POST EMPLOYMENT PLANS

Defined Contribution Plans

We have a qualified profit-sharing and investment plan under Section 401(k) of the IRS, which covers substantially all U.S. employees. Our contributions to the plan include an annual nondiscretionary contribution of 3% of an employee's eligible compensation and a discretionary contribution at the option of the Board of Directors. Additionally, we match a portion of employees' contributions. Our contributions to the plan were as follows (in millions):



Year Ended		Six Months Ended		Year Ended
December 31, 2016		December 31, 2015		June 27, 2015		June 28, 2014
$	23.2	$	15.8	$	24.6	$	25.6

We also have a defined contribution plan that covers our Ireland employees. We contribute up to 18% of each participating employee’s annual eligible salary on a monthly basis. In connection with matching contributions under the Irish defined contribution plan, we recorded the following expense (in millions):



Year Ended		Six Months Ended		Year Ended
December 31, 2016		December 31, 2015		June 27, 2015		June 28, 2014
$	0.6	$	0.2	$	0.7	$	0.5

We assumed a number of defined contribution plans associated with the Omega acquisition and we pay contributions to the pension insurance plans. We recorded the following expenses (in millions):



Year Ended		Six Months Ended		Year Ended
December 31, 2016		December 31, 2015		June 27, 2015 *
$	2.3	$	2.9	$	0.6


*	Includes Omega activity from March 30, 2015 to June 27, 2015.

Pension and Post-Retirement Healthcare Benefit Plans

We assumed the liability of two defined benefit plans (staff and executive plan) for employees based in Ireland with the Elan acquisition in 2013. These plans were closed to new entrants from March 31, 2009, and a defined contribution plan was established for employees in Ireland hired after this date. In January 2013, Elan ceased the future accrual of benefits to the active members of the defined benefit pension plans. Active members became deferred members of the defined benefit plans on January 31, 2013 and became members of the defined contribution plan on February 1, 2013.

As of March 11, 2015, both plans (staff and executive plan) were merged and all plan assets and liabilities were transferred from the executive scheme to the staff scheme as a result of a plan combination. The value of plan assets and liabilities transferred were derived by reference to market conditions and assumptions as of March 11, 2015.

In general, upon retirement, eligible Ireland employees in the staff plan are entitled to a pension calculated at 1/60^th (1/52^nd for the executive plan) of their final salary for each year of service, subject to a maximum of 40 years. The investments of the plans at December 31, 2016 consisted of units held in independently administered funds.

In connection with the Omega acquisition, we assumed the liability of a number of defined benefit plans as well as a post-retirement healthcare plan. The defined benefit plans cover employees based primarily in the Netherlands, Germany, France, and Norway. Omega companies operate various pension plans across each country.

Our defined benefit pension plans are managed externally and the related pension costs and liabilities are assessed at least annually in accordance with the advice of a qualified professional actuary. We use a December 31, 2016 measurement date and all plan assets and liabilities are reported as of that date.

We provide certain healthcare benefits to eligible U.S. employees and their dependents who meet certain age and service requirements when they retire. Generally, benefits are provided to eligible retirees after age 65 and to their dependents. Increases in our contribution for benefits are limited to increases in the Consumer Price Index. Additional healthcare cost increases are paid through participant contributions. We accrue the expected costs of such benefits during a portion of the employees’ years of service. The plan is not funded. Under current plan provisions, the plan is not eligible for any U.S. federal subsidy related to the Medicare Modernization Act of 2003 Part D Subsidy.

The change in the projected benefit obligation and plan assets consisted of the following (in millions):



	Pension Benefits									Other Benefits
	Year Ended			Six Months Ended			Year Ended			Year Ended			Six Months Ended			Year Ended
	December 31, 2016			December 31, 2015			June 27, 2015 *			December 31, 2016			December 31, 2015			June 27, 2015 *
	December 31, 2016			Restated			Restated			December 31, 2016			December 31, 2015			June 27, 2015 *
Projected benefit obligation at beginning of period	$	135.0		$	140.3		$	89.0		$	7.0		$	6.0		$	4.6
Acquisitions	—			5.6			70.4			—			—			1.0
Service costs	4.1			2.2			0.9			0.6			0.3			0.3
Interest cost	3.6			1.7			2.4			0.2			0.1			0.2
Actuarial (gain) loss	22.6			(10.1		)	(6.8		)	(1.9		)	0.5			—
Contributions paid	0.3			—			—			—			—			—
Benefits paid	(1.7		)	(0.6		)	(0.9		)	(0.1		)	(0.1		)	(0.1		)
Foreign currency translation	(5.0		)	(4.1		)	(14.7		)	—			0.1			—
Projected benefit obligation at end of period	$	158.9		$	135.0		$	140.3		$	5.8		$	7.0		$	6.0
Fair value of plan assets at beginning of period	126.7			128.1			99.6			—			—			—
Acquisitions	—			3.2			43.5			—			—			—
Actual return on plan assets	9.4			(1.7		)	0.2			—			—			—
Benefits paid	(1.7		)	(0.6		)	(0.1		)	—			—			—
Employer contributions	8.2			1.4			2.4			—			—			—
Contributions paid	0.3			—			—			—			—			—
Foreign currency translation	(4.7		)	(3.7		)	(17.5		)	—			—			—
Fair value of plan assets at end of period	$	138.2		$	126.7		$	128.1		$	—		$	—		$	—
Funded (unfunded) status	$	(20.7	)	$	(8.3	)	$	(12.2	)	$	(5.8	)	$	(7.0	)	$	(6.0	)
Presented as:
Other non-current assets	$	10.4		$	16.5		$	12.8		$	—		$	—		$	—
Other non-current liabilities	$	(31.1	)	$	(24.8	)	$	(25.0	)	$	(5.8	)	$	(7.0	)	$	(6.0	)


