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FOR THE FISCAL YEAR ENDED
DECEMBER 31, 2015
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COMMISSION FILE NUMBER
1-9608
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DELAWARE
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36-3514169
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(State or other jurisdiction of
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(I.R.S. Employer
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incorporation or organization)
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Identification No.)
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Three Glenlake Parkway
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30328
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Atlanta, Georgia
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(Zip Code)
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(Address of principal executive offices)
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TITLE OF EACH CLASS
Common Stock, $1 par value per share
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|
|
NAME OF EACH EXCHANGE
ON WHICH REGISTERED
New York Stock Exchange
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Large Accelerated Filer
þ
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Accelerated Filer
o
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Non-Accelerated Filer
o
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Smaller Reporting Company
o
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(Do not check if a smaller reporting company)
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Statement of Computation of Earnings to Fixed Charges
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Significant Subsidiaries
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|
Consent of Independent Registered Public Accounting Firm
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302 Certification of Chief Executive Officer
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302 Certification of Chief Financial Officer
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906 Certification of Chief Executive Officer
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906 Certification of Chief Financial Officer
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•
|
Writing
: Sharpie
®
, Paper Mate
®
, Expo
®
, Prismacolor
®
, Mr. Sketch
®
, Elmer’s
®
, X-Acto
®
, Parker
®
, Waterman
®
and Dymo
®
Office
|
•
|
Home Solutions
: Rubbermaid
®
, Contigo
®
, bubba
®
, Calphalon
®
, Levolor
®
and Goody
®
|
•
|
Tools
: Irwin
®
, Lenox
®
, hilmor
TM
and Dymo
®
Industrial
|
•
|
Commercial Products
: Rubbermaid Commercial Products
®
|
•
|
Baby & Parenting
: Graco
®
, Baby Jogger
®
, Aprica
®
and Teutonia
®
|
•
|
Make Our Brands Really Matter — Building an innovation engine, developing outstanding brand communications and winning with superior product design and performance.
|
•
|
Build An Execution Powerhouse — Transforming our supply chain and becoming a partner of choice to our customers.
|
•
|
Unlock Trapped Capacity For Growth — Eliminating complexity and establishing and developing an operating rhythm and information strategy to support growth.
|
•
|
Develop The Team For Growth — Building a community of leaders and focusing the organization on a performance-based culture and learning and development.
|
•
|
Extend Beyond Our Borders — Create and develop local teams in developing markets to build consumer insights and build the business locally.
|
•
|
Delivery Phase — Execution during this phase included implementing structural changes in the organization while ensuring consistent execution and delivery.
|
•
|
Strategic Phase — Continued consistent execution and delivery while simultaneously shaping the future through increased brand investment and bringing capabilities to speed in order to propel the Growth Game Plan into action.
|
•
|
Acceleration Phase — Expand investments behind Win Bigger businesses to drive increased sales and margin expansion, which creates additional resources for further brand investment, while also remaining focused on consistent execution and delivery.
|
•
|
Organizational Simplification: The Company has de-layered its top structure and further consolidated its businesses from nine global business units (“GBUs”) to three operating groups that manage five operating segments.
|
•
|
EMEA Simplification: The Company is focusing its resources on fewer products and countries, while simplifying go-to-market, delivery and back office support structures.
|
•
|
Best Cost Finance: The Company is delivering a simplified approach to decision support, transaction processing and information management by leveraging SAP and the streamlined business segments to align resources with the Growth Game Plan.
|
•
|
Best Cost Back Office: The Company is driving “One Newell Rubbermaid” efficiencies in customer and consumer services and sourcing functions.
|
•
|
Supply Chain Footprint: The Company is further optimizing manufacturing and distribution facilities across its global supply chain.
|
Segment
|
|
Key Brands
|
|
Description of Primary Products
|
Writing
|
|
Sharpie
®
, Paper Mate
®
, Expo
®
, Prismacolor
®
, Mr. Sketch
®
, Elmer's
®
, X-Acto
®
, Parker
®
, Waterman
®
, Dymo
®
Office
|
|
Writing instruments, including markers and highlighters, pens and pencils; art products; activity-based adhesive and cutting products; fine writing instruments; labeling solutions
|
Home Solutions
|
|
Rubbermaid
®
, Contigo
®
, bubba
®
, Calphalon
®
, Levolor
®
, Goody
®
|
|
Indoor/outdoor organization, food storage and home storage products; durable beverage containers; gourmet cookware, bakeware and cutlery; window treatments; hair care accessories
|
Tools
|
|
Irwin
®
, Lenox
®
, hilmor
™
, Dymo
®
Industrial
|
|
Hand tools and power tool accessories; industrial bandsaw blades; tools for HVAC systems; label makers and printers for industrial use
|
Commercial Products
|
|
Rubbermaid
Commercial Products ® |
|
Cleaning and refuse products; hygiene systems; material handling solutions
|
Baby & Parenting
|
|
Graco
®
, Baby Jogger
®
, Aprica
®
, Teutonia
®
|
|
Infant and juvenile products such as car seats, strollers, highchairs and playards
|
|
|
2015
|
|
% of
Total
|
|
2014
|
|
% of
Total
|
|
2013
|
|
% of
Total
|
|||||||||
Writing
|
|
$
|
1,763.5
|
|
|
29.8
|
%
|
|
$
|
1,708.9
|
|
|
29.8
|
%
|
|
$
|
1,653.6
|
|
|
29.5
|
%
|
Home Solutions
|
|
1,704.2
|
|
|
28.8
|
%
|
|
1,575.4
|
|
|
27.5
|
%
|
|
1,560.3
|
|
|
27.8
|
%
|
|||
Tools
|
|
790.0
|
|
|
13.4
|
%
|
|
852.2
|
|
|
14.9
|
%
|
|
817.9
|
|
|
14.6
|
%
|
|||
Commercial Products
|
|
809.7
|
|
|
13.7
|
%
|
|
837.1
|
|
|
14.6
|
%
|
|
785.9
|
|
|
14.0
|
%
|
|||
Baby & Parenting
|
|
848.3
|
|
|
14.3
|
%
|
|
753.4
|
|
|
13.2
|
%
|
|
789.3
|
|
|
14.1
|
%
|
|||
Total Company
|
|
$
|
5,915.7
|
|
|
100.0
|
%
|
|
$
|
5,727.0
|
|
|
100.0
|
%
|
|
$
|
5,607.0
|
|
|
100.0
|
%
|
•
|
difficulties in the separation of operations, services, products and personnel;
|
•
|
the diversion of management's attention from other business concerns;
|
•
|
the retention of certain current or future liabilities in order to induce a buyer to complete a divestiture;
|
•
|
the disruption of the Company’s business; and
|
•
|
the potential loss of key employees.
|
•
|
ordering and managing materials from suppliers;
|
•
|
converting materials to finished products;
|
•
|
shipping products to customers;
|
•
|
marketing and selling products to consumers;
|
•
|
collecting and storing customer, consumer, employee, investor and other stakeholder information and personal data;
|
•
|
processing transactions;
|
•
|
summarizing and reporting results of operations;
|
•
|
hosting, processing and sharing confidential and proprietary research, business plans and financial information;
|
•
|
complying with regulatory, legal or tax requirements;
|
•
|
providing data security; and
|
•
|
handling other processes necessary to manage the Company’s business.
|
•
|
the failure to obtain necessary regulatory or other approvals for the Proposed Merger Transactions, which could result in a material delay in, or the abandonment of, the Proposed Merger Transactions or otherwise have a material adverse effect on Newell Rubbermaid or Jarden, or if obtained, the possibility of Newell Rubbermaid being subjected to conditions that could reduce or delay the expected cost savings and other benefits of the Proposed Merger Transactions;
|
•
|
the failure to obtain necessary stockholder approvals for the share issuance and the adoption of the Merger Agreement;
|
•
|
the obligation of Newell Rubbermaid to complete the Proposed Merger Transactions even if financing is not available or is available only on terms other than those currently anticipated;
|
•
|
the failure to satisfy required closing conditions or complete the Proposed Merger Transactions in a timely manner or at all;
|
•
|
the effect of the announcement of the Proposed Merger Transactions on each company’s ability to retain and hire key personnel, maintain business relationships, and on operating results and the businesses generally;
|
•
|
the effect of restrictions placed on Newell Rubbermaid’s and Jarden’s respective subsidiaries’ business activities and ability to pursue alternatives to the Proposed Merger Transactions pursuant to the Merger Agreement;
|
•
|
the terms and availability of indebtedness planned to be incurred in connection with the Proposed Merger Transactions;
|
•
|
the risk that the Company may not be able to maintain its investment grade rating;
|
•
|
the potential impact of the Proposed Merger Transactions on the stock price of the Company, and the dividends expected to be paid to Company stockholders in the future;
|
•
|
the failure to realize projected cost savings and other benefits from the Proposed Merger Transactions;
|
•
|
the incurrence of significant pre- and post-transaction related costs in connection with the Proposed Merger Transactions that are, and will be, incurred regardless of whether the Proposed Merger Transactions are completed; and
|
•
|
the occurrence of any event giving rise to the right of a party to terminate the Merger Agreement.
|
•
|
approval of the share issuance by Newell Rubbermaid stockholders;
|
•
|
adoption of the Merger Agreement by Jarden stockholders;
|
•
|
effectiveness under the Securities Act of Newell Rubbermaid’s Form S-4 registration statement relating to the offer, sale and issuance of the Newell Rubbermaid common stock in connection with the share issuance and the absence of any stop order in respect thereof or proceedings by the SEC for that purpose;
|
•
|
expiration or termination of the applicable HSR Act waiting period and the affirmative approval of antitrust and competition authorities or expiration of waiting periods in certain other specified jurisdictions;
|
•
|
the absence of laws, orders, judgments and injunctions that restrain, enjoin or otherwise prohibit completion of the Proposed Merger Transactions;
|
•
|
subject to certain exceptions, the accuracy of representations and warranties with respect to the businesses of Newell Rubbermaid and Jarden and compliance by Newell Rubbermaid and Jarden with their respective covenants contained in the Merger Agreement; and
|
•
|
the absence of a material adverse effect relating to Newell Rubbermaid or Jarden.
|
•
|
Newell Rubbermaid and Jarden may experience negative reactions from the financial markets, including negative impacts on their respective stock prices;
|
•
|
Newell Rubbermaid and Jarden and their respective subsidiaries may experience negative reactions from their respective customers, distributors, regulators, vendors and employees;
|
•
|
Newell Rubbermaid and Jarden will still be required to pay certain significant costs relating to the Proposed Merger Transactions, such as legal, accounting, financial advisor and printing fees;
|
•
|
Newell Rubbermaid or Jarden may be required to pay one or more cash termination fees as required by the Merger Agreement;
|
•
|
the Merger Agreement places certain restrictions on the conduct of the respective businesses pursuant to the terms of the Merger Agreement, which may have delayed or prevented the respective companies from undertaking business opportunities that, absent the Merger Agreement, may have been pursued;
|
•
|
matters relating to the Proposed Merger Transactions (including integration planning) require substantial commitments of time and resources by each company’s management, which could have resulted in the distraction of each company’s management from ongoing business operations and pursing other opportunities that could have been beneficial to the companies; and
|
•
|
litigation related to any failure to complete the Proposed Merger Transactions or related to any enforcement proceeding commenced against Newell Rubbermaid or Jarden to perform their respective obligations under the Merger Agreement.
|
BUSINESS SEGMENT
|
|
LOCATION
|
|
CITY
|
|
OWNED
OR
LEASED
|
|
GENERAL CHARACTER
|
WRITING
|
|
IL
|
|
Downers Grove
|
|
L
|
|
Writing Instruments
|
|
|
TN
|
|
Shelbyville
|
|
O
|
|
Writing Instruments
|
|
|
TN
|
|
Maryville
|
|
O
|
|
Writing Instruments
|
|
|
TN
|
|
Manchester
|
|
O
|
|
Writing Instruments
|
|
|
Thailand
|
|
Bangkok
|
|
O
|
|
Writing Instruments
|
|
|
India
|
|
Chennai
|
|
L
|
|
Writing Instruments
|
|
|
China
|
|
Shanghai
|
|
L
|
|
Writing Instruments
|
|
|
Colombia
|
|
Bogota
|
|
O
|
|
Writing Instruments
|
|
|
Mexico
|
|
Mexicali
|
|
L
|
|
Writing Instruments
|
|
|
France
|
|
Nantes
|
|
O
|
|
Writing Instruments
|
|
|
UK
|
|
London
|
|
L
|
|
Fine Writing
|
|
|
NC
|
|
Statesville
|
|
L/O
|
|
Adhesives
|
|
|
OH
|
|
Columbus
|
|
L/O
|
|
Adhesives
|
|
|
Canada
|
|
Toronto
|
|
L
|
|
Adhesives
|
|
|
Belgium
|
|
Sint Niklaas
|
|
O
|
|
Labeling Technology
|
HOME SOLUTIONS
|
|
OH
|
|
Mogadore
|
|
L/O
|
|
Home Products
|
|
|
KS
|
|
Winfield
|
|
L/O
|
|
Home Products
|
|
|
Canada
|
|
Calgary
|
|
L
|
|
Home Products
|
|
|
IL
|
|
Chicago
|
|
L
|
|
Beverage
|
|
|
MO
|
|
Jackson
|
|
O
|
|
Home Storage Systems
|
|
|
OH
|
|
Perrysburg
|
|
O
|
|
Cookware
|
|
|
OH
|
|
Bowling Green
|
|
L
|
|
Cookware
|
|
|
Mexico
|
|
Agua Prieta
|
|
L
|
|
Window Treatments
|
|
|
UT
|
|
Ogden
|
|
L
|
|
Window Treatments
|
|
|
Canada
|
|
Etobicoke
|
|
L
|
|
Window Furnishings
|
TOOLS
|
|
MA
|
|
East Longmeadow
|
|
O
|
|
Tools
|
|
|
China
|
|
Shanghai
|
|
L
|
|
Tools
|
|
|
China
|
|
Shenzhen
|
|
L
|
|
Tools
|
|
|
ME
|
|
Gorham
|
|
O
|
|
Tools
|
|
|
Brazil
|
|
Sao Paulo
|
|
L
|
|
Tools
|
|
|
Brazil
|
|
Carlos Barbosa
|
|
O
|
|
Tools
|
|
|
Poland
|
|
Zerniki
|
|
L
|
|
Tools
|
COMMERCIAL PRODUCTS
|
|
TN
|
|
Cleveland
|
|
O
|
|
Commercial Products
|
|
|
VA
|
|
Winchester
|
|
O
|
|
Commercial Products
|
|
|
WV
|
|
Martinsburg
|
|
L
|
|
Commercial Products
|
|
|
Brazil
|
|
Rio Grande Do Sul
|
|
L
|
|
Commercial Products
|
|
|
Brazil
|
|
Cachoeirinha
|
|
O
|
|
Commercial Products
|
|
|
Netherlands
|
|
Bentfield
|
|
O
|
|
Commercial Products
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
BUSINESS SEGMENT
|
|
LOCATION
|
|
CITY
|
|
OWNED
OR
LEASED
|
|
GENERAL CHARACTER
|
BABY & PARENTING
|
|
PA
|
|
Exton
|
|
L
|
|
Infant Products
|
|
|
Japan
|
|
Nara
|
|
O
|
|
Infant Products
|
|
|
Japan
|
|
Osaka
|
|
O
|
|
Infant Products
|
|
|
Germany
|
|
Hiddenhausen
|
|
O
|
|
Infant Products
|
|
|
Poland
|
|
Wloclawek
|
|
O
|
|
Infant Products
|
|
|
China
|
|
Zhongshan
|
|
L
|
|
Infant Products
|
CORPORATE
|
|
GA
|
|
Atlanta
|
|
L
|
|
Office
|
|
|
Canada
|
|
Oakville
|
|
L
|
|
Office
|
|
|
NY
|
|
Manhattan
|
|
L
|
|
Office
|
|
|
Switzerland
|
|
Geneva
|
|
L
|
|
Office
|
|
|
Japan
|
|
Tokyo
|
|
L
|
|
Shared
|
|
|
Australia
|
|
Scores
|
|
L
|
|
Office
|
|
|
MI
|
|
Kalamazoo
|
|
L
|
|
Research & Development
|
SHARED FACILITIES
|
|
AR
|
|
Bentonville
|
|
L
|
|
Shared Services
|
|
|
CA
|
|
Victorville
|
|
L
|
|
Shared Services
|
|
|
GA
|
|
Union City
|
|
L
|
|
Shared Services
|
|
|
IL
|
|
Freeport
|
|
L/O
|
|
Shared Services
|
|
|
NC
|
|
Huntersville
|
|
L
|
|
Shared Services
|
|
|
NC
|
|
High Point
|
|
L
|
|
Shared Services
|
|
|
Canada
|
|
Bolton
|
|
L
|
|
Shared Services
|
|
|
UK
|
|
Lichfield
|
|
L
|
|
Shared Services
|
|
|
Netherlands
|
|
Goirle
|
|
O
|
|
Shared Services
|
|
|
France
|
|
Malissard
|
|
L/O
|
|
Shared Services
|
|
|
France
|
|
Paris
|
|
L
|
|
Shared Services
|
|
|
Italy
|
|
Milan
|
|
L
|
|
Shared Services
|
|
|
Poland
|
|
Poznan
|
|
L
|
|
Shared Services
|
|
|
Poland
|
|
Zerniki
|
|
L
|
|
Shared Services
|
SUPPLEMENTARY ITEM — EXECUTIVE OFFICERS OF THE REGISTRANT
|
||||
Name
|
|
Age
|
|
Present Position with the Company
|
Michael B. Polk
|
|
55
|
|
President and Chief Executive Officer
|
Joseph A. Arcuri
|
|
52
|
|
Executive Vice President, Chief Commercial Officer
|
William A. Burke
|
|
55
|
|
Executive Vice President
|
Richard B. Davies
|
|
53
|
|
Executive Vice President, Chief Development Officer
|
Paula S. Larson
|
|
53
|
|
Executive Vice President, Chief Human Resources Officer
|
John K. Stipancich
|
|
47
|
|
Executive Vice President, Chief Financial Officer
|
Mark S. Tarchetti
|
|
40
|
|
Executive Vice President
|
Bradford R. Turner
|
|
43
|
|
Senior Vice President, General Counsel and Corporate Secretary
|
|
|
2015
|
|
2014
|
||||||||||||
Quarters
|
|
High
|
|
Low
|
|
High
|
|
Low
|
||||||||
First
|
|
$
|
40.37
|
|
|
$
|
36.33
|
|
|
$
|
32.54
|
|
|
$
|
29.14
|
|
Second
|
|
42.00
|
|
|
37.95
|
|
|
31.61
|
|
|
28.27
|
|
||||
Third
|
|
44.51
|
|
|
38.17
|
|
|
35.25
|
|
|
30.85
|
|
||||
Fourth
|
|
50.90
|
|
|
39.39
|
|
|
38.73
|
|
|
31.14
|
|
Calendar Month
|
Total Number of Shares Purchased
(1)
|
|
Average Price
Paid per Share
|
|
Total Number of Shares Purchased as Part of Publicly Announced Plans or Programs
(2)
|
|
Maximum Approximate Dollar Value of Shares that May Yet Be Purchased Under the Plans or Programs
(2)
|
||||||
October 2015
|
301,380
|
|
|
$
|
41.66
|
|
|
298,500
|
|
|
$
|
257,571,604
|
|
November 2015
|
58,249
|
|
|
43.78
|
|
|
38,500
|
|
|
255,912,171
|
|
||
December 2015
|
12,115
|
|
|
47.79
|
|
|
—
|
|
|
255,912,171
|
|
||
Total
|
371,744
|
|
|
$
|
42.19
|
|
|
337,000
|
|
|
|
(1)
|
During
2015
, all share purchases other than those pursuant to the Company’s share repurchase program (the “SRP”) were made to satisfy employees’ tax withholding and payment obligations in connection with the vesting of awards of restricted stock units, which are repurchased by the Company based on their fair market value on the vesting date. In October, November and December, in addition to the shares purchased under the SRP, the Company purchased
2,880
shares (average price:
$44.11
),
19,749
shares (average price:
$45.10
), and
12,115
shares (average price:
$47.79
), respectively, in connection with the vesting of employees’ stock-based awards.
|
(2)
|
Under the SRP, the Company may repurchase its own shares of common stock through a combination of 10b5-1 automatic trading plans, discretionary market purchases or in privately negotiated transactions. The average per share price of shares purchased in October and November 2015 relating to the SRP was
$41.63
and
$43.10
, respectively.
|
|
|
2015
(1)
|
|
2014
(1)
|
|
2013
(1), (2)
|
|
2012
(2)
|
|
2011
(2)
|
||||||||||
STATEMENTS OF OPERATIONS DATA
|
|
|
|
|
|
|
|
|
|
|
||||||||||
Net sales
|
|
$
|
5,915.7
|
|
|
$
|
5,727.0
|
|
|
$
|
5,607.0
|
|
|
$
|
5,508.5
|
|
|
$
|
5,451.5
|
|
Cost of products sold
|
|
3,611.1
|
|
|
3,523.6
|
|
|
3,482.1
|
|
|
3,414.4
|
|
|
3,388.3
|
|
|||||
Gross margin
|
|
2,304.6
|
|
|
2,203.4
|
|
|
2,124.9
|
|
|
2,094.1
|
|
|
2,063.2
|
|
|||||
Selling, general and administrative expenses
|
|
1,573.9
|
|
|
1,480.5
|
|
|
1,399.5
|
|
|
1,403.5
|
|
|
1,390.6
|
|
|||||
Pension settlement charge
|
|
52.1
|
|
|
65.4
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|||||
Impairment charges
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
317.9
|
|
|||||
Restructuring costs
(3)
|
|
77.2
|
|
|
52.8
|
|
|
110.3
|
|
|
52.9
|
|
|
47.9
|
|
|||||
Operating income
|
|
601.4
|
|
|
604.7
|
|
|
615.1
|
|
|
637.7
|
|
|
306.8
|
|
|||||
Nonoperating expenses:
|
|
|
|
|
|
|
|
|
|
|
||||||||||
Interest expense, net
|
|
79.9
|
|
|
60.4
|
|
|
60.3
|
|
|
76.1
|
|
|
86.2
|
|
|||||
Losses related to extinguishments of debt
|
|
—
|
|
|
33.2
|
|
|
—
|
|
|
10.9
|
|
|
4.8
|
|
|||||
Venezuela deconsolidation charge
|
|
172.7
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|||||
Other expense (income), net
|
|
11.3
|
|
|
49.0
|
|
|
18.5
|
|
|
(1.3
|
)
|
|
13.5
|
|
|||||
Net nonoperating expenses
|
|
263.9
|
|
|
142.6
|
|
|
78.8
|
|
|
85.7
|
|
|
104.5
|
|
|||||
Income before income taxes
|
|
337.5
|
|
|
462.1
|
|
|
536.3
|
|
|
552.0
|
|
|
202.3
|
|
|||||
Income taxes
|
|
78.2
|
|
|
89.1
|
|
|
120.0
|
|
|
161.5
|
|
|
19.1
|
|
|||||
Income from continuing operations
|
|
259.3
|
|
|
373.0
|
|
|
416.3
|
|
|
390.5
|
|
|
183.2
|
|
|||||
Income (loss) from discontinued operations, net of tax
|
|
90.7
|
|
|
4.8
|
|
|
58.3
|
|
|
10.8
|
|
|
(58.0
|
)
|
|||||
Net income
|
|
$
|
350.0
|
|
|
$
|
377.8
|
|
|
$
|
474.6
|
|
|
$
|
401.3
|
|
|
$
|
125.2
|
|
Weighted-average shares outstanding:
|
|
|
|
|
|
|
|
|
|
|
||||||||||
Basic
|
|
269.3
|
|
|
276.1
|
|
|
288.6
|
|
|
291.2
|
|
|
293.6
|
|
|||||
Diluted
|
|
271.5
|
|
|
278.9
|
|
|
291.8
|
|
|
293.6
|
|
|
296.2
|
|
|||||
Earnings (loss) per share:
|
|
|
|
|
|
|
|
|
|
|
||||||||||
Basic:
|
|
|
|
|
|
|
|
|
|
|
||||||||||
Income from continuing operations
|
|
$
|
0.96
|
|
|
$
|
1.35
|
|
|
$
|
1.44
|
|
|
$
|
1.34
|
|
|
$
|
0.62
|
|
Income (loss) from discontinued operations
|
|
$
|
0.34
|
|
|
$
|
0.02
|
|
|
$
|
0.20
|
|
|
$
|
0.04
|
|
|
$
|
(0.20
|
)
|
Net income
|
|
$
|
1.30
|
|
|
$
|
1.37
|
|
|
$
|
1.64
|
|
|
$
|
1.38
|
|
|
$
|
0.43
|
|
Diluted:
|
|
|
|
|
|
|
|
|
|
|
||||||||||
Income from continuing operations
|
|
$
|
0.96
|
|
|
$
|
1.34
|
|
|
$
|
1.43
|
|
|
$
|
1.33
|
|
|
$
|
0.62
|
|
Income (loss) from discontinued operations
|
|
$
|
0.33
|
|
|
$
|
0.02
|
|
|
$
|
0.20
|
|
|
$
|
0.04
|
|
|
$
|
(0.20
|
)
|
Net income
|
|
$
|
1.29
|
|
|
$
|
1.35
|
|
|
$
|
1.63
|
|
|
$
|
1.37
|
|
|
$
|
0.42
|
|
Dividends
|
|
$
|
0.76
|
|
|
$
|
0.66
|
|
|
$
|
0.60
|
|
|
$
|
0.43
|
|
|
$
|
0.29
|
|
BALANCE SHEET DATA
|
|
|
|
|
|
|
|
|
|
|
||||||||||
Inventories, net
|
|
$
|
721.8
|
|
|
$
|
708.5
|
|
|
$
|
684.4
|
|
|
$
|
696.4
|
|
|
$
|
699.9
|
|
Working capital
(4), (5)
|
|
504.9
|
|
|
403.6
|
|
|
551.9
|
|
|
568.3
|
|
|
366.7
|
|
|||||
Total assets
(4)
|
|
7,278.0
|
|
|
6,564.3
|
|
|
5,967.8
|
|
|
6,215.6
|
|
|
6,154.7
|
|
|||||
Short-term debt, including current portion of long-term debt
|
|
388.8
|
|
|
397.4
|
|
|
174.8
|
|
|
211.9
|
|
|
367.5
|
|
|||||
Long-term debt, net of current portion
|
|
2,687.6
|
|
|
2,084.5
|
|
|
1,661.6
|
|
|
1,706.5
|
|
|
1,809.3
|
|
|||||
Total stockholders’ equity
|
|
$
|
1,826.4
|
|
|
$
|
1,854.9
|
|
|
$
|
2,075.0
|
|
|
$
|
2,000.2
|
|
|
$
|
1,852.6
|
|
(1)
|
Supplemental data regarding
2015
,
2014
and
2013
is provided in Item 7, Management’s Discussion and Analysis of Financial Condition and Results of Operations.
