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☒
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Annual Report Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934
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☐
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Transition Report Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934
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Virginia
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54-1701843
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(State or other jurisdiction of
incorporation or organization)
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(I.R.S. Employer
Identification No.)
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9120 Lockwood Boulevard
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Mechanicsville
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Virginia
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23116
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(Address of principal executive offices)
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(Zip Code)
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Post Office Box 27626,
Richmond, Virginia
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23261-7626
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(Mailing address of principal executive offices)
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(Zip Code)
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Title of each class
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Trading Symbol(s)
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Name of each exchange on which registered
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Common Stock, $2 par value
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OMI
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New York Stock Exchange
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Item No.
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Page
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1
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1A.
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1B.
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2
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3
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4
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Mine Safety Disclosures
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5
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6
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7
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7A.
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8
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9
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9A.
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9B.
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10
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11
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12
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13
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14
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15
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GPO
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Year of Renewal
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Term
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Sales to Members as a % of Consolidated Net Revenue in 2019
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Vizient
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2019
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2 years
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37%
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Premier
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2016
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5 years
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21%
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HPG
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2017
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4 years
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14%
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•
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Expenses and difficulties in the transition and integration of operations and systems;
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•
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Retention of current customers and the ability to obtain new customers;
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•
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The assimilation and retention of personnel, including management personnel, in the acquired businesses;
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•
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Accounting, tax, regulatory and compliance issues that could arise;
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•
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Difficulties in implementing uniform controls, procedures and policies in our acquired companies;
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•
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Unanticipated expenses incurred or charges to earnings based on unknown circumstances or liabilities;
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•
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Failure to realize the synergies and other benefits we expect from the acquisition or at the pace we anticipate;
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•
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General economic conditions in the markets in which the acquired businesses operate;
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•
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Difficulties encountered in conducting business in markets where we have limited experience and expertise;
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•
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Failure to fully integrate information technology;
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•
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Inadequate indemnification from the seller; and
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•
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Failure of the seller to perform under any transition services agreement.
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•
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Lack of familiarity with and expertise in conducting business in foreign markets;
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•
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Foreign currency fluctuations and exchange risk;
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•
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Unexpected changes in foreign regulations or conditions relating to labor, the economic or political environment, and social norms or requirements;
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•
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Adverse tax consequences and difficulties in repatriating cash generated or held abroad;
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•
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Local economic environments, recession, inflation, indebtedness, currency volatility and competition; and
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•
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Changes in trade protection laws and other laws affecting trade and investment, including import/export regulations in both the United States and foreign countries.
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•
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the publication of earnings estimates or other research reports and speculation in the press or investment community;
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•
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changes in our industry and competitors;
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•
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changes in government or legislation;
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•
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our financial condition, results of operations and cash flows and prospects;
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•
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activism by any single large shareholder or combination of shareholders;
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•
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any future issuances of our common stock, which may include primary offerings for cash, stock splits, issuances in connection with business acquisitions, issuances of restricted stock/units and the grant or exercise of stock options from time to time;
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•
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general market and economic conditions; and
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•
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any outbreak or escalation of hostilities in areas where we do business.
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Owned
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Leased
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Other
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Total
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Location
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||||
Production
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5
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3
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—
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8
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Mexico, United States, Thailand, Honduras and Europe
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Distribution
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1
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51
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1
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53
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United States, Canada and India
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Storage
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1
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6
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—
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7
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United States
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Office
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1
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25
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—
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26
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Europe, United States, Canada and Asia
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Total
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8
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|
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85
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1
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94
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At or for the years ended December 31,
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|||||||||||
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2019
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2018
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2017
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||||||
Summary of Operations:
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||||||
Net revenue
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$
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9,210,939
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$
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9,418,192
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$
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8,926,647
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Net income (loss)
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$
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(62,371
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)
|
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$
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(437,012
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)
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$
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72,793
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||||||
Per Common Share:
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||||||
Net income (loss) per share—basic and diluted
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$
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(1.03
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)
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$
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(7.28
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)
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$
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1.20
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Cash dividends
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$
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0.01
