three Months Ended March 31, 2018 | Three Months Ended March 31, 2017 | ||||||||||||||
To be settled with stock | To be settled in cash | To be settled with stock | To be settled in cash | ||||||||||||
Stock-based retirement plans contributions | $ | 1.9 | $ | .2 | $ | 1.4 | $ | .4 | |||||||
Discounts on various stock awards: | |||||||||||||||
Deferred Stock Compensation Program | .5 | — | .7 | — | |||||||||||
Stock-based retirement plans | .2 | — | .3 | — | |||||||||||
Discount Stock Plan | .3 | — | .3 | — | |||||||||||
Performance Stock Unit (PSU) awards: 1 | |||||||||||||||
2018 PSU - TSR based 1A | .3 | .3 | — | — | |||||||||||
2018 PSU - EBIT CAGR based 1B | .6 | .7 | — | — | |||||||||||
2017 and prior PSU awards 1C | .9 | (.1 | ) | 1.3 | .2 | ||||||||||
Restricted Stock Unit awards | .5 | — | .6 | — | |||||||||||
Profitable Growth Incentive (PGI) awards 2 | .5 | .5 | .4 | .5 | |||||||||||
Other, primarily non-employee directors restricted stock | .3 | — | .2 | — | |||||||||||
Total stock-based compensation expense | 6.0 | $ | 1.6 | 5.2 | $ | 1.1 | |||||||||
Employee contributions for above stock plans | 2.7 | 5.1 | |||||||||||||
Total stock-based compensation | $ | 8.7 | $ | 10.3 | |||||||||||
Tax benefits on stock-based compensation expense | $ | 1.4 | $ | 1.9 | |||||||||||
Tax benefits on stock-based compensation payments | .6 | 8.8 | |||||||||||||
Total tax benefits associated with stock-based compensation | $ | 2.0 | $ | 10.7 | |||||||||||
• | A service requirement—Awards generally “cliff” vest three years following the grant date; and |
• | A market condition—Awards are based on our TSR [(Change in Stock Price + Dividends) / Beginning Stock Price] as compared to the TSR of a group of peer companies. The peer group consists of all the companies in the Industrial, Materials and Consumer Discretionary sectors of the S&P 500 and S&P Midcap 400 (approximately 320 companies). Participants will earn from 0% to 200% of the base award depending upon how our TSR ranks within the peer group at the end of the three-year performance period. |
• | A service requirement—Awards generally “cliff” vest three years following the grant date; and |
• | A performance condition—Awards are based on achieving specified performance targets that are defined by reference to the Company's or applicable segment's operations at the end of the three-year performance period. Participants will earn from 0% to 200% of the base award. |
Three Months Ended March 31, | |||||||
2018 | 2017 | ||||||
Total shares base award | .1 | .1 | |||||
Grant date per share fair value | $ | 42.60 | $ | 50.75 | |||
Risk-free interest rate | 2.4 | % | 1.5 | % | |||
Expected life in years | 3.0 | 3.0 | |||||
Expected volatility (over expected life) | 19.9 | % | 19.5 | % | |||
Expected dividend yield (over expected life) | 3.3 | % | 2.8 | % |
Three-Year Performance Cycle | ||||||||||||||
Award Year | Completion Date | TSR Performance Relative to the Peer Group (1%=Best) | Payout as a Percent of the Base Award | Number of Shares Distributed | Cash Portion | Distribution Date | ||||||||
2014 | December 31, 2016 | 10 | 175.0% | .4 million | $ | 9.8 | First quarter 2017 | |||||||
2015 | December 31, 2017 | 57 | 61.0% | — | $ | 6.9 | First quarter 2018 |
Three Months Ended March 31, | |||
2018 | |||
Total shares base award | .1 | ||
Grant date per share fair value | $ | 40.92 | |
Vesting period in years | 2.5 |
Two-Year Performance Cycle | ||||||||||||
Award Year | Completion Date | Average Payout as a Percent of the Base Award | Number of Shares Distributed | Cash Portion | Distribution Date | |||||||
2015 | December 31, 2016 | 36.0% | <.1 million | $ | .8 | First quarter 2017 | ||||||
2016 | December 31, 2017 | 44.0% | — | $ | 2.0 | First quarter 2018 |
Three Months Ended March 31, | |||||||
2018 | 2017 | ||||||