|
(2)
|
Statement of Operations data for 2013, 2012, and 2011 has been adjusted to reclassify the results of operations of the Endicia and Culinary electrics and retail businesses to discontinued operations. Statement of Operations data for 2012 and 2011 has been adjusted to reclassify the results of operations of the Hardware and Teach businesses to discontinued operations.
|
(3)
|
Restructuring costs include asset impairment charges, employee severance and termination benefits, employee relocation costs, and costs associated with exited contractual commitments and other restructuring costs.
|
(4)
|
In November 2015, the Financial Accounting Standards Board issued Accounting Standards Update (“ASU”) 2015-17,
Income Taxes (Topic 740)
, requiring deferred tax assets and liabilities to be classified as noncurrent assets and liabilities in the balance sheet. ASU 2015-17 is effective for annual periods beginning after December 15, 2016, and interim periods within those annual periods. Early adoption is permitted as of the beginning of an interim or annual reporting period. The Company adopted ASU 2015-17 retrospectively as of December 31, 2015. Accordingly, working capital and total assets in the Selected Financial Data have been adjusted to give effect to the retrospective adoption of ASU-17. See Note 16 of the Notes to Consolidated Financial Statements for additional information.
|
(5)
|
Working capital is defined as Current Assets less Current Liabilities.
|
Calendar Year
|
|
1st
|
|
2nd
|
|
3rd
|
|
4th
|
|
Year
|
||||||||||
2015
|
|
|
|
|
|
|
|
|
|
|
||||||||||
Net sales
|
|
$
|
1,264.0
|
|
|
$
|
1,560.9
|
|
|
$
|
1,530.0
|
|
|
$
|
1,560.8
|
|
|
$
|
5,915.7
|
|
Gross margin
|
|
$
|
487.5
|
|
|
$
|
621.0
|
|
|
$
|
598.9
|
|
|
$
|
597.2
|
|
|
$
|
2,304.6
|
|
Income (loss) from continuing operations
|
|
$
|
56.9
|
|
|
$
|
148.1
|
|
|
$
|
134.0
|
|
|
$
|
(79.7
|
)
|
|
$
|
259.3
|
|
(Loss) income from discontinued operations
|
|
$
|
(2.8
|
)
|
|
$
|
0.4
|
|
|
$
|
0.2
|
|
|
$
|
92.9
|
|
|
$
|
90.7
|
|
Net income
|
|
$
|
54.1
|
|
|
$
|
148.5
|
|
|
$
|
134.2
|
|
|
$
|
13.2
|
|
|
$
|
350.0
|
|
Earnings (loss) per share:
|
|
|
|
|
|
|
|
|
|
|
||||||||||
Basic
|
|
|
|
|
|
|
|
|
|
|
||||||||||
Income (loss) from continuing operations
|
|
$
|
0.21
|
|
|
$
|
0.55
|
|
|
$
|
0.50
|
|
|
$
|
(0.30
|
)
|
|
$
|
0.96
|
|
(Loss) income from discontinued operations
|
|
$
|
(0.01
|
)
|
|
$
|
—
|
|
|
$
|
—
|
|
|
$
|
0.35
|
|
|
$
|
0.34
|
|
Net income
|
|
$
|
0.20
|
|
|
$
|
0.55
|
|
|
$
|
0.50
|
|
|
$
|
0.05
|
|
|
$
|
1.30
|
|
Diluted
|
|
|
|
|
|
|
|
|
|
|
||||||||||
Income (loss) from continuing operations
|
|
$
|
0.21
|
|
|
$
|
0.55
|
|
|
$
|
0.49
|
|
|
$
|
(0.30
|
)
|
|
$
|
0.96
|
|
(Loss) income from discontinued operations
|
|
$
|
(0.01
|
)
|
|
$
|
—
|
|
|
$
|
—
|
|
|
$
|
0.35
|
|
|
$
|
0.33
|
|
Net income
|
|
$
|
0.20
|
|
|
$
|
0.55
|
|
|
$
|
0.50
|
|
|
$
|
0.05
|
|
|
$
|
1.29
|
|
|
|
|
|
|
|
|
|
|
|
|
||||||||||
Calendar Year
|
|
1st
|
|
2nd
|
|
3rd
|
|
4th
|
|
Year
|
||||||||||
2014
|
|
|
|
|
|
|
|
|
|
|
||||||||||
Net sales
|
|
$
|
1,214.3
|
|
|
$
|
1,502.2
|
|
|
$
|
1,484.5
|
|
|
$
|
1,526.0
|
|
|
$
|
5,727.0
|
|
Gross margin
|
|
$
|
457.0
|
|
|
$
|
595.6
|
|
|
$
|
576.7
|
|
|
$
|
574.1
|
|
|
$
|
2,203.4
|
|
Income from continuing operations
|
|
$
|
51.8
|
|
|
$
|
149.0
|
|
|
$
|
122.9
|
|
|
$
|
49.3
|
|
|
$
|
373.0
|
|
Income (loss) from discontinued operations
|
|
$
|
1.1
|
|
|
$
|
1.6
|
|
|
$
|
(0.6
|
)
|
|
$
|
2.7
|
|
|
$
|
4.8
|
|
Net income
|
|
$
|
52.9
|
|
|
$
|
150.6
|
|
|
$
|
122.3
|
|
|
$
|
52.0
|
|
|
$
|
377.8
|
|
Earnings per share:
|
|
|
|
|
|
|
|
|
|
|
||||||||||
Basic
|
|
|
|
|
|
|
|
|
|
|
||||||||||
Income from continuing operations
|
|
$
|
0.18
|
|
|
$
|
0.54
|
|
|
$
|
0.45
|
|
|
$
|
0.18
|
|
|
$
|
1.35
|
|
Income (loss) from discontinued operations
|
|
$
|
—
|
|
|
$
|
0.01
|
|
|
$
|
—
|
|
|
$
|
0.01
|
|
|
$
|
0.02
|
|
Net income
|
|
$
|
0.19
|
|
|
$
|
0.54
|
|
|
$
|
0.45
|
|
|
$
|
0.19
|
|
|
$
|
1.37
|
|
Diluted
|
|
|
|
|
|
|
|
|
|
|
||||||||||
Income from continuing operations
|
|
$
|
0.18
|
|
|
$
|
0.53
|
|
|
$
|
0.44
|
|
|
$
|
0.18
|
|
|
$
|
1.34
|
|
Income (loss) from discontinued operations
|
|
$
|
—
|
|
|
$
|
0.01
|
|
|
$
|
—
|
|
|
$
|
0.01
|
|
|
$
|
0.02
|
|
Net income
|
|
$
|
0.19
|
|
|
$
|
0.54
|
|
|
$
|
0.44
|
|
|
$
|
0.19
|
|
|
$
|
1.35
|
|
Segment
|
|
Key Brands
|
|
Description of Primary Products
|
Writing
|
|
Sharpie
®
, Paper Mate
®
, Expo
®
, Prismacolor
®
, Mr. Sketch
®
, Elmer's
®
, X-Acto
®
, Parker
®
, Waterman
®
, Dymo
®
Office
|
|
Writing instruments, including markers and highlighters, pens and pencils; art products; activity-based adhesive and cutting products; fine writing instruments; labeling solutions
|
Home Solutions
|
|
Rubbermaid
®
, Contigo
®
, bubba
®
, Calphalon
®
, Levolor
®
, Goody
®
|
|
Indoor/outdoor organization, food storage and home storage products; durable beverage containers; gourmet cookware, bakeware and cutlery; window treatments; hair care accessories
|
Tools
|
|
Irwin
®
, Lenox
®
, hilmor
™
, Dymo
®
Industrial
|
|
Hand tools and power tool accessories; industrial bandsaw blades; tools for HVAC systems; label makers and printers for industrial use
|
Commercial Products
|
|
Rubbermaid
Commercial
Products
®
|
|
Cleaning and refuse products; hygiene systems; material handling solutions
|
Baby & Parenting
|
|
Graco
®
, Baby Jogger
®
, Aprica
®
, Teutonia
®
|
|
Infant and juvenile products such as car seats, strollers, highchairs and playards
|
•
|
Core sales, which excludes the impact of changes in foreign currency, acquisitions and planned and completed divestitures, increased
5.5%
in 2015, excluding a 580 basis point adverse impact from foreign currency, a 470 basis point contribution from acquisitions and a 110 basis point decline associated with planned and completed divestitures. Reported sales increased 3.3%. Core sales grew across all four regions led by North America core growth of 3.8% and Latin America core growth of
30.5%
. Asia Pacific core sales increased
3.4%
and EMEA
1.5%
.
|
•
|
Core sales increased 9.4% in the Company’s Win Bigger businesses, which includes Writing & Creative Expression in the Writing segment, Food & Beverage in the Home Solutions segment, and the Tools and Commercial Products segments. Net sales in the Company’s Win Bigger businesses increased 7.2%, which includes a 490 basis point contribution from acquisitions and a 710 basis point adverse impact from foreign currency.
|
•
|
Gross margin was 39.0%, up 50 basis points compared to the prior year. The improvement was driven by productivity, pricing, lower input costs (including resin) and the comparison to the prior year period which reflected the impacts of the Graco harness buckle recall, which more than offset unfavorable foreign currency and sourced product, labor and other input cost inflation. Unfavorable foreign currency resulted in a 150 basis point decrease in gross margin, and the adverse impact of the cost of products sold associated with the Graco product recall in the prior year’s results contributed 20 basis points of improvement.
|
•
|
Selling, general and administrative expenses (“SG&A”) increased $93.4 million to $1,573.9 million, due primarily to increased advertising and promotion in support of the Company’s brands and innovation, costs associated with the Graco product recall, SG&A of acquired businesses (Ignite, bubba and Baby Jogger), costs associated with due diligence for the Jarden transaction, increased annual incentive compensation and increased costs associated with Project Renewal transformation initiatives, partially offset by a reduction in overhead costs due to Project Renewal initiatives and the impacts of foreign currency.
|
•
|
continued advertising campaigns supporting the new line of Sharpie
®
highlighters called Sharpie Clear View
®
, which have a unique, see-through tip for more precise highlighting;
|
•
|
continued investment in InkJoy
®
advertising in the North America, Europe and Latin America markets;
|
•
|
continued advertising for Mr. Sketch
®
scented markers in the U.S. market;
|
•
|
advertising support for Parker
®
in China, Japan, Hong Kong and the United Kingdom;
|
•
|
advertising support behind Dymo
®
Office, supporting the Why Write campaign in the Europe and U.S. markets;
|
•
|
advertising campaigns supporting Easy Find Lids
®
and LunchBlox
®
Kids, making it easier for parents to pack healthy lunches for kids’ lunch bags;
|
•
|
advertising for Calphalon
®
Self-Sharpening Cutlery with SharpIN
TM
technology in North America;
|
•
|
advertising support behind Irwin Brazil’s 240 Cart Tool Box campaign;
|
•
|
advertising for Irwin’s Vise-Grip
®
family of hand tools;
|
•
|
continued advertising in North America, China and Brazil for Brute
®
, Slim Jim
®
Step-On, RUBBERMAID HYGEN
TM
disposable microfiber, WaveBrake
®
mop buckets and Maximizer
®
mops in the Commercial Products segment;
|
•
|
advertising for Graco 4Ever
®
All-in-One convertible car seat; and
|
•
|
advertising for the Graco Nautilus
®
Plus 3-in-1 car seat.
|
•
|
Settled U.S. pension liabilities with plan assets for certain participants which resulted in a $52.1 million non-cash settlement charge in the fourth quarter of 2015.
|
•
|
Continued execution of Project Renewal to simplify the business, reduce structural costs and increase investment in the most significant growth platforms within the business by taking significant steps in implementing activities centered around Project Renewal’s five workstreams, resulting in $74.0 million of restructuring costs in 2015.
|
•
|
Realized a $
9.2 million
foreign exchange loss during 2015 for the Company’s Venezuelan operations associated with declines in the SICAD exchange rate for the Venezuela Bolivar throughout the year and recognized a $172.7 million pretax charge ($165.1 million after tax) upon deconsolidation of the Company’s Venezuela subsidiary on December 31, 2015.
|
•
|
Reported a 23.2% effective tax rate for 2015, compared to an effective tax rate of 19.3% for 2014. During 2015, the Company’s effective tax rate was adversely impacted by the geographical mix of earnings, the strengthening of the U.S. Dollar against foreign currencies and the implied tax rate associated with the $7.6 million income tax benefit on the $172.7 million Venezuela deconsolidation charge, which were partially offset by benefits from the impact of increased foreign tax credits. During 2014, the Company recognized discrete income tax benefits of $15.5 million related to the resolution of certain tax contingencies and $18.4 million of income tax benefits associated with the net reduction of valuation allowances on certain international deferred tax assets.
|
•
|
The Company repurchased and retired
4.5 million
shares of its common stock for
$180.4 million
during 2015.
|
•
|
The Company sold its Endicia
®
on-line postage business for $208.7 million of net proceeds, resulting in a net gain from sale of $95.6 million included in discontinued operations.
|
•
|
The Company initiated a process to divest its Levolor
®
and Kirsch
®
window coverings brands (“Décor”). Décor will continue to be reported in results from continuing operations in the Home Solutions segment until the business is sold.
|
•
|
In October 2015, the Company completed the offering and sale of $600.0 million of medium-term notes, consisting of $300.0 million aggregate principal amount of 2.15% notes due 2018 (the “2018 Notes”) and $300.0 million aggregate principal amount of 3.90% notes due 2025 (the “2025 Notes” and, together with the 2018 Notes, the “Notes”). The aggregate net proceeds from the issuance of the Notes were $594.5 million, which were used for the acquisition of Elmer’s Products, Inc. (“Elmer’s”) and for general corporate purposes.
|
•
|
On September 4, 2014, the Company acquired Ignite for $313.1 million, which is net of $7.2 million of cash acquired. A portion of the purchase price was used to repay Ignite’s outstanding debt obligations at closing. Ignite is a designer and marketer of durable beverage containers in North America sold under the Contigo
®
and Avex
®
brands.
|
•
|
On October 22, 2014, the Company acquired the assets of bubba for $82.4 million. bubba is a designer and marketer of durable beverage containers in North America.
|
•
|
On December 15, 2014, the Company acquired Baby Jogger, a designer and marketer of premium infant and juvenile products focused on activity strollers and related accessories, for $210.1 million. Baby Jogger is headquartered in the U.S. and markets and sells its products in North America, Europe and Asia under the Baby Jogger brand and its City Mini
®
and City Select
®
sub-brands.
|
•
|
Organizational Simplification: The Company has de-layered its top structure and further consolidated its businesses from nine Global Business Units (“GBUs”) to three operating groups that manage five operating segments.
|
•
|
EMEA Simplification: The Company is focusing its resources on fewer products and countries, while simplifying go-to-market, delivery and back office support structures.
|
•
|
Best Cost Finance: The Company is delivering a simplified approach to decision support, transaction processing and information management by leveraging SAP and the streamlined business segments to align resources with the Growth Game Plan.
|
•
|
Best Cost Back Office: The Company is driving “One Newell Rubbermaid” efficiencies in customer and consumer services and sourcing functions.
|
•
|
Supply Chain Footprint: The Company is further optimizing manufacturing and distribution facilities across its global supply chain.
|
|
Total Project
|
|
Through December 31, 2015
|
|
Remaining through December 31, 2017*
|
Cost
|
$690 - $725
|
|
$469
|
|
$221- $256
|
Savings
|
$620 - $675
|
|
$360
|
|
$260 - $315
|
•
|
Initiated plans to relocate the Company’s corporate headquarters from 3 Glenlake Parkway in Atlanta, Georgia, to 6655 Peachtree Dunwoody Road in Atlanta, Georgia in early 2016. The new space will reflect a brand-led, innovative company with headquarters purpose-fit for how employees work today and into the future.
|
•
|
The ongoing implementation of the EMEA Simplification workstream, which includes projects focused on profitable growth in the region, including the closure, consolidation and/or relocation of certain manufacturing facilities, distribution centers, customer support and sales and administrative offices. During 2015, the Company initiated a project focused on aligning the sales and marketing capabilities in the region, a project in the Best Cost Finance workstream and a project focused on optimizing the region’s activities and relationships with its sourcing partners.
|
•
|
Ongoing evaluations of the Company’s overhead structure, supply chain organization and processes, customer development organization alignment, and pricing structure to optimize and transform processes, simplify the organization and reduce costs. During 2015, the Company initiated a project focused on optimizing the sales and marketing overhead cost structure in North America and Latin America.
|
•
|
The continued execution of projects to streamline the three business partnering functions, Human Resources, Finance/IT and Legal, and to align these functions with the new operating structure, including the ongoing execution of projects to reduce the Company’s IT footprint and centralize and optimize Human Resources support activities.
|
•
|
The ongoing reconfiguration and consolidation of the Company’s manufacturing footprint and distribution centers to reduce overhead, improve operational efficiencies and better utilize existing assets, including the initiation of projects to reduce the Home Solutions and Tools segments’ manufacturing footprint in North America, to reduce the Baby & Parenting segment’s manufacturing footprint in Asia Pacific and to better align the Writing segment’s worldwide supply chain footprint.
|
•
|
The creation of a Transformation Office to lead and manage the various workstreams that are integral to the expanded Project Renewal initiatives, including investing in value analysis and value engineering efforts to reduce product and packaging costs and reducing operational and manufacturing complexity in the Writing segment.
|
|
2015
|
|
2014
|
|
2013
|
|||||||||||||||
Net sales
|
$
|
5,915.7
|
|
|
100.0
|
%
|
|
$
|
5,727.0
|
|
|
100.0
|
%
|
|
$
|
5,607.0
|
|
|
100.0
|
%
|
Cost of products sold
|
3,611.1
|
|
|
61.0
|
|
|
3,523.6
|
|
|
61.5
|
|
|
3,482.1
|
|
|
62.1
|
|
|||
Gross margin
|
2,304.6
|
|
|
39.0
|
|
|
2,203.4
|
|
|
38.5
|
|
|
2,124.9
|
|
|
37.9
|
|
|||
Selling, general and administrative expenses
|
1,573.9
|
|
|
26.6
|
|
|
1,480.5
|
|
|
25.9
|
|
|
1,399.5
|
|
|
25.0
|
|
|||
Pension settlement charge
|
52.1
|
|
|
0.9
|
|
|
65.4
|
|
|
1.1
|
|
|
—
|
|
|
—
|
|
|||
Restructuring costs
|
77.2
|
|
|
1.3
|
|
|
52.8
|
|
|
0.9
|
|
|
110.3
|
|
|
2.0
|
|
|||
Operating income
|
601.4
|
|
|
10.2
|
|
|
604.7
|
|
|
10.6
|
|
|
615.1
|
|
|
11.0
|
|
|||
Nonoperating expenses:
|
|
|
|
|
|
|
|
|
|
|
|
|||||||||
Interest expense, net
|
79.9
|
|
|
1.4
|
|
|
60.4
|
|
|
1.1
|
|
|
60.3
|
|
|
1.1
|
|
|||
Losses related to extinguishments of debt
|
—
|
|
|
—
|
|
|
33.2
|
|
|
0.6
|
|
|
—
|
|
|
—
|
|
|||
Venezuela deconsolidation charge
|
172.7
|
|
|
2.9
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|||
Other expense, net
|
11.3
|
|
|
0.2
|
|
|
49.0
|
|
|
0.9
|
|
|
18.5
|
|
|
0.3
|
|
|||
Net nonoperating expenses
|
263.9
|
|
|
4.5
|
|
|
142.6
|
|
|
2.5
|
|
|
78.8
|
|
|
1.4
|
|
|||
Income before income taxes
|
337.5
|
|
|
5.7
|
|
|
462.1
|
|
|
8.1
|
|
|
536.3
|
|
|
9.6
|
|
|||
Income tax expense
|
78.2
|
|
|
1.3
|
|
|
89.1
|
|
|
1.6
|
|
|
120.0
|
|
|
2.1
|
|
|||
Income from continuing operations
|
259.3
|
|
|
4.4
|
|
|
373.0
|
|
|
6.5
|
|
|
416.3
|
|
|
7.4
|
|
|||
Income from discontinued operations
|
90.7
|
|
|
1.5
|
|
|
4.8
|
|
|
0.1
|
|
|
58.3
|
|
|
1.0
|
|
|||
Net income
|
$
|
350.0
|
|
|
5.9
|
%
|
|
$
|
377.8
|
|
|
6.6
|
%
|
|
$
|
474.6
|
|
|
8.5
|
%
|
Core sales
|
$
|
302.6
|
|
|
5.5
|
%
|
Acquisitions
|
272.1
|
|
|
4.7
|
|
|
Planned and completed divestitures
|
(55.0
|
)
|
|
(1.1
|
)
|
|
Foreign currency
|
(331.0
|
)
|
|
(5.8
|
)
|
|
Total change in net sales
|
$
|
188.7
|
|
|
3.3
|
%
|
Core sales
|
$
|
166.4
|
|
|
3.0
|
%
|
Acquisitions
|
68.9
|
|
|
1.2
|
|
|
Foreign currency
|
(115.3
|
)
|
|
(2.1
|
)
|
|
Total change in net sales
|
$
|
120.0
|
|
|
2.1
|
%
|
|
2015
|
|
2014
|
|
% Change
|
|||||
Writing
|
$
|
1,763.5
|
|
|
$
|
1,708.9
|
|
|
3.2
|
%
|
Home Solutions
|
1,704.2
|
|
|
1,575.4
|
|
|
8.2
|
|
||
Tools
|
790.0
|
|
|
852.2
|
|
|
(7.3
|
)
|
||
Commercial Products
|
809.7
|
|
|
837.1
|
|
|
(3.3
|
)
|
||
Baby & Parenting
|
848.3
|
|
|
753.4
|
|
|
12.6
|
|
||
Total net sales
|
$
|
5,915.7
|
|
|
$
|
5,727.0
|
|
|
3.3
|
%
|
|
Writing
|
|
Home Solutions
|
|
Tools
|
|
Commercial Products
|
|
Baby & Parenting
|
|||||
Core sales
|
10.9
|
%
|
|
0.8
|
%
|
|
2.2
|
%
|
|
4.8
|
%
|
|
6.4
|
%
|
Acquisitions
|
2.2
|
|
|
9.9
|
|
|
—
|
|
|
—
|
|
|
10.5
|
|
Planned and completed divestitures
|
—
|
|
|
(1.1
|
)
|
|
—
|
|
|
(5.1
|
)
|
|
—
|
|
Foreign currency
|
(9.9
|
)
|
|
(1.4
|
)
|
|
(9.5
|
)
|
|
(3.0
|
)
|
|
(4.3
|
)
|
Total change in net sales
|
3.2
|
%
|
|
8.2
|
%
|
|
(7.3
|
)%
|
|
(3.3
|
)%
|
|
12.6
|
%
|
|
2015
|
|
2014
|
|
% Change
|
|||||
Writing
(1)
|
$
|
430.8
|
|
|
$
|
416.6
|
|
|
3.4
|
%
|
Home Solutions
(2)
|
238.4
|
|
|
196.0
|
|
|
21.6
|
|
||
Tools
(3)
|
85.1
|
|
|
94.6
|
|
|
(10.0
|
)
|
||
Commercial Products
(4)
|
100.8
|
|
|
101.3
|
|
|
(0.5
|
)
|
||
Baby & Parenting
(5)
|
55.2
|
|
|
40.6
|
|
|
36.0
|
|
||
Restructuring costs
|
(77.2
|
)
|
|
(52.8
|
)
|
|
(46.2
|
)
|
||
Corporate
(6)
|
(231.7
|
)
|
|
(191.6
|
)
|
|
(20.9
|
)
|
||
Total operating income
|
$
|
601.4
|
|
|
$
|
604.7
|
|
|
(0.5
|
)%
|
(1)
|
For 2015, includes $3.5 million of project-related costs associated with Project Renewal, $2.6 million of costs associated with Venezuelan inventory resulting from changes in the exchange rate for the Venezuelan Bolivar, and $1.2 million of acquisition and integration costs. For 2014, includes
$5.2 million
of costs associated with Venezuelan inventory resulting from changes in the exchange rate for the Venezuelan Bolivar.