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$
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0.86
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$
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1.03
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Stock price at year end
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$
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5.17
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$
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6.33
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$
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18.88
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||||||
Summary of Financial Position:
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||||||
Total assets
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$
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3,643,084
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$
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3,773,788
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$
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3,376,293
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Cash and cash equivalents
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$
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67,030
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$
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66,308
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$
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36,321
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Total debt
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$
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1,559,652
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$
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1,676,606
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$
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917,363
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Total equity
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$
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462,154
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$
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518,419
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$
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1,015,479
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||||||
Selected Ratios:
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||||||
Gross margin as a percent of revenue
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12.25
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%
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11.37
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%
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10.21
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%
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|
|||
Distribution, selling and administrative expenses as a percent of revenue
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11.11
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%
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10.12
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%
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8.36
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%
|
|
|||
Operating income (loss) as a percent of revenue
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0.79
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%
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(3.74
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)%
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1.16
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%
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|
|||
Days sales outstanding (DSO) (1)
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27.1
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27.1
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27.1
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|
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Average annual inventory turnover (2)
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6.6
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6.9
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8.3
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Net revenue.
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For the years ended December 31,
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Change
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|||||||||||
(Dollars in thousands)
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2019
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2018
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|
$
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%
|
|||||||
Global Solutions
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$
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8,243,867
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$
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8,767,549
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$
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(523,682
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)
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(6.0
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)%
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Global Products
|
1,433,977
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1,111,322
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322,655
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29.0
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%
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|||
Inter-segment
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(466,905
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)
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(460,679
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)
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(6,226
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)
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(1.4
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)%
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Net revenue
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$
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9,210,939
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|
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$
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9,418,192
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$
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(207,253
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)
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(2.2
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)%
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Cost of goods sold.
|
For the years ended December 31,
|
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Change
|
|||||||||||
(Dollars in thousands)
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2019
|
|
2018
|
|
$
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%
|
|||||||
Cost of goods sold
|
$
|
8,082,448
|
|
|
$
|
8,347,666
|
|
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$
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(265,218
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)
|
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(3.2
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)%
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Gross margin.
|
For the years ended December 31,
|
|
Change
|
|||||||||||
(Dollars in thousands)
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2019
|
|
2018
|
|
$
|
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%
|
|||||||
Gross margin
|
$
|
1,128,491
|
|
|
$
|
1,070,526
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|
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$
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57,965
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|
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5.4
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%
|
As a % of net revenue
|
12.25
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%
|
|
11.37
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%
|
|
|
|
|
Interest expense, net.
|
For the years ended December 31,
|
|
Change
|
|||||||||||
(Dollars in thousands)
|
2019
|
|
2018
|
|
$
|
|
%
|
|||||||
Interest expense, net
|
$
|
98,113
|
|
|
$
|
70,983
|
|
|
$
|
27,130
|
|
|
38.2
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%
|
Effective interest rate
|
6.36
|
%
|
|
5.31
|
%
|
|
|
|
|
|
For the years ended December 31,
|
|
Change
|
|||||||||||
(Dollars in thousands)
|
2019
|
|
2018
|
|
$
|
|
%
|
|||||||
Other expense, net
|
$
|
3,757
|
|
|
$
|
3,765
|
|
|
$
|
(8
|
)
|
|
(0.2
|
)%
|
Income taxes.
|
For the years ended December 31,
|
|
Change
|
|||||||||||
(Dollars in thousands)
|
2019
|
|
2018
|
|
$
|
|
%
|
|||||||
Income tax benefit
|
$
|
(6,135
|
)
|
|
$
|
(32,429
|
)
|
|
$
|
26,294
|
|
|
81.1
|
%
|
Effective tax rate
|
21.4
|
%
|
|
7.6
|
%
|
|
|
|
|
|
December 31,
|
|
Change
|
|||||||||||
(Dollars in thousands)
|
2019
|
|
2018
|
|
$
|
|
%
|
|||||||
Cash and cash equivalents
|
$
|
67,030
|
|
|
$
|
66,308
|
|
|
$
|
722
|
|
|
1.1
|
%
|
Accounts receivable, net
|
$
|
674,706
|
|
|
$
|
756,687
|
|
|
$
|
(81,981
|
)
|
|
(10.8
|
)%
|
Days sales outstanding (1)
|
27.1
|
|
|
27.1
|
|
|
|
|
|
|||||
Merchandise inventories
|
$
|
1,146,192
|
|
|
$
|
1,273,726
|
|
|
$
|
(127,534
|
)
|
|
(10.0
|
)%
|
Inventory turnover (2)
|
6.6
|
|
|
6.9
|
|
|
|
|
|
|||||
Accounts payable
|
$
|
808,035
|
|
|
$
|
1,065,197
|
|
|
$
|
(257,162
|
)
|
|
(24.1
|
)%
|
|
For the years ended December 31,
|
||||||
(Dollars in thousands)
|
2019
|
|
2018
|
||||
Net cash provided by (used for):
|
|
|
|
||||
Operating activities
|
$
|
166,085
|
|
|
$
|
115,589
|
|
Investing activities
|
(51,897
|
)
|
|
(815,829
|
)
|
||
Financing activities
|
(130,197
|
)
|
|
701,071
|
|
||
Effect of exchange rate changes on cash
|
(2,671
|
)
|
|
(1,986
|
)
|
||
Decrease in cash, cash equivalents and restricted cash
|
$
|
(18,680
|
)
|
|
$
|
(1,155
|
)
|
|
Page
|
Consolidated Statements of Operations for the Years Ended December 31, 2019 and 2018
|
|
Consolidated Statements of Comprehensive Loss for the Years Ended December 31, 2019 and 2018
|
|
Consolidated Balance Sheets as of December 31, 2019 and 2018
|
|
Consolidated Statements of Cash Flows for the Years Ended December 31, 2019 and 2018
|
|
Consolidated Statements of Changes in Shareholders' Equity for the Years Ended December 31, 2019 and 2018
|
|
Notes to Consolidated Financial Statements
|
|
Report of Independent Registered Public Accounting Firm
|
Year ended December 31,
|
2019
|
|
2018
|
||||
Net revenue
|
$
|
9,210,939
|
|
|
$
|
9,418,192
|
|
Cost of goods sold
|
8,082,448
|
|
|
8,347,666
|
|
||
Gross margin
|
1,128,491
|
|
|
1,070,526
|
|
||
Distribution, selling and administrative expenses
|
1,023,065
|
|
|
952,865
|
|
||
Goodwill and intangible asset impairment charges
|
—
|
|
|
413,945
|
|
||
Acquisition-related and exit and realignment charges
|
30,050
|
|
|
59,101
|
|
||
Other operating expense (income), net
|
2,225
|
|
|
(3,039
|
)
|
||
Operating income (loss)
|
73,151
|
|
|
(352,346
|
)
|
||
Interest expense, net
|
98,113
|
|
|
70,983
|
|
||
Other expense, net
|
3,757
|
|
|
3,765
|
|
||
Loss from continuing operations before income taxes
|
(28,719
|
)
|
|
(427,094
|
)
|
||
Income tax benefit
|
(6,135
|
)
|
|
(32,429
|
)
|
||
Loss from continuing operations
|
(22,584
|
)
|
|
(394,665
|
)
|
||
Loss from discontinued operations, net of tax
|
(39,787
|
)
|
|
(42,347
|
)
|
||
Net loss
|
$
|
(62,371
|
)
|
|
$
|
(437,012
|
)
|
|
|
|
|
||||
Loss from continuing operations per common share: basic and diluted
|
$
|
(0.37
|
)
|
|
$
|
(6.58
|
)
|
Loss from discontinued operations per common share: basic and diluted
|
(0.66
|
)
|
|
(0.70
|
)
|
||
Net loss per common share: basic and diluted
|
$
|
(1.03
|
)
|
|
$
|
(7.28
|
)
|
Year ended December 31,
|
2019
|
|
2018
|
||||
Net loss
|
$
|
(62,371
|
)
|
|
$
|
(437,012
|
)
|
Other comprehensive loss, net of tax:
|
|
|
|
||||
Currency translation adjustments (net of income tax of $0 in 2019 and 2018)
|
7,250
|
|
|
(19,366
|
)
|
||
Change in unrecognized net periodic pension costs (net of income tax benefit of $2,299 in 2019 and income tax of $1,377 in 2018)
|
(6,545
|
)
|
|
3,920
|
|
||
Net unrealized loss on derivative instruments and other (net of income tax benefit of $3,305 in 2019 and $1,831 in 2018)
|
(7,800
|
)
|
|
(5,082
|
)
|
||
Other comprehensive loss
|
(7,095
|
)
|
|
(20,528
|
)
|
||
Comprehensive loss
|
$
|
(69,466
|
)
|
|
$
|
(457,540
|
)
|
December 31,
|
2019
|
|
2018
|
||||
Assets
|
|
|
|
||||
Current assets
|
|
|
|
||||
Cash and cash equivalents
|
$
|
67,030
|
|
|
$
|
66,308
|
|
Accounts receivable, net
|
674,706
|
|
|
756,687
|
|
||
Merchandise inventories
|
1,146,192
|
|
|
1,273,726
|
|
||
Other current assets
|
79,372
|
|
|
121,926
|
|
||
Current assets of discontinued operations
|
439,983
|
|
|
319,930
|
|
||
Total current assets
|
2,407,283
|
|
|
2,538,577
|
|
||
Property and equipment, net
|
315,427
|
|
|
323,943
|
|
||
Operating lease assets
|
142,219
|
|
|
—
|
|
||
Goodwill
|
393,181
|
|
|
414,122
|
|
||
Intangible assets, net
|
285,018
|
|
|
314,175
|
|
||
Other assets, net
|
99,956
|
|
|
84,510
|
|
||
Other assets of discontinued operations
|
—
|
|
|
98,461
|
|
||