Accounts receivable | $ | 12.1 | $ | 6.1 | |||
Inventory | 14.9 | 5.3 | |||||
Property, plant and equipment | 26.2 | 5.1 | |||||
Goodwill | 23.3 | 18.7 | |||||
Other intangible assets, primarily customer-related intangibles | 27.3 | 12.7 | |||||
Other current and long-term assets | .8 | .1 | |||||
Current liabilities | (9.3 | ) | (3.1 | ) | |||
Long-term liabilities | (10.5 | ) | (3.5 | ) | |||
Non-controlling interest | — | (1.4 | ) | ||||
Fair value of net identifiable assets | 84.8 | 40.0 | |||||
Additional consideration receivable | 1.0 | — | |||||
(Plus)/Less: Additional consideration for prior year acquisitions | — | 2.1 | |||||
Net cash consideration | $ | 85.8 | $ | 37.9 |
Three Months Ended | Number of Acquisitions | Segment | Product/Service | |||
March 31, 2018 | 1 | Specialized Products | Global manufacturer of engineered hydraulic cylinders | |||
March 31, 2017 | 2 | Residential Products; Furniture Products | Distributor and installer of geosynthetic products; Surface-critical bent tube components |
• | A distributor and installer of geosynthetic products, expanding the geographic scope and capabilities of our Geo Components business. |
• | A manufacturer of surface-critical bent tube components in support of the private-label finished seating strategy in our Work Furniture business. |
Three Months Ended March 31, | |||||||
2018 | 2017 | ||||||
Components of net pension expense | |||||||
Service cost | $ | 1.0 | $ | 1.2 | |||
Interest cost | 2.0 | 2.8 | |||||
Expected return on plan assets | (2.9 | ) | (3.4 | ) | |||
Recognized net actuarial loss | .7 | 1.2 | |||||
Net pension expense | $ | .8 | $ | 1.8 |
Three Months Ended March 31, 2018 | |||||||||||||||||||||||
Total Equity | Retained Earnings | Common Stock & Additional Contributed Capital | Treasury Stock | Noncontrolling Interest | Accumulated Other Comprehensive Income (Loss) | ||||||||||||||||||
Beginning balance, January 1, 2018 | $ | 1,190.8 | $ | 2,511.3 | $ | 516.7 | $ | (1,828.3 | ) | $ | .6 | $ | (9.5 | ) | |||||||||
Effect of accounting change on prior years (Topic 606-See Note 3) | (2.3 | ) | (2.3 | ) | — | — | — | — | |||||||||||||||
Adjusted beginning balance, January 1, 2018 | 1,188.5 | 2,509.0 | 516.7 | (1,828.3 | ) | .6 | (9.5 | ) | |||||||||||||||
Net earnings | 77.9 | 77.9 | — | — | — | — | |||||||||||||||||
Dividends declared | (47.2 | ) | (48.6 | ) | 1.4 | — | — | — | |||||||||||||||
Dividends paid to noncontrolling interest | (.2 | ) | — | — | — | (.2 | ) | — | |||||||||||||||
Treasury stock purchased | (55.3 | ) | — | — | (55.3 | ) | — | — | |||||||||||||||
Treasury stock issued | 3.9 | — | (10.8 | ) | 14.7 | — | — | ||||||||||||||||
Foreign currency translation adjustments | 16.7 | — | — | — | — | 16.7 | |||||||||||||||||
Cash flow hedges, net of tax | 2.3 | — | — | — | — | 2.3 | |||||||||||||||||
Defined benefit pension plans, net of tax | .4 | — | — | — | — | .4 | |||||||||||||||||
Stock-based compensation transactions, net of tax | 9.3 | — | 9.3 | — | — | — | |||||||||||||||||
Ending balance, March 31, 2018 | $ | 1,196.3 | $ | 2,538.3 | $ | 516.6 | $ | (1,868.9 | ) | $ | .4 | $ | 9.9 |
Three Months Ended March 31, 2017 | |||||||||||||||||||||||
Total Equity | Retained Earnings | Common Stock & Additional Contributed Capital | Treasury Stock | Noncontrolling Interest | Accumulated Other Comprehensive Income (Loss) | ||||||||||||||||||
Beginning balance, January 1, 2017 | $ | 1,094.0 | $ | 2,410.5 | $ | 508.2 | $ | (1,713.5 | ) | $ | 2.4 | $ | (113.6 | ) | |||||||||
Effect of accounting change on prior years (Topic 740) | 1.2 | 1.2 | — | — | — | — | |||||||||||||||||
Adjusted beginning balance, January 1, 2017 | 1,095.2 | 2,411.7 | 508.2 | (1,713.5 | ) | 2.4 | (113.6 | ) | |||||||||||||||
Net earnings | 86.1 | 86.1 | — | — | — | — | |||||||||||||||||
Dividends declared | (45.0 | ) | (46.2 | ) | 1.2 | — | — | — | |||||||||||||||