|
(2)
|
For 2015, includes $2.3 million of project-related costs associated with Project Renewal and $1.5 million of acquisition, integration and divestiture costs. For 2014, includes
$4.2 million
of acquisition and integration costs associated with the Ignite and bubba acquisitions.
|
(3)
|
Includes $0.5 million and
$1.7 million
for 2015 and 2014, respectively, of project-related costs associated with Project Renewal.
|
(4)
|
Includes $4.7 million and
$0.4 million
for 2015 and 2014, respectively, of project-related costs associated with Project Renewal.
|
(5)
|
Includes $1.7 million and
$1.3 million
for 2015 and 2014, respectively, of acquisition and integration costs associated with the Baby Jogger acquisition and $10.2 million and
$15.0 million
of charges relating to the Graco harness buckle recall for 2015 and 2014, respectively.
|
(6)
|
For 2015, includes $78.9 million of project-related costs associated with Project Renewal, $10.8 million of costs associated with the Proposed Merger Transactions and a $52.1 million non-cash charge associated with the settlement of U.S. pension liabilities for certain participants with plan assets, For 2014, includes $31.7 million of project-related costs associated with Project Renewal, $10.2 million of advisory costs for process transformation and optimization initiatives and a
$65.4 million
non-cash charge associated with the settlement of U.S. pension liabilities for certain participants with plan assets, .
|
|
|
2014
|
|
2013
|
|
% Change
|
|||||
Writing
|
|
$
|
1,708.9
|
|
|
$
|
1,653.6
|
|
|
3.3
|
%
|
Home Solutions
|
|
1,575.4
|
|
|
1,560.3
|
|
|
1.0
|
|
||
Tools
|
|
852.2
|
|
|
817.9
|
|
|
4.2
|
|
||
Commercial Products
|
|
837.1
|
|
|
785.9
|
|
|
6.5
|
|
||
Baby & Parenting
|
|
753.4
|
|
|
789.3
|
|
|
(4.5
|
)
|
||
Total net sales
|
|
$
|
5,727.0
|
|
|
$
|
5,607.0
|
|
|
2.1
|
%
|
|
Writing
|
|
Home Solutions
|
|
Tools
|
|
Commercial Products
|
|
Baby & Parenting
|
|||||
Core sales
|
7.8
|
%
|
|
(2.5
|
)%
|
|
6.3
|
%
|
|
7.2
|
%
|
|
(4.0
|
)%
|
Acquisitions
|
—
|
|
|
4.1
|
|
|
—
|
|
|
—
|
|
|
0.6
|
|
Foreign currency
|
(4.5
|
)
|
|
(0.6
|
)
|
|
(2.1
|
)
|
|
(0.7
|
)
|
|
(1.1
|
)
|
Total change in net sales
|
3.3
|
%
|
|
1.0
|
%
|
|
4.2
|
%
|
|
6.5
|
%
|
|
(4.5
|
)%
|
|
|
2014
|
|
2013
|
|
% Change
|
|||||
Writing
(1)
|
|
$
|
416.6
|
|
|
$
|
382.2
|
|
|
9.0
|
%
|
Home Solutions
(2)
|
|
196.0
|
|
|
213.1
|
|
|
(8.0
|
)
|
||
Tools
(3)
|
|
94.6
|
|
|
68.3
|
|
|
38.5
|
|
||
Commercial Products
(4)
|
|
101.3
|
|
|
82.5
|
|
|
22.8
|
|
||
Baby & Parenting
(5)
|
|
40.6
|
|
|
91.2
|
|
|
(55.5
|
)
|
||
Restructuring costs
|
|
(52.8
|
)
|
|
(110.3
|
)
|
|
52.1
|
|
||
Corporate
(6)
|
|
(191.6
|
)
|
|
(111.9
|
)
|
|
(71.2
|
)
|
||
Total operating income
|
|
$
|
604.7
|
|
|
$
|
615.1
|
|
|
(1.7
|
)%
|
(1)
|
For 2014, includes charges of
$5.2 million
associated with Venezuelan inventory resulting from changes in the exchange rate for the Venezuelan Bolivar. For 2013, includes
$0.3 million
of organizational change implementation and restructuring-related costs associated with Project Renewal.
|
(2)
|
For 2014, includes
$4.2 million
of acquisition and integration costs associated with the Ignite and bubba acquisitions.
|
(3)
|
For 2014, includes
$1.7 million
of organizational change implementation and restructuring-related costs associated with Project Renewal.
|
(4)
|
For 2014, includes
$0.4 million
of organizational change implementation and restructuring-related costs associated with Project Renewal.
|
(5)
|
For 2014, includes
$15.0 million
of charges relating to the Graco harness buckle recall and
$1.3 million
of acquisition and integration costs associated with the Baby Jogger acquisition. For 2013, includes
$0.8 million
of organizational change implementation and restructuring-related costs associated with Project Renewal.
|
(6)
|
For 2014, includes a
$65.4 million
non-cash charge associated with the settlement of U.S. pension liabilities for certain participants with plan assets, $31.7 million of organizational change implementation and restructuring-related costs associated with Project Renewal, and $10.2 million of advisory costs for process transformation and optimization initiatives. For 2013, includes
$23.8 million
of organizational change implementation and restructuring-related costs associated with Project Renewal.
|
|
Year Ended December 31, 2015
|
||||||||||||||||
|
North America
|
|
Europe, Middle East and Africa
|
|
Latin America
|
|
Asia Pacific
|
|
Total International
|
|
Total Company
|
||||||
Core sales
|
3.8
|
%
|
|
1.5
|
%
|
|
30.5
|
%
|
|
3.4
|
%
|
|
10.0
|
%
|
|
5.5
|
%
|
Acquisitions
|
6.0
|
|
|
2.6
|
|
|
—
|
|
|
—
|
|
|
1.2
|
|
|
4.7
|
|
Planned and completed divestitures
|
(1.5
|
)
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
(1.1
|
)
|
Foreign currency
|
(0.9
|
)
|
|
(17.6
|
)
|
|
(30.8
|
)
|
|
(10.7
|
)
|
|
(19.4
|
)
|
|
(5.8
|
)
|
Total change in net sales
|
7.4
|
%
|
|
(13.5
|
)%
|
|
(0.3
|
)%
|
|
(7.3
|
)%
|
|
(8.2
|
)%
|
|
3.3
|
%
|
|
Year Ended December 31, 2014
|
||||||||||||||||
|
North America
|
|
Europe, Middle East and Africa
|
|
Latin America
|
|
Asia Pacific
|
|
Total International
|
|
Total Company
|
||||||
Core sales
|
2.1
|
%
|
|
(1.3
|
)%
|
|
22.6
|
%
|
|
0.4
|
%
|
|
5.4
|
%
|
|
3.0
|
%
|
Acquisitions
|
1.7
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
1.2
|
|
Foreign currency
|
(0.5
|
)
|
|
(0.8
|
)
|
|
(18.2
|
)
|
|
(4.6
|
)
|
|
(6.4
|
)
|
|
(2.1
|
)
|
Total change in net sales
|
3.3
|
%
|
|
(2.1
|
)%
|
|
4.4
|
%
|
|
(4.2
|
)%
|
|
(1.0
|
)%
|
|
2.1
|
%
|
|
2015
|
|
2014
|
|
2013
|
||||||
Cash provided by operating activities
|
$
|
565.8
|
|
|
$
|
634.1
|
|
|
$
|
605.2
|
|
Cash (used in) provided by investing activities
|
(649.9
|
)
|
|
(751.9
|
)
|
|
53.4
|
|
|||
Cash provided by (used in) financing activities
|
172.3
|
|
|
119.0
|
|
|
(613.5
|
)
|
|||
Currency effect on cash and cash equivalents
|
(12.8
|
)
|
|
(28.1
|
)
|
|
(2.6
|
)
|
|||
Increase (decrease) in cash and cash equivalents
|
$
|
75.4
|
|
|
$
|
(26.9
|
)
|
|
$
|
42.5
|
|
•
|
a $70.0 million voluntary contribution to the Company’s primary U.S. pension plan during 2015, which is included in accrued liabilities and other in the Consolidated Statements of Cash Flows;
|
•
|
a $69.6 million year-over-year increase in cash used to build inventories in 2015 compared to 2014, partially attributable to inventory builds in 2015 to support new product launches;
|
•
|
a $45.9 million year-over-year increase in project-related costs associated with Project Renewal and advisory costs for process transformation and optimization, including advisory and consulting costs and personnel costs associated with employees dedicated to Project Renewal initiatives;
|
•
|
a $67.0 million year-over-year decrease in cash provided by accounts payable, primarily attributable to the timing and management of purchases and payments;
|
•
|
a $107.1 million year-over-year decrease in cash used for increases in accounts receivable due to the timing of sales in the fourth quarter of 2015 compared to the fourth quarter of 2014; and
|
•
|
a $60.6 million increase in the Company’s income tax liability during 2015, which is included in accrued liabilities and other in the Consolidated Statements of Cash Flows, primarily associated with an estimated $60.0 million income tax payment due in the first quarter of 2016 associated with the gain realized on the sale of the Endicia business.
|
•
|
a $100.0 million contribution to the Company’s primary U.S. pension plan made in 2013;
|
•
|
a $33.4 million year-over-year decrease in cash used to build inventories in 2014 compared to 2013, partially attributable to the higher inventory builds in 2013 to support back-half 2013 promotions;
|
•
|
a $28.3 million year-over-year increase in cash provided by accounts payable primarily attributable to the later timing of purchases in the fourth quarter of 2014 compared to the fourth quarter of 2013; and
|
•
|
a $21.5 million year-over-year decline in cash paid for income taxes;
|
•
|
a $121.9 million year-over-year increase in cash used for accounts receivable due to the later timing of sales in the fourth quarter of 2014 compared to the fourth quarter of 2013;
|
•
|
a $19.1 million year-over-year increase in organizational change implementation and restructuring-related costs incurred in connection with Project Renewal and advisory costs for process transformation and optimization initiatives; and
|
•
|
$15.0 million of costs in 2014 associated with the harness buckle recall.
|
|
2015
|
|
2014
|
|
2013
|
|||
Accounts receivable
|
73
|
|
|
74
|
|
|
68
|
|
Inventory
|
71
|
|
|
67
|
|
|
67
|
|
Accounts payable
|
(64
|
)
|
|
(64
|
)
|
|
(55
|
)
|
Cash conversion cycle
|
80
|
|
|
77
|
|
|
80
|
|
•
|
Cash and cash equivalents at
December 31, 2015
were
$274.8 million
, and the Company had the full $800.0 million of borrowing capacity available under its unsecured syndicated revolving credit facility and $50.0 million of borrowing capacity available under the $400.0 million receivables facility as of December 31, 2015.
|
•
|
Working capital at
December 31, 2015
was
$504.9 million
compared to
$403.6 million
at
December 31, 2014
, and the current ratio at
December 31, 2015
was
1.25
:1 compared to
1.21
:1 at
December 31, 2014
. The increase in working capital is primarily a result of the reclassification of $61.1 million of long-term assets of the Décor business, including property, plant and equipment, intangible assets and goodwill, to current assets as assets held for sale.
|
•
|
The Company monitors its overall capitalization by evaluating net debt to total capitalization. Net debt to total capitalization is defined as the sum of short- and long-term debt, less cash, divided by the sum of total debt and stockholders’ equity, less cash. Net debt to total capitalization was
0.61
:1 and
0.55
:1 at
December 31, 2015
and
December 31, 2014
, respectively. The increase in net debt to total capitalization is attributable to the issuance of the 2018 Notes and 2025 Notes to finance the acquisition of Elmer’s.
|
|
2015
|
|
2014
|
||||||||||||
Short-term Borrowing Arrangement
|
Maximum
|
|
Average
|
|
Maximum
|
|
Average
|
||||||||
Commercial paper
|
$
|
551.2
|
|
|
$
|
336.7
|
|
|
$
|
239.7
|
|
|
$
|
114.4
|
|
Receivables facility
|
400.0
|
|
|
332.5
|
|
|
350.0
|
|
|
213.8
|
|
|
2015
|
|
2014
|
|
2013
|
||||||
Average outstanding debt
|
$
|
2,887.6
|
|
|
$
|
2,085.2
|
|
|
$
|
1,980.7
|
|
Average interest rate
(1)
|
2.8
|
%
|
|
3.0
|
%
|
|
3.0
|
%
|
|
Senior Debt
Credit Rating
|
|
Short-term Debt
Credit Rating
|
|
Outlook
|
|
|
|
|
|
|
Moody’s Investors Service
|
Baa3
|
|
P-3
|
|
Stable
|
Standard & Poor’s
|
BBB-
|
|
A-3
|
|
Negative
|
Fitch Ratings
|
BBB+
|
|
F-2
|
|
Negative
|
•
|
up to approximately $1.5 billion from borrowings under the Term Loan Credit Agreement;
|
•
|
up to approximately $8.6 billion newly issued Newell Rubbermaid medium-term notes;
|
•
|
available balance sheet cash and the net cash proceeds, if any, from the intended sale of the Décor business; and
|
•
|
to the extent necessary, borrowings under the Jarden Bridge Facility or from borrowings under other permanent or alternative financing.
|
|
Payments Due by Period
|
||||||||||||||
|
Total
|
Less than 1 Year
|
1-3 Years
|
3-5 Years
|
More than 5 Years
|
||||||||||
Debt
(1)
|
$
|
3,076.4
|
|
$
|
388.8
|
|
$
|
907.8
|
|
$
|
726.1
|
|
$
|
1,053.7
|
|
Interest on debt
(2)
|
568.3
|
|
101.6
|
|
183.0
|
|
129.5
|
|
154.2
|
|
|||||
Operating lease obligations
(3)
|
340.4
|
|
97.2
|
|
133.5
|
|
67.6
|
|
42.1
|
|
|||||
Purchase obligations
(4)
|
787.5
|
|
664.2
|
|
118.0
|
|
5.3
|
|
—
|
|
|||||
Total contractual obligations
(5)
|
$
|
4,772.6
|
|
$
|
1,251.8
|
|
$
|
1,342.3
|
|
$
|
928.5
|
|
$
|
1,250.0
|
|
(1)
|
Amounts represent contractual obligations based on the earliest date that the obligation may become due, excluding interest, based on borrowings outstanding as of
December 31, 2015
. Includes
$350.0 million
in borrowings under the receivables facility that the Company intends to repay or refinance before maturity. For further information relating to these obligations, see Footnote 10 of the Notes to Consolidated Financial Statements.
|
(2)
|
Amounts represent estimated interest payable on borrowings outstanding as of
December 31, 2015
, excluding the impact of interest rate swaps that adjust the fixed rate to a floating rate for $596.0 million of medium-term notes. Interest on floating-rate debt was estimated using the rate in effect as of
December 31, 2015
. For further information, see Footnote 10 of the Notes to Consolidated Financial Statements.
|
(3)
|
Amounts represent contractual minimum lease obligations on operating leases as of
December 31, 2015
. For further information relating to these obligations, see Footnote 12 of the Notes to Consolidated Financial Statements.
|
(4)
|
Primarily consists of purchase commitments entered into as of
December 31, 2015
, for finished goods, raw materials, components and services pursuant to legally enforceable and binding obligations, which include all significant terms.
|
(5)
|
Total does not include contractual obligations reported on the
December 31, 2015
balance sheet as current liabilities, except for current portion of long-term debt, short-term debt and accrued interest.
|
•
|
Discount rates:
The Company generally estimates the discount rate for its pension and other post-retirement benefit obligations using an iterative process based on a hypothetical investment in a portfolio of high-quality bonds that approximate each year’s estimated cash flows of the pension and other post-retirement benefit obligations. The Company believes this approach permits a matching of future cash outflows related to benefit payments with future cash inflows associated with bond coupons and maturities.
|
•
|
Health care cost trend rate:
The Company’s health care cost trend rate is based on historical retiree cost data, near-term health care outlook, and industry benchmarks and surveys.
|
•
|
Expected return on plan assets:
The Company’s expected return on plan assets is derived from reviews of asset allocation strategies and historical and anticipated future long-term performance of individual asset classes. The Company’s analysis gives consideration to historical returns and long-term, prospective rates of return.
|
•
|
Mortality rates:
Mortality rates are based on actual and projected plan experience, including consideration of the most recent mortality tables issued by the Society of Actuaries for the Company’s U.S. plans.
|
•
|
Rate of compensation increase:
The rate of compensation increases reflects the Company’s long-term actual experience and its outlook, including consideration of expected rates of inflation.
|
|
U.S.
|
|
International
|
||||
Pension plan assets and obligations, net:
|
|
|
|
||||
Prepaid benefit cost
|
$
|
—
|
|
|
$
|
35.9
|
|
Accrued current benefit cost
|
(9.6
|
)
|
|
(3.3
|
)
|
||
Accrued noncurrent benefit cost
|
(205.2
|
)
|
|
(85.9
|
)
|
||
Net liability recognized in the Consolidated Balance Sheet
|
$
|
(214.8
|
)
|
|
$
|
(53.3
|
)
|
|
|
|
|
||||
|
|
|
U.S.
|
||||
Other post-retirement benefit obligations:
|
|
|
|
||||
Accrued current benefit cost
|
|
|
$
|
(5.8
|
)
|
||
Accrued noncurrent benefit cost
|
|
|
(62.1
|
)
|
|||
Liability recognized in the Consolidated Balance Sheet
|
|
|
$
|
(67.9
|
)
|
|
2015
|
|
2014
|
|
2013
|
||||||
Net pension cost, excluding settlement charge
|
$
|
19.7
|
|
|
$
|
23.5
|
|
|
$
|
29.0
|
|
U.S. pension settlement charge
|
52.1
|
|
|
65.4
|
|
|
—
|
|
|||
Net post-retirement benefit (income) expense
|
(4.1
|
)
|
|
(0.6
|
)
|
|
5.0
|
|
|||
Total
|
$
|
67.7
|
|
|
$
|
88.3
|
|
|
$
|
34.0
|
|
|
Impact on 2015
Expense
|
||
25 basis point decrease in discount rate
|
$
|
1.0
|
|
25 basis point increase in discount rate
|
$
|
(1.1
|
)
|
25 basis point decrease in expected return on assets
|
$
|
3.4
|
|
25 basis point increase in expected return on assets
|
$
|
(3.4
|
)
|
|
December 31, 2015 Impact on PBO
|
||
25 basis point decrease in discount rate
|
$
|
53.5
|
|
25 basis point increase in discount rate
|
$
|
(51.6
|
)
|
|
|
|
|
|
|
|
2015 vs. 2014
|
|
2014 vs. 2013
|
||||||||
|
2015
|
|
2014
|
|
2013
|
|
% Change
|
|
% Change
|
||||||||
U.S.
|
$
|
4,291.8
|
|
|
$
|
3,945.1
|
|
|
$
|
3,783.3
|
|
|
8.8
|
%
|
|
4.3
|
%
|
Non-U.S
|
1,623.9
|
|
|
1,781.9
|
|
|
1,823.7
|
|
|
(8.9
|
)
|
|
(2.3
|
)
|
|||
|
$
|
5,915.7
|
|
|
$
|
5,727.0
|
|
|
$
|
5,607.0
|
|
|
3.3
|
%
|
|
2.1
|
%
|
•
|
Level 1: Observable inputs such as quoted prices for identical assets or liabilities in active markets.
|
•
|
Level 2: Observable inputs other than quoted prices that are directly or indirectly observable for the asset or liability, including quoted prices for similar assets or liabilities in active markets; quoted prices for similar or identical assets or liabilities in markets that are not active; and model-derived valuations whose inputs are observable or whose significant value drivers are observable.
|
•
|
Level 3: Unobservable inputs that reflect the reporting entity’s own assumptions.
|
Prepaid expenses and other
|
$
|
6.7
|
|
Other assets
|
$
|
2.8
|
|
Other accrued liabilities
|
$
|
3.3
|
|
Other noncurrent liabilities
|
$
|
8.6
|
|
Market Risk
(1)
|
|
2015
Average
|
|
December 31,
2015
|
|
2014
Average
|
|
December 31,
2014
|
|
Confidence
Level
|
|||||||||
Interest rates
|
|
$
|
6.7
|
|
|
$
|
7.3
|
|
|
$
|
2.3
|
|
|
$
|
2.5
|
|
|
95
|
%
|
Foreign exchange
|
|
$
|
6.2
|
|
|
$
|
5.3
|
|
|
$
|
4.9
|
|
|
$
|
5.0
|
|
|
95
|
%
|
(1)
|
The Company generally does not enter into material derivative contracts for commodities; therefore, commodity price risk is not shown because the amounts are not material.
|
|
NEWELL RUBBERMAID INC.
