6. Restructuring, Impairment and Other Charges

Restructuring, Impairment and Other Charges Recognized in Results of Operations

For the three months ended September 30, 2015 and 2014, the Company recorded the following net restructuring, impairment and other charges:

Three Months Ended	Employee		Other Restructuring		Total Restructuring					Other
September 30, 2015	Terminations		Charges		Charges		Impairment			Charges		Total
Publishing and Retail Services	$	2.1	$	1.0	$	3.1	$	2.0		$	0.7	$	5.8
Variable Print		0.5		2.1		2.6		(0.1	)		0.4		2.9
Strategic Services		1.9		0.5		2.4		0.9			0.2		3.5
International		13.1		0.8		13.9		25.4			—		39.3
Corporate		1.2		0.2		1.4		—			—		1.4
Total	$	18.8	$	4.6	$	23.4	$	28.2		$	1.3	$	52.9

Three Months Ended	Employee			Other Restructuring		Total Restructuring					Other
September 30, 2014	Terminations			Charges		Charges		Impairment			Charges		Total
Publishing and Retail Services	$	(0.2	)	$	1.8	$	1.6	$	(1.2	)	$	7.4	$	7.8
Variable Print		1.6			2.8		4.4		1.7			2.2		8.3
Strategic Services		0.9			0.2		1.1		—			0.1		1.2
International		1.9			0.2		2.1		(0.2	)		—		1.9
Corporate		0.6			0.1		0.7		—			—		0.7
Total	$	4.8		$	5.1	$	9.9	$	0.3		$	9.7	$	19.9

For the nine months ended September 30, 2015 and 2014, the Company recorded the following net restructuring, impairment and other charges:

Nine Months Ended	Employee		Other Restructuring		Total Restructuring				Other
September 30, 2015	Terminations		Charges		Charges		Impairment		Charges		Total
Publishing and Retail Services	$	5.3	$	2.5	$	7.8	$	1.5	$	18.5	$	27.8
Variable Print		3.6		5.4		9.0		1.6		1.3		11.9
Strategic Services		5.7		1.6		7.3		0.9		3.3		11.5
International		22.3		2.5		24.8		25.0		—		49.8
Corporate		2.9		1.0		3.9		—		—		3.9
Total	$	39.8	$	13.0	$	52.8	$	29.0	$	23.1	$	104.9

Nine Months Ended	Employee		Other Restructuring		Total Restructuring				Other
September 30, 2014	Terminations		Charges		Charges		Impairment		Charges		Total
Publishing and Retail Services	$	0.2	$	5.6	$	5.8	$	2.4	$	23.7	$	31.9
Variable Print		15.7		6.2		21.9		6.9		6.3		35.1
Strategic Services		3.3		1.7		5.0		—		4.0		9.0
International		5.9		0.8		6.7		0.8		—		7.5
Corporate		2.7		1.7		4.4		—		—		4.4
Total	$	27.8	$	16.0	$	43.8	$	10.1	$	34.0	$	87.9

Restructuring and Impairment Charges

For the three and nine months ended September 30, 2015, the Company recorded net restructuring charges of $18.8 million and $39.8 million, respectively, for employee termination costs for 1,829 employees, of whom 1,364 were terminated as of September 30, 2015. These charges primarily related to the announcement of one facility closure and the closure of another facility, both in the International segment, one facility closure in the Variable Print segment and the reorganization of certain operations. Additionally, the Company incurred lease termination and other restructuring charges of $4.6 million and $13.0 million, respectively, for the three and nine months ended September 30, 2015. For the three and nine months ended September 30, 2015, the Company also recorded $7.9 million and $8.7 million, respectively, of net impairment charges primarily related to buildings and machinery and equipment associated with facility closures. The fair values of the buildings and machinery and equipment were determined to be Level 3 under the fair value hierarchy and were estimated based on discussions with real estate brokers, review of comparable properties, if available, discussions with machinery and equipment brokers, dealer quotes and internal expertise related to the current marketplace conditions.

As the result of the Company’s interim goodwill impairment review, the Company recorded non-cash charges of $13.7 million and $4.3 million for the three and nine months ended September 30, 2015 to recognize the impairment of goodwill in the Europe and Latin America reporting units, respectively, both of which are within the International segment. The goodwill impairment charge in the Europe reporting unit was due to the announced reorganization of certain operations which resulted in a reduction in the estimated fair value of the reporting unit based on lower expectations of future revenue, profitability and cash flows as compared to the expectations as of the October 31, 2014 annual goodwill impairment test. As of September 30, 2015, the Europe and Latin America reporting units had no remaining goodwill. The goodwill impairment charges were determined using Level 3 inputs, including discounted cash flow analyses, comparable marketplace fair value data and management’s assumptions in valuing the significant tangible and intangible assets. Additionally, for the three and nine months ended September 30, 2015, the Company recorded $2.3 million for the impairment of intangible assets, substantially all of which related to the impairment of acquired customer relationship intangible assets and trade names in the Latin America reporting unit within the International segment.

