| Condensed Consolidating Supplemental Guarantor Information |
19. CONDENSED CONSOLIDATING SUPPLEMENTAL GUARANTOR INFORMATION
The Company's 5.00% Notes, 4.625% Notes, 5.875% Notes and 6.375% Notes are guaranteed by the Company's subsidiary, NCR International, Inc. (Guarantor Subsidiary), which is 100% owned by the Company and has guaranteed fully and unconditionally the obligations to pay principal and interest for these senior unsecured notes. The guarantees are subject to release under certain circumstances as described below:
| | • | the designation of the Guarantor Subsidiary as an unrestricted subsidiary under the indenture governing the notes; |
| | • | the release of the Guarantor Subsidiary from its guarantee under the Senior Secured Credit Facility; |
| | • | the release or discharge of the indebtedness that required the guarantee of the notes by the Guarantor Subsidiary; |
| | • | the permitted sale or other disposition of the Guarantor Subsidiary to a third party; and |
| | • | the Company's exercise of its legal defeasance option of its covenant defeasance option under the indenture governing the notes. |
Refer to Note 5. Debt Obligations for additional information.
In connection with the previously completed registered exchange offers for the 5.00% Notes, 4.625% Notes, 5.875% Notes and 6.375% Notes, the Company is required to comply with Rule 3-10 of SEC Regulation S-X (Rule 3-10), and has therefore included the accompanying Condensed Consolidating Financial Statements in accordance with Rule 3-10(f) of SEC Regulation S-X.
The following supplemental information sets forth, on a consolidating basis, the condensed statements of operations and comprehensive income (loss), the condensed balance sheets and the condensed statements of cash flows for the parent issuer of these senior unsecured notes, for the Guarantor Subsidiary and for the Company and all of its consolidated subsidiaries.
| | | | | | | | | | | | | | | | | | | | | Condensed Consolidating Statements of Operations and Comprehensive Income (Loss) | For the three months ended June 30, 2018 | | | | | | | | | | | In millions | Parent Issuer | | Guarantor Subsidiary | | Non-Guarantor Subsidiaries | | Eliminations | | Consolidated | Product revenue | $ | 258 |
| | $ | 24 |
| | $ | 306 |
| | $ | (63 | ) | | $ | 525 |
| Service revenue | 519 |
| | 8 |
| | 485 |
| | — |
| | 1,012 |
| Total revenue | 777 |
| | 32 |
| | 791 |
| | (63 | ) | | 1,537 |
| Cost of products | 236 |
| | 7 |
| | 271 |
| | (63 | ) | | 451 |
| Cost of services | 354 |
| | 3 |
| | 326 |
| | — |
| | 683 |
| Selling, general and administrative expenses | 130 |
| | — |
| | 131 |
| | — |
| | 261 |
| Research and development expenses | 29 |
| | — |
| | 36 |
| | — |
| | 65 |
| Asset impairment charges | 165 |
| | — |
| | 18 |
| | — |
| | 183 |
| Total operating expenses | 914 |
| | 10 |
| | 782 |
| | (63 | ) | | 1,643 |
| Income (loss) from operations | (137 | ) | | 22 |
| | 9 |
| | — |
| | (106 | ) | Interest expense | (40 | ) | | — |
| | (3 | ) | | 2 |
| | (41 | ) | Other (expense) income, net | (12 | ) | | 1 |
| | 4 |
| | (2 | ) | | (9 | ) | Income (loss) from continuing operations before income taxes | (189 | ) | | 23 |
| | 10 |
| | — |
| | (156 | ) | Income tax expense (benefit) | 32 |
| | 2 |
| | (46 | ) | | — |
| | (12 | ) | Income (loss) from continuing operations before earnings in subsidiaries | (221 | ) | | 21 |