|
|
Atlanta, Georgia
|
February 29, 2016
|
|
|
|
/s/ Ernst & Young LLP
|
Atlanta, Georgia
|
|
February 29, 2016
|
|
|
|
|
/s/ Ernst & Young LLP
|
|
|
Atlanta, Georgia
|
|
February 29, 2016
|
|
Year Ended December 31,
|
2015
|
|
2014
|
|
2013
|
||||||
Net sales
|
$
|
5,915.7
|
|
|
$
|
5,727.0
|
|
|
$
|
5,607.0
|
|
Cost of products sold
|
3,611.1
|
|
|
3,523.6
|
|
|
3,482.1
|
|
|||
Gross margin
|
2,304.6
|
|
|
2,203.4
|
|
|
2,124.9
|
|
|||
Selling, general and administrative expenses
|
1,573.9
|
|
|
1,480.5
|
|
|
1,399.5
|
|
|||
Pension settlement charge
|
52.1
|
|
|
65.4
|
|
|
—
|
|
|||
Restructuring costs
|
77.2
|
|
|
52.8
|
|
|
110.3
|
|
|||
Operating income
|
601.4
|
|
|
604.7
|
|
|
615.1
|
|
|||
Nonoperating expenses:
|
|
|
|
|
|
||||||
Interest expense, net of interest income of $8.2, $3.9 and $2.0 in 2015, 2014 and 2013, respectively
|
79.9
|
|
|
60.4
|
|
|
60.3
|
|
|||
Losses related to extinguishments of debt
|
—
|
|
|
33.2
|
|
|
—
|
|
|||
Venezuela deconsolidation charge
|
172.7
|
|
|
—
|
|
|
—
|
|
|||
Other expense, net
|
11.3
|
|
|
49.0
|
|
|
18.5
|
|
|||
Net nonoperating expenses
|
263.9
|
|
|
142.6
|
|
|
78.8
|
|
|||
Income before income taxes
|
337.5
|
|
|
462.1
|
|
|
536.3
|
|
|||
Income tax expense
|
78.2
|
|
|
89.1
|
|
|
120.0
|
|
|||
Income from continuing operations
|
259.3
|
|
|
373.0
|
|
|
416.3
|
|
|||
Income from discontinued operations, net of tax
|
90.7
|
|
|
4.8
|
|
|
58.3
|
|
|||
Net income
|
$
|
350.0
|
|
|
$
|
377.8
|
|
|
$
|
474.6
|
|
Weighted-average shares outstanding:
|
|
|
|
|
|
||||||
Basic
|
269.3
|
|
|
276.1
|
|
|
288.6
|
|
|||
Diluted
|
271.5
|
|
|
278.9
|
|
|
291.8
|
|
|||
Earnings per share:
|
|
|
|
|
|
||||||
Basic:
|
|
|
|
|
|
||||||
Income from continuing operations
|
$
|
0.96
|
|
|
$
|
1.35
|
|
|
$
|
1.44
|
|
Income from discontinued operations
|
0.34
|
|
|
0.02
|
|
|
0.20
|
|
|||
Net income
|
$
|
1.30
|
|
|
$
|
1.37
|
|
|
$
|
1.64
|
|
Diluted:
|
|
|
|
|
|
||||||
Income from continuing operations
|
$
|
0.96
|
|
|
$
|
1.34
|
|
|
$
|
1.43
|
|
Income from discontinued operations
|
0.33
|
|
|
0.02
|
|
|
0.20
|
|
|||
Net income
|
$
|
1.29
|
|
|
$
|
1.35
|
|
|
$
|
1.63
|
|
Dividends per share
|
$
|
0.76
|
|
|
$
|
0.66
|
|
|
$
|
0.60
|
|
Year Ended December 31,
|
2015
|
|
2014
|
|
2013
|
||||||
Net income
|
$
|
350.0
|
|
|
$
|
377.8
|
|
|
$
|
474.6
|
|
|
|
|
|
|
|
||||||
Other comprehensive (loss) income, net of tax:
|
|
|
|
|
|
||||||
Foreign currency translation adjustments
|
(123.9
|
)
|
|
(126.3
|
)
|
|
5.0
|
|
|||
Change in unrecognized pension and other post-retirement costs
|
89.4
|
|
|
(28.4
|
)
|
|
137.8
|
|
|||
Derivative hedging (loss) gain
|
(4.9
|
)
|
|
5.5
|
|
|
1.0
|
|
|||
Total other comprehensive (loss) income, net of tax
|
(39.4
|
)
|
|
(149.2
|
)
|
|
143.8
|
|
|||
|
|
|
|
|
|
||||||
Comprehensive income
(1)
|
$
|
310.6
|
|
|
$
|
228.6
|
|
|
$
|
618.4
|
|
December 31,
|
2015
|
|
2014
|
||||
Assets
|
|
|
|
||||
Current Assets:
|
|
|
|
||||
Cash and cash equivalents
|
$
|
274.8
|
|
|
$
|
199.4
|
|
Accounts receivable, net of allowances of $22.0 for 2015 and $25.3 for 2014
|
1,250.7
|
|
|
1,248.2
|
|
||
Inventories, net
|
721.8
|
|
|
708.5
|
|
||
Prepaid expenses and other
|
147.8
|
|
|
136.1
|
|
||
Assets held for sale
|
98.4
|
|
|
—
|
|
||
Total Current Assets
|
2,493.5
|
|
|
2,292.2
|
|
||
Property, plant and equipment, net
|
599.2
|
|
|
559.1
|
|
||
Goodwill
|
2,791.2
|
|
|
2,546.0
|
|
||
Other intangible assets, net
|
1,063.7
|
|
|
887.2
|
|
||
Deferred income taxes
|
38.5
|
|
|
39.1
|
|
||
Other assets
|
291.9
|
|
|
240.7
|
|
||
Total Assets
|
$
|
7,278.0
|
|
|
$
|
6,564.3
|
|
Liabilities and Stockholders’ Equity
|
|
|
|
||||
Current Liabilities:
|
|
|
|
||||
Accounts payable
|
$
|
642.4
|
|
|
$
|
674.1
|
|
Accrued compensation
|
185.2
|
|
|
159.9
|
|
||
Other accrued liabilities
|
728.9
|
|
|
657.2
|
|
||
Short-term debt
|
382.9
|
|
|
390.7
|
|
||
Current portion of long-term debt
|
5.9
|
|
|
6.7
|
|
||
Liabilities held for sale
|
43.3
|
|
|
—
|
|
||
Total Current Liabilities
|
1,988.6
|
|
|
1,888.6
|
|
||
Long-term debt
|
2,687.6
|
|
|
2,084.5
|
|
||
Deferred income taxes
|
226.6
|
|
|
105.7
|
|
||
Other noncurrent liabilities
|
548.8
|
|
|
630.6
|
|
||
Stockholders’ Equity:
|
|
|
|
||||
Preferred stock, authorized shares, 10.0 at $1.00 par value
|
—
|
|
|
—
|
|
||
None issued and outstanding
|
|
|
|
||||
Common stock, authorized shares, 800.0 at $1.00 par value
|
287.5
|
|
|
288.7
|
|
||
Outstanding shares, before treasury:
|
|
|
|
||||
2015 – 287.5
|
|
|
|
||||
2014 – 288.7
|
|
|
|
||||
Treasury stock, at cost:
|
(523.1
|
)
|
|
(493.1
|
)
|
||
Shares held:
|
|
|
|
||||
2015 – 20.3
|
|
|
|
||||
2014 – 19.5
|
|
|
|
||||
Additional paid-in capital
|
801.4
|
|
|
739.0
|
|
||
Retained earnings
|
2,090.9
|
|
|
2,111.2
|
|
||
Accumulated other comprehensive loss
|
(833.8
|
)
|
|
(794.4
|
)
|
||
Stockholders’ Equity Attributable to Parent
|
1,822.9
|
|
|
1,851.4
|
|
||
Stockholders’ Equity Attributable to Noncontrolling Interests
|
3.5
|
|
|
3.5
|
|
||
Total Stockholders’ Equity
|
1,826.4
|
|
|
1,854.9
|
|
||
Total Liabilities and Stockholders’ Equity
|
$
|
7,278.0
|
|
|
$
|
6,564.3
|
|
Year Ended December 31,
|
2015
|
|
2014
|
|
2013
|
||||||
Operating Activities:
|
|
|
|
|
|
||||||
Net income
|
$
|
350.0
|
|
|
$
|
377.8
|
|
|
$
|
474.6
|
|
Adjustments to reconcile net income to net cash provided by operating activities:
|
|
|
|
|
|
||||||
Depreciation and amortization
|
171.6
|
|
|
156.1
|
|
|
158.9
|
|
|||
Net gain on sale of discontinued operations, including impairments
|
(154.2
|
)
|
|
(2.2
|
)
|
|
(87.4
|
)
|
|||
Losses on extinguishments of debt
|
—
|
|
|
33.2
|
|
|
—
|
|
|||
Non-cash restructuring costs
|
6.7
|
|
|
7.2
|
|
|
4.2
|
|
|||
Deferred income taxes
|
(7.2
|
)
|
|
39.3
|
|
|
88.6
|
|
|||
Stock-based compensation expense
|
29.2
|
|
|
29.9
|
|
|
37.2
|
|
|||
Pension settlement charge
|
52.1
|
|
|
65.4
|
|
|
—
|
|
|||
Venezuela deconsolidation charge
|
172.7
|
|
|
—
|
|
|
—
|
|
|||
Other, net
|
32.5
|
|
|
69.1
|
|
|
32.3
|
|
|||
Changes in operating assets and liabilities, excluding the effects of acquisitions and divestitures:
|
|
|
|
|
|
||||||
Accounts receivable
|
(33.8
|
)
|
|
(140.9
|
)
|
|
(19.0
|
)
|
|||
Inventories
|
(97.8
|
)
|
|
(28.2
|
)
|
|
(61.6
|
)
|
|||
Accounts payable
|
20.3
|
|
|
87.3
|
|
|
59.0
|
|
|||
Accrued liabilities and other
|
23.7
|
|
|
(59.9
|
)
|
|
(81.6
|
)
|
|||
Net Cash Provided by Operating Activities
|
565.8
|
|
|
634.1
|
|
|
605.2
|
|
|||
|
|
|
|
|
|
||||||
Investing Activities:
|
|
|
|
|
|
||||||
Proceeds from sales of businesses and fixed assets
|
214.8
|
|
|
19.0
|
|
|
189.8
|
|
|||
Capital expenditures
|
(211.4
|
)
|
|
(161.9
|
)
|
|
(138.2
|
)
|
|||
Acquisitions and acquisition-related activity
|
(573.7
|
)
|
|
(602.3
|
)
|
|
—
|
|
|||
Cash related to deconsolidated Venezuela operations
|
(97.5
|
)
|
|
—
|
|
|
—
|
|
|||
Other
|
17.9
|
|
|
(6.7
|
)
|
|
1.8
|
|
|||
Net Cash (Used in) Provided by Investing Activities
|
(649.9
|
)
|
|
(751.9
|
)
|
|
53.4
|
|
|||
|
|
|
|
|
|
||||||
Financing Activities:
|
|
|
|
|
|
||||||
Net short-term borrowings and related issuance costs
|
(57.0
|
)
|
|
217.3
|
|
|
(35.8
|
)
|
|||
Proceeds from issuance of debt, net of debt issuance costs
|
594.6
|
|
|
841.8
|
|
|
—
|
|
|||
Payments on debt
|
—
|
|
|
(465.2
|
)
|
|
—
|
|
|||
Repurchase and retirement of shares of common stock
|
(180.4
|
)
|
|
(363.2
|
)
|
|
(470.0
|
)
|
|||
Cash dividends
|
(206.3
|
)
|
|
(182.5
|
)
|
|
(174.1
|
)
|
|||
Excess tax benefits related to stock-based compensation
|
27.1
|
|
|
10.6
|
|
|
15.8
|
|
|||
Proceeds from exercise of employee stock options
|
24.3
|
|
|
76.6
|
|
|
81.0
|
|
|||
Repurchases of shares of common stock related to stock-based compensation
|
(30.0
|
)
|
|
(15.9
|
)
|
|
(29.2
|
)
|
|||
Other, net
|
—
|
|
|
(0.5
|
)
|
|
(1.2
|
)
|
|||
Net Cash Provided by (Used in) Financing Activities
|
172.3
|
|
|
119.0
|
|
|
(613.5
|
)
|
|||
|
|
|
|
|
|
||||||
Currency rate effect on cash and cash equivalents
|
(12.8
|
)
|
|
(28.1
|
)
|
|
(2.6
|
)
|
|||
Increase (Decrease) in Cash and Cash Equivalents
|
75.4
|
|
|
(26.9
|
)
|
|
42.5
|
|
|||
Cash and Cash Equivalents at Beginning of Year
|
199.4
|
|
|
226.3
|
|
|
183.8
|
|
|||
Cash and Cash Equivalents at End of Year
|
$
|
274.8
|
|
|
$
|
199.4
|
|
|
$
|
226.3
|
|
Supplemental cash flow disclosures — cash paid during the year for:
|
|
|
|
|
|
||||||
Income taxes, net of refunds
|
$
|
54.7
|
|
|
$
|
33.8
|
|
|
$
|
55.3
|
|
Interest
|
$
|
82.9
|
|
|
$
|
56.7
|
|
|
$
|
57.7
|
|
|
|
Common Stock
|
|
Treasury
Stock
|
|
Additional
Paid-
In
Capital
|
|
Retained
Earnings
|
|
Accumulated
Other
Comprehensive Loss
|
|
Stockholders’
Equity
Attributable
to Parent
|
|
Non-controlling
Interests
|
|
Total
Stockholders’
Equity
|
||||||||||||||||
Balance at December 31, 2012
|
|
$
|
304.7
|
|
|
$
|
(448.0
|
)
|
|
$
|
634.1
|
|
|
$
|
2,294.9
|
|
|
$
|
(789.0
|
)
|
|
$
|
1,996.7
|
|
|
$
|
3.5
|
|
|
$
|
2,000.2
|
|
Net income
|
|
—
|
|
|
—
|
|
|
—
|
|
|
474.6
|
|
|
—
|
|
|
474.6
|
|
|
—
|
|
|
474.6
|
|
||||||||
Foreign currency translation
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
5.0
|
|
|
5.0
|
|
|
—
|
|
|
5.0
|
|
||||||||
Unrecognized pension and other post-retirement costs
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
137.8
|
|
|
137.8
|
|
|
—
|
|
|
137.8
|
|
||||||||
Gain on derivative instruments
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
1.0
|
|
|
1.0
|
|
|
—
|
|
|
1.0
|
|
||||||||
Cash dividends on common stock
|
|
—
|
|
|
—
|
|
|
—
|
|
|
(174.1
|
)
|
|
—
|
|
|
(174.1
|
)
|
|
—
|
|
|
(174.1
|
)
|
||||||||
Stock-based compensation and other
|
|
6.9
|
|
|
(29.2
|
)
|
|
123.0
|
|
|
(0.2
|
)
|
|
—
|
|
|
100.5
|
|
|
—
|
|
|
100.5
|
|
||||||||
Retirement of common stock purchased under the ASB
|
|
(9.4
|
)
|
|
—
|
|
|
(92.3
|
)
|
|
(248.8
|
)
|
|
—
|
|
|
(350.5
|
)
|
|
—
|
|
|
(350.5
|
)
|
||||||||
Retirement of common stock purchased under the 2011 SRP
|
|
(4.7
|
)
|
|
—
|
|
|
(10.5
|
)
|
|
(104.3
|
)
|
|
—
|
|
|
(119.5
|
)
|
|
—
|
|
|
(119.5
|
)
|
||||||||
Balance at December 31, 2013
|
|
$
|
297.5
|
|
|
$
|
(477.2
|
)
|
|
$
|
654.3
|
|
|
$
|
2,242.1
|
|
|
$
|
(645.2
|
)
|
|
$
|
2,071.5
|
|
|
$
|
3.5
|
|
|
$
|
2,075.0
|
|
Net income
|
|
—
|
|
|
—
|
|
|
—
|
|
|
377.8
|
|
|
—
|
|
|
377.8
|
|
|
—
|
|
|
377.8
|
|
||||||||
Foreign currency translation
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
(126.3
|
)
|
|
(126.3
|
)
|
|
—
|
|
|
(126.3
|
)
|
||||||||
Unrecognized pension and other post-retirement costs
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
(28.4
|
)
|
|
(28.4
|
)
|
|
—
|
|
|
(28.4
|
)
|
||||||||
Gain on derivative instruments
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
5.5
|
|
|
5.5
|
|
|
—
|
|
|
5.5
|
|
||||||||
Cash dividends on common stock
|
|
—
|
|
|
—
|
|
|
—
|
|
|
(182.5
|
)
|
|
—
|
|
|
(182.5
|
)
|
|
—
|
|
|
(182.5
|
)
|
||||||||
Stock-based compensation and other
|
|
4.5
|
|
|
(15.9
|
)
|
|
109.7
|
|
|
(1.3
|
)
|
|
—
|
|
|
97.0
|
|
|
—
|
|
|
97.0
|
|
||||||||
Retirement of common stock purchased under the ASB
|
|
(2.0
|
)
|
|
—
|
|
|
2.0
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
||||||||
Retirement of common stock purchased under the 2011 SRP
|
|
(11.3
|
)
|
|
—
|
|
|
(27.0
|
)
|
|
(324.9
|
)
|
|
—
|
|
|
(363.2
|
)
|
|
—
|
|
|
(363.2
|
)
|
||||||||
Balance at December 31, 2014
|
|
$
|
288.7
|
|
|
$
|
(493.1
|
)
|
|
$
|
739.0
|
|
|
$
|
2,111.2
|
|
|
$
|
(794.4
|
)
|
|
$
|
1,851.4
|
|
|
$
|
3.5
|
|
|
$
|
1,854.9
|
|
Net income
|
|
—
|
|
|
—
|
|
|
—
|
|
|
350.0
|
|
|
—
|
|
|
350.0
|
|
|
—
|
|
|
350.0
|
|
||||||||
Foreign currency translation
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
(123.9
|
)
|
|
(123.9
|
)
|
|
—
|
|
|
(123.9
|
)
|
||||||||
Unrecognized pension and other post-retirement costs
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
89.4
|
|
|
89.4
|
|
|
—
|
|
|
89.4
|
|
||||||||
Loss on derivative instruments
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
(4.9
|
)
|
|
(4.9
|
)
|
|
—
|
|
|
(4.9
|
)
|
||||||||
Cash dividends on common stock
|
|
—
|
|
|
—
|
|
|
—
|
|
|
(206.3
|
)
|
|
—
|
|
|
(206.3
|
)
|
|
—
|
|
|
(206.3
|
)
|
||||||||
Stock-based compensation and other
|
|
3.3
|
|
|
(30.0
|
)
|
|
74.2
|
|
|
0.1
|
|
|
—
|
|
|
47.6
|
|
|
—
|
|
|
47.6
|
|
||||||||
Retirement of common stock purchased under the 2011 SRP
|
|
(4.5
|
)
|
|
—
|
|
|
(11.8
|
)
|
|
(164.1
|
)
|
|
—
|
|
|
(180.4
|
)
|
|
—
|
|
|
(180.4
|
)
|
||||||||
Balance at December 31, 2015
|
|
$
|
287.5
|
|
|
$
|
(523.1
|
)
|
|
$
|
801.4
|
|
|
$
|
2,090.9
|
|
|
$
|
(833.8
|
)
|
|
$
|
1,822.9
|
|
|
$
|
3.5
|
|
|
$
|
1,826.4
|
|
|
2015
|
|
2014
|
|
2013
|
||||||
Net sales
|
$
|
56.5
|
|
|
$
|
83.4
|
|
|
$
|
280.2
|
|
(Loss) income from discontinued operations before income taxes
|
$
|
(7.7
|
)
|
|
$
|
2.2
|
|
|
$
|
0.5
|
|
Income tax (benefit) expense
|
(2.8
|
)
|
|
0.8
|
|
|
1.1
|
|
|||
(Loss) income from discontinued operations
|
(4.9
|
)
|
|
1.4
|
|
|
(0.6
|
)
|
|||
Net gain on disposal
(1)
|
95.6
|
|
|
3.4
|
|
|
58.9
|
|
|||
Income from discontinued operations, net of tax
|
$
|
90.7
|
|
|
$
|
4.8
|
|
|
$
|
58.3
|
|
(1)
|
2015 includes pretax gains of
$154.2 million
(related tax expense of
$58.6 million
) relating to the sale of the Endicia business. 2014 includes pretax gains of
$2.2 million
(related tax benefit of
$1.2 million
) relating to the recognition of
$4.8 million
of previously deferred gains on the sale of the international Hardware businesses, offset by
$2.6 million
of impairments relating to the Culinary businesses. 2013 includes pretax gains of
$87.4 million
(related tax expense of
$28.5 million
) relating to net gains from sale; impairments and write-offs of goodwill, intangibles and other long-lived assets; and write-downs and write-offs of net working capital.
|
|
2015
|
||
Inventories, net
|
$
|
35.3
|
|
Prepaid expenses and other
|
2.0
|
|
|
Property, plant and equipment, net
|
18.2
|
|
|
Goodwill
|
19.2
|
|
|
Other intangible assets, net
|
23.7
|
|
|
Total Assets
|
$
|
98.4
|
|
|
|
||
Accounts payable
|
$
|
34.8
|
|
Other accrued liabilities
|
8.5
|
|
|
Total Liabilities
|
$
|
43.3
|
|
|
Foreign Currency
Translation
Loss, net of tax
(1)
|
|
Unrecognized
Pension & Other
Post-retirement
Costs, net of tax
|
|
Derivative Hedging
(Loss) Income, net of tax
|
|
Accumulated Other
Comprehensive Loss
|
||||||||
Balance at December 31, 2012
|
$
|
(166.5
|
)
|
|
$
|
(621.1
|
)
|
|
$
|
(1.4
|
)
|
|
$
|
(789.0
|
)
|
Other comprehensive income (loss) before reclassifications
|
4.3
|
|
|
116.3
|
|
|
3.2
|
|
|
123.8
|
|
||||
Amounts reclassified to earnings
|
0.7
|
|
|
21.5
|
|
|
(2.2
|
)
|
|
20.0
|
|
||||
Net current period other comprehensive income
|
5.0
|
|
|
137.8
|
|
|
1.0
|
|
|
143.8
|
|
||||
Balance at December 31, 2013
|
(161.5
|
)
|
|
(483.3
|
)
|
|
(0.4
|
)
|
|
(645.2
|
)
|
||||
Other comprehensive (loss) income before reclassifications
|
(126.3
|
)
|
|
(84.1
|
)
|
|
9.5
|
|
|
(200.9
|
)
|
||||
Amounts reclassified to earnings
|
—
|
|
|
55.7
|
|
|
(4.0
|
)
|
|
51.7
|
|
||||
Net current period other comprehensive income
|
(126.3
|
)
|
|
(28.4
|
)
|
|
5.5
|
|
|
(149.2
|
)
|
||||
Balance at December 31, 2014
|
(287.8
|
)
|
|
(511.7
|
)
|
|
5.1
|
|
|
(794.4
|
)
|
||||
Other comprehensive (loss) income before reclassifications
|
(153.3
|
)
|
|
42.1
|
|
|
5.3
|
|
|
(105.9
|
)
|
||||
Amounts reclassified to earnings
|
29.4
|
|
|
47.3
|
|
|
(10.2
|
)
|
|
66.5
|
|
||||
Net current period other comprehensive income
|
(123.9
|
)
|
|
89.4
|
|
|
(4.9
|
)
|
|
(39.4
|
)
|
||||
Balance at December 31, 2015
|
$
|
(411.7
|
)
|
|
$
|
(422.3
|
)
|
|
$
|
0.2
|
|
|
$
|
(833.8
|
)
|
|
|
Amount Reclassified to Earnings as Expense (Benefit) in the Statement of Operations
|
|
Affected Line Item in the Consolidated Statements of Operations
|
||||||||||
|
|
2015
|
|
2014
|
|
2013
|
|
|||||||
Foreign currency translation loss:
|
|
|
|
|
|
|
|
|
||||||
Total before tax
|
|
$
|
39.7
|
|
|
$
|
—
|
|
|
$
|
0.7
|
|
|
(1)
|
Tax effect
|
|
(10.3
|
)
|
|
—
|
|
|
—
|
|
|
|
|||
Net of tax
|
|
$
|
29.4
|
|
|
$
|
—
|
|
|
$
|
0.7
|
|
|
|
Unrecognized pension and other post-retirement costs:
|
|
|
|
|
|
|
|
|
||||||
Prior service benefit
|
|
$
|
(6.8
|
)
|
|
$
|
(6.5
|
)
|
|
$
|
(1.6
|
)
|
|
(2)
|
Actuarial loss
|
|
80.9
|
|
|
92.9
|
|
|
33.5
|
|
|
(2)
|
|||
Total before tax
|
|
74.1
|
|
|
86.4
|
|
|
31.9
|
|
|
|
|||
Tax effect
|
|
(26.8
|
)
|
|
(30.7
|
)
|
|
(10.4
|
)
|
|
|
|||
Net of tax
|
|
$
|
47.3
|
|
|
$
|
55.7
|
|
|
$
|
21.5
|
|
|
|
Derivatives:
|
|
|
|
|
|
|
|
|
||||||
Foreign exchange contracts on inventory-related purchases
|
|
$
|
(16.2
|
)
|
|
$
|
(5.9
|
)
|
|
$
|
(3.8
|
)
|
|
Cost of products sold
|
Foreign exchange contracts on intercompany borrowings
|
|
0.1
|
|
|
(0.3
|
)
|
|
—
|
|
|
Other expense, net
|
|||
Forward interest rate swaps
|
|
0.8
|
|
|
0.7
|
|
|
0.7
|
|
|
Interest expense, net
|
|||
Cross currency swaps
|
|
1.0
|
|
|
—
|
|
|
—
|
|
|
Other expense, net
|
|||
Total before tax
|
|
(14.3
|
)
|
|
(5.5
|
)
|
|
(3.1
|
)
|
|
|
|||
Tax effect
|
|
4.1
|
|
|
1.5
|
|
|
0.9
|
|
|
|
|||
Net of tax
|
|
$
|
(10.2
|
)
|
|
$
|
(4.0
|
)
|
|
$
|
(2.2
|
)
|
|
|
(1)
|
The 2015 amount is included in the Venezuela deconsolidation charge and the 2013 amount is included in discontinued operations.
|
(2)
|
These accumulated other comprehensive income (loss) components are included in the computation of net periodic pension and other post-retirement benefit costs, which are recorded in the cost of products sold and selling, general and administrative expenses line items in the Consolidated Statements of Operations for
2015
,
2014
and
2013
. For 2015 and 2014,
$52.1 million
and
$65.4 million
of the amount, respectively, is reflected as pension settlement charge. See Footnote 13 for further details.