*	Includes Omega activity from March 30, 2015 to June 27, 2015.

The total accumulated benefit obligation for the defined benefit pension plans was as follows (in millions):



Year Ended		Six Months Ended		Year Ended
December 31, 2016		December 31, 2015		June 27, 2015 *
$	136.3	$	109.4	$	136.6


*	Includes Omega activity from March 30, 2015 to June 27, 2015.

The following unrecognized actual gains (losses) for the other benefits liability was included in OCI, net of tax (in millions):



Year Ended			Six Months Ended			Year Ended
December 31, 2016			December 31, 2015			June 27, 2015		June 27, 2015 *
$	(0.7	)	$	(0.4	)	$	0.1	$	(0.1	)


*	Includes Omega activity from March 30, 2015 to June 27, 2015.

The unamortized net actuarial loss in AOCI for defined benefit pension and other benefits was as follows (in millions):



Year Ended		Six Months Ended		Year Ended
December 31, 2016		December 31, 2015		June 27, 2015 *
$	9.5	$	2.9	$	8.2


*	Includes Omega activity from March 30, 2015 to June 27, 2015.

The total estimated amount to be recognized from AOCI into net periodic cost during the next year is $0.8 million.

At December 31, 2016, the total estimated future benefit payments to be paid by the plans for the next five years is approximately $9.4 million for pension benefits and $1.0 million for other benefits as follows (in millions):



Payment Due	Pension Benefits		Other Benefits
2017	$	1.3	$	0.1
2018	1.5		0.2
2019	2.3		0.2
2020	2.3		0.2
2021	2.0		0.3
Thereafter	17.1		1.9

The expected benefits to be paid are based on the same assumptions used to measure our benefit obligation at December 31, 2016, including the expected future employee service. We expect to contribute $4.8 million to the defined benefit plans within the next year.

Net periodic pension cost consisted of the following (in millions):



	Pension Benefits									Other Benefits
	Year Ended			Six Months Ended			Year Ended			Year Ended		Six Months Ended		Year Ended
	December 31, 2016			December 31, 2015			June 27, 2015 *			December 31, 2016		December 31, 2015		June 27, 2015 *
Service cost	$	4.1		$	2.2		$	0.9		$	0.6	$	0.3	$	0.3
Interest cost	3.6			1.7			2.4			0.2		0.1		0.2
Expected return on plan assets	(3.9		)	(1.8		)	(2.7		)	—		—		—
Net actuarial loss	0.5			0.4			1.0			—		—		0.1
Net periodic pension cost	$	4.3		$	2.5		$	1.6		$	0.8	$	0.4	$	0.6


*	Includes Omega activity from March 30, 2015 to June 27, 2015.

The weighted-average assumptions used to determine net periodic pension cost and benefit obligation were:



	Pension Benefits						Other Benefits
	Year Ended		Six Months Ended		Year Ended		Year Ended		Six Months Ended		Year Ended
	December 31, 2016		December 31, 2015		June 27, 2015 *		December 31, 2016		December 31, 2015		June 27, 2015 *
Discount rate	1.76	%	2.22	%	2.11	%	4.00	%	4.25	%	4.25	%
Inflation	1.43	%	2.25	%	1.93	%
Expected return on assets	2.89	%	2.93	%	2.85	%


*	Includes Omega activity from March 30, 2015 to June 27, 2015.

The discount rate is based on market yields at the valuation date and chosen with reference to the yields available on high quality corporate bonds, having regard to the duration of the plan's liabilities.

