Income Taxes

12 Months Ended

Dec. 31, 2019

12. Income Taxes

The components of income before income tax for the years ended December 31, 2019, 2018 and 2017 were as follows:



(in millions)	2019		2018		2017
Domestic operations	$	32.0	$	37.0	$	68.7
Foreign operations	131.5		120.9		89.4
Total	$	163.5	$	157.9	$	158.1

The reconciliation of income taxes computed at the U.S. federal statutory income tax rate of 21 percent for 2019, 21 percent for 2018 and 35 percent 2017 to our effective income tax rate for the years ended December 31, 2019, 2018 and 2017 was as follows:



(in millions)	2019			2018			2017
Income tax at U.S. statutory rate; 21%, 21% and 35%, respectively	$	34.3		$	33.2		$	55.3
Effect of the U.S. Tax Act	—			3.1			(25.7		)
State, local and other tax, net of federal benefit	5.8			2.2			3.6
GILTI/FDII	3.1			3.7			—
U.S. effect of foreign dividends and withholding taxes	2.1			2.2			4.9
Foreign income taxed at a higher (lower) effective rate	4.2			0.9			(6.9		)
Net Brazilian Tax Assessments impact	6.5			(4.4		)	2.2
Increase (decrease) in valuation allowance	0.4			5.2			(0.6		)
Excess expense (benefit) from stock-based compensation	0.2			(2.5		)	(5.6		)
Other	0.1			7.6			(0.8		)
Income taxes as reported	$	56.7		$	51.2		$	26.4
Effective tax rate	34.7		%	32.4		%	16.7		%

For 2019, we recorded income tax expense of $56.7 million on income before taxes of $163.5 million. The higher effective rate for 2019 of 34.7 percent compared to the 2018 effective tax rate, is primarily due to the increase to the reserve for the unrecognized tax benefits of $5.6 million in connection with the Brazil Tax Assessments.

For 2018, we recorded income tax expense of $51.2 million on income before taxes of $157.9 million. The higher effective rate for 2018 of 32.4 percent compared to the 2017 effective tax rate, is primarily due to the one-time 2017 beneficial effects of the U.S. Tax Act discussed below under "Tax Reform."

For 2017, we recorded income tax expense of $26.4 million on income before taxes of $158.1 million. The lower effective rate for 2017 of 16.7 percent was primarily driven by a $25.7 million benefit resulting from the U.S. Tax Act, and a $5.6 million benefit due to the impact of the Company's adoption of ASU No. 2016-9, Compensation - Stock Compensation (Topic 718): Improvements to Employee Share-Based Payment Accounting. ASU No. 2016-9 in 2017.

Tax Reform

On December 22, 2017, the U.S. Tax Act was signed into law. The U.S. Tax Act made broad and complex changes to the

U.S. tax code, including, but not limited to: (i) reducing the future U.S. federal corporate tax rate from 35 percent to 21 percent; (ii) requiring companies to pay a one-time transition tax on certain undistributed earnings of foreign subsidiaries (the "Transition Toll Tax"); (iii) bonus depreciation that will allow for full expensing of qualified property; (iv) a general elimination of U.S. federal income taxes on dividends from foreign subsidiaries; (v) a new provision designed to tax global intangible low-taxed income ("GILTI"); (vi) the repeal of domestic production activity deductions; (vii) limitations on the deductibility of certain executive compensation expenses; (viii) limitations on the use of foreign tax credits to reduce U.S. income tax liability; and (ix) a new provision that allows a domestic corporation an immediate deduction for a portion of its foreign derived intangible income ("FDII").

The SEC staff issued Staff Accounting Bulletin ("SAB") 118, which provides guidance on accounting for the tax effects of the U.S. Tax Act. SAB 118 provides a measurement period that should not extend beyond one year from the enactment date for companies to complete the related accounting under ASC 740, Accounting for Income Taxes. In accordance with SAB 118, a company must reflect the income tax effects of those aspects of the U.S. Tax Act for which the accounting under ASC 740 is complete. To the extent that a company’s accounting for a certain income tax effect of the U.S. Tax Act is incomplete, but it is able to determine a reasonable estimate, it must record a provisional estimate in the financial statements. If a company cannot determine a provisional estimate to be included in the financial statements, it should continue to apply ASC 740 on the basis of the provisions of the tax laws that were in effect immediately before the enactment of the U.S. Tax Act.