|
|
2015
|
|
2014
|
|
2013
|
|
Since Inception Through December 31, 2015
|
||||||||
Facility and other exit costs, including impairments
|
$
|
6.7
|
|
|
$
|
7.5
|
|
|
$
|
5.7
|
|
|
$
|
27.4
|
|
Employee severance, termination benefits and relocation costs
|
52.4
|
|
|
25.2
|
|
|
93.4
|
|
|
218.5
|
|
||||
Exited contractual commitments and other
|
14.9
|
|
|
21.1
|
|
|
14.6
|
|
|
63.9
|
|
||||
|
$
|
74.0
|
|
|
$
|
53.8
|
|
|
$
|
113.7
|
|
|
$
|
309.8
|
|
|
December 31, 2014
|
|
|
|
|
|
December 31, 2015
|
||||||||
|
Balance
|
|
Provision
|
|
Costs Incurred
|
|
Balance
|
||||||||
Facility and other exit costs, including impairments
|
$
|
—
|
|
|
$
|
6.7
|
|
|
$
|
(6.7
|
)
|
|
$
|
—
|
|
Employee severance, termination benefits and relocation costs
|
22.8
|
|
|
52.4
|
|
|
(25.9
|
)
|
|
49.3
|
|
||||
Exited contractual commitments and other
|
17.5
|
|
|
14.9
|
|
|
(15.1
|
)
|
|
17.3
|
|
||||
|
$
|
40.3
|
|
|
$
|
74.0
|
|
|
$
|
(47.7
|
)
|
|
$
|
66.6
|
|
|
December 31, 2013
|
|
|
|
|
|
December 31, 2014
|
||||||||
|
Balance
|
|
Provision
|
|
Costs Incurred
|
|
Balance
|
||||||||
Facility and other exit costs, including impairments
|
$
|
—
|
|
|
$
|
7.5
|
|
|
$
|
(7.5
|
)
|
|
$
|
—
|
|
Employee severance, termination benefits and relocation costs
|
60.3
|
|
|
25.2
|
|
|
(62.7
|
)
|
|
22.8
|
|
||||
Exited contractual commitments and other
|
7.1
|
|
|
21.1
|
|
|
(10.7
|
)
|
|
17.5
|
|
||||
|
$
|
67.4
|
|
|
$
|
53.8
|
|
|
$
|
(80.9
|
)
|
|
$
|
40.3
|
|
|
December 31, 2014
|
|
|
|
|
|
December 31, 2015
|
||||||||
Segment
|
Balance
|
|
Provision
|
|
Costs Incurred
|
|
Balance
|
||||||||
Writing
|
$
|
9.7
|
|
|
$
|
9.3
|
|
|
$
|
(5.0
|
)
|
|
$
|
14.0
|
|
Home Solutions
|
1.0
|
|
|
5.5
|
|
|
(1.4
|
)
|
|
5.1
|
|
||||
Tools
|
0.5
|
|
|
2.9
|
|
|
0.9
|
|
|
4.3
|
|
||||
Commercial Products
|
5.1
|
|
|
2.2
|
|
|
(3.5
|
)
|
|
3.8
|
|
||||
Baby & Parenting
|
2.2
|
|
|
0.7
|
|
|
(2.9
|
)
|
|
—
|
|
||||
Corporate
|
21.8
|
|
|
53.4
|
|
|
(35.8
|
)
|
|
39.4
|
|
||||
|
$
|
40.3
|
|
|
$
|
74.0
|
|
|
$
|
(47.7
|
)
|
|
$
|
66.6
|
|
|
December 31, 2013
|
|
|
|
|
|
December 31, 2014
|
||||||||
Segment
|
Balance
|
|
Provision
|
|
Costs Incurred
|
|
Balance
|
||||||||
Writing
|
$
|
25.8
|
|
|
$
|
9.8
|
|
|
$
|
(25.9
|
)
|
|
$
|
9.7
|
|
Home Solutions
|
0.7
|
|
|
1.7
|
|
|
(1.4
|
)
|
|
1.0
|
|
||||
Tools
|
0.3
|
|
|
3.3
|
|
|
(3.1
|
)
|
|
0.5
|
|
||||
Commercial Products
|
6.8
|
|
|
3.2
|
|
|
(4.9
|
)
|
|
5.1
|
|
||||
Baby & Parenting
|
1.4
|
|
|
2.1
|
|
|
(1.3
|
)
|
|
2.2
|
|
||||
Corporate
|
32.4
|
|
|
33.7
|
|
|
(44.3
|
)
|
|
21.8
|
|
||||
|
$
|
67.4
|
|
|
$
|
53.8
|
|
|
$
|
(80.9
|
)
|
|
$
|
40.3
|
|
Segment
|
2015
|
|
2014
|
|
2013
|
||||||
Writing
|
$
|
9.3
|
|
|
$
|
9.8
|
|
|
$
|
34.3
|
|
Home Solutions
(1)
|
5.8
|
|
|
1.6
|
|
|
3.8
|
|
|||
Tools
|
2.9
|
|
|
4.5
|
|
|
6.0
|
|
|||
Commercial Products
|
2.2
|
|
|
3.2
|
|
|
8.1
|
|
|||
Baby & Parenting
(1)
|
3.6
|
|
|
2.1
|
|
|
1.9
|
|
|||
Corporate
|
53.4
|
|
|
31.6
|
|
|
56.2
|
|
|||
|
$
|
77.2
|
|
|
$
|
52.8
|
|
|
$
|
110.3
|
|
|
2015
|
|
2014
|
||||
Materials and supplies
|
$
|
117.3
|
|
|
$
|
117.9
|
|
Work in process
|
108.0
|
|
|
104.5
|
|
||
Finished products
|
496.5
|
|
|
486.1
|
|
||
|
$
|
721.8
|
|
|
$
|
708.5
|
|
|
2015
|
|
2014
|
||||
Land
|
$
|
20.2
|
|
|
$
|
21.3
|
|
Buildings and improvements
|
350.8
|
|
|
342.9
|
|
||
Machinery and equipment
|
1,743.7
|
|
|
1,767.3
|
|
||
|
2,114.7
|
|
|
2,131.5
|
|
||
Accumulated depreciation
|
(1,515.5
|
)
|
|
(1,572.4
|
)
|
||
|
$
|
599.2
|
|
|
$
|
559.1
|
|
Segment
|
December 31,
2014
Balance
|
Acquisitions
(1)
|
Other Adjustments
(2)
|
Foreign Currency
|
December 31,
2015
Balance
|
||||||||||
Writing
|
$
|
1,090.9
|
|
$
|
373.5
|
|
$
|
(50.0
|
)
|
$
|
(55.4
|
)
|
$
|
1,359.0
|
|
Home Solutions
|
379.3
|
|
1.0
|
|
(19.2
|
)
|
—
|
|
361.1
|
|
|||||
Tools
|
478.6
|
|
—
|
|
—
|
|
(4.2
|
)
|
474.4
|
|
|||||
Commercial Products
|
387.5
|
|
—
|
|
—
|
|
(0.2
|
)
|
387.3
|
|
|||||
Baby & Parenting
|
209.7
|
|
—
|
|
—
|
|
(0.3
|
)
|
209.4
|
|
|||||
|
$
|
2,546.0
|
|
$
|
374.5
|
|
$
|
(69.2
|
)
|
$
|
(60.1
|
)
|
$
|
2,791.2
|
|
Segment
|
December 31,
2013
Balance
|
Acquisitions
(3)
|
Other Adjustments
|
Foreign Currency
|
December 31,
2014
Balance
|
||||||||||
Writing
|
$
|
1,161.5
|
|
$
|
—
|
|
$
|
—
|
|
$
|
(70.6
|
)
|
$
|
1,090.9
|
|
Home Solutions
|
205.7
|
|
173.6
|
|
—
|
|
—
|
|
379.3
|
|
|||||
Tools
|
484.5
|
|
—
|
|
—
|
|
(5.9
|
)
|
478.6
|
|
|||||
Commercial Products
|
387.8
|
|
—
|
|
—
|
|
(0.3
|
)
|
387.5
|
|
|||||
Baby & Parenting
|
121.6
|
|
91.8
|
|
—
|
|
(3.7
|
)
|
209.7
|
|
|||||
|
$
|
2,361.1
|
|
$
|
265.4
|
|
$
|
—
|
|
$
|
(80.5
|
)
|
$
|
2,546.0
|
|
(3)
|
In 2014, the Company acquired Ignite for
$313.1 million
and the assets of bubba for
$82.4 million
. Both acquisitions are included in the Company’s Home Solutions segment and resulted in total goodwill of
$174.6 million
, of which
$173.6 million
was recorded in 2014 based on preliminary purchase price allocations. In 2014, the Company also acquired Baby Jogger for a net purchase price of
$210.1 million
, and Baby Jogger is included in the Baby & Parenting segment. The acquisition of Baby Jogger resulted in goodwill of
$91.8 million
.
|
|
2015
|
|
2014
|
||||||||||||||||
|
Gross
Carrying
Amount
|
Accumulated
Amortization
|
Net Book Value
|
|
Gross
Carrying
Amount
|
Accumulated
Amortization
|
Net Book Value
|
||||||||||||
Trade names — indefinite life
|
$
|
653.4
|
|
$
|
—
|
|
$
|
653.4
|
|
|
$
|
470.2
|
|
$
|
—
|
|
$
|
470.2
|
|
Trade names — other
|
46.0
|
|
(30.0
|
)
|
16.0
|
|
|
48.5
|
|
(28.6
|
)
|
19.9
|
|
||||||
Capitalized software
|
465.6
|
|
(252.7
|
)
|
212.9
|
|
|
462.0
|
|
(229.7
|
)
|
232.3
|
|
||||||
Patents
|
142.8
|
|
(89.9
|
)
|
52.9
|
|
|
152.2
|
|
(84.9
|
)
|
67.3
|
|
||||||
Customer lists
|
231.9
|
|
(104.5
|
)
|
127.4
|
|
|
184.8
|
|
(89.0
|
)
|
95.8
|
|
||||||
Other
|
4.2
|
|
(3.1
|
)
|
1.1
|
|
|
4.2
|
|
(2.5
|
)
|
1.7
|
|
||||||
|
$
|
1,543.9
|
|
$
|
(480.2
|
)
|
$
|
1,063.7
|
|
|
$
|
1,321.9
|
|
$
|
(434.7
|
)
|
$
|
887.2
|
|
|
Weighted-Average Amortization Period (in years)
|
Amortization Periods (in years)
|
Trade names — indefinite life
|
N/A
|
N/A
|
Trade names — other
|
11
|
3–20 years
|
Capitalized software
|
9
|
3–12 years
|
Patents
|
7
|
3–14 years
|
Customer lists
|
8
|
3–10 years
|
Other
|
4
|
3–5 years
|
|
9
|
|
2016
|
2017
|
2018
|
2019
|
2020
|
$72.5
|
$70.0
|
$64.4
|
$57.6
|
$35.3
|
|
2015
|
|
2014
|
||||
Customer accruals
|
$
|
314.8
|
|
|
$
|
316.0
|
|
Accruals for manufacturing, marketing and freight expenses
|
73.0
|
|
|
86.1
|
|
||
Accrued self-insurance liabilities
|
61.9
|
|
|
55.8
|
|
||
Accrued pension, defined contribution and other post-retirement benefits
|
35.2
|
|
|
36.6
|
|
||
Accrued contingencies, primarily legal, environmental and warranty
|
24.3
|
|
|
27.8
|
|
||
Accrued restructuring (See Footnote 5)
|
67.4
|
|
|
46.1
|
|
||
Accrued income taxes
|
67.4
|
|
|
6.8
|
|
||
Other
|
84.9
|
|
|
82.0
|
|
||
Other accrued liabilities
|
$
|
728.9
|
|
|
$
|
657.2
|
|
|
2015
|
|
2014
|
||||
Medium-term notes
|
$
|
2,692.6
|
|
|
$
|
2,089.5
|
|
Commercial paper
|
—
|
|
|
28.0
|
|
||
Receivables facility
|
350.0
|
|
|
350.0
|
|
||
Other debt
|
33.8
|
|
|
14.4
|
|
||
Total debt
|
3,076.4
|
|
|
2,481.9
|
|
||
Short-term debt
|
(382.9
|
)
|
|
(390.7
|
)
|
||
Current portion of long-term debt
|
(5.9
|
)
|
|
(6.7
|
)
|
||
Long-term debt
|
$
|
2,687.6
|
|
|
$
|
2,084.5
|
|
2016
|
2017
|
2018
|
2019
|
2020
|
Thereafter
|
Total
|
||||||||||||||
$
|
388.8
|
|
$
|
355.9
|
|
$
|
551.9
|
|
$
|
350.1
|
|
$
|
376.0
|
|
$
|
1,053.7
|
|
$
|
3,076.4
|
|
|
2015
|
|
2014
|
||||
2.05% senior notes due 2017
|
$
|
350.0
|
|
|
$
|
350.0
|
|
6.25% senior notes due 2018
|
250.0
|
|
|
250.0
|
|
||
2.15% senior notes due 2018
|
300.0
|
|
|
—
|
|
||
2.875% senior notes due 2019
|
350.0
|
|
|
350.0
|
|
||
4.70% senior notes due 2020
|
381.3
|
|
|
381.3
|
|
||
4.00% senior notes due 2022
|
250.0
|
|
|
250.0
|
|
||
4.00% senior notes due 2024
|
500.0
|
|
|
500.0
|
|
||
3.90% senior notes due 2025
|
300.0
|
|
|
—
|
|
||
6.11% senior notes due 2028
|
1.5
|
|
|
1.5
|
|
||
Interest rate swaps
|
(3.1
|
)
|
|
(11.8
|
)
|
||
Gain on settled interest rate swap
|
12.9
|
|
|
18.5
|
|
||
Total medium-term notes
|
$
|
2,692.6
|
|
|
$
|
2,089.5
|
|
|
|
|
|
Assets
|
|
|
|
Liabilities
|
|||||||||||||
Derivatives designated as hedging instruments
|
|
Balance Sheet Location
|
|
2015
|
|
2014
|
|
Balance Sheet Location
|
|
2015
|
|
2014
|
|||||||||
Interest rate swaps
|
|
Other assets
|
|
$
|
2.2
|
|
|
$
|
—
|
|
|
Other noncurrent liabilities
|
|
$
|
5.3
|
|
|
$
|
11.8
|
|
|
Forward-starting interest rate swaps
|
|
Prepaid expenses and other
|
|
0.1
|
|
—
|
|
—
|
|
|
Other accrued liabilities
|
|
3.2
|
|
|
—
|
|
||||
Cross-currency swaps
|
|
Other assets
|
|
0.6
|
|
|
—
|
|
|
Other noncurrent liabilities
|
|
3.3
|
|
|
—
|
|
|||||
Foreign exchange contracts on inventory-related purchases
|
|
Prepaid expenses and other
|
|
6.6
|
|
|
7.7
|
|
|
Other accrued liabilities
|
|
0.1
|
|
|
0.4
|
|
|||||
Foreign exchange contracts on intercompany borrowings
|
|
Prepaid expenses and other
|
|
—
|
|
|
—
|
|
|
Other accrued liabilities
|
|
1.6
|
|
|
—
|
|
|||||
Total assets
|
|
|
|
$
|
9.5
|
|
|
$
|
7.7
|
|
|
Total liabilities
|
|
$
|
13.5
|
|
|
$
|
12.2
|
|
Derivatives in fair value relationships
|
Location of gain (loss)
recognized in income
|
|
Amount of gain (loss) recognized in income
|
||||||||||
|
2015
|
|
2014
|
|
2013
|
||||||||
Interest rate swaps
|
Interest expense, net
|
|
$
|
8.7
|
|
|
$
|
13.4
|
|
|
$
|
(44.1
|
)
|
Fixed-rate debt
|
Interest expense, net
|
|
$
|
(8.7
|
)
|
|
$
|
(13.4
|
)
|
|
$
|
44.1
|
|
Derivatives in cash flow hedging relationships
|
|
Location of gain (loss)
recognized in income
|
|
Amount of gain (loss) reclassified from AOCI into income
|
||||||||||
|
2015
|
|
2014
|
|
2013
|
|||||||||
Foreign exchange contracts on inventory-related purchases
|
|
Cost of products sold
|
|
$
|
16.2
|
|
|
$
|
5.9
|
|
|
$
|
3.8
|
|
Foreign exchange contracts on intercompany borrowings
|
|
Other expense, net
|
|
(0.1
|
)
|
|
0.3
|
|
|
—
|
|
|||
Forward-starting interest rate swaps
|
|
Interest expense, net
|
|
(0.8
|
)
|
|
(0.7
|
)
|
|
(0.7
|
)
|
|||
Cross-currency swaps
|
|
Other expense, net
|
|
(1.0
|
)
|
|
—
|
|
|
—
|
|
|||
|
|
|
|
$
|
14.3
|
|
|
$
|
5.5
|
|
|
$
|
3.1
|
|
Derivatives in cash flow hedging relationships
|
|
Amount of gain (loss) recognized in AOCI
|
||||||||||
|
2015
|
|
2014
|
|
2013
|
|||||||
Foreign exchange contracts on inventory-related purchases
|
|
$
|
15.5
|
|
|
$
|
11.6
|
|
|
$
|
5.2
|
|
Foreign exchange contracts on intercompany borrowings
|
|
0.3
|
|
|
3.3
|
|
|
(0.6
|
)
|
|||
Forward-starting interest rate swaps
|
|
(3.1
|
)
|
|
—
|
|
|
—
|
|
|||
Cross-currency swaps
|
|
(2.7
|
)
|
|
—
|
|
|
—
|
|
|||
|
|
$
|
10.0
|
|
|
$
|
14.9
|
|
|
$
|
4.6
|
|
2016
|
2017
|
2018
|
2019
|
2020
|
Thereafter
|
Total
|
$97.2
|
$75.9
|
$57.6
|
$40.1
|
$27.5
|
$42.1
|
$340.4
|
|
U.S.
|
|
International
|
||||||||||||
|
2015
|
|
2014
|
|
2015
|
|
2014
|
||||||||
Change in benefit obligation:
|
|
|
|
|
|
|
|
||||||||
Benefit obligation at beginning of year
|
$
|
1,060.7
|
|
|
$
|
1,034.0
|
|
|
$
|
671.7
|
|
|
$
|
615.4
|
|
Service cost
|
3.2
|
|
|
4.1
|
|
|
5.8
|
|
|
5.9
|
|
||||
Interest cost
|
41.3
|
|
|
45.1
|
|
|
19.6
|
|
|
25.3
|
|
||||
Actuarial (gain) loss
|
(91.9
|
)
|
|
139.0
|
|
|
(51.8
|
)
|
|
104.6
|
|
||||
Currency translation
|
—
|
|
|
—
|
|
|
(34.7
|
)
|
|
(48.4
|
)
|
||||
Benefits paid
|
(140.4
|
)
|
|
(161.5
|
)
|
|
(28.7
|
)
|
|
(25.4
|
)
|
||||
Acquisitions
|
64.8
|
|
|
—
|
|
|
11.2
|
|
|
—
|
|
||||
Curtailments, settlements and other
|
—
|
|
|
—
|
|
|
20.5
|
|
|
(5.7
|
)
|
||||
Benefit obligation at end of year
|
$
|
937.7
|
|
|
$
|
1,060.7
|
|
|
$
|
613.6
|
|
|
$
|
671.7
|
|
Change in plan assets:
|
|
|
|
|
|
|
|
||||||||
Fair value of plan assets at beginning of year
|
$
|
752.0
|
|
|
$
|
829.5
|
|
|
$
|
584.4
|
|
|
$
|
533.5
|
|
Actual return on plan assets
|
(14.0
|
)
|
|
73.8
|
|
|
(7.0
|
)
|
|
101.4
|
|
||||
Contributions
|
83.1
|
|
|
10.2
|
|
|
14.5
|
|
|
16.8
|
|
||||
Currency translation
|
—
|
|
|
—
|
|
|
(26.9
|
)
|
|
(37.7
|
)
|
||||
Benefits paid
|
(140.4
|
)
|
|
(161.5
|
)
|
|
(28.7
|
)
|
|
(25.4
|
)
|
||||
Acquisitions
|
42.2
|
|
|
—
|
|
|
15.0
|
|
|
—
|
|
||||
Settlements and other
|
—
|
|
|
—
|
|
|
9.0
|
|
|
(4.2
|
)
|
||||
Fair value of plan assets at end of year
|
$
|
722.9
|
|
|
$
|
752.0
|
|
|
$
|
560.3
|
|
|
$
|
584.4
|
|
Funded status at end of year
|
$
|
(214.8
|
)
|
|
$
|
(308.7
|
)
|
|
$
|
(53.3
|
)
|
|
$
|
(87.3
|
)
|
Amounts recognized in the Consolidated Balance Sheets:
|
|
|
|
|
|
|
|
|
|
|
|
||||
Prepaid benefit cost, included in other assets
|
$
|
—
|
|
|
$
|
—
|
|
|
$
|
35.9
|
|
|
$
|
2.0
|
|
Accrued current benefit cost, included in other accrued liabilities
|
(9.6
|
)
|
|
(9.8
|
)
|
|
(3.3
|
)
|
|
(3.6
|
)
|
||||
Accrued noncurrent benefit cost, included in other noncurrent liabilities
|
(205.2
|
)
|
|
(298.9
|
)
|
|
(85.9
|
)
|
|
(85.7
|
)
|
||||
Total
|
$
|
(214.8
|
)
|
|
$
|
(308.7
|
)
|
|
$
|
(53.3
|
)
|
|
$
|
(87.3
|
)
|
Amounts recognized in AOCI:
|
|
|
|
|
|
|
|
|
|
|
|
||||
Prior service credit
|
$
|
1.2
|
|
|
$
|
1.3
|
|
|
$
|
(10.5
|
)
|
|
$
|
0.7
|
|
Net loss
|
(556.1
|
)
|
|
(654.4
|
)
|
|
(107.8
|
)
|
|
(140.8
|
)
|
||||
AOCI, pretax
|
$
|
(554.9
|
)
|
|
$
|
(653.1
|
)
|
|
$
|
(118.3
|
)
|
|
$
|
(140.1
|
)
|
Accumulated benefit obligation
|
$
|
937.7
|
|
|
$
|
1,060.7
|
|
|
$
|
604.6
|
|
|
$
|
661.8
|
|
|
U.S.
|
|
International
|
||||||||
|
2015
|
|
2014
|
|
2015
|
|
2014
|
||||
Weighted-average assumptions used to determine benefit obligation:
|
|
|
|
|
|
|
|
||||
Discount rate
|
4.23
|
%
|
|
4.00
|
%
|
|
3.37
|
%
|
|
3.03
|
%
|
Long-term rate of compensation increase
|
2.50
|
%
|
|
2.50
|
%
|
|
3.58
|
%
|
|
3.60
|
%
|
|
U.S.
|
|
International
|
||||||||||||||||||||
|
2015
|
|
2014
|
|
2013
|
|
2015
|
|
2014
|
|
2013
|
||||||||||||
Service cost-benefits earned during the year
|
$
|
3.2
|
|
|
$
|
4.1
|
|
|
$
|
5.0
|
|
|
$
|
5.8
|
|
|
$
|
5.9
|
|
|
$
|
7.4
|
|
Interest cost on projected benefit obligation
|
41.3
|
|
|
45.1
|
|
|
39.7
|
|
|
19.6
|
|
|
25.3
|
|
|
23.9
|
|
||||||
Expected return on plan assets
|
(58.0
|
)
|
|
(57.5
|
)
|
|
(58.7
|
)
|
|
(22.1
|
)
|
|
(26.6
|
)
|
|
(23.3
|
)
|
||||||
Amortization of:
|
|
|
|
|
|
|
|
|
|
|
|
||||||||||||
Prior service (credit) cost
|
(0.1
|
)
|
|
—
|
|
|
0.3
|
|
|
—
|
|
|
(0.1
|
)
|
|
0.3
|
|
||||||
Actuarial loss
|
26.2
|
|
|
24.2
|
|
|
29.7
|
|
|
3.4
|
|
|
3.2
|
|
|
3.2
|
|
||||||
Curtailment, settlement and termination benefit costs
|
52.1
|
|
|
65.4
|
|
|
—
|
|
|
0.4
|
|
|
(0.1
|
)
|
|
1.5
|
|
||||||
Net pension cost
|
$
|
64.7
|
|
|
$
|
81.3
|
|
|
$
|
16.0
|
|
|
$
|
7.1
|
|
|
$
|
7.6
|
|
|
$
|
13.0
|
|
|
U.S.
|
|
International
|
||||||||||||||
|
2015
|
|
2014
|
|
2013
|
|
2015
|
|
2014
|
|
2013
|
||||||
Weighted-average assumptions used to determine net periodic benefit cost:
|
|
|
|
|
|
|
|
|
|
|
|
||||||
Discount rate
|
4.00
|
%
|
|
4.50
|
%
|
|
3.50
|
%
|
|
3.03
|
%
|
|
4.21
|
%
|
|
4.11
|
%
|
Long-term rate of return on plan assets
|
7.25
|
%
|
|
7.25
|
%
|
|
7.50
|
%
|
|
3.86
|
%
|
|
5.01
|
%
|
|
4.81
|
%
|
Long-term rate of compensation increase
|
2.50
|
%
|
|
2.50
|
%
|
|
2.50
|
%
|
|
3.60
|
%
|
|
4.21
|
%
|
|
3.86
|
%
|
|
U.S.