As of December 31, 2016, the expected weighted-average long-term rate of return on assets of 2.9% was calculated based on the assumptions of the following returns for each asset class:



Equities	6.2	%
Bonds	1.6	%
Absolute return fund	4.0	%
Insurance contracts	2.8	%

The investment mix of the pension plans' assets is a blended asset allocation, with a diversified portfolio of shares listed and traded on recognized exchanges.

Certain of our plans have target asset allocation ranges, these ranges are Absolute Return Funds (50%-60%), Bonds (20%-30%) Equity (10%-20%).Other plans do not have target asset allocation ranges, for such plans the strategy is to invest 100% in Insurance Contracts.

The purpose of the pension funds is to provide a flow of income for members in retirement. A flow of income delivered through fixed interest bonds provides a costly but close match to this objective. Equities are held within the portfolio as a means of reducing this cost, but holding equities creates a strategic risk because they give a very different pattern of return. Property investments are held to help diversify the portfolio. Investment risk is measured and monitored on an ongoing basis through annual liability measurements, periodic asset/liability studies, and investment portfolio reviews.

The following table sets forth the fair value of the pension plan assets, as of December 31, 2016 (in millions):



	Quoted Prices in Active Markets		Other Observable Inputs		Unobservable Inputs
	(Level 1)		(Level 2)		(Level 3)		Total
Equities	$	0.1	$	13.6	$	—	$	13.7
Bonds	1.6		22.8		—		24.4
Property	—		—		—		—
Insurance contracts	—		—		43.4		43.4
Absolute return fund	—		51.5		—		51.5
Other	—		5.2		—		5.2
Total	$	1.7	$	93.1	$	43.4	$	138.2

The following table sets forth the fair value of the pension plan assets, as of December 31, 2015 (in millions):



	Quoted Prices in Active Markets		Other Observable Inputs		Unobservable Inputs
	(Level 1)		(Level 2)		(Level 3)		Total
	Restated		Restated		Restated		Restated
Equities	$	—	$	14.5	$	—	$	14.5
Bonds	—		38.1		—		38.1
Property	—		—		0.3		0.3
Insurance contracts	—		—		34.9		34.9
Absolute return fund	—		33.7		—		33.7
Other	—		5.2		—		5.2
Total	$	—	$	91.5	$	35.2	$	126.7

The following table sets forth the fair value of the pension plan assets, as of June 27, 2015 (in millions):



	Quoted Prices in Active Markets		Other Observable Inputs		Unobservable Inputs
	(Level 1)		(Level 2)		(Level 3)		Total
	Restated		Restated		Restated		Restated
Equities	$	—	$	15.4	$	—	$	15.4
Bonds	—		38.0		—		38.0
Property	—		—		0.4		0.4
Insurance contracts	—		—		33.9		33.9
Absolute return fund	—		34.8		—		34.8
Other	—		5.6		—		5.6
Total	$	—	$	93.8	$	34.3	$	128.1

For a discussion of the fair value levels and the valuation methodologies used to measure equities, bonds, and the absolute return fund, see Note 6.

The following table sets forth a summary of the changes in the fair value of the Level 3 pension plan assets, which were measured at fair value on a recurring basis (in millions):



	Year Ended		Six Months Ended		Year Ended
	December 31, 2016		December 31, 2015		June 27, 2015 *
	December 31, 2016		Restated		Restated
Level 3 assets held at beginning of year	$	35.2	$	34.3	$	0.8
Net Transfers	7.6		—		—
Acquisitions	—		—		33.9
Unrealized gains	0.6		0.9		(0.4		)
Level 3 assets held at end of year	$	43.4	$	35.2	$	34.3


*	Includes Omega activity from March 30, 2015 to June 27, 2015.

All properties in the fund are valued by independent valuation experts by forecasting the returns of the market at regular intervals. The inputs to the forecasts include gross national product growth, interest rates and inflation.

The fair value of the insurance contracts is an estimate of the amount that would be received in an orderly sale to a market participant at the measurement date. The amount the plan would receive from the contract holder if the contracts were terminated is the primary input and is unobservable. The insurance contracts are therefore classified as Level 3 investments.

Deferred Compensation Plans

We have non-qualified plans related to deferred compensation and executive retention that allow certain employees and directors to defer compensation subject to specific requirements. Although the plans are not formally funded, we own insurance policies that had a cash surrender value of $32.7 million, $34.6 million and $32.7 million at December 31, 2016, December 31, 2015, and June 27, 2015, respectively, that are intended as a long-term funding source for these plans. The assets, which are recorded in Other non-current assets, are not a committed funding source and may, under certain circumstances, be subject to claims from creditors. The deferred compensation liability of $29.3 million, $34.5 million, and $32.3 million at December 31, 2016, December 31, 2015, and June 27, 2015, respectively, was recorded in Other non-current liabilities.