We could not find any results for:
Make sure your spelling is correct or try broadening your search.
Share Name | Share Symbol | Market | Type |
---|---|---|---|
Mead Johnson Nutrition Company (delisted) | NYSE:MJN | NYSE | Common Stock |
Price Change | % Change | Share Price | High Price | Low Price | Open Price | Shares Traded | Last Trade | |
---|---|---|---|---|---|---|---|---|
0.00 | 0.00% | 89.98 | 0 | 01:00:00 |
Delaware
|
80-0318351
|
(State or Other Jurisdiction of Incorporation or Organization)
|
(IRS Employer Identification No.)
|
Title of each class
|
Name of each exchange on which registered
|
Common Stock, $0.01 Par Value
|
New York Stock Exchange
|
Large accelerated filer
ý
|
|
Accelerated filer
o
|
|
Non-accelerated filer
o
|
|
Smaller reporting company
o
|
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.
|
|
•
|
If the Merger is not completed, and there are no other parties willing and able to acquire the Company at a price of
$90
per share or higher, on terms acceptable to us, our stock price will likely decline as our stock has recently traded at prices based on the proposed per share consideration for the Merger.
|
•
|
We have incurred, and will continue to incur, significant costs, expenses and fees for professional services and other transaction costs in connection with the Merger, for which we will have received little or no benefit if the Merger is not completed. Many of these fees and costs will be payable by us even if the Merger is not completed and may relate to activities that we would not have undertaken other than to complete the Merger.
|
•
|
A failed Merger may result in negative publicity and a negative impression of us in the investment community.
|
•
|
Upon termination of the Merger Agreement by the Company or Reckitt Benckiser under specified circumstances, we would be required to pay a termination fee of
$480 million
.
|
•
|
the diversion of significant management time and resources towards the completion of the Merger;
|
•
|
the impairment of our ability to attract, retain, and motivate key personnel, including our senior management;
|
•
|
difficulties maintaining relationships with customers, suppliers, and other business partners;
|
•
|
the inability to pursue alternative business opportunities or make appropriate changes to our business because of requirements in the Merger Agreement that we conduct our business in the ordinary course of business consistent with past practice and not engage in certain kinds of transactions prior to the completion of the Merger; and
|
•
|
litigation relating to the Merger and the costs related thereto.
|
•
|
multiple regulatory requirements that could restrict our ability to manufacture, market or sell our products;
|
•
|
foreign currency exchange rates;
|
•
|
compliance with anti-corruption regulations;
|
•
|
differing local product preferences and product requirements;
|
•
|
programs and policies intended to discourage the use of our products;
|
•
|
trade protection measures and exchange controls;
|
•
|
price controls;
|
•
|
unauthorized sales of our products through parallel markets;
|
•
|
restrictions on the transfer of funds to and from foreign countries, including potentially negative tax consequences;
|
•
|
political and economic instability;
|
•
|
changes in foreign medical reimbursement policies and programs; and
|
•
|
diminished protection of intellectual property.
|
•
|
raw material, product quality or safety issues, and related shortages or recalls by either us or our third-party suppliers;
|
•
|
supply chain disruptions due to weather, natural disaster, fire, terrorism, strikes, various contagious diseases, changes in government regulations or other factors over which we have no control;
|
•
|
loss or impairment of key global manufacturing sites or a failure to maintain compliant manufacturing practices at either our sites or third-party manufacturing sites;
|
•
|
limits on production and manufacturing capabilities due to physical capacity limitations, regulatory requirements, or export / import restrictions associated with the transport of raw goods or material;
|
•
|
significant difficulties with the highly exacting and complex processes required to manufacture our products, including equipment malfunction, failure to follow specific protocols and the related need to discard product batches; and
|
•
|
strikes, labor disputes, industrial accidents or other occupational health and safety issues.
|
Name
|
|
Position(s)
|
Peter Kasper Jakobsen
|
President and Chief Executive Officer; Director
|
|
Michel Cup
|
Executive Vice President and Chief Financial Officer
|
|
Charles M. Urbain
|
Executive Vice President and Chief Operating Officer
|
|
Patrick M. Sheller
|
Senior Vice President, General Counsel and Secretary
|
|
James Jeffrey Jobe
|
Senior Vice President, Global Operations
|
|
Dirk Hondmann, Ph.D.
|
Chief Scientific Officer
|
|
Ian E. Ormesher
|
Senior Vice President, Global Human Resources
|
|
James E. Shiah
|
Senior Vice President, Finance and Controller
|
Peter Kasper Jakobsen
|
|
Age 54
|
Michel Cup
|
|
Age 47
|
Charles M. Urbain
|
|
Age 62
|
Patrick M. Sheller
|
|
Age 55
|
James Jeffrey Jobe
|
|
Age 57
|
Dirk Hondmann, Ph.D.
|
|
Age 53
|
Ian E. Ormesher
|
|
Age 54
|
James E. Shiah
|
|
Age 57
|
Item 5.
|
MARKET FOR REGISTRANT’S COMMON STOCK, RELATED STOCKHOLDER MATTERS AND ISSUER PURCHASES OF EQUITY SECURITIES.
|
|
Market Price for
MJN Common Stock |
|
Dividends
Declared Per Share |
||||||||
|
High
|
|
Low
|
||||||||
2015
|
|
|
|
|
|
||||||
First Quarter
|
$
|
105.45
|
|
|
$
|
97.09
|
|
|
$
|
0.4125
|
|
Second Quarter
|
$
|
104.34
|
|
|
$
|
89.26
|
|
|
$
|
0.4125
|
|
Third Quarter
|
$
|
91.89
|
|
|
$
|
69.20
|
|
|
$
|
0.4125
|
|
Fourth Quarter
|
$
|
84.49
|
|
|
$
|
69.31
|
|
|
$
|
0.4125
|
|
2016
|
|
|
|
|
|
|
|
|
|
|
|
First Quarter
|
$
|
85.25
|
|
|
$
|
65.53
|
|
|
$
|
0.4125
|
|
Second Quarter
|
$
|
92.01
|
|
|
$
|
81.53
|
|
|
$
|
0.4125
|
|
Third Quarter
|
$
|
94.40
|
|
|
$
|
76.26
|
|
|
$
|
0.4125
|
|
Fourth Quarter
|
$
|
81.91
|
|
|
$
|
70.25
|
|
|
$
|
0.4125
|
|
(Dollars in millions, except per share data)
Period
|
Total Number of
Shares Purchased
(1)
|
Average Price
Paid per Share
(2)
|
Total Number of
Shares Purchased
as Part of Publicly
Announced Programs
|
Approximate Dollar
Value of Shares
that May Yet Be
Purchased Under
the Programs
(3)
|
||||||
October 1, 2016 through October 31, 2016
|
—
|
|
$
|
—
|
|
—
|
|
$
|
500.0
|
|
November 1, 2016 through November 30, 2016
|
1,380,155
|
|
72.46
|
|
1,380,155
|
|
400.0
|
|
||
December 1, 2016 through December 31, 2016
|
—
|
|
—
|
|
—
|
|
400.0
|
|
||
|
1,380,155
|
|
$
|
72.46
|
|
1,380,155
|
|
$
|
400.0
|
|
(1)
|
The total number of shares purchased does not include shares surrendered to the Company to pay the exercise price in connection with the exercise of employee stock options or shares surrendered to the Company to satisfy tax withholding obligations in connection with the exercise of employee stock options or the vesting of restricted stock units and performance share awards.
|
(2)
|
Average Price Paid per Share includes commissions and discounts.
|
(3)
|
On October 22, 2015, the Company announced that, on October 20, 2015, its board of directors approved a share repurchase authorization of
$1,500.0 million
of the Company’s common stock (the “2015 Authorization”). The 2015 Authorization does not have an expiration date. As of December 31, 2016, the Company had
$400.0 million
remaining available under the 2015 Authorization.
|
|
12/31/2011
|
12/31/2012
|
12/31/2013
|
12/31/2014
|
12/31/2015
|
12/31/2016
|
Mead Johnson Nutrition Company
|
100.00
|
97.39
|
126.00
|
153.73
|
123.06
|
112.66
|
S&P 500 Stock Index
|
100.00
|
116.00
|
153.57
|
174.60
|
177.01
|
198.18
|
S&P 500 Packaged Foods Index
|
100.00
|
110.39
|
144.43
|
161.07
|
189.07
|
206.34
|
|
For the Years Ended December 31,
|
||||||||||||||||||
(Dollars in millions, except per share data)
|
2016
|
|
2015
|
|
2014
|
|
2013
|
|
2012
|
||||||||||
Net Sales
|
$
|
3,742.7
|
|
|
$
|
4,071.3
|
|
|
$
|
4,409.3
|
|
|
$
|
4,200.7
|
|
|
$
|
3,901.3
|
|
Earnings before Interest and Income Taxes
|
$
|
818.7
|
|
|
$
|
936.2
|
|
|
$
|
988.3
|
|
|
$
|
974.9
|
|
|
$
|
835.3
|
|
Interest Expense—net
|
$
|
105.4
|
|
|
$
|
65.0
|
|
|
$
|
60.3
|
|
|
$
|
50.6
|
|
|
$
|
65.0
|
|
Net Earnings Attributable to Shareholders
|
$
|
544.9
|
|
|
$
|
653.5
|
|
|
$
|
719.8
|
|
|
$
|
683.8
|
|
|
$
|
580.4
|
|
Basic Earnings Per Share Attributable to Shareholders
|
$
|
2.93
|
|
|
$
|
3.28
|
|
|
$
|
3.55
|
|
|
$
|
3.37
|
|
|
$
|
2.84
|
|
Diluted Earnings Per Share Attributable to Shareholders
|
$
|
2.92
|
|
|
$
|
3.27
|
|
|
$
|
3.54
|
|
|
$
|
3.36
|
|
|
$
|
2.83
|
|
Cash Dividends Declared Per Share
|
$
|
1.65
|
|
|
$
|
1.65
|
|
|
$
|
1.50
|
|
|
$
|
1.36
|
|
|
$
|
1.20
|
|
Weighted-average Shares - basic
|
185.5
|
|
|
199.0
|
|
|
202.1
|
|
|
202.4
|
|
|
203.6
|
|
|||||
Weighted-average Shares - diluted
|
185.8
|
|
|
199.4
|
|
|
202.7
|
|
|
203.1
|
|
|
204.3
|
|
|||||
Depreciation and Amortization
|
$
|
99.6
|
|
|
$
|
99.1
|
|
|
$
|
91.6
|
|
|
$
|
83.1
|
|
|
$
|
76.9
|
|
Cash Paid for Capital Expenditures
|
$
|
149.0
|
|
|
$
|
173.7
|
|
|
$
|
186.6
|
|
|
$
|
240.4
|
|
|
$
|
124.4
|
|
|
As of December 31,
|
||||||||||||||||||
(Dollars in millions)
|
2016
|
|
2015
|
|
2014
|
|
2013
|
|
2012
|
||||||||||
Total Assets
|
$
|
4,087.7
|
|
|
$
|
3,998.1
|
|
|
$
|
3,763.8
|
|
|
$
|
3,465.7
|
|
|
$
|
3,247.2
|
|
Short-Term Borrowings and Current Portion of Long-Term Debt
|
$
|
3.9
|
|
|
$
|
3.0
|
|
|
$
|