Treasury stock purchased | (106.4 | ) | — | — | (106.4 | ) | — | — | |||||||||||||||
Treasury stock issued | 8.2 | — | (18.8 | ) | 27.0 | — | — | ||||||||||||||||
Foreign currency translation adjustments | 14.3 | — | — | — | — | 14.3 | |||||||||||||||||
Cash flow hedges, net of tax | 2.5 | — | — | — | — | 2.5 | |||||||||||||||||
Defined benefit pension plans, net of tax | .6 | — | — | — | — | .6 | |||||||||||||||||
Stock-based compensation transactions, net of tax | 11.5 | — | 11.5 | — | — | — | |||||||||||||||||
Purchase of remaining interest in noncontrolling interest, net of acquisitions | (1.6 | ) | — | (.6 | ) | — | (1.0 | ) | — | ||||||||||||||
Ending balance, March 31, 2017 | $ | 1,065.4 | $ | 2,451.6 | $ | 501.5 | $ | (1,792.9 | ) | $ | 1.4 | $ | (96.2 | ) |
Foreign Currency Translation Adjustments | Cash Flow Hedges | Defined Benefit Pension Plans | Accumulated Other Comprehensive Income (Loss) | ||||||||||||||
Balance, January 1, 2018 | $ | 40.5 | $ | (11.5 | ) | $ | (38.5 | ) | $ | (9.5 | ) | ||||||
Other comprehensive income (loss) | 16.7 | 2.3 | (.2 | ) | 18.8 | ||||||||||||
Reclassifications, pretax 1 | — | .3 | .7 | 1.0 | |||||||||||||
Income tax effect | — | (.3 | ) | (.1 | ) | (.4 | ) | ||||||||||
Balance, March 31, 2018 | $ | 57.2 | $ | (9.2 | ) | $ | (38.1 | ) | $ | 9.9 | |||||||
Balance, January 1, 2017 | $ | (38.6 | ) | $ | (17.8 | ) | $ | (57.2 | ) | $ | (113.6 | ) | |||||
Other comprehensive income (loss) | 14.3 | .4 | (.2 | ) | 14.5 | ||||||||||||
Reclassifications, pretax 2 | — | 2.9 | 1.2 | 4.1 | |||||||||||||
Income tax effect | — | (.8 | ) | (.4 | ) | (1.2 | ) | ||||||||||
Balance, March 31, 2017 | $ | (24.3 | ) | $ | (15.3 | ) | $ | (56.6 | ) | $ | (96.2 | ) | |||||
1 | 2018 pretax reclassifications are comprised of: | ||||||||||||||||
Net sales | $ | — | $ | (1.0 | ) | $ | — | $ | (1.0 | ) | |||||||
Cost of goods sold; selling and administrative expenses | — | .2 | — | .2 | |||||||||||||
Interest expense | — | 1.1 | — | 1.1 | |||||||||||||
Other income (expense), net | — | — | .7 | .7 | |||||||||||||
Total reclassifications, pretax | $ | — | $ | .3 | $ | .7 | $ | 1.0 | |||||||||
2 | 2017 pretax reclassifications are comprised of: | ||||||||||||||||
Net sales | $ | — | $ | 1.6 | $ | — | $ | 1.6 | |||||||||
Cost of goods sold; selling and administrative expenses | — | .2 | — | .2 | |||||||||||||
Interest expense | — | 1.1 | — | 1.1 | |||||||||||||
Other income (expense), net | — | — | 1.2 | 1.2 | |||||||||||||
Total reclassifications, pretax | $ | — | $ | 2.9 | $ | 1.2 | $ | 4.1 |
• | Level 1: Quoted prices for identical assets or liabilities in active markets. |
• | Level 2: Inputs other than quoted prices included in Level 1 that are observable for the asset or liability either directly or indirectly. Short-term investments in this category are valued using discounted cash flow techniques with all significant inputs derived from or corroborated by observable market data. Derivative assets and liabilities in this category are valued using models that consider various assumptions and information from market-corroborated sources. The models used are primarily industry-standard models that consider items such as quoted prices, market interest rate curves applicable to the instruments being valued as of the end of each period, discounted cash flows, volatility factors, current market and contractual prices for the underlying instruments, as well as other relevant economic measures. Substantially all of these assumptions are observable in the marketplace, can be derived from observable data or are supported by observable levels at which transactions are executed in the marketplace. |
• | Level 3: Unobservable inputs that are not corroborated by market data. |
As of March 31, 2018 | |||||||||||||||