| | 56 |
| | — |
| | (144 | ) | Equity in earnings of consolidated subsidiaries | 77 |
| | 62 |
| | — |
| | (139 | ) | | — |
| Income (loss) from continuing operations | (144 | ) | | 83 |
| | 56 |
| | (139 | ) | | (144 | ) | Income (loss) from discontinued operations, net of tax | (1 | ) | | — |
| | (1 | ) | | — |
| | (2 | ) | Net income (loss) | $ | (145 | ) | | $ | 83 |
| | $ | 55 |
| | $ | (139 | ) | | $ | (146 | ) | Net income (loss) attributable to noncontrolling interests | — |
| | — |
| | (1 | ) | | — |
| | (1 | ) | Net income (loss) attributable to NCR | $ | (145 | ) | | $ | 83 |
| | $ | 56 |
| | $ | (139 | ) | | $ | (145 | ) | Total comprehensive income (loss) | (185 | ) | | 46 |
| | 10 |
| | (60 | ) | | (189 | ) | Less comprehensive income (loss) attributable to noncontrolling interests | — |
| | — |
| | (4 | ) | | — |
| | (4 | ) | Comprehensive income (loss) attributable to NCR common stockholders | $ | (185 | ) | | $ | 46 |
| | $ | 14 |
| | $ | (60 | ) | | $ | (185 | ) |
| | | | | | | | | | | | | | | | | | | | | Condensed Consolidating Statements of Operations and Comprehensive Income (Loss) | For the three months ended June 30, 2017 | | | | | | | | | | | In millions | Parent Issuer | | Guarantor Subsidiary | | Non-Guarantor Subsidiaries | | Eliminations | | Consolidated | Product revenue | $ | 329 |
| | $ | 13 |
| | $ | 336 |
| | $ | (60 | ) | | $ | 618 |
| Service revenue | 511 |
| | 7 |
| | 457 |
| | — |
| | 975 |
| Total revenue | 840 |
| | 20 |
| | 793 |
| | (60 | ) | | 1,593 |
| Cost of products | 257 |
| | 9 |
| | 272 |
| | (60 | ) | | 478 |
| Cost of services | 335 |
| | 3 |
| | 316 |
| | — |
| | 654 |
| Selling, general and administrative expenses | 129 |
| | 1 |
| | 98 |
| | — |
| | 228 |
| Research and development expenses | 42 |
| | — |
| | 16 |
| | — |
| | 58 |
| Total operating expenses | 763 |
| | 13 |
| | 702 |
| | (60 | ) | | 1,418 |
| Income (loss) from operations | 77 |
| | 7 |
| | 91 |
| | — |
| | 175 |
| Interest expense | (38 | ) | | — |
| | (4 | ) | | 1 |
| | (41 | ) | Other (expense) income, net | (11 | ) | | (1 | ) | | 9 |
| | (1 | ) | | (4 | ) | Income (loss) from continuing operations before income taxes | 28 |
| | 6 |
| | 96 |
| | — |
| | 130 |
| Income tax expense (benefit) | 11 |
| | 2 |
| | 20 |
| | — |
| | 33 |
| Income (loss) from continuing operations before earnings in subsidiaries | 17 |
| | 4 |
| | 76 |
| | — |
| | 97 |
| Equity in earnings of consolidated subsidiaries | 80 |
| | 89 |
| | — |
| | (169 | ) | | — |
| Income (loss) from continuing operations | 97 |
| | 93 |
| | 76 |
| | (169 | ) | | 97 |
| Income (loss) from discontinued operations, net of tax | 5 |
| | — |
| | — |
| | — |
| | 5 |
| Net income (loss) | $ | 102 |
| | $ | 93 |
| | $ | 76 |
| | $ | (169 | ) | | $ | 102 |
| Net income (loss) attributable to noncontrolling interests | — |
| | — |
| | — |
| | — |
| | — |
| Net income (loss) attributable to NCR | $ | 102 |
| | $ | 93 |
| | $ | 76 |
| | $ | (169 | ) | | $ | 102 |
| Total comprehensive income (loss) | 99 |
| | 106 |
| | 75 |
| | (181 | ) | | 99 |
| Less comprehensive income (loss) attributable to noncontrolling interests | — |
| | — |
| | — |
| | — |
| | — |
| Comprehensive income (loss) attributable to NCR common stockholders | $ | 99 |
| | $ | 106 |
| | $ | 75 |
| | $ | (181 | ) | | $ | 99 |
|