Total assets
|
$
|
3,643,084
|
|
|
$
|
3,773,788
|
|
Liabilities and equity
|
|
|
|
||||
Current liabilities
|
|
|
|
||||
Accounts payable
|
$
|
808,035
|
|
|
$
|
1,065,197
|
|
Accrued payroll and related liabilities
|
53,584
|
|
|
38,358
|
|
||
Other current liabilities
|
231,029
|
|
|
178,930
|
|
||
Current liabilities of discontinued operations
|
323,511
|
|
|
189,526
|
|
||
Total current liabilities
|
1,416,159
|
|
|
1,472,011
|
|
||
Long-term debt, excluding current portion
|
1,508,415
|
|
|
1,647,918
|
|
||
Operating lease liabilities, excluding current portion
|
117,080
|
|
|
—
|
|
||
Deferred income taxes
|
40,550
|
|
|
50,852
|
|
||
Other liabilities
|
98,726
|
|
|
77,690
|
|
||
Other liabilities of discontinued operations
|
—
|
|
|
6,898
|
|
||
Total liabilities
|
3,180,930
|
|
|
3,255,369
|
|
||
Commitments and contingencies
|
|
|
|
||||
Equity
|
|
|
|
||||
Common stock, par value $2 per share; authorized—200,000 shares; issued and outstanding— 62,843 shares and 62,294 shares
|
125,686
|
|
|
124,588
|
|
||
Paid-in capital
|
251,401
|
|
|
238,773
|
|
||
Retained earnings
|
137,774
|
|
|
200,670
|
|
||
Accumulated other comprehensive loss
|
(52,707
|
)
|
|
(45,612
|
)
|
||
Total equity
|
462,154
|
|
|
518,419
|
|
||
Total liabilities and equity
|
$
|
3,643,084
|
|
|
$
|
3,773,788
|
|
Year ended December 31,
|
2019
|
|
2018
|
||||
Operating activities:
|
|
|
|
||||
Net loss
|
$
|
(62,371
|
)
|
|
$
|
(437,012
|
)
|
Adjustments to reconcile net loss to cash provided by operating activities:
|
|
|
|
||||
Depreciation and amortization
|
116,678
|
|
|
101,927
|
|
||
Share-based compensation expense
|
15,803
|
|
|
16,376
|
|
||
Impairment charges
|
32,112
|
|
|
439,613
|
|
||
Deferred income tax benefit
|
(17,402
|
)
|
|
(35,018
|
)
|
||
Provision for losses on accounts receivable
|
12,914
|
|
|
9,430
|
|
||
Changes in operating lease right-of-use assets and lease liabilities
|
(2,599
|
)
|
|
—
|
|
||
Changes in operating assets and liabilities:
|
|
|
|
||||
Accounts receivable
|
63,526
|
|
|
11,106
|
|
||
Merchandise inventories
|
127,921
|
|
|
(65,451
|
)
|
||
Accounts payable
|
(235,631
|
)
|
|
92,179
|
|
||
Net change in other assets and liabilities
|
104,801
|
|
|
(23,604
|
)
|
||
Other, net
|
10,333
|
|
|
6,043
|
|
||
Cash provided by operating activities
|
166,085
|
|
|
115,589
|
|
||
Investing activities:
|
|
|
|
||||
Acquisitions, net of cash acquired
|
—
|
|
|
(751,834
|
)
|
||
Additions to property and equipment
|
(42,419
|
)
|
|
(44,873
|
)
|
||
Additions to computer software
|
(9,809
|
)
|
|
(20,812
|
)
|
||
Proceeds from sale of property and equipment
|
331
|
|
|
1,690
|
|
||
Cash used for investing activities
|
(51,897
|
)
|
|
(815,829
|
)
|
||
Financing activities:
|
|
|
|
||||
Proceeds from issuance of debt
|
—
|
|
|
695,750
|
|
||
(Repayments) borrowings from revolving credit facility
|
(32,200
|
)
|
|
105,500
|
|
||
Repayment of debt
|
(85,592
|
)
|
|
(16,250
|
)
|
||
Financing costs paid
|
(4,313
|
)
|
|
(28,512
|
)
|
||
Cash dividends paid
|
(5,226
|
)
|
|
(48,200
|
)
|
||
Other, net
|
(2,866
|
)
|
|
(7,217
|
)
|
||
Cash (used for) provided by financing activities
|
(130,197
|
)
|
|
701,071
|
|
||
Effect of exchange rate changes on cash and cash equivalents
|
(2,671
|
)
|
|
(1,986
|
)
|
||
Net decrease in cash, cash equivalents and restricted cash
|
(18,680
|
)
|
|
(1,155
|
)
|
||
Cash, cash equivalents and restricted cash at beginning of year
|
103,367
|
|
|
104,522
|
|
||
Cash, cash equivalents and restricted cash at end of year
|
$
|
84,687
|
|
|
$
|
103,367
|
|
Supplemental disclosure of cash flow information:
|
|
|
|
||||
Income taxes (received) paid, net of refunds
|
$
|
(6,198
|
)
|
|
$
|
19,151
|
|
Interest paid
|
$
|
95,413
|
|
|
$
|
68,585
|
|
|
Common Shares
Outstanding
|
|
Common Stock
($2 par value)
|
|
Paid-In
Capital
|
|
Retained
Earnings
|
|
Accumulated
Other
Comprehensive
Loss
|
|
Total Equity
|
|||||||||||
Balance, December 31, 2017
|
61,476
|
|
|
$
|
122,952
|
|
|
$
|
226,937
|
|
|
$
|
690,674
|
|
|
$
|
(25,084
|
)
|
|
$
|
1,015,479
|
|
Net loss
|
|
|
|
|
|
|
(437,012
|
)
|
|
|
|
(437,012
|
)
|
|||||||||
Other comprehensive loss
|
|
|
|
|
|
|
|
|
(20,528
|
)
|
|
(20,528
|
)
|
|||||||||
Dividends declared ($0.86 per share)
|
|
|
|
|
|
|
(52,992
|
)
|
|
|
|
(52,992
|
)
|
|||||||||
Share-based compensation expense, exercises and other
|
818
|
|
|
1,636
|
|
|
11,836
|
|
|
|
|
|
|
13,472
|
|
|||||||
Balance, December 31, 2018
|
62,294
|
|
|
124,588
|
|
|
238,773
|
|
|
200,670
|
|
|
(45,612
|
)
|
|
518,419
|
|
|||||
Net loss
|
|
|
|
|
|
|
(62,371
|
)
|
|
|
|
(62,371
|
)
|
|||||||||
Other comprehensive loss
|
|
|
|
|
|
|
|
|
(7,095
|
)
|
|
(7,095
|
)
|
|||||||||
Dividends declared ($0.01 per share)
|
|
|
|
|
|
|
(525
|
)
|
|
|
|
(525
|
)
|
|||||||||
Share-based compensation expense, exercises and other
|
549
|
|
|
1,098
|
|
|
12,628
|
|
|
|
|
|
|
13,726
|
|
|||||||
Balance, December 31, 2019
|
62,843
|
|
|
$
|
125,686
|
|
|
$
|
251,401
|
|
|
$
|
137,774
|
|
|
$
|
(52,707
|
)
|
|
$
|
462,154
|
|
|
December 31, 2019
|
|
December 31, 2018
|
||||
Cash and cash equivalents
|
$
|
67,030
|
|
|
$
|
66,308
|
|
Restricted cash included in Other assets, net
|
16,261
|
|
|
—
|
|
||
Cash of discontinued operations
|
1,396
|
|
|
37,059
|
|
||
Total cash, cash equivalents and restricted cash
|
$
|
84,687
|
|
|
$
|
103,367
|
|
Year ended December 31,
|
2019
|
|
2018
|
||||
Net revenue
|
$
|
439,104
|
|
|
$
|
420,516
|
|
Cost of goods sold
|
106,896
|
|
|
124,079
|
|
||
Gross margin
|
332,208
|
|
|
296,437
|
|
||
Distribution, selling, and administrative expenses
|
330,737
|
|
|
305,118
|
|
||
Asset impairment charges
|
32,112
|
|
|
25,668
|
|
||
Acquisition-related and exit and realignment charges
|
2,856
|
|
|
3,099
|
|
||
Other operating expense (income), net
|
(1,325
|
)
|
|
(1,385
|
)
|
||
Operating loss
|
(32,172
|
)
|
|
(36,063
|
)
|
||
Interest expense, net
|
6,752
|
|
|
6,039
|
|
||
Loss from discontinued operations before income taxes
|
(38,924
|
)
|
|
(42,102
|
)
|
||
Income tax provision from discontinued operations
|
863
|
|
|
245
|
|
||
Loss from discontinued operations, net of taxes
|
$
|
(39,787
|
)
|
|
$
|
(42,347
|
)
|
December 31,
|
2019
|
|
2018
|
||||
Assets of discontinued operations
|
|
|
|
||||
Cash and cash equivalents
|
$
|
1,396
|
|
|
$
|
37,059
|
|
Accounts receivable, net
|
78,643
|
|
|
66,731
|
|
||
Merchandise inventories
|
16,058
|
|
|
16,377
|
|
||
Other current assets
|
188,853
|
|
|
199,763
|
|
||
Current assets of discontinued operations
|
284,950
|
|
|
319,930
|
|
||
Property and equipment, net
|
65,710
|
|
|
62,780
|
|
||
Intangible assets, net
|
6,579
|
|
|
7,589
|
|
||
Other assets, net
|
27,431
|
|
|
28,092
|
|
||
Operating lease assets
|
87,425
|
|
|
—
|
|
||
Valuation allowance on disposal group classified as held for sale
|
(32,112
|
)
|
|
—
|
|
||
Total assets of discontinued operations
|
$
|
439,983
|
|
|
$
|
418,391
|
|
Liabilities of discontinued operations
|
|
|
|
||||
Accounts payable
|
$
|
53,981
|
|
|
$
|
44,392
|
|
Other current liabilities
|
182,980
|
|
|
145,134
|
|
||
Current liabilities of discontinued operations
|
236,961
|
|
|
189,526
|
|
||
Long-term debt, excluding current portion
|
5,523
|
|
|
2,664
|
|
||
Operating lease liabilities, excluding current portion
|
76,270
|
|
|
—
|
|
||
Other liabilities
|
4,757
|
|
|
4,234
|
|
||
Total liabilities of discontinued operations
|
$
|
323,511
|
|
|
$
|
196,424
|
|
Year ended December 31,
|
2019
|
|
2018
|
||||
Operating Activities:
|
|
|
|
||||
Depreciation and amortization
|
$
|
17,111
|
|
|
$
|
18,527
|
|
Asset impairment charges
|
32,112
|
|
|
25,668
|
|
||
Investing Activities:
|
|
|
|
||||
Capital expenditures
|
(18,952
|
)
|
|
(11,805
|
)
|
|
|
Preliminary Fair Value
Originally Estimated as of Acquisition Date (1) |
|
Differences Between Prior and Current Period Preliminary Fair Value Estimate
|
|
Fair Value as of Acquisition Date
|
||||||
Assets acquired:
|
|
|
|
|
|
|
||||||
Current assets
|
|
$
|
330,870
|
|
|
$
|
—
|
|
|
$
|
330,870
|
|
Goodwill
|
|
130,217
|
|
|
(23,877
|
)
|
|
106,340
|
|
|||
Intangible assets
|
|
191,230
|
|
|
13,000
|
|
|
204,230
|
|
|||
Other noncurrent assets
|
|
218,387
|
|
|
5,616
|
|
|
224,003
|
|
|||
Total assets
|
|
870,704
|
|
|
(5,261
|
)
|
|
865,443
|
|
|||
Liabilities assumed:
|
|
|
|
|
|
|
||||||
Current liabilities
|
|
92,438
|
|
|
(12,428
|
)
|
|
80,010
|
|
|||
Noncurrent liabilities
|
|
20,217
|
|
|
7,167
|
|
|
27,384
|
|
|||
Total liabilities
|
|
112,655
|
|
|
(5,261
|
)
|
|
107,394
|
|
|||
Fair value of net assets acquired, net of cash
|
|
$
|
758,049
|
|
|
$
|
—
|
|
|
$
|
758,049
|
|
December 31,
|
2019
|
|
2018
|
||||
Land and land improvements
|
$
|
22,269
|
|
|
$
|
20,951
|
|
Buildings and leasehold improvements
|
156,184
|
|
|
152,756
|
|
||
Machinery and equipment
|
371,324
|
|
|
342,422
|
|
||
Construction in progress
|
11,368
|
|
|
13,556
|
|
||
Property and equipment, gross
|
561,145
|
|
|
529,685
|
|
||
Accumulated depreciation and amortization
|
(245,718
|
)
|
|
(205,742
|
)
|
||
Property and equipment, net
|
$
|
315,427
|
|
|
$
|
323,943
|
|
|
|
Global Solutions
|
|
Global Products
|
|
Consolidated
|
||||||
|
|
|
|
|
|
|
||||||
Carrying amount of goodwill, January 1, 2018
|
|
$
|
469,013
|
|
|
$
|
217,951
|
|
|
$
|
686,964
|
|
Currency translation adjustments
|
|
—
|
|
|
(637
|
)
|
|
(637
|
)
|
|||
Acquisitions (see Note 4)
|
|
(4,933
|
)
|
|
130,364
|
|
|
125,431
|
|
|||
Carrying amount of goodwill, December 31, 2018
|
|
464,080
|
|
|
347,678
|
|
|
811,758
|
|
|||
Accumulated goodwill impairment, January 1, 2018
|
|
—
|
|
|
—
|
|
|
—
|
|
|||
Goodwill impairment charge
|
|
(180,175
|
)
|
|
(217,461
|
)
|
|
(397,636
|
)
|
|||
Accumulated goodwill impairment, December 31, 2018
|
|
(180,175
|
)
|
|
(217,461
|
)
|
|
(397,636
|
)
|
|||
Net carrying amount of goodwill, December 31, 2018
|
|
283,905
|
|
|
130,217
|
|
|
414,122
|
|
|||
Currency translation adjustments
|
|
—
|
|
|
2,936
|
|
|
2,936
|
|
|||
Acquisition (see Note 4)
|
|
—
|
|
|
(23,877
|
)
|
|
(23,877
|
)
|
|||
Net carrying amount of goodwill, December 31, 2019
|
|
$
|
283,905
|
|
|
$
|
109,276
|
|
|
$
|
393,181
|
|
|
2019
|
|
2018
|
||||||||||||||||||||
|
Customer
Relationships |
|
Tradenames
|
|
Other
Intangibles |
|
Customer
Relationships |
|
Tradenames
|
|
Other
Intangibles |
||||||||||||
Gross intangible assets
|
$
|
270,693
|
|
|
$
|
90,000
|
|
|
$
|
43,055
|
|
|
$
|
251,557
|
|
|
$
|
97,000
|
|
|
$
|
40,285
|
|
Accumulated amortization
|
(92,947
|
)
|
|
(16,520
|
)
|
|
(9,263
|
)
|
|
(62,283
|
)
|
|
(8,543
|
)
|
|
(3,841
|
)
|
||||||
Net intangible assets
|
$
|
177,746
|
|
|
$
|
73,480
|
|
|
$
|
33,792
|
|
|
$
|
189,274
|
|
|
$
|
88,457
|
|
|
$
|
36,444
|
|
Weighted average useful life
|
10 years
|
|
|
11 years
|
|
|
8 years
|
|
|
10 years
|
|
|
11 years
|
|
|
8 years
|
|
|
Classification
|
Year Ended December 31, 2019
|
||
Operating lease cost
|
DS&A Expenses
|
$
|
53,588
|
|
Finance lease cost:
|
|
|
||
Amortization of lease assets
|
DS&A Expenses
|
1,322
|
|
|
Interest on lease liabilities
|
Interest expense, net
|
1,189
|
|
|
Total finance lease cost
|
|
$
|
2,511
|
|
Short-term lease cost
|
DS&A Expenses
|
348
|
|
|
Variable lease cost
|
DS&A Expenses
|
16,415
|
|
|
Total lease cost
|
|
$
|
72,862
|
|
|
Classification
|
|
As of December 31, 2019
|
||
Assets:
|
|
|
|
||
Operating lease assets
|
Operating lease assets
|
|
$
|
142,219
|
|
Finance lease assets
|
Property and equipment, net
|
|
7,948
|
|
|
Total lease assets
|
|
|
$
|
150,167
|
|
Liabilities:
|
|
|
|
||
Current
|
|
|
|
||
Operating
|
Other current liabilities
|
|
$
|
31,568
|
|
Finance
|
Other current liabilities
|
|
1,014
|
|
|
Noncurrent
|
|
|
|
||
Operating
|
Operating lease liabilities, excluding current portion
|
|
117,080
|
|
|
Finance
|
Long-term debt, excluding current portion
|
|
11,692
|
|
|
Total lease liabilities
|
|
|
$
|
161,354
|
|
|
Year Ended December 31, 2019
|
|
||
Supplemental cash flow information
|
|
|
||
Cash paid for amounts included in the measurement of lease liabilities:
|
|
|
||
Operating cash flows from operating and finance leases
|
$
|
54,300
|
|
|
Financing cash flows from finance leases
|
$
|
1,205
|
|
|
|
|
|
||
Right-of-use assets obtained in exchange for new operating and finance lease liabilities
|
$
|
33,933
|
|
|
|
|
|
||
Weighted average remaining lease term (years)
|
|
|
||
Operating leases
|
5.1
|
|
|
|
Finance leases
|
8.8
|
|
|
|
|
|
|
||
Weighted average discount rate
|
|
|
||
Operating leases
|
11.9
|
%
|
|
|
Finance leases
|
9.7
|
%
|
|
|
Operating Leases
|
|
Finance Leases
|
|
Total
|
||||||
2020
|
$
|
46,658
|
|
|
$
|
2,139
|
|
|
$
|
48,797
|
|
2021
|
43,689
|
|
|
2,024
|
|
|
45,713
|
|
|||
2022
|
32,381
|
|
|
1,955
|
|
|
34,336
|
|
|||
2023
|
25,314
|
|
|
1,910
|
|
|
27,224
|
|
|||
2024
|
19,059
|
|
|
1,890
|
|
|
20,949
|
|
|||
Thereafter
|
33,675
|
|
|
8,408
|
|
|
42,083
|
|
|||
Total lease payments
|
200,776
|
|
|
18,326
|
|
|
219,102
|
|
|||
Less: Interest
|
(52,128
|
)
|
|
(5,620
|
)
|
|
(57,748
|
)
|
|||
Present value of lease liabilities
|
$
|
148,648
|
|
|
$
|
12,706
|
|
|
$
|
161,354
|
|
Year ended December 31,
|
2019
|
|
2018
|
||||
Global Solutions
|
$
|
9,133
|
|
|
$
|
13,932
|
|
Global Products
|
5,264
|
|
|
133
|
|
||
Total exit and realignment charges
|
$
|
14,397
|
|
|
$
|
14,065
|
|
|
|
Total(1)
|
||
Accrued exit and realignment charges, January 1, 2018
|
|
$
|
10,668
|
|
Provision for exit and realignment activities:
|
|
|
|
|
Severance
|
|
7,988
|
|
|
Information system restructuring costs
|
|
2,802
|
|
|
Other
|
|
3,383
|
|
|
Change in estimate
|
|
(108
|
)
|
|
Cash payments
|
|
(17,256
|
)
|
|
Accrued exit and realignment charges, December 31, 2018
