EMPLOYEE BENEFIT PLANS

Pension Plans

The Company has a cash balance retirement plan (the “U.S. Pension Plan”), which covers the majority of United States employees who meet certain eligibility requirements. The Company funds all of the contributions for the U.S. Pension Plan. Benefits generally are based on the Company’s contributions and interest credits allocated to participants’ accounts based on years of benefit service and annual pensionable earnings. The U.S. Pension Plan is a defined benefit plan. It is the Company’s policy to fund the minimum amount required by the Employee Retirement Income Security Act of 1974, as amended. Effective June 1, 2009, no further benefits will accrue to employees under the U.S. Pension Plan.

The Company has a defined benefit pension plan (the “UK Pension Plan”) that covers certain employees located in the United Kingdom who meet various eligibility requirements. Benefits are based on years of service and on a percentage of compensation near retirement. The UK Pension Plan is funded by contributions from the Company.

On July 20, 2016, the Board approved the termination of the U.S. Pension Plan (the "Expected Termination"), in which all benefit accruals were previously frozen as of June 1, 2009. Based on the U.S. Pension Plan’s current funded status and the frozen benefit, it was determined that the on-going costs of maintaining the U.S. Pension Plan were growing at a greater rate than the benefit delivered to the Company’s employees and former employees. An application was filed with the IRS for an advance determination as to whether the U.S. Pension Plan met the qualification requirements of Internal Revenue Code section 401(a). Upon approval of the IRS the assets of the U.S. Pension Plan will be distributed either via a lump sum payment to each eligible active and deferred vested participant or to another qualified retirement plan designated by the participant, or via an annuity contract underwritten by a highly rated insurance company. All participants currently receiving a periodic benefit will continue to receive their benefit payments without disruption. The Company expects that completion of the process for terminating the pension plan, which involves several regulatory steps and approvals, will take place in fiscal 2018.

As of May 31, 2017, the Expected Termination is considered imminent and it is likely to occur during fiscal 2018. As such, the actuarial assumptions were updated based on the short-term nature of the plan. A short-term expected rate of return on plan assets was used rather than a long-term return for the U.S. Pension Plan, as the assets are expected to be distributed within the next fiscal year. The pension benefit obligation for the U.S. Pension Plan included estimates for the anticipated amount of lump sum payments to be distributed in fiscal 2018 as well as estimates for insurance company pricing on the portion of the obligation not distributed through lump sum payments. Therefore the U.S. pension benefit obligation measured as of May 31, 2017 includes an estimate for the expected fair value of annuity contracts in addition to the obligation derived from actuarial assumptions. The net funded status of the U.S. Pension Plan was also classified as a short-term asset.

The Company’s pension plans have a measurement date of May 31.

Post-Retirement Benefits

The Company provides post-retirement benefits to eligible retired United States-based employees (the “Post-Retirement Benefits”) consisting of certain healthcare and life insurance benefits. Employees may become eligible for these benefits after completing certain minimum age and service requirements. Effective June 1, 2009, the Company modified the terms of the Post-Retirement Benefits, effectively excluding a large percentage of employees from the plan. At May 31, 2017, the Company had no unrecognized prior service credit.

The Medicare Prescription Drug, Improvement and Modernization Act (the “Medicare Act”) introduced a prescription drug benefit under Medicare (“Medicare Part D”) as well as a Federal subsidy of 28% to sponsors of retiree health care benefit plans providing a benefit that is at least actuarially equivalent to Medicare Part D. The Company has determined that the Post-Retirement Benefits provided to its retiree population are in aggregate the actuarial equivalent of the benefits under Medicare Part D. As a result, in fiscal 2017, 2016 and 2015, the Company recognized a cumulative reduction of its accumulated post-retirement benefit obligation of $2.5, $3.1 and $3.0, respectively, due to the Federal subsidy under the Medicare Act.

The Company’s post-retirement benefit plan has a measurement date of May 31.