| | | | | | | | | | | | | | | | | | | | | Condensed Consolidating Statements of Operations and Comprehensive Income (Loss) | For the six months ended June 30, 2018 | | | | | | | | | | | In millions | Parent Issuer | | Guarantor Subsidiary | | Non-Guarantor Subsidiaries | | Eliminations | | Consolidated | Product revenue | $ | 535 |
| | $ | 29 |
| | $ | 588 |
| | $ | (101 | ) | | $ | 1,051 |
| Service revenue | 1,036 |
| | 16 |
| | 951 |
| | — |
| | 2,003 |
| Total revenue | 1,571 |
| | 45 |
| | 1,539 |
| | (101 | ) | | 3,054 |
| Cost of products | 465 |
| | 11 |
| | 496 |
| | (101 | ) | | 871 |
| Cost of services | 696 |
| | 6 |
| | 658 |
| | — |
| | 1,360 |
| Selling, general and administrative expenses | 294 |
| | 1 |
| | 211 |
| | — |
| | 506 |
| Research and development expenses | 75 |
| | — |
| | 56 |
| | — |
| | 131 |
| Asset impairment charges | 165 |
| | — |
| | 18 |
| | — |
| | 183 |
| Total operating expenses | 1,695 |
| | 18 |
| | 1,439 |
| | (101 | ) | | 3,051 |
| Income (loss) from operations | (124 | ) | | 27 |
| | 100 |
| | — |
| | 3 |
| Interest expense | (79 | ) | | — |
| | (6 | ) | | 3 |
| | (82 | ) | Other (expense) income, net | (15 | ) | | 2 |
| | 2 |
| | (3 | ) | | (14 | ) | Income (loss) from continuing operations before income taxes | (218 | ) | | 29 |
| | 96 |
| | — |
| | (93 | ) | Income tax expense (benefit) | 24 |
| | 4 |
| | (33 | ) | | — |
| | (5 | ) | Income (loss) from continuing operations before earnings in subsidiaries | (242 | ) | | 25 |
| | 129 |
| | — |
| | (88 | ) | Equity in earnings of consolidated subsidiaries | 153 |
| | 121 |
| | — |
| | (274 | ) | | — |
| Income (loss) from continuing operations | (89 | ) | | 146 |
| | 129 |
| | (274 | ) | | (88 | ) | Income (loss) from discontinued operations, net of tax | (36 | ) | | — |
| | (1 | ) | | — |
| | (37 | ) | Net income (loss) | $ | (125 | ) | | $ | 146 |
| | $ | 128 |
| | $ | (274 | ) | | $ | (125 | ) | Net income (loss) attributable to noncontrolling interests | — |
| | — |
| | — |
| | — |
| | — |
| Net income (loss) attributable to NCR | $ | (125 | ) | | $ | 146 |
| | $ | 128 |
| | $ | (274 | ) | | $ | (125 | ) | Total comprehensive income (loss) | (151 | ) | | 108 |
| | 97 |
| | (208 | ) | | (154 | ) | Less comprehensive income (loss) attributable to noncontrolling interests | — |
| | — |
| | (3 | ) | | — |
| | (3 | ) | Comprehensive income (loss) attributable to NCR common stockholders | $ | (151 | ) | | $ | 108 |
| | $ | 100 |
| | $ | (208 | ) | | $ | (151 | ) |
| | | | | | | | | | | | | | | | | | | | | | Condensed Consolidating Statements of Operations and Comprehensive Income (Loss) | For the six months ended June 30, 2017 | | | | | | | | | | | In millions | Parent Issuer | | Guarantor Subsidiary | | Non-Guarantor Subsidiaries | | Eliminations | | Consolidated | Product revenue | $ | 610 |
| | $ | 53 |
| | $ | 673 |
| | $ | (164 | ) | | $ | 1,172 |
| Service revenue | 1,004 |
| | 14 |
| | 881 |
| | — |
| | 1,899 |
| Total revenue | 1,614 |
| | 67 |
| | 1,554 |
| | (164 | ) | | 3,071 |
| Cost of products | 464 |
| | 22 |
| | 580 |
| | (164 | ) | | 902 |
| Cost of services | 673 |
| | 5 |
| | 618 |
| | — |
| | 1,296 |
| Selling, general and administrative expenses | 263 |
| | 2 |
| | 193 |
| | — |
| | 458 |
| Research and development expenses | 72 |
| | — |
| | 53 |
| | — |
| | 125 |
| Total operating expenses | 1,472 |
| | 29 |