4.1
|
|
|
$
|
507.6
|
|
|
$
|
187.0
|
|
Long-Term Debt
|
$
|
2,976.2
|
|
|
$
|
2,981.0
|
|
|
$
|
1,492.8
|
|
|
$
|
1,002.0
|
|
|
$
|
1,514.7
|
|
Total Equity/(Deficit)
|
$
|
(472.1
|
)
|
|
$
|
(592.5
|
)
|
|
$
|
583.8
|
|
|
$
|
300.5
|
|
|
$
|
29.0
|
|
|
|
|
|
|
|
|
% of Net Sales
|
||||||
(Dollars in millions, except per share data)
|
2016
|
|
2015
|
|
% Change
|
|
2016
|
|
2015
|
||||
Net Sales
|
$
|
3,742.7
|
|
|
$
|
4,071.3
|
|
|
(8)%
|
|
|
|
|
Earnings before Interest and Income Taxes
|
818.7
|
|
|
936.2
|
|
|
(13)%
|
|
22%
|
|
23%
|
||
Interest Expense—net
|
105.4
|
|
|
65.0
|
|
|
62%
|
|
3%
|
|
2%
|
||
Earnings before Income Taxes
|
713.3
|
|
|
871.2
|
|
|
(18)%
|
|
19%
|
|
21%
|
||
Provision for Income Taxes
|
164.0
|
|
|
215.9
|
|
|
(24)%
|
|
4%
|
|
5%
|
||
Effective Tax Rate
|
23.0
|
%
|
|
24.8
|
%
|
|
|
|
|
|
|
||
Net Earnings
|
549.3
|
|
|
655.3
|
|
|
(16)%
|
|
15%
|
|
16%
|
||
Less: Net Earnings Attributable to Noncontrolling Interests
|
4.4
|
|
|
1.8
|
|
|
n/m
|
|
—%
|
|
—%
|
||
Net Earnings Attributable to Shareholders
|
544.9
|
|
|
653.5
|
|
|
(17)%
|
|
15%
|
|
16%
|
||
Weighted-Average Common Shares—Diluted
|
185.8
|
|
|
199.4
|
|
|
|
|
|
|
|
||
Earnings per Common Share—Diluted
|
$
|
2.92
|
|
|
$
|
3.27
|
|
|
(11)%
|
|
|
|
|
|
|
Years Ended December 31,
|
||||||
(Dollars in millions)
|
|
2016
|
|
2015
|
||||
Venezuela long-lived asset impairments, foreign exchange losses and other related charges
|
|
$
|
81.8
|
|
|
$
|
—
|
|
Restructuring, severance and other related costs
|
|
30.5
|
|
|
28.3
|
|
||
Pension and other post-employment adjustments
|
|
(7.4
|
)
|
|
8.2
|
|
||
Settlement related to the China investigation
|
|
—
|
|
|
12.0
|
|
||
Legal, settlements and related costs
|
|
0.2
|
|
|
1.7
|
|
||
Marketable securities (gain)/loss
|
|
—
|
|
|
(5.6
|
)
|
||
Other
|
|
3.0
|
|
|
—
|
|
||
Income tax impact on Specified Items
|
|
(17.9
|
)
|
|
(11.2
|
)
|
|
|
Years Ended December 31,
|
|
% of Gross Sales
|
||||||||
(Dollars in millions)
|
|
2016
|
|
2015
|
|
2016
|
|
2015
|
||||
Gross Sales
|
|
$
|
5,152.6
|
|
|
$
|
5,411.9
|
|
|
100%
|
|
100%
|
Gross-to-Net Sales Adjustments
|
|
|
|
|
|
|
|
|
|
|
||
WIC Rebates
|
|
751.5
|
|
|
763.0
|
|
|
14%
|
|
14%
|
||
Sales Discounts
|
|
400.7
|
|
|
320.6
|
|
|
8%
|
|
6%
|
||
Returns
|
|
94.2
|
|
|
89.8
|
|
|
2%
|
|
2%
|
||
Other (including Cash Discounts and Coupons)
|
|
163.5
|
|
|
167.2
|
|
|
3%
|
|
3%
|
||
Total Gross-to-Net Sales Adjustments
|
|
1,409.9
|
|
|
1,340.6
|
|
|
27%
|
|
25%
|
||
Total Net Sales
|
|
$
|
3,742.7
|
|
|
$
|
4,071.3
|
|
|
73%
|
|
75%
|
|
|
Years Ended December 31,
|
|
|
|
% Change Due to
|
||||||||||
(Dollars in millions)
|
|
2016
|
|
2015
|
|
% Change
|
|
Volume
|
|
Price/Mix
|
|
Foreign
Exchange
|
||||
Asia
|
|
$
|
1,856.9
|
|
|
$
|
2,039.0
|
|
|
(9)%
|
|
(6)%
|
|
1%
|
|
(4)%
|
Latin America
|
|
643.7
|
|
|
757.1
|
|
|
(15)%
|
|
(10)%
|
|
9%
|
|
(14)%
|
||
North America/Europe
|
|
1,242.1
|
|
|
1,275.2
|
|
|
(3)%
|
|
(4)%
|
|
2%
|
|
(1)%
|
||
Net Sales
|
|
$
|
3,742.7
|
|
|
$
|
4,071.3
|
|
|
(8)%
|
|
(6)%
|
|
3%
|
|
(5)%
|
|
|
Years Ended December 31,
|
|
|
|
% of Net Sales
|
||||||||
(Dollars in millions)
|
|
2016
|
|
2015
|
|
% Change
|
|
2016
|
|
2015
|
||||
Infant formula
|
|
$
|
2,203.9
|
|
|
$
|
2,407.1
|
|
|
(8)%
|
|
59%
|
|
59%
|
Children’s nutrition
|
|
1,487.2
|
|
|
1,593.1
|
|
|
(7)%
|
|
40%
|
|
39%
|
||
Other
|
|
51.6
|
|
|
71.1
|
|
|
(27)%
|
|
1%
|
|
2%
|
||
Net Sales
|
|
$
|
3,742.7
|
|
|
$
|
4,071.3
|
|
|
(8)%
|
|
100%
|
|
100%
|
|
|
Years Ended December 31,
|
|
|
|||||||
(Dollars in millions)
|
|
2016
|
|
2015
|
|
% Change
|
|||||
Net Sales
|
|
$
|
3,742.7
|
|
|
$
|
4,071.3
|
|
|
(8
|
)%
|
Cost of Products Sold
|
|
1,341.0
|
|
|
1,455.3
|
|
|
(8
|
)%
|
||
Gross Profit
|
|
$
|
2,401.7
|
|
|
$
|
2,616.0
|
|
|
(8
|
)%
|
Gross Margin
|
|
64.2
|
%
|
|
64.3
|
%
|
|
|
|
|
|
Years Ended December 31,
|
|
|
|
% of Net Sales
|
|||||||||||
(Dollars in millions)
|
|
2016
|
|
2015
|
|
% Change
|
|
2016
|
|
2015
|
|||||||
Selling, General and Administrative
|
|
$
|
766.5
|
|
|
$
|
890.6
|
|
|
(14
|
)%
|
|
20
|
%
|
|
22
|
%
|
Advertising and Promotion
|
|
627.0
|
|
|
641.8
|
|
|
(2
|
)%
|
|
17
|
%
|
|
16
|
%
|
||
Research and Development
|
|
97.4
|
|
|
108.4
|
|
|
(10
|
)%
|
|
3
|
%
|
|
3
|
%
|
||
Other (Income)/Expenses—net
|
|
92.1
|
|
|
39.0
|
|
|
n/m
|
|
|
2
|
%
|
|
1
|
%
|
|
|
Years Ended December 31,
|
||||||
(Dollars in millions)
|
|
2016
|
|
2015
|
||||
Venezuela long-lived asset impairments
|
|
$
|
45.9
|
|
|
$
|
—
|
|
Foreign exchange (gains)/losses—net
|
|
18.8
|
|
|
6.3
|
|
||
Restructuring, severance and other related costs—net
|
|
29.1
|
|
|
18.0
|
|
||
(Gain)/loss on asset disposals
|
|
—
|
|
|
9.0
|
|
||
Marketable securities (gain)/loss
|
|
—
|
|
|
(5.6
|
)
|
||
Legal, settlements and other—net
|
|
(1.7
|
)
|
|
11.3
|
|
||
Other (income)/expenses—net
|
|
$
|
92.1
|
|
|
$
|
39.0
|
|
|
|
Years Ended December 31,
|
|
|
|
% of Net Sales
|
||||||||
(Dollars in millions)
|
|
2016
|
|
2015
|
|
% Change
|
|
2016
|
|
2015
|
||||
Asia
|
|
$
|
559.3
|
|
|
$
|
682.0
|
|
|
(18)%
|
|
30%
|
|
33%
|
Latin America
|
|
156.7
|
|
|
175.2
|
|
|
(11)%
|
|
24%
|
|
23%
|
||
North America/Europe
|
|
380.3
|
|
|
361.8
|
|
|
5%
|
|
31%
|
|
28%
|
||
Corporate and Other
|
|
(277.6
|
)
|
|
(282.8
|
)
|
|
2%
|
|
n/m
|
|
n/m
|
||
EBIT
|
|
$
|
818.7
|
|
|
$
|
936.2
|
|
|
(13)%
|
|
22%
|
|
23%
|
|
|
|
|
|
|
|
% of Net Sales
|
||||||
(Dollars in millions, except per share data)
|
2015
|
|
2014
|
|
% Change
|
|
2015
|
|
2014
|
||||
Net Sales
|
$
|
4,071.3
|
|
|
$
|
4,409.3
|
|
|
(8)%
|
|
|
|
|
Earnings before Interest and Income Taxes
|
936.2
|
|
|
988.3
|
|
|
(5)%
|
|
23%
|
|
22%
|
||
Interest Expense—net
|
65.0
|
|
|
60.3
|
|
|
8%
|
|
2%
|
|
1%
|
||
Earnings before Income Taxes
|
871.2
|
|
|
928.0
|
|
|
(6)%
|
|
21%
|
|
21%
|
||
Provision for Income Taxes
|
215.9
|
|
|
199.2
|
|
|
8%
|
|
5%
|
|
5%
|
||
Effective Tax Rate
|
24.8
|
%
|
|
21.5
|
%
|
|
|
|
|
|
|
||
Net Earnings
|
655.3
|
|
|
728.8
|
|
|
(10)%
|
|
16%
|
|
17%
|
||
Less: Net Earnings Attributable to Noncontrolling Interests
|
1.8
|
|
|
9.0
|
|
|
(80)%
|
|
—%
|
|
(1)%
|
||
Net Earnings Attributable to Shareholders
|
653.5
|
|
|
719.8
|
|
|
(9)%
|
|
16%
|
|
16%
|
||
Weighted-Average Common Shares— Diluted
|
199.4
|
|
|
202.7
|
|
|
|
|
|
|
|
||
Earnings per Common Share—Diluted
|
$
|
3.27
|
|
|
$
|
3.54
|
|
|
(8)%
|
|
|
|
|
|
|
Years Ended December 31,
|
||||||
(Dollars in millions)
|
|
2015
|
|
2014
|
||||
Restructuring, severance and other related costs
|
|
$
|
28.3
|
|
|
$
|
1.5
|
|
Settlement related to the China investigation
|
|
12.0
|
|
|
—
|
|
||
Pension and other post-employment adjustments
|
|
8.2
|
|
|
51.5
|
|
||
Legal, settlements and related costs
|
|
1.7
|
|
|
10.3
|
|
||
Marketable securities (gain)/loss
|
|
(5.6
|
)
|
|
—
|
|
||
Income tax impact on Specified Items
|
|
(11.2
|
)
|
|
(23.7
|
)
|
|
|
Years Ended December 31,
|
|
% of Gross Sales
|
||||||||
(Dollars in millions)
|
|
2015
|
|
2014
|
|
2015
|
|
2014
|
||||
Gross Sales
|
|
$
|
5,411.9
|
|
|
$
|
5,689.4
|
|
|
100%
|
|
100%
|
Gross-to-Net Sales Adjustments
|
|
|
|
|
|
|
|
|
|
|
||
WIC Rebates
|
|
763.0
|
|
|
790.0
|
|
|
14%
|
|
14%
|
||
Sales Discounts
|
|
320.6
|
|
|
252.4
|
|
|
6%
|
|
4%
|
||
Returns
|
|
89.8
|
|
|
86.1
|
|
|
2%
|
|
1%
|
||
Other (including Cash Discounts and Coupons)
|
|
167.2
|
|
|
151.6
|
|
|
3%
|
|
3%
|
||
Total Gross-to-Net Sales Adjustments
|
|
1,340.6
|
|
|
1,280.1
|
|
|
25%
|
|
22%
|
||
Total Net Sales
|
|
$
|
4,071.3
|
|
|
$
|
4,409.3
|
|
|
75%
|
|
78%
|
|
|
Years Ended December 31,
|
|
|
|
% Change Due to
|
||||||||||
(Dollars in millions)
|
|
2015
|
|
2014
|
|
% Change
|
|
Volume
|
|
Price/Mix
|
|
Foreign
Exchange
|
||||
Asia
|
|
$
|
2,039.0
|
|
|
$
|
2,278.4
|
|
|
(11)%
|
|
(6)%
|
|
(2)%
|
|
(3)%
|
Latin America
|
|
757.1
|
|
|
867.5
|
|
|
(13)%
|
|
(4)%
|
|
7%
|
|
(16)%
|
||
North America/Europe
|
|
1,275.2
|
|
|
1,263.4
|
|
|
1%
|
|
1%
|
|
3%
|
|
(3)%
|
||
Net Sales
|
|
$
|
4,071.3
|
|
|
$
|
4,409.3
|
|
|
(8)%
|
|
(3)%
|
|
1%
|
|
(6)%
|
|
|
Years Ended December 31,
|
|
|
|
% of Net Sales
|
||||||||
(Dollars in millions)
|
|
2015
|
|
2014
|
|
% Change
|
|
2015
|
|
2014
|
||||
Infant formula
|
|
$
|
2,407.1
|
|
|
$
|
2,537.0
|
|
|
(5)%
|
|
59%
|
|
57%
|
Children’s nutrition
|
|
1,593.1
|
|
|
1,788.4
|
|
|
(11)%
|
|
39%
|
|
41%
|
||
Other
|
|
71.1
|
|
|
83.9
|
|
|
(15)%
|
|
2%
|
|
2%
|
||
Net Sales
|
|
$
|
4,071.3
|
|
|
$
|
4,409.3
|
|
|
(8)%
|
|
100%
|
|
100%
|
|
|
Years Ended December 31,
|
|
|
||||||
(Dollars in millions)
|
|
2015
|
|
2014
|
|
% Change
|
||||
Net Sales
|
|
$
|
4,071.3
|
|
|
$
|
4,409.3
|
|
|
(8)%
|
Cost of Products Sold
|
|
1,455.3
|
|
|
1,700.6
|
|
|
(14)%
|
||
Gross Profit
|
|
$
|
2,616.0
|
|
|
$
|
2,708.7
|
|
|
(3)%
|
Gross Margin
|
|
64.3
|
%
|
|
61.4
|
%
|
|
|
|
|
Years Ended December 31,
|
|
|
|
% of Net Sales
|
||||||||
(Dollars in millions)
|
|
2015
|
|
2014
|
|
% Change
|
|
2015
|
|
2014
|
||||
Selling, General and Administrative
|
|
$
|
890.6
|
|
|
$
|
978.9
|
|
|
(9)%
|
|
22%
|
|
22%
|
Advertising and Promotion
|
|
641.8
|
|
|
638.7
|
|
|
—%
|
|
16%
|
|
14%
|
||
Research and Development
|
|
108.4
|
|
|
115.1
|
|
|
(6)%
|
|
3%
|
|
3%
|
||
Other (Income)/Expenses—net
|
|
39.0
|
|
|
(12.3
|
)
|
|
n/m
|
|
1%
|
|
—%
|
|
|
Years Ended December 31,
|
||||||
(Dollars in millions)
|
|
2015
|
|
2014
|
||||
Severance and other costs
|
|
$
|
18.0
|
|
|
$
|
1.3
|
|
SEC Settlement
|
|
12.0
|
|
|
—
|
|
||
Loss on asset disposals
|
|
9.0
|
|
|
—
|
|
||
Foreign exchange losses—net
|
|
6.3
|
|
|
0.5
|
|
||
Gain on sale of investment