The following table sets forth the weighted average actuarial assumptions utilized to determine the benefit obligations for the U.S. Pension Plan and the UK Pension Plan (collectively the “Pension Plans”), including the Post-Retirement Benefits, at May 31:



	U.S. Pension Plan						UK Pension Plan						Post-Retirement Benefits
	2017		2016		2015		2017		2016		2015		2017			2016			2015
Weighted average assumptions used to determine benefit obligations:
Discount rate	2.4	%	3.5	%	3.8	%	2.5	%	3.5	%	3.5	%	3.7	%		3.7	%		3.8	%
Rate of compensation increase	—		—		—		4.1	%	3.8	%	4.1	%	—			—			—
Weighted average assumptions used to determine net periodic benefit cost:
Discount rate	3.5	%	3.8	%	3.9	%	3.5	%	3.5	%	4.2	%	3.7	%		3.8	%		4.0	%
Expected short-term return on plan assets	4.8	%	—		—		—		—		—		—		—	—		—	—
Expected long-term return on plan assets	—		4.8	%	5.4	%	3.9	%	4.2	%	5.1	%	—			—			—
Rate of compensation increase	—		—		—		3.8	%	4.1	%	4.2	%	—			—			—

To develop the expected long-term rate of return on assets assumption for the Pension Plans, the Company considers historical returns and future expectations. Considering this information and the potential for lower future returns due to a generally lower interest rate environment, the Company selected an assumed weighted average long-term rate of return of 3.9% for the UK Pension Plan. In fiscal 2017, the U.S. Pension Plan utilized a short-term rate of return assumption due to the Expected Termination.

The following table sets forth the change in benefit obligation for the Pension Plans and Post-Retirement Benefits at May 31:



	U.S. Pension Plan						UK Pension Plan						Post-Retirement Benefits
	2017			2016			2017			2016			2017			2016
Change in benefit obligation:
Benefit obligation at beginning of year	$	125.0		$	130.0		$	39.8		$	43.1		$	38.3		$	36.3
Service cost	—			—			—			—			0.0			0.0
Interest cost	3.2			4.6			1.2			1.5			0.9			1.4
Plan participants’ contributions	—			—			—			—			0.2			0.3
Actuarial losses (gains)	9.2			1.2			6.3			(1.5		)	(8.2		)	3.0
Foreign currency translation	—			—			(4.3		)	(2.3		)	—			—
Benefits paid, including expenses	(9.6		)	(10.8		)	(1.3		)	(1.0		)	(2.4		)	(2.7		)
Benefit obligation at end of year	$	127.8		$	125.0		$	41.7		$	39.8		$	28.8		$	38.3

The Expected Termination resulted in an increase in actuarial losses for the U.S. Pension Plan in fiscal 2017 when compared to the prior period. The increase primarily related to premiums associated with insurance company pricing for the obligations that will not be distributed through lump sum payments.

The following table sets forth the change in plan assets for the Pension Plans and Post-Retirement Benefits at May 31:



	U.S. Pension Plan						UK Pension Plan						Post-Retirement Benefits
	2017			2016			2017			2016			2017			2016
Change in plan assets:
Fair value of plan assets at beginning of year	$	135.1		$	143.2		$	29.1		$	30.5		$	—		$	—
Actual return on plan assets	7.0			2.6			3.5			(0.0		)	—			—
Employer contributions	—			—			1.1			1.3			2.2			2.4
Benefits paid, including expenses	(9.6		)	(10.7		)	(1.3		)	(1.0		)	(2.4		)	(2.7		)
Plan participants’ contributions	—			—			—			—			0.2			0.3
Foreign currency translation	—			—			(3.2		)	(1.7		)	—			—
Fair value of plan assets at end of year	$	132.5		$	135.1		$	29.2		$	29.1		$	—		$	—

The following table sets forth the net funded status of the Pension Plans and Post-Retirement Benefits and the related amounts recognized on the Company’s Consolidated Balance Sheets at May 31:



	U.S. Pension Plan				UK Pension Plan						Post-Retirement Benefits
	2017		2016		2017			2016			2017			2016
Current assets	$	4.7	$	—	$	—		$	—		$	—		$	—
Non-current assets	—		10.1		—			—			—			—
Current liabilities	—		—		—			—			(2.1		)	(2.6		)
Non-current liabilities	—		—		(12.5		)	(10.7		)	(26.7		)	(35.7		)
Net funded balance	$	4.7	$	10.1	$	(12.5	)	$	(10.7	)	$	(28.8	)	$	(38.3	)

The Expected Termination resulted in the net funded balance for the U.S. Pension Plan to be classified as a Current asset based on the expectation that all assets will be distributed during fiscal 2018.

The following amounts were recognized in Accumulated other comprehensive income (loss) for the Pension Plans and Post-Retirement Benefits in the Company’s Consolidated Balance Sheets at May 31:



	2017												2016
	U.S. Pension Plan			UK Pension Plan			Post - Retirement Benefits			Total			U.S. Pension Plan			UK Pension Plan			Post - Retirement Benefits			Total
Net actuarial gain (loss)	$	(51.3	)	$	(16.3	)	$	(3.3	)	$	(70.9	)	$	(44.0	)	$	(13.2	)	$	(11.9	)	$	(69.1	)
Amount recognized in Accumulated comprehensive income (loss) before tax	$	(51.3	)	$	(16.3	)	$	(3.3	)	$	(70.9	)	$	(44.0	)	$	(13.2	)	$	(11.9	)	$	(69.1	)

The estimated net loss for the Pension Plans that will be amortized from Accumulated other comprehensive loss into net periodic benefit cost over the Company’s fiscal year ending May 31, 2018 is $2.3. The Expected Termination has not triggered settlement accounting in fiscal 2017.

The estimated net loss for the Post-Retirement Benefits that will be amortized from Accumulated other comprehensive loss into net periodic benefit cost over the fiscal year ending May 31, 2018 is $0.1.

Income tax expense of $0.4, income tax benefit of $1.8 and income tax benefit of $2.5 were recognized in Accumulated other comprehensive loss at May 31, 2017, 2016 and 2015, respectively.

The following table sets forth the projected benefit obligations, accumulated benefit obligations and the fair value of plan assets with respect to the Pension Plans for the fiscal years ended May 31:



	U.S. Pension Plan				UK Pension Plan
	2017		2016		2017		2016
Projected benefit obligations	$	127.8	$	125.0	$	41.7	$	39.8
Accumulated benefit obligations	127.8		125.0		40.9		39.1
Fair value of plan assets	132.5		135.1		29.2		29.1

The following table sets forth the net periodic (benefit) cost for the Pension Plans and Post-Retirement Benefits for the fiscal years ended May 31:



	U.S. Pension Plan									UK Pension Plan									Post - Retirement Benefits
	2017			2016			2015			2017			2016			2015			2017		2016			2015
Components of net (benefit) cost:
Service cost	$	—		$	—		$	—		$	—		$	—		$	—		$	0.0	$	0.0		$	0.0
Interest cost	3.2			4.6			5.0			1.2			1.5			1.7			0.9		1.4			1.3
Expected return on assets	(6.1		)	(6.5		)	(7.8		)	(1.0		)	(1.3		)	(1.5		)	—		—			—
Net amortization and deferrals	—			—			—			—			—			—			—		(0.1		)	(0.2		)
Lump sum settlement charge	—			—			4.3			—			—			—			—		—			—
Amortization of net actuarial loss	0.9			0.8			0.7			0.8			0.9			0.7			0.4		2.8			1.3
Net periodic (benefit) cost	$	(2.0	)	$	(1.1	)	$	2.2		$	1.0		$	1.1		$	0.9		$	1.3	$	4.1		$	2.4

On May 31, 2016, the Company changed the approach used to measure service and interest costs for pension and other postretirement benefits. The Company previously measured service and interest costs utilizing a single weighted-average discount rate derived from the yield curve used to measure the plan obligations. The Company elected to measure service and interest costs by applying the specific spot rates along that yield curve to the plans’ liability cash flows. This change did not affect the measurement of the Company's plan obligations.