|
|
International
|
||||||||||||||||||||||||||
|
Quoted Prices in Active Markets for Identical Assets
|
Significant Other Observable Inputs
|
Significant Unobservable Inputs
|
Total
|
% of Total Assets as of December 31,
|
|
Quoted Prices in Active Markets for Identical Assets
|
Significant Other Observable Inputs
|
Significant Unobservable Inputs
|
Total
|
% of Total Assets as of December 31,
|
||||||||||||||||||
2015
|
(Level 1)
|
(Level 2)
|
(Level 3)
|
2015
|
2014
|
|
(Level 1)
|
(Level 2)
|
(Level 3)
|
2015
|
2014
|
||||||||||||||||||
Equity
(1),(7)
|
|
|
|
|
|
|
|
|
|
|
|
|
|
||||||||||||||||
U.S. large cap
|
$
|
9.1
|
|
$
|
129.1
|
|
$
|
—
|
|
$
|
138.2
|
|
|
|
|
$
|
43.7
|
|
$
|
2.8
|
|
$
|
—
|
|
$
|
46.5
|
|
|
|
U.S. small cap
|
16.7
|
|
—
|
|
—
|
|
16.7
|
|
|
|
|
—
|
|
—
|
|
—
|
|
—
|
|
|
|
||||||||
International
|
20.3
|
|
85.7
|
|
—
|
|
106.0
|
|
|
|
|
26.3
|
|
31.6
|
|
—
|
|
57.9
|
|
|
|
||||||||
Total equity
|
46.1
|
|
214.8
|
|
—
|
|
260.9
|
|
36%
|
37%
|
|
70.0
|
|
34.4
|
|
—
|
|
104.4
|
|
18%
|
17%
|
||||||||
Fixed income
(2),(7)
|
|
|
|
|
|
|
|
|
|
|
|
|
|
||||||||||||||||
U.S. Treasury
|
101.8
|
|
12.5
|
|
—
|
|
114.3
|
|
|
|
|
—
|
|
0.4
|
|
—
|
|
0.4
|
|
|
|
||||||||
Other government
|
22.5
|
|
34.0
|
|
—
|
|
56.5
|
|
|
|
|
—
|
|
123.5
|
|
—
|
|
123.5
|
|
|
|
||||||||
Asset-backed securities
|
—
|
|
4.1
|
|
—
|
|
4.1
|
|
|
|
|
—
|
|
0.1
|
|
—
|
|
0.1
|
|
|
|
||||||||
Corporate bonds
|
180.9
|
|
46.5
|
|
—
|
|
227.4
|
|
|
|
|
—
|
|
53.7
|
|
—
|
|
53.7
|
|
|
|
||||||||
Short-term investments
|
2.5
|
|
4.7
|
|
—
|
|
7.2
|
|
|
|
|
—
|
|
—
|
|
—
|
|
—
|
|
|
|
||||||||
Total fixed income
|
307.7
|
|
101.8
|
|
—
|
|
409.5
|
|
57
|
51
|
|
—
|
|
177.7
|
|
—
|
|
177.7
|
|
32
|
22
|
||||||||
Insurance contracts
(3)
|
—
|
|
16.0
|
|
—
|
|
16.0
|
|
2
|
2
|
|
—
|
|
233.7
|
|
—
|
|
233.7
|
|
42
|
43
|
||||||||
Venture capital and partnerships
(4)
|
—
|
|
—
|
|
26.3
|
|
26.3
|
|
4
|
5
|
|
—
|
|
16.7
|
|
—
|
|
16.7
|
|
3
|
2
|
||||||||
Real estate
(5)
|
0.9
|
|
—
|
|
—
|
|
0.9
|
|
—
|
4
|
|
—
|
|
—
|
|
0.6
|
|
0.6
|
|
—
|
—
|
||||||||
Cash and cash equivalents
(6)
|
1.2
|
|
7.6
|
|
—
|
|
8.8
|
|
1
|
1
|
|
3.5
|
|
42.2
|
|
—
|
|
45.7
|
|
8
|
12
|
||||||||
Derivatives
(8)
|
—
|
|
—
|
|
—
|
|
—
|
|
—
|
—
|
|
—
|
|
(34.9
|
)
|
—
|
|
(34.9
|
)
|
(6)
|
1
|
||||||||
Commodity funds
|
—
|
|
—
|
|
—
|
|
—
|
|
—
|
—
|
|
—
|
|
—
|
|
—
|
|
—
|
|
—
|
—
|
||||||||
Other
|
0.5
|
|
—
|
|
—
|
|
0.5
|
|
—
|
—
|
|
—
|
|
16.4
|
|
—
|
|
16.4
|
|
3
|
3
|
||||||||
Total
|
$
|
356.4
|
|
$
|
340.2
|
|
$
|
26.3
|
|
$
|
722.9
|
|
100%
|
100%
|
|
$
|
73.5
|
|
$
|
486.2
|
|
$
|
0.6
|
|
$
|
560.3
|
|
100%
|
100%
|
|
U.S.
|
|
International
|
||||||||||||||||||||||||||
|
Quoted Prices in Active Markets for Identical Assets
|
Significant Other Observable Inputs
|
Significant Unobservable Inputs
|
Total
|
% of Total Assets as of December 31,
|
|
Quoted Prices in Active Markets for Identical Assets
|
Significant Other Observable Inputs
|
Significant Unobservable Inputs
|
Total
|
% of Total Assets as of December 31,
|
||||||||||||||||||
2014
|
(Level 1)
|
(Level 2)
|
(Level 3)
|
2014
|
2013
|
|
(Level 1)
|
(Level 2)
|
(Level 3)
|
2014
|
2013
|
||||||||||||||||||
Equity
(1),(7)
|
|
|
|
|
|
|
|
|
|
|
|
|
|
||||||||||||||||
U.S. large cap
|
$
|
2.5
|
|
$
|
142.6
|
|
$
|
—
|
|
$
|
145.1
|
|
|
|
|
$
|
39.4
|
|
$
|
3.3
|
|
$
|
—
|
|
$
|
42.7
|
|
|
|
U.S. small cap
|
21.6
|
|
—
|
|
—
|
|
21.6
|
|
|
|
|
—
|
|
—
|
|
—
|
|
—
|
|
|
|
||||||||
International
|
18.8
|
|
94.6
|
|
—
|
|
113.4
|
|
|
|
|
28.5
|
|
29.1
|
|
—
|
|
57.6
|
|
|
|
||||||||
Total equity
|
42.9
|
|
237.2
|
|
—
|
|
280.1
|
|
37%
|
38%
|
|
67.9
|
|
32.4
|
|
—
|
|
100.3
|
|
17%
|
20%
|
||||||||
Fixed income
(2),(7)
|
|
|
|
|
|
|
|
|
|
|
|
|
|
||||||||||||||||
U.S. Treasury
|
83.4
|
|
6.5
|
|
—
|
|
89.9
|
|
|
|
|
—
|
|
0.4
|
|
—
|
|
0.4
|
|
|
|
||||||||
Other government
|
36.5
|
|
26.1
|
|
—
|
|
62.6
|
|
|
|
|
—
|
|
77.4
|
|
—
|
|
77.4
|
|
|
|
||||||||
Asset-backed securities
|
—
|
|
7.5
|
|
—
|
|
7.5
|
|
|
|
|
—
|
|
—
|
|
—
|
|
—
|
|
|
|
||||||||
Corporate bonds
|
188.1
|
|
26.8
|
|
—
|
|
214.9
|
|
|
|
|
—
|
|
49.1
|
|
—
|
|
49.1
|
|
|
|
||||||||
Short-term investments
|
1.5
|
|
5.9
|
|
—
|
|
7.4
|
|
|
|
|
—
|
|
—
|
|
—
|
|
—
|
|
|
|
||||||||
Total fixed income
|
309.5
|
|
72.8
|
|
—
|
|
382.3
|
|
51
|
50
|
|
—
|
|
126.9
|
|
—
|
|
126.9
|
|
22
|
21
|
||||||||
Insurance contracts
(3)
|
—
|
|
16.0
|
|
—
|
|
16.0
|
|
2
|
2
|
|
—
|
|
251.5
|
|
—
|
|
251.5
|
|
43
|
44
|
||||||||
Venture capital and partnerships
(4)
|
—
|
|
0.1
|
|
35.3
|
|
35.4
|
|
5
|
6
|
|
—
|
|
12.6
|
|
0.1
|
|
12.7
|
|
2
|
3
|
||||||||
Real estate
(5)
|
—
|
|
—
|
|
31.1
|
|
31.1
|
|
4
|
3
|
|
—
|
|
—
|
|
1.8
|
|
1.8
|
|
—
|
1
|
||||||||
Cash and cash equivalents
(6)
|
—
|
|
7.1
|
|
—
|
|
7.1
|
|
1
|
1
|
|
4.9
|
|
67.3
|
|
—
|
|
72.2
|
|
12
|
11
|
||||||||
Derivatives
(8)
|
—
|
|
—
|
|
—
|
|
—
|
|
—
|
—
|
|
—
|
|
4.8
|
|
—
|
|
4.8
|
|
1
|
(3)
|
||||||||
Commodity funds
|
—
|
|
—
|
|
—
|
|
—
|
|
—
|
—
|
|
—
|
|
—
|
|
—
|
|
—
|
|
—
|
1
|
||||||||
Other
|
—
|
|
—
|
|
—
|
|
—
|
|
—
|
—
|
|
—
|
|
14.2
|
|
—
|
|
14.2
|
|
3
|
2
|
||||||||
Total
|
$
|
352.4
|
|
$
|
333.2
|
|
$
|
66.4
|
|
$
|
752.0
|
|
100%
|
100%
|
|
$
|
72.8
|
|
$
|
509.7
|
|
$
|
1.9
|
|
$
|
584.4
|
|
100%
|
100%
|
(1)
|
Equity securities primarily comprise mutual funds and common/collective trust funds. Investments in mutual funds and common/collective trust funds are valued at the net asset value per share or unit multiplied by the number of shares or units held as of the measurement date. The investments in common/collective trust funds include both actively managed and index funds.
|
(2)
|
Fixed-income investments primarily comprise direct holdings of fixed income securities and mutual funds and common/collective trust funds that invest in corporate and government bonds. Investments in fixed income securities are valued based on quoted market prices. Investments in mutual funds and common/collective trust funds are valued at the net asset value per share or unit multiplied by the number of shares or units held as of the measurement date. The investments in fixed income securities include both actively managed funds and index funds.
|
(3)
|
The fair values of insurance contracts are estimated based on the future cash flows to be received under the contracts discounted to the present using a discount rate that approximates the discount rate used to measure the associated pension plan liabilities.
|
(4)
|
Venture capital and partnerships are valued at net asset value, which is generally calculated using the most recent partnership financial reports.
|
(5)
|
Real estate investments are generally investments in limited partnerships, real estate investment trusts and similar vehicles that invest in real estate. The values of the investments are generally based on the most recent financial reports of the investment vehicles. The managers of each of the investment vehicles estimate the values of the real estate assets underlying the real estate investments using third-party appraisals and other valuation techniques and analysis.
|
(6)
|
Cash and cash equivalents include investments in stable value funds. Stable value funds are generally invested in common trust funds and interest-bearing accounts.
|
(7)
|
In the U.S. pension plan assets, certain equity and fixed-income investments are held in separately managed investment accounts. The underlying investments in these separately managed accounts are primarily publicly traded securities that are directly owned by the U.S. pension plan, and such investments have been valued using the quoted price as of December 31, 2015 and
2014
. Accordingly, these investments have been classified as Level 1 as of December 31, 2015 and
2014
.
|
(8)
|
Derivatives primarily consist of interest rate and inflation swaps relating to the Company’s international plans. Included in other government fixed income investments is an amount of
$38.9 million
that relates to cash collateral posted with third parties for the derivatives that are in a liability position as of December 31, 2015.
|
|
Venture Capital and Partnerships
|
|
Real Estate
|
|
Total
|
||||||
Fair value as of December 31, 2013
|
$
|
47.3
|
|
|
$
|
30.1
|
|
|
$
|
77.4
|
|
Realized gains
|
4.5
|
|
|
—
|
|
|
4.5
|
|
|||
Unrealized (losses) gains
|
(3.2
|
)
|
|
2.8
|
|
|
(0.4
|
)
|
|||
Purchases
|
1.4
|
|
|
—
|
|
|
1.4
|
|
|||
Sales
|
(14.6
|
)
|
|
—
|
|
|
(14.6
|
)
|
|||
Fair value as of December 31, 2014
|
$
|
35.4
|
|
|
$
|
32.9
|
|
|
$
|
68.3
|
|
Realized gains
|
5.2
|
|
|
—
|
|
|
5.2
|
|
|||
Unrealized losses
|
(3.7
|
)
|
|
(1.2
|
)
|
|
(4.9
|
)
|
|||
Sales
|
(10.6
|
)
|
|
(31.1
|
)
|
|
(41.7
|
)
|
|||
Fair value as of December 31, 2015
|
$
|
26.3
|
|
|
$
|
0.6
|
|
|
$
|
26.9
|
|
Asset Category
|
Target
|
||
U.S.
|
|
International
|
|
Equity
|
31%
|
|
12%
|
Fixed income
|
63
|
|
20
|
Insurance contracts
|
2
|
|
43
|
Cash and equivalents
|
—
|
|
19
|
Other investments
(1)
|
4
|
|
6
|
Total
|
100%
|
|
100%
|
|
2015
|
|
2014
|
||||
Change in benefit obligation:
|
|
|
|
||||
Benefit obligation at beginning of year
|
$
|
88.1
|
|
|
$
|
111.8
|
|
Service cost
|
0.3
|
|
|
1.0
|
|
||
Interest cost
|
3.4
|
|
|
4.8
|
|
||
Actuarial gain
|
(18.3
|
)
|
|
(17.7
|
)
|
||
Benefits paid, net
|
(5.6
|
)
|
|
(7.9
|
)
|
||
Changes in plan benefits
|
—
|
|
|
(3.9
|
)
|
||
Benefit obligation at end of year
|
$
|
67.9
|
|
|
$
|
88.1
|
|
Funded status and net liability recognized at end of year
|
$
|
(67.9
|
)
|
|
$
|
(88.1
|
)
|
|
|
|
|
||||
Amounts recognized in the Consolidated Balance Sheets:
|
|
|
|
|
|
||
Accrued current benefit cost, included in other accrued liabilities
|
$
|
(5.8
|
)
|
|
$
|
(6.8
|
)
|
Accrued noncurrent benefit cost, included in other noncurrent liabilities
|
(62.1
|
)
|
|
(81.3
|
)
|
||
Total
|
$
|
(67.9
|
)
|
|
$
|
(88.1
|
)
|
|
|
|
|
||||
Amounts recognized in AOCI:
|
|
|
|
|
|
||
Prior service credit
|
$
|
19.6
|
|
|
$
|
26.2
|
|
Net gain
|
34.0
|
|
|
16.9
|
|
||
AOCI, pretax
|
$
|
53.6
|
|
|
$
|
43.1
|
|
|
2015
|
|
2014
|
Weighted-average assumptions used to determine benefit obligation:
|
|
|
|
Discount rate
|
4.00%
|
|
4.00%
|
Long-term health care cost trend rate
|
4.50%
|
|
4.50%
|
|
2015
|
|
2014
|
|
2013
|
||||||
Service cost-benefits earned during the year
|
$
|
0.3
|
|
|
$
|
1.0
|
|
|
$
|
1.3
|
|
Interest cost on projected benefit obligation
|
3.4
|
|
|
4.8
|
|
|
5.3
|
|
|||
Amortization of:
|
|
|
|
|
|
||||||
Prior service benefit
|
(6.6
|
)
|
|
(6.4
|
)
|
|
(2.4
|
)
|
|||
Actuarial (gain) loss
|
(1.2
|
)
|
|
—
|
|
|
0.8
|
|
|||
Net post-retirement benefit (income) expense
|
$
|
(4.1
|
)
|
|
$
|
(0.6
|
)
|
|
$
|
5.0
|
|
|
2015
|
|
2014
|
|
2013
|
Weighted-average assumptions used to determine net periodic benefit cost:
|
|
|
|
|
|
Discount rate
|
4.00%
|
|
4.50%
|
|
3.50%
|
Long-term health care cost trend rate
|
4.50%
|
|
4.50%
|
|
4.50%
|
|
1% Increase
|
|
1% Decrease
|
||||
Effect on total of service and interest cost components
|
$
|
0.3
|
|
|
$
|
(0.3
|
)
|
Effect on post-retirement benefit obligations
|
$
|
5.8
|
|
|
$
|
(5.0
|
)
|
|
2016
|
2017
|
2018
|
2019
|
2020
|
2021-2025
|
||||||||||||
Pension benefits
(1)
|
$
|
85.5
|
|
$
|
84.5
|
|
$
|
84.9
|
|
$
|
85.5
|
|
$
|
87.6
|
|
$
|
446.3
|
|
Other post-retirement benefits
|
$
|
5.9
|
|
$
|
5.8
|
|
$
|
5.6
|
|
$
|
5.4
|
|
$
|
5.3
|
|
$
|
24.4
|
|
(1)
|
Certain pension benefit payments will be funded by plan assets.
|
|
2015
|
|
2014
|
|
2013
|
||||||
Numerator for basic and diluted earnings per share:
|
|
|
|
|
|
||||||
Income from continuing operations
|
$
|
259.3
|
|
|
$
|
373.0
|
|
|
$
|
416.3
|
|
Income from discontinued operations
|
90.7
|
|
|
4.8
|
|
|
58.3
|
|
|||
Net income
|
$
|
350.0
|
|
|
$
|
377.8
|
|
|
$
|
474.6
|
|
Dividends and equivalents for share-based awards expected to be forfeited
|
0.1
|
|
|
0.1
|
|
|
0.1
|
|
|||
Net income for basic and diluted earnings per share
|
$
|
350.1
|
|
|
$
|
377.9
|
|
|
$
|
474.7
|
|
Denominator for basic and diluted earnings per share:
|
|
|
|
|
|
||||||
Weighted-average shares outstanding
|
267.9
|
|
|
274.2
|
|
|
286.1
|
|
|||
Share-based payment awards classified as participating securities
|
1.4
|
|
|
1.9
|
|
|
2.5
|
|
|||
Denominator for basic earnings per share
|
269.3
|
|
|
276.1
|
|
|
288.6
|
|
|||
Dilutive securities
(1)
|
2.2
|
|
|
2.8
|
|
|
3.2
|
|
|||
Denominator for diluted earnings per share
|
271.5
|
|
|
278.9
|
|
|
291.8
|
|
|||
Basic earnings per share:
|
|
|
|
|
|
||||||
Income from continuing operations
|
$
|
0.96
|
|
|
$
|
1.35
|
|
|
$
|
1.44
|
|
Income from discontinued operations
|
0.34
|
|
|
0.02
|
|
|
0.20
|
|
|||
Net income
|
$
|
1.30
|
|
|
$
|
1.37
|
|
|
$
|
1.64
|
|
Diluted earnings per share:
|
|
|
|
|
|
||||||
Income from continuing operations
|
$
|
0.96
|
|
|
$
|
1.34
|
|
|
$
|
1.43
|
|
Income from discontinued operations
|
0.33
|
|
|
0.02
|
|
|
0.20
|
|
|||
Net income
|
$
|
1.29
|
|
|
$
|
1.35
|
|
|
$
|
1.63
|
|
(1)
|
Dilutive securities include “in the money” options, non-participating restricted stock units and performance stock units. The weighted-average shares outstanding for 2015,
2014
and
2013
exclude the effect of approximately
0.2 million
,
0.2 million
and
2.3 million
common stock equivalents, respectively, because such securities were anti-dilutive.
|
|
2013 Plan
|
|
Authorized for issuance
|
62.5
|
|
Effects of:
|
|
|
Restricted stock units and Stock-Price Based RSUs (3½ times the number of awards)
|
0.6
|
|
Performance-Based RSUs (7 times the number of awards)
|
9.1
|
|
Shares available for issuance
|
52.8
|
|
|
2015
|
|
2014
|
|
2013
|
||||||
Stock options
|
$
|
—
|
|
|
$
|
0.7
|
|
|
$
|
1.1
|
|
Restricted stock units
|
29.2
|
|
|
29.2
|
|
|
36.1
|
|
|||
Stock-based compensation
|
$
|
29.2
|
|
|
$
|
29.9
|
|
|
$
|
37.2
|
|
Stock-based compensation, net of income tax benefit of $12.9 million, $11.5 million and $13.3 million in 2015, 2014 and 2013, respectively
|
$
|
16.3
|
|
|
$
|
18.4
|
|
|
$
|
23.9
|
|
|
Shares
|
Weighted-Average Exercise Price
|
Aggregate
Intrinsic
Value
|
|||||
Outstanding at December 31, 2014
|
2.6
|
|
$
|
19
|
|
|
|
|
Exercised
|
(1.4
|
)
|
$
|
18
|
|
|
|
|
Outstanding at December 31, 2015
|
1.2
|
|
$
|
20
|
|
$
|
28.1
|
|
Exercisable at December 31, 2015
|
1.2
|
|
$
|
20
|
|
$
|
28.1
|
|
|
Shares
|
|
Weighted-Average Grant Date Fair Value
|
|||
Outstanding at December 31, 2014
|
3.7
|
|
|
$
|
26
|
|
Granted
|
1.1
|
|
|
$
|
41
|
|
Vested
|
(1.5
|
)
|
|
$
|
21
|
|
Forfeited
|
(0.4
|
)
|
|
$
|
30
|
|
Outstanding at December 31, 2015
|
2.9
|
|
|
$
|
34
|
|
Expected to vest at December 31, 2015
|
2.8
|
|
|
$
|
33
|
|
|
Unrecognized
Compensation Cost
|
|
Weighted-Average Period
of Expense Recognition
(in years)
|
||
Restricted stock units
|
$
|
44.8
|
|
|
2
|
|
2015
|
|
2014
|
|
2013
|
||||||
Current:
|
|
|
|
|
|
||||||
Federal
|
$
|
103.0
|
|
|
$
|
24.5
|
|
|
$
|
20.7
|
|
State
|
18.8
|
|
|
5.9
|
|
|
10.5
|
|
|||
Foreign
|
19.4
|
|
|
19.2
|
|
|
30.2
|
|
|||
Total current
|
141.2
|
|
|
49.6
|
|
|
61.4
|
|
|||
Deferred
|
(7.2
|
)
|
|
39.3
|
|
|
88.6
|
|
|||
Total provision
|
$
|
134.0
|
|
|
$
|
88.9
|
|
|
$
|
150.0
|
|
Total provision (benefit) — discontinued operations
|
$
|
55.8
|
|
|
$
|
(0.2
|
)
|
|
$
|
30.0
|
|
Total provision — continuing operations
|
$
|
78.2
|
|
|
$
|
89.1
|
|
|
$
|
120.0
|
|
|
2015
|
|
2014
|
|
2013
|
|||
Statutory rate
|
35.0
|
%
|
|
35.0
|
%
|
|
35.0
|
%
|
Add (deduct) effect of:
|
|
|
|
|
|
|
|
|
State income taxes, net of federal income tax effect
|
3.0
|
|
|
2.1
|
|
|
1.7
|
|
Foreign tax credit
|
(17.5
|
)
|
|
(5.5
|
)
|
|
(3.8
|
)
|
Foreign rate differential
|
(10.5
|
)
|
|
(7.0
|
)
|
|
(2.7
|
)
|
Increases (decreases) in tax contingencies, net of impacts of resolutions
|
1.2
|
|
|
(0.6
|
)
|
|
0.9
|
|
Valuation allowance reserve increase (decrease)
|
0.2
|
|
|
(2.7
|
)
|
|
(3.5
|
)
|
Venezuela deconsolidation
|
15.7
|
|
|
—
|
|
|
—
|
|
Other, net
|
(3.9
|
)
|
|
(2.0
|
)
|
|
(5.2
|
)
|
Effective rate
|
23.2
|
%
|
|
19.3
|
%
|
|
22.4
|
%
|
|
2015
|
|
2014
|
||||
Deferred tax assets:
|
|
|
|
||||
Accruals not currently deductible for tax purposes
|
$
|
171.7
|
|
|
$
|
144.9
|
|
Post-retirement liabilities
|
28.6
|
|
|
39.5
|
|
||
Pension liabilities
|
113.5
|
|
|
135.3
|
|
||
Foreign net operating losses
|
248.3
|
|
|
271.9
|
|
||
Other
|
78.8
|
|
|
100.8
|
|
||
Total gross deferred tax assets
|
640.9
|
|
|
692.4
|
|
||
Less valuation allowance
|
(291.0
|
)
|
|
(345.3
|
)
|
||
Net deferred tax assets after valuation allowance
|
$
|
349.9
|
|
|
$
|
347.1
|
|
Deferred tax liabilities:
|
|
|
|
|
|
||
Accelerated depreciation
|
$
|
(69.7
|
)
|
|
$
|
(58.3
|
)
|
Amortizable intangibles
|
(463.6
|
)
|
|
(352.0
|
)
|
||
Other
|
(4.7
|
)
|
|
(3.4
|
)
|
||
Total gross deferred tax liabilities
|
$
|
(538.0
|
)
|
|
$
|
(413.7
|
)
|
Net deferred tax liabilities
(1)
|
$
|
(188.1
|
)
|
|
$
|
(66.6
|
)
|
|
|
|
|
||||
Noncurrent deferred income tax assets
|
$
|
38.5
|
|
|
$
|
39.1
|
|
Noncurrent deferred income tax liabilities
|
(226.6
|
)
|
|
(105.7
|
)
|
||
|
$
|
(188.1
|
)
|
|
$
|
(66.6
|
)
|
(1)
|
In accordance with ASU 2013-11,
$60.0 million
and
$31.3 million
of deferred income tax assets have been offset against other noncurrent liabilities in the Consolidated Balance Sheet as of December 31, 2015 and 2014, respectively, and are not included in the net deferred tax liabilities in the table.