|
|
(5.6
|
)
|
|
(4.0
|
)
|
||
Pension curtailment gain
|
|
—
|
|
|
(5.4
|
)
|
||
Other—net
|
|
(0.7
|
)
|
|
(4.7
|
)
|
||
Other (income)/expenses—net
|
|
$
|
39.0
|
|
|
$
|
(12.3
|
)
|
|
|
Years Ended December 31,
|
|
|
|
% of Net Sales
|
||||||||
(Dollars in millions)
|
|
2015
|
|
2014
|
|
% Change
|
|
2015
|
|
2014
|
||||
Asia
|
|
$
|
682.0
|
|
|
$
|
818.7
|
|
|
(17)%
|
|
33%
|
|
36%
|
Latin America
|
|
175.2
|
|
|
199.0
|
|
|
(12)%
|
|
23%
|
|
23%
|
||
North America/Europe
|
|
361.8
|
|
|
291.0
|
|
|
24%
|
|
28%
|
|
23%
|
||
Corporate and Other
|
|
(282.8
|
)
|
|
(320.4
|
)
|
|
12%
|
|
n/m
|
|
n/m
|
||
EBIT
|
|
$
|
936.2
|
|
|
$
|
988.3
|
|
|
(5)%
|
|
23%
|
|
22%
|
|
|
Years Ended December 31,
|
||||||||||
(Dollars in millions)
|
|
2016
|
|
2015
|
|
2014
|
||||||
Cash flow provided by/(used in):
|
|
|
|
|
|
|
|
|
|
|||
Operating Activities
|
|
|
|
|
|
|
|
|
|
|||
Net Earnings
|
|
$
|
549.3
|
|
|
$
|
655.3
|
|
|
$
|
728.8
|
|
Depreciation and Amortization
|
|
99.6
|
|
|
99.1
|
|
|
91.6
|
|
|||
Impairment of Long-Lived Assets
|
|
45.9
|
|
|
—
|
|
|
—
|
|
|||
Other
|
|
2.0
|
|
|
77.8
|
|
|
77.2
|
|
|||
Changes in Assets and Liabilities
|
|
14.1
|
|
|
167.8
|
|
|
(54.0
|
)
|
|||
Payments for Settlement of Interest Rate Forward Swaps
|
|
—
|
|
|
—
|
|
|
(45.0
|
)
|
|||
Pension and Other Post-employment Benefits Contributions
|
|
(19.3
|
)
|
|
(90.1
|
)
|
|
(5.2
|
)
|
|||
Total Operating Activities
|
|
691.6
|
|
|
909.9
|
|
|
793.4
|
|
|||
Investing Activities
|
|
(148.7
|
)
|
|
(173.2
|
)
|
|
(182.4
|
)
|
|||
Financing Activities
|
|
(399.6
|
)
|
|
(286.8
|
)
|
|
(325.5
|
)
|
|||
Effects of Changes in Exchange Rates on Cash and Cash Equivalents
|
|
(49.3
|
)
|
|
(46.2
|
)
|
|
(38.6
|
)
|
|||
Net Increase in Cash and Cash Equivalents
|
|
$
|
94.0
|
|
|
$
|
403.7
|
|
|
$
|
246.9
|
|
(Dollars in millions)
|
|
Capital expenditures
|
|
Cash outflow for capital
expenditures |
|
Increase/(Decrease) in capital expenditures not paid
|
||||||
Year Ended December 31, 2016
|
|
$
|
142.4
|
|
|
$
|
149.0
|
|
|
$
|
(6.6
|
)
|
Year ended December 31, 2015
|
|
$
|
179.0
|
|
|
$
|
173.7
|
|
|
$
|
5.3
|
|
Year ended December 31, 2014
|
|
$
|
149.0
|
|
|
$
|
186.6
|
|
|
$
|
(37.6
|
)
|
(Dollars in millions)
|
|
Principal Amount
|
|
Interest Rate
|
|
Maturity
|
||
4.900% Notes due 2019 (“2019 Notes”)
|
|
$
|
700.0
|
|
|
4.900% fixed
|
|
November 1, 2019
|
3.000% Notes due 2020 (“2020 Notes”)
|
|
$
|
750.0
|
|
|
3.000% fixed
|
|
November 15, 2020
|
4.125% Notes due 2025 (“2025 Notes”)
|
|
$
|
750.0
|
|
|
4.125% fixed
|
|
November 15, 2025
|
5.900% Notes due 2039 (“2039 Notes”)
|
|
$
|
300.0
|
|
|
5.900% fixed
|
|
November 1, 2039
|
4.600% Notes due 2044 (“2044 Notes”)
|
|
$
|
500.0
|
|
|
4.600% fixed
|
|
June 1, 2044
|
|
|
Payments due by December 31,
|
||||||||||||||||||||||||||
(Dollars in millions)
|
|
2017
|
|
2018
|
|
2019
|
|
2020
|
|
2021
|
|
Thereafter
|
|
Total
|
||||||||||||||
Operating lease obligations
|
|
$
|
37.3
|
|
|
$
|
30.2
|
|
|
$
|
23.5
|
|
|
$
|
18.9
|
|
|
$
|
13.1
|
|
|
$
|
55.7
|
|
|
$
|
178.7
|
|
Capital lease obligations
|
|
1.0
|
|
|
0.9
|
|
|
0.7
|
|
|
0.5
|
|
|
0.3
|
|
|
0.7
|
|
|
4.1
|
|
|||||||
Purchase obligations
|
|
203.4
|
|
|
136.3
|
|
|
59.9
|
|
|
30.3
|
|
|
29.2
|
|
|
47.2
|
|
|
506.3
|
|
|||||||
Short-term borrowings
|
|
3.9
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
3.9
|
|
|||||||
Long-term debt
|
|
—
|
|
|
—
|
|
|
700.0
|
|
|
750.0
|
|
|
—
|
|
|
1,550.0
|
|
|
3,000.0
|
|
|||||||
Interest payments
|
|
130.4
|
|
|
129.3
|
|
|
128.9
|
|
|
94.1
|
|
|
71.6
|
|
|
959.9
|
|
|
1,514.2
|
|
|||||||
Total
|
|
$
|
376.0
|
|
|
$
|
296.7
|
|
|
$
|
913.0
|
|
|
$
|
893.8
|
|
|
$
|
114.2
|
|
|
$
|
2,613.5
|
|
|
$
|
5,207.2
|
|
Used to determine net periodic benefit cost for the years ended December 31,
|
|
2016
|
|
2015
|
||
Discount rate
|
|
4.25
|
%
|
|
3.89
|
%
|
Expected long-term return on plan assets
|
|
6.20
|
%
|
|
6.60
|
%
|
Used to determine benefit obligation as of December 31,
|
|
2016
|
|
2015
|
||
Discount rate
|
|
4.04
|
%
|
|
4.25
|
%
|
|
|
|
|
Increase/(Decrease) in
Expense |
|
Increase/(Decrease) in
Obligation |
||||||||||||
(Dollars in millions)
|
|
Change in Rate
|
|
Increase in Rate
|
|
Decrease in Rate
|
|
Increase in Rate
|
|
Decrease in Rate
|
||||||||
Impact of change in rates:
|
|
|
|
|
|
|
|
|
|
|
||||||||
Discount rate
|
|
+/-100 basis points
|
|
$
|
1.9
|
|
|
$
|
(2.2
|
)
|
|
$
|
(20.2
|
)
|
|
$
|
23.8
|
|
Expected long-term rate of return on plan assets
|
|
+/-100 basis points
|
|
$
|
(2.3
|
)
|
|
$
|
2.3
|
|
|
|
|
|
|
|
Contract Amount
(in millions) |
|
Average Contractual
Exchange Rate |
|||
Receive United States dollar/Pay Canadian dollar
|
|
$
|
64.2
|
|
|
1.31
|
|
Receive United States dollar/Pay Mexican peso
|
|
$
|
61.4
|
|
|
19.40
|
|
Receive United States dollar/Pay Malaysian ringgit
|
|
$
|
29.5
|
|
|
4.16
|
|
Receive United States dollar/Pay Philippine peso
|
|
$
|
47.0
|
|
|
48.52
|
|
(VEF to 1.0 USD)
|
December 31, 2016
|
|
September 30, 2016
|
|
June 30, 2016
|
|
March 31, 2016
|
||||
DIPRO
|
10.0
|
|
|
10.0
|
|
|
10.0
|
|
|
10.0
|
|
DICOM
|
673.8
|
|
|
658.9
|
|
|
628.3
|
|
|
272.9
|
|
|
|
|
|
Consolidated Financial Statements of Mead Johnson Nutrition Company:
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Years Ended December 31,
|
||||||||||
|
2016
|
|
2015
|
|
2014
|
||||||
NET SALES
|
$
|
3,742.7
|
|
|
$
|
4,071.3
|
|
|
$
|
4,409.3
|
|
Cost of Products Sold
|
1,341.0
|
|
|
1,455.3
|
|
|
1,700.6
|
|
|||
GROSS PROFIT
|
2,401.7
|
|
|
2,616.0
|
|
|
2,708.7
|
|
|||
Operating Expenses:
|
|
|
|
|
|
|
|
|
|||
Selling, General and Administrative
|
766.5
|
|
|
890.6
|
|
|
978.9
|
|
|||
Advertising and Promotion
|
627.0
|
|
|
641.8
|
|
|
638.7
|
|
|||
Research and Development
|
97.4
|
|
|
108.4
|
|
|
115.1
|
|
|||
Other (Income)/Expenses – net
|
92.1
|
|
|
39.0
|
|
|
(12.3
|
)
|
|||
EARNINGS BEFORE INTEREST AND INCOME TAXES
|
818.7
|
|
|
936.2
|
|
|
988.3
|
|
|||
|
|
|
|
|
|
||||||
Interest Expense – net
|
105.4
|
|
|
65.0
|
|
|
60.3
|
|
|||
EARNINGS BEFORE INCOME TAXES
|
713.3
|
|
|
871.2
|
|
|
928.0
|
|
|||
|
|
|
|
|
|
||||||
Provision for Income Taxes
|
164.0
|
|
|
215.9
|
|
|
199.2
|
|
|||
NET EARNINGS
|
549.3
|
|
|
655.3
|
|
|
728.8
|
|
|||
Less: Net Earnings Attributable to Noncontrolling Interests
|
4.4
|
|
|
1.8
|
|
|
9.0
|
|
|||
NET EARNINGS ATTRIBUTABLE TO SHAREHOLDERS
|
$
|
544.9
|
|
|
$
|
653.5
|
|
|
$
|
719.8
|
|
Earnings per Share – Basic
|
|
|
|
|
|
|
|
|
|||
Net Earnings Attributable to Shareholders
|
$
|
2.93
|
|
|
$
|
3.28
|
|
|
$
|
3.55
|
|
Earnings per Share – Diluted
|
|
|
|
|
|
|
|
|
|||
Net Earnings Attributable to Shareholders
|
$
|
2.92
|
|
|
$
|
3.27
|
|
|
$
|
3.54
|
|
|
|
|
|
|
|
||||||
Weighted-average Shares - Basic
|
185.5
|
|
|
199.0
|
|
|
202.1
|
|
|||
Weighted-average Shares - Diluted
|
185.8
|
|
|
199.4
|
|
|
202.7
|
|
|||
Dividends Declared per Share
|
$
|
1.65
|
|
|
$
|
1.65
|
|
|
$
|
1.50
|
|
|
Years Ended December 31,
|
||||||||||
|
2016
|
|
2015
|
|
2014
|
||||||
NET EARNINGS
|
$
|
549.3
|
|
|
$
|
655.3
|
|
|
$
|
728.8
|
|
|
|
|
|
|
|
||||||
OTHER COMPREHENSIVE LOSS
|
|
|
|
|
|
|
|
||||
Foreign Currency Translation Adjustments
|
|
|
|
|
|
|
|
||||
Translation Adjustments
|
(69.6
|
)
|
|
(143.4
|
)
|
|
(104.8
|
)
|
|||
Tax Effect on Foreign Currency Translation Adjustments
|
3.9
|
|
|
1.0
|
|
|
0.8
|
|
|||
Deferred Gains/(Losses) on Derivatives Qualifying as Hedges
|
|
|
|
|
|
|
|
||||
Deferred Gains/(Losses) on Derivatives Qualifying as Hedges for the Period
|
7.7
|
|
|
19.7
|
|
|
(52.9
|
)
|
|||
Reclassification Adjustment for (Gains)/Losses Included in Net Earnings
|
(4.6
|
)
|
|
(20.6
|
)
|
|
(1.2
|
)
|
|||
Tax Effect on Deferred Gains/(Losses) on Derivatives Qualifying as Hedges
|
(1.5
|
)
|
|
1.5
|
|
|
20.9
|
|
|||
Pension and Other Post-Employment Benefits
|
|
|
|
|
|
|
|
||||
Deferred Gains/(Losses) on Pension and Other Post-Employment Benefits
|
—
|
|
|
(0.2
|
)
|
|
—
|
|
|||
Reclassification Adjustment for (Gains)/Losses Included in Net Earnings
|
—
|
|
|
0.1
|
|
|
0.3
|
|
|||
OTHER COMPREHENSIVE LOSS
|
(64.1
|
)
|
|
(141.9
|
)
|
|
(136.9
|
)
|
|||
|
|
|
|
|
|
||||||
COMPREHENSIVE INCOME
|
485.2
|
|
|
513.4
|
|
|
591.9
|
|
|||
|
|
|
|
|
|
||||||
Less Comprehensive Income/(Loss) Attributable to Noncontrolling Interests
|
3.9
|
|
|
9.4
|
|
|
1.8
|
|
|||
|
|
|
|
|
|
||||||
COMPREHENSIVE INCOME ATTRIBUTABLE TO SHAREHOLDERS
|
$
|
481.3
|
|
|
$
|
504.0
|
|
|
$
|
590.1
|
|
|
Common
Stock
|
|
Additional
Paid-in
(Distributed)
Capital
|
|
Retained
Earnings
|
|
Treasury
Stock
|
|
Accumulated
Other
Comprehensive
Loss
|
|
Non-
controlling
Interests
|
|
Total
Equity/
(Deficit)
|
|
Redeemable
Non-
controlling
Interest
|
||||||||||||||||
Balance as of January 1, 2014
|
$
|
2.1
|
|
|
$
|
(721.5
|
)
|
|
$
|
1,432.3
|
|
|
$
|
(351.9
|
)
|
|
$
|
(69.2
|
)
|
|
$
|
8.7
|
|
|
$
|
300.5
|
|
|
$
|
49.7
|
|
Stock-based Compensation Awards (includes excess tax benefits of $9.0)
|
—
|
|
|
76.3
|
|
|
—
|
|
|
(7.9
|
)
|
|
—
|
|
|
—
|
|
|
68.4
|
|
|
—
|
|
||||||||
Repurchase of Common Stock
|
—
|
|
|
—
|
|
|
—
|
|
|
(52.9
|
)
|
|
—
|
|
|
—
|
|
|
(52.9
|
)
|
|
—
|
|
||||||||
Retirement of Treasury Stock
|
—
|
|
|
—
|
|
|
(50.1
|
)
|
|
50.1
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
||||||||
Distributions to Noncontrolling Interests
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
(7.7
|
)
|
|
(7.7
|
)
|
|
—
|
|
||||||||
Cash Dividends Declared ($1.50 per share)
|
—
|
|
|
—
|
|
|
(304.0
|
)
|
|
—
|
|
|
—
|
|
|
—
|
|
|
(304.0
|
)
|
|
—
|
|
||||||||
Net Earnings
|
—
|
|
|
—
|
|
|
719.8
|
|
