State of incorporation:
|
Delaware
|
|
I.R.S. Employer Identification No.
|
06-0495050
|
Address:
|
3001 Summer Street,
|
Stamford,
|
Connecticut
|
06926
|
|
|
Telephone Number:
|
(203)
|
356-5000
|
|
|
|
|
Title of Each Class
|
|
Trading Symbol(s)
|
|
Name of Each Exchange on Which Registered
|
Common Stock, $1 par value per share
|
|
PBI
|
|
New York Stock Exchange
|
Large accelerated filer
|
þ
|
Accelerated filer
|
o
|
Non-accelerated filer
|
o
|
Smaller reporting company
|
☐
|
Emerging growth company
|
☐
|
|
|
|
|
Page Number
|
PART I
|
|
|
Item 1.
|
||
Item 1A.
|
||
Item 1B.
|
||
Item 2.
|
||
Item 3.
|
||
Item 4.
|
||
PART II
|
|
|
Item 5.
|
||
Item 6.
|
||
Item 7.
|
||
Item 7A.
|
||
Item 8.
|
||
Item 9.
|
||
Item 9A.
|
||
Item 9B.
|
||
PART III
|
|
|
Item 10.
|
||
Item 11.
|
||
Item 12.
|
||
Item 13.
|
||
Item 14.
|
||
PART IV
|
|
|
Item 15.
|
||
Item 16.
|
||
|
|
|
•
|
declining physical mail volumes
|
•
|
the loss of, or significant changes to, our contractual relationship with the United States Postal Service (USPS) or changes in postal regulations in the U.S. or other major markets
|
•
|
our ability to continue to grow volumes, gain additional economies of scale and improve profitability within our Commerce Services group
|
•
|
a breach of security, including a future cyber-attack or other comparable event
|
•
|
our success in developing and marketing new products and services and obtaining regulatory approvals, if required
|
•
|
competitive factors, including pricing pressures, technological developments and the introduction of new products and services by competitors
|
•
|
the loss of some of our larger clients in our Commerce Services group
|
•
|
changes in labor conditions and transportation costs
|
•
|
expenses and potential impact on client relationships resulting from the October 2019 ransomware attack that affected the Company's operations
|
•
|
the continued availability and security of key information technology systems and the cost to comply with information security requirements and privacy laws
|
•
|
changes in global political conditions and international trade policies, including the imposition or expansion of trade tariffs
|
•
|
our success at managing relationships and costs with outsource providers of certain functions and operations
|
•
|
third-party suppliers' ability to provide products and services required by our clients
|
•
|
acts of nature, including pandemics and their potential effects on demand and supply chain
|
•
|
changes in banking regulations or the loss of our Industrial Bank charter
|
•
|
macroeconomic factors, including global and regional business conditions that adversely impact customer demand, foreign currency exchange rates and interest rates
|
•
|
the United Kingdom's (U.K.) recent exit from the European Union (Brexit)
|
•
|
our success at managing customer credit risk
|
•
|
capital market disruptions or credit rating downgrades that adversely impact our ability to access capital markets at reasonable costs
|
•
|
intellectual property infringement claims
|
•
|
the use of the postal system for transmitting harmful biological agents, illegal substances or other terrorist attacks
|
Name
|
|
Age
|
|
Title
|
|
Executive
Officer Since
|
Marc B. Lautenbach
|
|
58
|
|
President and Chief Executive Officer
|
|
2012
|
Jason C. Dies
|
|
50
|
|
Executive Vice President and President, Sending Technology Solutions
|
|
2017
|
Daniel J. Goldstein
|
|
58
|
|
Executive Vice President and Chief Legal Officer and Corporate Secretary
|
|
2010
|
Lila Snyder
|
|
47
|
|
Executive Vice President and President, Commerce Services
|
|
2016
|
Christoph Stehmann
|
|
57
|
|
Executive Vice President, International Sending Technology Solutions
|
|
2016
|
Stanley J. Sutula III
|
|
54
|
|
Executive Vice President and Chief Financial Officer
|
|
2017
|
Johnna G. Torsone
|
|
69
|
|
Executive Vice President and Chief Human Resources Officer
|
|
1993
|
•
|
difficulties in achieving anticipated benefits or synergies;
|
•
|
difficulties in integrating newly acquired businesses and operations, including combining product and service offerings and entering new markets, or reducing fixed costs previously associated with divested businesses;
|
•
|
the loss of key employees or clients of businesses acquired or divested;
|
•
|
significant charges for employee severance and other restructuring costs, legal, accounting and financial advisory fees; and
|
•
|
possible goodwill and asset impairment charges as divestitures and changes in our business model may adversely affect the recoverability of certain long-lived assets and valuation of our operating segments.
|
(1)
|
The sum of earnings per share may not equal the totals due to rounding.
|
•
|
Adopted ASC 842 using the modified retrospective transition approach of applying the standard at the beginning of the earliest comparative period presented in the financial statements. Accordingly, prior period financial results have been recast.
|
•
|
Completed the sale of our Software Solutions business, with the exception of the software business in Australia, which closed in January 2020, for approximately $700 million. The Software Solutions business is reported as a discontinued operation in our consolidated financial statements.
|
•
|
Recast our segment reporting to combine North America Mailing and International Mailing into the Sending Technology Solutions (SendTech Solutions) segment to reflect how we manage these operations and the products and services provided to our clients.
|
•
|
Sold the direct operations and moved to a dealer model in six smaller international markets within SendTech Solutions (Market Exits).
|
|
2019
|
2018
|
Change
|
|||||
Revenue
|
$
|
3,205,125
|
|
$
|
3,211,522
|
|
—
|
%
|
Segment earnings before interest and taxes (EBIT)
|
$
|
490,869
|
|
$
|
600,348
|
|
(18
|
)%
|
Income from continuing operations
|
$
|
40,149
|
|
$
|
181,705
|
|
(78
|
)%
|
Net income
|
$
|
194,609
|
|
$
|
241,811
|
|
(20
|
)%
|
Earnings per share from continuing operations - diluted
|
$
|
0.23
|
|
$
|
0.96
|
|
(76
|
)%
|
Net cash provided by operations
|
$
|
252,207
|
|
$
|
342,879
|
|
(26
|
)%
|
|
Revenue
|
|
% change
|
||||||||||||||||||||
|
Years Ended December 31,
|
|
Actual
|
|
Constant Currency
|
||||||||||||||||||
|
2019
|
|
2018
|
|
2017
|
|
2019
|
|
2018
|
|
2019
|
|
2018
|
||||||||||
Business services
|
$
|
1,710,801
|
|
|
$
|
1,566,470
|
|
|
$
|
1,071,021
|
|
|
9
|
%
|
|
46
|
%
|
|
9
|
%
|
|
46
|
%
|
Support services
|
506,187
|
|
|
552,472
|
|
|
581,474
|
|
|
(8
|
)%
|
|
(5
|
)%
|
|
(8
|
)%
|
|
(6
|
)%
|
|||
Financing
|
368,090
|
|
|
394,557
|
|
|
406,395
|
|
|
(7
|
)%
|
|
(3
|
)%
|
|
(6
|
)%
|
|
(3
|
)%
|
|||
Equipment sales
|
352,104
|
|
|
395,652
|
|
|
400,704
|
|
|
(11
|
)%
|
|
(1
|
)%
|
|
(10
|
)%
|
|
(2
|
)%
|
|||
Supplies
|
187,287
|
|
|
218,304
|
|
|
231,412
|
|
|
(14
|
)%
|
|
(6
|
)%
|
|
(13
|
)%
|
|
(7
|
)%
|
|||
Rentals
|
80,656
|
|
|
84,067
|
|
|
93,001
|
|
|
(4
|
)%
|
|
(10
|
)%
|
|
(3
|
)%
|
|
(10
|
)%
|
|||
Total revenue
|
$
|
3,205,125
|
|
|
$
|
3,211,522
|
|
|
$
|
2,784,007
|
|
|
—
|
%
|
|
15
|
%
|
|
—
|
%
|
|
15
|
%
|
|
Cost of Revenue
|
|||||||||||||||||||
|
Years Ended December 31,
|
|||||||||||||||||||
|
2019
|
|
2018
|
|
2017
|
|||||||||||||||
|
$
|
|
% of revenue
|
|
$
|
|
% of revenue
|
|
$
|
|
% of revenue
|
|||||||||
Cost of business services
|
$
|
1,389,569
|
|
|
81.2
|
%
|
|
$
|
1,233,105
|
|
|
78.7
|
%
|
|
$
|
770,018
|
|
|
71.9
|
%
|
Cost of support services
|
162,300
|
|
|
32.1
|
%
|
|
178,495
|
|
|
32.3
|
%
|
|
173,555
|
|
|
29.8
|
%
|
|||
Financing interest expense
|
44,648
|
|
|
12.1
|
%
|
|
44,376
|
|
|
11.2
|
%
|
|
46,178
|
|
|
11.4
|
%
|
|||
Cost of equipment sales
|
244,210
|
|
|
69.4
|
%
|
|
236,160
|
|
|
59.7
|
%
|
|
238,062
|
|
|
59.4
|
%
|
|||
Cost of supplies
|
49,882
|
|
|
26.6
|
%
|
|
60,960
|
|
|
27.9
|
%
|
|
66,302
|
|
|
28.7
|
%
|
|||
Cost of rentals
|
31,530
|
|
|
39.1
|
%
|
|
37,178
|
|
|
44.2
|
%
|
|
33,741
|
|
|
36.3
|
%
|
|||
Total cost of revenue
|
$
|
1,922,139
|
|
|
60.0
|
%
|
|
$
|
1,790,274
|
|
|
55.7
|
%
|
|
$
|
1,327,856
|
|
|
47.7
|
%
|
•
|
39% from the acquisition of Newgistics;
|
•
|
5% from growth in Global Ecommerce driven by higher revenue from shipping solutions, partially offset by lower cross-border revenue due to lower volumes; and
|
•
|
2% from higher volumes of mail processed in Presort Services.
|
|
Revenue
|
|
% change
|
||||||||||||||||||||
|
Years Ended December 31,
|
|
Actual
|
|
Constant Currency
|
||||||||||||||||||
|
2019
|
|
2018
|
|
2017
|
|
2019
|
|
2018
|
|
2019
|
|
2018
|
||||||||||
Global Ecommerce
|
$
|
1,151,510
|
|
|
$
|
1,022,862
|
|
|
$
|
552,242
|
|
|
13
|
%
|
|
85
|
%
|
|
13
|
%
|
|
85
|
%
|
Presort Services
|
529,588
|
|
|
515,795
|
|
|
497,901
|
|
|
3
|
%
|
|
4
|
%
|
|
3
|
%
|
|
4
|
%
|
|||
Commerce Services
|
1,681,098
|
|
|
1,538,657
|
|
|
1,050,143
|
|
|
9
|
%
|
|
47
|
%
|
|
10
|
%
|
|
46
|
%
|
|||
SendTech Solutions
|
1,524,027
|
|
|
1,672,865
|
|
|
1,733,864
|
|
|
(9
|
)%
|
|
(4
|
)%
|
|
(8
|
)%
|
|
(4
|
)%
|
|||
Total revenue
|
$
|
3,205,125
|
|
|
$
|
3,211,522
|
|
|
$
|
2,784,007
|
|
|
—
|
%
|
|
15
|
%
|
|
—
|
%
|
|
15
|
%
|
|
EBIT
|
||||||||||||||||
|
Years Ended December 31,
|
|
% change
|
||||||||||||||
|
2019
|
|
2018
|
|
2017
|
|
2019
|
|
2018
|
||||||||
Global Ecommerce
|
$
|
(70,146
|
)
|
|
$
|
(32,379
|
)
|
|
$
|
(17,899
|
)
|
|
>(100)%
|
|
|
(81
|
)%
|
Presort Services
|
70,693
|
|
|
73,768
|
|
|
97,506
|
|
|
(4
|
)%
|
|
(24
|
)%
|
|||
Commerce Services
|
547
|
|
|
41,389
|
|
|
79,607
|
|
|
(99
|
)%
|
|
(48
|
)%
|
|||
SendTech Solutions
|
490,322
|
|
|
558,959
|
|
|
553,266
|
|
|
(12
|
)%
|
|
1
|
%
|
|||
Total segment EBIT
|
$
|
490,869
|
|
|
$
|
600,348
|
|
|
$
|
632,873
|
|
|
(18
|
)%
|
|
(5
|
)%
|
•
|
2% from Market Exits;
|
•
|
2% from lower equipment sales primarily due to lower sales in mailing finishing products and a longer installation period due to a higher mix of solutions sold with our equipment relative to the prior year;
|
•
|
2% from lower support services and 1% from lower supplies due to a declining meter population; and
|
•
|
1% from lower financing fees.
|
•
|
2% from a decline in support services revenue related to a worldwide decline in our meter population;
|
•
|
1% from lower supplies; and
|
•
|
1% from lower financing revenue.
|
|
Years Ended December 31,
|
||||||||||
|
2019
|
|
2018
|
|
2017
|
||||||
Net cash provided by operating activities
|
$
|
252,207
|
|
|
$
|
342,879
|
|
|
$
|
454,158
|
|
Net cash provided by (used in) investing activities
|
489,567
|
|
|
309,127
|
|
|
(621,365
|
)
|
|||
Net cash (used in) provided by financing activities
|
(686,640
|
)
|
|
(766,419
|
)
|
|
367,747
|
|
|||
Effect of exchange rate changes on cash and cash equivalents
|
2,046
|
|
|
(25,381
|
)
|
|
43,959
|
|
|||
Change in cash and cash equivalents
|
$
|
57,180
|
|
|
$
|
(139,794
|
)
|
|
$
|
244,499
|
|
•
|
Repaid the $150 million term loan due November 2019, the remaining balance of the $200 million term loan due September 2020 and the $300 million term loan due December 2020;
|
•
|
Redeemed the $300 million September 2020 Notes;
|
•
|
Secured a new five-year $400 million secured term loan due November 2024 (the 2024 Term Loan); and
|
•
|
Replaced our $1 billion revolving credit facility scheduled to mature in January 2021 with a $500 million secured revolving credit facility that expires in November 2024 (the Credit Facility). As of December 31, 2019, we have not drawn upon the Credit Facility.
|
|
Payments due in
|
||||||||||||||||||
|
Total
|
|
2020
|
|
2021-2022
|
|
2023-2024
|
|
After 2024
|
||||||||||
Debt maturities
|
$
|
2,766
|
|
|
$
|
20
|
|
|
$
|
1,050
|
|
|
$
|
1,235
|
|
|
$
|
461
|
|
Interest payments on debt (1)
|
1,029
|
|
|
137
|
|
|
230
|
|
|
121
|
|
|
541
|
|
|||||
Noncancelable operating lease obligations
|
272
|
|
|
48
|
|
|
76
|
|
|
50
|
|
|
98
|
|
|||||
Purchase obligations (2)
|
163
|
|
|
160
|
|
|
3
|
|
|
—
|
|
|
—
|
|
|||||
Pension plan contributions (3)
|
19
|
|
|
19
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|||||
Retiree medical payments (4)
|
126
|
|
|
16
|
|
|
30
|
|
|
26
|
|
|
54
|
|
|||||
Total
|
$
|
4,375
|
|
|
$
|
400
|
|
|
$
|
1,389
|
|
|
$
|
1,432
|
|
|
$
|
1,154
|
|
(1)
|
Assumes all debt is held to maturity.
|
(2)
|
Includes unrecorded agreements to purchase goods and services that are enforceable and legally binding upon us and that specify all significant terms, including fixed or minimum quantities to be purchased; fixed, minimum or variable price provisions; and the approximate timing of the transaction. Purchase obligations exclude agreements that are cancelable without penalty.
|
(3)
|
Represents the contributions we anticipate making to our pension plans during 2020. We will assess our funding alternatives as the year progresses and this amount is subject to change.
|
(4)
|
Our retiree health benefit plans are unfunded plans and cash contributions are made to cover medical claims. The amounts reported in the above table represent our estimate of future payments.
|
Plan Category
|
|
(a)
Number of securities to be issued upon exercise of outstanding options, warrants and rights
|
|
(b)
Weighted-average exercise price of outstanding options, warrants and rights
|
|
(c)
Number of securities remaining available for future issuance under equity compensation plans excluding securities reflected in column (a)
|
|||
Equity compensation plans approved by security holders
|
|
12,822,684
|
|
|
$14.08
|
|
16,668,426
|
|
|
Equity compensation plans not approved by security holders
|
|
—
|
|
|
—
|
|
|
—
|
|
Total
|
|
12,822,684
|
|
|
$14.08
|
|
16,668,426
|
|
(a)(1) Consolidated Financial Statements and Schedules
|
Page Number in Form 10-K
|
Consolidated Statements of Income for the years ended December 31, 2019, 2018 and 2017
|
|
Consolidated Statements of Comprehensive Income for the years ended December 31, 2019, 2018 and 2017
|
|
Consolidated Balance Sheets at December 31, 2019 and 2018
|
|
Consolidated Statements of Cash Flows for the years ended December 31, 2019, 2018 and 2017
|
|
Consolidated Statements of Stockholders' Equity for the years ended December 31, 2019, 2018 and 2017
|
|
Notes to Consolidated Financial Statements
|
|
Schedule II - Valuation and Qualifying Accounts and Reserves for the years ended December 31, 2019, 2018 and 2017
|
(a)(2)
|
Exhibits
|
Reg. S-K
exhibits
|
Description
|
Status or incorporation by reference
|
3(a)
|
Amended and Restated Certificate of Incorporation of Pitney Bowes Inc.
|
|
3(b)
|
Pitney Bowes Inc. Amended and Restated By-laws (effective May 10, 2013)
|
|
4(a)
|
Form of Indenture between the Company and SunTrust Bank, as Trustee
|
|
4(b)
|
Supplemental Indenture No. 1 dated April 18, 2003 between the Company and SunTrust Bank, as Trustee
|
|
4(d)
|
First Supplemental Indenture, by and among Pitney Bowes Inc., The Bank of New York, and Citibank, N.A., to the Indenture, dated as of February 14, 2005, by and between the Company and Citibank
|
|
10(a) *
|
Retirement Plan for Directors of Pitney Bowes Inc.
|
|
10(b.3) *
|
Pitney Bowes Inc. Directors' Stock Plan (Amended and Restated effective May 12, 2014)
|
|
10(c) *
|
Pitney Bowes Stock Plan (as amended and restated as of January 1, 2002)
|
|
10(d) *
|
Pitney Bowes Inc. 2007 Stock Plan (as amended November 7, 2009)
|
|
10(e) *
|
Pitney Bowes Inc. Key Employees' Incentive Plan (as amended and restated February 4, 2019)
|
|
10(f) *
|
Pitney Bowes Severance Plan (as amended and restated as of January 1, 2008)
|
|
10(g) *
|
Pitney Bowes Senior Executive Severance Policy (as amended and restated as of February 4, 2019)
|
|
10(h) *
|
Pitney Bowes Inc. Deferred Incentive Savings Plan for the Board of Directors, as amended and restated effective January 1, 2009
|
|
10(i) *
|
Pitney Bowes Inc. Deferred Incentive Savings Plan as amended and restated effective January 1, 2009
|
Reg. S-K
exhibits |
Description
|
Status or incorporation by reference
|
10(j) *
|
Pitney Bowes Inc. 1998 U.K. S.A.Y.E. Stock Option Plan
|
|
10(k) *
|
Form of Long Term Incentive Award Agreement
|
|
10(m)*
|
Pitney Bowes Director Equity Deferral plan dated November 8, 2013 (effective May 12, 2014)
|
|
10(o)*
|
Pitney Bowes Executive Equity Deferral Plan dated November 7, 2014
|
|
10(p)*
|
Pitney Bowes Inc. 2013 Stock Plan
|
|
10(q)*
|
Amended and Restated Pitney Bowes Inc. 2018 Stock Plan
|
|
10(r)
|
Credit Agreement, dated as of November 1, 2019 (the "Credit Agreement"), among the company, the lenders and issuing banks party thereto and JPMorgan Chase Bank, N.A., as administrative agent.
|
|
2.1
|
Stock and Asset Purchase Agreement, dated as of August 23, 2019, between Pitney Bowes Inc. and Starfish Parent LP*
|
|
2.2
|
Amendment to Stock and Asset Purchase Agreement, dated as of December 2, 2019, between Pitney Bowes Inc. and Starfish Parent LP*
|
|
4
|
Description of Registered Securities
|
|
21
|
Subsidiaries of the registrant
|
|
23
|
Consent of independent registered accounting firm
|
|
31.1
|
Certification of Chief Executive Officer Pursuant to Rules 13a-14(a) and 15d-14(a) under the Securities Exchange Act of 1934, as amended.