|
|
2015
|
|
2014
|
||||
Unrecognized tax benefits balance at January 1,
|
$
|
101.4
|
|
|
$
|
103.8
|
|
Increases in tax positions for prior years
|
63.1
|
|
|
3.5
|
|
||
Decreases in tax positions for prior years
|
(19.4
|
)
|
|
(11.1
|
)
|
||
Increases in tax positions for current year
|
21.5
|
|
|
10.1
|
|
||
Settlements with taxing authorities
|
(2.6
|
)
|
|
(1.8
|
)
|
||
Lapse of statute of limitations
|
(1.1
|
)
|
|
(3.1
|
)
|
||
Unrecognized tax benefits balance at December 31,
|
$
|
162.9
|
|
|
$
|
101.4
|
|
|
2015
|
|
2014
|
|
2013
|
||||||
Investment activities, including equity in earnings
|
$
|
(6.6
|
)
|
|
$
|
—
|
|
|
$
|
(2.7
|
)
|
Foreign currency transaction loss
|
17.9
|
|
|
48.9
|
|
|
21.0
|
|
|||
Other, net
|
—
|
|
|
0.1
|
|
|
0.2
|
|
|||
|
$
|
11.3
|
|
|
$
|
49.0
|
|
|
$
|
18.5
|
|
Fair value as of December 31, 2015
|
Total
|
|
Level 1
|
|
Level 2
|
|
Level 3
|
||||||||
Assets
|
|
|
|
|
|
|
|
||||||||
Investment securities, including mutual funds
(1)
|
$
|
6.9
|
|
|
$
|
4.5
|
|
|
$
|
2.4
|
|
|
$
|
—
|
|
Interest rate swaps
|
2.2
|
|
|
—
|
|
|
2.2
|
|
|
—
|
|
||||
Forward-starting interest rate swaps
|
0.1
|
|
|
—
|
|
|
0.1
|
|
|
—
|
|
||||
Cross-currency swaps
|
0.6
|
|
|
—
|
|
|
0.6
|
|
|
—
|
|
||||
Foreign currency derivatives
|
6.6
|
|
|
—
|
|
|
6.6
|
|
|
—
|
|
||||
Total
|
$
|
16.4
|
|
|
$
|
4.5
|
|
|
$
|
11.9
|
|
|
$
|
—
|
|
Liabilities
|
|
|
|
|
|
|
|
||||||||
Interest rate swaps
|
$
|
5.3
|
|
|
$
|
—
|
|
|
$
|
5.3
|
|
|
$
|
—
|
|
Forward-starting interest rate swaps
|
3.2
|
|
|
—
|
|
|
3.2
|
|
|
—
|
|
||||
Cross-currency swaps
|
3.3
|
|
|
—
|
|
|
3.3
|
|
|
—
|
|
||||
Foreign currency derivatives
|
1.7
|
|
|
—
|
|
|
1.7
|
|
|
—
|
|
||||
Total
|
$
|
13.5
|
|
|
$
|
—
|
|
|
$
|
13.5
|
|
|
$
|
—
|
|
Fair value as of December 31, 2014
|
|
|
|
|
|
|
|
||||||||
Assets
|
|
|
|
|
|
|
|
||||||||
Investment securities, including mutual funds
(1)
|
$
|
21.5
|
|
|
$
|
4.6
|
|
|
$
|
16.9
|
|
|
$
|
—
|
|
Foreign currency derivatives
|
7.7
|
|
|
—
|
|
|
7.7
|
|
|
—
|
|
||||
Total
|
$
|
29.2
|
|
|
$
|
4.6
|
|
|
$
|
24.6
|
|
|
$
|
—
|
|
Liabilities
|
|
|
|
|
|
|
|
||||||||
Interest rate swaps
|
$
|
11.8
|
|
|
$
|
—
|
|
|
$
|
11.8
|
|
|
$
|
—
|
|
Foreign currency derivatives
|
0.4
|
|
|
—
|
|
|
0.4
|
|
|
—
|
|
||||
Total
|
$
|
12.2
|
|
|
$
|
—
|
|
|
$
|
12.2
|
|
|
$
|
—
|
|
(1)
|
The values of investment securities, including mutual funds, are classified as cash and cash equivalents (
$2.0 million
and
$8.4 million
as of December 31,
2015
and
2014
, respectively) and other assets (
$4.9 million
and
$13.1 million
as of December 31,
2015
and
2014
, respectively). For mutual funds that are publicly traded, fair value is determined on the basis of quoted market prices and, accordingly, these investments have been classified as Level 1. Other investment securities are valued at the net asset value per share or unit multiplied by the number of shares or units held as of the measurement date and have been classified as Level 2.
|
|
2015
|
|
2014
|
||||||||||||
|
Fair Value
|
|
Book Value
|
|
Fair Value
|
|
Book Value
|
||||||||
Medium-term notes
|
$
|
2,660.7
|
|
|
$
|
2,692.6
|
|
|
$
|
2,154.4
|
|
|
$
|
2,089.5
|
|
Segment
|
|
Key Brands
|
|
Description of Primary Products
|
Writing
|
|
Sharpie
®
, Paper Mate
®
, Expo
®
, Prismacolor
®
, Mr. Sketch
®
, Elmer's
®
, X-Acto
®
, Parker
®
, Waterman
®
, Dymo
®
Office
|
|
Writing instruments, including markers and highlighters, pens and pencils; art products; activity-based adhesive and cutting products; fine writing instruments; labeling solutions
|
Home Solutions
|
|
Rubbermaid
®
, Contigo
®
, bubba
®
, Calphalon
®
, Levolor
®
, Goody
®
|
|
Indoor/outdoor organization, food storage and home storage products; durable beverage containers; gourmet cookware, bakeware and cutlery; window treatments; hair care accessories
|
Tools
|
|
Irwin
®
, Lenox
®
, hilmor™, Dymo
®
Industrial
|
|
Hand tools and power tool accessories; industrial bandsaw blades; tools for HVAC systems; label makers and printers for industrial use
|
Commercial Products
|
|
Rubbermaid Commercial Products
®
|
|
Cleaning and refuse products; hygiene systems; material handling solutions
|
Baby & Parenting
|
|
Graco
®
, Baby Jogger
®
, Aprica
®
, Teutonia
®
|
|
Infant and juvenile products such as car seats, strollers, highchairs and playards
|
|
2015
|
|
2014
|
|
2013
|
||||||
Net Sales
(1)
|
|
|
|
|
|
||||||
Writing
|
$
|
1,763.5
|
|
|
$
|
1,708.9
|
|
|
$
|
1,653.6
|
|
Home Solutions
|
1,704.2
|
|
|
1,575.4
|
|
|
1,560.3
|
|
|||
Tools
|
790.0
|
|
|
852.2
|
|
|
817.9
|
|
|||
Commercial Products
|
809.7
|
|
|
837.1
|
|
|
785.9
|
|
|||
Baby & Parenting
|
848.3
|
|
|
753.4
|
|
|
789.3
|
|
|||
|
$
|
5,915.7
|
|
|
$
|
5,727.0
|
|
|
$
|
5,607.0
|
|
Operating Income
(2)
|
|
|
|
|
|
||||||
Writing
|
$
|
430.8
|
|
|
$
|
416.6
|
|
|
$
|
382.2
|
|
Home Solutions
|
238.4
|
|
|
196.0
|
|
|
213.1
|
|
|||
Tools
|
85.1
|
|
|
94.6
|
|
|
68.3
|
|
|||
Commercial Products
|
100.8
|
|
|
101.3
|
|
|
82.5
|
|
|||
Baby & Parenting
|
55.2
|
|
|
40.6
|
|
|
91.2
|
|
|||
Restructuring costs
|
(77.2
|
)
|
|
(52.8
|
)
|
|
(110.3
|
)
|
|||
Corporate
|
(231.7
|
)
|
|
(191.6
|
)
|
|
(111.9
|
)
|
|||
|
$
|
601.4
|
|
|
$
|
604.7
|
|
|
$
|
615.1
|
|
|
2015
|
|
2014
|
|
2013
|
||||||
Depreciation & Amortization
(2)
|
|
|
|
|
|
||||||
Writing
|
$
|
23.9
|
|
|
$
|
25.9
|
|
|
$
|
30.5
|
|
Home Solutions
|
45.4
|
|
|
29.7
|
|
|
25.5
|
|
|||
Tools
|
16.6
|
|
|
15.3
|
|
|
15.6
|
|
|||
Commercial Products
|
16.9
|
|
|
21.4
|
|
|
24.0
|
|
|||
Baby & Parenting
|
15.0
|
|
|
11.1
|
|
|
9.8
|
|
|||
Corporate
(2)
|
52.3
|
|
|
50.4
|
|
|
49.8
|
|
|||
|
$
|
170.1
|
|
|
$
|
153.8
|
|
|
$
|
155.2
|
|
|
2015
|
|
2014
|
|
2013
|
||||||
Capital Expenditures
(3)
|
|
|
|
|
|
||||||
Writing
|
$
|
39.5
|
|
|
$
|
34.3
|
|
|
$
|
25.5
|
|
Home Solutions
|
47.6
|
|
|
31.1
|
|
|
31.5
|
|
|||
Tools
|
19.2
|
|
|
18.4
|
|
|
29.3
|
|
|||
Commercial Products
|
31.1
|
|
|
27.6
|
|
|
16.7
|
|
|||
Baby & Parenting
|
14.1
|
|
|
8.7
|
|
|
6.9
|
|
|||
Corporate
(3)
|
58.7
|
|
|
40.1
|
|
|
26.9
|
|
|||
|
$
|
210.2
|
|
|
$
|
160.2
|
|
|
$
|
136.8
|
|
|
2015
|
|
2014
|
||||
Identifiable Assets
|
|
|
|
||||
Writing
|
$
|
1,286.5
|
|
|
$
|
981.9
|
|
Home Solutions
|
776.7
|
|
|
806.4
|
|
||
Tools
|
578.8
|
|
|
605.0
|
|
||
Commercial Products
|
351.7
|
|
|
375.1
|
|
||
Baby & Parenting
|
485.1
|
|
|
481.0
|
|
||
Corporate
(4)
|
3,799.2
|
|
|
3,314.9
|
|
||
|
$
|
7,278.0
|
|
|
$
|
6,564.3
|
|
Geographic Area Information
|
|
|
|
|
|
||||||
(in millions)
|
2015
|
|
2014
|
|
2013
|
||||||
Net Sales
(1) (5)
|
|
|
|
|
|
||||||
United States
|
$
|
4,291.8
|
|
|
$
|
3,945.1
|
|
|
$
|
3,783.3
|
|
Canada
|
249.8
|
|
|
284.3
|
|
|
310.9
|
|
|||
Total North America
|
4,541.6
|
|
|
4,229.4
|
|
|
4,094.2
|
|
|||
Europe, Middle East and Africa
|
591.1
|
|
|
683.5
|
|
|
698.2
|
|
|||
Latin America
|
408.5
|
|
|
409.9
|
|
|
392.6
|
|
|||
Asia Pacific
|
374.5
|
|
|
404.2
|
|
|
422.0
|
|
|||
Total International
|
1,374.1
|
|
|
1,497.6
|
|
|
1,512.8
|
|
|||
|
$
|
5,915.7
|
|
|
$
|
5,727.0
|
|
|
$
|
5,607.0
|
|
Operating Income (Loss)
(2) (6)
|
|
|
|
|
|
||||||
United States
|
$
|
440.1
|
|
|
$
|
405.2
|
|
|
$
|
474.6
|
|
Canada
|
53.4
|
|
|
62.7
|
|
|
74.9
|
|
|||
Total North America
|
493.5
|
|
|
467.9
|
|
|
549.5
|
|
|||
Europe, Middle East and Africa
|
57.1
|
|
|
82.0
|
|
|
(15.7
|
)
|
|||
Latin America
|
43.4
|
|
|
39.1
|
|
|
29.7
|
|
|||
Asia Pacific
|
7.4
|
|
|
15.7
|
|
|
51.6
|
|
|||
Total International
|
107.9
|
|
|
136.8
|
|
|
65.6
|
|
|||
|
$
|
601.4
|
|
|
$
|
604.7
|
|
|
$
|
615.1
|
|
(1)
|
All intercompany transactions have been eliminated. Sales to Wal-Mart Stores, Inc. and subsidiaries amounted to approximately
10.9%
,
10.6%
and
11.2%
of consolidated net sales in
2015
,
2014
and
2013
, respectively, substantially across all segments.
|
(2)
|
Operating income (loss) by segment is net sales less cost of products sold and selling, general & administrative (“SG&A”) expenses. Operating income by geographic area is net sales less cost of products sold, SG&A expenses, impairment charges and restructuring costs. Certain headquarters expenses of an operational nature are allocated to business segments and geographic areas primarily on a net sales basis. Depreciation and amortization is allocated to the segments on a percentage of sales basis, and the allocated depreciation and amortization is included in segment operating income.
|
(3)
|
Corporate capital expenditures includes capital expenditures related to the SAP and other software implementations and corporate property, plant and equipment. Capital expenditures exclude
$1.2 million
,
$1.7 million
and
$1.4 million
associated with discontinued operations in 2015, 2014 and 2013, respectively.
|
(4)
|
Corporate assets primarily include goodwill, capitalized software, cash, deferred tax assets and assets held for sale.
|
(5)
|
Geographic sales information is based on the region from which the products are shipped and invoiced. Long-lived assets by geography are not presented because it is impracticable to do so.
|
(6)
|
The following table summarizes the restructuring costs by region on a continuing basis included in operating income (loss) above (
in millions
):
|
|
2015
|
|
2014
|
|
2013
|
||||||
Restructuring Costs
|
|
|
|
|
|
||||||
United States
|
$
|
(40.9
|
)
|
|
$
|
(28.9
|
)
|
|
$
|
(30.9
|
)
|
Canada
|
(5.3
|
)
|
|
(1.4
|
)
|
|
(0.4
|
)
|
|||
Total North America
|
(46.2
|
)
|
|
(30.3
|
)
|
|
(31.3
|
)
|
|||
Europe, Middle East and Africa
|
(20.3
|
)
|
|
(13.7
|
)
|
|
(69.9
|
)
|
|||
Latin America
|
(4.1
|
)
|
|
(2.8
|
)
|
|
(5.2
|
)
|
|||
Asia Pacific
|
(6.6
|
)
|
|
(6.0
|
)
|
|
(3.9
|
)
|
|||
Total International
|
(31.0
|
)
|
|
(22.5
|
)
|
|
(79.0
|
)
|
|||
|
$
|
(77.2
|
)
|
|
$
|
(52.8
|
)
|
|
$
|
(110.3
|
)
|
|
2015
|
|
2014
|
|
2013
|
||||||
Writing:
|
|
|
|
|
|
||||||
Writing instruments
|
$
|
1,501.3
|
|
|
$
|
1,451.3
|
|
|
$
|
1,412.0
|
|
Adhesive and cutting products
|
36.3
|
|
|
—
|
|
|
—
|
|
|||
Technology solutions
|
225.9
|
|
|
257.6
|
|
|
241.6
|
|
|||
|
1,763.5
|
|
|
1,708.9
|
|
|
1,653.6
|
|
|||
Home Solutions:
|
|
|
|
|
|
||||||
Home and food storage products
|
1,033.0
|
|
|
867.5
|
|
|
849.9
|
|
|||
Décor
|
300.8
|
|
|
315.3
|
|
|
320.4
|
|
|||
Other
|
370.4
|
|
|
392.6
|
|
|
390.0
|
|
|||
|
1,704.2
|
|
|
1,575.4
|
|
|
1,560.3
|
|
|||
Tools
|
790.0
|
|
|
852.2
|
|
|
817.9
|
|
|||
Commercial Products
|
809.7
|
|
|
837.1
|
|
|
785.9
|
|
|||
Baby & Parenting
|
848.3
|
|
|
753.4
|
|
|
789.3
|
|
|||
|
$
|
5,915.7
|
|
|
$
|
5,727.0
|
|
|
$
|
5,607.0
|
|
(a)
|
Evaluation of Disclosure Controls and Procedures. As of
December 31, 2015
, an evaluation was performed by the Company’s management, under the supervision and with the participation of the Company’s chief executive officer and chief financial officer, of the effectiveness of the Company’s disclosure controls and procedures. Based on that evaluation, the chief executive officer and the chief financial officer concluded that the Company’s disclosure controls and procedures were effective.
|
(b)
|
Management’s Report on Internal Control Over Financial Reporting. The Company’s management’s annual report on internal control over financial reporting is set forth under Item 8 of this annual report and is incorporated herein by reference. Management’s annual report on internal control over financial reporting did not include an assessment of and conclusion on the effectiveness of internal control over financial reporting of Elmer’s Products, Inc. (“Elmer’s”), which is included in the Company’s consolidated financial statements as of December 31, 2015 and for the period from the acquisition date through December 31, 2015. The assets, excluding goodwill, of Elmer’s constituted approximately 5.0% of the Company’s total assets as of December 31, 2015, and Elmer’s net sales represented approximately 0.6% of the Company’s net sales for the year ended December 31, 2015.
|
(c)
|
Attestation Report of the Independent Registered Public Accounting Firm. The attestation report of Ernst & Young LLP, the Company’s independent registered public accounting firm, on the Company’s internal control over financial reporting is set forth under Item 8 of this annual report and is incorporated herein by reference.
|
(d)
|
Changes in Internal Control Over Financial Reporting. There were no changes in the Company’s internal control over financial reporting that occurred during the quarter ended
December 31, 2015
that have materially affected, or are reasonably likely to materially affect, the Company’s internal control over financial reporting. The Company is in the process of replacing various business information systems worldwide with an enterprise resource planning system from SAP. Implementation will continue to occur in phases, primarily focused on geographic region and segment. This activity involves the migration of multiple legacy systems and users to a common SAP information platform. In addition, this conversion will impact certain interfaces with the Company’s customers and suppliers, resulting in changes to the tools the Company uses to take orders, procure materials, schedule production, remit billings, make payments and perform other business functions.
|
2.1
|
Agreement and Plan of Merger, dated as of December 13, 2015, by and among Newell Rubbermaid Inc., Jarden Corporation, NCPF Acquisition Corp. I and NCPF Acquisition Corp. II (incorporated by reference to Exhibit 2.1 to the Company’s Current Report on Form 8-K dated December 13, 2015).
|
3.1
|
Amendment to Restated Certificate of Incorporation of Newell Rubbermaid Inc. dated May 9, 2012, and Restated Certificate of Incorporation of Newell Rubbermaid Inc., as amended as of May 6, 2008 (incorporated by reference to Exhibit 3.1 to the Company’s Report on Form 10-K for the year ended December 31, 2012).
|
3.2
|
By-Laws of Newell Rubbermaid Inc., as amended (incorporated by reference to Exhibit 3.2 of the Company’s Current Report on Form 8-K dated February 11, 2016).
|
4.1
|
Amendment to Restated Certificate of Incorporation of Newell Rubbermaid Inc. dated May 9, 2012, and Restated Certificate of Incorporation of Newell Rubbermaid Inc., as amended as of May 6, 2008, is included in Exhibit 3.1.
|
4.3
|
Indenture dated as of November 1, 1995, between Newell Rubbermaid Inc. and The Bank of New York Trust Company, N.A. (as successor to JPMorgan Chase Bank, formerly known as The Chase Manhattan Bank (National Association)), as Trustee (incorporated by reference to Exhibit 4.1 to the Company’s Current Report on Form 8-K dated May 3, 1996, File No. 001-09608).
|
4.4
|
Indenture, dated as of June 14, 2012, between Newell Rubbermaid Inc. and The Bank of New York Mellon Trust Company, N.A. (incorporated by reference to Exhibit 4.1 to the Company’s Current Report on Form 8-K dated June 11, 2012).
|
4.5
|
Indenture, dated as of November 19, 2014, between Newell Rubbermaid Inc. and U.S. Bank National Association (incorporated by reference to Exhibit 4.1 to the Company’s Current Report on Form 8-K dated November 14, 2014).
|
4.6
|
Specimen Common Stock Certificate (incorporated by reference to Exhibit 4.6 to the Company’s Report on Form 10-K for the year ended December 31, 2013).
|
4.7
|
Form of 6.25% Notes due 2018 issued pursuant to an Indenture dated as of November 1, 1995, between Newell Rubbermaid Inc. and The Bank of New York Trust Company, N.A. (as successor to JPMorgan Chase Bank, formerly known as The Chase Manhattan Bank (National Association)), as Trustee (incorporated by reference to Exhibit 4.2 to the Company’s Current Report on Form 8-K dated March 25, 2008, File No. 001-09608).
|
4.8
|
Form of 4.70% Notes due 2020 issued pursuant to an Indenture dated as of November 1, 1995, between Newell Rubbermaid Inc. and The Bank of New York Mellon Trust Company, N.A. (as successor to JPMorgan Chase Bank, formerly known as The Chase Manhattan Bank (National Association)), as Trustee (incorporated by reference to Exhibit 4.1 to the Company’s Current Report on Form 8-K dated August 2, 2010, File No. 001-09608).
|
4.9
|
Form of 4.000% Note due 2022 issued pursuant to the Indenture, dated as of June 14, 2012, between Newell Rubbermaid Inc. and The Bank of New York Mellon Trust Company, N.A. (incorporated by reference to Exhibit 4.3 to the Company’s Current Report on Form 8-K dated June 11, 2012).
|
4.10
|
Form of 2.050% Note due 2017 issued pursuant to the Indenture, dated as of June 14, 2012, between Newell Rubbermaid Inc. and The Bank of New York Mellon Trust Company, N.A. (incorporated by reference to Exhibit 4.1 to the Company’s Current Report on Form 8-K dated November 29, 2012).
|
4.11
|
Form of 2.875% Note due 2019 issued pursuant to the Indenture, dated as of November 19, 2014, between Newell Rubbermaid Inc. and U.S. Bank National Association (incorporated by reference to Exhibit 4.2 to the Company’s Current Report on Form 8-K dated November 14, 2014).
|
4.12
|
Form of 4.000% Note due 2024 issued pursuant to the Indenture, dated as of November 19, 2014, between Newell Rubbermaid Inc. and U.S. Bank National Association (incorporated by reference to Exhibit 4.3 to the Company’s Current Report on Form 8-K dated November 14, 2014).
|
4.13
|
Form of 2.150% Note due 2018 issued pursuant to the Indenture, dated as of November 19, 2014, between Newell Rubbermaid Inc. and U.S. Bank National Association (incorporated by reference to Exhibit 4.1 to the Company’s Current Report on Form 8-K dated October 14, 2015).
|
4.14
|
Form of 3.900% Note due 2025 issued pursuant to the Indenture, dated as of November 19, 2014, between Newell Rubbermaid Inc. and U.S. Bank National Association (incorporated by reference to Exhibit 4.2 to the Company’s Current Report on Form 8-K dated October 14, 2015).
|
4.15
|
Credit Agreement dated as of December 2, 2011 among Newell Rubbermaid Inc., the subsidiary borrowers party thereto, the lenders party thereto and JPMorgan Chase Bank, N.A., as Administrative Agent (incorporated by reference to Exhibit 10.1 to the Company’s Current Report on Form 8-K dated December 2, 2011).
|
4.16
|
First Amendment dated June 8, 2012 to the Credit Agreement dated as of December 2, 2011 among Newell Rubbermaid Inc., the subsidiary borrowers party thereto, the lenders party thereto and JPMorgan Chase Bank, N.A., as Administrative Agent (incorporated by reference to Exhibit 10.1 to the Company’s Quarterly Report on Form 10-Q for the quarterly period ended June 30, 2012).
|
4.17
|
Second Amendment dated as of November 10, 2014 to the Credit Agreement dated as of December 2, 2011 among Newell Rubbermaid Inc., the subsidiary borrowers party thereto, the lenders party thereto and JPMorgan Chase Bank, N.A., as Administrative Agent (incorporated by reference to Exhibit 4.15 to the Company’s Report on Form 10-K for the year ended December 31, 2014).
|
4.18
|
Third Amendment dated as of June 22, 2015 to the Credit Agreement dated as of December 2, 2011 among Newell Rubbermaid Inc., the subsidiary borrowers party thereto, the lenders party thereto and JPMorgan Chase Bank, N.A., as Administrative Agent (incorporated by reference to Exhibit 10.1 to the Company’s Quarterly Report on Form 10-Q for the quarterly period ended June 30, 2015).
|
4.19
|
Fourth Amendment dated as of December 22, 2015 to the Credit Agreement dated as of December 2, 2011 among Newell Rubbermaid Inc., the subsidiary borrowers party thereto, the lenders party thereto and JPMorgan Chase Bank, N.A., as Administrative Agent (incorporated by reference to Exhibit 10.1 to the Company’s Current Report on Form 8-K dated December 22, 2015).