|
—
|
|
|
—
|
|
|
8.5
|
|
|
728.3
|
|
|
0.5
|
|
||||||||
Redeemable Noncontrolling Interest Accretion
|
—
|
|
|
—
|
|
|
(23.0
|
)
|
|
—
|
|
|
—
|
|
|
—
|
|
|
(23.0
|
)
|
|
23.0
|
|
||||||||
Other Comprehensive Income (Loss)
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
(129.7
|
)
|
|
—
|
|
|
(129.7
|
)
|
|
(7.2
|
)
|
||||||||
Other
|
—
|
|
|
3.9
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
3.9
|
|
|
—
|
|
||||||||
Balance as of December 31, 2014
|
$
|
2.1
|
|
|
$
|
(641.3
|
)
|
|
$
|
1,775.0
|
|
|
$
|
(362.6
|
)
|
|
$
|
(198.9
|
)
|
|
$
|
9.5
|
|
|
$
|
583.8
|
|
|
$
|
66.0
|
|
Stock-based Compensation Awards (includes excess tax benefits of $5.5)
|
—
|
|
|
51.6
|
|
|
(11.4
|
)
|
|
—
|
|
|
—
|
|
|
—
|
|
|
40.2
|
|
|
—
|
|
||||||||
Repurchase of Common Stock
|
—
|
|
|
—
|
|
|
—
|
|
|
(437.0
|
)
|
|
—
|
|
|
—
|
|
|
(437.0
|
)
|
|
—
|
|
||||||||
Retirement of Repurchased Shares
|
(0.2
|
)
|
|
—
|
|
|
(1,436.8
|
)
|
|
437.0
|
|
|
—
|
|
|
—
|
|
|
(1,000.0
|
)
|
|
—
|
|
||||||||
Distributions to Noncontrolling Interests
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
(7.1
|
)
|
|
(7.1
|
)
|
|
(0.8
|
)
|
||||||||
Cash Dividends Declared ($1.65 per share)
|
—
|
|
|
—
|
|
|
(327.1
|
)
|
|
—
|
|
|
—
|
|
|
—
|
|
|
(327.1
|
)
|
|
—
|
|
||||||||
Net Earnings
|
—
|
|
|
—
|
|
|
653.5
|
|
|
—
|
|
|
—
|
|
|
1.3
|
|
|
654.8
|
|
|
0.5
|
|
||||||||
Redeemable Noncontrolling Interest Accretion
|
—
|
|
|
—
|
|
|
(12.8
|
)
|
|
—
|
|
|
—
|
|
|
—
|
|
|
(12.8
|
)
|
|
12.8
|
|
||||||||
Other Comprehensive Income (Loss)
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
(138.1
|
)
|
|
(2.5
|
)
|
|
(140.6
|
)
|
|
(1.3
|
)
|
||||||||
Acquisition of Redeemable Noncontrolling Interest
|
—
|
|
|
25.5
|
|
|
—
|
|
|
—
|
|
|
(10.8
|
)
|
|
38.6
|
|
|
53.3
|
|
|
$
|
(77.2
|
)
|
|||||||
Balance as of December 31, 2015
|
$
|
1.9
|
|
|
$
|
(564.2
|
)
|
|
$
|
640.4
|
|
|
$
|
(362.6
|
)
|
|
$
|
(347.8
|
)
|
|
$
|
39.8
|
|
|
$
|
(592.5
|
)
|
|
$
|
—
|
|
Stock-based Compensation Awards (includes excess tax benefits of $0.1)
|
—
|
|
|
50.2
|
|
|
(4.4
|
)
|
|
—
|
|
|
—
|
|
|
—
|
|
|
45.8
|
|
|
—
|
|
||||||||
Repurchase and Retirement of Common Stock
|
—
|
|
|
—
|
|
|
(100.4
|
)
|
|
—
|
|
|
—
|
|
|
—
|
|
|
(100.4
|
)
|
|
—
|
|
||||||||
Distributions to Noncontrolling Interests
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
(3.1
|
)
|
|
(3.1
|
)
|
|
—
|
|
||||||||
Cash Dividends Declared ($1.65 per share)
|
—
|
|
|
—
|
|
|
(307.1
|
)
|
|
—
|
|
|
—
|
|
|
—
|
|
|
(307.1
|
)
|
|
—
|
|
||||||||
Net Earnings
|
—
|
|
|
—
|
|
|
544.9
|
|
|
—
|
|
|
—
|
|
|
4.4
|
|
|
549.3
|
|
|
—
|
|
||||||||
Other Comprehensive Income (Loss)
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
(63.6
|
)
|
|
(0.5
|
)
|
|
(64.1
|
)
|
|
—
|
|
||||||||
Balance as of December 31, 2016
|
$
|
1.9
|
|
|
$
|
(514.0
|
)
|
|
$
|
773.4
|
|
|
$
|
(362.6
|
)
|
|
$
|
(411.4
|
)
|
|
$
|
40.6
|
|
|
$
|
(472.1
|
)
|
|
$
|
—
|
|
|
Years Ended December 31,
|
||||||||||
|
2016
|
|
2015
|
|
2014
|
||||||
CASH FLOWS FROM OPERATING ACTIVITIES:
|
|
|
|
|
|
|
|
|
|||
Net Earnings
|
$
|
549.3
|
|
|
$
|
655.3
|
|
|
$
|
728.8
|
|
Adjustments to Reconcile Net Earnings to Net Cash Provided by Operating Activities:
|
|
|
|
|
|
|
|
|
|||
Depreciation and Amortization
|
99.6
|
|
|
99.1
|
|
|
91.6
|
|
|||
Stock-Based Compensation Expense
|
34.6
|
|
|
26.4
|
|
|
30.4
|
|
|||
Deferred Income Taxes
|
(53.3
|
)
|
|
43.3
|
|
|
(15.0
|
)
|
|||
Exchange Loss from Devaluation
|
31.7
|
|
|
2.3
|
|
|
6.1
|
|
|||
Mark-to-market on Trading Security
|
—
|
|
|
(5.6
|
)
|
|
—
|
|
|||
Pension and Other Post-employment Benefits Expense
|
(7.4
|
)
|
|
12.8
|
|
|
59.1
|
|
|||
Impairment of Long-Lived Assets
|
45.9
|
|
|
—
|
|
|
—
|
|
|||
Other
|
(3.6
|
)
|
|
(1.4
|
)
|
|
(3.4
|
)
|
|||
Change in Assets and Liabilities:
|
|
|
|
|
|
||||||
Receivables
|
(42.0
|
)
|
|
10.4
|
|
|
(36.5
|
)
|
|||
Inventories
|
(8.9
|
)
|
|
25.8
|
|
|
(47.0
|
)
|
|||
Accounts Payable
|
52.5
|
|
|
3.7
|
|
|
2.8
|
|
|||
Accrued Expenses, Rebates and Returns
|
47.0
|
|
|
73.8
|
|
|
12.9
|
|
|||
Income Taxes Payable
|
(40.7
|
)
|
|
15.3
|
|
|
5.3
|
|
|||
Other Assets and Liabilities
|
6.2
|
|
|
38.8
|
|
|
8.5
|
|
|||
Payments for Settlement of Interest Rate Forward Swaps
|
—
|
|
|
—
|
|
|
(45.0
|
)
|
|||
Pension and Other Post-employment Benefits Contributions
|
(19.3
|
)
|
|
(90.1
|
)
|
|
(5.2
|
)
|
|||
Net Cash Provided by Operating Activities
|
691.6
|
|
|
909.9
|
|
|
793.4
|
|
|||
CASH FLOWS FROM INVESTING ACTIVITIES:
|
|
|
|
|
|
|
|
|
|||
Payments for Capital Expenditures
|
(149.0
|
)
|
|
(173.7
|
)
|
|
(186.6
|
)
|
|||
Proceeds from Sale of Property, Plant and Equipment
|
0.3
|
|
|
0.5
|
|
|
0.2
|
|
|||
Proceeds from/(Investment in) Other Companies
|
—
|
|
|
—
|
|
|
4.0
|
|
|||
Net Cash Used in Investing Activities
|
(148.7
|
)
|
|
(173.2
|
)
|
|
(182.4
|
)
|
|||
CASH FLOWS FROM FINANCING ACTIVITIES:
|
|
|
|
|
|
|
|
|
|||
Proceeds from Short-term Borrowings
|
1.6
|
|
|
1,003.0
|
|
|
3.2
|
|
|||
Repayments of Short-term Borrowings
|
(0.3
|
)
|
|
(1,002.9
|
)
|
|
(0.6
|
)
|
|||
Proceeds from Issuance of Long-term Notes, net of original issue discounts and expenses paid
|
(0.1
|
)
|
|
1,487.7
|
|
|
492.0
|
|
|||
Repayments of Notes Payable
|
—
|
|
|
—
|
|
|
(500.0
|
)
|
|||
Proceeds from Long-term Revolver Borrowings
|
—
|
|
|
446.0
|
|
|
—
|
|
|||
Repayment of Long-term Revolver Borrowings
|
—
|
|
|
(446.0
|
)
|
|
—
|
|
|||
Payments of Dividends
|
(308.8
|
)
|
|
(326.0
|
)
|
|
(296.6
|
)
|
|||
Stock-based Compensation related Proceeds and Excess Tax Benefits
|
15.9
|
|
|
25.4
|
|
|
46.2
|
|
|||
Stock-based Compensation Tax Withholdings
|
(4.4
|
)
|
|
(11.4
|
)
|
|
(7.9
|
)
|
|||
Payments for Repurchase of Common Stock
|
(100.4
|
)
|
|
(1,437.0
|
)
|
|
(54.1
|
)
|
|||
Purchase of Noncontrolling Interest Redeemable Shares
|
—
|
|
|
(24.2
|
)
|
|
—
|
|
|||
Purchase of Trading Securities
|
—
|
|
|
(16.2
|
)
|
|
—
|
|
|||
Sale of Trading Securities
|
—
|
|
|
21.7
|
|
|
—
|
|
|||
Distributions to Noncontrolling Interests
|
(3.1
|
)
|
|
(6.9
|
)
|
|
(7.7
|
)
|
|||
Net Cash Used in Financing Activities
|
(399.6
|
)
|
|
(286.8
|
)
|
|
(325.5
|
)
|
|||
Effects of Changes in Exchange Rates on Cash and Cash Equivalents
|
(49.3
|
)
|
|
(46.2
|
)
|
|
(38.6
|
)
|
|||
NET INCREASE IN CASH AND CASH EQUIVALENTS
|
94.0
|
|
|
403.7
|
|
|
246.9
|
|
|||
CASH AND CASH EQUIVALENTS:
|
|
|
|
|
|
|
|
|
|||
Beginning of Period
|
1,701.4
|
|
|
1,297.7
|
|
|
1,050.8
|
|
|||
End of Period
|
$
|
1,795.4
|
|
|
$
|
1,701.4
|
|
|
$
|
1,297.7
|
|
|
|
Years Ended December 31,
|
||||||||||
(In millions, except per share data)
|
|
2016
|
|
2015
|
|
2014
|
||||||
Basic earnings per share:
|
|
|
|
|
|
|
|
|
|
|||
Weighted-average shares outstanding
|
|
185.5
|
|
|
199.0
|
|
|
202.1
|
|
|||
Net earnings attributable to shareholders
|
|
$
|
544.9
|
|
|
$
|
653.5
|
|
|
$
|
719.8
|
|
Dividends and undistributed earnings attributable to unvested shares
|
|
(2.2
|
)
|
|
(1.7
|
)
|
|
(1.3
|
)
|
|||
Net earnings attributable to shareholders used for basic earnings per share calculation
|
|
$
|
542.7
|
|
|
$
|
651.8
|
|
|
$
|
718.5
|
|
Net earnings attributable to shareholders per share
|
|
$
|
2.93
|
|
|
$
|
3.28
|
|
|
$
|
3.55
|
|
Diluted earnings per share:
|
|
|
|
|
|
|
|
|
|
|||
Weighted-average shares outstanding
|
|
185.5
|
|
|
199.0
|
|
|
202.1
|
|
|||
Incremental shares outstanding assuming the exercise/vesting of dilutive stock options/performance shares
|
|
0.3
|
|
|
0.4
|
|
|
0.6
|
|
|||
Weighted-average shares—diluted
|
|
185.8
|
|
|
199.4
|
|
|
202.7
|
|
|||
Net earnings attributable to shareholders
|
|
$
|
544.9
|
|
|
$
|
653.5
|
|
|
$
|
719.8
|
|
Dividends and undistributed earnings attributable to unvested shares
|
|
(2.2
|
)
|
|
(1.7
|
)
|
|
(1.3
|
)
|
|||
Net earnings attributable to shareholders used for diluted earnings per share calculation
|
|
$
|
542.7
|
|
|
$
|
651.8
|
|
|
$
|
718.5
|
|
Net earnings attributable to shareholders per share
|
|
$
|
2.92
|
|
|
$
|
3.27
|
|
|
$
|
3.54
|
|
|
|
Years Ended December 31,
|
||||||||||
(Dollars in millions)
|
|
2016
|
|
2015
|
|
2014
|
||||||
U.S.
|
|
$
|
204.4
|
|
|
$
|
183.6
|
|
|
$
|
92.6
|
|
Non-U.S.
|
|
508.9
|
|
|
687.6
|
|
|
835.4
|
|
|||
Total
|
|
$
|
713.3
|
|
|
$
|
871.2
|
|
|
$
|
928.0
|
|
|
|
Years Ended December 31,
|
||||||||||
(Dollars in millions)
|
|
2016
|
|
2015
|
|
2014
|
||||||
Current:
|
|
|
|
|
|
|
||||||
U.S. federal
|
|
$
|
77.4
|
|
|
$
|
39.8
|
|
|
$
|
53.7
|
|
U.S. states
|
|
7.7
|
|
|
2.7
|
|
|
4.2
|
|
|||
Non-U.S.
|
|
132.2
|
|
|
130.1
|
|
|
156.3
|
|
|||
Total current income tax expense
|
|
217.3
|
|
|
172.6
|
|
|
214.2
|
|
|||
|
|
|
|
|
|
|
||||||
Deferred:
|
|
|
|
|
|
|
||||||
U.S. federal
|
|
(34.2
|
)
|
|
44.2
|
|
|
(6.9
|
)
|
|||
U.S. states
|
|
(1.6
|
)
|
|
3.3
|
|
|
(1.3
|
)
|
|||
Non-U.S.
|
|
(17.5
|
)
|
|
(4.2
|
)
|
|
(6.8
|
)
|
|||
Total deferred income tax expense/(benefit)
|
|
(53.3
|
)
|
|
43.3
|
|
|
(15.0
|
)
|
|||
|
|
|
|
|
|
|
||||||
Total
|
|
$
|
164.0
|
|
|
$
|
215.9
|
|
|
$
|
199.2
|
|
(Dollars in millions)
|
|
2016
|
|
2015
|
|
2014
|
|||||||||||||||
U.S. statutory rate
|
|
$
|
249.7
|
|
|
35.0
|
%
|
|
$
|
304.9
|
|
|
35.0
|
%
|
|
$
|
324.8
|
|
|
35.0
|
%
|
U.S. state and local taxes (net of federal benefit)
|
|
2.9
|
|
|
0.4
|
|
|
4.5
|
|
|
0.5
|
|
|
0.6
|
|
|
0.1
|
|
|||
Foreign income taxed at different rates
|
|
(22.3
|
)
|
|
(3.1
|
)
|
|
(36.6
|
)
|
|
(4.2
|
)
|
|
(32.0
|
)
|
|
(3.4
|
)
|
|||
Repatriation of foreign income
|
|
(34.6
|
)
|
|
(4.9
|
)
|
|
2.2
|
|
|
0.3
|
|
|
—
|
|
|
—
|
|
|||
Tax rulings and agreements
|
|