|
|
7,477
|
|
|
Provision for exit and realignment activities:
|
|
|
|
|
Severance
|
|
6,008
|
|
|
Information system restructuring costs
|
|
2,531
|
|
|
Other
|
|
5,985
|
|
|
Change in estimate
|
|
(127
|
)
|
|
Cash payments
|
|
(13,712
|
)
|
|
Accrued exit and realignment charges, December 31, 2019
|
|
$
|
8,162
|
|
|
2019
|
|
2018
|
||||||||||||
December 31,
|
Carrying
Amount |
|
Estimated
Fair Value |
|
Carrying
Amount |
|
Estimated
Fair Value |
||||||||
3.875% Senior Notes, $238 million par value, maturing September 2021
|
$
|
236,234
|
|
|
$
|
229,356
|
|
|
$
|
273,577
|
|
|
$
|
207,001
|
|
4.375% Senior Notes, $275 million par value, maturing December 2024
|
273,978
|
|
|
212,086
|
|
|
272,972
|
|
|
174,859
|
|
||||
Term Loan A-1
|
206,521
|
|
|
209,375
|
|
|
231,847
|
|
|
231,847
|
|
||||
Term Loan A-2
|
170,899
|
|
|
173,675
|
|
|
190,575
|
|
|
190,575
|
|
||||
Term Loan B
|
480,337
|
|
|
442,217
|
|
|
483,327
|
|
|
385,284
|
|
||||
Revolver
|
177,900
|
|
|
177,900
|
|
|
210,100
|
|
|
210,100
|
|
||||
Finance leases and other
|
13,783
|
|
|
13,783
|
|
|
14,208
|
|
|
14,208
|
|
||||
Total debt
|
1,559,652
|
|
|
1,458,392
|
|
|
1,676,606
|
|
|
1,413,874
|
|
||||
Less current maturities
|
(51,237
|
)
|
|
(51,237
|
)
|
|
(28,688
|
)
|
|
(28,688
|
)
|
||||
Long-term debt
|
$
|
1,508,415
|
|
|
$
|
1,407,155
|
|
|
$
|
1,647,918
|
|
|
$
|
1,385,186
|
|
|
2019
|
|
2018
|
||||||||||
|
Number of
Shares |
|
Weighted
Average Grant-date Value Per Share |
|
Number of
Shares |
|
Weighted
Average Grant-date Value Per Share |
||||||
Nonvested awards at beginning of year
|
2,585
|
|
|
$
|
19.94
|
|
|
1,760
|
|
|
$
|
31.88
|
|
Granted
|
3,624
|
|
|
5.29
|
|
|
2,249
|
|
|
15.34
|
|
||
Vested
|
(729
|
)
|
|
18.90
|
|
|
(615
|
)
|
|
31.60
|
|
||
Forfeited
|
(965
|
)
|
|
11.86
|
|
|
(809
|
)
|
|
22.59
|
|
||
Nonvested awards at end of year
|
4,515
|
|
|
9.69
|
|
|
2,585
|
|
|
19.94
|
|
December 31,
|
2019
|
|
2018
|
||||
Change in benefit obligation
|
|
|
|
||||
Benefit obligation, beginning of year
|
$
|
48,163
|
|
|
$
|
53,274
|
|
Interest cost
|
1,858
|
|
|
1,674
|
|
||
Actuarial (gain) loss
|
7,075
|
|
|
(3,207
|
)
|
||
Benefits paid
|
(3,494
|
)
|
|
(3,578
|
)
|
||
Benefit obligation, end of year
|
$
|
53,602
|
|
|
$
|
48,163
|
|
Change in plan assets
|
|
|
|
||||
Fair value of plan assets, beginning of year
|
$
|
—
|
|
|
$
|
—
|
|
Employer contribution
|
3,494
|
|
|
3,578
|
|
||
Benefits paid
|
(3,494
|
)
|
|
(3,578
|
)
|
||
Fair value of plan assets, end of year
|
$
|
—
|
|
|
$
|
—
|
|
Funded status, end of year
|
$
|
(53,602
|
)
|
|
$
|
(48,163
|
)
|
Amounts recognized in the consolidated balance sheets
|
|
|
|
||||
Other current liabilities
|
$
|
(3,929
|
)
|
|
$
|
(3,410
|
)
|
Other liabilities
|
(49,672
|
)
|
|
(44,752
|
)
|
||
Accumulated other comprehensive loss
|
19,732
|
|
|
13,722
|
|
||
Net amount recognized
|
$
|
(33,869
|
)
|
|
$
|
(34,440
|
)
|
Accumulated benefit obligation
|
$
|
53,602
|
|
|
$
|
48,163
|
|
Weighted average assumptions used to determine benefit obligation
|
|
|
|
||||
Discount rate
|
2.75
|
%
|
|
4.00
|
%
|
||
Rate of increase in compensation levels
|
N/A
|
|
|
N/A
|
|
Year ended December 31,
|
2019
|
|
2018
|
||||
Interest cost
|
$
|
1,858
|
|
|
$
|
1,674
|
|
Recognized net actuarial loss
|
1,065
|
|
|
2,091
|
|
||
Net periodic benefit cost
|
$
|
2,923
|
|
|
$
|
3,765
|
|
Weighted average assumptions used to determine net periodic benefit cost
|
|
|
|
||||
Discount rate
|
4.00
|
%
|
|
3.25
|
%
|
||
Rate of increase in future compensation levels
|
N/A
|
|
|
N/A
|
|
Year ended December 31,
|
2019
|
|
2018
|
||||
Net actuarial loss
|
$
|
(19,732
|
)
|
|
$
|
(13,722
|
)
|
Deferred tax benefit
|
7,866
|
|
|
5,562
|
|
||
Amounts included in accumulated other comprehensive loss, net of tax
|
$
|
(11,866
|
)
|
|
$
|
(8,160
|
)
|
Year
|
|
||
2020
|
$
|
3,901
|
|
2021
|
3,734
|
|
|
2022
|
3,584
|
|
|
2023
|
3,436
|
|
|
2024
|
3,279
|
|
|
2025-2029
|
14,045
|
|
|
|
|
|
|
Derivative Assets
|
|
Derivative Liabilities
|
||||||||||
|
Notional Amount
|
|
Maturity Date
|
|
Classification
|
|
Fair Value
|
|
Classification
|
|
Fair Value
|
||||||
Cash flow hedges
|
|
|
|
|
|
|
|
|
|
|
|
||||||
Interest rate swaps
|
$
|
450,000
|
|
|
May 2022 and May 2025
|
|
Other assets, net
|
|
$
|
—
|
|
|
Other liabilities
|
|
$
|
17,436
|
|
|
|
|
|
|
Derivative Assets
|
|
Derivative Liabilities
|
||||||||||
|
Notional Amount
|
|
Maturity Date
|
|
Classification
|
|
Fair Value
|
|
Classification
|
|
Fair Value
|
||||||
Cash flow hedges
|
|
|
|
|
|
|
|
|
|
|
|
||||||
Interest rate swaps
|
$
|
450,000
|
|
|
May 2022 and May 2025
|
|
Other assets, net
|
|
$
|
—
|
|
|
Other liabilities
|
|
$
|
6,875
|
|
Foreign currency contracts
|
$
|
25,592
|
|
|
January 2019 - December 2019
|
|
Other assets, net
|
|
$
|
20
|
|
|
Other liabilities
|
|
$
|
—
|
|
|
|
|
|
|
|
|
|
|
|
|
|
||||||
Economic (non-designated) hedges
|
|
|
|
|
|
|
|
|
|
|
|
||||||
Foreign currency contracts
|
$
|
32,683
|
|
|
January 2019 - April 2019
|
|
Other assets, net
|
|
$
|
—
|
|
|
Other liabilities
|
|
$
|
198
|
|
|
Amount of Loss Recognized in Other Comprehensive Loss
|
Location of Loss Reclassified from Accumulated Other Comprehensive Loss into Income
|
Total Amount of Expense Line Items Presented in the Consolidated Statement of Operations in Which the Effects are Recorded
|
Amount of Gain/(Loss) Reclassified from Accumulated Other Comprehensive Loss into Income
|
||||||
Interest rate swaps
|
$
|
(12,983
|
)
|
Interest expense, net
|
$
|
(98,113
|
)
|
$
|
(2,423
|
)
|
Foreign currency contracts
|
$
|
(28
|
)
|
Cost of goods sold
|
$
|
(8,082,448
|
)
|
$
|
517
|
|
Year ended December 31,
|
2019
|
|
2018
|
||||
Income (loss) before income taxes:
|
|
|
|
||||
U.S.
|
$
|
(32,953
|
)
|
|
$
|
(419,964
|
)
|
Foreign
|
4,234
|
|
|
(7,130
|
)
|
||
Loss before income taxes
|
$
|
(28,719
|
)
|
|
$
|
(427,094
|
)
|
Year ended December 31,
|
2019
|
|
2018
|
||
Federal statutory rate
|
21.0
|
%
|
|
21.0
|
%
|
Increases (decreases) in the rate resulting from:
|
|
|
|
||
State income taxes, net of federal income tax impact
|
6.6
|
%
|
|
1.5
|
%
|
Foreign income taxes
|
(3.7
|
)%
|
|
(0.1
|
)%
|
Valuation allowance
|
(1.4
|
)%
|
|
—
|
%
|
Research and development credit
|
9.8
|
%
|
|
0.2
|
%
|
Uncertain tax positions
|
(5.0
|
)%
|
|
0.2
|
%
|
Tax Reform and other prior period adjustments
|
—
|
%
|
|
0.4
|
%
|
Restricted stock vestings
|
(6.7
|
)%
|
|
(0.2
|
)%
|
Goodwill and intangible asset impairment charges
|
—
|
%
|
|
(14.2
|
)%
|
Other
|
0.8
|
%
|
|
(1.2
|
)%
|
Effective income tax rate
|
21.4
|
%
|
|
7.6
|
%
|
December 31,
|
2019
|
2018
|
||||
Deferred tax assets:
|
|
|
||||
Employee benefit plans
|
$
|
26,401
|
|
$
|
24,733
|
|
Accrued liabilities not currently deductible
|
24,441
|
|
25,659
|
|
||
Finance charges
|
2,678
|
|
2,661
|
|
||
Lease liabilities
|
42,077
|
|
3,694
|
|
||
Allowance for losses on accounts receivable
|
4,157
|
|
3,890
|
|
||
Net operating loss carryforwards
|
8,394
|
|
9,098
|
|
||
Goodwill
|
—
|
|
1,048
|
|
||
Outside basis difference
|
12,408
|
|
—
|
|
||
Interest limitation
|
12,905
|
|
4,473
|
|
||
Derivatives
|
5,057
|
|
1,788
|
|
||
Other
|
10,611
|
|
7,797
|
|
||
Total deferred tax assets
|
149,129
|
|
84,841
|
|
||
Less: valuation allowances
|
(14,282
|
)
|
(1,473
|
)
|
||
Net deferred tax assets
|
134,847
|
|
83,368
|
|
||
Deferred tax liabilities:
|
|
|
||||
Merchandise inventories
|
42,872
|
|
44,015
|
|
||
Goodwill
|
296
|
|
—
|
|
||
Property and equipment
|
32,689
|
|
37,443
|
|
||
Right-of-use assets
|
39,043
|
|
—
|
|
||
Computer software
|
9,032
|
|
10,177
|
|
||
Insurance
|
1,082
|
|
767
|
|
||
Intangible assets
|
35,451
|
|
29,414
|
|
||
Withholding tax liabilities
|
6,965
|
|
7,963
|
|
||
Other
|
697
|
|
342
|
|
||
Total deferred tax liabilities
|
168,127
|
|
130,121
|
|
||
Net deferred tax liability
|
$
|
(33,280
|
)
|
$
|
(46,753
|
)
|
|
2019
|
|
2018
|
|||||||
Unrecognized tax benefits at January 1,
|
|
$
|
9,568
|
|
|
|
|
$
|
13,585
|
|
Increases for positions taken during current period
|
394
|
|
|
|
1,035
|
|
||||
Increases for positions taken during prior periods
|
1,629
|
|
|
|
29
|
|
||||
Decreases for positions taken during prior periods
|
—
|
|
|
|
(142
|
)
|
||||
Lapse of statute of limitations
|
(71
|
)
|
|
|
(4,939
|
)
|
||||
Unrecognized tax benefits at December 31,
|
|
$
|
11,520
|
|
|
|
|
$
|
9,568
|
|
Year ended December 31,
|
2019
|
|
2018
|
|
||||
Weighted average shares outstanding - basic and diluted
|
60,574
|
|
|
60,014
|
|
|
||
|
|
|
|
|
||||
Loss from continuing operations
|
$
|
(22,584
|
)
|
|
$
|
(394,665
|
)
|
|
Basic and diluted per share
|
$
|
(0.37
|
)
|
|
$
|
(6.58
|
)
|
|
|
|
|
|
|
||||
Loss from discontinued operations
|
$
|
(39,787
|
)
|
|
(42,347
|
)
|
|
|
Basic and diluted per share
|
$
|
(0.66
|
)
|
|
$
|
(0.70
|
)
|
|
|
|
|
|
|
||||
Net loss
|
$
|
(62,371
|
)
|
|
$
|
(437,012
|
)
|
|
Basic and diluted per share
|
$
|
(1.03
|
)
|
|
$
|
(7.28
|
)
|
|
|
|
|
|
|
|
Retirement Plans
|
|
Currency Translation Adjustments
|
|
Derivatives and Other
|
|
Total
|
||||||||
Accumulated other comprehensive loss, December 31, 2018
|
$
|
(8,146
|
)
|
|
$
|
(32,551
|
)
|
|
$
|
(4,915
|
)
|
|
$
|
(45,612
|
)
|
Other comprehensive income (loss) before reclassifications
|
(10,040
|
)
|
|
7,250
|
|
|
(13,011
|
)
|
|
(15,801
|
)
|
||||
Income tax
|
2,610
|
|
|
—
|
|
|
3,915
|
|
|
6,525
|
|
||||
Other comprehensive income (loss) before reclassifications, net of tax
|
(7,430
|
)
|
|
7,250
|
|
|
(9,096
|
)
|
|
(9,276
|
)
|
||||
Amounts reclassified from accumulated other comprehensive income (loss)
|
1,196
|
|
|
—
|
|
|
1,906
|
|
|
3,102
|
|
||||
Income tax
|
(311
|
)
|
|
—
|
|
|
(610
|
)
|
|
(921
|
)
|
||||
Amounts reclassified from accumulated other comprehensive income (loss), net of tax
|
885
|
|
|
—
|
|
|
1,296
|
|
|
2,181
|
|
||||
Other comprehensive income (loss)
|
(6,545
|
)
|
|
7,250
|
|
|
(7,800
|
)
|
|
(7,095
|
)
|
||||
Accumulated other comprehensive loss, December 31, 2019
|
$
|
(14,691
|
)
|
|
$
|
(25,301
|
)
|
|
$
|
(12,715
|
)
|
|
$
|
(52,707
|
)
|
|
Retirement Plans
|
|
Currency Translation Adjustments
|
|
Derivatives and Other
|
|
Total
|
||||||||
Accumulated other comprehensive income (loss), December 31, 2017
|
$
|
(12,066
|
)
|
|
$
|
(13,185
|
)
|
|
$
|
167
|
|
|
$
|
(25,084
|
)
|
Other comprehensive income (loss) before reclassifications
|
3,207
|
|
|
(19,366
|
)
|
|
(7,867
|
)
|
|
(24,026
|
)
|
||||
Income tax
|
(834
|
)
|
|
—
|
|
|
2,099
|
|
|
1,265
|
|
||||
Other comprehensive income (loss) before reclassifications, net of tax
|
2,373
|
|
|
(19,366
|
)
|
|
(5,768
|
)
|
|
(22,761
|
)
|
||||
Amounts reclassified from accumulated other comprehensive income (loss)
|
2,090
|
|
|
—
|
|
|
954
|
|
|
3,044
|
|
||||
Income tax
|
(543
|
)
|
|
—
|
|
|
(268
|
)
|
|
(811
|
)
|
||||
Amounts reclassified from accumulated other comprehensive income (loss), net of tax
|
1,547
|
|
|
—
|
|
|
686
|
|
|
2,233
|
|
||||
Other comprehensive income (loss)
|
3,920
|
|
|
(19,366
|
)
|
|
(5,082
|
)
|
|
(20,528
|
)
|
||||
Accumulated other comprehensive loss, December 31, 2018
|
$
|
(8,146
|
)
|
|
$
|
(32,551
|
)
|
|
$
|
(4,915
|
)
|
|
$
|
(45,612
|
)
|
Year ended December 31,
|
2019
|
|
2018
|
||||
Net revenue:
|
|
|
|
||||
Segment net revenue
|
|
|
|
||||
Global Solutions
|
$
|
8,243,867
|
|
|
$
|
8,767,549
|
|
Global Products
|
1,433,977
|
|
|
1,111,322
|
|
||
Total segment net revenue
|
9,677,844
|
|
|
9,878,871
|
|
||
Inter-segment net revenue
|
|
|
|
|
|||
Global Products
|
(466,905
|
)
|
|
(460,679
|
)
|
||
Total inter-segment net revenue
|
(466,905
|
)
|
|
(460,679
|
)
|
||
Consolidated net revenue
|
$
|
9,210,939
|
|
|
$
|
9,418,192
|
|
|
|
|
|
||||
Operating income (loss):
|
|
|
|
||||
Global Solutions
|
$
|
83,592
|
|
|
$
|
108,761
|
|
Global Products
|
65,054
|
|
|
75,688
|
|
||
Inter-segment eliminations
|
45
|
|
|
(3,014
|
)
|
||
Goodwill and intangible asset impairment charges
|
—
|
|
|
(413,945
|
)
|
||
Intangible amortization
|
(44,009
|
)
|
|
(35,132
|
)
|
||
Acquisition-related and exit and realignment charges
|
(30,050
|
)
|
|
(59,101
|
)
|
||
Other (1)
|
(1,481
|
)
|
|
(25,603
|
)
|
||
Consolidated operating income (loss)
|
$
|
73,151
|
|
|
$
|
(352,346
|
)
|
|
|
|
|
||||
Depreciation and amortization:
|
|
|
|
||||
Global Solutions
|
$
|
42,444
|
|
|
$
|
45,182
|
|
Global Products
|
54,302
|
|
|
38,217
|
|
||
Discontinued operations
|
19,932
|
|
|
18,528
|
|
||
Consolidated depreciation and amortization
|
$
|
116,678
|
|
|
$
|
101,927
|
|
|
|
|
|
||||
Capital expenditures:
|
|
|
|
||||
Global Solutions
|
$
|
10,987
|
|
|
$
|
38,169
|
|
Global Products
|
22,289
|
|
|
16,161
|
|
||
Discontinued operations
|
18,952
|
|
|
11,355
|
|
||
Consolidated capital expenditures
|
$
|
52,228
|
|
|
$
|
65,685
|
|
December 31,
|
2019
|
|
2018
|
||||
Total assets:
|
|
|
|
||||
Global Solutions
|
$
|
2,205,134
|
|
|
$
|
2,237,427
|
|
Global Products
|
930,937
|
|
|
1,051,662
|
|
||
Segment assets
|
3,136,071
|
|
|
3,289,089
|
|
||
Discontinued operations
|
439,983
|
|
|
418,391
|
|
||
Cash and cash equivalents
|
67,030
|
|
|
66,308
|
|
||
Consolidated total assets
|
$
|
3,643,084
|
|
|
$
|
3,773,788
|
|
Year ended December 31,
|
2019
|
|
2018
|
||||
Net revenue:
|
|
|
|
||||
United States
|
$
|
8,871,599
|
|
|
$
|
9,261,149
|
|
International
|
339,340
|
|
|
157,043
|
|
||
Consolidated net revenue
|
$
|
9,210,939
|
|
|
$
|
9,418,192
|
|
December 31,
|
2019
|
|
2018
|
||||
Long-lived assets:
|
|
|
|
||||
United States
|
$
|
632,643
|
|
|
$
|
582,667
|
|
International
|
153,604
|
|
|
193,322
|
|
||
Consolidated long-lived assets
|
$
|
786,247
|
|
|
$
|
775,989
|
|
Year ended December 31, 2019
|
Owens &
Minor, Inc.