|
|
31.2
|
Certification of Chief Financial Officer Pursuant to Rules 13a-14(a) and 15d-14(a) under the Securities Exchange Act of 1934, as amended.
|
|
32.1
|
Certification of Chief Executive Officer Pursuant to 18 U.S.C. Section 1350
|
|
32.2
|
Certification of Chief Financial Officer Pursuant to 18 U.S.C. Section 1350
|
|
101.SCH
|
XBRL Taxonomy Extension Schema Document
|
|
101.CAL
|
XBRL Taxonomy Calculation Linkbase Document
|
|
101.DEF
|
XBRL Taxonomy Definition Linkbase Document
|
|
101.LAB
|
XBRL Taxonomy Label Linkbase Document
|
|
101.PRE
|
XBRL Taxonomy Presentation Linkbase Document
|
|
104
|
The cover page from the Company's Annual Report on Form 10-K for the year ended December 31, 2019, formatted in Inline XBRL (included as Exhibit 101).
|
|
Signature
|
|
Title
|
|
Date
|
|
|
|
|
|
/s/ Marc B. Lautenbach
Marc B. Lautenbach
|
|
President and Chief Executive Officer - Director
|
|
February 20, 2020
|
/s/ Stanley J. Sutula III
Stanley J. Sutula III |
|
Executive Vice President, Chief Financial Officer (Principal Financial Officer)
|
|
February 20, 2020
|
/s/ Joseph R. Catapano
Joseph R. Catapano
|
|
Vice President, Chief Accounting Officer (Principal Accounting Officer)
|
|
February 20, 2020
|
/s/ Michael I. Roth
Michael I. Roth
|
|
Non-Executive Chairman - Director
|
|
February 20, 2020
|
/s/ Anne M. Busquet
Anne M. Busquet
|
|
Director
|
|
February 20, 2020
|
/s/ Robert M. Dutkowsky
Robert M. Dutkowsky
|
|
Director
|
|
February 20, 2020
|
/s/ Anne Sutherland Fuchs
Anne Sutherland Fuchs
|
|
Director
|
|
February 20, 2020
|
/s/ Mary J. Steele Guilfoile
Mary J. Steele Guilfoile
|
|
Director
|
|
February 20, 2020
|
/s/ S. Douglas Hutcheson
S. Douglas Hutcheson
|
|
Director
|
|
February 20, 2020
|
/s/ Linda S. Sanford
Linda S. Sanford
|
|
Director
|
|
February 20, 2020
|
/s/ David L. Shedlarz
David L. Shedlarz
|
|
Director
|
|
February 20, 2020
|
|
|
Page Number
|
|
|
|
Consolidated Financial Statements of Pitney Bowes Inc.
|
|
|
|
Consolidated Statements of Income for the years ended December 31, 2019, 2018 and 2017
|
|
|
Consolidated Statements of Comprehensive Income for the years ended December 31, 2019, 2018 and 2017
|
|
|
Consolidated Balance Sheets at December 31, 2019 and 2018
|
|
|
Consolidated Statements of Cash Flows for the years ended December 31, 2019, 2018 and 2017
|
|
|
Consolidated Statements of Stockholders' Equity (Deficit) for the years ended December 31, 2019, 2018 and 2017
|
|
|
||
Financial Statement Schedule
|
|
|
|
Schedule II - Valuation and Qualifying Accounts and Reserves for the years ended December 31, 2019, 2018 and 2017
|
|
Years Ended December 31,
|
||||||||||
|
2019
|
|
2018
|
|
2017
|
||||||
Revenue:
|
|
|
|
|
|
|
|
||||
Business services
|
$
|
1,710,801
|
|
|
$
|
1,566,470
|
|
|
$
|
1,071,021
|
|
Support services
|
506,187
|
|
|
552,472
|
|
|
581,474
|
|
|||
Financing
|
368,090
|
|
|
394,557
|
|
|
406,395
|
|
|||
Equipment sales
|
352,104
|
|
|
395,652
|
|
|
400,704
|
|
|||
Supplies
|
187,287
|
|
|
218,304
|
|
|
231,412
|
|
|||
Rentals
|
80,656
|
|
|
84,067
|
|
|
93,001
|
|
|||
Total revenue
|
3,205,125
|
|
|
3,211,522
|
|
|
2,784,007
|
|
|||
Costs and expenses:
|
|
|
|
|
|
|
|
||||
Cost of business services
|
1,389,569
|
|
|
1,233,105
|
|
|
770,018
|
|
|||
Cost of support services
|
162,300
|
|
|
178,495
|
|
|
173,555
|
|
|||
Financing interest expense
|
44,648
|
|
|
44,376
|
|
|
46,178
|
|
|||
Cost of equipment sales
|
244,210
|
|
|
236,160
|
|
|
238,062
|
|
|||
Cost of supplies
|
49,882
|
|
|
60,960
|
|
|
66,302
|
|
|||
Cost of rentals
|
31,530
|
|
|
37,178
|
|
|
33,741
|
|
|||
Selling, general and administrative
|
1,003,989
|
|
|
1,002,935
|
|
|
1,029,494
|
|
|||
Research and development
|
51,258
|
|
|
58,523
|
|
|
60,857
|
|
|||
Restructuring charges and asset impairments, net
|
69,606
|
|
|
25,899
|
|
|
44,849
|
|
|||
Interest expense, net
|
110,910
|
|
|
115,381
|
|
|
117,984
|
|
|||
Other components of net pension and postretirement cost
|
(4,225
|
)
|
|
22,425
|
|
|
5,413
|
|
|||
Other expense
|
24,306
|
|
|
7,964
|
|
|
3,856
|
|
|||
Total costs and expenses
|
3,177,983
|
|
|
3,023,401
|
|
|
2,590,309
|
|
|||
Income from continuing operations before income taxes
|
27,142
|
|
|
188,121
|
|
|
193,698
|
|
|||
(Benefit) provision for income taxes
|
(13,007
|
)
|
|
6,416
|
|
|
13,659
|
|
|||
Income from continuing operations
|
40,149
|
|
|
181,705
|
|
|
180,039
|
|
|||
Income from discontinued operations, net of tax
|
154,460
|
|
|
60,106
|
|
|
63,489
|
|
|||
Net income
|
$
|
194,609
|
|
|
$
|
241,811
|
|
|
$
|
243,528
|
|
Basic earnings per share attributable to common stockholders (1):
|
|
|
|
|
|
|
|
||||
Continuing operations
|
$
|
0.23
|
|
|
$
|
0.97
|
|
|
$
|
0.97
|
|
Discontinued operations
|
0.88
|
|
|
0.32
|
|
|
0.34
|
|
|||
Net income
|
$
|
1.10
|
|
|
$
|
1.29
|
|
|
$
|
1.31
|
|
Diluted earnings per share attributable to common stockholders (1):
|
|
|
|
|
|
|
|
||||
Continuing operations
|
$
|
0.23
|
|
|
$
|
0.96
|
|
|
$
|
0.96
|
|
Discontinued operations
|
0.87
|
|
|
0.32
|
|
|
0.34
|
|
|||
Net income
|
$
|
1.10
|
|
|
$
|
1.28
|
|
|
$
|
1.30
|
|
(1)
|
The sum of the earnings per share amounts may not equal the totals due to rounding.
|
|
Years Ended December 31,
|
||||||||||
|
2019
|
|
2018
|
|
2017
|
||||||
Net income
|
$
|
194,609
|
|
|
$
|
241,811
|
|
|
$
|
243,528
|
|
Other comprehensive income (loss), net of tax:
|
|
|
|
|
|
||||||
Foreign currency translations, net of tax of $3,071 in 2019 and $(4,992) in 2018
|
75,319
|
|
|
(52,299
|
)
|
|
103,624
|
|
|||
Net unrealized gain on cash flow hedges, net of tax of $49, $232, and $678, respectively
|
146
|
|
|
684
|
|
|
1,079
|
|
|||
Net unrealized gain (loss) on available for sale securities, net of tax of $1,970, $(1,545), and $944, respectively
|
5,910
|
|
|
(5,002
|
)
|
|
1,477
|
|
|||
Adjustments to pension and postretirement plans, net of tax of ($1,270), $(13,508), and $3,089, respectively
|
(845
|
)
|
|
(46,170
|
)
|
|
12,185
|
|
|||
Amortization of pension and postretirement costs, net of tax of $9,497, $21,675, and $13,936, respectively
|
28,288
|
|
|
64,999
|
|
|
26,828
|
|
|||
Other comprehensive income (loss), net of tax
|
108,818
|
|
|
(37,788
|
)
|
|
145,193
|
|
|||
Comprehensive income
|
$
|
303,427
|
|
|
$
|
204,023
|
|
|
$
|
388,721
|
|
|
December 31, 2019
|
|
December 31, 2018
|
||||
ASSETS
|
|
|
|
|
|
||
Current assets:
|
|
|
|
|
|
||
Cash and cash equivalents
|
$
|
924,442
|
|
|
$
|
867,262
|
|
Short-term investments
|
115,879
|
|
|
59,391
|
|
||
Accounts and other receivables (net of allowance of $17,830 and $17,443 respectively)
|
373,471
|
|
|
371,797
|
|
||
Short-term finance receivables (net of allowance of $12,556 and $12,418, respectively)
|
629,643
|
|
|
653,236
|
|
||
Inventories
|
68,251
|
|
|
62,279
|
|
||
Current income taxes
|
5,565
|
|
|
5,947
|
|
||
Other current assets and prepayments
|
101,601
|
|
|
74,782
|
|
||
Assets of discontinued operations
|
17,229
|
|
|
602,823
|
|
||
Total current assets
|
2,236,081
|
|
|
2,697,517
|
|
||
Property, plant and equipment, net
|
376,177
|
|
|
398,501
|
|
||
Rental property and equipment, net
|
41,225
|
|
|
46,228
|
|
||
Long-term finance receivables (net of allowance of $7,095 and $7,804, respectively)
|
625,487
|
|
|
635,908
|
|
||
Goodwill
|
1,324,179
|
|
|
1,332,351
|
|
||
Intangible assets, net
|
190,640
|
|
|
213,200
|
|
||
Operating lease assets
|
200,752
|
|
|
152,554
|
|
||
Noncurrent income taxes
|
71,903
|
|
|
65,001
|
|
||
Other assets
|
400,456
|
|
|
397,159
|
|
||
Total assets
|
$
|
5,466,900
|
|
|
$
|
5,938,419
|
|
|
|
|
|
||||
LIABILITIES AND STOCKHOLDERS’ EQUITY
|
|
|
|
|
|||
Current liabilities:
|
|
|
|
|
|
||
Accounts payable and accrued liabilities
|
$
|
1,384,808
|
|
|
$
|
1,348,127
|
|
Current operating lease liabilities
|
36,060
|
|
|
35,208
|
|
||
Current portion of long-term debt
|
20,108
|
|
|
199,535
|
|
||
Advance billings
|
101,920
|
|
|
116,862
|
|
||
Current income taxes
|
17,083
|
|
|
15,284
|
|
||
Liabilities of discontinued operations
|
9,713
|
|
|
174,798
|
|
||
Total current liabilities
|
1,569,692
|
|
|
1,889,814
|
|
||
Long-term debt
|
2,719,614
|
|
|
3,066,073
|
|
||
Deferred taxes on income
|
274,435
|
|
|
253,560
|
|
||
Tax uncertainties and other income tax liabilities
|
38,834
|
|
|
39,548
|
|
||
Noncurrent operating lease liabilities
|
177,711
|
|
|
125,294
|
|
||
Other noncurrent liabilities
|
400,518
|
|
|
462,288
|
|
||
Total liabilities
|
5,180,804
|
|
|
5,836,577
|
|
||
|
|
|
|
||||
Commitments and contingencies (See Note 16)
|
|
|
|
|
|
||
|
|
|
|
||||
Stockholders' equity:
|
|
|
|
||||
Cumulative preferred stock, $50 par value, 4% convertible
|
—
|
|
|
1
|
|
||
Cumulative preference stock, no par value, $2.12 convertible
|
—
|
|
|
396
|
|
||
Common stock, $1 par value (480,000,000 shares authorized; 323,337,912 shares issued)
|
323,338
|
|
|
323,338
|
|
||
Additional paid-in capital
|
98,748
|
|
|
121,475
|
|
||
Retained earnings
|
5,438,930
|
|
|
5,279,682
|
|
||
Accumulated other comprehensive loss
|
(840,143
|
)
|
|
(948,961
|
)
|
||
Treasury stock, at cost (152,888,969 and 135,662,830 shares, respectively)
|
(4,734,777
|
)
|
|
(4,674,089
|
)
|
||
Total stockholders’ equity
|
286,096
|
|
|
101,842
|
|
||
Total liabilities and stockholders’ equity
|
$
|
5,466,900
|
|
|
$
|
5,938,419
|
|
|
Years Ended December 31,
|
||||||||||
|
2019
|
|
2018
|
|
2017
|
||||||
Cash flows from operating activities:
|
|
|
|
|
|
|
|
||||
Net income
|
$
|
194,609
|
|
|
$
|
241,811
|
|
|
$
|
243,528
|
|
Income from discontinued operations, net of tax
|
(154,460
|
)
|
|
(60,106
|
)
|
|
(63,489
|
)
|
|||
Restructuring payments
|
(27,148
|
)
|
|
(52,730
|
)
|
|
(26,080
|
)
|
|||
Adjustments to reconcile net income to net cash provided by operating activities:
|
|
|
|
|
|
|
|
||||
Depreciation and amortization
|
159,142
|
|
|
148,464
|
|
|
126,790
|
|
|||
Stock-based compensation
|
23,149
|
|
|
21,042
|
|
|
24,389
|
|
|||
Restructuring charges and asset impairments, net
|
69,606
|
|
|
25,899
|
|
|
44,849
|
|
|||
Loss on sale of businesses
|
17,683
|
|
|
—
|
|
|
—
|
|
|||
Pension plan settlement
|
—
|
|
|
31,329
|
|
|
—
|
|
|||
Deferred tax provision (benefit)
|
4,931
|
|
|
64,065
|
|
|
(1,414
|
)
|
|||
Changes in operating assets and liabilities, net of acquisitions/divestitures:
|
|
|
|
|
|
|
|
||||
Decrease (increase) in accounts and other receivables
|
8,318
|
|
|
(44,031
|
)
|
|
(7,165
|
)
|
|||
Decrease in finance receivables
|
25,638
|
|
|
53,280
|
|
|
147,836
|
|
|||
Increase in inventories
|
(5,588
|
)
|
|
(1,441
|
)
|
|
(213
|
)
|
|||
Increase in other current assets and prepayments
|
(27,096
|
)
|
|
(9,881
|
)
|
|
(3,131
|
)
|
|||
Increase (decrease) in accounts payable and accrued liabilities
|
11,492
|
|
|
(2,758
|
)
|
|
(18,651
|
)
|
|||
Decrease in current and noncurrent income taxes
|
(40,119
|
)
|
|
(28,127
|
)
|
|
(23,516
|
)
|
|||
Decrease in advance billings
|
(10,361
|
)
|
|
(19,802
|
)
|
|
(33,665
|
)
|
|||
Change in net operating lease assets and liabilities
|
6,398
|
|
|
346
|
|
|
14,840
|
|
|||
Other, net
|
(13,259
|
)
|
|
(16,565
|
)
|
|
(23,508
|
)
|
|||
Net cash provided by operating activities: continuing operations
|
242,935
|
|
|
350,795
|
|
|
401,400
|
|
|||
Net cash provided by (used in) operating activities: discontinued operations
|
9,272
|
|
|
(7,916
|
)
|
|
52,758
|
|
|||
Net cash provided by operating activities
|
252,207
|
|
|
342,879
|
|
|
454,158
|
|
|||
Cash flows from investing activities:
|
|
|
|
|
|
|
|
||||
Purchases of available-for-sale securities
|
(57,194
|
)
|
|
(81,527
|
)
|
|
(125,055
|
)
|
|||
Proceeds from sales/maturities of available-for-sale securities
|
108,548
|
|
|
175,820
|
|
|
113,501
|
|
|||
Net change in short-term and other investments
|
(78,814
|
)
|
|
11,838
|
|
|
(8,285
|
)
|
|||
Capital expenditures
|
(137,253
|
)
|
|
(137,810
|
)
|
|
(118,247
|
)
|
|||
Reserve account deposits
|
16,341
|
|
|
21,008
|
|
|
10,954
|
|
|||
Acquisitions, net of cash acquired
|
(22,100
|
)
|
|
(10,484
|
)
|
|
(482,853
|
)
|
|||
Other investing activities
|
(10,091
|
)
|
|
(4,250
|
)
|
|
(5,750
|
)
|
|||
Net cash used in investing activities: continuing operations
|
(180,563
|
)
|
|
(25,405
|
)
|
|
(615,735
|
)
|
|||
Net cash provided by (used in) investing activities: discontinued operations
|
670,130
|
|
|
334,532
|
|
|
(5,630
|
)
|
|||
Net cash provided by (used in) investing activities
|
489,567
|
|
|
309,127
|
|
|
(621,365
|
)
|
|||
Cash flows from financing activities:
|
|
|
|
|
|
|
|
||||
Proceeds from issuance of long-term debt
|
389,986
|
|
|
—
|
|
|
1,436,660
|
|
|||
Principal payments of long-term debt
|
(930,189
|
)
|
|
(570,180
|
)
|
|
(964,550
|
)
|
|||
Dividends paid to stockholders
|
(35,361
|
)
|
|
(140,498
|
)
|
|
(139,490
|
)
|
|||
Common stock repurchases
|
(105,000
|
)
|
|
—
|
|
|
—
|
|
|||
Other financing activities
|
(6,076
|
)
|
|
(55,741
|
)
|
|
35,127
|
|
|||
Net cash (used in) provided by financing activities
|
(686,640
|
)
|
|
(766,419
|
)
|
|
367,747
|
|
|||
Effect of exchange rate changes on cash and cash equivalents
|
2,046
|
|
|
(25,381
|
)
|
|
43,959
|
|
|||
Increase (decrease) in cash and cash equivalents
|
57,180
|
|
|
(139,794
|
)
|
|
244,499
|
|
|||
Cash and cash equivalents at beginning of period
|
867,262
|
|
|
1,009,021
|
|
|
764,522
|
|
|||
Cash and cash equivalents at end of period
|
924,442
|
|
|
869,227
|
|
|
1,009,021
|
|
|||
Less cash and cash equivalents of discontinued operations
|
—
|
|
|
1,965
|
|
|
—
|
|
|||
Cash and cash equivalents of continuing operations at end of period
|
$
|
924,442
|
|
|
$
|
867,262
|
|
|
$
|
1,009,021
|
|
|
|
|
|
|
|
||||||
Cash interest paid
|
$
|
157,709
|
|
|
$
|
171,120
|
|
|
$
|
169,279
|
|
Cash income tax payments, net of refunds
|
$
|
27,109
|
|
|
$
|
25,906
|
|
|
$
|
53,247
|
|
|
Preferred
stock
|
|
Preference
stock
|
|
Common Stock
|
|
Additional Paid-in Capital
|
|
Retained earnings
|
|
Accumulated other comprehensive loss
|
|
Treasury stock
|
|
Total equity (deficit)