For the three and nine months ended September 30, 2014, the Company recorded net restructuring charges of $4.8 million and $27.8 million, respectively, for employee termination costs for 546 employees, substantially all of whom were terminated as of September 30, 2015. These charges primarily related to the integration of Consolidated Graphics, including the closure of seven Consolidated Graphics facilities as well as one additional facility closure within the Variable Print segment, one facility closure in the Publishing and Retail Services segment and the reorganization of certain operations. Additionally, the Company incurred lease termination and other restructuring charges including charges related to multi-employer pension plan withdrawal obligations as a result of facility closures of $5.1 million and $16.0 million, respectively, for the three and nine months ended September 30, 2014. For the three and nine months ended September 30, 2014, the Company also recorded $0.3 million and $10.1 million, respectively, of impairment charges primarily related to buildings, machinery and equipment and trade names associated with facility closures. The impairment charges are net of gains related to the sale of previously impaired other long-lived assets. The fair values of the buildings and machinery and equipment were determined to be Level 3 under the fair value hierarchy and were estimated based on discussions with real estate brokers, review of comparable properties, if available, discussions with machinery and equipment brokers, dealer quotes and internal expertise related to the current marketplace conditions.

Other Charges

For the three and nine months ended September 30, 2015, the Company recorded other charges of $1.3 million and $23.1 million, respectively, including integration charges of $19.1 million for payments made to certain Courier employees upon the termination of Courier’s executive severance plan immediately prior to the acquisition.

For the three and nine months ended September 30, 2014, the Company recorded other charges of $9.7 million and $34.0 million, respectively, for multi-employer pension plan withdrawal obligations unrelated to facility closures. The total liabilities for the withdrawal obligations associated with the Company’s decision to withdraw from multi-employer pension plans included in accrued liabilities and other noncurrent liabilities are $10.8 million and $83.7 million, respectively, as of September 30, 2015.

The Company’s withdrawal liabilities could be affected by the financial stability of other employers participating in the plans and any decisions by those employers to withdraw from the plans in the future. While it is not possible to quantify the potential impact of future events or circumstances, reductions in other employers’ participation in multi-employer pension plans, including certain plans from which the Company has previously withdrawn, could have a material impact on the Company’s previously estimated withdrawal liabilities, consolidated results of operations, financial position or cash flows.

As a result of the acquisition of Courier, the Company participates in two multi-employer pension plans, one of which the Company's contributions are approximately 70% of the total plan contributions. Both plans are estimated to be underfunded and have a Pension Protection Act zone status of critical (“red”). Red status identifies plans that are less than 65% funded.

Restructuring Reserve

The restructuring reserve as of December 31, 2014 and September 30, 2015, and changes during the nine months ended September 30, 2015, were as follows:

					Foreign
	December 31,		Restructuring		Exchange and			Cash			September 30,
	2014		Charges		Other			Paid			2015
Employee terminations	$	13.0	$	39.8	$	(1.3	)	$	(27.4	)	$	24.1
Multi-employer pension withdrawal obligations		34.6		1.4		1.4			(3.8	)		33.6
Lease terminations and other		15.1		11.6		(0.1	)		(15.8	)		10.8
Total	$	62.7	$	52.8	$	0.0		$	(47.0	)	$	68.5

The current portion of restructuring reserves of $33.1 million at September 30, 2015 was included in accrued liabilities, while the long-term portion of $35.4 million, primarily related to multi-employer pension plan withdrawal obligations related to facility closures and lease termination costs, was included in other noncurrent liabilities at September 30, 2015.

The Company anticipates that payments associated with the employee terminations reflected in the above table will be substantially completed by September 2016.

Payments on the Company’s multi-employer pension plan withdrawal obligations are scheduled to be substantially completed by 2034. Changes based on uncertainties in these estimated withdrawal obligations could affect the ultimate charges related to multi-employer pension plan withdrawals.

The restructuring liabilities classified as “lease terminations and other” consisted of lease terminations, other facility closing costs and contract termination costs. Payments on certain of the lease obligations are scheduled to continue until 2026. Market conditions and the Company’s ability to sublease these properties could affect the ultimate charges related to the lease obligations. Any potential recoveries or additional charges could affect amounts reported in the Company’s financial statements.