(93.7
|
)
|
|
(13.1
|
)
|
|
(92.8
|
)
|
|
(10.6
|
)
|
|
(133.7
|
)
|
|
(14.4
|
)
|
|||
Changes in valuation allowances
|
|
31.1
|
|
|
4.4
|
|
|
2.2
|
|
|
0.3
|
|
|
0.4
|
|
|
—
|
|
|||
Unrecognized tax benefits and related interest/penalties
|
|
35.0
|
|
|
4.9
|
|
|
21.7
|
|
|
2.5
|
|
|
22.9
|
|
|
2.5
|
|
|||
Other
|
|
(4.1
|
)
|
|
(0.6
|
)
|
|
9.8
|
|
|
1.0
|
|
|
16.2
|
|
|
1.7
|
|
|||
Total provision/effective tax rate
|
|
$
|
164.0
|
|
|
23.0
|
%
|
|
$
|
215.9
|
|
|
24.8
|
%
|
|
$
|
199.2
|
|
|
21.5
|
%
|
|
|
December 31,
|
||||
(Dollars in millions)
|
|
2016
|
|
2015
|
||
Deferred tax assets:
|
|
|
|
|
||
Accrued expenses
|
|
30.9
|
|
|
25.2
|
|
Accrued rebates and returns
|
|
45.2
|
|
|
43.2
|
|
Pension and other post-employment liabilities
|
|
35.0
|
|
|
47.6
|
|
Stock-based compensation
|
|
22.1
|
|
|
18.2
|
|
Obsolescence reserves and other inventory items
|
|
20.9
|
|
|
11.6
|
|
Net operating loss carryforwards
|
|
15.7
|
|
|
16.3
|
|
Settlement loss on interest rate forward swaps
|
|
15.1
|
|
|
15.6
|
|
Statutory loss on investment in subsidiaries
|
|
10.5
|
|
|
6.6
|
|
State tax credit carryforwards
|
|
9.4
|
|
|
8.8
|
|
Intercompany payable write-off
|
|
12.5
|
|
|
—
|
|
Cumulative foreign currency translation adjustments
|
|
4.5
|
|
|
—
|
|
Other—net
|
|
9.7
|
|
|
4.9
|
|
Valuation allowance
|
|
(37.6
|
)
|
|
(14.8
|
)
|
Total deferred tax assets
|
|
193.9
|
|
|
183.2
|
|
Deferred tax liabilities:
|
|
|
|
|
||
Depreciation and amortization
|
|
(57.0
|
)
|
|
(68.0
|
)
|
Unremitted earnings and cumulative foreign currency translation adjustments
|
|
—
|
|
|
(5.4
|
)
|
Total deferred tax liabilities
|
|
(57.0
|
)
|
|
(73.4
|
)
|
Deferred tax assets—net
|
|
136.9
|
|
|
109.8
|
|
Recognized as:
|
|
|
|
|
||
Net deferred income tax assets—noncurrent
|
|
143.1
|
|
|
118.5
|
|
Net deferred income tax liabilities—noncurrent
|
|
(6.2
|
)
|
|
(8.7
|
)
|
Total
|
|
136.9
|
|
|
109.8
|
|
|
|
Years Ended December 31,
|
||||||||||
(Dollars in millions)
|
|
2016
|
|
2015
|
|
2014
|
||||||
Balance at January 1:
|
|
$
|
141.2
|
|
|
$
|
127.3
|
|
|
$
|
102.6
|
|
Increases based on current year tax positions
|
|
27.6
|
|
|
19.9
|
|
|
26.6
|
|
|||
Decreases based on current year tax positions
|
|
—
|
|
|
—
|
|
|
—
|
|
|||
Increases based on prior year tax positions
|
|
5.9
|
|
|
6.5
|
|
|
10.4
|
|
|||
Decreases based on prior year tax positions
|
|
(3.2
|
)
|
|
(5.2
|
)
|
|
(1.6
|
)
|
|||
Settlements
|
|
—
|
|
|
(2.0
|
)
|
|
—
|
|
|||
Lapse of statute of limitations
|
|
(7.0
|
)
|
|
(3.7
|
)
|
|
(9.9
|
)
|
|||
Cumulative translation adjustment
|
|
(0.3
|
)
|
|
(1.6
|
)
|
|
(0.8
|
)
|
|||
Balance at December 31:
|
|
$
|
164.2
|
|
|
$
|
141.2
|
|
|
$
|
127.3
|
|
(Dollars in millions)
|
|
Net Sales
|
|
Earnings
Before Interest and Income Taxes |
|
Year-End
Assets |
|
Payments for
Capital Expenditures |
|
Depreciation
and Amortization |
||||||||||
Year ended December 31, 2016
|
|
|
|
|
|
|
|
|
|
|
||||||||||
Asia
|
|
$
|
1,856.9
|
|
|
$
|
559.3
|
|
|
$
|
1,533.3
|
|
|
$
|
50.6
|
|
|
$
|
38.5
|
|
Latin America
|
|
643.7
|
|
|
156.7
|
|
|
449.3
|
|
|
27.1
|
|
|
8.9
|
|
|||||
North America/Europe
|
|
1,242.1
|
|
|
380.3
|
|
|
1,687.5
|
|
|
59.0
|
|
|
32.1
|
|
|||||
Total reportable segments
|
|
3,742.7
|
|
|
1,096.3
|
|
|
3,670.1
|
|
|
136.7
|
|
|
79.5
|
|
|||||
Corporate and Other
|
|
—
|
|
|
(277.6
|
)
|
|
417.6
|
|
|
12.3
|
|
|
20.1
|
|
|||||
Total
|
|
$
|
3,742.7
|
|
|
$
|
818.7
|
|
|
$
|
4,087.7
|
|
|
$
|
149.0
|
|
|
$
|
99.6
|
|
|
|
|
|
|
|
|
|
|
|
|
||||||||||
Year ended December 31, 2015
|
|
|
|
|
|
|
|
|
|
|
||||||||||
Asia
|
|
$
|
2,039.0
|
|
|
$
|
682.0
|
|
|
$
|
1,540.2
|
|
|
$
|
81.5
|
|
|
$
|
35.7
|
|
Latin America
|
|
757.1
|
|
|
175.2
|
|
|
573.5
|
|
|
18.9
|
|
|
10.0
|
|
|||||
North America/Europe
|
|
1,275.2
|
|
|
361.8
|
|
|
1,495.5
|
|
|
63.0
|
|
|
30.2
|
|
|||||
Total reportable segments
|
|
4,071.3
|
|
|
1,219.0
|
|
|
3,609.2
|
|
|
163.4
|
|
|
75.9
|
|
|||||
Corporate and Other
|
|
—
|
|
|
(282.8
|
)
|
|
388.9
|
|
|
10.3
|
|
|
23.2
|
|
|||||
Total
|
|
$
|
4,071.3
|
|
|
$
|
936.2
|
|
|
$
|
3,998.1
|
|
|
$
|
173.7
|
|
|
$
|
99.1
|
|
|
|
|
|
|
|
|
|
|
|
|
||||||||||
Year ended December 31, 2014
|
|
|
|
|
|
|
|
|
|
|
||||||||||
Asia
|
|
$
|
2,278.4
|
|
|
$
|
818.7
|
|
|
$
|
1,557.9
|
|
|
$
|
119.7
|
|
|
$
|
31.0
|
|
Latin America
|
|
867.5
|
|
|
199.0
|
|
|
678.6
|
|
|
26.9
|
|
|
10.7
|
|
|||||
North America/Europe
|
|
1,263.4
|
|
|
291.0
|
|
|
1,081.2
|
|
|
33.6
|
|
|
29.5
|
|
|||||
Total reportable segments
|
|
4,409.3
|
|
|
1,308.7
|
|
|
3,317.7
|
|
|
180.2
|
|
|
71.2
|
|
|||||
Corporate and Other
|
|
—
|
|
|
(320.4
|
)
|
|
446.1
|
|
|
6.4
|
|
|
20.4
|
|
|||||
Total
|
|
$
|
4,409.3
|
|
|
$
|
988.3
|
|
|
$
|
3,763.8
|
|
|
$
|
186.6
|
|
|
$
|
91.6
|
|
Net Sales (Dollars in millions)
|
|
Infant
Formula |
|
Children’s
Nutrition |
|
Other
|
|
Total
|
||||||||
Year ended December 31, 2016
|
|
$
|
2,203.9
|
|
|
$
|
1,487.2
|
|
|
$
|
51.6
|
|
|
$
|
3,742.7
|
|
Year ended December 31, 2015
|
|
$
|
2,407.1
|
|
|
$
|
1,593.1
|
|
|
$
|
71.1
|
|
|
$
|
4,071.3
|
|
Year ended December 31, 2014
|
|
$
|
2,537.0
|
|
|
$
|
1,788.4
|
|
|
$
|
83.9
|
|
|
$
|
4,409.3
|
|
Geographic (Dollars in millions)
|
|
United
States |
|
China
(1)
|
|
Mexico
|
|
Singapore
|
|
Other
|
|
Total
|
||||||||||||
Year ended December 31, 2016
|
|
|
|
|
|
|
|
|
|
|
|
|
||||||||||||
Net Sales to External Customers
(2)
|
|
$
|
1,034.0
|
|
|
$
|
1,138.1
|
|
|
$
|
258.0
|
|
|
$
|
24.1
|
|
|
$
|
1,288.5
|
|
|
$
|
3,742.7
|
|
Long-Lived Assets
|
|
488.8
|
|
|
56.8
|
|
|
$
|
105.3
|
|
|
$
|
247.7
|
|
|
339.4
|
|
|
1,238.0
|
|
||||
Year ended December 31, 2015
|
|
|
|
|
|
|
|
|
|
|
|
|
||||||||||||
Net Sales to External Customers
(2)
|
|
$
|
1,082.5
|
|
|
$
|
1,238.9
|
|
|
$
|
281.2
|
|
|
$
|
22.9
|
|
|
$
|
1,445.8
|
|
|
$
|
4,071.3
|
|
Long-Lived Assets
|
|
467.4
|
|
|
58.3
|
|
|
105.5
|
|
|
260.4
|
|
|
385.6
|
|
|
1,277.2
|
|
||||||
Year ended December 31, 2014
|
|
|
|
|
|
|
|
|
|
|
|
|
||||||||||||
Net Sales to External Customers
(2)
|
|
$
|
1,043.3
|
|
|
$
|
1,379.7
|
|
|
$
|
345.5
|
|
|
$
|
30.5
|
|
|
$
|
1,610.3
|
|
|
$
|
4,409.3
|
|
Long-Lived Assets
|
|
429.9
|
|
|
62.2
|
|
|
120.2
|
|
|
271.5
|
|
|
398.3
|
|
|
1,282.1
|
|
Restructuring Charges
|
Year ended December 31,
|
||||||
(Dollars in millions)
|
2016
|
|
2015
|
||||
Cost of Sales
|
|
|
|
||||
Contract Termination
|
$
|
—
|
|
|
$
|
10.3
|
|
Selling, General and Administrative
|
|
|
|
||||
Other Costs
|
—
|
|
|
0.4
|
|
||
Other (Income)/Expenses
|
|
|
|
||||
Severance and Employee Benefits
|
21.9
|
|
|
13.7
|
|
||
Asset Write-off
|
2.2
|
|
|
0.7
|
|
||
Other Costs
|
5.1
|
|
|
—
|
|
||
|
$
|
29.2
|
|
|
$
|
25.1
|
|
Restructuring Reserves
|
|
|
||||||||||
(Dollars in millions)
|
|
Severance and Employee Benefits
(1)
|
|
Contract Termination
(2)
|
|
Other Costs
(3)
|
||||||
Balance as of January 1, 2015
|
|
$
|
—
|
|
|
$
|
—
|
|
|
$
|
—
|
|
Charges
|
|
13.7
|
|
|
10.3
|
|
|
0.4
|
|
|||
Cash Payments
|
|
(4.2
|
)
|
|
—
|
|
|
(0.4
|
)
|
|||
Balance as of December 31, 2015
|
|
9.5
|
|
|
10.3
|
|
|
—
|
|
|||
Charges
|
|
21.9
|
|
|
—
|
|
|
5.1
|
|
|||
Cash Payments
|
|
(17.2
|
)
|
|
—
|
|
|
(2.1
|
)
|
|||
Balance as of December 31, 2016
|
|
$
|
14.2
|
|
|
$
|
10.3
|
|
|
$
|
3.0
|
|
|
|
2016
|
|
2015
|
|
2014
|
|||
Expected volatility
|
|
26.0
|
%
|
|
24.7
|
%
|
|
26.3
|
%
|
Risk-free interest rate
|
|
1.2
|
%
|
|
1.5
|
%
|
|
1.7
|
%
|
Dividend yield
|
|
2.2
|
%
|
|
1.6
|
%
|
|
1.8
|
%
|
Expected life
|
|
5.0 years
|
|
|
4.9 years
|
|
|
5.5 years
|
|
|
Shares
(in thousands) |
|
Weighted
Average Exercise Price of Shares |
|
Average
Remaining Contractual Term (in years) |
|
Aggregate
Intrinsic Value (in millions) |
||||
Balance—January 1, 2014
|
1,959
|
|
$
|
60.12
|
|
|
7.4
|
|
$
|
46.3
|
|
Granted
|
463
|
|
82.31
|
|
|
|
|
|
|||
Exercised
|
(652)
|
|
56.79
|
|
|
|
|
$
|
23.5
|
|
|
Forfeited or expired
|
(46)
|
|
72.55
|
|
|
|
|
|
|||
Balance—December 31, 2014
|
1,724
|
|
67.01
|
|
|
7.3
|
|
$
|
57.8
|
|
|
Granted
|
431
|
|
102.47
|
|
|
|
|
|
|||
Exercised
|
(272)
|
|
59.54
|
|
|
|
|
$
|
9.5
|
|
|
Forfeited or expired
|
(100)
|
|
84.74
|
|
|
|
|
|
|||
Balance—December 31, 2015
|
1,783
|
|
75.73
|
|
|
7.0
|
|
$
|
16.6
|
|
|
Granted
|
1,157
|
|
73.87
|
|
|
|
|
|
|||
Exercised
|
(216)
|
|
70.31
|
|
|
|
|
$
|
2.8
|
|
|
Forfeited or expired
|
(156)
|
|
85.89
|
|
|
|
|
|
|||
Balance—December 31, 2016
|
2,568
|
|
74.73
|
|
|
7.3
|
|
$
|
10.1
|
|
|
Vested—December 31, 2016
|
1,137
|
|
69.34
|
|
|
5.4
|
|
$
|
10.1
|
|
|
Vested and expected to vest—December 31, 2016
|
2,530
|
|
$
|
74.69
|
|
|
7.3
|
|
$
|
10.1
|
|
Grant Year
|
|
Performance Cycle
Measurement Date |
|
Shares Granted
and Earned (in thousands) |
|
Weighted-
Average Grant- Date Fair Value |
|
Performance
Shares Outstanding at December 31, 2016 (in thousands) |
||
2016
|
|
Annually on 12/31
|
|
151
|
|
$
|
70.34
|
|
|
109
|
2015
|
|
Annually on 12/31
|
|
144
|
|
$
|
101.03
|
|
|
0
|
2014
|
|
Annually on 12/31
|
|
156
|
|
$
|
78.64
|
|
|
60
|
|
Shares
(in thousands) |
|
Weighted-
Average Grant Date Fair Value |
|||
Nonvested restricted stock units—January 1, 2014
|
423
|
|
|
$
|
61.59
|
|
Granted
|
235
|
|
|
83.91
|
|
|
Vested (includes cash settled)
|
(153
|
)
|
|
44.36
|
|
|
Forfeited
|
(17
|
)
|
|
76.11
|
|
|
Nonvested restricted stock units—December 31, 2014
|
488
|
|
|
77.21
|
|
|
Granted
|
205
|
|
|
101.11
|
|
|
Vested (includes cash settled)
|
(149
|
)
|
|
69.55
|
|
|
Forfeited
|
(47
|
)
|
|
83.97
|
|
|
Nonvested restricted stock units—December 31, 2015
|
497
|
|
|
88.81
|
|
|
Granted
|
384
|
|
|
74.51
|
|
|