|
|
Guarantor
Subsidiaries
|
|
Non-guarantor
Subsidiaries
|
|
Eliminations
|
|
Consolidated
|
||||||||||
Statements of Operations
|
|
|
|
|
|
|
|
|
|
||||||||||
Net revenue
|
$
|
—
|
|
|
$
|
9,135,401
|
|
|
$
|
956,217
|
|
|
$
|
(880,679
|
)
|
|
$
|
9,210,939
|
|
Cost of goods sold
|
—
|
|
|
8,066,842
|
|
|
895,851
|
|
|
(880,245
|
)
|
|
8,082,448
|
|
|||||
Gross margin
|
—
|
|
|
1,068,559
|
|
|
60,366
|
|
|
(434
|
)
|
|
1,128,491
|
|
|||||
Distribution, selling and administrative expenses
|
(1,056
|
)
|
|
909,263
|
|
|
118,549
|
|
|
(3,691
|
)
|
|
1,023,065
|
|
|||||
Goodwill and intangible asset impairment charges
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|||||
Acquisition-related and exit and realignment charges
|
—
|
|
|
24,757
|
|
|
5,293
|
|
|
—
|
|
|
30,050
|
|
|||||
Other operating (income) expense, net
|
(379
|
)
|
|
56,434
|
|
|
(53,830
|
)
|
|
—
|
|
|
2,225
|
|
|||||
Operating income (loss)
|
1,435
|
|
|
78,105
|
|
|
(9,646
|
)
|
|
3,257
|
|
|
73,151
|
|
|||||
Interest expense, net
|
(67,483
|
)
|
|
147,988
|
|
|
17,608
|
|
|
—
|
|
|
98,113
|
|
|||||
Other (income) expense, net
|
(1,173
|
)
|
|
2,003
|
|
|
2,927
|
|
|
—
|
|
|
3,757
|
|
|||||
Income (loss) from continuing operations before income taxes
|
70,091
|
|
|
(71,886
|
)
|
|
(30,181
|
)
|
|
3,257
|
|
|
(28,719
|
)
|
|||||
Income tax (benefit) provision
|
—
|
|
|
(5,207
|
)
|
|
(928
|
)
|
|
—
|
|
|
(6,135
|
)
|
|||||
Equity in earnings (loss) of subsidiaries
|
(92,675
|
)
|
|
(59,710
|
)
|
|
—
|
|
|
152,385
|
|
|
—
|
|
|||||
Income (loss) from continuing operations
|
(22,584
|
)
|
|
(126,389
|
)
|
|
(29,253
|
)
|
|
155,642
|
|
|
(22,584
|
)
|
|||||
Income (loss) from discontinued operations, net of tax
|
—
|
|
|
—
|
|
|
(39,787
|
)
|
|
—
|
|
|
(39,787
|
)
|
|||||
Net income (loss)
|
(22,584
|
)
|
|
(126,389
|
)
|
|
(69,040
|
)
|
|
155,642
|
|
|
(62,371
|
)
|
|||||
Other comprehensive income (loss), net of tax
|
(7,095
|
)
|
|
6,890
|
|
|
13,930
|
|
|
(20,820
|
)
|
|
(7,095
|
)
|
|||||
Comprehensive income (loss)
|
$
|
(29,679
|
)
|
|
$
|
(119,499
|
)
|
|
$
|
(55,110
|
)
|
|
$
|
134,822
|
|
|
$
|
(69,466
|
)
|
Year ended December 31, 2018
|
Owens &
Minor, Inc.
|
|
Guarantor
Subsidiaries
|
|
Non-guarantor
Subsidiaries
|
|
Eliminations
|
|
Consolidated
|
||||||||||
Statements of Operations
|
|
|
|
|
|
|
|
|
|
||||||||||
Net revenue
|
$
|
—
|
|
|
$
|
9,420,326
|
|
|
$
|
691,073
|
|
|
$
|
(693,207
|
)
|
|
$
|
9,418,192
|
|
Cost of goods sold
|
—
|
|
|
8,418,859
|
|
|
618,834
|
|
|
(690,027
|
)
|
|
8,347,666
|
|
|||||
Gross margin
|
—
|
|
|
1,001,467
|
|
|
72,239
|
|
|
(3,180
|
)
|
|
1,070,526
|
|
|||||
Distribution, selling and administrative expenses
|
(4,242
|
)
|
|
882,224
|
|
|
74,883
|
|
|
—
|
|
|
952,865
|
|
|||||
Goodwill and intangible asset impairment charges
|
—
|
|
|
180,006
|
|
|
233,939
|
|
|
—
|
|
|
413,945
|
|
|||||
Acquisition-related and exit and realignment charges
|
—
|
|
|
45,997
|
|
|
13,104
|
|
|
—
|
|
|
59,101
|
|
|||||
Other operating (income) expense, net
|
—
|
|
|
3,881
|
|
|
(6,920
|
)
|
|
—
|
|
|
(3,039
|
)
|
|||||
Operating income (loss)
|
4,242
|
|
|
(110,641
|
)
|
|
(242,767
|
)
|
|
(3,180
|
)
|
|
(352,346
|
)
|
|||||
Interest expense, net
|
21,896
|
|
|
58,265
|
|
|
(9,178
|
)
|
|
—
|
|
|
70,983
|
|
|||||
Other (income) expense, net
|
3,765
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
3,765
|
|
|||||
Income (loss) from continuing operations before income taxes
|
(21,419
|
)
|
|
(168,906
|
)
|
|
(233,589
|
)
|
|
(3,180
|
)
|
|
(427,094
|
)
|
|||||
Income tax (benefit) provision
|
(5,569
|
)
|
|
(31,285
|
)
|
|
4,425
|
|
|
—
|
|
|
(32,429
|
)
|
|||||
Equity in earnings (loss) of subsidiaries
|
(421,162
|
)
|
|
(90,771
|
)
|
|
—
|
|
|
511,933
|
|
|
—
|
|
|||||
Income (loss) from continuing operations
|
(437,012
|
)
|
|
(228,392
|
)
|
|
(238,014
|
)
|
|
508,753
|
|
|
(394,665
|
)
|
|||||
Income (loss) from discontinued operations, net of tax
|
—
|
|
|
—
|
|
|
(42,347
|
)
|
|
—
|
|
|
(42,347
|
)
|
|||||
Net income (loss)
|
(437,012
|
)
|
|
(228,392
|
)
|
|
(280,361
|
)
|
|
508,753
|
|
|
(437,012
|
)
|
|||||
Other comprehensive income (loss), net of tax
|
(20,528
|
)
|
|
(14,940
|
)
|
|
(18,873
|
)
|
|
33,813
|
|
|
(20,528
|
)
|
|||||
Comprehensive income (loss)
|
$
|
(457,540
|
)
|
|
$
|
(243,332
|
)
|
|
$
|
(299,234
|
)
|
|
$
|
542,566
|
|
|
$
|
(457,540
|
)
|
December 31, 2019
|
Owens &
Minor, Inc.
