PENSIONS

The Company and its subsidiaries sponsor two defined benefit pension plans covering certain salaried and hourly employees. These plans have been closed to new participants for a number of years. Benefits under these plans are primarily based on final average compensation and years of service as defined within the provisions of the individual plans. As a result of plan amendments, the latest of which was in 2008, the only new benefits that were being accrued through the end of 2016 were salary increases for a limited group of participants. Those benefits ceased at the end of 2016, at which point all existing plans became fully frozen.

In September 2017, the Company executed an amendment to its U.S. defined benefit pension plan, which enabled the Company to announce a limited-time voluntary lump-sum pension offering to eligible, terminated, vested plan participants. In connection with the offering, 516 individuals elected to receive a lump-sum settlement payment. In the aggregate, the Company paid a total of $13.7 million in lump-sum benefit payments during the year ended December 31, 2017, using assets of the plan. As total benefit payments during the year ended December 31, 2017 exceeded the sum of the service and interest cost, the Company was required to measure the liabilities of the benefit plans and recognize a settlement charge of $6.1 million, in accordance with ASC 715, Compensation - Retirement Benefits.

The following table summarizes net periodic pension expense for U.S. and non-U.S. benefit plans:



	U.S. Benefit Plan									Non-U.S. Benefit Plan
(in millions)	2017			2016			2015			2017			2016			2015
Company-sponsored plans:
Service cost	$	—		$	—		$	—		$	0.2		$	0.2		$	0.2
Interest cost	7.6			7.8			7.6			1.4			1.8			2.1
Expected return on plan assets	(9.6		)	(10.3		)	(10.3		)	(2.1		)	(2.4		)	(2.7		)
Amortization of actuarial loss	2.5			5.6			6.8			0.6			0.6			0.7
Settlement charge recognized	6.1			—			—			—			—			—
Total Company-sponsored plans	6.6			3.1			4.1			0.1			0.2			0.3
Multi-employer plans	0.2			0.1			0.2			—			—			—
Net periodic pension expense	$	6.8		$	3.2		$	4.3		$	0.1		$	0.2		$	0.3

The following table summarizes the weighted-average assumptions used in determining pension costs:



	U.S. Benefit Plan						Non-U.S. Benefit Plan
	2017		2016		2015		2017		2016		2015
Discount rate	4.3	%	4.6	%	4.2	%	2.6	%	3.7	%	3.5	%
Rate of increase in compensation levels	—		—		3.5	%	—		—		—
Expected long-term rate of return on plan assets	7.1	%	7.5	%	7.8	%	4.2	%	4.9	%	4.7	%

The following table summarizes the changes in the projected benefit obligation and plan assets:



	U.S. Benefit Plan						Non-U.S. Benefit Plan
(in millions)	2017			2016			2017			2016
Benefit obligation, beginning of year	$	180.6		$	174.3		$	51.7		$	55.7
Service cost	—			—			0.2			0.2
Interest cost	7.6			7.8			1.4			1.8
Actuarial loss (gain)	12.9			7.7			(0.1		)	7.8
Benefits and expenses paid	(8.4		)	(9.2		)	(3.3		)	(4.2		)
Settlement payments	(13.7		)	—			—			—
Foreign currency translation	—			—			4.8			(9.6		)
Benefit obligation, end of year	$	179.0		$	180.6		$	54.7		$	51.7
Accumulated benefit obligation, end of year	$	179.0		$	180.6		$	54.7		$	51.7

The following table summarizes the weighted-average assumptions used in determining benefit obligations:



	U.S. Benefit Plan				Non-U.S. Benefit Plan
	2017		2016		2017		2016
Discount rate	3.7	%	4.3	%	2.5	%	2.6	%

The following summarizes the changes in the fair value of plan assets:



	U.S. Benefit Plan						Non-U.S. Benefit Plan
(in millions)	2017			2016			2017			2016
Fair value of plan assets, beginning of year	$	131.1		$	128.1		$	48.5		$	54.3
Actual return on plan assets^(a)	17.7			6.6			3.9			6.2
Company contribution	5.0			5.6			0.9			1.3
Benefits and expenses paid	(8.4		)	(9.2		)	(3.3		)	(4.2		)
Settlement payments	(13.7		)	—			—			—
Foreign currency translation	—			—			4.7			(9.1		)
Fair value of plan assets, end of year	$	131.7		$	131.1		$	54.7		$	48.5


(a)	Actual return on plan assets of the U.S. benefit plan for the years ended December 31, 2017 and 2016, was net of fees, commissions and other expenses paid from plan assets of $2.2 million and $1.9 million, respectively.

As more fully described within Note 17 – Fair Value Measurements, the Company uses a three-level fair value hierarchy that prioritizes the inputs used to measure fair value.