Vested (includes cash settled)
|
(102
|
)
|
|
85.49
|
|
|
Forfeited
|
(80
|
)
|
|
83.63
|
|
|
Nonvested restricted stock units—December 31, 2016
|
699
|
|
|
81.93
|
|
|
Years Ended December 31,
|
||||||||||
(Dollars in millions)
|
2016
|
|
2015
|
|
2014
|
||||||
Stock options
|
$
|
11.7
|
|
|
$
|
7.6
|
|
|
$
|
7.0
|
|
Performance share awards
|
6.8
|
|
|
5.8
|
|
|
12.7
|
|
|||
Restricted stock units
|
16.1
|
|
|
13.0
|
|
|
10.7
|
|
|||
Total pre-tax stock-based compensation expense
|
$
|
34.6
|
|
|
$
|
26.4
|
|
|
$
|
30.4
|
|
Net tax benefit related to stock-based compensation expense
|
$
|
(11.6
|
)
|
|
$
|
(8.8
|
)
|
|
$
|
(10.5
|
)
|
|
Years Ended December 31,
|
||||||||||
(Dollars in millions)
|
2016
|
|
2015
|
|
2014
|
||||||
Cost of products sold
|
$
|
4.3
|
|
|
$
|
2.7
|
|
|
$
|
3.0
|
|
Selling, general and administrative
|
27.2
|
|
|
21.3
|
|
|
24.4
|
|
|||
Research and development
|
3.1
|
|
|
2.4
|
|
|
3.0
|
|
|||
Total stock-based compensation expense
|
$
|
34.6
|
|
|
$
|
26.4
|
|
|
$
|
30.4
|
|
|
Pension Benefits
|
|
Other Benefits
|
||||||||||||
(Dollars in millions)
|
2016
|
|
2015
|
|
2016
|
|
2015
|
||||||||
Beginning benefit obligations
|
$
|
366.6
|
|
|
$
|
388.9
|
|
|
$
|
48.6
|
|
|
$
|
51.6
|
|
Service cost—benefits earned during the year
|
2.8
|
|
|
2.9
|
|
|
1.1
|
|
|
1.3
|
|
||||
Interest cost on projected benefit obligations
|
11.2
|
|
|
13.0
|
|
|
1.8
|
|
|
2.0
|
|
||||
Actuarial assumptions (gains)/losses
|
(1.8
|
)
|
|
(3.0
|
)
|
|
(0.2
|
)
|
|
(5.5
|
)
|
||||
Settlements and curtailments
|
(42.5
|
)
|
|
(25.9
|
)
|
|
—
|
|
|
—
|
|
||||
Benefits paid
|
(3.9
|
)
|
|
(4.7
|
)
|
|
(0.1
|
)
|
|
(0.5
|
)
|
||||
Exchange rate changes
|
(2.2
|
)
|
|
(4.6
|
)
|
|
0.1
|
|
|
(0.3
|
)
|
||||
Benefit obligations at end of year
|
$
|
330.2
|
|
|
$
|
366.6
|
|
|
$
|
51.3
|
|
|
$
|
48.6
|
|
|
|
|
|
|
|
|
|
||||||||
Beginning fair value of plan assets
|
$
|
284.5
|
|
|
$
|
231.1
|
|
|
$
|
—
|
|
|
$
|
—
|
|
Actual return on plan assets
|
22.5
|
|
|
(2.1
|
)
|
|
—
|
|
|
—
|
|
||||
Employer contributions
|
19.2
|
|
|
89.6
|
|
|
0.1
|
|
|
0.5
|
|
||||
Settlements
|
(42.5
|
)
|
|
(25.9
|
)
|
|
—
|
|
|
—
|
|
||||
Benefits paid
|
(3.9
|
)
|
|
(4.7
|
)
|
|
(0.1
|
)
|
|
(0.5
|
)
|
||||
Exchange rate changes
|
(0.8
|
)
|
|
(3.5
|
)
|
|
—
|
|
|
—
|
|
||||
Fair value of plan assets at end of year
|
$
|
279.0
|
|
|
$
|
284.5
|
|
|
$
|
—
|
|
|
$
|
—
|
|
Underfunded status at end of year
|
$
|
(51.2
|
)
|
|
$
|
(82.1
|
)
|
|
$
|
(51.3
|
)
|
|
$
|
(48.6
|
)
|
|
|
|
|
|
|
|
|
||||||||
Amounts in the consolidated balance sheets include:
|
|
|
|
|
|
|
|
||||||||
Other assets
|
$
|
3.4
|
|
|
$
|
3.3
|
|
|
$
|
—
|
|
|
$
|
—
|
|
Current liabilities
|
(1.7
|
)
|
|
(1.6
|
)
|
|
—
|
|
|
—
|
|
||||
Pension and other post-employment liabilities
|
(52.9
|
)
|
|
(83.8
|
)
|
|
(51.3
|
)
|
|
(48.6
|
)
|
||||
Balance in the consolidated balance sheet at end of year
|
$
|
(51.2
|
)
|
|
$
|
(82.1
|
)
|
|
$
|
(51.3
|
)
|
|
$
|
(48.6
|
)
|
|
|
|
|
|
|
|
|
||||||||
Amounts in accumulated other comprehensive loss include:
|
|
|
|
|
|
|
|
||||||||
Prior service/(benefit) and Transition Obligation
|
0.9
|
|
|
0.9
|
|
|
(0.1
|
)
|
|
(0.1
|
)
|
||||
Balance in accumulated other comprehensive loss at end of year
|
$
|
0.9
|
|
|
$
|
0.9
|
|
|
$
|
(0.1
|
)
|
|
$
|
(0.1
|
)
|
|
|
|
|
|
|
|
|
||||||||
Accumulated benefit obligation
|
$
|
320.2
|
|
|
$
|
354.9
|
|
|
$
|
51.3
|
|
|
$
|
48.6
|
|
|
Years Ended
December 31, |
||||||
(Dollars in millions)
|
2016
|
|
2015
|
||||
Projected benefit obligation
|
$
|
352.3
|
|
|
$
|
386.8
|
|
Accumulated benefit obligation
|
349.3
|
|
|
383.2
|
|
||
Fair value of plan assets
|
246.5
|
|
|
253.1
|
|
|
Pension Benefits
|
|
Other Benefits
|
||||||||||||||||||||
|
Years Ended
December 31, |
|
Years Ended
December 31, |
||||||||||||||||||||
(Dollars in millions)
|
2016
|
|
2015
|
|
2014
|
|
2016
|
|
2015
|
|
2014
|
||||||||||||
Service cost — benefits earned during the period
|
$
|
2.8
|
|
|
$
|
2.9
|
|
|
$
|
4.8
|
|
|
$
|
1.1
|
|
|
$
|
1.3
|
|
|
$
|
0.9
|
|
Interest cost on projected benefit obligations
|
11.2
|
|
|
13.0
|
|
|
15.8
|
|
|
1.8
|
|
|
2.0
|
|
|
1.5
|
|
||||||
Expected return on pension plan assets
|
(16.9
|
)
|
|
(14.7
|
)
|
|
(15.7
|
)
|
|
—
|
|
|
—
|
|
|
—
|
|
||||||
Amortization of prior service/(benefit)
|
0.1
|
|
|
—
|
|
|
—
|
|
|
(0.1
|
)
|
|
—
|
|
|
0.2
|
|
||||||
Amortization of transition cost
|
—
|
|
|
0.1
|
|
|
0.1
|
|
|
—
|
|
|
—
|
|
|
—
|
|
||||||
Net periodic benefit cost
|
$
|
(2.8
|
)
|
|
$
|
1.3
|
|
|
$
|
5.0
|
|
|
$
|
2.8
|
|
|
$
|
3.3
|
|
|
$
|
2.6
|
|
Curtailments
|
—
|
|
|
—
|
|
|
(5.4
|
)
|
|
—
|
|
|
—
|
|
|
—
|
|
||||||
Net actuarial (gains)/losses
|
(7.2
|
)
|
|
13.7
|
|
|
39.7
|
|
|
(0.2
|
)
|
|
(5.5
|
)
|
|
17.2
|
|
||||||
Total net periodic expense/(benefit)
|
$
|
(10.0
|
)
|
|
$
|
15.0
|
|
|
$
|
39.3
|
|
|
$
|
2.6
|
|
|
$
|
(2.2
|
)
|
|
$
|
19.8
|
|
|
Pension Benefits
|
|
Other Benefits
|
||||||||
|
December 31,
|
|
December 31,
|
||||||||
|
2016
|
|
2015
|
|
2016
|
|
2015
|
||||
Discount rate
|
4.11
|
%
|
|
4.32
|
%
|
|
4.19
|
%
|
|
4.47
|
%
|
Rate of compensation increase
|
5.70
|
%
|
|
6.09
|
%
|
|
4.00
|
%
|
|
4.00
|
%
|
|
Pension Benefits
|
|
Other Benefits
|
||||||||||||||
|
Years Ended December 31,
|
|
Years Ended December 31,
|
||||||||||||||
|
2016
|
|
2015
|
|
2014
|
|
2016
|
|
2015
|
|
2014
|
||||||
Discount rate
|
4.32
|
%
|
|
3.98
|
%
|
|
4.08
|
%
|
|
4.44
|
%
|
|
4.08
|
%
|
|
4.98
|
%
|
Expected long-term return on plan assets
|
5.99
|
%
|
|
6.25
|
%
|
|
6.16
|
%
|
|
—
|
%
|
|
—
|
%
|
|
—
|
%
|
Rate of compensation increase
|
5.90
|
%
|
|
3.24
|
%
|
|
3.22
|
%
|
|
4.00
|
%
|
|
2.83
|
%
|
|
3.08
|
%
|
|
December 31,
|
|||||||
|
2016
|
|
2015
|
|
2014
|
|||
Health care cost trend rate assumed for next year
|
7.5
|
%
|
|
7.6
|
%
|
|
6.7
|
%
|
Rate to which the cost trend rate is assumed to decline (the ultimate trend rate)
|
4.5
|
%
|
|
4.5
|
%
|
|
4.5
|
%
|
Year that the rate reaches the ultimate trend rate
|
2025
|
|
|
2024
|
|
|
2024
|
|
(Dollars in millions)
|
1-Percentage-Point
Increase |
|
1-Percentage-Point
Decrease |
||||
Effect on total of service and interest cost
|
$
|
—
|
|
|
$
|
—
|
|
Increase/(decrease) in post-employment benefit obligation
|
0.6
|
|
|
(0.5
|
)
|
|
December 31, 2016
|
December 31, 2015
|
|||||||||||||
(Dollars in millions)
|
Total
|
|
Level 1
|
|
Total
|
|
Level 1
|
||||||||
Cash and cash equivalents
|
$
|
21.0
|
|
|
$
|
21.0
|
|
|
$
|
11.1
|
|
|
$
|
11.1
|
|
Equity securities:
|
|
|
|
|
|
|
|
||||||||
U.S. large-cap
|
45.6
|
|
|
—
|
|
|
38.1
|
|
|
—
|
|
||||
U.S. small-cap growth
|
4.3
|
|
|
—
|
|
|
5.5
|
|
|
—
|
|
||||
Emerging markets
|
15.8
|
|
|
—
|
|
|
14.3
|
|
|
—
|
|
||||
Real estate investment trusts
|
15.0
|
|
|
—
|
|
|
6.8
|
|
|
—
|
|
||||
International large-cap value
|
31.7
|
|
|
—
|
|
|
48.2
|
|
|
—
|
|
||||
Hedge fund
|
13.4
|
|
|
—
|
|
|
12.7
|
|
|
—
|
|
||||
Fixed income securities:
|
|
|
|
|
|
|
|
||||||||
Government bonds
|
42.3
|
|
|
—
|
|
|
48.1
|
|
|
—
|
|
||||
Corporate bonds
|
85.8
|
|
|
—
|
|
|
94.7
|
|
|
—
|
|
||||
Emerging markets
|
4.1
|
|
|
—
|
|
|
5.0
|
|
|
—
|
|
||||
Total
|
$
|
279.0
|
|
|
$
|
21.0
|
|
|
$
|
284.5
|
|
|
$
|
11.1
|
|
(Dollars in millions)
|
Pension
Benefits |
|
Other
Benefits |
||||
2017
|
$
|
32.7
|
|
|
$
|
2.5
|
|
2018
|
29.5
|
|
|
2.9
|
|
||
2019
|
28.9
|
|
|
3.2
|
|
||
2020
|
29.1
|
|
|
3.4
|
|
||
2021
|
25.1
|
|
|
3.6
|
|
||
Years 2022 - 2026
|
111.4
|
|
|
18.5
|
|
|
Years Ended December 31,
|
||||||||||
(Dollars in millions)
|
2016
|
|
2015
|
|
2014
|
||||||
Venezuela long-lived asset impairments
|
45.9
|
|
|
—
|
|
|
—
|
|
|||
Foreign exchange (gains)/losses—net
|
18.8
|
|
|
6.3
|
|
|
0.5
|
|
|||
Restructuring, severance and other related costs—net
|
29.1
|
|
|
18.0
|
|
|
1.3
|
|
|||
(Gain)/loss on asset disposals
|
—
|
|
|
9.0
|
|
|
—
|
|
|||
Marketable securities (gain)/loss
|
—
|
|
|
(5.6
|
)
|
|
—
|
|
|||
Gain on sale of investment
|
—
|
|
|
—
|
|
|
(4.0
|
)
|
|||
Pension curtailment (gain)/loss
|
—
|
|
|
—
|
|
|
(5.4
|
)
|
|||
Legal, settlements and other—net
|
(1.7
|
)
|
|
11.3
|
|
|
(4.7
|
)
|
|||
Other (income)/expenses—net
|
$
|
92.1
|
|
|
$
|
39.0
|
|
|
$
|
(12.3
|
)
|
|
December 31,
|
||||||
(Dollars in millions)
|
2016
|
|
2015
|
||||
Trade receivables
|
$
|
320.6
|
|
|
$
|
296.7
|
|
Miscellaneous receivables
|
52.8
|
|
|
51.2
|
|
||
Less allowances
|
(4.4
|
)
|
|
(5.4
|
)
|
||
Receivables—net
|
$
|
369.0
|
|
|
$
|
342.5
|
|
(Dollars in millions)
|
December 31,
|
||||||
|
2016
|
|
2015
|
||||
Finished goods
|
$
|
262.9
|
|
|
$
|
251.7
|
|
Work in process
|
64.1
|
|
|
70.3
|
|
||
Raw and packaging materials
|
146.5
|
|
|
162.9
|
|
||
Inventories
|
$
|
473.5
|
|
|
$
|
484.9
|
|
(Dollars in millions)
|
December 31,
|
||||||
|
2016
|
|
2015
|
||||
Land
|
$
|
8.1
|
|
|
$
|
12.3
|
|
Buildings and improvements
|
739.8
|
|
|
729.6
|
|
||
Machinery, equipment and fixtures
|
823.9
|
|
|
786.5
|
|
||
Construction in progress
|
110.4
|
|
|
123.6
|
|
||
Accumulated depreciation
|
(733.6
|
)
|
|
(688.0
|
)
|
||
Property, plant and equipment—net
|
$
|
948.6
|
|
|
$
|
964.0
|
|
|
As of December 31, 2016
|
|
As of December 31, 2015
|
||||||||||||||||||||
(Dollars in millions)
|
Gross
Carrying
Amount
|
|
Accumulated
Amortization
|
|
Net Book
Value
|
|
Gross
Carrying
Amount
|
|
Accumulated
Amortization
|
|
Net Book
Value
|
||||||||||||
Indefinite-lived intangible assets
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
||||||
Trademark
(1)
.
|
$
|
14.4
|
|
|
$
|
—
|
|
|
$
|
14.4
|
|
|
$
|
16.9
|
|
|
$
|
—
|
|
|
$
|
16.9
|
|
Non-compete agreement
(1)
.
