|
Stockholders' Equity (Tables)
|
12 Months Ended |
|
Dec. 31, 2013
|
| Equity [Abstract] |
|
| Summary of Cash Dividends Paid |
The following table shows our total cash dividends paid in the
three years ended December 31:
|
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|
|
|
|
|
|
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| |
|
Total Cash
Dividends Paid |
|
|
Total Cash Dividends
Paid Per Common
Share |
|
|
2011
|
|
$ |
87.4 |
|
|
$ |
0.52 |
|
|
2012
|
|
|
100.9 |
|
|
|
0.52 |
|
|
2013
|
|
|
102.0 |
|
|
|
0.52 |
|
|
|
|
|
|
|
|
|
|
|
Total
|
|
$ |
290.3 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
| Summary of Changes in Common Stock |
The following is a summary of changes during the three years ended
December 31, 2013 in shares of our common stock:
|
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|
|
|
|
|
|
|
|
|
|
| |
|
2013 |
|
|
2012 |
|
|
2011 |
|
|
Changes in common stock:
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Number of shares, beginning of year
|
|
|
204,660,621 |
|
|
|
202,528,616 |
|
|
|
169,272,636 |
|
|
Shares issued as part of the consideration for the Diversey
acquisition
|
|
|
— |
|
|
|
— |
|
|
|
31,699,946 |
|
|
Shares awarded for 2009 Two-Year PSU awards
|
|
|
— |
|
|
|
— |
|
|
|
1,114,139 |
|
|
Shares awarded for 2009 Three-Year PSU awards
|
|
|
— |
|
|
|
1,155,018 |
|
|
|
— |
|
|
Shares awarded for 2010 Three-year PSU awards
|
|
|
472,865 |
|
|
|
|
|
|
|
|
|
|
Restricted stock shares issued for new awards under the 2005
Contingent Stock Plan
|
|
|
398,230 |
|
|
|
703,620 |
|
|
|
308,650 |
|
|
Shares granted and issued under the Directors Stock Plan
|
|
|
25,993 |
|
|
|
37,824 |
|
|
|
18,630 |
|
|
Restricted stock shares issued for SLO awards
|
|
|
51,321 |
|
|
|
135,343 |
|
|
|
24,515 |
|
|
Shares issued for vested restricted stock units
|
|
|
98,550 |
|
|
|
100,200 |
|
|
|
90,100 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Number of shares issued, end of year
|
|
|
205,707,580 |
|
|
|
204,660,621 |
|
|
|
202,528,616 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Changes in common stock in treasury:
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Number of shares held, beginning of year
|
|
|
10,102,952 |
|
|
|
10,466,431 |
|
|
|
9,967,129 |
|
|
Purchase of shares during the period
|
|
|
— |
|
|
|
— |
|
|
|
— |
|
|
Profit sharing contribution partially paid in stock
|
|
|
(857,754 |
) |
|
|
(930,089 |
) |
|
|
— |
|
|
Restricted stock, withheld or forfeited
|
|
|
263,710 |
|
|
|
566,610 |
|
|
|
499,302 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Number of shares held, end of year
|
|
|
9,508,908 |
|
|
|
10,102,952 |
|
|
|
10,466,431 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
| Non-vested Awards under 2005 Contingent Stock Plan |
The following tables show the details of the non-vested awards
under the 2005 Contingent Stock Plan, excluding SLO and PSU
awards:
|
|
|
|
|
|
|
|
|
|
Non-vested Restricted Stock Shares Awards
|
|
2013 |
|
|
Weighted-Average per
Share Market Value
on Grant Date |
|
|
Number of non-vested restricted stock shares, beginning of year
|
|
|
1,386,830 |
|
|
$ |
20.08 |
|
|
Restricted stock shares issued for new awards during the year
|
|
|
398,230 |
|
|
|
27.12 |
|
|
Restricted stock shares vested during the year
|
|
|
(347,610 |
) |
|
|
21.97 |
|
|
Restricted stock shares forfeited during the year
|
|
|
(40,100 |
) |
|
|
21.43 |
|
|
|
|
|
|
|
|
|
|
|
Number of non-vested restricted stock shares, end of year
|
|
|
1,397,350 |
|
|
$ |
21.76 |
|
|
|
|
|
|
|
|
|
|
The non-vested restricted stock shares included above had a
weighted-average remaining contractual life of approximately 1.6
years at December 31, 2013.