The Company was able to make reasonable estimates of the effects and recorded provisional estimates for these items. Changes in tax rates and tax laws are accounted for in the period of enactment. Therefore, during the year ended December 31, 2017, we recorded a net tax benefit totaling $25.7 million related to our provisional estimate of the impact of the U.S. Tax Act. The benefit consisted of an expense of $24.0 million, net of foreign tax credit carryforwards of $14.0 million, for the one-time Transition Toll Tax and a net benefit of $49.7 million in connection with the revaluation of the deferred tax assets and liabilities resulting from the decrease in the U.S. corporate tax rate.

As of December 31, 2018, the Company has revised these estimated amounts and recognized additional net tax expense in the amount of $3.1 million. The Company recognized additional expenses of $0.3 million related to the Transition Toll Tax. The Company recognized additional expense of $3.3 million related to limitations on deductibility of executive compensation expenses including $1.5 million of unrecognized tax benefits and a $1.8 million impairment of deferred tax assets. The Company recognized a tax benefit of $0.5 million on the difference between the 2018 U.S. enacted rate of 21 percent and the 2017 enacted rate of 35 percent, primarily related to a $4.1 million deductible pension plan contribution included on the Company’s 2017 U.S. Corporation income tax return.

The components of the income tax expense for the years ended December 31, 2019, 2018 and 2017 were as follows:



(in millions)	2019		2018		2017
Current expense
Federal and other	$	5.8	$	2.7	$	41.1
Foreign	42.2		25.8		30.5
Total current income tax expense	48.0		28.5		71.6
Deferred expense
Federal and other	8.4		11.1		(47.4		)
Foreign	0.3		11.6		2.2
Total deferred income tax expense (benefit)	8.7		22.7		(45.2		)
Total income tax expense	$	56.7	$	51.2	$	26.4

The components of deferred tax assets (liabilities) as of December 31, 2019 and 2018 were as follows:



(in millions)	2019			2018
Deferred tax assets
Compensation and benefits	$	15.4		$	17.2
Pension	52.7			46.1
Inventory	10.0			10.7
Other reserves	15.9			15.7
Accounts receivable	5.8			6.1
Foreign tax credit carryforwards	25.2			25.2
Net operating loss carryforwards	90.9			101.8
Other	10.6			9.6
Gross deferred income tax assets	226.5			232.4
Valuation allowance	(51.6		)	(50.8		)
Net deferred tax assets	174.9			181.6
Deferred tax liabilities
Depreciation	(18.0		)	(19.3		)
Unremitted non-U.S. earnings accrual	(2.0		)	(1.4		)
Identifiable intangibles	(209.1		)	(219.0		)
Other	(4.3		)	(3.0		)
Gross deferred tax liabilities	(233.4		)	(242.7		)
Net deferred tax liabilities	$	(58.5	)	$	(61.1	)

A valuation allowance of $51.6 million and $50.8 million as of December 31, 2019 and 2018, respectively, has been established for deferred income tax assets, primarily related to net operating loss carryforwards that may not be realized. Realization of the net deferred income tax assets is dependent upon generating sufficient taxable income prior to the expiration of the applicable carryforward periods. Although realization is not certain, management believes that it is more-likely-than-not that the net deferred income tax assets will be realized. However, the amount of net deferred tax assets considered realizable could change in the near term if estimates of future taxable income during the applicable carryforward periods fluctuate.

With the enactment of the U.S. Tax Act, we believe that our offshore cash can be accessed without adverse U.S. tax consequences. After analyzing our global working capital and cash requirements, the Company has reassessed and updated its indefinite reinvestment assertion under ASC 740. As of December 31, 2019, the Company has recorded $2.0 million of deferred taxes on approximately $331 million of unremitted earnings of non-U.S. subsidiaries that may be remitted to the U.S. The Company has $177 million of additional unremitted earnings of non-U.S. subsidiaries, which are indefinitely reinvested and for which no deferred taxes have been provided.