|
2.8
|
|
|
—
|
|
|
2.8
|
|
|
3.3
|
|
|
—
|
|
|
3.3
|
|
||||||
Total
|
17.2
|
|
|
—
|
|
|
17.2
|
|
|
20.2
|
|
|
—
|
|
|
20.2
|
|
||||||
Amortizable intangible assets
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
||||||
Computer software
|
145.4
|
|
|
(117.3
|
)
|
|
28.1
|
|
|
136.7
|
|
|
(103.0
|
)
|
|
33.7
|
|
||||||
Distributor-customer relationship
(2)
10 year life
|
1.4
|
|
|
(0.7
|
)
|
|
0.7
|
|
|
1.6
|
|
|
(0.6
|
)
|
|
1.0
|
|
||||||
Total
|
146.8
|
|
|
(118.0
|
)
|
|
28.8
|
|
|
138.3
|
|
|
(103.6
|
)
|
|
34.7
|
|
||||||
Total other intangible assets
|
$
|
164.0
|
|
|
$
|
(118.0
|
)
|
|
$
|
46.0
|
|
|
$
|
158.5
|
|
|
$
|
(103.6
|
)
|
|
$
|
54.9
|
|
(Dollars in millions)
|
|
Capital expenditures
|
|
Cash outflow for capital
expenditures |
|
Increase/(Decrease) in capital expenditures not paid
|
||||||
Year Ended December 31, 2016
|
|
$
|
142.4
|
|
|
$
|
149.0
|
|
|
$
|
(6.6
|
)
|
Year ended December 31, 2015
|
|
$
|
179.0
|
|
|
$
|
173.7
|
|
|
$
|
5.3
|
|
Year ended December 31, 2014
|
|
$
|
149.0
|
|
|
$
|
186.6
|
|
|
$
|
(37.6
|
)
|
(Dollars in millions)
|
Asia
|
|
Latin America
|
|
North America/
Europe
|
|
Total
|
||||||||
Balance as of January 1, 2015
|
$
|
—
|
|
|
$
|
143.7
|
|
|
$
|
19.0
|
|
|
$
|
162.7
|
|
Translation adjustments
|
—
|
|
|
(36.7
|
)
|
|
—
|
|
|
(36.7
|
)
|
||||
Balance as of December 31, 2015
|
—
|
|
|
107.0
|
|
|
19.0
|
|
|
126.0
|
|
||||
Translation adjustments
|
—
|
|
|
(17.1
|
)
|
|
—
|
|
|
(17.1
|
)
|
||||
Balance as of December 31, 2016
|
$
|
—
|
|
|
$
|
89.9
|
|
|
$
|
19.0
|
|
|
$
|
108.9
|
|
(Dollars in millions)
|
|
December 31,
|
||||||
Principal Value:
|
|
2016
|
|
2015
|
||||
4.900% Notes due 2019 (“2019 Notes”)
|
|
$
|
700.0
|
|
|
$
|
700.0
|
|
3.000% Notes due 2020 (“2020 Notes”)
|
|
750.0
|
|
|
750.0
|
|
||
4.125% Notes due 2025 (“2025 Notes”)
|
|
750.0
|
|
|
750.0
|
|
||
5.900% Notes due 2039 (“2039 Notes”)
|
|
300.0
|
|
|
300.0
|
|
||
4.600% Notes due 2044 (“2044 Notes”)
|
|
500.0
|
|
|
500.0
|
|
||
Sub-total
|
|
$
|
3,000.0
|
|
|
$
|
3,000.0
|
|
Adjustments to Principal Value:
|
|
|
|
|
|
|
||
Unamortized basis adjustment for settled interest rate swaps
|
|
5.1
|
|
|
7.0
|
|
||
Unamortized bond discount
|
|
(4.3
|
)
|
|
(4.8
|
)
|
||
Unamortized debt issuance costs
|
|
(19.4
|
)
|
|
(21.6
|
)
|
||
Fair-value interest rate swaps
|
|
(5.2
|
)
|
|
0.4
|
|
||
Long-term debt
|
|
$
|
2,976.2
|
|
|
$
|
2,981.0
|
|
|
Years Ended December 31,
|
||||||||||
(Dollars in millions)
|
2016
|
|
2015
|
|
2014
|
||||||
Interest expense
|
$
|
118.7
|
|
|
$
|
74.6
|
|
|
$
|
69.9
|
|
Interest income
|
(13.3
|
)
|
|
(9.6
|
)
|
|
(9.6
|
)
|
|||
Interest expense-net
|
$
|
105.4
|
|
|
$
|
65.0
|
|
|
$
|
60.3
|
|
Interest payments, net of amounts related to interest rate swaps
|
$
|
120.2
|
|
|
$
|
66.6
|
|
|
$
|
72.5
|
|
|
|
|
|
|
December 31,
|
||||||
(Dollars in millions)
|
Hedge Designation
|
|
Balance Sheet Location
|
|
2016
|
|
2015
|
||||
Foreign exchange contracts
|
Cash Flow
|
|
Prepaid expenses and other assets
|
|
$
|
10.9
|
|
|
$
|
6.4
|
|
Interest rate forward swaps
|
Fair Value
|
|
Other assets
|
|
1.1
|
|
|
3.9
|
|
||
Foreign exchange contracts
|
Cash Flow
|
|
Accrued expenses
|
|
(0.2
|
)
|
|
(0.9
|
)
|
||
Interest rate forward swaps
|
Fair Value
|
|
Other liabilities
|
|
(6.3
|
)
|
|
(3.5
|
)
|
||
Commodity contracts
|
Cash Flow
|
|
Accrued expenses
|
|
—
|
|
|
(0.2
|
)
|
||
Net asset/(liability) of derivatives designated as hedging items
|
|
|
|
$
|
5.5
|
|
|
$
|
5.7
|
|
(Dollars in millions)
|
|
Weighted-average
Forward Rate |
|
Notional
Amount |
|
Fair Value
Asset |
|
Maturity
|
||||
Foreign exchange contracts:
|
|
|
|
|
|
|
|
|
||||
Cash flow hedges:
|
|
|
|
|
|
|
|
|
||||
Canadian dollar
|
|
1.31
|
|
$
|
64.2
|
|
|
$
|
1.4
|
|
|
2017
|
Mexican peso
|
|
19.40
|
|
61.4
|
|
|
5.2
|
|
|
2017
|
||
Malaysian ringgit
|
|
4.16
|
|
29.5
|
|
|
2.4
|
|
|
2017
|
||
Philippine peso
|
|
48.52
|
|
47.0
|
|
|
1.7
|
|
|
2017
|
||
Total foreign exchange contracts
|
|
|
|
$
|
202.1
|
|
|
$
|
10.7
|
|
|
|
(Dollars in millions)
|
2016
|
|
2015
|
||||
Balance—January 1
|
$
|
10.1
|
|
|
$
|
10.4
|
|
Derivatives qualifying as cash flow hedges deferred in other comprehensive income
|
7.6
|
|
|
21.4
|
|
||
Derivatives qualifying as cash flow hedges reclassified to cost of products sold
|
(6.9
|
)
|
|
(23.8
|
)
|
||
Change in deferred taxes
|
(0.7
|
)
|
|
2.1
|
|
||
Balance—December 31
|
$
|
10.1
|
|
|
$
|
10.1
|
|
|
|
|
|
|
|
|
|
Fair Value Asset/(Liability)
|
||||||||||
(Dollars in millions)
|
|
Notional Amount of Underlying
|
|
Fixed Rate Received
|
|
Variable Rate Paid
(U.S. 3 Month LIBOR +)
|
|
December 31, 2016
|
|
December 31, 2015
|
||||||||
Swaps associated with the 2019 Notes
|
|
$
|
700.0
|
|
|
4.9
|
%
|
|
3.14
|
%
|
|
$
|
1.1
|
|
|
$
|
3.9
|
|
Swaps associated with the 2020 Notes
|
|
$
|
750.0
|
|
|
3.0
|
%
|
|
1.38
|
%
|
|
$
|
(6.3
|
)
|
|
$
|
(3.5
|
)
|
(In millions)
|
Common Shares
Issued
|
|
Treasury Stock
|
|
Treasury Stock -
at Cost
|
||||
Balance as of January 1, 2014
|
206.8
|
|
|
4.8
|
|
|
$
|
351.9
|
|
Stock-based Compensation
|
1.0
|
|
|
0.1
|
|
|
7.9
|
|
|
Repurchase of Common Stock
|
—
|
|
|
0.6
|
|
|
52.9
|
|
|
Retirement of Treasury Stock
|
(0.6
|
)
|
|
(0.6
|
)
|
|
(50.1
|
)
|
|
Balance as of December 31, 2014
|
207.2
|
|
|
4.9
|
|
|
362.6
|
|
|
|
|
|
|
|
|
||||
Stock-based Compensation
|
0.5
|
|
|
—
|
|
|
—
|
|
|
Repurchase of Common Stock
|
—
|
|
|
5.6
|
|
|
437.0
|
|
|
Retirement of Treasury Stock
|
(5.6
|
)
|
|
(5.6
|
)
|
|
(437.0
|
)
|
|
Accelerated Share Repurchase
|
(10.7
|
)
|
|
—
|
|
|
—
|
|
|
Balance as of December 31, 2015
|
191.4
|
|
|
4.9
|
|
|
362.6
|
|
|
|
|
|
|
|
|
||||
Stock-based Compensation
|
0.4
|
|
|
—
|
|
|
—
|
|
|
Repurchase and Retirement of Common Stock
|
(1.4
|
)
|
|
—
|
|
|
—
|
|
|
Accelerated Share Repurchase
|
(2.1
|
)
|
|
—
|
|
|
—
|
|
|
Balance as of December 31, 2016
|
188.3
|
|
|
4.9
|
|
|
$
|
362.6
|
|
(Dollars in millions)
|
|
Foreign Currency Translation Adjustments
|
|
Deferred Gains/(Losses) on Derivatives Qualifying as Hedges
|
|
Pension and Other Post-employment Benefits
|
|
Total
|
|
Noncontrolling Interest
|
|
Redeemable Noncontrolling Interest
|
|
||||||||||||||
Balance as of January 1, 2016
|
|
$
|
(329.8
|
)
|
|
$
|
(17.2
|
)
|
|
$
|
(0.8
|
)
|
|
$
|
(347.8
|
)
|
|
$
|
(12.7
|
)
|
|
$
|
—
|
|
|
||
Deferred Gains/(Losses)
|
|
(68.1
|
)
|
|
7.7
|
|
|
—
|
|
|
(60.4
|
)
|
|
(1.5
|
)
|
(1
|
)
|
—
|
|
|
|||||||
Reclassification Adjustment for (Gains)/
Losses Included in Net Earnings |
|
—
|
|
|
(4.6
|
)
|
|
—
|
|
|
(4.6
|
)
|
|
—
|
|
|
—
|
|
|
||||||||
Tax Benefit/(Expense)
|
|
2.9
|
|
|
(1.5
|
)
|
|
—
|
|
|
1.4
|
|
|
1.0
|
|
|
—
|
|
|
||||||||
Balance as of December 31, 2016
|
|
$
|
(395.0
|
)
|
|
$
|
(15.6
|
)
|
|
$
|
(0.8
|
)
|
|
$
|
(411.4
|
)
|
|
$
|
(13.2
|
)
|
|
$
|
—
|
|
|
||
|
|
|
|
|
|
|
|
|
|
|
|
|
|
||||||||||||||
Balance as of January 1, 2015
|
|
$
|
(180.4
|
)
|
|
$
|
(17.8
|
)
|
|
$
|
(0.7
|
)
|
|
$
|
(198.9
|
)
|
|
$
|
1.9
|
|
|
$
|
(21.6
|
)
|
|
||
Deferred Gains/(Losses)
|
|
(138.9
|
)
|
|
19.7
|
|
|
(0.2
|
)
|
|
(119.4
|
)
|
|
(3.2
|
)
|
|
(1.3
|
)
|
(1
|
)
|
|||||||
Reclassification Adjustment for (Gains)/
Losses Included in Net Earnings
|
|
—
|
|
|
(20.6
|
)
|
|
0.1
|
|
|
(20.5
|
)
|
|
—
|
|
|
—
|
|
|
||||||||
Tax Benefit/(Expense)
|
|
1.0
|
|
|
1.5
|
|
|
—
|
|
|
2.5
|
|
|
—
|
|
|
—
|
|
|
||||||||
Acquisition of Noncontrolling Interest
|
|
(11.5
|
)
|
|
—
|
|
|
—
|
|
|
(11.5
|
)
|
|
(11.4
|
)
|
|
22.9
|
|
|
||||||||
Balance as of December 31, 2015
|
|
$
|
(329.8
|
)
|
|
$
|
(17.2
|
)
|
|
$
|
(0.8
|
)
|
|
$
|
(347.8
|
)
|
|
$
|
(12.7
|
)
|
|
$
|
—
|
|
|
|
|
Years Ended December 31,
|
||||||||||||||||||||||||||||||
|
|
Affected Statement of Earnings Lines
|
|
|
|
|
||||||||||||||||||||||||||
(Dollars in millions)
|
|
Cost of Products Sold
|
|
Selling, General and Administrative
|
|
Tax Benefit/(Expense)
|
|
Net
|
||||||||||||||||||||||||
|
|
2016
|
|
2015
|
|
2016
|
|
2015
|
|
2016
|
|
2015
|
|
2016
|
|
2015
|
||||||||||||||||
Deferred Gains/(Losses) on Derivatives Qualifying as Hedges:
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
||||||||||||||||
Forward Exchange Contracts
|
|
$
|
6.9
|
|
|
$
|
23.8
|
|
|
$
|
—
|
|
|
$
|
—
|
|
|
$
|
(0.3
|
)
|
|
$
|
(5.4
|
)
|
|
$
|
6.6
|
|
|
$
|
18.4
|
|
Commodity Contracts
|
|
(0.9
|
)
|
|
(1.8
|
)
|
|
—
|
|
|
—
|
|
|
0.4
|
|
|
0.7
|
|
|
(0.5
|
)
|
|
(1.1
|
)
|
||||||||
Interest Rate Forward Swap
|
|
(1.4
|
)
|
|
(1.4
|
)
|
|
—
|
|
|
—
|
|
|
0.5
|
|
|
0.5
|
|
|
(0.9
|
)
|
|
(0.9
|
)
|
||||||||
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
||||||||||||||||
Pension and Other Post-employment Benefit Plans:
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
||||||||||||||||
Prior Service Benefits
|
|
—
|
|
|
—
|
|
|
—
|
|
|
0.1
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
0.1
|
|
||||||||
Total Reclassifications
|
|
$
|
4.6
|
|
|
$
|
20.6
|
|
|
$
|
—
|
|
|
$
|
0.1
|
|
|
$
|
0.6
|
|
|
$
|
(4.2
|
)
|
|
$
|
5.2
|
|
|
$
|
16.5
|
|
(VEF to 1.0 USD)
|
December 31, 2016
|
|
September 30, 2016
|
|
June 30, 2016
|
|
March 31, 2016
|
||||
DIPRO
|
10.0
|
|
|
10.0
|
|
|
10.0
|
|
|
10.0
|
|
DICOM
|
673.8
|
|
|
658.9
|
|
|
628.3
|
|
|
272.9
|
|
(In millions, except per share data)
|
First
Quarter |
|
Second
Quarter |
|
Third
Quarter |
|
Fourth
Quarter |
|
Year
(a)
|
||||||||||
2016
|
|
|
|
|
|
|
|
|
|
||||||||||
Net sales
|
$
|
962.1
|
|
|
$
|
941.5
|
|
|
$
|
937.5
|
|
|
$
|
901.6
|
|
|
$
|
3,742.7
|
|
Gross profit
|
614.5
|
|
|
608.3
|
|
|
603.8
|
|
|
575.1
|
|
|
2,401.7
|
|
|||||
Net earnings
|
76.7
|
|
|
155.8
|
|
|
148.6
|
|
|
168.2
|
|
|
549.3
|
|
|||||
Net earnings attributable to shareholders
|
72.7
|
|
|
155.1
|
|
|
149.3
|
|
|
167.8
|
|
|
544.9
|
|
|||||
Basic earnings per share
|
$
|
0.39
|
|
|
$
|
0.83
|
|
|
$
|
0.80
|
|
|
$
|
0.91
|
|
|
$
|
2.93
|
|
Diluted earnings per share
|
$
|
0.39
|
|
|
$
|
0.83
|
|
|
$
|
0.80
|
|
|
$
|
0.91
|
|
|
$
|
2.92
|
|
2015
|
|
|
|
|
|
|
|
|
|
||||||||||
Net sales
|
$
|
1,094.4
|
|
|
$
|
1,032.4
|
|
|
$
|
977.5
|
|
|
$
|
967.0
|
|
|
$
|
4,071.3
|
|
Gross profit
|
700.9
|
|
|
676.0
|
|
|
630.7
|
|
|
608.4
|
|
|
2,616.0
|
|
|||||
Net earnings
|
207.1
|
|
|
162.6
|
|
|
154.6
|
|
|
131.0
|
|
|
655.3
|
|
|||||
Net earnings attributable to shareholders
|
207.4
|
|
|
162.9
|
|
|
155.2
|
|
|
128.0
|
|
|
653.5
|
|
|||||
Basic earnings per share
|
$
|
1.02
|
|
|
$
|
0.80
|
|
|
$
|
0.77
|
|
|
$
|
0.67
|
|
|
$
|
3.28
|
|
Diluted earnings per share
|
$
|
1.02
|
|
|
$
|
0.80
|
|
|
$
|
0.77
|
|
|
$
|
0.67
|
|
|
$
|
3.27
|
|
Description
|
Balance at
beginning of period |
|
Provisions
for bad debts |
|
Bad
debts written off |
|
Other
|
|
Balance
at end of period |
||||||||||
(Dollars in millions)
|
|
|
|
|
|
|
|
|
|
||||||||||
Allowances for Doubtful Accounts
|
|
|
|
|
|
|
|
|
|
||||||||||
For the year ended December 31, 2016
|
$
|
5.4
|
|
|
$
|
(0.6
|
)
|
|
$
|
—
|
|
|
$
|
(0.4
|
)
|
|
$
|
4.4
|
|
For the year ended December 31, 2015
|
9.6
|
|
|
(0.2
|
)
|
|
(3.1
|
)
|
|
(0.9
|
)
|
|
5.4
|
|
|||||
For the year ended December 31, 2014
|
6.5
|
|
|
4.3
|
|
|
(0.6
|
)
|
|
(0.6
|
)
|
|
9.6
|
|
Description
|
Balance at
beginning of period |
|
Provision for
valuation allowance |
|
Release of
valuation allowance/ other |
|
Balance
at end of period |
||||||||
(Dollars in millions)
|
|
|
|
|
|
|
|
||||||||
Valuation Allowance on Deferred Tax Assets
|
|
|
|
|
|
|
|
||||||||
For the year ended December 31, 2016
|
$
|
14.8
|
|
|
$
|
36.0
|
|
|
$
|
(13.2
|
)
|
|
$
|
37.6
|
|
For the year ended December 31, 2015
|
7.7
|
|
|
9.3
|
|
|
(2.2
|
)
|
|
14.8
|
|
||||
For the year ended December 31, 2014
|
7.3
|
|
|
1.8
|
|
|
(1.4
|
)
|
|
7.7
|
|
Item 9.