|
||||||||||||||||
Balance at December 31, 2016
|
$
|
1
|
|
|
$
|
483
|
|
|
$
|
323,338
|
|
|
$
|
148,125
|
|
|
$
|
5,107,734
|
|
|
$
|
(940,133
|
)
|
|
$
|
(4,743,208
|
)
|
|
$
|
(103,660
|
)
|
Cumulative effect of accounting changes
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
(137,429
|
)
|
|
—
|
|
|
—
|
|
|
(137,429
|
)
|
||||||||
Net income
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
243,528
|
|
|
—
|
|
|
—
|
|
|
243,528
|
|
||||||||
Other comprehensive income
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
145,193
|
|
|
—
|
|
|
145,193
|
|
||||||||
Cash dividends
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
||||||||||||||||
Common ($0.75 per share)
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
(139,454
|
)
|
|
—
|
|
|
—
|
|
|
(139,454
|
)
|
||||||||
Preference
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
(36
|
)
|
|
—
|
|
|
—
|
|
|
(36
|
)
|
||||||||
Issuances of common stock
|
—
|
|
|
—
|
|
|
—
|
|
|
(33,316
|
)
|
|
—
|
|
|
—
|
|
|
31,338
|
|
|
(1,978
|
)
|
||||||||
Conversions to common stock
|
—
|
|
|
(42
|
)
|
|
—
|
|
|
(831
|
)
|
|
—
|
|
|
—
|
|
|
873
|
|
|
—
|
|
||||||||
Stock-based compensation
|
—
|
|
|
—
|
|
|
—
|
|
|
24,389
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
24,389
|
|
||||||||
Balance at December 31, 2017
|
1
|
|
|
441
|
|
|
323,338
|
|
|
138,367
|
|
|
5,074,343
|
|
|
(794,940
|
)
|
|
(4,710,997
|
)
|
|
30,553
|
|
||||||||
Cumulative effect of accounting changes
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
104,026
|
|
|
(116,233
|
)
|
|
—
|
|
|
(12,207
|
)
|
||||||||
Net income
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
241,811
|
|
|
—
|
|
|
—
|
|
|
241,811
|
|
||||||||
Other comprehensive loss
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
(37,788
|
)
|
|
—
|
|
|
(37,788
|
)
|
||||||||
Cash dividends
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
||||||||||||||||
Common ($0.75 per share)
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
(140,466
|
)
|
|
—
|
|
|
—
|
|
|
(140,466
|
)
|
||||||||
Preference
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
(32
|
)
|
|
—
|
|
|
—
|
|
|
(32
|
)
|
||||||||
Issuances of common stock
|
—
|
|
|
—
|
|
|
—
|
|
|
(37,030
|
)
|
|
—
|
|
|
—
|
|
|
35,959
|
|
|
(1,071
|
)
|
||||||||
Conversions to common stock
|
—
|
|
|
(45
|
)
|
|
—
|
|
|
(904
|
)
|
|
—
|
|
|
—
|
|
|
949
|
|
|
—
|
|
||||||||
Stock-based compensation
|
—
|
|
|
—
|
|
|
—
|
|
|
21,042
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
21,042
|
|
||||||||
Balance at December 31, 2018
|
1
|
|
|
396
|
|
|
323,338
|
|
|
121,475
|
|
|
5,279,682
|
|
|
(948,961
|
)
|
|
(4,674,089
|
)
|
|
101,842
|
|
||||||||
Net income
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
194,609
|
|
|
—
|
|
|
—
|
|
|
194,609
|
|
||||||||
Other comprehensive income
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
108,818
|
|
|
—
|
|
|
108,818
|
|
||||||||
Cash dividends
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
||||||||||||||||
Common ($0.20 per share)
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
(35,353
|
)
|
|
—
|
|
|
—
|
|
|
(35,353
|
)
|
||||||||
Preference
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
(8
|
)
|
|
—
|
|
|
—
|
|
|
(8
|
)
|
||||||||
Issuances of common stock
|
—
|
|
|
—
|
|
|
—
|
|
|
(43,062
|
)
|
|
—
|
|
|
—
|
|
|
41,378
|
|
|
(1,684
|
)
|
||||||||
Conversions to common stock
|
—
|
|
|
(130
|
)
|
|
—
|
|
|
(2,804
|
)
|
|
—
|
|
|
—
|
|
|
2,934
|
|
|
—
|
|
||||||||
Redemption of preferred/preference stock
|
(1
|
)
|
|
(266
|
)
|
|
—
|
|
|
(10
|
)
|
|
—
|
|
|
—
|
|
|
—
|
|
|
(277
|
)
|
||||||||
Stock-based compensation
|
—
|
|
|
—
|
|
|
—
|
|
|
23,149
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
23,149
|
|
||||||||
Repurchase of common stock
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
(105,000
|
)
|
|
(105,000
|
)
|
||||||||
Balance at December 31, 2019
|
$
|
—
|
|
|
$
|
—
|
|
|
$
|
323,338
|
|
|
$
|
98,748
|
|
|
$
|
5,438,930
|
|
|
$
|
(840,143
|
)
|
|
$
|
(4,734,777
|
)
|
|
$
|
286,096
|
|
|
Year Ended December 31, 2019
|
|||||||||||||||||
|
Global Ecommerce
|
Presort Services
|
SendTech Solutions
|
Revenue from products and services
|
Revenue from leasing transactions and financing
|
Total consolidated revenue
|
||||||||||||
Revenue from products and services
|
|
|
|
|
|
|
||||||||||||
Business services
|
$
|
1,151,510
|
|
$
|
529,588
|
|
$
|
29,703
|
|
$
|
1,710,801
|
|
$
|
—
|
|
$
|
1,710,801
|
|
Support services
|
—
|
|
—
|
|
506,187
|
|
506,187
|
|
—
|
|
506,187
|
|
||||||
Financing
|
—
|
|
—
|
|
—
|
|
—
|
|
368,090
|
|
368,090
|
|
||||||
Equipment sales
|
—
|
|
—
|
|
80,562
|
|
80,562
|
|
271,542
|
|
352,104
|
|
||||||
Supplies
|
—
|
|
—
|
|
187,287
|
|
187,287
|
|
—
|
|
187,287
|
|
||||||
Rentals
|
—
|
|
—
|
|
—
|
|
—
|
|
80,656
|
|
80,656
|
|
||||||
Subtotal
|
1,151,510
|
|
529,588
|
|
803,739
|
|
2,484,837
|
|
$
|
720,288
|
|
$
|
3,205,125
|
|
||||
|
|
|
|
|
|
|
||||||||||||
Revenue from leasing transactions and financing
|
|
|
|
|
|
|
||||||||||||
Financing
|
—
|
|
—
|
|
368,090
|
|
368,090
|
|
|
|
||||||||
Equipment sales
|
—
|
|
—
|
|
271,542
|
|
271,542
|
|
|
|
||||||||
Rentals
|
—
|
|
—
|
|
80,656
|
|
80,656
|
|
|
|
||||||||
Total revenue
|
$
|
1,151,510
|
|
$
|
529,588
|
|
$
|
1,524,027
|
|
$
|
3,205,125
|
|
|
|
||||
|
|
|
|
|
|
|
||||||||||||
Timing of revenue recognition from products and services
|
|
|
|
|
||||||||||||||
Products/services transferred at a point in time
|
$
|
—
|
|
$
|
—
|
|
$
|
334,046
|
|
$
|
334,046
|
|
|
|
||||
Products/services transferred over time
|
1,151,510
|
|
529,588
|
|
469,693
|
|
2,150,791
|
|
|
|
||||||||
Total
|
$
|
1,151,510
|
|
$
|
529,588
|
|
$
|
803,739
|
|
$
|
2,484,837
|
|
|
|
|
Year Ended December 31, 2018
|
|||||||||||||||||
|
Global Ecommerce
|
Presort Services
|
SendTech Solutions
|
Revenue from products and services
|
Revenue from leasing transactions and financing
|
Total consolidated revenue
|
||||||||||||
Revenue from products and services
|
|
|
|
|
|
|
||||||||||||
Business services
|
$
|
1,022,862
|
|
$
|
515,795
|
|
$
|
27,813
|
|
$
|
1,566,470
|
|
$
|
—
|
|
$
|
1,566,470
|
|
Support services
|
—
|
|
—
|
|
552,472
|
|
552,472
|
|
—
|
|
552,472
|
|
||||||
Financing
|
—
|
|
—
|
|
—
|
|
—
|
|
394,557
|
|
394,557
|
|
||||||
Equipment sales
|
—
|
|
—
|
|
88,616
|
|
88,616
|
|
307,036
|
|
395,652
|
|
||||||
Supplies
|
—
|
|
—
|
|
218,304
|
|
218,304
|
|
—
|
|
218,304
|
|
||||||
Rentals
|
—
|
|
—
|
|
—
|
|
—
|
|
84,067
|
|
84,067
|
|
||||||
Subtotal
|
1,022,862
|
|
515,795
|
|
887,205
|
|
2,425,862
|
|
$
|
785,660
|
|
$
|
3,211,522
|
|
||||
|
|
|
|
|
|
|
||||||||||||
Revenue from leasing transactions and financing
|
|
|
|
|
|
|
||||||||||||
Financing
|
—
|
|
—
|
|
394,557
|
|
394,557
|
|
|
|
||||||||
Equipment sales
|
—
|
|
—
|
|
307,036
|
|
307,036
|
|
|
|
||||||||
Rentals
|
—
|
|
—
|
|
84,067
|
|
84,067
|
|
|
|
||||||||
Total revenue
|
$
|
1,022,862
|
|
$
|
515,795
|
|
$
|
1,672,865
|
|
$
|
3,211,522
|
|
|
|
||||
|
|
|
|
|
|
|
||||||||||||
Timing of revenue recognition from products and services
|
|
|
|
|
||||||||||||||
Products/services transferred at a point in time
|
$
|
—
|
|
$
|
—
|
|
$
|
386,844
|
|
$
|
386,844
|
|
|
|
||||
Products/services transferred over time
|
1,022,862
|
|
515,795
|
|
500,361
|
|
2,039,018
|
|
|
|
||||||||
Total
|
$
|
1,022,862
|
|
$
|
515,795
|
|
$
|
887,205
|
|
$
|
2,425,862
|
|
|
|
|
Year Ended December 31, 2017
|
|||||||||||||||||
|
Global Ecommerce
|
Presort Services
|
SendTech Solutions
|
Revenue from products and services
|
Revenue from leasing transactions and financing
|
Total consolidated revenue
|
||||||||||||
Revenue from products and services
|
|
|
|
|
|
|
||||||||||||
Business services
|
$
|
551,678
|
|
$
|
497,901
|
|
$
|
21,442
|
|
$
|
1,071,021
|
|
$
|
—
|
|
$
|
1,071,021
|
|
Support services
|
564
|
|
—
|
|
580,910
|
|
581,474
|
|
—
|
|
581,474
|
|
||||||
Financing
|
—
|
|
—
|
|
—
|
|
—
|
|
406,395
|
|
406,395
|
|
||||||
Equipment sales
|
—
|
|
—
|
|
119,416
|
|
119,416
|
|
281,288
|
|
400,704
|
|
||||||
Supplies
|
—
|
|
—
|
|
231,412
|
|
231,412
|
|
—
|
|
231,412
|
|
||||||
Rentals
|
—
|
|
—
|
|
—
|
|
—
|
|
93,001
|
|
93,001
|
|
||||||
Subtotal
|
552,242
|
|
497,901
|
|
953,180
|
|
2,003,323
|
|
$
|
780,684
|
|
$
|
2,784,007
|
|
||||
|
|
|
|
|
|
|
||||||||||||
Revenue from leasing transactions and financing
|
|
|
|
|
|
|
||||||||||||
Financing
|
—
|
|
—
|
|
406,395
|
|
406,395
|
|
|
|
||||||||
Equipment sales
|
—
|
|
—
|
|
281,288
|
|
281,288
|
|
|
|
||||||||
Rentals
|
—
|
|
—
|
|
93,001
|
|
93,001
|
|
|
|
||||||||
Total revenue
|
$
|
552,242
|
|
$
|
497,901
|
|
$
|
1,733,864
|
|
$
|
2,784,007
|
|
|
|
||||
|
|
|
|
|
|
|
||||||||||||
Timing of revenue recognition from products and services
|
|
|
|
|
||||||||||||||
Products/services transferred at a point in time
|
$
|
—
|
|
$
|
—
|
|
$
|
421,470
|
|
$
|
421,470
|
|
|
|
||||
Products/services transferred over time
|
552,242
|
|
497,901
|
|
531,710
|
|
1,581,853
|
|
|
|
||||||||
Total
|
$
|
552,242
|
|
$
|
497,901
|
|
$
|
953,180
|
|
$
|
2,003,323
|
|
|
|
|
Balance Sheet Location
|
|
December 31, 2019
|
|
December 31, 2018
|
|
Increase/ (decrease)
|
||||||
Advance billings, current
|
Advance billings
|
|
$
|
92,464
|
|
|
$
|
111,829
|
|
|
$
|
(19,365
|
)
|
Advance billings, noncurrent
|
Other noncurrent liabilities
|
|
$
|
1,245
|
|
|
$
|
1,985
|
|
|
$
|
(740
|
)
|
|
2020
|
|
2021
|
|
2022-2024
|
|
Total
|
||||||||
SendTech Solutions
|
$
|
288,689
|
|
|
$
|
223,759
|
|
|
$
|
261,947
|
|
|
$
|
774,395
|
|
|
Revenues
|
||||||||||
|
Years Ended December 31,
|
||||||||||
|
2019
|
|
2018
|
|
2017
|
||||||
Global Ecommerce
|
$
|
1,151,510
|
|
|
$
|
1,022,862
|
|
|
$
|
552,242
|
|
Presort Services
|
529,588
|
|
|
515,795
|
|
|
497,901
|
|
|||
Commerce Services
|
1,681,098
|
|
|
1,538,657
|
|
|
1,050,143
|
|
|||
SendTech Solutions
|
1,524,027
|
|
|
1,672,865
|
|
|
1,733,864
|
|
|||
Total revenue
|
$
|
3,205,125
|
|
|
$
|
3,211,522
|
|
|
$
|
2,784,007
|
|
|
|
|
|
|
|
||||||
Geographic data:
|
|
|
|
|
|
||||||
United States
|
$
|
2,745,928
|
|
|
$
|
2,679,300
|
|
|
$
|
2,262,249
|
|
Outside United States
|
459,197
|
|
|
532,222
|
|
|
521,758
|
|
|||
Total revenue
|
$
|
3,205,125
|
|
|
$
|
3,211,522
|
|
|
$
|
2,784,007
|
|
|
EBIT
|
||||||||||
|
Years Ended December 31,
|
||||||||||
|
2019
|
|
2018
|
|
2017
|
||||||
Global Ecommerce
|
$
|
(70,146
|
)
|
|
$
|
(32,379
|
)
|
|
$
|
(17,899
|
)
|
Presort Services
|
70,693
|
|
|
73,768
|
|
|
97,506
|
|
|||
Commerce Services
|
547
|
|
|
41,389
|
|
|
79,607
|
|
|||
SendTech Solutions
|
490,322
|
|
|
558,959
|
|
|
553,266
|
|
|||
Total segment EBIT
|
490,869
|
|
|
600,348
|
|
|
632,873
|
|
|||
Reconciling items:
|
|
|
|
|
|
|
|
||||
Interest, net
|
(155,558
|
)
|
|
(159,757
|
)
|
|
(164,162
|
)
|
|||
Unallocated corporate expenses
|
(211,529
|
)
|
|
(185,919
|
)
|
|
(219,924
|
)
|
|||
Restructuring charges and asset impairments, net
|
(69,606
|
)
|
|
(25,899
|
)
|
|
(44,849
|
)
|
|||
Pension settlement
|
—
|
|
|
(31,329
|
)
|
|
—
|
|
|||
Loss on Market Exits
|
(17,683
|
)
|
|
—
|
|
|
—
|
|
|||
Transaction costs
|
(2,728
|
)
|
|
(1,359
|
)
|
|
(6,384
|
)
|
|||
Loss on extinguishment of debt
|
(6,623
|
)
|
|
(7,964
|
)
|
|
(3,856
|
)
|
|||
Benefit (provision) for income taxes
|
13,007
|
|
|
(6,416
|
)
|
|
(13,659
|
)
|
|||
Income from continuing operations
|
40,149
|
|
|
181,705
|
|
|
180,039
|
|
|||
Income from discontinued operations, net of tax
|
154,460
|
|
|
60,106
|
|
|
63,489
|
|
|||
Net income
|
$
|
194,609
|
|
|
$
|
241,811
|
|
|
$
|
243,528
|
|
|
Depreciation and amortization
|
||||||||||
|
Years Ended December 31,
|
||||||||||
|
2019
|
|
2018
|
|
2017
|
||||||
Global Ecommerce
|
$
|
68,385
|
|
|
$
|
61,046
|
|
|
$
|
36,786
|
|
Presort Services
|
29,440
|
|
|
26,838
|
|
|
26,541
|
|
|||
Commerce Services
|
97,825
|
|
|
87,884
|
|
|
63,327
|
|
|||
SendTech Solutions
|
39,758
|
|
|
39,104
|
|
|
39,359
|
|
|||
Total for reportable segments
|
137,583
|
|
|
126,988
|
|
|
102,686
|
|
|||
Corporate
|
21,559
|
|
|
21,476
|
|
|
24,104
|
|
|||
Total depreciation and amortization
|
$
|
159,142
|
|
|
$
|
148,464
|
|
|
$
|
126,790
|
|
|
Capital expenditures
|
||||||||||
|
Years Ended December 31,
|
||||||||||
|
2019
|
|
2018
|
|
2017
|
||||||
Global Ecommerce
|
$
|
53,374
|
|
|
$
|
46,073
|
|
|
$
|
26,810
|
|
Presort Services
|
27,394
|
|
|
42,531
|
|
|
20,860
|
|
|||
Commerce Services
|
80,768
|
|
|
88,604
|
|
|
47,670
|
|
|||
SendTech Solutions
|
32,276
|
|
|
24,648
|
|
|
40,445
|
|
|||
Total for reportable segments
|
113,044
|
|
|
113,252
|
|
|
88,115
|
|
|||
Corporate
|
24,209
|
|
|
24,558
|
|
|
30,132
|
|
|||
Total capital expenditures
|
$
|
137,253
|
|
|
$
|
137,810
|
|
|
$
|
118,247
|
|
|
Assets
|
||||||||||
|
December 31,
|
||||||||||
|
2019
|
|
2018
|
|
2017
|
||||||
Global Ecommerce
|
$
|
1,102,313
|
|
|
$
|
1,023,732
|
|
|
$
|
1,016,045
|
|
Presort Services
|
524,817
|
|
|
431,512
|
|
|
387,701
|
|
|||
Commerce Services
|
1,627,130
|
|
|
1,455,244
|
|
|
1,403,746
|
|
|||
SendTech Solutions
|
2,152,734
|
|
|
2,325,797
|
|
|
2,454,094
|
|
|||
Total for reportable segments
|
3,779,864
|
|
|
3,781,041
|
|
|
3,857,840
|
|
|||
Cash and cash equivalents
|
924,442
|
|
|
867,262
|
|
|
1,009,021
|
|
|||
Short-term investments
|
115,879
|
|
|
59,391
|
|
|
48,988
|
|
|||
Assets of discontinued operations
|
17,229
|
|
|
602,823
|
|
|
923,012
|
|
|||
Other corporate assets
|
629,486
|
|
|
627,902
|
|
|
795,745
|
|
|||
Consolidated assets
|
$
|
5,466,900
|
|
|
$
|
5,938,419
|
|
|
$
|
6,634,606
|
|
Identifiable long-lived assets:
|
|
|
|
|
|
||||||
United States
|
$
|
399,234
|
|
|
$
|
424,706
|
|
|
$
|
389,944
|
|
Outside United States
|
18,168
|
|
|
20,023
|
|
|
26,696
|
|
|||
Total
|
$
|
417,402
|
|
|
$
|
444,729
|
|
|
$
|
416,640
|
|
|
Year Ended December 31, 2019
|
||||||||||
|
Software Solutions
|
|
Production Mail
|
|
Total
|
||||||
Revenue
|
$
|
272,565
|
|
|
$
|
—
|
|
|
$
|
272,565
|
|
|
|
|
|
|
|
||||||
Earnings (loss) from discontinued operations