|
|
Guarantor
Subsidiaries
|
|
Non-guarantor
Subsidiaries
|
|
Eliminations
|
|
Consolidated
|
||||||||||
Balance Sheets
|
|
|
|
|
|
|
|
|
|
||||||||||
Assets
|
|
|
|
|
|
|
|
|
|
||||||||||
Current assets
|
|
|
|
|
|
|
|
|
|
||||||||||
Cash and cash equivalents
|
$
|
45,187
|
|
|
$
|
3,011
|
|
|
$
|
18,808
|
|
|
$
|
24
|
|
|
$
|
67,030
|
|
Accounts receivable, net
|
77
|
|
|
890,548
|
|
|
915,798
|
|
|
(1,131,717
|
)
|
|
674,706
|
|
|||||
Merchandise inventories
|
—
|
|
|
973,529
|
|
|
177,853
|
|
|
(5,190
|
)
|
|
1,146,192
|
|
|||||
Other current assets
|
180
|
|
|
69,761
|
|
|
78,319
|
|
|
(68,888
|
)
|
|
79,372
|
|
|||||
Current assets of discontinued operations
|
—
|
|
|
—
|
|
|
439,983
|
|
|
—
|
|
|
439,983
|
|
|||||
Total current assets
|
45,444
|
|
|
1,936,849
|
|
|
1,630,761
|
|
|
(1,205,771
|
)
|
|
2,407,283
|
|
|||||
Property and equipment, net
|
—
|
|
|
196,708
|
|
|
118,719
|
|
|
—
|
|
|
315,427
|
|
|||||
Operating lease assets, net
|
—
|
|
|
142,219
|
|
|
—
|
|
|
—
|
|
|
142,219
|
|
|||||
Goodwill, net
|
—
|
|
|
109,276
|
|
|
283,905
|
|
|
—
|
|
|
393,181
|
|
|||||
Intangible assets, net
|
—
|
|
|
198,392
|
|
|
86,626
|
|
|
—
|
|
|
285,018
|
|
|||||
Due from O&M and subsidiaries
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|||||
Advances to and investments in consolidated subsidiaries
|
1,608,017
|
|
|
363,122
|
|
|
—
|
|
|
(1,971,139
|
)
|
|
—
|
|
|||||
Other assets, net
|
5,948
|
|
|
824,349
|
|
|
27,750
|
|
|
(758,091
|
)
|
|
99,956
|
|
|||||
Total assets
|
$
|
1,659,409
|
|
|
$
|
3,770,915
|
|
|
$
|
2,147,761
|
|
|
$
|
(3,935,001
|
)
|
|
$
|
3,643,084
|
|
Liabilities and equity
|
|
|
|
|
|
|
|
|
|
||||||||||
Current liabilities
|
|
|
|
|
|
|
|
|
|
||||||||||
Accounts payable
|
$
|
—
|
|
|
$
|
1,558,074
|
|
|
$
|
391,386
|
|
|
$
|
(1,141,425
|
)
|
|
$
|
808,035
|
|
Accrued payroll and related liabilities
|
—
|
|
|
38,755
|
|
|
14,829
|
|
|
—
|
|
|
53,584
|
|
|||||
Other current liabilities
|
4,403
|
|
|
235,955
|
|
|
93,243
|
|
|
(102,572
|
)
|
|
231,029
|
|
|||||
Current liabilities of discontinued operations
|
—
|
|
|
—
|
|
|
323,511
|
|
|
—
|
|
|
323,511
|
|
|||||
Total current liabilities
|
4,403
|
|
|
1,832,784
|
|
|
822,969
|
|
|
(1,243,997
|
)
|
|
1,416,159
|
|
|||||
Long-term debt, excluding current portion
|
688,110
|
|
|
809,565
|
|
|
10,740
|
|
|
—
|
|
|
1,508,415
|
|
|||||
Due to O&M and subsidiaries
|
487,306
|
|
|
80,093
|
|
|
786,382
|
|
|
(1,353,781
|
)
|
|
—
|
|
|||||
Intercompany debt
|
—
|
|
|
816,785
|
|
|
752,105
|
|
|
(1,568,890
|
)
|
|
—
|
|
|||||
Operating Lease Liabilities, excluding current portion
|
—
|
|
|
117,080
|
|
|
—
|
|
|
—
|
|
|
117,080
|
|
|||||
Deferred income taxes
|
—
|
|
|
—
|
|
|
40,550
|
|
|
—
|
|
|
40,550
|
|
|||||
Other liabilities
|
17,436
|
|
|
64,612
|
|
|
16,658
|
|
|
20
|
|
|
98,726
|
|
|||||
Total liabilities
|
1,197,255
|
|
|
3,720,919
|
|
|
2,429,404
|
|
|
(4,166,648
|
)
|
|
3,180,930
|
|
|||||
Equity
|
|
|
|
|
|
|
|
|
|
||||||||||
Common stock
|
125,686
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
125,686
|
|
|||||
Paid-in capital
|
251,401
|
|
|
174,614
|
|
|
123,869
|
|
|
(298,483
|
)
|
|
251,401
|
|
|||||
Retained earnings (deficit)
|
137,774
|
|
|
(88,615
|
)
|
|
(388,676
|
)
|
|
477,291
|
|
|
137,774
|
|
|||||
Accumulated other comprehensive income (loss)
|
(52,707
|
)
|
|
(36,003
|
)
|
|
(16,836
|
)
|
|
52,839
|
|
|
(52,707
|
)
|
|||||
Total equity
|
462,154
|
|
|
49,996
|
|
|
(281,643
|
)
|
|
231,647
|
|
|
462,154
|
|
|||||
Total liabilities and equity
|
$
|
1,659,409
|
|
|
$
|
3,770,915
|
|
|
$
|
2,147,761
|
|
|
$
|
(3,935,001
|
)
|
|
$
|
3,643,084
|
|
December 31, 2018
|
Owens &
Minor, Inc.
|
|
Guarantor
Subsidiaries
|
|
Non-guarantor
Subsidiaries
|
|
Eliminations
|
|
Consolidated
|
||||||||||
Balance Sheets
|
|
|
|
|
|
|
|
|
|
||||||||||
Assets
|
|
|
|
|
|
|
|
|
|
||||||||||
Current assets
|
|
|
|
|
|
|
|
|
|
||||||||||
Cash and cash equivalents
|
$
|
37,254
|
|
|
$
|
5,294
|
|
|
$
|
23,760
|
|
|
$
|
—
|
|
|
$
|
66,308
|
|
Accounts receivable, net
|
—
|
|
|
804,638
|
|
|
415,944
|
|
|
(463,895
|
)
|
|
756,687
|
|
|||||
Merchandise inventories
|
—
|
|
|
1,060,083
|
|
|
218,401
|
|
|
(4,758
|
)
|
|
1,273,726
|
|
|||||
Other current assets
|
117
|
|
|
117,163
|
|
|
5,914
|
|
|
(1,268
|
)
|
|
121,926
|
|
|||||
Current assets of discontinued operations
|
—
|
|
|
—
|
|
|
319,930
|
|
|
—
|
|
|
319,930
|
|
|||||
Total current assets
|
37,371
|
|
|
1,987,178
|
|
|
983,949
|
|
|
(469,921
|
)
|
|
2,538,577
|
|
|||||
Property and equipment, net
|
—
|
|
|
201,055
|
|
|
122,888
|
|
|
—
|
|
|
323,943
|
|
|||||
Goodwill, net
|
—
|
|
|
414,122
|
|
|
—
|
|
|
—
|
|
|
414,122
|
|
|||||
Intangible assets, net
|
—
|
|
|
290,814
|
|
|
23,361
|
|
|
—
|
|
|
314,175
|
|
|||||
Due from O&M and subsidiaries
|
—
|
|
|
880,901
|
|
|
—
|
|
|
(880,901
|
)
|
|
—
|
|
|||||
Advances to and investments in consolidated subsidiaries
|
1,697,191
|
|
|
93,278
|
|
|
—
|
|
|
(1,790,469
|
)
|
|
—
|
|
|||||
Other assets, net
|
1,788
|
|
|
56,221
|
|
|
26,501
|
|
|
—
|
|
|
84,510
|
|
|||||
Other assets of discontinued operations
|
—
|
|
|
—
|
|
|
98,461
|
|
|
—
|
|
|
98,461
|
|
|||||
Total assets
|
$
|
1,736,350
|
|
|
$
|
3,923,569
|
|
|
$
|
1,255,160
|
|
|
$
|
(3,141,291
|
)
|
|
$
|
3,773,788
|
|
Liabilities and equity
|
|
|
|
|
|
|
|
|
|
||||||||||
Current liabilities
|
|
|
|
|
|
|
|
|
|
||||||||||
Accounts payable
|
$
|
—
|
|
|
$
|
1,190,283
|
|
|
$
|
350,272
|
|
|
$
|
(475,358
|
)
|
|
$
|
1,065,197
|
|
Accrued payroll and related liabilities
|
—
|
|
|
23,071
|
|
|
15,287
|
|
|
—
|
|
|
38,358
|
|
|||||
Other current liabilities
|
9,641
|
|
|
161,371
|
|
|
7,918
|
|
|
—
|
|
|
178,930
|
|
|||||
Current liabilities of discontinued operations
|
—
|
|
|
—
|
|
|
189,526
|
|
|
—
|
|
|
189,526
|
|
|||||
Total current liabilities
|
9,641
|
|
|
1,374,725
|
|
|
563,003
|
|
|
(475,358
|
)
|
|
1,472,011
|
|
|||||
Long-term debt, excluding current portion
|
595,856
|
|
|
1,040,664
|
|
|
11,398
|
|
|
—
|
|
|
1,647,918
|
|
|||||
Due to O&M and subsidiaries
|
605,558
|
|
|
—
|
|
|
67,900
|
|
|
(673,458
|
)
|
|
—
|
|
|||||
Intercompany debt
|
—
|
|
|
1,246,787
|
|
|
322,101
|
|
|
(1,568,888
|
)
|
|
—
|
|
|||||
Deferred income taxes
|
—
|
|
|
29,288
|
|
|
21,564
|
|
|
—
|
|
|
50,852
|
|
|||||
Other liabilities
|
6,876
|
|
|
51,366
|
|
|
19,448
|
|
|
—
|
|
|
77,690
|
|
|||||
Other liabilities of discontinued operations
|
—
|
|
|
—
|
|
|
6,898
|
|
|
—
|
|
|
6,898
|
|
|||||
Total liabilities
|
1,217,931
|
|
|
3,742,830
|
|
|
1,012,312
|
|
|
(2,717,704
|
)
|
|
3,255,369
|
|
|||||
Equity
|
|
|
|
|
|
|
|
|
|
||||||||||
Common stock
|
124,588
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
124,588
|
|
|||||
Paid-in capital
|
238,773
|
|
|
174,614
|
|
|
583,869
|
|
|
(758,483
|
)
|
|
238,773
|
|
|||||
Retained earnings (deficit)
|
200,670
|
|
|
37,777
|
|
|
(319,636
|
)
|
|
281,859
|
|
|
200,670
|
|
|||||
Accumulated other comprehensive income (loss)
|
(45,612
|
)
|
|
(31,652
|
)
|
|
(21,385
|
)
|
|
53,037
|
|
|
(45,612
|
)
|
|||||
Total equity
|
518,419
|
|
|
180,739
|
|
|
242,848
|
|
|
(423,587
|
)
|
|
518,419
|
|
|||||
Total liabilities and equity
|
$
|
1,736,350
|
|
|
$
|
3,923,569
|
|
|
$
|
1,255,160
|
|
|
$
|
(3,141,291
|
)
|
|
$
|
3,773,788
|
|
Year ended December 31, 2019
|
Owens &
Minor, Inc.
|
|
Guarantor
Subsidiaries
|
|
Non-guarantor
Subsidiaries
|
|
Eliminations
|
|
Consolidated
|
||||||||||
Statements of Cash Flows
|
|
|
|
|
|
|
|
|
|
||||||||||
Operating activities:
|
|
|
|
|
|
|
|
|
|
||||||||||
Net income (loss)
|
$
|
(22,584
|
)
|
|
$
|
(126,389
|
)
|
|
$
|
(69,040
|
)
|
|
$
|
155,642
|
|
|
$
|
(62,371
|
)
|
Adjustments to reconcile net income (loss) to cash (used for) provided by operating activities:
|
|
|
|
|
|
|
|
|
|
||||||||||
Equity in earnings of subsidiaries
|
92,675
|
|
|
59,710
|
|
|
—
|
|
|
(152,385
|
)
|
|
—
|
|
|||||
Depreciation and amortization
|
—
|
|
|
45,165
|
|
|
71,513
|
|
|
—
|
|
|
116,678
|
|
|||||
Share-based compensation expense
|
—
|
|
|
15,803
|
|
|
—
|
|
|
—
|
|
|
15,803
|
|
|||||
Impairment charges
|
—
|
|
|
—
|
|
|
32,112
|
|
|
|
|
32,112
|
|
||||||
Deferred income tax (benefit) expense
|
—
|
|
|
(7,725
|
)
|
|
(9,677
|
)
|
|
—
|
|
|
(17,402
|
)
|
|||||
Provision for losses on accounts receivable
|
—
|
|
|
(45
|
)
|
|
12,959
|
|
|
—
|
|
|
12,914
|
|
|||||
Change in operating right of use assets and lease liabilities
|
—
|
|
|
(226
|
)
|
|
(2,373
|
)
|
|
—
|
|
|
(2,599
|
)
|
|||||
Changes in operating assets and liabilities:
|
|
|
|
|
|
|
|
|
|
||||||||||
Accounts receivable
|
(77
|
)
|
|
(85,865
|
)
|
|
(518,355
|
)
|
|
667,823
|
|
|
63,526
|
|
|||||
Merchandise inventories
|
—
|
|
|
86,554
|
|
|
40,933
|
|
|
434
|
|
|
127,921
|
|
|||||
Accounts payable
|
—
|
|
|
367,791
|
|
|
62,645
|
|
|
(666,067
|
)
|
|
(235,631
|
)
|
|||||
Net change in other assets and liabilities
|
(243
|
)
|
|
(709,524
|
)
|
|
819,991
|
|
|
(5,423
|
)
|
|
104,801
|
|
|||||
Other, net
|
1,297
|
|
|
4,566
|
|
|
4,470
|
|
|
—
|
|
|
10,333
|
|
|||||
Cash provided by (used for) operating activities
|
71,068
|
|
|
(350,185
|
)
|
|
445,178
|
|
|
24
|
|
|
166,085
|
|
|||||
Investing activities:
|
|
|
|
|
|
|
|
|
|
||||||||||
Additions to property and equipment
|
—
|
|
|
(25,298
|
)
|
|
(17,121
|
)
|
|
—
|
|
|
(42,419
|
)
|
|||||
Additions to computer software
|
—
|
|
|
(7,978
|
)
|
|
(1,831
|
)
|
|
—
|
|
|
(9,809
|
)
|
|||||
Proceeds from sale of property and equipment
|
—
|
|
|
—
|
|
|
331
|
|
|
—
|
|
|
331
|
|
|||||
Cash used for investing activities
|
—
|
|
|
(33,276
|
)
|
|
(18,621
|
)
|
|
—
|
|
|
(51,897
|
)
|
|||||
Financing activities:
|
|
|
|
|
|
|
|
|
|
||||||||||
Change in intercompany advances
|
(19,558
|
)
|
|
465,972
|
|
|
(446,414
|
)
|
|
—
|
|
|
—
|
|
|||||
Repayments from revolving credit facility
|
—
|
|
|
(32,200
|
)
|
|
—
|
|
|
—
|
|
|
(32,200
|
)
|
|||||
Repayment of debt
|
(37,311
|
)
|
|
(48,281
|
)
|
|
—
|
|
|
—
|
|
|
(85,592
|
)
|
|||||
Financing costs paid
|
—
|
|
|
(4,313
|
)
|
|
—
|
|
|
—
|
|
|
(4,313
|
)
|
|||||
Cash dividends paid
|
(5,226
|
)
|
|
—
|
|
|
—
|
|
|
—
|
|
|
(5,226
|
)
|
|||||
Other, net
|
(1,040
|
)
|
|
—
|
|
|
(1,826
|
)
|
|
—
|
|
|
(2,866
|
)
|
|||||
Cash (used for) provided by financing activities
|
(63,135
|
)
|
|
381,178
|
|
|
(448,240
|
)
|
|
—
|
|
|
(130,197
|
)
|
|||||
Effect of exchange rate changes on cash, cash equivalents and restricted cash
|
—
|
|
|
—
|
|
|
(2,671
|
)
|
|
—
|
|
|
(2,671
|
)
|
|||||
Net increase (decrease) in cash and cash, cash equivalents and restricted cash
|
7,933
|
|
|
(2,283
|
)
|
|
(24,354
|
)
|
|
24
|
|
|
(18,680
|
)
|
|||||
Cash, cash equivalents and restricted cash at beginning of year
|
37,254
|
|
|
5,294
|
|
|
60,819
|
|
|
—
|
|
|
103,367
|
|
|||||
Cash, cash equivalents and restricted at end of year
|
$
|
45,187
|
|
|
$
|
3,011
|
|
|
$
|
36,465
|
|
|
$
|
24
|
|
|
$
|
84,687
|
|
Year ended December 31, 2018
|
Owens &
Minor, Inc.