On May 31, 2017, the Expected Termination of the U.S. Pension Plan is considered imminent and it is likely to occur during fiscal 2018. As such, the Company included estimates for the anticipated amount of lump sum payments to be distributed in fiscal 2018 as well as estimated insurance company pricing on the portion of the obligation not distributed through lump sum payments. This change does affect the measurement of the Company's U.S. Pension Plan obligations as of May 31, 2017, however the Net periodic benefit for the U.S. Pension Plan for the period ended May 31, 2017 was not affected.

Plan Assets

The Company’s investment policy with regard to the assets in the Pension Plans is to actively manage, within acceptable risk parameters, certain asset classes where the potential exists to outperform the broader market.

The following table sets forth the total weighted average asset allocations for the Pension Plans by asset category at May 31:



	U.S. Pension Plan				UK Pension Plan
	2017		2016		2017		2016
Equity securities	13.4	%	28.3	%	38.8	%	36.8	%
Debt securities	76.5	%	69.2	%	32.8	%	33.8	%
Real estate	—	%	—	%	6.9	%	7.5	%
Other	10.1	%	2.5	%	21.5	%	21.9	%
	100.0	%	100.0	%	100.0	%	100.0	%

The weighted average asset allocation for the U.S. Pension Plan's Other investments includes cash resulting from the timing of the transfer of certain assets.

The following table sets forth the targeted weighted average asset allocations for the Pension Plans included in the Company’s investment policy:



	U.S. Pension Plan		UK Pension Plan
Equity	15	%	40	%
Debt and cash equivalents	85	%	30	%
Real estate and other	0	%	30	%
	100	%	100	%

The fair values of the Company’s Pension Plans’ assets are measured using Level 1, Level 2 and Level 3 fair value measurements. For a more complete description of fair value measurements see Note 20, “Fair Value Measurements.”

The following table sets forth the measurement of the Company’s Pension Plans’ assets at fair value by asset category at the respective dates:



	Assets at Fair Value as of May 31, 2017
	U.S. Pension Plan		UK Pension Plan		U.S. Pension Plan		UK Pension Plan		U.S. Pension Plan		UK Pension Plan		Total
	Level 1				Level 2				Level 3
Cash and cash equivalents	$	18.4	$	0.5	$	—	$	—	$	—	$	—	$	18.9
Equity securities:
U.S. ⁽¹⁾	12.7		1.0		—		—		—		—		13.7
International ⁽²⁾	—		—		—		10.3		—		—		10.3
Pooled, Common and Collective Funds ⁽³⁾	—		—		101.4		—		—		—		101.4
Fixed Income ⁽⁴⁾	—		—		—		9.6		—		—		9.6
Annuities	—		—		—		—		—		5.8		5.8
Real estate ⁽⁵⁾	—		—		—		2.0		—		—		2.0
Total	$	31.1	$	1.5	$	101.4	$	21.9	$	—	$	5.8	$	161.7



	Assets at Fair Value as of May 31, 2016
	U.S. Pension Plan		UK Pension Plan		U.S. Pension Plan		UK Pension Plan		U.S. Pension Plan		UK Pension Plan		Total
	Level 1				Level 2				Level 3
Cash and cash equivalents	$	3.3	$	0.9	$	—	$	—	$	—	$	—	$	4.2
Equity securities:
U.S.⁽¹⁾	34.1		—		—		—		—		—		34.1
International ⁽²⁾	4.2		—		—		10.7		—		—		14.9
Pooled, Common and Collective Funds ⁽³⁾	—		—		93.5		—		—		—		93.5
Fixed Income ⁽⁴⁾	—		—		—		9.8		—		—		9.8
Annuities	—		—		—		—		—		5.5		5.5
Real estate ⁽⁵⁾	—		—		—		2.2		—		—		2.2
Total	$	41.6	$	0.9	$	93.5	$	22.7	$	—	$	5.5	$	164.2


(1)	Funds which invest in a diversified portfolio of publicly traded U.S. common stocks of large-cap, medium-cap and small-cap companies. There are no restrictions on these investments.