|
$
|
22,160
|
|
|
$
|
(663
|
)
|
|
$
|
21,497
|
|
Gain (loss) on sale
|
195,957
|
|
|
(14,644
|
)
|
|
181,313
|
|
|||
Income (loss) from discontinued operations before taxes
|
$
|
218,117
|
|
|
$
|
(15,307
|
)
|
|
202,810
|
|
|
Tax provision
|
|
|
|
|
48,350
|
|
|||||
Income from discontinued operations, net of tax
|
|
|
|
|
$
|
154,460
|
|
|
Year Ended December 31, 2018
|
||||||||||
|
Software Solutions
|
|
Production Mail
|
|
Total
|
||||||
Revenue
|
$
|
340,855
|
|
|
$
|
211,542
|
|
|
$
|
552,397
|
|
|
|
|
|
|
|
||||||
Earnings from discontinued operations
|
$
|
49,587
|
|
|
$
|
18,952
|
|
|
$
|
68,539
|
|
Gain on sale
|
—
|
|
|
60,611
|
|
|
60,611
|
|
|||
Income from discontinued operations before taxes
|
$
|
49,587
|
|
|
$
|
79,563
|
|
|
129,150
|
|
|
Tax provision
|
|
|
|
|
69,044
|
|
|||||
Income from discontinued operations, net of tax
|
|
|
|
|
$
|
60,106
|
|
|
Year Ended December 31, 2017
|
||||||||||
|
Software Solutions
|
|
Production Mail
|
|
Total
|
||||||
Revenue
|
$
|
331,624
|
|
|
$
|
426,676
|
|
|
$
|
758,300
|
|
|
|
|
|
|
|
||||||
Income from discontinued operations before taxes
|
$
|
34,386
|
|
|
$
|
61,074
|
|
|
95,460
|
|
|
Tax provision
|
|
|
|
|
31,971
|
|
|||||
Income from discontinued operations, net of tax
|
|
|
|
|
$
|
63,489
|
|
|
December 31, 2019
|
|
December 31, 2018
|
||||
Cash and cash equivalents
|
$
|
—
|
|
|
$
|
1,965
|
|
Accounts and other receivables, net
|
3,241
|
|
|
85,399
|
|
||
Inventories
|
—
|
|
|
855
|
|
||
Other current assets and prepayments
|
2,550
|
|
|
26,121
|
|
||
Property, plant and equipment, net
|
152
|
|
|
12,140
|
|
||
Rental property and equipment, net
|
—
|
|
|
179
|
|
||
Goodwill (1)
|
9,562
|
|
|
434,160
|
|
||
Intangible assets, net
|
—
|
|
|
13,937
|
|
||
Operating lease assets
|
—
|
|
|
4,234
|
|
||
Other assets
|
1,724
|
|
|
23,833
|
|
||
Assets of discontinued operations
|
$
|
17,229
|
|
|
$
|
602,823
|
|
|
|
|
|
||||
Accounts payable and accrued liabilities
|
$
|
4,340
|
|
|
$
|
44,917
|
|
Current operating lease liabilities
|
—
|
|
|
2,000
|
|
||
Advance billings
|
5,373
|
|
|
113,110
|
|
||
Noncurrent operating lease liabilities
|
—
|
|
|
1,943
|
|
||
Other noncurrent liabilities
|
—
|
|
|
12,828
|
|
||
Liabilities of discontinued operations
|
$
|
9,713
|
|
|
$
|
174,798
|
|
|
Years Ended December 31,
|
||||||||||
|
2019
|
|
2018
|
|
2017
|
||||||
Numerator:
|
|
|
|
|
|
|
|
|
|||
Income from continuing operations
|
$
|
40,149
|
|
|
$
|
181,705
|
|
|
$
|
180,039
|
|
Income from discontinued operations, net of tax
|
154,460
|
|
|
60,106
|
|
|
63,489
|
|
|||
Net income (numerator for diluted EPS)
|
194,609
|
|
|
241,811
|
|
|
243,528
|
|
|||
Less: Preference stock dividend
|
8
|
|
|
32
|
|
|
36
|
|
|||
Income attributable to common stockholders (numerator for basic EPS)
|
$
|
194,601
|
|
|
$
|
241,779
|
|
|
$
|
243,492
|
|
Denominator:
|
|
|
|
|
|
|
|
|
|||
Weighted-average shares used in basic EPS
|
176,251
|
|
|
187,277
|
|
|
186,332
|
|
|||
Dilutive effect of common stock equivalents
|
1,198
|
|
|
1,105
|
|
|
1,103
|
|
|||
Weighted-average shares used in diluted EPS
|
177,449
|
|
|
188,382
|
|
|
187,435
|
|
|||
Basic earnings per share:
|
|
|
|
|
|
|
|
|
|||
Continuing operations
|
$
|
0.23
|
|
|
$
|
0.97
|
|
|
$
|
0.97
|
|
Discontinued operations
|
0.88
|
|
|
0.32
|
|
|
0.34
|
|
|||
Net income
|
$
|
1.10
|
|
|
$
|
1.29
|
|
|
$
|
1.31
|
|
Diluted earnings per share:
|
|
|
|
|
|
|
|
|
|||
Continuing operations
|
$
|
0.23
|
|
|
$
|
0.96
|
|
|
$
|
0.96
|
|
Discontinued operations
|
0.87
|
|
|
0.32
|
|
|
0.34
|
|
|||
Net income
|
$
|
1.10
|
|
|
$
|
1.28
|
|
|
$
|
1.30
|
|
|
|
|
|
|
|
||||||
Anti-dilutive options excluded from diluted earnings per share:
|
15,751
|
|
|
12,089
|
|
|
10,267
|
|
|
December 31,
|
||||||
|
2019
|
|
2018
|
||||
Raw materials
|
$
|
13,514
|
|
|
$
|
8,229
|
|
Supplies and service parts
|
21,840
|
|
|
21,841
|
|
||
Finished products
|
36,969
|
|
|
36,692
|
|
||
Inventory at FIFO cost, net
|
72,323
|
|
|
66,762
|
|
||
Excess of FIFO cost over LIFO cost
|
(4,072
|
)
|
|
(4,483
|
)
|
||
Total inventory, net
|
$
|
68,251
|
|
|
$
|
62,279
|
|
|
December 31, 2019
|
|
December 31, 2018
|
||||||||||||||||||||
|
North America
|
|
International
|
|
Total
|
|
North America
|
|
International
|
|
Total
|
||||||||||||
Sales-type lease receivables
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|||||||||
Gross finance receivables
|
$
|
1,055,852
|
|
|
$
|
224,202
|
|
|
$
|
1,280,054
|
|
|
$
|
1,110,898
|
|
|
$
|
242,036
|
|
|
$
|
1,352,934
|
|
Unguaranteed residual values
|
41,934
|
|
|
11,789
|
|
|
53,723
|
|
|
52,637
|
|
|
12,772
|
|
|
65,409
|
|
||||||
Unearned income
|
(319,281
|
)
|
|
(65,888
|
)
|
|
(385,169
|
)
|
|
(383,453
|
)
|
|
(55,113
|
)
|
|
(438,566
|
)
|
||||||
Allowance for credit losses
|
(10,920
|
)
|
|
(2,085
|
)
|
|
(13,005
|
)
|
|
(10,253
|
)
|
|
(2,355
|
)
|
|
(12,608
|
)
|
||||||
Net investment in sales-type lease receivables
|
767,585
|
|
|
168,018
|
|
|
935,603
|
|
|
769,829
|
|
|
197,340
|
|
|
967,169
|
|
||||||
Loan receivables
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
||||||
Loan receivables
|
298,247
|
|
|
27,926
|
|
|
326,173
|
|
|
300,319
|
|
|
29,270
|
|
|
329,589
|
|
||||||
Allowance for credit losses
|
(5,906
|
)
|
|
(740
|
)
|
|
(6,646
|
)
|
|
(6,777
|
)
|
|
(837
|
)
|
|
(7,614
|
)
|
||||||
Net investment in loan receivables
|
292,341
|
|
|
27,186
|
|
|
319,527
|
|
|
293,542
|
|
|
28,433
|
|
|
321,975
|
|
||||||
Net investment in finance receivables
|
$
|
1,059,926
|
|
|
$
|
195,204
|
|
|
$
|
1,255,130
|
|
|
$
|
1,063,371
|
|
|
$
|
225,773
|
|
|
$
|
1,289,144
|
|
|
Sales-type Lease Receivables
|
|
Loan Receivables
|
||||||||||||||||||||
|
North America
|
|
International
|
|
Total
|
|
North America
|
|
International
|
|
Total
|
||||||||||||
2020
|
$
|
422,688
|
|
|
$
|
88,282
|
|
|
$
|
510,970
|
|
|
$
|
265,091
|
|
|
$
|
27,926
|
|
|
$
|
293,017
|
|
2021
|
300,669
|
|
|
64,001
|
|
|
364,670
|
|
|
11,295
|
|
|
—
|
|
|
11,295
|
|
||||||
2022
|
195,533
|
|
|
42,421
|
|
|
237,954
|
|
|
9,778
|
|
|
—
|
|
|
9,778
|
|
||||||
2023
|
102,765
|
|
|
22,042
|
|
|
124,807
|
|
|
4,649
|
|
|
—
|
|
|
4,649
|
|
||||||
2024
|
33,309
|
|
|
6,549
|
|
|
39,858
|
|
|
6,341
|
|
|
—
|
|
|
6,341
|
|
||||||
Thereafter
|
888
|
|
|
907
|
|
|
1,795
|
|
|
1,093
|
|
|
—
|
|
|
1,093
|
|
||||||
Total
|
$
|
1,055,852
|
|
|
$
|
224,202
|
|
|
$
|
1,280,054
|
|
|
$
|
298,247
|
|
|
$
|
27,926
|
|
|
$
|
326,173
|
|
|
Sales-type Lease Receivables
|
|
Loan Receivables
|
|
|
||||||||||||||
|
North
America
|
|
International
|
|
North
America
|
|
International
|
|
Total
|
||||||||||
Balance at December 31, 2016
|
$
|
8,247
|
|
|
$
|
2,647
|
|
|
$
|
8,517
|
|
|
$
|
1,089
|
|
|
$
|
20,500
|
|
Amounts charged to expense
|
7,544
|
|
|
1,280
|
|
|
6,273
|
|
|
510
|
|
|
15,607
|
|
|||||
Accounts written off
|
(8,070
|
)
|
|
(1,133
|
)
|
|
(7,692
|
)
|
|
(579
|
)
|
|
(17,474
|
)
|
|||||
Balance at December 31, 2017
|
7,721
|
|
|
2,794
|
|
|
7,098
|
|
|
1,020
|
|
|
18,633
|
|
|||||
Amounts charged to expense
|
7,928
|
|
|
1,315
|
|
|
6,825
|
|
|
532
|
|
|
16,600
|
|
|||||
Accounts written off
|
(5,396
|
)
|
|
(1,754
|
)
|
|
(7,146
|
)
|
|
(715
|
)
|
|
(15,011
|
)
|
|||||
Balance at December 31, 2018
|
10,253
|
|
|
2,355
|
|
|
6,777
|
|
|
837
|
|
|
20,222
|
|
|||||
Amounts charged to expense
|
5,672
|
|
|
1,157
|
|
|
4,746
|
|
|
569
|
|
|
12,144
|
|
|||||
Accounts written off
|
(5,005
|
)
|
|
(1,427
|
)
|
|
(5,617
|
)
|
|
(666
|
)
|
|
(12,715
|
)
|
|||||
Balance at December 31, 2019
|
$
|
10,920
|
|
|
$
|
2,085
|
|
|
$
|
5,906
|
|
|
$
|
740
|
|
|
$
|
19,651
|
|
|
December 31, 2019
|
||||||||||||||||||
|
Sales-type Lease Receivables
|
|
Loan Receivables
|
|
|
||||||||||||||
|
North
America
|
|
International
|
|
North
America
|
|
International
|
|
Total
|
||||||||||
1 - 90 days
|
$
|
1,032,912
|
|
|
$
|
220,819
|
|
|
$
|
294,001
|
|
|
$
|
27,697
|
|
|
$
|
1,575,429
|
|
> 90 days
|
22,940
|
|
|
3,383
|
|
|
4,246
|
|
|
229
|
|
|
30,798
|
|
|||||
Total
|
$
|
1,055,852
|
|
|
$
|
224,202
|
|
|
$
|
298,247
|
|
|
$
|
27,926
|
|
|
$
|
1,606,227
|
|
Past due amounts > 90 days
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|||||
Still accruing interest
|
$
|
4,835
|
|
|
$
|
1,081
|
|
|
$
|
2,094
|
|
|
$
|
121
|
|
|
$
|
8,131
|
|
Not accruing interest
|
18,105
|
|
|
2,302
|
|
|
2,152
|
|
|
108
|
|
|
22,667
|
|
|||||
Total
|
$
|
22,940
|
|
|
$
|
3,383
|
|
|
$
|
4,246
|
|
|
$
|
229
|
|
|
$
|
30,798
|
|
|
December 31, 2018
|
||||||||||||||||||
|
Sales-type Lease Receivables
|
|
Loan Receivables
|
|
|
||||||||||||||
|
North
America
|
|
International
|
|
North
America
|
|
International
|
|
Total
|
||||||||||
1 - 90 days
|
$
|
1,069,290
|
|
|
$
|
238,114
|
|
|
$
|
294,126
|
|
|
$
|
29,079
|
|
|
$
|
1,630,609
|
|
> 90 days
|
41,608
|
|
|
3,922
|
|
|
6,193
|
|
|
191
|
|
|
51,914
|
|
|||||
Total
|
$
|
1,110,898
|
|
|
$
|
242,036
|
|
|
$
|
300,319
|
|
|
$
|
29,270
|
|
|
$
|
1,682,523
|
|
Past due amounts > 90 days
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|||||
Still accruing interest
|
$
|
7,917
|
|
|
$
|
1,111
|
|
|
$
|
1,769
|
|
|
$
|
72
|
|
|
$
|
10,869
|
|
Not accruing interest
|
33,691
|
|
|
2,811
|
|
|
4,424
|
|
|
119
|
|
|
41,045
|
|
|||||
Total
|
$
|
41,608
|
|
|
$
|
3,922
|
|
|
$
|
6,193
|
|
|
$
|
191
|
|
|
$
|
51,914
|
|
•
|
Low risk accounts are companies with very good credit scores and are considered to approximate the top 30% of all commercial borrowers.
|
•
|
Medium risk accounts are companies with average to good credit scores and are considered to approximate the middle 40% of all commercial borrowers.
|
•
|
High risk accounts are companies with poor credit scores, are delinquent or are at risk of becoming delinquent and are considered to approximate the bottom 30% of all commercial borrowers.
|
|
December 31,
|
||||||
|
2019
|
|
2018
|
||||
Sales-type lease receivables
|
|
|
|
|
|
||
Low
|
$
|
837,386
|
|
|
$
|
922,414
|
|
Medium
|
161,204
|
|
|
131,650
|
|
||
High
|
21,041
|
|
|
22,110
|
|
||
Not Scored
|
36,221
|
|
|
34,724
|
|
||
Total
|
$
|
1,055,852
|
|
|
$
|
1,110,898
|
|
Loan receivables
|
|
|
|
|
|
||
Low
|
$
|
216,295
|
|
|
$
|
238,620
|
|
Medium
|
63,302
|
|
|
43,952
|
|
||
High
|
5,140
|
|
|
5,947
|
|
||
Not Scored
|
13,510
|
|
|
11,800
|
|
||
Total
|
$
|
298,247
|
|
|
$
|
300,319
|
|
|
Years Ended December 31,
|
||||||||||
|
2019
|
|
2018
|
|
2017
|
||||||
Profit recognized at commencement (1)
|
$
|
142,353
|
|
|
$
|
171,938
|
|
|
$
|
157,375
|
|
Interest income
|
229,719
|
|
|
245,751
|
|
|
253,224
|
|
|||
Total lease income from sales-type leases
|
$
|
372,072
|
|
|
$
|
417,689
|
|
|
$
|
410,599
|
|
2020
|
$
|
33,903
|
|
2021
|
17,158
|
|
|
2022
|
7,836
|
|
|
2023
|
5,369
|
|
|
2024
|
1,072
|
|
|
Total
|
$
|
65,338
|
|
|
December 31,
|
||||||
|
2019
|
|
2018
|
||||
Land
|
$
|
9,333
|
|
|
$
|
9,333
|
|
Machinery and equipment
|
606,420
|
|
|
559,419
|
|
||
Capitalized software
|
410,171
|
|
|
401,602
|
|
||
Buildings and improvements
|
191,108
|
|
|
186,048
|
|
||
|
1,217,032
|
|
|
1,156,402
|
|
||
Accumulated depreciation
|
(840,855
|
)
|
|
(757,901
|
)
|
||
Property, plant and equipment, net
|
$
|
376,177
|
|
|
$
|
398,501
|
|
|
|
|
|
||||
Rental property and equipment
|
$
|
151,195
|
|
|
$
|
132,605
|
|
Accumulated depreciation
|
(109,970
|
)
|
|
(86,377
|
)
|
||
Rental property and equipment, net
|
$
|
41,225
|
|
|
$
|
46,228
|
|
|
December 31, 2019
|
|
December 31, 2018
|
||||||||||||||||||||
|
Gross
Carrying
Amount
|
|
Accumulated
Amortization
|
|
Net
Carrying
Amount
|
|
Gross
Carrying
Amount
|
|
Accumulated
Amortization
|
|
Net
Carrying
Amount
|
||||||||||||
Customer relationships
|
$
|
265,665
|
|
|
$
|
(88,550
|
)
|
|
$
|
177,115
|
|
|
$
|
338,320
|
|
|
$
|
(149,539
|
)
|
|
$
|
188,781
|
|
Software & technology
|
31,600
|
|
|
(19,999
|
)
|
|
11,601
|
|
|
54,297
|
|
|
(35,325
|
)
|
|
18,972
|
|
||||||
Trademarks & other
|
13,324
|
|
|
(11,400
|
)
|
|
1,924
|
|
|
22,305
|
|
|
(16,858
|
)
|
|
5,447
|
|
||||||
Total intangible assets, net
|
$
|
310,589
|
|
|
$
|
(119,949
|
)
|
|
$
|
190,640
|
|
|
$
|
414,922
|
|
|
$
|
(201,722
|
)
|
|
$
|
213,200
|
|
2020
|
$
|
33,429
|
|
2021
|
29,972
|
|
|
2022
|
29,026
|
|
|
2023
|
26,188
|
|
|
2024
|
26,188
|
|
|
Thereafter
|
45,837
|
|
|
Total
|
$
|
190,640
|
|
|
December 31, 2018
|
|
Acquisitions/ dispositions
|
|
Other (1)
|
|
December 31, 2019
|
||||||||
Global Ecommerce
|
$
|
609,431
|
|
|
$
|
—
|
|
|
$
|
—
|
|
|
$
|
609,431
|
|
Presort Services
|
207,465
|
|
|
5,064
|
|
|
—
|
|
|
212,529
|
|
||||
Commerce Services
|
816,896
|
|
|
5,064
|
|
|
—
|
|
|
821,960
|
|
||||
SendTech Solutions
|
515,455
|
|
|
(10,490
|
)
|
|
(2,746
|
)
|
|
502,219
|
|
||||
Total goodwill
|
$
|
1,332,351
|
|
|
$
|
(5,426
|
)
|
|
$
|
(2,746
|
)
|
|
$
|
1,324,179
|
|
|
December 31, 2017
|
|
Acquisitions
|
|
Other (1)
|
|
December 31, 2018
|
||||||||
Global Ecommerce
|
$
|
602,461
|
|
|
$
|
7,623
|
|
|
$
|
(653
|
)
|
|
$
|
609,431
|
|
Presort Services
|
204,781
|
|
|
2,684
|
|
|
—
|
|
|
207,465
|
|
||||
Commerce Services
|
807,242
|
|
|
10,307
|
|
|
(653
|
)
|
|
816,896
|
|
||||
SendTech Solutions
|
527,108
|
|
|
—
|
|
|
(11,653
|
)
|
|
515,455
|
|
||||
Total goodwill
|
$
|
1,334,350
|
|
|
$
|
10,307
|
|
|
$
|
(12,306
|
)
|
|
$
|
1,332,351
|
|
(1)
|
Primarily represents foreign currency translation adjustments.
|
Level 1 –
|
Unadjusted quoted prices in active markets for identical assets and liabilities.
|
Level 2 –
|
Quoted prices for identical assets and liabilities in markets that are not active, quoted prices for similar assets and liabilities in active markets or other inputs that are observable or can be corroborated by observable market data for substantially the full term of the assets or liabilities.
|
Level 3 –
|
Unobservable inputs that are supported by little or no market activity, may be derived from internally developed methodologies based on management's best estimate of fair value and that are significant to the fair value of the asset or liability.