|
|
Guarantor
Subsidiaries
|
|
Non-guarantor
Subsidiaries
|
|
Eliminations
|
|
Consolidated
|
||||||||||
Statements of Cash Flows
|
|
|
|
|
|
|
|
|
|
||||||||||
Operating activities:
|
|
|
|
|
|
|
|
|
|
||||||||||
Net income (loss)
|
$
|
(437,012
|
)
|
|
$
|
(228,392
|
)
|
|
$
|
(280,361
|
)
|
|
$
|
508,753
|
|
|
$
|
(437,012
|
)
|
Adjustments to reconcile net income to cash (used for) provided by operating activities:
|
|
|
|
|
|
|
|
|
|
||||||||||
Equity in earnings of subsidiaries
|
421,162
|
|
|
90,771
|
|
|
—
|
|
|
(511,933
|
)
|
|
—
|
|
|||||
Intercompany dividend
|
|
|
|
30,000
|
|
|
|
|
|
(30,000
|
)
|
|
—
|
|
|||||
Depreciation and amortization
|
—
|
|
|
45,096
|
|
|
56,831
|
|
|
—
|
|
|
101,927
|
|
|||||
Share-based compensation expense
|
—
|
|
|
16,376
|
|
|
—
|
|
|
—
|
|
|
16,376
|
|
|||||
Goodwill and intangible asset impairment charges
|
—
|
|
|
180,006
|
|
|
259,607
|
|
|
—
|
|
|
439,613
|
|
|||||
Provision for losses on accounts receivable
|
—
|
|
|
9,654
|
|
|
(224
|
)
|
|
—
|
|
|
9,430
|
|
|||||
Deferred income tax (benefit) expense
|
—
|
|
|
(31,435
|
)
|
|
(3,583
|
)
|
|
—
|
|
|
(35,018
|
)
|
|||||
Changes in operating assets and liabilities:
|
|
|
|
|
|
|
|
|
|
|
|||||||||
Accounts receivable
|
—
|
|
|
(113,989
|
)
|
|
(332,056
|
)
|
|
457,151
|
|
|
11,106
|
|
|||||
Merchandise inventories
|
—
|
|
|
81,330
|
|
|
(149,959
|
)
|
|
3,178
|
|
|
(65,451
|
)
|
|||||
Accounts payable
|
—
|
|
|
225,119
|
|
|
335,650
|
|
|
(468,590
|
)
|
|
92,179
|
|
|||||
Net change in other assets and liabilities
|
2,355
|
|
|
(29,825
|
)
|
|
(7,575
|
)
|
|
11,441
|
|
|
(23,604
|
)
|
|||||
Other, net
|
854
|
|
|
5,741
|
|
|
(552
|
)
|
|
—
|
|
|
6,043
|
|
|||||
Cash provided by (used for) operating activities
|
(12,641
|
)
|
|
280,452
|
|
|
(122,222
|
)
|
|
(30,000
|
)
|
|
115,589
|
|
|||||
Investing activities:
|
|
|
|
|
|
|
|
|
|
||||||||||
Acquisition, net of cash acquired
|
—
|
|
|
(751,834
|
)
|
|
—
|
|
|
—
|
|
|
(751,834
|
)
|
|||||
Additions to computer software and intangible assets
|
—
|
|
|
(15,076
|
)
|
|
(5,736
|
)
|
|
—
|
|
|
(20,812
|
)
|
|||||
Additions to property and equipment
|
—
|
|
|
(33,245
|
)
|
|
(11,628
|
)
|
|
—
|
|
|
(44,873
|
)
|
|||||
Proceeds from sale of property and equipment
|
—
|
|
|
1,429
|
|
|
261
|
|
|
—
|
|
|
1,690
|
|
|||||
Cash used for investing activities
|
—
|
|
|
(798,726
|
)
|
|
(17,103
|
)
|
|
—
|
|
|
(815,829
|
)
|
|||||
Financing activities:
|
|
|
|
|
|
|
|
|
|
||||||||||
Change in intercompany advances
|
87,295
|
|
|
(242,609
|
)
|
|
155,314
|
|
|
—
|
|
|
—
|
|
|||||
Intercompany dividend
|
—
|
|
|
—
|
|
|
(30,000
|
)
|
|
30,000
|
|
|
—
|
|
|||||
Proceeds from issuance of debt
|
—
|
|
|
695,750
|
|
|
—
|
|
|
—
|
|
|
695,750
|
|
|||||
Proceed from revolving credit facility
|
—
|
|
|
105,500
|
|
|
—
|
|
|
—
|
|
|
105,500
|
|
|||||
Repayment of debt
|
—
|
|
|
(16,250
|
)
|
|
—
|
|
|
—
|
|
|
(16,250
|
)
|
|||||
Financing costs paid
|
—
|
|
|
(28,512
|
)
|
|
—
|
|
|
—
|
|
|
(28,512
|
)
|
|||||
Cash dividends paid
|
(48,200
|
)
|
|
—
|
|
|
—
|
|
|
—
|
|
|
(48,200
|
)
|
|||||
Other, net
|
(2,900
|
)
|
|
(1,391
|
)
|
|
(2,926
|
)
|
|
—
|
|
|
(7,217
|
)
|
|||||
Cash provided by financing activities
|
36,195
|
|
|
512,488
|
|
|
122,388
|
|
|
30,000
|
|
|
701,071
|
|
|||||
Effect of exchange rate changes on cash and cash equivalents
|
—
|
|
|
—
|
|
|
(1,986
|
)
|
|
—
|
|
|
(1,986
|
)
|
|||||
Net increase (decrease) in cash and cash equivalents
|
23,554
|
|
|
(5,786
|
)
|
|
(18,923
|
)
|
|
—
|
|
|
(1,155
|
)
|
|||||
Cash and cash equivalents at beginning of year
|
13,700
|
|
|
11,080
|
|
|
79,742
|
|
|
—
|
|
|
104,522
|
|
|||||
Cash and cash equivalents at end of year
|
$
|
37,254
|
|
|
$
|
5,294
|
|
|
$
|
60,819
|
|
|
$
|
—
|
|
|
$
|
103,367
|
|
2.1
|
||
|
||
2.2
|
||
|
|
|
3.1
|
||
|
||
3.2
|
||
|
|
|
4.1
|
||
|
||
4.2
|
||
|
||
4.3
|
||
|
||
4.4
|
||
|
|
|
4.5
|
||
|
|
|
4.6
|
||
|
|
|
4.7
|
||
|
|
|
10.1
|
||
|
|
|
10.2
|
||
|
|
|
10.3
|
||
|
||
10.4
|
||
|
|
|
10.5
|
||
|
|
|
10.6
|
||
|
|
10.7
|
||
|
||
10.8
|
||
|
||
10.9
|
||
|
||
10.10
|
||
|
||
10.11
|
||
|
||
10.12
|
||
|
||
10.13
|
||
|
||
10.14
|
||
|
|
|
10.15
|
||
|
|
|
10.16
|
||
|
|
|
10.17
|
||
|
|
|
10.18
|
||
|
|
|
10.19
|
||
|
|
|
10.20
|
||
|
|
|
10.21
|
||
|
|
|
10.22
|
||
|
|
|
10.23
|
||
|
|
|
10.24
|
||
|
|
|
10.25
|
||
|
|
|
10.26
|
||
|
|
|
10.27
|
||
|
|
|
10.28
|
||
|
|
|
10.29
|
||
|
|
|
10.30
|
||
|
|
|
10.31
|
||
|
|
|
10.32
|
||
|
|
|
10.33
|
||
|
|
|
10.34
|
||
|
|
|
10.35
|
||
|
|
|
10.36
|
||
|
|
|
10.37
|
||
|
|
|
10.38
|
||
|
|
10.39
|
||
|
|
|
10.40
|
||
|
|
|
10.41
|
||
|
|
|
10.42
|
||
|
|
|
10.43
|
||
|
|
|
10.44
|
||
|
|
|
10.45
|
||
|
|
|
10.46
|
||
|
|
|
10.47
|
||
|
|
|
10.48
|
||
|
|
|
11.1
|
||
|
|
|
21.1
|
||
|
|
|
23.1
|
||
|
|
|
31.1
|
||
|
|
|
31.2
|
||
|
|
32.1
|
||
|
|
|
32.2
|
||
|
|
|
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
|
|
OWENS & MINOR, INC.
|
|
|
|
|
|
/s/ Edward A. Pesicka
|
|
Edward A. Pesicka
|
|
President & Chief Executive Officer
|
|
|
|
|
|
|
/s/ Edward A. Pesicka
|
|
/s/ Robert J. Henkel
|
Edward A. Pesicka
|
|
Robert J. Henkel
|
President & Chief Executive Officer
|
|
Director
|
|
|
|
|
|
|
/s/ Andrew G. Long
|
|
/s/ Mark F. McGettrick
|
Andrew G. Long
|
|
Mark F. McGettrick
|
Chief Financial Officer
|
|
Director
|
|
|
|
|
|
|
/s/ Robert C. Sledd
|
|
/s/ Eddie N. Moore, Jr.
|
Robert C. Sledd
|
|
Eddie N. Moore, Jr.
|
Chairman of the Board of Directors
|
|
Director
|
|
|
|
|
|
|
/s/ Mark Beck
|
|
/s/ Michael Riordan
|
Mark Beck
|
|
Michael Riordan
|
Director
|
|
Director
|
|
|
|
|
|
|
|
•
|
|
the rate of dividend, the time of payment and the dates from which any dividends shall be cumulative and the extent of participation rights, if any;
|
|
•
|
|
any right to vote with holders of shares of any other series or class and any right to vote as a class either generally or as a condition to specified corporate action, subject to certain limitations;
|
|
•
|
|
the price at which and the terms and conditions upon which shares may be redeemed;
|
|
•
|
|
the amount payable upon shares in the event of involuntary or voluntary liquidation;
|
|
•
|
|
sinking fund provisions of the redemption or purchase of shares, if any; and
|
|
•
|
|
the terms and conditions upon which shares may be converted, if the shares of any series are issued with the privilege of conversion.
|
Subsidiary
|
State of Incorporation/Organization
|
Country
|
Assumed Name
|
500 Expressway Drive South LLC
|
Delaware
|
USA
|
|
Access Diabetic Supply, L.L.C.