Level 1 | Level 2 | Level 3 | Total | ||||||||||||
Assets: | |||||||||||||||
Cash equivalents: | |||||||||||||||
Bank time deposits with original maturities of three months or less | $ | — | $ | 253.3 | $ | — | $ | 253.3 | |||||||
Derivative assets (Note 14) | — | 4.9 | — | 4.9 | |||||||||||
Diversified investments associated with the Executive Stock Unit Program (ESUP) 1 | 34.5 | — | — | 34.5 | |||||||||||
Total assets | $ | 34.5 | $ | 258.2 | $ | — | $ | 292.7 | |||||||
Liabilities: | |||||||||||||||
Derivative liabilities 1 (Note 14) | $ | — | $ | 1.6 | $ | — | $ | 1.6 | |||||||
Liabilities associated with the ESUP 1 | 34.5 | — | — | 34.5 | |||||||||||
Total liabilities | $ | 34.5 | $ | 1.6 | $ | — | $ | 36.1 |
As of December 31, 2017 | |||||||||||||||
Level 1 | Level 2 | Level 3 | Total | ||||||||||||
Assets: | |||||||||||||||
Cash equivalents: | |||||||||||||||
Bank time deposits with original maturities of three months or less | $ | — | $ | 236.4 | $ | — | $ | 236.4 | |||||||
Derivative assets 1 (Note 14) | — | 3.9 | — | 3.9 | |||||||||||
Diversified investments associated with the ESUP 1 | 34.0 | — | — | 34.0 | |||||||||||
Total assets | $ | 34.0 | $ | 240.3 | $ | — | $ | 274.3 | |||||||
Liabilities: | |||||||||||||||
Derivative liabilities 1 (Note 14) | $ | — | $ | 1.9 | $ | — | $ | 1.9 | |||||||
Liabilities associated with the ESUP 1 | 34.4 | — | — | 34.4 | |||||||||||
Total liabilities | $ | 34.4 | $ | 1.9 | $ | — | $ | 36.3 |
Expiring at various dates through: | Total USD Equivalent Notional Amount | As of March 31, 2018 | |||||||||||||||
Assets | Liabilities | ||||||||||||||||
Other Current Assets | Other Current Liabilities | Other Long-Term Liabilities | |||||||||||||||
Derivatives designated as hedging instruments | |||||||||||||||||
Cash flow hedges: | |||||||||||||||||
Currency hedges: | |||||||||||||||||
Future USD sales/purchases of Canadian, Chinese, European, South Korean and Swiss subsidiaries | Jun 2019 | $ | 132.5 | $ | 3.5 | $ | .7 | $ | .1 | ||||||||
Future DKK sales of Polish subsidiary | Sep 2019 | 21.9 | .3 | — | — | ||||||||||||
Future EUR sales of UK, Chinese and Swiss subsidiaries | Jun 2019 | 40.1 | .3 | .1 | — | ||||||||||||
Future MXN purchases of a USD subsidiary | Jun 2019 | 6.6 | .1 | — | — | ||||||||||||
Total cash flow hedges | 4.2 | .8 | .1 | ||||||||||||||
Fair value hedges: | |||||||||||||||||
Intercompany and third party receivables and payables exposed to multiple currencies (DKK, EUR, USD and ZAR) in various countries (CAD, CHF, GBP, PLN and USD) | Dec 2018 | 51.4 | — | .7 | — | ||||||||||||
Derivatives not designated as hedging instruments | |||||||||||||||||
Non-deliverable hedges (EUR, JPY and USD) exposed to the CNY | Mar 2019 | 28.8 | .7 | — | — | ||||||||||||
$ | 4.9 | $ | 1.5 | $ | .1 |
Expiring at various dates through: | Total USD Equivalent Notional Amount | As of December 31, 2017 | |||||||||||||||||||
Assets | Liabilities | ||||||||||||||||||||
Other Current Assets | Sundry | Other Current Liabilities | Other Long-Term Liabilities | ||||||||||||||||||
Derivatives designated as hedging instruments | |||||||||||||||||||||
Cash flow hedges: | |||||||||||||||||||||
Currency hedges: | |||||||||||||||||||||
Future USD sales/purchases of Canadian, Chinese, European, South Korean and Swiss subsidiaries | Mar 2019 | $ | 158.1 | $ | 2.2 | $ | .2 | $ | .5 | $ | — | ||||||||||
Future MXN purchases of a USD subsidiary | Mar 2019 | 6.6 | — | — | .5 | — | |||||||||||||||
Future JPY sales of a Chinese subsidiary | Dec 2018 | 11.2 | .1 | — | — | — | |||||||||||||||
Future DKK sales of a Polish subsidiary | Dec 2018 | 16.0 | .6 | — | — | — | |||||||||||||||
Future EUR sales of Chinese, Swiss and UK subsidiaries | Mar 2019 | 38.8 | — | — | .3 | .1 | |||||||||||||||
Total cash flow hedges | 2.9 | .2 | 1.3 | .1 | |||||||||||||||||
Fair value hedges: |