|
|
December 31, 2019
|
||||||||||||||
|
Level 1
|
|
Level 2
|
|
Level 3
|
|
Total
|
||||||||
Assets:
|
|
|
|
|
|
|
|
|
|
|
|
||||
Investment securities
|
|
|
|
|
|
|
|
|
|
|
|
||||
Money market funds / commercial paper
|
$
|
161,441
|
|
|
$
|
240,364
|
|
|
$
|
—
|
|
|
$
|
401,805
|
|
Equity securities
|
—
|
|
|
21,979
|
|
|
—
|
|
|
21,979
|
|
||||
Commingled fixed income securities
|
1,656
|
|
|
18,404
|
|
|
—
|
|
|
20,060
|
|
||||
Government and related securities
|
64,572
|
|
|
17,478
|
|
|
—
|
|
|
82,050
|
|
||||
Corporate debt securities
|
—
|
|
|
72,149
|
|
|
—
|
|
|
72,149
|
|
||||
Mortgage-backed / asset-backed securities
|
—
|
|
|
66,339
|
|
|
—
|
|
|
66,339
|
|
||||
Derivatives
|
|
|
|
|
|
|
|
|
|
||||||
Foreign exchange contracts
|
—
|
|
|
3,256
|
|
|
—
|
|
|
3,256
|
|
||||
Total assets
|
$
|
227,669
|
|
|
$
|
439,969
|
|
|
$
|
—
|
|
|
$
|
667,638
|
|
Liabilities:
|
|
|
|
|
|
|
|
|
|
|
|
||||
Derivatives
|
|
|
|
|
|
|
|
|
|
|
|
||||
Foreign exchange contracts
|
$
|
—
|
|
|
$
|
(1,402
|
)
|
|
$
|
—
|
|
|
$
|
(1,402
|
)
|
Total liabilities
|
$
|
—
|
|
|
$
|
(1,402
|
)
|
|
$
|
—
|
|
|
$
|
(1,402
|
)
|
|
December 31, 2018
|
||||||||||||||
|
Level 1
|
|
Level 2
|
|
Level 3
|
|
Total
|
||||||||
Assets:
|
|
|
|
|
|
|
|
|
|
|
|
||||
Investment securities
|
|
|
|
|
|
|
|
|
|
|
|
||||
Money market funds / commercial paper
|
$
|
220,756
|
|
|
$
|
391,891
|
|
|
$
|
—
|
|
|
$
|
612,647
|
|
Equity securities
|
—
|
|
|
19,133
|
|
|
—
|
|
|
19,133
|
|
||||
Commingled fixed income securities
|
1,570
|
|
|
20,141
|
|
|
—
|
|
|
21,711
|
|
||||
Government and related securities
|
98,790
|
|
|
9,787
|
|
|
—
|
|
|
108,577
|
|
||||
Corporate debt securities
|
—
|
|
|
56,938
|
|
|
—
|
|
|
56,938
|
|
||||
Mortgage-backed / asset-backed securities
|
—
|
|
|
98,334
|
|
|
—
|
|
|
98,334
|
|
||||
Derivatives
|
|
|
|
|
|
|
|
|
|
|
|
||||
Foreign exchange contracts
|
—
|
|
|
2,031
|
|
|
—
|
|
|
2,031
|
|
||||
Total assets
|
$
|
321,116
|
|
|
$
|
598,255
|
|
|
$
|
—
|
|
|
$
|
919,371
|
|
Liabilities:
|
|
|
|
|
|
|
|
|
|
|
|
||||
Derivatives
|
|
|
|
|
|
|
|
|
|
|
|
||||
Foreign exchange contracts
|
$
|
—
|
|
|
$
|
(735
|
)
|
|
$
|
—
|
|
|
$
|
(735
|
)
|
Total liabilities
|
$
|
—
|
|
|
$
|
(735
|
)
|
|
$
|
—
|
|
|
$
|
(735
|
)
|
•
|
Money Market Funds / Commercial Paper: Money market funds typically invest in government securities, certificates of deposit, commercial paper and other highly liquid, low risk securities. Money market funds are principally used for overnight deposits and are classified as Level 1 when unadjusted quoted prices in active markets are available and as Level 2 when they are not actively traded on an exchange. Direct investments in commercial paper are not listed on an exchange in an active market and are classified as Level 2.
|
•
|
Equity Securities: Equity securities are comprised of mutual funds investing in U.S. and foreign stocks. These mutual funds are classified as Level 2.
|
•
|
Commingled Fixed Income Securities: Commingled fixed income securities are comprised of mutual funds that invest in a variety of fixed income securities, including securities of the U.S. government and its agencies, corporate debt, mortgage-backed securities and asset-backed securities. Fair value is based on the value of the underlying investments owned by each fund, minus its liabilities, divided by the number of shares outstanding, as reported by the fund manager. These mutual funds are classified as Level 1 when unadjusted quoted prices in active markets are available and as Level 2 when they are not actively traded on an exchange.
|
•
|
Government and Related Securities: Debt securities are classified as Level 1 where active, high volume trades for identical securities exist. Valuation adjustments are not applied to these securities. Debt securities are classified as Level 2 where fair value is determined using quoted market prices for similar securities or benchmarking model derived prices to quoted market prices and trade data for identical or comparable securities.
|
•
|
Corporate Debt Securities: Corporate debt securities are valued using recently executed comparable transactions, market price quotations or bond spreads for the same maturity as the security. These securities are classified as Level 2.
|
•
|
Mortgage-Backed Securities / Asset-Backed Securities: These securities are valued based on external pricing indices or on external price/spread data. These securities are classified as Level 2.
|
|
December 31, 2019
|
||||||||||||||
|
Amortized cost
|
|
Gross unrealized gains
|
|
Gross unrealized losses
|
|
Estimated fair value
|
||||||||
Government and related securities
|
$
|
80,732
|
|
|
$
|
1,358
|
|
|
$
|
(114
|
)
|
|
$
|
81,976
|
|
Corporate debt securities
|
70,426
|
|
|
2,009
|
|
|
(286
|
)
|
|
72,149
|
|
||||
Commingled fixed income securities
|
1,675
|
|
|
—
|
|
|
(19
|
)
|
|
1,656
|
|
||||
Mortgage-backed / asset-backed securities
|
65,679
|
|
|
960
|
|
|
(300
|
)
|
|
66,339
|
|
||||
Total
|
$
|
218,512
|
|
|
$
|
4,327
|
|
|
$
|
(719
|
)
|
|
$
|
222,120
|
|
|
December 31, 2018
|
||||||||||||||
|
Amortized cost
|
|
Gross unrealized gains
|
|
Gross unrealized losses
|
|
Estimated fair value
|
||||||||
Government and related securities
|
$
|
109,776
|
|
|
$
|
47
|
|
|
$
|
(1,336
|
)
|
|
$
|
108,487
|
|
Corporate debt securities
|
58,714
|
|
|
4
|
|
|
(1,780
|
)
|
|
56,938
|
|
||||
Commingled fixed income securities
|
1,637
|
|
|
—
|
|
|
(67
|
)
|
|
1,570
|
|
||||
Mortgage-backed / asset-backed securities
|
100,186
|
|
|
167
|
|
|
(2,019
|
)
|
|
98,334
|
|
||||
Total
|
$
|
270,313
|
|
|
$
|
218
|
|
|
$
|
(5,202
|
)
|
|
$
|
265,329
|
|
|
December 31, 2019
|
|
December 31, 2018
|
||||||||||||
|
Fair Value
|
|
Gross unrealized losses
|
|
Fair Value
|
|
Gross unrealized losses
|
||||||||
Greater than 12 continuous months
|
$
|
9,227
|
|
|
$
|
136
|
|
|
$
|
177,331
|
|
|
$
|
4,355
|
|
Less than 12 continuous months
|
52,521
|
|
|
583
|
|
|
48,318
|
|
|
847
|
|
||||
Total
|
$
|
61,748
|
|
|
$
|
719
|
|
|
$
|
225,649
|
|
|
$
|
5,202
|
|
|
Amortized cost
|
|
Estimated fair value
|
||||
Within 1 year
|
$
|
35,393
|
|
|
$
|
35,495
|
|
After 1 year through 5 years
|
49,647
|
|
|
50,426
|
|
||
After 5 years through 10 years
|
59,265
|
|
|
60,345
|
|
||
After 10 years
|
74,207
|
|
|
75,854
|
|
||
Total
|
$
|
218,512
|
|
|
$
|
222,120
|
|
|
|
|
|
December 31,
|
||||||
Designation of Derivatives
|
|
Balance Sheet Location
|
|
2019
|
|
2018
|
||||
Derivatives designated as hedging instruments
|
|
|
|
|
|
|
|
|
||
Foreign exchange contracts
|
|
Other current assets and prepayments
|
|
$
|
207
|
|
|
$
|
61
|
|
|
|
Accounts payable and accrued liabilities
|
|
(56
|
)
|
|
(104
|
)
|
||
|
|
|
|
|
|
|
||||
Derivatives not designated as hedging instruments
|
|
|
|
|
|
|
|
|
||
Foreign exchange contracts
|
|
Other current assets and prepayments
|
|
3,049
|
|
|
1,970
|
|
||
|
|
Accounts payable and accrued liabilities
|
|
(1,346
|
)
|
|
(631
|
)
|
||
|
|
|
|
|
|
|
||||
|
|
Total derivative assets
|
|
3,256
|
|
|
2,031
|
|
||
|
|
Total derivative liabilities
|
|
(1,402
|
)
|
|
(735
|
)
|
||
|
|
Total net derivative asset
|
|
$
|
1,854
|
|
|
$
|
1,296
|
|
|
|
Years Ended December 31,
|
||||||||||||||||
|
|
Derivative Gain (Loss)
Recognized in AOCI
(Effective Portion)
|
|
Location of Gain (Loss)
(Effective Portion)
|
|
Gain (Loss) Reclassified
from AOCI to Earnings
(Effective Portion)
|
||||||||||||
Derivative Instrument
|
|
2019
|
|
2018
|
|
|
2019
|
|
2018
|
|||||||||
Foreign exchange contracts
|
|
$
|
371
|
|
|
$
|
106
|
|
|
Revenue
|
|
$
|
72
|
|
|
$
|
11
|
|
|
|
|
|
|
|
|
|
Cost of sales
|
|
104
|
|
|
51
|
|
||||
Interest rate swap
|
|
$
|
—
|
|
|
$
|
(1,776
|
)
|
|
Interest Expense
|
|
—
|
|
|
—
|
|
||
|
|
|
|
|
|
|
|
|
|
$
|
176
|
|
|
$
|
62
|
|
|
|
|
|
Years Ended December 31,
|
||||||
|
|
|
|
Derivative Gain (Loss)
Recognized in Earnings
|
||||||
Derivatives Instrument
|
|
Location of Derivative Gain (Loss)
|
|
2019
|
|
2018
|
||||
Foreign exchange contracts
|
|
Selling, general and administrative expense
|
|
$
|
5,154
|
|
|
$
|
(33,453
|
)
|
|
December 31,
|
||||||
|
2019
|
|
2018
|
||||
Other assets:
|
|
|
|
||||
Long-term investments
|
$
|
288,963
|
|
|
$
|
311,417
|
|
Pension asset
|
20,403
|
|
|
14,502
|
|
||
Contract costs
|
26,048
|
|
|
20,420
|
|
||
Other
|
65,042
|
|
|
50,820
|
|
||
Total
|
$
|
400,456
|
|
|
$
|
397,159
|
|
|
|
|
|
||||
Accounts payable and accrued liabilities:
|
|
|
|
||||
Accounts payable
|
$
|
282,125
|
|
|
$
|
280,936
|
|
Reserve account deposits
|
591,118
|
|
|
574,777
|
|
||
Customer deposits
|
115,889
|
|
|
125,574
|
|
||
Employee related liabilities
|
219,995
|
|
|
208,840
|
|
||
Other
|
175,681
|
|
|
158,000
|
|
||
Total
|
$
|
1,384,808
|
|
|
$
|
1,348,127
|
|
|
|
|
|
||||
Other noncurrent liabilities:
|
|
|
|
||||
Pension liability
|
$
|
214,742
|
|
|
$
|
276,563
|
|
Postretirement medical benefits
|
147,972
|
|
|
149,463
|
|
||
Other
|
37,804
|
|
|
36,262
|
|
||
Total
|
$
|
400,518
|
|
|
$
|
462,288
|
|
|
Severance and benefits costs
|
|
Other exit
costs
|
|
Total
|
||||||
Balance at December 31, 2017
|
$
|
42,151
|
|
|
$
|
1,569
|
|
|
$
|
43,720
|
|
Expenses, net
|
18,426
|
|
|
6,033
|
|
|
24,459
|
|
|||
Cash payments
|
(46,936
|
)
|
|
(5,794
|
)
|
|
(52,730
|
)
|
|||
Balance at December 31, 2018
|
13,641
|
|
|
1,808
|
|
|
15,449
|
|
|||
Expenses, net
|
22,794
|
|
|
911
|
|
|
23,705
|
|
|||
Cash payments
|
(24,498
|
)
|
|
(2,650
|
)
|
|
(27,148
|
)
|
|||
Balance at December 31, 2019
|
$
|
11,937
|
|
|
$
|
69
|
|
|
$
|
12,006
|
|
|
|
|
December 31,
|
||||||
|
Interest rate
|
|
2019
|
|
2018
|
||||
Notes due September 2020
|
4.125%
|
|
—
|
|
|
300,000
|
|
||
Notes due October 2021
|
4.125%
|
|
600,000
|
|
|
600,000
|
|
||
Notes due May 2022
|
4.625%
|
|
400,000
|
|
|
400,000
|
|
||
Notes due April 2023
|
5.20%
|
|
400,000
|
|
|
400,000
|
|
||
Notes due March 2024
|
4.625%
|
|
500,000
|
|
|
500,000
|
|
||
Notes due January 2037
|
5.25%
|
|
35,841
|
|
|
35,841
|
|
||
Notes due March 2043
|
6.70%
|
|
425,000
|
|
|
425,000
|
|
||
Term loans
|
Variable
|
|
400,000
|
|
|
630,000
|
|
||
Other debt
|
|
|
5,108
|
|
|
5,297
|
|
||
Principal amount
|
|
|
2,765,949
|
|
|
3,296,138
|
|
||
Less: unamortized costs, net
|
|
|
26,227
|
|
|
30,530
|
|
||
Total debt
|
|
|
2,739,722
|
|
|
3,265,608
|
|
||
Less: current portion long-term debt
|
|
|
20,108
|
|
|
199,535
|
|
||
Long-term debt
|
|
|
$
|
2,719,614
|
|
|
$
|
3,066,073
|
|
2020
|
$
|
20,108
|
|
2021
|
620,000
|
|
|
2022
|
430,000
|
|
|
2023
|
440,000
|
|
|
2024
|
795,000
|
|
|
Thereafter
|
460,841
|
|
|
Total
|
$
|
2,765,949
|
|
|
United States
|
|
Foreign
|
||||||||||||
|
2019
|
|
2018
|
|
2019
|
|
2018
|
||||||||
Accumulated benefit obligation
|
$
|
1,612,551
|
|
|
$
|
1,500,691
|
|
|
$
|
745,658
|
|
|
$
|
659,628
|
|
|
|
|
|
|
|
|
|
||||||||
Projected benefit obligation
|
|
|
|
|
|
|
|
||||||||
Benefit obligation - beginning of year
|
$
|
1,501,140
|
|
|
$
|
1,727,737
|
|
|
$
|
662,644
|
|
|
$
|
751,373
|
|
Service cost
|
83
|
|
|
92
|
|
|
1,543
|
|
|
2,159
|
|
||||
Interest cost
|
63,171
|
|
|
61,490
|
|
|
17,853
|
|
|
18,089
|
|
||||
Plan participants' contributions
|
—
|
|
|
—
|
|
|
6
|
|
|
7
|
|
||||
Actuarial loss (gain)
|
160,390
|
|
|
(124,298
|
)
|
|
68,385
|
|
|
(41,995
|
)
|
||||
Foreign currency changes
|
—
|
|
|
—
|
|
|
25,452
|
|
|
(40,559
|
)
|
||||
Plan amendments
|
—
|
|
|
—
|
|
|
—
|
|
|
9,009
|
|
||||
Settlements and curtailments
|
(6,684
|
)
|
|
(82,273
|
)
|
|
(2,682
|
)
|
|
(6,703
|
)
|
||||
Benefits paid
|
(105,046
|
)
|
|
(81,608
|
)
|
|
(26,259
|
)
|
|
(28,736
|
)
|
||||
Benefit obligation - end of year
|
$
|
1,613,054
|
|
|
$
|
1,501,140
|
|
|
$
|
746,942
|
|
|
$
|
662,644
|
|
Fair value of plan assets
|
|
|
|
|
|
|
|
||||||||
Fair value of plan assets - beginning of year
|
$
|
1,327,034
|
|
|
$
|
1,557,907
|
|
|
$
|
562,517
|
|
|
$
|
632,710
|
|
Actual return on plan assets
|
261,579
|
|
|
(73,745
|
)
|
|
98,006
|
|
|
(17,043
|
)
|
||||
Company contributions
|
10,135
|
|
|
6,753
|
|
|
10,085
|
|
|
10,939
|
|
||||
Plan participants' contributions
|
—
|
|
|
—
|
|
|
6
|
|
|
7
|
|
||||
Settlements and curtailments
|
(6,684
|
)
|
|
(82,273
|
)
|
|
(1,773
|
)
|
|
—
|
|
||||
Foreign currency changes
|
—
|
|
|
—
|
|
|
25,726
|
|
|
(35,360
|
)
|
||||
Benefits paid
|
(105,046
|
)
|
|
(81,608
|
)
|
|
(26,259
|
)
|
|
(28,736
|
)
|
||||
Fair value of plan assets - end of year
|
$
|
1,487,018
|
|
|
$
|
1,327,034
|
|
|
$
|
668,308
|
|
|
$
|
562,517
|
|
Amounts recognized in the Consolidated Balance Sheets
|
|
|
|
|
|
|
|
||||||||
Noncurrent asset
|
$
|
383
|
|
|
$
|
277
|
|
|
$
|
20,020
|
|
|
$
|
14,225
|
|
Current liability
|
(9,019
|
)
|
|
(10,975
|
)
|
|
(1,313
|
)
|
|
(1,197
|
)
|
||||
Noncurrent liability
|
(117,401
|
)
|
|
(163,408
|
)
|
|
(97,341
|
)
|
|
(113,155
|
)
|
||||
Funded status
|
$
|
(126,037
|
)
|
|
$
|
(174,106
|
)
|
|
$
|
(78,634
|
)
|
|
$
|
(100,127
|
)
|
|
United States
|
|
Foreign
|
||||||||||||
|
2019
|
|
2018
|
|
2019
|
|
2018
|
||||||||
Projected benefit obligation
|
$
|
1,612,745
|
|
|
$
|
1,500,680
|
|
|
$
|
615,288
|
|
|
$
|
540,798
|
|
Accumulated benefit obligation
|
$
|
1,612,241
|
|
|
$
|
1,500,231
|
|
|
$
|
614,293
|
|
|
$
|
538,666
|
|
Fair value of plan assets
|
$
|
1,486,325
|
|
|
$
|
1,326,296
|
|
|
$
|
516,634
|
|
|
$
|
426,446
|
|
|
United States
|
|
Foreign
|
||||||||||||||||||||
|
2019
|
|
2018
|
|
2017
|
|
2019
|
|
2018
|
|
2017
|
||||||||||||
Service cost
|
$
|
83
|
|
|
$
|
92
|
|
|
$
|
132
|
|
|
$
|
1,543
|
|
|
$
|
2,159
|
|
|
$
|
2,274
|
|
Interest cost
|
63,171
|
|
|
61,490
|
|
|
68,611
|
|
|
17,853
|
|
|
18,089
|
|
|
18,836
|
|
||||||
Expected return on plan assets
|
(92,726
|
)
|
|
(101,087
|
)
|
|
(97,656
|
)
|
|
(34,363
|
)
|
|
(35,687
|
)
|
|
(32,242
|
)
|
||||||
Amortization of net transition asset
|
—
|
|
|
—
|
|
|
—
|
|
|
(6
|
)
|
|
(7
|
)
|
|
(8
|
)
|
||||||
Amortization of prior service (credit) cost
|
(60
|
)
|
|
(60
|
)
|
|
(60
|
)
|
|
243
|
|
|
(71
|
)
|
|
(71
|
)
|
||||||
Amortization of net actuarial loss
|
26,146
|
|
|
31,298
|
|
|
28,954
|
|
|
6,337
|
|
|
7,264
|
|
|
8,052
|
|
||||||
Special termination benefits
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
208
|
|
|
—
|
|
||||||
Settlements and curtailments
|
2,381
|
|
|
44,665
|
|
|
—
|
|
|
397
|
|
|
(13
|
)
|
|
—
|
|
||||||
Net periodic benefit (income) cost
|
$
|
(1,005
|
)
|
|
$
|
36,398
|
|
|
$
|
(19
|
)
|
|
$
|
(7,996
|
)
|
|
$
|
(8,058
|
)
|
|
$
|
(3,159
|
)
|
|
United States
|
|
Foreign
|
||||||||||||
|
2019
|
|
2018
|
|
2019
|
|
2018
|
||||||||
Net actuarial (gain) loss
|
$
|
(8,459
|
)
|
|
$
|
50,534
|
|
|
$
|
3,643
|
|
|
$
|
3,824
|
|
Plan amendment
|
—
|
|
|
—
|
|
|
—
|
|
|
9,009
|
|
||||
Amortization of net actuarial loss
|
(26,146
|
)
|
|
(31,298
|
)
|
|
(6,337
|
)
|
|
(7,264
|
)
|
||||
Amortization of prior service credit (cost)
|
60
|
|
|
60
|
|
|
(243
|
)
|
|
71
|
|
||||
Net transition asset
|
—
|
|
|
—
|
|
|
6
|
|
|
7
|
|