| | 1,444 |
| | (164 | ) | | 2,781 |
| Income (loss) from operations | 142 |
| | 38 |
| | 110 |
| | — |
| | 290 |
| Interest expense | (77 | ) | | — |
| | (5 | ) | | 2 |
| | (80 | ) | Other (expense) income, net | (28 | ) | | (1 | ) | | 22 |
| | (2 | ) | | (9 | ) | Income (loss) from continuing operations before income taxes | 37 |
| | 37 |
| | 127 |
| | — |
| | 201 |
| Income tax expense (benefit) | 9 |
| | 18 |
| | 20 |
| | — |
| | 47 |
| Income (loss) from continuing operations before earnings in subsidiaries | 28 |
| | 19 |
| | 107 |
| | — |
| | 154 |
| Equity in earnings of consolidated subsidiaries | 126 |
| | 97 |
| | — |
| | (223 | ) | | — |
| Income (loss) from continuing operations | 154 |
| — |
| 116 |
| | 107 |
| | (223 | ) | | 154 |
| Income (loss) from discontinued operations, net of tax | 5 |
| | — |
| | — |
| | — |
| | 5 |
| Net income (loss) | $ | 159 |
| | $ | 116 |
| | $ | 107 |
| | $ | (223 | ) | | $ | 159 |
| Net income (loss) attributable to noncontrolling interests | — |
| | — |
| | — |
| | — |
| | — |
| Net income (loss) attributable to NCR | $ | 159 |
| | $ | 116 |
| | $ | 107 |
| | $ | (223 | ) | | $ | 159 |
| Total comprehensive income (loss) | 174 |
| | 140 |
| | 118 |
| | (258 | ) | | 174 |
| Less comprehensive income (loss) attributable to noncontrolling interests | — |
| | — |
| | — |
| | — |
| | — |
| Comprehensive income (loss) attributable to NCR common stockholders | $ | 174 |
| | $ | 140 |
| | $ | 118 |
| | $ | (258 | ) | | $ | 174 |
|
| | | | | | | | | | | | | | | | | | | | | Condensed Consolidating Balance Sheet | June 30, 2018 | | | | | | | | | | | In millions | Parent Issuer | | Guarantor Subsidiary | | Non-Guarantor Subsidiaries | | Eliminations | | Consolidated | Assets | | | | | | | | | | Current assets | | | | | | | | | | Cash and cash equivalents | $ | 11 |
| | $ | 6 |
| | $ | 326 |
| | $ | — |
| | $ | 343 |
| Accounts receivable, net | 42 |
| | 12 |
| | 1,218 |
| |
|
| | 1,272 |
| Inventories | 311 |
| | 5 |
| | 526 |
| |
|
| | 842 |
| Due from affiliates | 645 |
| | 2,072 |
| | 310 |
| | (3,027 | ) | | — |
| Other current assets | 121 |
| | 44 |
| | 156 |
| | (39 | ) | | 282 |
| Total current assets | 1,130 |
| | 2,139 |
| | 2,536 |
| | (3,066 | ) | | 2,739 |
| Property, plant and equipment, net | 220 |
| | — |
| | 106 |
| |
|
| | 326 |
| Goodwill | 2,082 |
| | — |
| | 508 |
| |
|
| | 2,590 |
| Intangibles, net | 451 |
| | — |
| | 66 |
| |
|
| | 517 |
| Prepaid pension cost | — |
| | — |
| | 127 |
| | — |
| | 127 |
| Deferred income taxes | 341 |
| | — |
| | 156 |
| | (25 | ) | | 472 |
| Investments in subsidiaries | 3,133 |
| | 2,778 |
| | — |
| | (5,911 | ) | | — |
| Due from affiliates | 31 |
| | 1 |
| | 36 |
| | (68 | ) | | — |
| Other assets | 476 |
| | 64 |
| | 53 |
| | — |
| | 593 |
| Total assets | $ | 7,864 |
| | $ | 4,982 |
| | $ | 3,588 |
| | $ | (9,070 | ) | | $ | 7,364 |
| | | | | | | | | | | Liabilities and stockholders’ equity | | | | | | | | | | Current liabilities | | | | | | | | | | Short-term borrowings | $ | 60 |
| | $ | — |
| | $ | 100 |
| | $ | — |
| | $ | 160 |
| Accounts payable | 307 |
| | 3 |
| | 401 |
| | — |
| | 711 |
| Payroll and benefits liabilities | 127 |
| | — |
| | 102 |
| | — |
| | 229 |
| Contract liabilities | 236 |
| | 7 |
| | 226 |
| | — |
| | 469 |
| Due to affiliates | 2,099 |
| | 118 |
| | 810 |
| | (3,027 | ) | | — |