A reconciliation of the beginning and ending amount of unrecognized tax benefits for the years ended December 31, 2019, 2018 and 2017 was as follows:



(in millions)	2019			2018			2017
Balance at beginning of year	$	43.7		$	47.2		$	43.7
Additions for tax positions of prior years	8.4			3.1			2.9
Additions for tax positions of current year	1.5			1.5			—
Reductions for tax positions of prior years	(2.5		)	(8.2		)	(0.7		)
Acquisitions	—			5.3			1.6
Decrease resulting from foreign currency translation	(0.6		)	(5.2		)	(0.3		)
Balance at end of year	$	50.5		$	43.7		$	47.2

As of December 31, 2019, the amount of unrecognized tax benefits increased to $50.5 million, all of which would impact our effective tax rate, if recognized. We expect the amount of unrecognized tax benefits to change within the next twelve months, but these changes are not expected to have a significant impact on our results of operations or financial position.

Interest and penalties related to unrecognized tax benefits are recognized within "Income tax expense" in the Consolidated Statements of Income. As of December 31, 2019, we have accrued a cumulative $30.1 million for interest and penalties on the unrecognized tax benefits.

As of December 31, 2019, the U.S. federal statute of limitations remains open for the year 2016 and forward. Foreign and U.S. state jurisdictions have statutes of limitations generally ranging from 2 to 5 years. As of December 31, 2019, years still open to examination by foreign tax authorities in major jurisdictions include Australia (2015 forward), Brazil (2014 forward), Canada (2015 forward), Germany (2015 forward), Sweden (2015 forward) and the U.K. (2018 forward). We are currently under examination in various foreign jurisdictions.

Brazil Tax Assessments

In connection with our May 1, 2012, acquisition of the Mead Consumer and Office Products business ("Mead C&OP"), we assumed all of the tax liabilities for the acquired foreign operations including Tilibra Produtos de Papelaria Ltda. ("Tilibra"). In December of 2012, the Federal Revenue Department of the Ministry of Finance of Brazil ("FRD") issued a tax assessment against Tilibra, challenging the tax deduction of goodwill from Tilibra's taxable income for the year 2007 (the "First Assessment"). A second assessment challenging the deduction of goodwill from Tilibra's taxable income for the years 2008, 2009 and 2010 was issued by FRD in October 2013 (the "Second Assessment" and together with the First Assessment, the "Brazil Tax Assessments"). Tilibra is disputing both of the tax assessments.

The final administrative appeal of the Second Assessment was decided against the Company in 2017. In 2018, we decided to appeal this decision to the judicial level. In the event we do not prevail at the judicial level, we will be required to pay an additional penalty representing attorneys' costs and fees; accordingly, in the first quarter of 2019, the Company recorded an additional reserve of $5.6 million. In connection with the judicial challenge, we were required to provide security to guarantee payment of the Second Assessment should we not prevail. The First Assessment is still being challenged through established administrative procedures.

We believe we have meritorious defenses and intend to vigorously contest both of the assessments; however, there can be no assurances that we will ultimately prevail. The ultimate outcome will not be determined until the Brazilian tax appeal process is complete, which is expected to take a number of years. If the FRD's initial position is ultimately sustained, payment of the amount assessed would materially and adversely affect our cash flow in the year of settlement.

Because there is no settled legal precedent on which to base a definitive opinion as to whether we will ultimately prevail, we consider the outcome of this dispute to be uncertain. Since it is not more likely than not that we will prevail, in 2012, we recorded a reserve in the amount of $44.5 million (at December 31, 2012 exchange rates) in consideration of this contingency, of which $43.3 million was recorded as an adjustment to the purchase price and which included the 2007-2012 tax years plus penalties and interest through December 2012. Included in this reserve is an assumption of penalties at 75 percent, which is the standard penalty. While there is a possibility that a penalty of 150 percent could be imposed in connection with the First Assessment, based on the facts in our case and existing precedent, we believe the likelihood of a 150 percent penalty is not more likely than not as of December 31, 2019. We will continue to actively monitor administrative and judicial court decisions and evaluate their impact, if any, on our legal assessment of the ultimate outcome of our disputes. In addition, we will continue to accrue interest related to this contingency until such time as the outcome is known or until evidence is presented that we are more likely than not to prevail. The time limit for issuing an assessment for 2011 and 2012 expired in January 2018 and January 2019, respectively. Since we did not receive assessments for either of these periods, we reversed the amounts previously accrued, including $5.6 million related to 2011, which was released in the first quarter of 2018. During the years ended December 31, 2019, 2018 and 2017, we accrued additional interest as a charge to current income tax expense of $0.9 million, $1.1 million and $2.2 million, respectively. At current exchange rates, our accrual through December 31, 2019, including tax, penalties and interest, is $34.8 million (reported in "Other non-current liabilities").