||||
Settlements and curtailments
|
(2,381
|
)
|
|
(44,665
|
)
|
|
(397
|
)
|
|
13
|
|
||||
Total recognized in other comprehensive income
|
$
|
(36,926
|
)
|
|
$
|
(25,369
|
)
|
|
$
|
(3,328
|
)
|
|
$
|
5,660
|
|
|
2019
|
|
2018
|
|
2017
|
|||||||||
United States
|
|
|
|
|
|
|
|
|
|
|
|
|||
Used to determine benefit obligations
|
|
|
|
|
|
|
|
|
|
|
|
|||
Discount rate
|
3.34%
|
|
4.34%
|
|
3.69%
|
|||||||||
Rate of compensation increase
|
N/A
|
|
N/A
|
|
N/A
|
|||||||||
|
|
|
|
|
|
|
|
|
|
|
|
|||
Used to determine net periodic benefit cost
|
|
|
|
|
|
|
|
|
|
|
|
|||
Discount rate
|
4.34%
|
|
3.69%
|
|
4.20%
|
|||||||||
Expected return on plan assets
|
6.75%
|
|
7.00%
|
|
6.75%
|
|||||||||
Rate of compensation increase
|
N/A
|
|
N/A
|
|
N/A
|
|||||||||
|
|
|
|
|
|
|
|
|
|
|
|
|||
Foreign
|
|
|
|
|
|
|
|
|
|
|
|
|||
Used to determine benefit obligations
|
|
|
|
|
|
|
|
|
|
|
|
|||
Discount rate
|
0.65
|
%
|
-
|
2.95%
|
|
0.75
|
%
|
-
|
3.55%
|
|
0.65
|
%
|
-
|
3.35%
|
Rate of compensation increase
|
1.50
|
%
|
-
|
2.50%
|
|
1.50
|
%
|
-
|
2.50%
|
|
1.50
|
%
|
-
|
2.50%
|
|
|
|
|
|
|
|
|
|
|
|
|
|||
Used to determine net periodic benefit cost
|
|
|
|
|
|
|
|
|
|
|
|
|||
Discount rate
|
0.75
|
%
|
-
|
3.55%
|
|
0.65
|
%
|
-
|
3.35%
|
|
0.70
|
%
|
-
|
3.65%
|
Expected return on plan assets
|
4.25
|
%
|
-
|
6.25%
|
|
3.75
|
%
|
-
|
6.25%
|
|
3.75
|
%
|
-
|
6.25%
|
Rate of compensation increase
|
1.50
|
%
|
-
|
2.50%
|
|
1.50
|
%
|
-
|
3.25%
|
|
1.50
|
%
|
-
|
3.30%
|
|
Target allocation
|
|
Percent of Plan Assets at December 31,
|
|||||
|
2020
|
|
2019
|
|
2018
|
|||
Asset category
|
|
|
|
|
|
|||
Equities
|
30
|
%
|
|
30
|
%
|
|
26
|
%
|
Fixed income
|
63
|
%
|
|
63
|
%
|
|
64
|
%
|
Real estate
|
5
|
%
|
|
5
|
%
|
|
7
|
%
|
Private equity
|
2
|
%
|
|
2
|
%
|
|
3
|
%
|
Total
|
100
|
%
|
|
100
|
%
|
|
100
|
%
|
|
Target Allocation
|
|
Percent of Plan Assets at December 31,
|
|||||
|
2020
|
|
2019
|
|
2018
|
|||
Asset category
|
|
|
|
|
|
|||
Equities
|
30
|
%
|
|
35
|
%
|
|
38
|
%
|
Fixed income
|
50
|
%
|
|
46
|
%
|
|
41
|
%
|
Real estate
|
10
|
%
|
|
9
|
%
|
|
10
|
%
|
Diversified growth
|
10
|
%
|
|
9
|
%
|
|
10
|
%
|
Cash
|
—
|
%
|
|
1
|
%
|
|
1
|
%
|
Total
|
100
|
%
|
|
100
|
%
|
|
100
|
%
|
|
December 31, 2019
|
||||||||||||||
|
Level 1
|
|
Level 2
|
|
Level 3
|
|
Total
|
||||||||
Money market funds
|
$
|
—
|
|
|
$
|
4,917
|
|
|
$
|
—
|
|
|
$
|
4,917
|
|
Equity securities
|
—
|
|
|
265,832
|
|
|
—
|
|
|
265,832
|
|
||||
Commingled fixed income securities
|
—
|
|
|
275,335
|
|
|
—
|
|
|
275,335
|
|
||||
Government and related securities
|
292,506
|
|
|
15,764
|
|
|
—
|
|
|
308,270
|
|
||||
Corporate debt securities
|
—
|
|
|
528,425
|
|
|
—
|
|
|
528,425
|
|
||||
Mortgage-backed securities /asset-backed securities
|
—
|
|
|
51,770
|
|
|
—
|
|
|
51,770
|
|
||||
Private equity
|
—
|
|
|
—
|
|
|
23,608
|
|
|
23,608
|
|
||||
Real estate
|
—
|
|
|
—
|
|
|
71,337
|
|
|
71,337
|
|
||||
Securities lending collateral
|
—
|
|
|
106,886
|
|
|
—
|
|
|
106,886
|
|
||||
Total plan assets at fair value
|
$
|
292,506
|
|
|
$
|
1,248,929
|
|
|
$
|
94,945
|
|
|
$
|
1,636,380
|
|
Securities lending payable
|
|
|
|
|
|
|
(106,886
|
)
|
|||||||
Cash
|
|
|
|
|
|
|
9,409
|
|
|||||||
Other
|
|
|
|
|
|
|
(51,885
|
)
|
|||||||
Fair value of plan assets
|
|
|
|
|
|
|
|
|
$
|
1,487,018
|
|
|
December 31, 2018
|
||||||||||||||
|
Level 1
|
|
Level 2
|
|
Level 3
|
|
Total
|
||||||||
Money market funds
|
$
|
3,498
|
|
|
$
|
5,759
|
|
|
$
|
—
|
|
|
$
|
9,257
|
|
Equity securities
|
110,840
|
|
|
109,864
|
|
|
—
|
|
|
220,704
|
|
||||
Commingled fixed income securities
|
—
|
|
|
281,258
|
|
|
—
|
|
|
281,258
|
|
||||
Government and related securities
|
258,535
|
|
|
16,144
|
|
|
—
|
|
|
274,679
|
|
||||
Corporate debt securities
|
—
|
|
|
435,285
|
|
|
—
|
|
|
435,285
|
|
||||
Mortgage-backed securities /asset-backed securities
|
—
|
|
|
23,474
|
|
|
—
|
|
|
23,474
|
|
||||
Private equity
|
—
|
|
|
—
|
|
|
32,750
|
|
|
32,750
|
|
||||
Real estate
|
—
|
|
|
—
|
|
|
96,877
|
|
|
96,877
|
|
||||
Securities lending collateral
|
—
|
|
|
117,603
|
|
|
—
|
|
|
117,603
|
|
||||
Total plan assets at fair value
|
$
|
372,873
|
|
|
$
|
989,387
|
|
|
$
|
129,627
|
|
|
$
|
1,491,887
|
|
Securities lending payable
|
|
|
|
|
|
|
(117,603
|
)
|
|||||||
Cash
|
|
|
|
|
|
|
11,341
|
|
|||||||
Other
|
|
|
|
|
|
|
(58,591
|
)
|
|||||||
Fair value of plan assets
|
|
|
|
|
|
|
|
|
$
|
1,327,034
|
|
|
December 31, 2019
|
||||||||||||||
|
Level 1
|
|
Level 2
|
|
Level 3
|
|
Total
|
||||||||
Money market funds
|
$
|
—
|
|
|
$
|
8,734
|
|
|
$
|
—
|
|
|
$
|
8,734
|
|
Equity securities
|
—
|
|
|
222,554
|
|
|
—
|
|
|
222,554
|
|
||||
Commingled fixed income securities
|
—
|
|
|
264,131
|
|
|
—
|
|
|
264,131
|
|
||||
Government and related securities
|
—
|
|
|
43,405
|
|
|
—
|
|
|
43,405
|
|
||||
Corporate debt securities
|
—
|
|
|
34,528
|
|
|
—
|
|
|
34,528
|
|
||||
Real estate
|
—
|
|
|
—
|
|
|
45,335
|
|
|
45,335
|
|
||||
Diversified growth funds
|
—
|
|
|
—
|
|
|
47,621
|
|
|
47,621
|
|
||||
Total plan assets at fair value
|
$
|
—
|
|
|
$
|
573,352
|
|
|
$
|
92,956
|
|
|
$
|
666,308
|
|
Cash
|
|
|
|
|
|
|
1,516
|
|
|||||||
Other
|
|
|
|
|
|
|
484
|
|
|||||||
Fair value of plan assets
|
|
|
|
|
|
|
|
|
$
|
668,308
|
|
|
December 31, 2018
|
||||||||||||||
|
Level 1
|
|
Level 2
|
|
Level 3
|
|
Total
|
||||||||
Money market funds
|
$
|
—
|
|
|
$
|
11,172
|
|
|
$
|
—
|
|
|
$
|
11,172
|
|
Equity securities
|
—
|
|
|
194,914
|
|
|
—
|
|
|
194,914
|
|
||||
Commingled fixed income securities
|
—
|
|
|
198,902
|
|
|
—
|
|
|
198,902
|
|
||||
Government and related securities
|
—
|
|
|
40,055
|
|
|
—
|
|
|
40,055
|
|
||||
Corporate debt securities
|
—
|
|
|
29,996
|
|
|
—
|
|
|
29,996
|
|
||||
Real estate
|
—
|
|
|
—
|
|
|
42,143
|
|
|
42,143
|
|
||||
Diversified growth funds
|
—
|
|
|
—
|
|
|
40,766
|
|
|
40,766
|
|
||||
Total plan assets at fair value
|
$
|
—
|
|
|
$
|
475,039
|
|
|
$
|
82,909
|
|
|
$
|
557,948
|
|
Cash
|
|
|
|
|
|
|
3,903
|
|
|||||||
Other
|
|
|
|
|
|
|
666
|
|
|||||||
Fair value of plan assets
|
|
|
|
|
|
|
|
|
$
|
562,517
|
|
•
|
Money Market Funds: typically invest in government securities, certificates of deposit, commercial paper and other highly liquid, low risk securities. Money market funds are principally used for overnight deposits.
|
•
|
Equity Securities: include U.S. and foreign stocks, American Depository Receipts, preferred stock and commingled funds. There are no shares of our common stock included in the plan assets of our pension plans.
|
•
|
Commingled Fixed Income Securities: mutual funds that invest in fixed income securities of the U.S. government and its agencies, corporate debt, mortgage-backed securities and asset-backed securities. Fair value is based on the market value of the underlying investments owned by each fund, minus its liabilities, divided by the number of shares outstanding as reported by the fund manager.
|
•
|
Government and Related Securities: include treasury notes and bonds, foreign government issues, U.S. government sponsored agency debt and commingled funds. Municipal debt securities include general obligation securities and revenue-backed securities. Fair value is based on benchmarking model derived prices to quoted market prices and trade data for identical comparable securities.
|
•
|
Corporate Debt Securities: comprised of both investment grade debt and high-yield debt. Fair value is determined using recently executed transactions, market price quotations where observable, or bond spreads.
|
•
|
Mortgage-Backed Securities / Asset-Backed Securities: mortgage-backed securities (MBS) are comprised of agency-backed MBS, non-agency MBS, collateralized mortgage obligations, commercial MBS and commingled funds. Asset-backed securities (ABS) are primarily comprised of credit card receivables, auto loan receivables, student loan receivables and Small Business Administration loans. These securities are valued based on external pricing indices, external price/spread data or broker quotes.
|
•
|
Private Equity: comprised of units in fund-of-funds investment vehicles. Fund-of-funds consist of various private equity investments and are used in an effort to gain greater diversification. Investments are valued in accordance with the most appropriate valuation techniques.
|
•
|
Real Estate: include units in open-ended commingled real estate funds. Investments are valued in accordance with the most appropriate valuation techniques.
|
•
|
Diversified Growth Funds: comprised of units in commingled diversified growth funds. Investments are valued based on the net asset value (NAV) per unit as reported by the fund manager.
|
•
|
Securities Lending Fund: represents a commingled fund through our custodian's securities lending program. The U.S. pension plan lends securities that are held within the plan to other banks and/or brokers, and receives collateral, typically cash. This collateral is invested in a short-term fixed income securities commingled fund. This amount invested in the fund is offset by a corresponding liability reflected in the U.S. pension plan's net assets available for benefits.
|
|
Private equity
|
|
Real estate
|
|
Total
|
||||||
Balance at December 31, 2017
|
$
|
38,362
|
|
|
$
|
91,352
|
|
|
$
|
129,714
|
|
Realized gains
|
8,264
|
|
|
1,001
|
|
|
9,265
|
|
|||
Unrealized (losses) gains
|
(1,409
|
)
|
|
4,462
|
|
|
3,053
|
|
|||
Net purchases, sales and settlements
|
(12,467
|
)
|
|
62
|
|
|
(12,405
|
)
|
|||
Balance at December 31, 2018
|
32,750
|
|
|
96,877
|
|
|
129,627
|
|
|||
Realized gains
|
5,625
|
|
|
14,876
|
|
|
20,501
|
|
|||
Unrealized losses
|
(5,288
|
)
|
|
(12,517
|
)
|
|
(17,805
|
)
|
|||
Net purchases, sales and settlements
|
(9,479
|
)
|
|
(27,899
|
)
|
|
(37,378
|
)
|
|||
Balance at December 31, 2019
|
$
|
23,608
|
|
|
$
|
71,337
|
|
|
$
|
94,945
|
|
|
Real estate
|
|
Diversified growth funds
|
|
Total
|
||||||
Balance at December 31, 2017
|
$
|
41,601
|
|
|
$
|
44,024
|
|
|
$
|
85,625
|
|
Unrealized gains (losses)
|
1,317
|
|
|
(4,948
|
)
|
|
(3,631
|
)
|
|||
Net purchases, sales and settlements
|
1,653
|
|
|
4,090
|
|
|
5,743
|
|
|||
Foreign currency
|
(2,428
|
)
|
|
(2,400
|
)
|
|
(4,828
|
)
|
|||
Balance at December 31, 2018
|
42,143
|
|
|
40,766
|
|
|
82,909
|
|
|||
Unrealized (losses) gains
|
(799
|
)
|
|
4,954
|
|
|
4,155
|
|
|||
Net purchases, sales and settlements
|
1,618
|
|
|
107
|
|
|
1,725
|
|
|||
Other
|
687
|
|
|
—
|
|
|
687
|
|
|||
Foreign currency
|
1,686
|
|
|
1,794
|
|
|
3,480
|
|
|||
Balance at December 31, 2019
|
$
|
45,335
|
|
|
$
|
47,621
|
|
|
$
|
92,956
|
|
|
2019
|
|
2018
|
||||
Benefit obligation
|
|
|
|
||||
Benefit obligation - beginning of year
|
$
|
166,476
|
|
|
$
|
188,841
|
|
Service cost
|
967
|
|
|
1,405
|
|
||
Interest cost
|
6,584
|
|
|
6,640
|
|
||
Plan participants' contributions
|
3,003
|
|
|
3,200
|
|
||
Actuarial loss (gain)
|
6,930
|
|
|
(11,304
|
)
|
||
Foreign currency changes
|
674
|
|
|
(1,177
|
)
|
||
Curtailment
|
—
|
|
|
(533
|
)
|
||
Benefits paid
|
(20,530
|
)
|
|
(20,596
|
)
|
||
Benefit obligation - end of year (1)
|
$
|
164,104
|
|
|
$
|
166,476
|
|
Fair value of plan assets
|
|
|
|
||||
Fair value of plan assets - beginning of year
|
$
|
—
|
|
|
$
|
—
|
|
Company contribution
|
17,527
|
|
|
17,396
|
|
||
Plan participants' contributions
|
3,003
|
|
|
3,200
|
|
||
Benefits paid
|
(20,530
|
)
|
|
(20,596
|
)
|
||
Fair value of plan assets - end of year
|
$
|
—
|
|
|
$
|
—
|
|
(1)
|
The benefit obligation for U.S. nonpension postretirement plans was $150 million and $154 million at December 31, 2019 and 2018, respectively.
|
|
2019
|
|
2018
|
||||
Net actuarial loss
|
$
|
33,272
|
|
|
$
|
28,368
|
|
Prior service cost
|
502
|
|
|
823
|
|
||
Total
|
$
|
33,774
|
|
|
$
|
29,191
|
|
|
2019
|
|
2018
|
|
2017
|
||||||
Service cost
|
$
|
967
|
|
|
$
|
1,405
|
|
|
$
|
1,727
|
|
Interest cost
|
6,584
|
|
|
6,640
|
|
|
7,100
|
|
|||
Amortization of prior service cost
|
321
|
|
|
304
|
|
|
297
|
|
|||
Amortization of net actuarial loss
|
2,026
|
|
|
3,048
|
|
|
3,600
|
|
|||
Curtailment
|
—
|
|
|
246
|
|
|
—
|
|
|||
Net periodic benefit cost
|
$
|
9,898
|
|
|
$
|
11,643
|
|
|
$
|
12,724
|
|
|
2019
|
|
2018
|
||||
Net actuarial loss (gain)
|
$
|
6,931
|
|
|
$
|
(11,837
|
)
|
Curtailment
|
—
|
|
|
(246
|
)
|
||
Amortization of net actuarial loss
|
(2,026
|
)
|
|
(3,048
|
)
|
||
Amortization of prior service cost
|
(321
|
)
|
|
(304
|
)
|
||
Total recognized in other comprehensive income
|
$
|
4,584
|
|
|
$
|
(15,435
|
)
|
|
2019
|
|
2018
|
|
2017
|
|||
Discount rate used to determine benefit obligation
|
|
|
|
|
|
|||
U.S.
|
3.20
|
%
|
|
4.20
|
%
|
|
3.55
|
%
|
Canada
|
3.00
|
%
|
|
3.60
|
%
|
|
3.35
|
%
|
|
|
|
|
|
|
|||
Discount rate used to determine net period benefit cost
|
|
|
|
|
|
|||
U.S.
|
4.20
|
%
|
|
3.55
|
%
|
|
3.90
|
%
|
Canada
|
3.60
|
%
|
|
3.35
|
%
|
|
3.65
|
%
|
|
Pension Benefits
|
|
Nonpension Benefits
|
||||
2020
|
$
|
131,577
|
|
|
$
|
16,129
|
|
2021
|
125,439
|
|
|
15,480
|
|
||
2022
|
124,142
|
|
|
14,756
|
|
||
2023
|
124,559
|
|
|
13,592
|
|
||
2024
|
121,767
|
|
|
12,500
|
|
||
Thereafter
|
600,327
|
|
|
53,101
|
|
||
|
$
|
1,227,811
|
|
|
$
|
125,558
|
|
|
Years Ended December 31,
|
||||||||||
|
2019
|
|
2018
|
|
2017
|
||||||
U.S.
|
$
|
910
|
|
|
$
|
109,393
|
|
|
$
|
135,636
|
|
International
|
26,232
|
|
|
78,728
|
|
|
58,062
|
|
|||
Total
|
$
|
27,142
|
|
|
$
|
188,121
|
|
|
$
|
193,698
|
|
|
Years Ended December 31,
|
||||||||||
|
2019
|
|
2018
|
|
2017
|
||||||
U.S. Federal:
|
|
|
|
|
|
||||||
Current
|
$
|
(18,789
|
)
|
|
$
|
(56,743
|
)
|
|
$
|
25,774
|
|
Deferred
|
11,577
|
|
|
61,514
|
|
|
(23,863
|
)
|
|||
|
(7,212
|
)
|
|
4,771
|
|
|
1,911
|
|
|||
U.S. State and Local:
|
|
|
|
|
|
||||||
Current
|
(9,142
|
)
|
|
(12,214
|
)
|
|
(3,022
|
)
|
|||
Deferred
|
8,043
|
|
|
866
|
|
|
13,426
|
|
|||
|
(1,099
|
)
|
|
(11,348
|
)
|
|
10,404
|
|
|||
International:
|
|
|
|
|
|
||||||
Current
|
9,993
|
|
|
11,308
|
|
|
(7,679
|
)
|
|||
Deferred
|
(14,689
|
)
|
|
1,685
|
|
|
9,023
|
|
|||
|
(4,696
|
)
|
|
12,993
|
|
|
1,344
|
|
|||
|
|
|
|
|
|
||||||
Total current
|
(17,938
|
)
|
|
(57,649
|
)
|
|
15,073
|
|
|||
Total deferred
|
4,931
|
|
|
64,065
|
|
|
(1,414
|
)
|
|||
Total (benefit) provision for income taxes
|
$
|
(13,007
|
)
|
|
$
|
6,416
|
|
|
$
|
13,659
|
|
|
|
|
|
|
|
||||||
Effective tax rate
|
(47.9
|
)%
|
|
3.4
|
%
|
|
7.1
|
%
|
|
Years Ended December 31,
|
||||||||||
|
2019
|
|
2018
|
|
2017
|
||||||
Federal statutory provision
|
$
|
5,700
|
|
|
$
|
39,505
|
|
|
$
|
67,794
|
|
State and local income taxes (1)
|
(868
|
)
|
|
1,292
|
|
|
3,739
|
|
|||
Impact of foreign operations taxed at rates other than the U.S. statutory rate (2)
|
(18,541
|
)
|
|
(2,483
|
)
|
|
(12,054
|
)
|
|||
Accrual/release of uncertain tax amounts related to foreign operations
|
191
|
|
|
(4,595
|
)
|
|
(17,919
|
)
|
|||
U.S. tax impacts of foreign income in the U.S.