(2)	Funds which invest in a diversified portfolio of publicly traded common stock of non-U.S. companies, primarily in Europe and Asia. There are no restrictions on these investments.


(3)	Funds which invest in bond index funds available to certain qualified retirement plans but not traded openly in any public exchanges.


(4)	Funds which invest in a diversified portfolio of publicly traded government bonds, corporate bonds and mortgage-backed securities. There are no restrictions on these investments.


(5)	Represents assets of a non-U.S. entity plan invested in a fund whose underlying investments are comprised of properties. The fund has publicly available quoted market prices and there are no restrictions on these investments.

The Company has purchased annuities to service fixed payments to certain retired plan participants in the UK. These annuities are purchased from investment grade counterparties. These annuities are not traded on open markets and are therefore valued based upon the actuarial determined valuation, and related assumptions, of the underlying projected benefit obligation, a Level 3 valuation technique. The fair value of these assets was $5.8 and $5.5 at May 31, 2017 and May 31, 2016, respectively.

The following table summarizes the changes in fair value of these Level 3 assets for the fiscal years ended May 31, 2017 and 2016:



Balance at May 31, 2015	$	6.1
Actual Return on Plan Assets:
Relating to assets still held at May 31, 2016	0.0
Relating to assets sold during the year	—
Purchases, sales and settlements, net	(0.3		)
Transfers in and/or out of Level 3	—
Foreign currency translation	(0.3		)
Balance at May 31, 2016	$	5.5
Actual Return on Plan Assets:
Relating to assets still held at May 31, 2017	1.2
Relating to assets sold during the year	—
Purchases, sales and settlements, net	(0.3		)
Transfers in and/or out of Level 3	—
Foreign currency translation	(0.6		)
Balance at May 31, 2017	$	5.8

Contributions

In fiscal 2018, the Company expects to make contributions of $1.1 to the Pension Plans.

Estimated future benefit payments

The following table sets forth the expected future benefit payments under the Pension Plans and the Post-Retirement Benefits by fiscal year:



	U.S. Pension Plan		UK Pension Plan		Post - Retirement
	Pension Benefits				Benefit Payments		Medicare Subsidy Receipts
2018	$	127.8	$	0.8	$	2.3	$	0.2
2019	—		1.0		2.3		0.2
2020	—		0.9		2.3		0.3
2021	—		1.0		2.3		0.3
2022	—		1.3		2.2		0.3
2023-2027	—		7.3		10.6		1.3

Estimated future benefit payments for the U.S. Pension Plan are impacted by the Expected Termination and all benefits are expected to be paid in fiscal 2018.

Assumed health care cost trend rates at May 31:



	2017		2016
Health care cost trend rate assumed for the next fiscal year	7.0	%	7.0	%
Rate to which the cost trend is assumed to decline (the ultimate trend rate)	5.0	%	5.0	%
Year that the rate reaches the ultimate trend rate	2024		2024

Assumed health care cost trend rates could have a significant effect on the amounts reported for the post-retirement health care plan. A one percentage point change in assumed health care cost trend rates would have the following effects:



	2017			2016
Total service and interest cost - 1% increase	$	0.1		$	0.2
Total service and interest cost - 1% decrease	(0.1		)	(0.1		)
Post-retirement benefit obligation - 1% increase	3.0			4.3
Post-retirement benefit obligation - 1% decrease	(2.6		)	(3.7		)

Defined contribution plans

The Company also provides defined contribution plans for certain eligible employees. In the United States, the Company sponsors a 401(k) retirement plan and has contributed $7.1, $6.8 and $7.9 for fiscal years 2017, 2016 and 2015, respectively.