|
4.20
|
Memorandum of Effectiveness of Extension of the Maturity Date of the Credit Agreement dated as of December 2, 2011, from December 2, 2016 to December 1, 2017 (incorporated by reference to Exhibit 4.15 to the Company’s Report on Form 10-K for the year ended December 31, 2012).
|
4.21
|
Memorandum of Effectiveness of Extension of the Maturity Date of the Credit Agreement dated as of December 2, 2011, from December 1, 2017 to December 2, 2018 (incorporated by reference to Exhibit 4.15 to the Company’s Report on Form 10-K for the year ended December 31, 2013).
|
4.22
|
Memorandum of Effectiveness of Extension of the Maturity Date of the Credit Agreement dated as of December 2, 2011, from December 2, 2018 to December 2, 2019 (incorporated by reference to Exhibit 4.18 to the Company’s Report on Form 10-K for the year ended December 31, 2014).
|
4.23
|
Credit Agreement dated as of January 26, 2016 among Newell Rubbermaid Inc., the subsidiary borrowers thereto, the guarantors party thereto, the lender parties thereto and JPMorgan Chase Bank, N.A. as Administrative Agent (incorporated by reference to Exhibit 10.1 to the Company’s Current Report on Form 8-K dated January 27, 2016).
|
4.24
|
Amended and Restated Loan and Servicing Agreement, dated as of September 6, 2013, among EXPO Inc., as Borrower, Newell Rubbermaid Inc., as Servicer, the Conduit Lenders, the Committed Lenders and the Managing Agents named therein, PNC Bank, National Association as the Structuring Agent, and PNC Capital Markets LLC as the Administrative Agent (incorporated by reference to Exhibit 10.1 to the Company’s Current Report on Form 8-K dated September 6, 2013).
|
4.25
|
Amendment No. 1 dated March 27, 2015 to the Amended and Restated Loan and Servicing Agreement, dated as of September 6, 2013, among EXPO Inc., as Borrower, the Company, as Servicer, the Conduit Lenders, the Committed Lenders and the Managing Agents named therein, and PNC Bank, National Association, as the Administrative Agent (incorporated by reference to Exhibit 10.1 to the Company’s Quarterly Report on Form 10-Q for the quarterly period ended March 31, 2015).
|
4.26
|
Amendment No.2 dated as of August 7, 2015 to the Amended and Restated Loan and Servicing Agreement, dated as of September 6, 2013, among EXPO Inc., as Borrower, the Company, as Servicer, the Conduit Lenders, the Committed Lenders and the Managing Agents named therein, and PNC Bank, National Association, as the Administrative Agent (incorporated by reference to Exhibit 10.1 to the Company's Current Report on Form 8-K dated August 7, 2015).
|
4.27
|
Term Loan Credit Agreement dated as of January 26, 2016 among Newell Rubbermaid Inc., the guarantors parties thereto, the lenders party thereto and JPMorgan Chase Bank N.A., as Administrative Agent (incorporated by reference to Exhibit 10.2 to the Company’s Current Report on Form 8-K dated January 27, 2016).
|
10.1*
|
Newell Rubbermaid Inc. 2008 Deferred Compensation Plan as amended and restated August 5, 2013 (incorporated by reference to Exhibit 10.5 to the Company’s Quarterly Report on Form 10-Q for the quarterly period ended June 30, 2013).
|
10.2*
|
Newell Rubbermaid Inc. 2002 Deferred Compensation Plan, as amended and restated as of January 1, 2004 (incorporated by reference to Exhibit 10.1 to the Company’s Quarterly Report on Form 10-Q for the quarterly period ended March 31, 2004, File No. 001-09608).
|
10.3*
|
Newell Rubbermaid Inc. Deferred Compensation Plans Trust Agreement, effective as of June 1, 2013 (incorporated by reference to Exhibit 10.1 to the Company’s Quarterly Report on Form 10-Q for the quarterly period ended June 30, 2013).
|
10.4*
|
Newell Rubbermaid Inc. Supplemental Executive Retirement Plan, effective January 1, 2008 (incorporated by reference to Exhibit 10.7 to the Company’s Report on Form 10-K for the year ended December 31, 2007, File No. 001-09608).
|
10.5*
|
First Amendment to the Newell Rubbermaid Inc. Supplemental Executive Retirement Plan dated August 5, 2013 (incorporated by reference to Exhibit 10.6 to the Company’s Quarterly Report on Form 10-Q for the quarterly period ended June 30, 2013).
|
10.6*
|
Newell Rubbermaid Inc. Severance Plan -- Summary Plan Description for Executives in Bands 10 and above, effective July 1, 2014 (incorporated by reference to Exhibit 10.2 to the Company’s Quarterly Report on Form 10-Q for the quarterly period ended June 30, 2014).
|
10.7*
|
Newell Rubbermaid Inc. 2003 Stock Plan, as amended and restated effective February 8, 2006, and as amended effective August 9, 2006 (incorporated by reference to Appendix B to the Company’s Proxy Statement, dated April 3, 2006, and Exhibit 10.1 to the Company’s Quarterly Report on Form 10-Q for the quarterly period ended September 30, 2006, File No. 001-09608).
|
10.8*
|
Newell Rubbermaid Inc. 2010 Stock Plan (incorporated by reference to Exhibit 10.1 to the Company’s Current Report on Form 8-K dated May 11, 2010, File No. 001-09608).
|
10.9*
|
First Amendment to the Newell Rubbermaid Inc. 2010 Stock Plan dated July 1, 2011 (incorporated by reference to Exhibit 10.3 to the Company’s Quarterly Report on Form 10-Q for the quarterly period ended June 30, 2011).
|
10.10*
|
Newell Rubbermaid Inc. 2013 Incentive Plan (incorporated by reference to Appendix B to the Company’s Proxy Statement dated March 28, 2013).
|
10.11*
|
Forms of Stock Option Agreement under the Newell Rubbermaid Inc. 2003 Stock Plan (incorporated by reference to Exhibit 10.9 to the Company’s Annual Report on Form 10-K for the year ended December 31, 2008, File No. 001-09608).
|
10.12*
|
Form of Michael B. Polk Option Agreement for July 18, 2011 Award (incorporated by reference to Exhibit 10.2 to the Company’s Current Report on Form 8-K dated July 18, 2011).
|
10.13*
|
Form of Michael B. Polk Restricted Stock Unit Award Agreement for July 18, 2011 Award (incorporated by reference to Exhibit 10.3 to the Company’s Current Report on Form 8-K dated July 18, 2011).
|
10.14*
|
Form of Agreement for Performance-Based Restricted Stock Unit Award Granted to William A. Burke III and John K. Stipancich on November 6, 2012 (incorporated by reference to Exhibit 10.1 to the Company’s Current Report on Form 8-K dated November 6, 2012).
|
10.15*
|
Form of Agreement for Performance-Based Restricted Stock Unit Award Granted to Mark S. Tarchetti on January 2, 2013 (incorporated by reference to Exhibit 10.4 to the Company’s Quarterly Report on Form 10-Q for the quarterly period ended March 31, 2013).
|
10.16*
|
Form of Agreement for Restricted Stock Unit Award Granted to Paula S. Larson on December 16, 2013 (incorporated by reference to Exhibit 10.23 to the Company’s Report on Form 10-K for the year ended December 31, 2014).
|
10.17*
|
2014 Restricted Stock Unit Equivalent Award Agreement dated as of December 28, 2015 between Newell Rubbermaid Inc. and Mark S. Tarchetti (incorporated by reference to Exhibit 10.2 to the Company’s Current Report on Form 8-K dated December 22, 2015).
|
10.18*
|
2015 Restricted Stock Unit Equivalent Award Agreement dated as of December 28, 2015 between Newell Rubbermaid Inc. and Mark S. Tarchetti (incorporated by reference to Exhibit 10.3 to the Company’s Current Report on Form 8-K dated December 22, 2015).
|
10.19*
|
Newell Rubbermaid Inc. Long-Term Incentive Plan for 2013 (incorporated by reference to Exhibit 10.2 to the Company’s Quarterly Report on Form 10-Q for the quarterly period ended March 31, 2013).
|
10.20*
|
Newell Rubbermaid Inc. Long-Term Incentive Plan for 2014 (incorporated by reference to Exhibit 10.1 to the Company’s Quarterly Report on Form 10-Q for the quarterly period ended March 31, 2014).
|
10.21*
|
Long Term Incentive Performance Pay Terms and Conditions under the Company’s 2013 Incentive Plan as updated February 10, 2015 (incorporated by reference to Exhibit 10.2 to the Company's Current Report on Form 8-K dated February 10, 2015).
|
10.22*
|
Form of Restricted Stock Unit Award Agreement under the 2010 Stock Plan (incorporated by reference to Exhibit 10.4 to the Company’s Quarterly Report on Form 10-Q for the quarterly period ended June 30, 2010, File No. 001-09608).
|
10.23*
|
Form of Stock Option Agreement under the 2010 Stock Plan (incorporated by reference to Exhibit 10.6 to the Company’s Quarterly Report on Form 10-Q for the quarterly period ended June 30, 2010, File No. 001-09608).
|
10.24*
|
Form of Restricted Stock Unit Award Agreement under the 2010 Stock Plan for Awards made in 2013 (incorporated by reference to Exhibit 10.3 to the Company’s Quarterly Report on Form 10-Q for the quarterly period ended March 31, 2013).
|
10.25*
|
Form of Restricted Stock Unit Award Agreement under the 2013 Incentive Plan for Employees (incorporated by reference to Exhibit 10.3 to the Company’s Quarterly Report on Form 10-Q for the quarterly period ended June 30, 2013).
|
10.26*
|
Form of Restricted Stock Unit Agreement under the 2013 Incentive Plan for 2014 Awards (incorporated by reference to Exhibit 10.2 to the Company’s Quarterly Report on Form 10-Q for the quarterly period ended March 31, 2014).
|
10.27*
|
Form of Restricted Stock Unit Agreement under the 2013 Incentive Plan for Employees as updated February 10, 2015 (incorporated by reference to Exhibit 10.3 to the Company's Current Report on Form 8-K dated February 10, 2015).
|
10.28*
|
Form of Non-Employee Director Restricted Stock Unit Award Agreement under the 2013 Incentive Plan for use for awards beginning May 2014 (incorporated by reference to Exhibit 10.1 to the Company’s Quarterly Report on Form 10-Q for the quarterly period ended June 30, 2014).
|
10.29*
|
Employment Security Agreement with Michael B. Polk dated July 18, 2011 (incorporated by reference to Exhibit 10.1 to the Company’s Quarterly Report on Form 10-Q for the quarterly period ended September 30, 2011).
|
10.30*
|
Employment Security Agreement with John K. Stipancich dated February 11, 2015 (incorporated by reference to Exhibit 10.1 to the Company’s Current Report on Form 8-K dated February 10, 2015).
|
10.31*
|
Form of Employment Security Agreement between the Company and the named executive officers of the Company other than the Chief Executive Officer and Chief Financial Officer (incorporated by reference to Exhibit 10.39 to the Company’s Annual Report on Form 10-K for the year ended December 31, 2014).
|
10.32*
|
Newell Rubbermaid Inc. Employment Security Agreements Trust Agreement, effective as of June 1, 2013 (incorporated by reference to Exhibit 10.2 to the Company’s Quarterly Report on Form 10-Q for the quarterly period ended June 30, 2013).
|
10.33*
|
Written Compensation Arrangement with Michael B. Polk, dated June 23, 2011 (incorporated by reference to Exhibit 10.1 to the Company’s Current Report on Form 8-K dated June 23, 2011).
|
10.34*
|
Amendment to Written Compensation Arrangement with Michael B. Polk, dated October 1, 2012 (incorporated by reference to Exhibit 10.34 to the Company’s Annual Report on Form 10-K for the year ended December 31, 2012).
|
10.35*
|
Retirement Agreement and General Release between the Company and William A. Burke, III dated October 7, 2015.
|
10.36
|
Indenture dated as of November 1, 1995, between Newell Rubbermaid Inc. and The Bank of New York Trust Company, N.A. (as successor to JPMorgan Chase Bank, formerly known as The Chase Manhattan Bank (National Association)), as Trustee, is included in Exhibit 4.3.
|
10.37
|
Indenture, dated as of June 14, 2012, between Newell Rubbermaid Inc. and The Bank of New York Mellon Trust Company, N.A., is included in Exhibit 4.4.
|
10.38
|
Indenture, dated as of November 19, 2014, between Newell Rubbermaid Inc. and U.S. Bank National Association is included in Exhibit 4.5.
|
10.39
|
Form of 6.25% Notes due 2018 issued pursuant to an Indenture dated as of November 1, 1995, between Newell Rubbermaid Inc. and The Bank of New York Trust Company, N.A. (as successor to JPMorgan Chase Bank, formerly known as The Chase Manhattan Bank (National Association)), as Trustee is included in Exhibit 4.7.
|
10.40
|
Form of 4.70% Notes due 2020 issued pursuant to an Indenture dated as of November 1, 1995, between Newell Rubbermaid Inc. and The Bank of New York Mellon Trust Company, N.A. (as successor to JPMorgan Chase Bank, formerly known as The Chase Manhattan Bank (National Association)), as Trustee, is included in Exhibit 4.8.
|
10.41
|
Form of 4.000% Note due 2022 issued pursuant to the Indenture, dated as of June 14, 2012, between Newell Rubbermaid Inc. and The Bank of New York Mellon Trust Company, N.A., is included in Exhibit 4.9.
|
10.42
|
Form of 2.050% Note due 2017 issued pursuant to the Indenture, dated as of June 14, 2012, between Newell Rubbermaid Inc. and The Bank of New York Mellon Trust Company, N.A., is included in Exhibit 4.10.
|
10.43
|
Form of 2.875% Note due 2019 issued pursuant to the Indenture, dated as of November 19, 2014, between Newell Rubbermaid Inc. and U.S. Bank National Association, is included in Exhibit 4.11.
|
10.44
|
Form of 4.000% Note due 2024 issued pursuant to the Indenture, dated as of November 19, 2014, between Newell Rubbermaid Inc. and U.S. Bank National Association, is included in Exhibit 4.12.
|
10.45
|
Form of 2.150% Note due 2018 issued pursuant to the Indenture, dated as of November 19, 2014, between Newell Rubbermaid Inc. and U.S. Bank National Association, is included in Exhibit 4.13.
|
10.46
|
Form of 3.900% Note due 2025 issued pursuant to the Indenture, dated as of November 19, 2014, between Newell Rubbermaid Inc. and U.S. Bank National Association, is included in Exhibit 4.14.
|
10.47
|
Credit Agreement dated as of December 2, 2011 among Newell Rubbermaid Inc., the subsidiary borrowers party thereto, the lenders party thereto and JPMorgan Chase Bank, N.A., as Administrative Agent is included in Exhibit 4.15.
|
10.48
|
First Amendment dated June 8, 2012 to the Credit Agreement dated as of December 2, 2011 among Newell Rubbermaid Inc., the subsidiary borrowers party thereto, the lenders party thereto and JPMorgan Chase Bank, N.A., as Administrative Agent is included in Exhibit 4.16.
|
10.49
|
Second Amendment dated as of November 10, 2014 to the Credit Agreement dated as of December 2, 2011 among Newell Rubbermaid Inc., the subsidiary borrowers party thereto, the lenders party thereto and JPMorgan Chase Bank, N.A., as Administrative Agent, is included in Exhibit 4.17.
|
10.50
|
Third Amendment dated as of June 22, 2015 to the Credit Agreement dated as of December 2, 2011 among Newell Rubbermaid Inc., the subsidiary borrowers party thereto, the lenders party thereto and JPMorgan Chase Bank, N.A., as Administrative Agent, is included in Exhibit 4.18.
|
10.51
|
Fourth Amendment dated as of December 22, 2015 to the Credit Agreement dated as of December 2, 2011 among Newell Rubbermaid Inc., the subsidiary borrowers party thereto, the lenders party thereto and JPMorgan Chase Bank, N.A., as Administrative Agent, is included in Exhibit 4.19.
|
10.52
|
Memorandum of Effectiveness of Extension of the Maturity Date of the Credit Agreement dated as of December 2, 2011, from December 2, 2016 to December 1, 2017, is included in Exhibit 4.20.
|
10.53
|
Memorandum of Effectiveness of Extension of the Maturity Date of the Credit Agreement dated as of December 2, 2011, from December 1, 2017 to December 2, 2018, is included in Exhibit 4.21.
|
10.54
|
Memorandum of Effectiveness of Extension of the Maturity Date of the Credit Agreement dated as of December 2, 2011, from December 2, 2018 to December 2, 2019, is included in Exhibit 4.22.
|
10.55
|
Credit Agreement dated as of January 26, 2016 among Newell Rubbermaid Inc., the subsidiary borrowers thereto, the guarantors party thereto, the lender parties thereto and JPMorgan Chase Bank, N.A. as Administrative Agent, is included in Exhibit 4.23.
|
10.56
|
Amended and Restated Loan and Servicing Agreement, dated as of September 6, 2013, among EXPO Inc., as Borrower, Newell Rubbermaid Inc., as Servicer, the Conduit Lenders, the Committed Lenders and the Managing Agents named therein, PNC Bank, National Association as the Structuring Agent and PNC Capital Markets LLC as the Administrative Agent, is included in Exhibit 4.24.
|
10.57
|
Amendment No. 1 dated March 27, 2015 to the Amended and Restated Loan and Servicing Agreement, dated as of September 6, 2013, among EXPO Inc., as Borrower, the Company, as Servicer, the Conduit Lenders, the Committed Lenders and the Managing Agents named therein, and PNC Bank, National Association as the Administrative Agent, is included in Exhibit 4.25.
|
10.58
|
Amendment No.2 dated as of August 7, 2015 to the Amended and Restated Loan and Servicing Agreement, dated as of September 6, 2013, among EXPO Inc., as Borrower, the Company, as Servicer, the Conduit Lenders, the Committed Lenders and the Managing Agents named therein, and PNC Bank, National Association, as the Administrative Agent, is included in Exhibit 4.26.
|
10.59
|
Commitment Letter, dated December 13, 2015, by and among Newell Rubbermaid Inc., Goldman Sachs Bank USA and Goldman Sachs Lending Partners LLC (incorporated by reference to Exhibit 10.1 to the Company’s Current Report on Form 8-K dated December 13, 2015).
|
10.60
|
Term Loan Credit Agreement dated as of January 26, 2016 among Newell Rubbermaid Inc., the guarantors parties thereto, the lenders party thereto and JPMorgan Chase Bank N.A., as Administrative Agent, is included in Exhibit 4.27.
|
10.61
|
Advisory Services Agreement, dated as of December 13, 2015, by and among Newell Rubbermaid Inc. and Mariposa Capital, LLC (incorporated by reference to Exhibit 10.2 of the Company’s Amendment No. 1 to its Registration Statement on Form S-4 filed February 17, 2016).
|
12
|
Statement of Computation of Earnings to Fixed Charges.
|
21
|
Significant Subsidiaries of the Company.
|
23.1
|
Consent of Ernst & Young LLP.
|
31.1
|
Certification of Chief Executive Officer Pursuant to Rule 13a-14(a) or Rule 15d-14(a), as Adopted Pursuant to Section 302 of the Sarbanes-Oxley Act of 2002.
|
31.2
|
Certification of Chief Financial Officer Pursuant to Rule 12a-14(a) or Rule 15d-14(a), as Adopted Pursuant to Section 302 of the Sarbanes-Oxley Act of 2002.
|
32.1
|
Certification of Chief Executive Officer Pursuant to 18 U.S.C. Section 1350, as Adopted Pursuant to Section 906 of the Sarbanes-Oxley Act of 2002.
|
32.1
|
Certification of Chief Financial Officer Pursuant to 18 U.S.C. Section 1350, as Adopted Pursuant to Section 906 of the Sarbanes-Oxley Act of 2002.
|
101.INS
|
XBRL Instance Document
|
101.SCH
|
XBRL Taxonomy Extension Schema Document
|
101.CAL
|
XBRL Taxonomy Extension Calculation Linkbase Document
|
101.DEF
|
XBRL Taxonomy Definition Linkbase Document
|
101.LAB
|
XBRL Taxonomy Extension Label Linkbase Document
|
101.PRE
|
XBRL Taxonomy Extension Presentation Linkbase Document
|
NEWELL RUBBERMAID INC.
|
||
Registrant
|
||
|
|
|
By
|
|
/s/ John K. Stipancich
|
|
|
John K. Stipancich
|
Title
|
|
Executive Vice President — Chief Financial Officer
|
Date
|
|
February 29, 2016
|
Signature
|
|
Title
|
/s/ Michael B. Polk
|
|
President, Chief Executive Officer and Director
|
Michael B. Polk
|
|
|
|
|
|
/s/ John K. Stipancich
|
|
Executive Vice President — Chief Financial Officer
|
John K. Stipancich
|
|
|
|
|
|
/s/ Scott H. Garber
|
|
Vice President — Corporate Controller and Chief Accounting Officer
|
Scott H. Garber
|
|
|
|
|
|
/s/ Michael T. Cowhig
|
|
Chairman of the Board and Director
|
Michael T. Cowhig
|
|
|
|
|
|
/s/ Thomas E. Clarke
|
|
Director
|
Thomas E. Clarke
|
|
|
|
|
|
/s/ Kevin C. Conroy
|
|
Director
|
Kevin C. Conroy
|
|
|
|
|
|
/s/ Scott S. Cowen
|
|
Director
|
Scott S. Cowen
|
|
|
|
|
|
/s/ Domenico De Sole
|
|
Director
|
Domenico De Sole
|
|
|
|
|
|
/s/ Cynthia A. Montgomery
|
|
Director
|
Cynthia A. Montgomery
|
|
|
|
|
|
/s/ Christopher D. O’Leary
|
|
Director
|
Christopher D. O’Leary
|
|
|
|
|
|
/s/ Jose Ignacio Perez-Lizaur
|
|
Director
|
Jose Ignacio Perez-Lizaur
|
|
|
|
|
|
/s/ Steven J. Strobel
|
|
Director
|
Steven J. Strobel
|
|
|
|
|
|
/s/ Michael A. Todman
|
|
Director
|
Michael A. Todman
|
|
|
|
|
|
/s/ Raymond G. Viault
|
|
Director
|
Raymond G. Viault
|
|
|
(in millions)
|
Balance at Beginning of Period
|
Provision
(1)
|
Charges to Other Accounts
|
Write-offs
(2)
|
Balance at End of Period
|
||||||||||
Reserve for Doubtful Accounts and Cash Discounts:
|
|
|
|
|
|
||||||||||
Year Ended December 31, 2015
|
$
|
25.3
|
|
$
|
41.4
|
|
$
|
0.2
|
|
$
|
(44.9
|
)
|
$
|
22.0
|
|
Year Ended December 31, 2014
|
38.0
|
|
49.2
|
|
(1.6
|
)
|
(60.3
|
)
|
25.3
|
|
|||||
Year Ended December 31, 2013
|
39.8
|
|
69.8
|
|
0.2
|
|
(71.8
|
)
|
38.0
|
|
(1)
|
The provision amounts include accounts receivable reserve charges included in discontinued operations of
$0.6
and
$3.1
for the years ended December 31,
2014
and
2013
, respectively.
|
(2)
|
Represents accounts written off during the year and cash discounts taken by customers.
|
(in millions)
|
Balance at Beginning of Period
|
Net Provision(1)
|
Other
|
Write-offs/ Dispositions
|
Balance at End of Period
|
||||||||||
Inventory Reserves (including excess, obsolescence and shrink reserves):
|
|
|
|
|
|
|
|||||||||
Year Ended December 31, 2015
|
$
|
32.6
|
|
$
|
23.3
|
|
$
|
0.5
|
|
$
|
(23.5
|
)
|
$
|
32.9
|
|
Year Ended December 31, 2014
|
37.8
|
|
24.1
|
|
(1.6
|
)
|
(27.7
|
)
|
32.6
|
|
|||||
Year Ended December 31, 2013
|
56.9
|
|
23.5
|
|
(0.3
|
)
|
(42.3
|
)
|
37.8
|
|
(1)
|
The net provision amounts include inventory reserve (benefits) charges included in discontinued operations of
$(0.1)
and
$3.9
for the years ended December 31,
2014
and
2013
, respectively.
|
No information found
* THE VALUE IS THE MARKET VALUE AS OF THE LAST DAY OF THE QUARTER FOR WHICH THE 13F WAS FILED.
FUND | NUMBER OF SHARES | VALUE ($) | PUT OR CALL |
---|
DIRECTORS | AGE | BIO | OTHER DIRECTOR MEMBERSHIPS |
---|
No information found
Customers
Customer name | Ticker |
---|---|
The ODP Corporation | ODP |
Silgan Holdings Inc. | SLGN |
Price
Yield
Owner | Position | Direct Shares | Indirect Shares |
---|