|
CHANGES IN AND DISAGREEMENTS WITH ACCOUNTANTS ON ACCOUNTING AND FINANCIAL DISCLOSURE.
|
Item 12.
|
SECURITY OWNERSHIP OF CERTAIN BENEFICIAL OWNERS AND MANAGEMENT AND RELATED STOCKHOLDER MATTERS.
|
|
|
MEAD JOHNSON NUTRITION COMPANY
|
|
Date:
|
February 27, 2017
|
By:
|
/s/ Michel Cup
|
|
|
|
Michel Cup
|
|
|
|
Executive Vice President and Chief Financial Officer
|
Date:
|
February 27, 2017
|
By:
|
/s/ Peter Kasper Jakobsen
|
|
|
|
Peter Kasper Jakobsen
|
|
|
|
President, Chief Executive Officer and Director
|
|
|
|
(Principal Executive Officer)
|
|
|
|
|
Date:
|
February 27, 2017
|
By:
|
/s/ Michel Cup
|
|
|
|
Michel Cup
|
|
|
|
Executive Vice President and Chief Financial Officer
|
|
|
|
(Principal Financial Officer)
|
|
|
|
|
Date:
|
February 27, 2017
|
By:
|
/s/ James E. Shiah
|
|
|
|
James E. Shiah
|
|
|
|
Senior Vice President, Finance and Controller
|
|
|
|
(Principal Accounting Officer)
|
|
|
|
|
Date:
|
February 27, 2017
|
By:
|
/s/ James M. Cornelius
|
|
|
|
James M. Cornelius
|
|
|
|
Chairman of the Board of Directors
|
|
|
|
|
Date:
|
February 27, 2017
|
By:
|
/s/ Steven M. Altschuler, M.D.
|
|
|
|
Steven M. Altschuler, M.D.
|
|
|
|
Director
|
|
|
|
|
Date:
|
February 27, 2017
|
By:
|
/s/ Howard B. Bernick
|
|
|
|
Howard B. Bernick
|
|
|
|
Director
|
|
|
|
|
Date:
|
February 27, 2017
|
By:
|
/s/ Kimberly A. Casiano
|
|
|
|
Kimberly A. Casiano
|
|
|
|
Director
|
|
|
|
|
Date:
|
February 27, 2017
|
By:
|
/s/ Anna C. Catalano
|
|
|
|
Anna C. Catalano
|
|
|
|
Director
|
|
|
|
|
Date:
|
February 27, 2017
|
By:
|
/s/ Celeste A. Clark, Ph.D.
|
|
|
|
Celeste A. Clark, Ph.D.
|
|
|
|
Director
|
|
|
|
|
Date:
|
February 27, 2017
|
By:
|
/s/ Stephen W. Golsby
|
|
|
|
Stephen W. Golsby
|
|
|
|
Director
|
|
|
|
|
Date:
|
February 27, 2017
|
By:
|
/s/ Michael Grobstein
|
|
|
|
Michael Grobstein
|
|
|
|
Director
|
|
|
|
|
Date:
|
February 27, 2017
|
By:
|
/s/ Peter G. Ratcliffe
|
|
|
|
Peter G. Ratcliffe
|
|
|
|
Director
|
|
|
|
|
Date:
|
February 27, 2017
|
By:
|
/s/ Michael A. Sherman
|
|
|
|
Michael A. Sherman
|
|
|
|
Director
|
|
|
|
|
Date:
|
February 27, 2017
|
By:
|
/s/ Elliott Sigal, M.D., Ph.D.
|
|
|
|
Elliott Sigal, M.D., Ph.D.
|
|
|
|
Director
|
|
|
|
|
Date:
|
February 27, 2017
|
By:
|
/s/ Robert S. Singer
|
|
|
|
Robert S. Singer
|
|
|
|
Director
|
Exhibit
Number |
Description
|
|
|
2
|
Plan of Acquisition, Reorganization, Arrangement, Liquidation or Succession
|
2.1
|
Agreement and Plan of Merger, dated as of February 10, 2017, among Mead Johnson Nutrition Company, Reckitt Benckiser Group plc and Marigold Merger Sub, Inc. (incorporated by reference to Exhibit 2.1 to Current Report on Form 8-K filed on February 13, 2017)
|
|
|
3
|
Articles of Incorporation and Bylaws
|
3.1
|
Second Amended and Restated Certificate of Incorporation of Mead Johnson Nutrition Company (incorporated by reference to Exhibit 3.1 to Current Report on Form 8-K filed on January 8, 2010)
|
3.2
|
Amended and Restated By-laws of Mead Johnson Nutrition Company (incorporated by reference to Exhibit 3.1 to Current Report on Form 8-K filed on December 14, 2016)
|
3.2
|
Amendment No. 1 to the Amended and Restated Bylaws of the Company, adopted on February 9, 2017 (incorporated by reference to Exhibit 3.1 to Current Report on Form 8-K filed on February 13, 2017)
|
|
|
4
|
Instruments defining the rights of the security holders, including indentures
|
4.1
|
Specimen Common Stock Certificate (incorporated by reference to Exhibit 4.1 to Amendment No. 1 to Registration Statement on Form S-1 (Registration No. 333-156298) filed on January 14, 2009)
|
4.2
|
Indenture, dated as of November 1, 2009, by and between Mead Johnson Nutrition Company and The Bank of New York Mellon Trust Company, N.A., as trustee (incorporated by reference to Exhibit 4.1 to Current Report on Form 8-K filed on November 12, 2009)
|
4.3
|
First Supplemental Indenture, dated as of November 5, 2009, by and among Mead Johnson Nutrition Company, Mead Johnson & Company and The Bank of New York Mellon Trust Company, N.A., as trustee (including forms of the 4.90% Notes due 2019 and 5.90% Notes due 2039 Notes) (incorporated by reference to Exhibit 4.2 to Current Report on Form 8-K filed on November 12, 2009)
|
4.4
|
Second Supplemental Indenture, dated as of May 13, 2014, between Mead Johnson Nutrition Company and The Bank of New York Mellon Trust Company, N.A., as trustee (including form of the 4.60% Senior Notes due June 1, 2044) (incorporated by reference to Exhibit 4.1 to the Company’s Current Report on Form 8-K filed on May 13, 2014)
|
4.5
|
Third Supplemental Indenture, dated as of November 3, 2015, between Mead Johnson Nutrition Company and The Bank of New York Mellon Trust Company, N.A., as trustee (including forms of the 3.000% Senior Notes due 2020 and 4.125% Senior Notes due 2025) (incorporated by reference to Exhibit 4.1 to the Company’s Current Report on Form 8-K filed on November 3, 2015)
|
|
|
10
|
Material Contracts
|
10.1
|
Separation Agreement by and between Bristol-Myers Squibb Company and Mead Johnson Nutrition Company, dated January 31, 2009 (incorporated by reference to Exhibit 10.1 to Annual Report on Form 10-K for the fiscal year ended December 31, 2008 filed on March 27, 2009)
|
10.2
|
Employee Matters Agreement between Bristol-Myers Squibb Company and Mead Johnson Nutrition Company, dated January 31, 2009 (incorporated by reference to Exhibit 10.2 to Annual Report on Form 10-K for the fiscal year ended December 31, 2008 filed on March 27, 2009)
|
10.3
|
Second Amended and Restated Transitional Services Agreement between Bristol-Myers Squibb Company and Mead Johnson Nutrition, dated December 18, 2009 (incorporated by reference to Exhibit 10.4 to Annual Report on Form 10-K for the fiscal year ended December 31, 2009 filed on February 25, 2010)
|
10.4
|
Amended and Restated Tax Matters Agreement between Bristol-Myers Squibb Company and Mead Johnson Nutrition Company dated December 18, 2009 (incorporated by reference to Exhibit 10.1 to Current Report on Form 8-K filed on December 23, 2009)
|
10.5
|
First Amendment, dated June 27, 2014, to Five Year Revolving Credit Facility Agreement among Mead Johnson Nutrition Company, Mead Johnson & Company, LLC, various subsidiaries of the Company party thereto from time to time, various financial institutions and JPMorgan Chase Bank, N.A., as Administrative Agent (incorporated by reference to Exhibit 10.1 to the Company’s Current Report on Form 8-K filed on June 30, 2014)
|
10.6
|
Amendment No. 2 to Five Year Revolving Credit Facility Agreement, dated as of November 5, 2015, among Mead Johnson Nutrition Company, various financial institutions and JPMorgan Chase Bank, N.A., as Administrative Agent (incorporated by reference to Exhibit 10.6 to Annual Report on Form 10-K for the fiscal year ended December 31, 2015 filed on February 17, 2016)
|
10.7*
|
Mead Johnson Nutrition Company Long Term Incentive Plan (incorporated by reference to Appendix A to Definitive Proxy Statement on Schedule 14A filed on March 23, 2015)
|
10.8*
|
Mead Johnson Nutrition Company Senior Executive Performance Incentive Plan (as Amended and Restated Effective as of January 1, 2015) (incorporated by reference to Exhibit 10.7 to Annual Report on Form 10-K for the fiscal year ended December 31, 2014 filed on February 27, 2015)
|
10.9*
|
Mead Johnson & Company Benefit Equalization Plan-Retirement Plan (incorporated by reference to Exhibit 10.31 to Annual Report on Form 10-K for the fiscal year ended December 31, 2008 filed on March 27, 2009)
|
10.10*
|
Mead Johnson & Company Benefit Equalization Plan-Retirement Savings Plan (incorporated by reference to Exhibit 10.32 to Annual Report on Form 10-K for the fiscal year ended December 31, 2008 filed on March 27, 2009)
|
10.11*
|
Mead Johnson & Company Key International Pension Plan (incorporated by reference to Exhibit 10.33 to Annual Report on Form 10-K for the fiscal year ended December 31, 2008 filed on March 27, 2009)
|
10.12*
|
Second Amended and Restated Mead Johnson & Company, LLC Senior Executive Severance Plan (incorporated by reference to Exhibit 10.1 to Current Report on Form 8-K filed on December 5, 2014)
|
10.13*
|
Third Amended and Restated Mead Johnson & Company, LLC Executive Change in Control Severance Plan (incorporated by reference to Exhibit 10.2 to the Company’s Current Report on Form 8-K filed on June 13, 2014)
|
10.14*
|
Form of Nonqualified Stock Option Agreement (incorporated by reference to Exhibit 10.34 to Annual Report on Form 10-K for the fiscal year ended December 31, 2008 filed on March 27, 2009)
|
10.15*
|
Form of Performance Shares Agreement (incorporated by reference to Exhibit 10.35 to Annual Report on Form 10-K for the fiscal year ended December 31, 2008 filed on March 27, 2009)
|
10.16*
|
Form of Director Restricted Stock Units Agreement (incorporated by reference to Exhibit 10.36 to Annual Report on Form 10-K for the fiscal year ended December 31, 2008 filed on March 27, 2009)
|
10.17*
|
Form of Employee Restricted Stock Units Agreement (incorporated by reference to Exhibit 10.37 to Annual Report on Form 10-K for the fiscal year ended December 31, 2008 filed on March 27, 2009)
|
10.18*
|
Form of Restricted Stock Units Agreement (incorporated by reference to Exhibit 10.5 to Current Report on Form 8-K filed on December 23, 2009)
|
10.19*
|
Form of 2013 Nonqualified Stock Option Agreement (incorporated by reference to Exhibit 10.1 to Quarterly Report on Form 10-Q for the fiscal quarter ended March 31, 2013 filed on April 25, 2013)
|
10.20*
|
Form of 2013 Employee Restricted Stock Unit Agreement (incorporated by reference to Exhibit 10.2 to Quarterly Report on Form 10-Q for the fiscal quarter ended March 31, 2013 filed on April 25, 2013)
|
10.21*
|
Form of 2013 Non-Employee Director Restricted Stock Unit Agreement (incorporated by reference to Exhibit 10.3 to Quarterly Report on Form 10-Q for the fiscal quarter ended March 31, 2013 filed on April 25, 2013)
|
10.22*
|
Form of 2013 Performance Share Award Agreement (incorporated by reference to Exhibit 10.4 to Quarterly Report on Form 10-Q for the fiscal quarter ended March 31, 2013 filed on April 25, 2013)
|
10.23*
|
Form of Performance Share Award Agreement (incorporated by reference to Exhibit 10.1 to the Company’s Current Report on Form 8-K filed on June 13, 2014)
|
10.24*
|
Form of Nonqualified Stock Option Agreement (incorporated by reference to Exhibit 10.3 to the Company’s Quarterly Report on Form 10-Q for the fiscal quarter ended June 30, 2015 filed on July 23, 2015)
|
10.25*
|
Form of Employee Restricted Stock Unit Agreement (incorporated by reference to Exhibit 10.4 to the Company’s Quarterly Report on Form 10-Q for the fiscal quarter ended June 30, 2015 filed on July 23, 2015)
|
10.26*
|
Form of Non-Employee Director Restricted Stock Unit Agreement (incorporated by reference to Exhibit 10.5 to the Company’s Quarterly Report on Form 10-Q for the fiscal quarter ended June 30, 2015 filed on July 23, 2015)
|
10.27*
|
Form of Performance Share Award Agreement (incorporated by reference to Exhibit 10.6 to the Company’s Quarterly Report on Form 10-Q for the fiscal quarter ended June 30, 2015 filed on July 23, 2015)
|
10.28*
|
Form of Nonqualified Stock Option Agreement (incorporated by reference to Exhibit 10.1 to the Company’s Quarterly Report on Form 10-Q for the fiscal quarter ended March 31, 2016 filed on April 28, 2016)
|
10.29*
|
Letter Agreement between the Company and Mr. Peter G. Leemputte (incorporated by reference to Exhibit 10.1 to the Company’s Current Report on Form 8-K filed on March 5, 2015)
|
10.30*
|
Amendment No. 1 to Letter Agreement, dated May 20, 2015, between the Company and Mr. Peter G. Leemputte (incorporated by reference to Exhibit 10.2 to the Company’s Quarterly Report on Form 10-Q for the fiscal quarter ended June 30, 2015 filed on July 23, 2015)
|
|
|
|
|
*
|
Compensatory plan or arrangement.
|
1 Year Morgan Stanley DW Str Sat Att Chart |
1 Month Morgan Stanley DW Str Sat Att Chart |
It looks like you are not logged in. Click the button below to log in and keep track of your recent history.
Support: +44 (0) 203 8794 460 | support@advfn.com
By accessing the services available at ADVFN you are agreeing to be bound by ADVFN's Terms & Conditions