|
5,587
|
|
|
5,854
|
|
|
1,750
|
|
|||
Tax incentives/credits/exempt income
|
(5,437
|
)
|
|
3,526
|
|
|
(14,587
|
)
|
|||
Unrealized stock compensation benefits
|
2,176
|
|
|
1,941
|
|
|
3,778
|
|
|||
Remeasurement of U.S. deferred taxes
|
—
|
|
|
(13,121
|
)
|
|
(108,176
|
)
|
|||
U.S. tax on unremitted earnings
|
—
|
|
|
(23,711
|
)
|
|
90,916
|
|
|||
Other, net (3)
|
(1,815
|
)
|
|
(1,792
|
)
|
|
(1,582
|
)
|
|||
(Benefit) provision for income taxes
|
$
|
(13,007
|
)
|
|
$
|
6,416
|
|
|
$
|
13,659
|
|
(1)
|
Includes release of tax uncertainties of $(3) million, $(9) million and $(3) million for the years ended December 31, 2019, 2018 and 2017, respectively.
|
(2)
|
Includes foreign valuation allowance release of $23 million and $3 million tax on Market Exits for the year ended December 31, 2019.
|
(3)
|
Includes $1 million benefit related to interest for the year ended December 31, 2019.
|
|
December 31,
|
||||||
|
2019
|
|
2018
|
||||
Deferred tax liabilities:
|
|
|
|
||||
Depreciation
|
$
|
(69,222
|
)
|
|
$
|
(71,757
|
)
|
Deferred profit (for tax purposes) on sale to finance subsidiary
|
(30,791
|
)
|
|
(41,951
|
)
|
||
Lease revenue and related depreciation
|
(174,083
|
)
|
|
(149,176
|
)
|
||
Intangible assets
|
(88,024
|
)
|
|
(98,707
|
)
|
||
Other
|
(24,941
|
)
|
|
(34,425
|
)
|
||
Gross deferred tax liabilities
|
(387,061
|
)
|
|
(396,016
|
)
|
||
|
|
|
|
||||
Deferred tax assets:
|
|
|
|
||||
Nonpension postretirement benefits
|
41,015
|
|
|
42,422
|
|
||
Pension
|
43,763
|
|
|
60,063
|
|
||
Inventory and equipment capitalization
|
2,735
|
|
|
6,042
|
|
||
Restructuring charges
|
2,944
|
|
|
5,064
|
|
||
Long-term incentives
|
12,929
|
|
|
11,517
|
|
||
Net operating loss
|
82,673
|
|
|
106,029
|
|
||
Tax credit carry forwards
|
64,430
|
|
|
64,148
|
|
||
Tax uncertainties gross-up
|
6,577
|
|
|
6,692
|
|
||
Other
|
38,247
|
|
|
46,623
|
|
||
Gross deferred tax assets
|
295,313
|
|
|
348,600
|
|
||
Less: Valuation allowance
|
(110,781
|
)
|
|
(142,496
|
)
|
||
Net deferred tax assets
|
184,532
|
|
|
206,104
|
|
||
Total deferred taxes, net
|
$
|
(202,529
|
)
|
|
$
|
(189,912
|
)
|
|
2019
|
|
2018
|
|
2017
|
||||||
Balance at beginning of year
|
$
|
71,458
|
|
|
$
|
89,767
|
|
|
$
|
124,728
|
|
Increases from prior period positions
|
510
|
|
|
88
|
|
|
528
|
|
|||
Decreases from prior period positions
|
(9,711
|
)
|
|
(15,145
|
)
|
|
(31,470
|
)
|
|||
Increases from current period positions
|
5,052
|
|
|
6,001
|
|
|
5,951
|
|
|||
Decreases relating to settlements with tax authorities
|
(2,626
|
)
|
|
(4,844
|
)
|
|
(6,953
|
)
|
|||
Reductions from lapse of applicable statute of limitations
|
(4,381
|
)
|
|
(4,409
|
)
|
|
(3,017
|
)
|
|||
Balance at end of year
|
$
|
60,302
|
|
|
$
|
71,458
|
|
|
$
|
89,767
|
|
Leases
|
|
Balance Sheet Location
|
|
December 31, 2019
|
|
December 31, 2018
|
||||
Assets
|
|
|
|
|
|
|
||||
Operating
|
|
Operating lease assets
|
|
$
|
200,752
|
|
|
$
|
152,554
|
|
Finance
|
|
Property, plant and equipment, net
|
|
10,443
|
|
|
10,683
|
|
||
Total leased assets
|
|
|
|
$
|
211,195
|
|
|
$
|
163,237
|
|
|
|
|
|
|
|
|
||||
Liabilities
|
|
|
|
|
|
|
||||
Operating
|
|
Current operating lease liabilities
|
|
$
|
36,060
|
|
|
$
|
35,208
|
|
|
|
Noncurrent operating lease liabilities
|
|
177,711
|
|
|
125,294
|
|
||
Finance
|
|
Accounts payable and accrued liabilities
|
|
2,879
|
|
|
2,708
|
|
||
|
|
Other noncurrent liabilities
|
|
7,927
|
|
|
7,054
|
|
||
Total lease liabilities
|
|
|
|
$
|
224,577
|
|
|
$
|
170,264
|
|
|
Years Ended December 31,
|
||||||||||
Lease Cost
|
2019
|
|
2018
|
|
2017
|
||||||
Operating lease expense
|
$
|
48,503
|
|
|
$
|
43,727
|
|
|
$
|
41,676
|
|
Finance lease expense
|
|
|
|
|
|
||||||
Amortization of leased assets
|
3,372
|
|
|
2,697
|
|
|
2,295
|
|
|||
Interest on lease liabilities
|
700
|
|
|
527
|
|
|
465
|
|
|||
Variable lease expense
|
23,188
|
|
|
21,864
|
|
|
20,838
|
|
|||
Sublease income
|
(1,948
|
)
|
|
(1,735
|
)
|
|
(736
|
)
|
|||
Total expense
|
$
|
73,815
|
|
|
$
|
67,080
|
|
|
$
|
64,538
|
|
Future Lease Payments
|
Operating Leases
|
|
Finance Leases
|
|
Total
|
||||||
2020
|
$
|
47,632
|
|
|
$
|
3,525
|
|
|
$
|
51,157
|
|
2021
|
42,244
|
|
|
3,133
|
|
|
45,377
|
|
|||
2022
|
33,945
|
|
|
2,560
|
|
|
36,505
|
|
|||
2023
|
27,122
|
|
|
1,899
|
|
|
29,021
|
|
|||
2024
|
23,165
|
|
|
1,042
|
|
|
24,207
|
|
|||
Thereafter
|
97,867
|
|
|
277
|
|
|
98,144
|
|
|||
Total
|
271,975
|
|
|
12,436
|
|
|
284,411
|
|
|||
Less: present value discount
|
58,204
|
|
|
1,630
|
|
|
59,834
|
|
|||
Lease liability
|
$
|
213,771
|
|
|
$
|
10,806
|
|
|
$
|
224,577
|
|
Lease Term and Discount Rate
|
December 31, 2019
|
|
December 31, 2018
|
Weighted-average remaining lease term
|
|
|
|
Operating leases
|
7.7 years
|
|
7.2 years
|
Finance leases
|
3.9 years
|
|
4.1 years
|
Weighted-average discount rate
|
|
|
|
Operating leases
|
6.1%
|
|
4.5%
|
Finance leases
|
6.8%
|
|
6.2%
|
|
Years Ended December 31,
|
||||||||||
Cash Flow Information
|
2019
|
|
2018
|
|
2017
|
||||||
Operating cash outflows - operating leases
|
$
|
44,252
|
|
|
$
|
40,599
|
|
|
$
|
39,192
|
|
Operating cash outflows - finance leases
|
$
|
700
|
|
|
$
|
527
|
|
|
$
|
465
|
|
Financing cash outflows - finance leases
|
$
|
3,096
|
|
|
$
|
2,564
|
|
|
$
|
2,185
|
|
|
|
|
|
|
|
||||||
Leased assets obtained in exchange for new lease obligations
|
|
|
|
|
|
||||||
Operating leases
|
$
|
87,160
|
|
|
$
|
36,260
|
|
|
$
|
33,788
|
|
Finance leases
|
$
|
4,072
|
|
|
$
|
5,715
|
|
|
$
|
3,325
|
|
|
Common Stock Outstanding
|
|
Treasury Stock
|
||
Balance at December 31, 2016
|
185,668,718
|
|
|
137,669,194
|
|
Issuance of common stock
|
881,480
|
|
|
(881,480
|
)
|
Conversions to common stock
|
53,540
|
|
|
(53,540
|
)
|
Balance at December 31, 2017
|
186,603,738
|
|
|
136,734,174
|
|
Issuance of common stock
|
1,043,809
|
|
|
(1,043,809
|
)
|
Conversions to common stock
|
27,535
|
|
|
(27,535
|
)
|
Balance at December 31, 2018
|
187,675,082
|
|
|
135,662,830
|
|
Repurchases of common stock
|
(18,595,315
|
)
|
|
18,595,315
|
|
Issuance of common stock
|
1,276,797
|
|
|
(1,276,797
|
)
|
Conversions to common stock
|
92,379
|
|
|
(92,379
|
)
|
Balance at December 31, 2019
|
170,448,943
|
|
|
152,888,969
|
|
|
Amounts Reclassified from AOCI (a)
|
||||||||||
|
Years Ended December 31,
|
||||||||||
|
2019
|
|
2018
|
|
2017
|
||||||
Gain (loss) on cash flow hedges
|
|
|
|
|
|
||||||
Revenue
|
$
|
72
|
|
|
$
|
11
|
|
|
$
|
(179
|
)
|
Cost of sales
|
104
|
|
|
51
|
|
|
(32
|
)
|
|||
Interest expense
|
—
|
|
|
(1,183
|
)
|
|
(2,028
|
)
|
|||
Loss on extinguishment of debt
|
—
|
|
|
(1,267
|
)
|
|
—
|
|
|||
Total before tax
|
176
|
|
|
(2,388
|
)
|
|
(2,239
|
)
|
|||
Tax provision (benefit)
|
44
|
|
|
(941
|
)
|
|
(872
|
)
|
|||
Net of tax
|
$
|
132
|
|
|
$
|
(1,447
|
)
|
|
$
|
(1,367
|
)
|
|
|
|
|
|
|
||||||
Gain (loss) on available for sale securities
|
|
|
|
|
|
||||||
Interest income (expense)
|
$
|
1,079
|
|
|
$
|
3,244
|
|
|
$
|
(520
|
)
|
Tax provision (benefit)
|
270
|
|
|
821
|
|
|
(201
|
)
|
|||
Net of tax
|
$
|
809
|
|
|
$
|
2,423
|
|
|
$
|
(319
|
)
|
|
|
|
|
|
|
||||||
Pension and Postretirement Benefit Plans (b)
|
|
|
|
|
|
||||||
Transition asset
|
$
|
6
|
|
|
$
|
7
|
|
|
$
|
8
|
|
Prior service costs
|
(504
|
)
|
|
(173
|
)
|
|
(166
|
)
|
|||
Actuarial losses
|
(34,509
|
)
|
|
(41,610
|
)
|
|
(40,606
|
)
|
|||
Settlement
|
(2,778
|
)
|
|
(44,898
|
)
|
|
—
|
|
|||
Total before tax
|
(37,785
|
)
|
|
(86,674
|
)
|
|
(40,764
|
)
|
|||
Tax benefit
|
(9,497
|
)
|
|
(21,675
|
)
|
|
(13,936
|
)
|
|||
Net of tax
|
$
|
(28,288
|
)
|
|
$
|
(64,999
|
)
|
|
$
|
(26,828
|
)
|
(b)
|
Reclassified from accumulated other comprehensive loss to other components of net pension and postretirement cost. These amounts are included in net periodic costs for defined benefit pension plans and nonpension postretirement benefit plans (see Note 14 for additional details).
|
|
Cash flow hedges
|
|
Available-for-sale securities
|
|
Pension and postretirement benefit plans
|
|
Foreign currency adjustments
|
|
Total
|
||||||||||
Balance January 1, 2017
|
$
|
(1,485
|
)
|
|
$
|
120
|
|
|
$
|
(787,813
|
)
|
|
$
|
(150,955
|
)
|
|
$
|
(940,133
|
)
|
Other comprehensive loss before reclassifications (a)
|
(288
|
)
|
|
1,158
|
|
|
12,185
|
|
|
103,624
|
|
|
116,679
|
|
|||||
Amounts reclassified from accumulated other comprehensive loss (a), (b)
|
1,367
|
|
|
319
|
|
|
26,828
|
|
|
—
|
|
|
28,514
|
|
|||||
Net other comprehensive income (loss)
|
1,079
|
|
|
1,477
|
|
|
39,013
|
|
|
103,624
|
|
|
145,193
|
|
|||||
Balance at December 31, 2017
|
(406
|
)
|
|
1,597
|
|
|
(748,800
|
)
|
|
(47,331
|
)
|
|
(794,940
|
)
|
|||||
Cumulative effect of accounting change
|
(87
|
)
|
|
344
|
|
|
(116,490
|
)
|
|
—
|
|
|
(116,233
|
)
|
|||||
Restated balance at December 31, 2017
|
(493
|
)
|
|
1,941
|
|
|
(865,290
|
)
|
|
(47,331
|
)
|
|
(911,173
|
)
|
|||||
Other comprehensive loss before reclassifications (a)
|
(763
|
)
|
|
(2,579
|
)
|
|
(46,170
|
)
|
|
(52,299
|
)
|
|
(101,811
|
)
|
|||||
Amounts reclassified from accumulated other comprehensive loss (a), (b)
|
1,447
|
|
|
(2,423
|
)
|
|
64,999
|
|
|
—
|
|
|
64,023
|
|
|||||
Net other comprehensive income (loss)
|
684
|
|
|
(5,002
|
)
|
|
18,829
|
|
|
(52,299
|
)
|
|
(37,788
|
)
|
|||||
Balance at December 31, 2018
|
191
|
|
|
(3,061
|
)
|
|
(846,461
|
)
|
|
(99,630
|
)
|
|
(948,961
|
)
|
|||||
Other comprehensive loss before reclassifications (a)
|
278
|
|
|
6,719
|
|
|
(845
|
)
|
|
75,319
|
|
|
81,471
|
|
|||||
Amounts reclassified from accumulated other comprehensive loss (a), (b)
|
(132
|
)
|
|
(809
|
)
|
|
28,288
|
|
|
—
|
|
|
27,347
|
|
|||||
Net other comprehensive loss
|
146
|
|
|
5,910
|
|
|
27,443
|
|
|
75,319
|
|
|
108,818
|
|
|||||
Balance at December 31, 2019
|
$
|
337
|
|
|
$
|
2,849
|
|
|
$
|
(819,018
|
)
|
|
$
|
(24,311
|
)
|
|
$
|
(840,143
|
)
|
|
2019
|
|
2018
|
||||||||||
|
Shares
|
|
Weighted average grant date fair value
|
|
Shares
|
|
Weighted average grant date fair value
|
||||||
Outstanding - beginning of the year
|
3,228,339
|
|
|
$
|
13.33
|
|
|
2,651,053
|
|
|
$
|
14.16
|
|
Granted
|
3,113,886
|
|
|
6.56
|
|
|
1,754,098
|
|
|
12.36
|
|
||
Vested
|
(1,360,219
|
)
|
|
11.90
|
|
|
(963,010
|
)
|
|
11.41
|
|
||
Forfeited
|
(501,159
|
)
|
|
8.71
|
|
|
(213,802
|
)
|
|
13.26
|
|
||
Outstanding - end of the year
|
4,480,847
|
|
|
$
|
9.51
|
|
|
3,228,339
|
|
|
$
|
13.33
|
|
|
2019
|
|
2018
|
||||||||||
|
Shares
|
|
Weighted average grant date fair value
|
|
Shares
|
|
Weighted average grant date fair value
|
||||||
Outstanding - beginning of the year
|
1,653,004
|
|
|
$
|
13.08
|
|
|
1,145,025
|
|
|
$
|
13.43
|
|
Granted
|
1,368,182
|
|
|
6.60
|
|
|
733,148
|
|
|
12.64
|
|
||
Vested
|
—
|
|
|
—
|
|
|
(91,493
|
)
|
|
12.21
|
|
||
Forfeited
|
(242,824
|
)
|
|
9.65
|
|
|
(133,676
|
)
|
|
14.26
|
|
||
Outstanding - end of the year
|
2,778,362
|
|
|
$
|
10.09
|
|
|
1,653,004
|
|
|
$
|
13.08
|
|
|
2019
|
|
2018
|
||||||||||
|
Shares
|
|
Per share weighted average exercise prices
|
|
Shares
|
|
Per share weighted average exercise prices
|
||||||
Options outstanding - beginning of the year
|
13,593,156
|
|
|
$
|
15.30
|
|
|
10,495,039
|
|
|
$
|
21.67
|
|
Granted
|
869,297
|
|
|
6.57
|
|
|
4,932,467
|
|
|
8.47
|
|
||
Canceled
|
(533,921
|
)
|
|
11.06
|
|
|
(258,509
|
)
|
|
13.09
|
|
||
Expired
|
(1,105,848
|
)
|
|
24.75
|
|
|
(1,575,841
|
)
|
|
36.86
|
|
||
Options outstanding - end of the year
|
12,822,684
|
|
|
$
|
14.08
|
|
|
13,593,156
|
|
|
$
|
15.30
|
|
Options exercisable - end of the year
|
7,288,614
|
|
|
$
|
18.49
|
|
|
6,824,433
|
|
|
$
|
20.23
|
|
|
|
Options Outstanding
|
|
Options Exercisable
|
||||||||||||||||
Range of per share exercise prices
|
|
Shares
|
|
Per share weighted-average exercise price
|
|
Weighted-average remaining contractual life
|
|
Shares
|
|
Per share weighted-average exercise price
|
|
Weighted-average remaining contractual life
|
||||||||
$4.32 - $8.55
|
|
3,855,770
|
|
|
$
|
6.18
|
|
|
9.0
|
years
|
|
—
|
|
|
$
|
—
|
|
|
—
|
|
$12.64 - $19.45
|
|
6,001,756
|
|
|
14.36
|
|
|
6.6
|
years
|
|
4,323,456
|
|
|
14.86
|
|
|
6.2
|
years
|
||
$21.54 - $26.07
|
|
2,965,158
|
|
|
23.77
|
|
|
1.6
|
years
|
|
2,965,158
|
|
|
23.77
|
|
|
1.6
|
years
|
||
|
|
12,822,684
|
|
|
$
|
14.08
|
|
|
6.2
|
years
|
|
7,288,614
|
|
|
$
|
18.49
|
|
|
4.3
|
years
|
|
Years Ended December 31,
|
|||||||
|
2019
|
|
2018
|
|
2017
|
|||
Expected dividend yield
|
3.0
|
%
|
|
9.9
|
%
|
|
5.7
|
%
|
Expected stock price volatility
|
41.5
|
%
|
|
37.8
|
%
|
|
29.7
|
%
|
Risk-free interest rate
|
2.5
|
%
|
|
2.8
|
%
|
|
2.3
|
%
|
Expected life
|
5 years
|
|
|
7 years
|
|
|
7 years
|
|
Weighted-average fair value per option granted
|
$1.98
|
|
$1.26
|
|
$2.00
|
|||
Fair value of options granted
|
$1,722
|
|
$6,229
|
|
$5,107
|
|
First
Quarter
|
|
Second Quarter
|
|
Third Quarter
|
|
Fourth Quarter
|
|
Total
|
||||||||||
2019
|
|
|
|
|
|
|
|
|
|
||||||||||
Revenue
|
$
|
795,084
|
|
|
$
|
788,573
|
|
|
$
|
790,125
|
|
|
$
|
831,343
|
|
|
$
|
3,205,125
|
|
Cost of revenue
|
467,187
|
|
|
468,227
|
|
|
467,805
|
|
|
518,920
|
|
|
1,922,139
|
|
|||||
Operating expenses
|
322,620
|
|
|
287,312
|
|
|
341,870
|
|
|
304,042
|
|
|
1,255,844
|
|
|||||
Income (loss) from continuing operations before income taxes
|
5,277
|
|
|
33,034
|
|
|
(19,550
|
)
|
|
8,381
|
|
|
27,142
|
|
|||||
Provision (benefit) for income taxes
|
7,820
|
|
|
3,724
|
|
|
(24,895
|
)
|
|
344
|
|
|
(13,007
|
)
|
|||||
(Loss) income from continuing operations
|
(2,543
|
)
|
|
29,310
|
|
|
5,345
|
|
|
8,037
|
|
|
40,149
|
|
|||||
(Loss) income from discontinued operations
|
(116
|
)
|
|
(5,613
|
)
|
|
(8,470
|
)
|
|
168,659
|
|
|
154,460
|
|
|||||
Net (loss) income
|
$
|
(2,659
|
)
|
|
$
|
23,697
|
|
|
$
|
(3,125
|
)
|
|
$
|
176,696
|
|
|
$
|
194,609
|
|
Basic (loss) earnings per share (1)
|
|
|
|
|
|
|
|
|
|
||||||||||
Continuing operations
|
$
|
(0.01
|
)
|
|
$
|
0.17
|
|
|
$
|
0.03
|
|
|
$
|
0.05
|
|
|
$
|
0.23
|
|
Discontinued operations
|
—
|
|
|
(0.03
|
)
|
|
(0.05
|
)
|
|
0.99
|
|
|
0.88
|
|
|||||
Net income
|
$
|
(0.01
|
)
|
|
$
|
0.13
|
|
|
$
|
(0.02
|
)
|
|
$
|
1.04
|
|
|
$
|
1.10
|
|
Diluted (loss) earnings per share (1)
|
|
|
|
|
|
|
|
|
|
||||||||||
Continuing operations
|
$
|
(0.01
|
)
|
|
$
|
0.16
|
|
|
$
|
0.03
|
|
|
$
|
0.05
|
|
|
$
|
0.23
|
|
Discontinued operations
|
—
|
|
|
(0.03
|
)
|
|
(0.05
|
)
|
|
0.98
|
|
|
0.87
|
|
|||||
Net income
|
$
|
(0.01
|
)
|
|
$
|
0.13
|
|
|
$
|
(0.02
|
)
|
|
$
|
1.03
|
|
|
$
|
1.10
|
|
|
First
Quarter
|
|
Second Quarter
|
|
Third Quarter
|
|
Fourth Quarter
|
|
Total
|
||||||||||
2018
|
|
|
|
|
|
|
|
|
|
||||||||||
Revenue
|
$
|
820,289
|
|
|
$
|
773,538
|
|
|
$
|
760,281
|
|
|
$
|
857,414
|
|
|
$
|
3,211,522
|
|
Cost of revenues
|
444,032
|
|
|
426,818
|
|
|
419,311
|
|
|
500,113
|
|
|
1,790,274
|
|
|||||
Operating expenses
|
310,300
|
|
|
308,077
|
|
|
295,782
|
|
|
318,968
|
|
|
1,233,127
|
|
|||||
Income from continuing operations before income taxes
|
65,957
|
|
|
38,643
|
|
|
45,188
|
|
|
38,333
|
|
|
188,121
|
|
|||||
Provision (benefit) for income taxes
|
17,498
|
|
|
2,205
|
|
|
(2,468
|
)
|
|
(10,819
|
)
|
|
6,416
|
|
|||||
Income from continuing operations
|
48,459
|
|
|
36,438
|
|
|
47,656
|
|
|
49,152
|
|
|
181,705
|
|
|||||
Income from discontinued operations
|
11,511
|
|
|
15,157
|
|
|
32,621
|
|
|
817
|
|
|
60,106
|
|
|||||
Net income
|
$
|
59,970
|
|
|
$
|
51,595
|
|
|
$
|
80,277
|
|
|
$
|
49,969
|
|
|
$
|
241,811
|
|
Basic earnings per share (1):
|
|
|
|
|
|
|
|
|
|
||||||||||
Continuing operations
|
$
|
0.26
|
|
|
$
|
0.19
|
|
|
$
|
0.25
|
|
|
$
|
0.26
|
|
|
$
|
0.97
|
|
Discontinued operations
|
0.06
|
|
|
0.08
|
|
|
0.17
|
|
|
—
|
|
|
0.32
|
|
|||||
Net income
|
$
|
0.32
|
|
|
$
|
0.28
|
|
|
$
|
0.43
|
|
|
$
|
0.27
|
|
|
$
|
1.29
|
|
Diluted earnings per share (1):
|
|
|
|
|
|
|
|
|
|
||||||||||
Continuing operations
|
$
|
0.26
|
|
|
$
|
0.19
|
|
|
$
|
0.25
|
|
|
$
|
0.26
|
|
|
$
|
0.96
|
|
Discontinued operations
|
0.06
|
|
|
0.08
|
|
|
0.17
|
|
|
—
|
|
|
0.32
|
|
|||||
Net income
|
$
|
0.32
|
|
|
$
|
0.27
|
|
|
$
|
0.43
|
|
|
$
|
0.26
|
|
|
$
|
1.28
|
|
Description
|
|
Balance at beginning of year
|
|
Additions charged to expense
|
|
Deductions
|
|
Balance at end of year
|
||||||||
|
|
|
|
|
|
|
|
|
||||||||