|
Florida
|
USA
|
AOM Healthcare Solutions
|
Access Respiratory Supply Inc
|
Florida
|
USA
|
|
AVID Medical, Inc.
|
Delaware
|
USA
|
|
Barista Acquisition I, LLC
|
Virginia
|
USA
|
|
Barista Acquisition II, LLC
|
Virginia
|
USA
|
|
Byram Healthcare Centers, Inc.
|
New Jersey
|
USA
|
|
Byram Holdings I, Inc.
|
New Jersey
|
USA
|
|
Clinical Care Services, L.L.C.
|
Utah
|
USA
|
|
Diabetes Specialty Center, L.L.C.
|
Utah
|
USA
|
|
Fusion 5 Inc.
|
Delaware
|
USA
|
|
GNB Associates, LLC
|
Virginia
|
USA
|
|
Halyard North Carolina, LLC
|
North Carolina
|
USA
|
|
Key Diabetes Supply Co.
|
Michigan
|
USA
|
AOM Healthcare Solutions
|
MAI Acquisition Corp.
|
Delaware
|
USA
|
|
Medegen Newco, LLC
|
Delaware
|
USA
|
|
Medical Action Industries, Inc.
|
Delaware
|
USA
|
|
Medical Supply Group, Inc.
|
Virginia
|
USA
|
|
O&M Byram Holdings, GP
|
Delaware
|
USA
|
|
O&M Funding LLC
|
Virginia
|
USA
|
|
O&M Halyard, Inc.
|
Virginia
|
USA
|
|
O&M Worldwide, LLC
|
Virginia
|
USA
|
|
OMSolutions International, Inc.
|
Virginia
|
USA
|
|
Owens & Minor Canada, Inc.
|
Virginia
|
USA
|
|
Owens & Minor Distribution, Inc.
|
Virginia
|
USA
|
OM Healthcare Logistics
|
Owens & Minor Global Resources, LLC
|
Virginia
|
USA
|
|
Owens & Minor Healthcare Supply, Inc.
|
Virginia
|
USA
|
|
Owens & Minor International Logistics, Inc.
|
Virginia
|
USA
|
|
Owens & Minor Medical, Inc.
|
Virginia
|
USA
|
|
Owens & Minor, Inc.
|
Virginia
|
USA
|
|
Owens & Minor, Inc. Executive Deferred Compensation Trust
|
Virginia
|
USA
|
|
Arabian Medical Products Manufacturing Company (19%)
|
N/A
|
Saudi Arabia
|
|
ArcRoyal Holdings Unlimited Company
|
N/A
|
Ireland
|
|
ArcRoyal Unlimited Company
|
N/A
|
Ireland
|
|
AVS Health Espana SL
|
N/A
|
Spain
|
|
Halyard Malaysia SND BHD
|
N/A
|
Malaysia
|
|
Healthcare Product Services Ltd.
|
N/A
|
United Kingdom
|
|
Healthcare Services Group Limited
|
N/A
|
United Kingdom
|
|
La Ada de Acuna, S. de R.L. de C.V
|
N/A
|
Mexico
|
|
MIRA Medsource (Malaysia) SDN. BHD.
|
N/A
|
Malaysia
|
|
Mira MEDsource (Shanghai) Co., LTD
|
N/A
|
China
|
|
Mira MEDsource Holding Company Limited
|
N/A
|
China
|
|
Movianto Belgium NV
|
N/A
|
Belgium
|
|
Movianto Ceska republika sro
|
N/A
|
Czech Republic
|
|
Movianto Deutschland GmbH
|
N/A
|
Germany
|
|
Movianto Espana SLU
|
N/A
|
Spain
|
|
Movianto France SAS
|
N/A
|
France
|
|
Movianto GmbH
|
N/A
|
Germany
|
|
Movianto Nordic ApS
|
N/A
|
Denmark
|
|
Movianto Polska SP ZOO
|
N/A
|
Poland
|
|
Movianto Portugal, Unipessoal LDA
|
N/A
|
Portugal
|
|
Movianto Schweiz GmbH
|
N/A
|
Switzerland
|
|
Movianto Slovensko sro
|
N/A
|
Slovak Republic
|
|
Movianto Transport Solutions Ltd.
|
N/A
|
United Kingdom
|
|
Movianto UK Ltd.
|
N/A
|
United Kingdom
|
|
Nalvest Limited
|
N/A
|
Jersey
|
|
O and M Halyard South Africa Pty Ltd
|
N/A
|
South Africa
|
|
O&M Brasil Consultoria Ltda
|
N/A
|
Brazil
|
|
O&M Halyard Australia PTY LTD
|
N/A
|
Australia
|
|
O&M Halyard Belgium
|
N/A
|
Belgium
|
|
O&M Halyard Canada ULC
|
N/A
|
Canada
|
|
O&M Halyard France
|
N/A
|
France
|
|
O&M Halyard Germany GmbH
|
N/A
|
Germany
|
|
O&M Halyard Health India Private Limited
|
N/A
|
India
|
|
O&M Halyard Honduras S.A. de C.V.
|
N/A
|
Honduras
|
|
O&M Halyard International Unlimited Company
|
N/A
|
Ireland
|
|
O&M Halyard Ireland Limited
|
N/A
|
Ireland
|
|
O&M Halyard Japan GK
|
N/A
|
Japan
|
|
O&M Halyard Mexico, S. DE R.L. DE C.V.
|
N/A
|
Mexico
|
|
O&M Halyard Netherlands B.V.
|
N/A
|
Netherlands
|
|
O&M Halyard Singapore PTE Ltd
|
N/A
|
Singapore
|
|
O&M Halyard UK Limited
|
N/A
|
United Kingdom
|
|
O&M Healthcare Italia S.R.L.
|
N/A
|
Italy
|
|
O&M International Healthcare C.V.
|
N/A
|
Netherlands
|
|
O&M-Movianto France Holdings S.A.S.
|
N/A
|
France
|
|
O&M-Movianto Nederland B.V.
|
N/A
|
Netherlands
|
|
O&M-Movianto UK Holdings Ltd.
|
N/A
|
United Kingdom
|
|
Owens & Minor Global Services Unlimited Company
|
N/A
|
Ireland
|
|
Owens & Minor International Unlimited Company
|
N/A
|
Ireland
|
|
Owens & Minor Ireland Unlimited Company
|
N/A
|
Ireland
|
|
Owens & Minor Jersey Holdings Limited
|
N/A
|
Jersey
|
|
Owens & Minor Jersey Unlimited
|
N/A
|
Jersey
|
|
Pharmacare Logistics Ltd.
|
N/A
|
United Kingdom
|
|
Rutherford Holdings C.V.
|
N/A
|
Netherlands
|
|
Safeskin Medical & Scientific (Thailand) Ltd.
|
N/A
|
Thailand
|
|
1.
|
I have reviewed this Annual Report on Form 10-K for the year ended December 31, 2019 of Owens & Minor, Inc.;
|
2.
|
Based on my knowledge, this report does not contain any untrue statement of a material fact or omit to state a material fact necessary to make the statements made, in light of the circumstances under which such statements were made, not misleading with respect to the period covered by this report;
|
3.
|
Based on my knowledge, the financial statements, and other financial information included in this report, fairly present in all material respects the financial condition, results of operations and cash flows of the registrant as of, and for, the periods presented in this report;
|
4.
|
The registrant’s other certifying officer and I are responsible for establishing and maintaining disclosure controls and procedures (as defined in Exchange Act Rules 13a-15(e) and 15d-15(e)) and internal control over financial reporting (as defined in Exchange Act Rules 13a-15(f) and 15d-15(f)) for the registrant and have:
|
a.
|
Designed such disclosure controls and procedures, or caused such disclosure controls and procedures to be designed under our supervision, to ensure that material information relating to the registrant, including its consolidated subsidiaries, is made known to us by others within those entities, particularly during the period in which this report is being prepared;
|
b.
|
Designed such internal control over financial reporting, or caused such internal control over financial reporting to be designed under our supervision, to provide reasonable assurance regarding the reliability of financial reporting and the preparation of financial statements for external purposes in accordance with generally accepted accounting principles;
|
c.
|
Evaluated the effectiveness of the registrant’s disclosure controls and procedures and presented in this report our conclusions about the effectiveness of the disclosure controls and procedures, as of the end of the period covered by this report based on such evaluation; and
|
d.
|
Disclosed in this report any change in the registrant’s internal control over financial reporting that occurred during the registrant’s most recent fiscal quarter (the registrant’s fourth fiscal quarter in the case of an annual report) that has materially affected, or is reasonably likely to materially affect, the registrant’s internal control over financial reporting; and
|
5.
|
The registrant’s other certifying officer and I have disclosed, based on our most recent evaluation of internal control over financial reporting, to the registrant’s auditors and the audit committee of the registrant’s board of directors (or persons performing the equivalent functions):
|
a.
|
All significant deficiencies and material weaknesses in the design or operation of internal control over financial reporting which are reasonably likely to adversely affect the registrant’s ability to record, process, summarize and report financial information; and
|
b.
|
Any fraud, whether or not material, that involves management or other employees who have a significant role in the registrant’s internal control over financial reporting.
|
Date: March 4, 2020
|
|
/s/ Edward A. Pesicka
|
|
Edward A. Pesicka
|
|
President & Chief Executive Officer
|
1.
|
I have reviewed this Annual Report on Form 10-K for the year ended December 31, 2019, of Owens & Minor, Inc.;
|
2.
|
Based on my knowledge, this report does not contain any untrue statement of a material fact or omit to state a material fact necessary to make the statements made, in light of the circumstances under which such statements were made, not misleading with respect to the period covered by this report;
|
3.
|
Based on my knowledge, the financial statements, and other financial information included in this report, fairly present in all material respects the financial condition, results of operations and cash flows of the registrant as of, and for, the periods presented in this report;
|
4.
|
The registrant’s other certifying officer and I are responsible for establishing and maintaining disclosure controls and procedures (as defined in Exchange Act Rules 13a-15(e) and 15d-15(e)) and internal control over financial reporting (as defined in Exchange Act Rules 13a-15(f) and 15d-15(f)) for the registrant and have:
|
a.
|
Designed such disclosure controls and procedures, or caused such disclosure controls and procedures to be designed under our supervision, to ensure that material information relating to the registrant, including its consolidated subsidiaries, is made known to us by others within those entities, particularly during the period in which this report is being prepared;
|
b.
|
Designed such internal control over financial reporting, or caused such internal control over financial reporting to be designed under our supervision, to provide reasonable assurance regarding the reliability of financial reporting and the preparation of financial statements for external purposes in accordance with generally accepted accounting principles;
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c.
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Evaluated the effectiveness of the registrant’s disclosure controls and procedures and presented in this report our conclusions about the effectiveness of the disclosure controls and procedures, as of the end of the period covered by this report based on such evaluation; and
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d.
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Disclosed in this report any change in the registrant’s internal control over financial reporting that occurred during the registrant’s most recent fiscal quarter (the registrant’s fourth fiscal quarter in the case of an annual report) that has materially affected, or is reasonably likely to materially affect, the registrant’s internal control over financial reporting; and
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5.
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The registrant’s other certifying officer and I have disclosed, based on our most recent evaluation of internal control over financial reporting, to the registrant’s auditors and the audit committee of the registrant’s board of directors (or persons performing the equivalent functions):
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a.
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All significant deficiencies and material weaknesses in the design or operation of internal control over financial reporting which are reasonably likely to adversely affect the registrant’s ability to record, process, summarize and report financial information; and
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b.
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Any fraud, whether or not material, that involves management or other employees who have a significant role in the registrant’s internal control over financial reporting.
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Date: March 4, 2020
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/s/ Andrew G. Long
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Andrew G. Long
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Chief Financial Officer
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(1)
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The Report fully complies with the requirements of Section 13(a) or 15(d) of the Securities Exchange Act of 1934, as amended; and
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(2)
|
The information contained in the Report fairly presents, in all material respects, the financial condition and results of operations of the Company.
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/s/ Edward A. Pesicka
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Edward A. Pesicka
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President & Chief Executive Officer
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Owens & Minor, Inc.
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March 4, 2020
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(1)
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The Report fully complies with the requirements of Section 13(a) or 15(d) of the Securities Exchange Act of 1934, as amended; and
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(2)
|
The information contained in the Report fairly presents, in all material respects, the financial condition and results of operations of the Company.
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/s/ Andrew G. Long
|
Andrew G. Long
|
Chief Financial Officer
|
Owens & Minor, Inc.
|
March 4, 2020
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