Following is a description of the valuation methodologies used for assets measured at fair value for the U.S. benefit plan:


•	Cash and cash equivalents are comprised of cash on deposit and a money market fund, that invests principally in short-term instruments. The money-market fund is valued at the net asset value (“NAV”) of the shares in the fund.

•

Equity investments represent domestic and foreign securities, including common stock, which are publicly traded on active exchanges and are valued based on quoted market prices. Certain equity securities, which are valued using a model that takes the underlying security’s “best” price, divides it by the applicable exchange rate and multiplies the result by a depository receipt factor, are categorized within Level 2 of the fair value hierarchy.

•

Fixed income investments include corporate bonds, asset-backed securities and treasury bonds. Corporate bonds are valued using pricing models that include bids provided by brokers or dealers, benchmark yields, base spreads and reported trades. Asset-backed securities are valued using models with readily observable data as inputs. Treasury bonds are valued based on quoted market prices in active markets.


•	Mutual funds are valued at the NAV, based on quoted market prices in active markets, of shares held by the plan at year end.


•	Real estate investments include public real estate investment trusts (“REIT”) and exchange traded REIT funds, which are publicly traded on active exchanges and are valued based on quoted market prices.

Following is a description of the valuation methodologies used for assets measured at fair value for the non-U.S. benefit plan:


•	Equity investments represent domestic and foreign securities, which are publicly traded on active exchanges and are valued based on quoted market prices. The inputs used to value certain other non-U.S. investments in equity securities both in the U.K. and other overseas markets are based on observable market information consistent with Level 2 of the fair value hierarchy inputs.


•	Fixed income investments include treasury securities, which are valued based on quoted market prices in active markets, and corporate bonds which are either valued based on quoted market prices in active markets or other readily observable market data.

The methods described above may produce a fair value calculation that may not be indicative of net realizable value or reflective of future fair values. Furthermore, while the Company believes its valuation methods are appropriate and consistent with other market participants, the use of different methodologies or assumptions to determine the fair value of certain financial instruments could result in a different fair value measurement at the reporting date.

The following summarizes the Company’s pension assets in a three-tier fair value hierarchy for its benefit plans:



	U. S. Benefit Plan
	2017								2016
(in millions)	Level 1		Level 2		Level 3		Total		Level 1		Level 2		Level 3		Total
Cash and cash equivalents	$	4.2	$	—	$	—	$	4.2	$	5.7	$	—	$	—	$	5.7
Equity securities:
U.S. Large Cap	39.7		—		—		39.7		36.4		0.1		—		36.5
U.S. Small and Mid Cap	18.5		—		—		18.5		16.9		—		—		16.9
Developed international	12.3		7.1		—		19.4		8.6		7.7		—		16.3
Emerging markets	12.1		0.8		—		12.9		11.9		0.5		—		12.4
Fixed income:
Government securities	6.6		—		—		6.6		7.1		—		—		7.1
Asset-backed securities	—		11.7		—		11.7		—		9.9		—		9.9
Corporate bonds	—		13.9		—		13.9		—		14.9		—		14.9
Other investments:
Mutual funds	1.4		—		—		1.4		5.6		—		—		5.6
Real estate	3.1		—		—		3.1		5.4		—		—		5.4
Total assets at fair value ^(a)	$	97.9	$	33.5	$	—	$	131.4	$	97.6	$	33.1	$	—	$	130.7


(a)	Total assets at fair value in the table above exclude a net receivable of $0.3 million and $0.4 million at December 31, 2017 and 2016, respectively.



	Non-U. S. Benefit Plan
	2017								2016
(in millions)	Level 1		Level 2		Level 3		Total		Level 1		Level 2		Level 3		Total
Cash	$	0.8	$	—	$	—	$	0.8	$	0.4	$	—	$	—	$	0.4
Equity securities	—		41.1		—		41.1		—		41.9		—		41.9
Fixed income:
Government securities	3.6		—		—		3.6		1.3		—		—		1.3
Corporate bonds	6.8		2.4		—		9.2		2.6		2.3		—		4.9
Total assets at fair value	$	11.2	$	43.5	$	—	$	54.7	$	4.3	$	44.2	$	—	$	48.5

The Company maintains a structured derisking investment strategy for the U.S. pension plan to improve alignment of assets and liabilities that includes: (i) maintaining a diversified portfolio that can provide a near-term weighted-average target return of approximately 7.0% or more, (ii) maintaining liquidity to meet obligations and (iii) prudently managing administrative and management costs. The target asset allocations for the U.S. pension plan are (i) between 53% and 73% equity securities, (ii) between 25% and 45% fixed income securities and (iii) between 0% and 20% in cash and cash equivalents. Other investments may include real estate investments and mutual funds investing in real estate, commodities or hedge funds.