Allowance for doubtful accounts
|
||||||||||||||||
2019
|
|
$
|
17,443
|
|
|
$
|
16,345
|
|
|
$
|
(15,958
|
)
|
|
$
|
17,830
|
|
2018
|
|
$
|
14,319
|
|
|
$
|
9,770
|
|
|
$
|
(6,646
|
)
|
|
$
|
17,443
|
|
2017
|
|
$
|
13,506
|
|
|
$
|
7,426
|
|
|
$
|
(6,613
|
)
|
|
$
|
14,319
|
|
|
|
|
|
|
|
|
|
|
||||||||
Valuation allowance for deferred tax asset
|
||||||||||||||||
2019
|
|
$
|
142,496
|
|
|
$
|
5,324
|
|
|
$
|
(37,038
|
)
|
|
$
|
110,782
|
|
2018
|
|
$
|
178,156
|
|
|
$
|
3,682
|
|
|
$
|
(39,342
|
)
|
|
$
|
142,496
|
|
2017
|
|
$
|
127,095
|
|
|
$
|
53,782
|
|
|
$
|
(2,721
|
)
|
|
$
|
178,156
|
|
Name:
|
[●]
|
Title:
|
[●]
|
•
|
accept for payment all notes or portions of notes properly tendered pursuant to the change of control offer;
|
•
|
deposit with the paying agent an amount equal to the change of control payment in respect of all notes or portions of notes properly tendered; and
|
•
|
deliver or cause to be delivered to the trustee the notes properly accepted together with an officers’ certificate stating the aggregate principal amount of notes or portions of notes being repurchased.
|
•
|
Mortgages on property of any corporation existing at the time that corporation is acquired by us or a Restricted Subsidiary (including by way of merger or consolidation) or at the time of a sale, lease or other disposition of all or substantially all of the properties of a corporation
|
•
|
Mortgages on property of a corporation existing at the time the corporation first becomes a Restricted Subsidiary;
|
•
|
Mortgages on any property existing on the date the notes are first issued under the indenture or when we acquired that property;
|
•
|
Mortgages securing any Indebtedness that a wholly-owned Restricted Subsidiary owes to us or another wholly-owned Restricted Subsidiary;
|
•
|
Mortgages that we enter into within specified time periods to finance the acquisition, repair, improvement or construction of any property;
|
•
|
mechanics’ liens, tax liens, liens in favor of a governmental body to secure progress payments or the acquisition of real or personal property from the governmental body, and other specified liens which were not incurred in connection with any borrowing of money, as long as we are contesting those liens in good faith or those liens do not materially impair the use of any Principal Domestic Manufacturing Plant;
|
•
|
Mortgages arising from any judgment, decree or order of a court in a pending proceeding;
|
•
|
any extension, renewal or replacement of any of the Mortgages described above, as long as the amount of Indebtedness secured does not exceed the amount originally secured plus any fees incurred in connection with the refinancing.
|
•
|
we enter into the sale and leaseback transaction within 180 days after the Principal Domestic Manufacturing Plant is acquired, constructed or placed into service by us;
|
•
|
the rent that we pay under the related lease is reimbursed under a contract between us or a Restricted Subsidiary and the United States government or one of its agencies or instrumentalities;
|
•
|
the aggregate amount of all Attributable Debt with respect to sale and leaseback transactions plus all Indebtedness secured by Mortgages on Principal Domestic Manufacturing Plants or upon shares of stock or Indebtedness of any Restricted Subsidiary (with the exception of
|
•
|
we apply an amount equal to, in the case of a sale or transfer for cash, the lesser of the net proceeds of the sale or transfer of the Principal Domestic Manufacturing Plant and the net book value, or, in the case of a sale or transfer otherwise than for cash, the lesser of the fair market value of the Principal Domestic Manufacturing Plant and the net book value, within 180 days of the effective date of the sale and leaseback arrangement to the retirement of our or a Restricted Subsidiary’s unsubordinated Indebtedness, which may include the notes. However, we cannot satisfy this test by retiring Indebtedness that we were otherwise obligated to repay within the 180-day period.
|
•
|
that Mortgage could be created under the indenture without equally and ratably securing the notes; or
|
•
|
the notes will be secured equally and ratably with or prior to the Indebtedness secured by that Mortgage.
|
•
|
either we are the continuing corporation or the successor corporation is a domestic corporation and expressly assumes the due and punctual payment of the principal of and premium, if any, and interest on all the debt securities outstanding under the indenture, including the notes, according to their tenor and the due and punctual performance and observance of all of the covenants and conditions of the indenture to be performed or observed by us; and
|
•
|
immediately after such merger, consolidation, sale, conveyance or lease, we or such successor corporation, as the case may be, is not in material default in the performance or observance of any such covenant or condition.
|
•
|
the sale price of the Principal Domestic Manufacturing Plant to be leased multiplied by a fraction the numerator of which is the remaining portion of the base term of the lease and the denominator of which is the base term of the lease; and
|
•
|
the total rental payments under the lease discounted to present value using an interest factor determined in accordance with generally accepted financial practice. However, if we cannot readily determine that interest factor, we will use an annual rate of 11%, compounded semi-annually. We will also exclude from rental payments any amounts paid on account of property taxes, maintenance, repairs, insurance, water rates and other items which are not payments for property rights.
|
•
|
is organized under the laws of the United States or any state of the United States or the District of Columbia;
|
•
|
transacts all or a substantial part of its business in the United States; and
|
•
|
owns a Principal Domestic Manufacturing Plant.
|
•
|
is primarily engaged in providing or obtaining financing for the sale or lease of products that we or our Subsidiaries sell or lease or is otherwise primarily engaged in the business of a finance company; or
|
•
|
is primarily engaged in the business of owning, developing or leasing real property other than a Principal Domestic Manufacturing Plant.
|
•
|
DTC notifies us that it is unwilling or unable to continue as depositary for that global security and we do not appoint a successor depositary within 90 days after receiving that notice;
|
•
|
at any time DTC ceases to be a clearing agency registered or in good standing under the Exchange Act or other applicable law and we do not appoint a successor depositary within 90 days after becoming aware that DTC has ceased to be registered or in good standing as a clearing agency; or
|
•
|
we determine that that global security will be exchangeable for definitive securities in registered form and notify the trustee of our decision.
|
•
|
any aspect of DTC’s records relating to, or payments made on account of, beneficial ownership interests in a note represented by a global security;
|
•
|
any other aspect of the relationship between DTC and its participants or the relationship between those participants, and the owners of beneficial interests in a global security held through those participants, or the maintenance, supervision or review of any of DTC’s records relating to those beneficial ownership interests.
|
•
|
default in the payment of any installment of interest upon any of the debt securities of such series as and when the same shall become due and payable, and continuance of such default for a period of 30 days;
|
•
|
default in the payment of all or any part of the principal of any of the debt securities of such series as and when the same shall become due and payable either at maturity, upon any redemption, by declaration or otherwise;
|
•
|
default in the performance, or breach, of any other covenant or warranty contained in the debt securities of such series or set forth in the indenture (other than a covenant or warranty included in the indenture solely for the benefit of one or more series of debt securities other than such series) and continuance of such default or breach for a period of 90 days after due notice by the trustee or by the holders of at least 25% in principal amount of the outstanding securities of such series; or
|
•
|
certain events of bankruptcy, insolvency or reorganization of the Company.
|
•
|
either the Company is the continuing corporation or the successor corporation is a domestic corporation and expressly assumes the due and punctual payment of the principal of and interest on all the debt securities outstanding under the indenture according to their tenor and the due and punctual performance and observance of all of the covenants and conditions of the indenture to be performed or observed by the Company; and
|
•
|
immediately after such merger, consolidation, sale, conveyance or lease, the Company or such successor corporation, as the case may be, is not in material default in the performance or observance of any such covenant or condition.
|
•
|
extend the final maturity date of any debt security, or reduce the principal amount thereof, or reduce the rate or extend the time of payment of any interest thereon, or reduce any amount payable on redemption thereof, or impair or affect the right of any holder of debt securities to institute suit for payment thereof or, if the debt securities provide therefor, any right of repayment at the option of the holders of the debt securities, without the consent of the holder of each debt security so affected;
|
•
|
reduce the aforesaid percentage of debt securities of such series, the consent of the holders of which is required for any such supplemental indenture, without the consent of the holders of all debt securities of such series so affected; or
|
•
|
reduce the amount of principal payable upon acceleration of the maturity date of any original issue discount security.
|
•
|
the Company has delivered to the trustee an opinion of counsel with regard to certain matters, including an opinion to the effect that the holders of such debt securities will not recognize income, gain or loss for federal income tax purposes as a result of such deposit and discharge and will be subject to federal income tax on the same amounts and in the same manner and at the same times as would have been the case if such deposit and defeasance had not occurred, and which opinion of counsel must be based upon:
|
•
|
a ruling of the U.S. Internal Revenue Service to the same effect; or
|
•
|
a change in applicable U.S. federal income tax law after the date of the indenture such that a ruling is no longer required;
|
•
|
no Event of Default shall have occurred or be continuing; and
|
•
|
such deposit shall not result in a breach or violation of, or constitute a default under the indenture or any other material agreement or instrument to which the Company is a party or by which the Company is bound.
|
Subsidiary Name
|
Country or state of incorporation
|
AtLast Holdings Inc.
|
Colorado
|
B. Williams Funding Corp.
|
Delaware
|
Borderfree Limited
|
Ireland
|
Borderfree Research and Development Ltd.
|
Israel
|
Borderfree Trading (Shanghai) Co., Ltd.
|
China
|
Borderfree UK Limited
|
United Kingdom
|
Borderfree, Inc.
|
Delaware
|
Elmcroft Road Realty Corporation
|
Connecticut
|
Enroute Systems Corporation
|
Deleware
|
FSL Holdings Inc.
|
Connecticut
|
FSL Risk Managers Inc.
|
New York
|
Harvey Company, L.L.C
|
Delaware
|
Intreprinderea Cu Capital Strain "Tacit Knowledge" S.R.L.
|
Republic of Moldova
|
Mount Verde Insurance Company, Inc.
|
Vermont
|
Newgistics, Inc.
|
Delaware
|
NGS Holdings, Inc.
|
Delaware
|
NGS Intermediate Holdings, Inc.
|
Delaware
|
OldEurope Limited
|
United Kingdom
|
OldMS Limited
|
United Kingdom
|
PB Can US Holding LLC
|
Delaware
|
PB Equipment Management Inc.
|
Delaware
|
PB European UK LLC
|
Delaware
|
PB Nova Scotia Holding Inc.
|
Delaware
|
PB Nova Scotia Holdings ULC
|
Canada
|
PB Nova Scotia II ULC
|
Canada
|
PB Nova Scotia VI ULC
|
Canada
|
PB Nova Scotia VII ULC
|
Canada
|
PB Professional Services Inc.
|
Delaware
|
PB US Can LLC
|
Delaware
|
PB Wilmington USlux, LLC
|
Delaware
|
PB Worldwide Inc,
|
Delaware
|
Pitney Bowes (Asia Pacific) Pte. Ltd
|
Singapore
|
Pitney Bowes Australia FAS Pty Limited
|
Australia
|
Pitney Bowes Australia Pty Limited
|
Australia
|
Pitney Bowes Brasil Equipamentos e Servicos Ltda
|
Brazil
|
Pitney Bowes Canada II LP
|
Canada
|
Pitney Bowes Deutschland GmbH
|
Germany
|
Pitney Bowes Finance Ireland Limited
|
Ireland
|
Pitney Bowes Finance Limited
|
United Kingdom
|
Pitney Bowes Funding SRL
|
Barbados
|
Pitney Bowes Global Financial Services LLC
|
Delaware
|
Pitney Bowes Global Limited
|
United Kingdom
|
Pitney Bowes Global LLC
|
Delaware
|
Pitney Bowes Holdco Limited
|
United Kingdom
|
Pitney Bowes Holding SNC
|
France
|
Pitney Bowes Holdings Limited
|
United Kingdom
|
Pitney Bowes India Private Limited
|
India
|
Pitney Bowes International Finance Limited
|
United Kingdom
|
Pitney Bowes International Holdings, Inc.
|
Delaware
|
Pitney Bowes Ireland Limited
|
Ireland
|
Pitney Bowes Japan K.K.
|
Japan
|
Pitney Bowes Limited
|
United Kingdom
|
Pitney Bowes Luxembourg Holding II S.a.r.l.
|
Luxembourg
|
Pitney Bowes Luxembourg Holding S.a.r.l.
|
Luxembourg
|
Pitney Bowes New Zealand Limited
|
New Zealand
|
Pitney Bowes Nova Scotia ULC
|
Canada
|
Pitney Bowes of Canada Ltd. - Pitney Bowes du Canada Ltee
|
Canada
|
Pitney Bowes PayCo Australia PTY LTD
|
Australia
|
Pitney Bowes PayCo Canada Ltd.
|
Canada
|
Pitney Bowes PayCo EMR Limited
|
United Arab Emirates
|
Pitney Bowes PayCo Holdings Limited
|
Ireland
|
Pitney Bowes PayCo Hong Kong Limited
|
Hong Kong
|
Pitney Bowes PayCo Japan KK
|
Japan
|
Pitney Bowes PayCo Korea Ltd
|
South Korea
|
Pitney Bowes PayCo Mexico, S. DE R.L. DE C.V.
|
Mexico
|
Pitney Bowes PayCo Singapore Pte Ltd
|
Singapore
|
Pitney Bowes PayCo Switzerland GmbH
|
Switzerland
|
Pitney Bowes PayCo UK Limited
|
United Kingdom
|
Pitney Bowes PayCo US Inc.
|
Delaware
|
Pitney Bowes Polska Sp. z.o.o.
|
Poland
|
Pitney Bowes Presort Services, Inc.
|
Delaware
|
Pitney Bowes Properties Inc.
|
Connecticut
|
Pitney Bowes Puerto Rico, Inc.
|
Puerto Rico
|
Pitney Bowes SAS
|
France
|
Pitney Bowes Shelton Realty LLC
|
Connecticut
|
Pitney Bowes Software Pty Ltd
|
Australia
|
Pitney Bowes UK Funding Limited
|
United Kingdom
|
Pitney Bowes UK LP
|
United Kingdom
|
Tacit Knowledge Latin America, S. de R.L de C.V.
|
Mexico
|
Tacit Knowledge Ltd.
|
United Kingdom
|
Tacit Knowledge Singapore PTE. LTD.
|
Singapore
|
Tacit Knowledge, Inc.
|
California
|
The Pitney Bowes Bank, Inc.
|
Utah
|
Wheeler Financial from Pitney Bowes Inc.
|
Delaware
|
Wheeler Insurance, Ltd.
|
Vermont
|
1.
|
I have reviewed this Annual Report on Form 10-K of Pitney Bowes 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 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.
|
/s/ Marc B. Lautenbach
|
|
|
|
|
Marc B. Lautenbach
|
|
|
|
|
President and Chief Executive Officer
|
|
|
|
|
1.
|
I have reviewed this Annual Report on Form 10-K of Pitney Bowes 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 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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/s/ Stanley J. Sutula III
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Stanley J. Sutula III
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Executive Vice President and 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)
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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/ Marc B. Lautenbach
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Marc B. Lautenbach
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President and Chief Executive 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)
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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/ Stanley J. Sutula III
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Stanley J. Sutula III
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Executive Vice President and Chief Financial Officer
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