|
|
|
|
|
|
|
|
|
|
Non-vested Restricted Stock Units Awards
|
|
2013 |
|
|
Weighted-Average per
Share Market Value
on Grant Date |
|
|
Number of non-vested restricted stock units, beginning of year
|
|
|
420,800 |
|
|
$ |
20.23 |
|
|
Restricted stock units issued for new awards during the year
|
|
|
187,595 |
|
|
|
27.94 |
|
|
Restricted stock units vested during the year
|
|
|
(98,550 |
) |
|
|
23.48 |
|
|
Restricted stock units forfeited during the year
|
|
|
(3,500 |
) |
|
|
18.17 |
|
|
|
|
|
|
|
|
|
|
|
Number of non-vested restricted stock units, end of year
|
|
|
506,345 |
|
|
$ |
22.92 |
|
|
|
|
|
|
|
|
|
|
The non-vested restricted stock units included above had a
weighted-average remaining contractual life of approximately
1.7 years at December 31, 2013.
|
|
|
|
|
|
Non-vested Cash Awards
|
|
2013 |
|
|
Number of non-vested cash awards, beginning of year
|
|
|
131,680 |
|
|
Cash awards issued for new awards during the year
|
|
|
58,348 |
|
|
Cash awards vested during the year
|
|
|
(13,950 |
) |
|
Cash awards forfeited during the year
|
|
|
(5,230 |
) |
|
|
|
|
|
|
Number of non-vested cash awards, end of year
|
|
|
170,848 |
|
|
|
|
|
|
|
| Summary of Changes in Common Shares Available for Awards under 2005 Contingent Stock Plan |
A summary of the changes in common shares available for awards
under the 2005 Contingent Stock Plan follows:
|
|
|
|
|
|
|
|
|
|
|
|
|
| |
|
2013(1) |
|
|
2012(1) |
|
|
2011(1) |
|
|
Number of shares available, beginning of year
|
|
|
6,426,953 |
|
|
|
7,909,064 |
|
|
|
4,997,297 |
|
|
Additional restricted stock shares available due to 2011 amendment
to the 2005 Contingent Stock Plan
|
|
|
— |
|
|
|
— |
|
|
|
4,000,000 |
|
|
Restricted stock shares issued for new awards
|
|
|
(398,230 |
) |
|
|
(703,620 |
) |
|
|
(308,650 |
) |
|
Restricted stock units awarded
|
|
|
(187,595 |
) |
|
|
(191,700 |
) |
|
|
(133,650 |
) |
|
Restricted stock shares issued for SLO awards
|
|
|
(21,505 |
) |
|
|
(3,788 |
) |
|
|
(6,080 |
) |
|
Restricted stock units awarded for SLO awards
|
|
|
(51,033 |
) |
|
|
(6,795 |
) |
|
|
(28,516 |
) |
|
Shares issued for 2009 Two-year PSU awards
|
|
|
— |
|
|
|
— |
|
|
|
(1,114,139 |
) |
|
Shares issued for 2009 Three-year PSU awards
|
|
|
— |
|
|
|
(1,155,018 |
) |
|
|
— |
|
|
Shares issued for 2010 Three-year PSU awards
|
|
|
(472,865 |
) |
|
|
— |
|
|
|
— |
|
|
Restricted stock shares forfeited
|
|
|
40,100 |
|
|
|
41,700 |
|
|
|
41,400 |
|
|
Restricted stock units forfeited
|
|
|
3,500 |
|
|
|
12,200 |
|
|
|
3,500 |
|
|
Shares withheld for taxes
|
|
|
223,610 |
|
|
|
524,910 |
|
|
|
457,902 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Number of shares available, end of year
|
|
|
5,562,935 |
|
|
|
6,426,953 |
|
|
|
7,909,064 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Weighted average per share market value of awards on grant date
|
|
$ |
27.20 |
|
|
$ |
17.19 |
|
|
$ |
24.93 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
| (1) |
The SLO and PSU awards are discussed
below. |
|
| Summary of Changes in Shares Available for 2002 Directors Stock Plan |
A summary of the changes in shares available for the
2002 Directors Stock Plan follows:
|
|
|
|
|
|
|
|
|
|
|
|
|
| |
|
2013 |
|
|
2012 |
|
|
2011 |
|
|
Number of shares available, beginning of year
|
|
|
161,399 |
|
|
|
223,156 |
|
|
|
49,548 |
|
|
Additional shares available due to 2011 amendment to the Directors
Stock Plan
|
|
|
— |
|
|
|
— |
|
|
|
200,000 |
|
|
Shares granted and issued
|
|
|
(25,993 |
) |
|
|
(37,824 |
) |
|
|
(18,630 |
) |
|
Shares granted and deferred
|
|
|
(21,642 |
) |
|
|
(23,933 |
) |
|
|
(7,762 |
) |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Number of shares available, end of year
|
|
|
113,764 |
|
|
|
161,399 |
|
|
|
223,156 |
|
|
|
|
|
|
|
|
|
|
|
|
|
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|
Weighted average per share market value of stock on grant date
|
|
$ |
23.62 |
|
|
$ |
16.26 |
|
|
$ |
25.77 |
|
|
|
|
|