Plan assets for the non-U.S. benefit plans consist principally of a diversified portfolio of equity securities, U.K. government securities, corporate bonds and debt securities. The target asset allocations for the non-U.S. benefit plan assets are between 65% and 75% equity securities and between 25% and 35% debt securities.

During the year ended December 31, 2015, the Company repurchased all of the remaining 0.2 million shares of its common stock from its U.S. benefit plan for a total cost of $3.6 million. The repurchases were made under authorized stock repurchase programs further outlined in Note 14 – Stockholders’ Equity. Dividends paid on the Company’s common stock held in the U.S. benefit plan did not exceed $0.1 million in the year ended December 31, 2015.

The following summarizes the funded status of the Company-sponsored plans:



	U.S. Benefit Plan						Non-U.S. Benefit Plan
(in millions)	2017			2016			2017		2016
Fair value of plan assets, end of year	$	131.7		$	131.1		$	54.7	$	48.5
Benefit obligation, end of year	179.0			180.6			54.7		51.7
Funded status, end of year	$	(47.3	)	$	(49.5	)	$	—	$	(3.2	)

The following summarizes the amounts recognized within our Consolidated Balance Sheets:



	U.S. Benefit Plan				Non-U.S. Benefit Plan
(in millions)	2017		2016		2017		2016
Amounts recognized in Total liabilities include:
Long-term pension and other post-retirement benefit liabilities	$	47.3	$	49.5	$	—	$	3.2
Net liability recorded	$	47.3	$	49.5	$	—	$	3.2
Amounts recognized in Accumulated other comprehensive loss include:
Net actuarial loss	$	80.2	$	84.1	$	17.8	$	18.8
Net amount recognized, pre-tax	$	80.2	$	84.1	$	17.8	$	18.8

As a result of the U.S. benefit plan becoming fully frozen at the end of 2016, all plan participants are now considered to be inactive. Effective in 2017, the actuarial loss associated with the U.S. benefit plan that is included in Accumulated other comprehensive loss is being amortized into net periodic benefit cost over the remaining average life expectancy of plan participants, as opposed to over the remaining average service period. The same methodology is also being applied to the U.K. benefit plan, which has been fully frozen for a number of years. The Company expects $3.6 million of the net actuarial loss to be amortized from Accumulated other comprehensive loss into net periodic benefit cost in 2018.

The Company expects to contribute up to $5.1 million to the U.S. benefit plan and up to $1.4 million to the non-U.S. benefit plan in 2018. Future contributions to the plans will be based on such factors as annual service cost, the financial return on plan assets, interest rate movements that affect discount rates applied to plan liabilities and the value of benefit payments made.

The following summarizes the benefits expected to be paid under the Company’s defined benefit plans in each of the next five years, and in aggregate for the five years thereafter:



(in millions)	U.S. Benefit Plan		Non-U.S. Benefit Plan
2018	$	9.2	$	2.4
2019	9.1		2.5
2020	9.6		2.6
2021	9.8		2.7
2022	10.3		2.8
2023-2027	53.9		15.6

The Company also sponsors a defined contribution retirement plan covering a majority of its employees. Participation is via automatic enrollment and employees may elect to opt out of the plan. Company contributions to the plan are based on employee age and years of service, as well as the percentage of employee contributions. The cost of these plans was $6.9 million in 2017, $6.9 million in 2016 and $7.5 million in 2015.

Multi-Employer Pension Plans

The Company also participates in two multi-employer pension plans that provide defined benefits to employees under U.S. collective bargaining agreements, as follows:

Pension Fund

EIN/Pension Plan Number

Pension Protection Act Zone Status

FIP/RP Status Pending/ Implemented ^(a)

Surcharge Imposed

Expiration of Collective Bargaining Agreement

2017

2016

IAM National Pension Fund ^(b)

51-6031295/002

Green

5/31/2018

Sheet Metal Worker’s National Pension Fund ^(b)

52-6112463/001

Yellow

FIP Implemented

6/27/2020


(a)	Indicates whether the plan has a financial improvement plan (“FIP”) or a rehabilitation plan (“RP”) which is either pending or has been implemented.


(b)	The plans’ year-end to which the zone status relates is December 31, 2016 and 2015.

Contributions to these plans totaled $0.2 million, $0.1 million and $0.2 million for 2017, 2016 and 2015, respectively. The Company’s contributions do not represent more than 5% of the total contributions to the plans as indicated in their most recently available annual reports dated December 31, 2016.

The risks of participating in a multi-employer pension plan are different from a single-employer plan in that (i) assets contributed to the multi-employer plan by one employer may be used to provide benefits to employees of other participating employers; (ii) if a participating employer stops contributing to the plan, the unfunded obligations of the plan may be borne by the remaining participating employers; and (iii) if the Company chooses to stop participating in the multi-employer pension plan, the Company may be required to pay the plan an amount based on the unfunded status of the plan, referred to as a withdrawal liability.