|
|
|
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|
| Total Share-based Compensation Expense |
The table below shows our total share-based incentive compensation
expense:
|
|
|
|
|
|
|
|
|
|
|
|
|
| |
|
2013 |
|
|
2012 |
|
|
2011 |
|
|
2013 Three-year PSU Awards
|
|
$ |
4.4 |
|
|
$ |
— |
|
|
$ |
— |
|
|
2013 WVH Incentive Compensation(1)
|
|
|
2.5 |
|
|
|
— |
|
|
|
— |
|
|
2012 Three-year PSU Awards
|
|
|
2.4 |
|
|
|
1.9 |
|
|
|
— |
|
|
2012 President & COO Four-year Incentive
Compensation(2)
|
|
|
0.6 |
|
|
|
0.2 |
|
|
|
— |
|
|
2011 Three-year PSU Awards
|
|
|
(1.2 |
) |
|
|
1.7 |
|
|
|
3.0 |
|
|
2010 Three-year PSU Awards
|
|
|
0.1 |
|
|
|
0.9 |
|
|
|
6.0 |
|
|
2009 Two-year PSU Awards
|
|
|
— |
|
|
|
— |
|
|
|
(0.7 |
) |
|
2009 Three-year PSU Awards
|
|
|
— |
|
|
|
— |
|
|
|
7.4 |
|
|
SLO Awards
|
|
|
2.8 |
|
|
|
0.7 |
|
|
|
0.3 |
|
|
Other long-term share-based incentive compensation programs
|
|
|
12.5 |
|
|
|
11.5 |
|
|
|
9.0 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Total share-based incentive compensation expense(3)
|
|
$ |
24.1 |
|
|
$ |
16.9 |
|
|
$ |
25.0 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Associated tax benefits recognized
|
|
$ |
7.8 |
|
|
$ |
6.2 |
|
|
$ |
9.3 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
| (1) |
On February 28, 2013, the
Organization and Compensation Committee of our Board of Directors
(“O&C Committee”) approved a change in the vesting
policy regarding the existing 2011 Three-year PSU awards, and the
newly granted 2013 three-year PSU awards, for William V. Hickey,
our former Chairman and Chief Executive Officer. The approved
change will result in the full vesting of the awards, rather than a
pro-rata portion vesting as of the date of his retirement (May 16,
2013). Mr. Hickey’s awards will still be subject to the
performance metrics stipulated in the plan documents, and will be
paid-out in accordance with the original planned timing. As a
result of these approved changes, the expense related to these
awards was accelerated and recognized over the applicable service
period up until the date of his retirement. We recognized
share-based compensation expense related to these awards of $2.5
million in the year ended December 31, 2013. |
| (2) |
The amount includes only the two
initial equity awards. See below for further detail. |
| (3) |
The amounts do not include the
expense related to our U.S. profit sharing contributions made in
the form of our common stock as such these contributions are not
considered share-based incentive compensation. |
|
| Estimated Amount of Total Share-based Compensation Expense |
The following table shows the estimated amount of total share-based
incentive compensation expense expected to be recognized on a
straight-line basis over the remaining respective vesting periods
by program at December 31, 2013:
|
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|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
| |
|
2014 |
|
|
2015 |
|
|
2016 |
|
|
2017 |
|
|
Total |
|
|
2013 Three-year PSU Awards
|
|
$ |
4.0 |
|
|
$ |
4.0 |
|
|
$ |
— |
|
|
$ |
— |
|
|
$ |
8.0 |
|
|
2012 Three-year PSU Awards
|
|
|
1.7 |
|
|
|
— |
|
|
|
— |
|
|
|
— |
|
|
|
1.7 |
|
|
2012 President & COO Four-year Incentive Compensation
|
|
|
0.4 |
|
|
|
0.3 |
|
|
|
0.2 |
|
|
|
— |
|
|
|
0.9 |
|
|
SLO Awards
|
|
|
0.7 |
|
|
|
— |
|
|
|
— |
|
|
|
— |
|
|
|
0.7 |
|
|
Other long-term share-based incentive compensation programs
|
|
|
12.5 |
|
|
|
8.0 |
|
|
|
3.5 |
|
|
|
0.2 |
|
|
|
24.2 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Total share-based incentive compensation expense (1)
|
|
$ |
19.3 |
|
|
$ |
12.3 |
|
|
$ |
3.7 |
|
|
$ |
0.2 |
|
|
$ |
35.5 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
| (1) |
The amounts do not include the
expense related to our U.S. profit sharing contributions made in
the form of our common stock as such these contributions are not
considered share-based incentive compensation. |
|