| Other current liabilities | 154 |
| | 5 |
| | 190 |
| | (39 | ) | | 310 |
| Total current liabilities | 2,983 |
| | 133 |
| | 1,829 |
| | (3,066 | ) | | 1,879 |
| Long-term debt | 2,950 |
| | — |
| | 2 |
| | — |
| | 2,952 |
| Pension and indemnity plan liabilities | 523 |
| | — |
| | 273 |
| | — |
| | 796 |
| Postretirement and postemployment benefits liabilities | 19 |
| | 3 |
| | 110 |
| | — |
| | 132 |
| Income tax accruals | 21 |
| | 8 |
| | 98 |
| | — |
| | 127 |
| Due to affiliates | — |
| | 36 |
| | 32 |
| | (68 | ) | | — |
| Other liabilities | 163 |
| | 30 |
| | 90 |
| | (25 | ) | | 258 |
| Total liabilities | 6,659 |
| | 210 |
| | 2,434 |
| | (3,159 | ) | | 6,144 |
| Redeemable noncontrolling interest | — |
| | — |
| | 12 |
| | — |
| | 12 |
| Series A convertible preferred stock | 834 |
| | — |
| | — |
| | — |
| | 834 |
| Stockholders’ equity |
|
| |
|
| |
|
| |
|
| |
|
| Total NCR stockholders’ equity | 371 |
| | 4,772 |
| | 1,139 |
| | (5,911 | ) | | 371 |
| Noncontrolling interests in subsidiaries | — |
| | — |
| | 3 |
| | — |
| | 3 |
| Total stockholders’ equity | 371 |
| | 4,772 |
| | 1,142 |
| | (5,911 | ) | | 374 |
| Total liabilities and stockholders’ equity | $ | 7,864 |
| | $ | 4,982 |
| | $ | 3,588 |
| | $ | (9,070 | ) | | $ | 7,364 |
|
| | | | | | | | | | | | | | | | | | | | | Condensed Consolidating Balance Sheet | December 31, 2017 | | | | | | | | | | | In millions | Parent Issuer | | Guarantor Subsidiary | | Non-Guarantor Subsidiaries | | Eliminations | | Consolidated | Assets | | | | | | | | | | Current assets | | | | | | | | | | Cash and cash equivalents | $ | 97 |
| | $ | 11 |
| | 429 |
| | $ | — |
| | $ | 537 |
| Accounts receivable, net | 62 |
| | 12 |
| | 1,196 |
| | — |
| | 1,270 |
| Inventories | 311 |
| | 7 |
| | 462 |
| | — |
| | 780 |
| Due from affiliates | 646 |
| | 1,801 |
| | 283 |
| | (2,730 | ) | | — |
| Other current assets | 78 |
| | 39 |
| | 162 |
| | (36 | ) | | 243 |
| Total current assets | 1,194 |
| | 1,870 |
| | 2,532 |
| | (2,766 | ) | | 2,830 |
| Property, plant and equipment, net | 207 |
| | — |
| | 134 |
| | — |
| | 341 |
| Goodwill | 2,228 |
| | — |
| | 513 |
| | — |
| | 2,741 |
| Intangibles, net | 503 |
| | — |
| | 75 |
| | — |
| | 578 |
| Prepaid pension cost | — |
| | — |
| | 118 |
| | — |
| | 118 |
| Deferred income taxes | 334 |
| | — |
| | 157 |
| | (31 | ) | | 460 |
| Investments in subsidiaries | 3,008 |
| | 2,942 |
| | — |
| | (5,950 | ) | | — |
| Due from affiliates | 31 |
| | 1 |
| | 39 |
| | (71 | ) | | — |
| Other assets | 472 |
| | 63 |
| | 51 |
| | — |
| | 586 |
| Total assets | $ | 7,977 |
| | $ | 4,876 |
| | $ | 3,619 |
| | $ | (8,818 | ) | | $ | 7,654 |
| | | | | | | | | | | Liabilities and stockholders’ equity | | | | | | | | | | Current liabilities | | | | | | | | | | Short-term borrowings | $ | 52 |
| | $ | — |
| | $ | — |
| | $ | — |
| | $ | 52 |
| Accounts payable | 382 |
| | — |
| | 380 |
| | — |
| | 762 |
| Payroll and benefits liabilities | 124 |
| | — |
| | 95 |
| | — |
| | 219 |
| Contract liabilities | 216 |
| | 6 |
| | 236 |
| | — |
| | 458 |
| Due to affiliates | 1,884 |
| | 130 |
| | 716 |
| | (2,730 | ) | | — |
| Other current liabilities | 204 |
| | 5 |
| | 225 |
| | (36 | ) | | 398 |
| Total current liabilities | 2,862 |
| | 141 |
| | 1,652 |
| | (2,766 | ) | | 1,889 |
| Long-term debt | 2,937 |
| | — |
| | 2 |
| | — |
| | 2,939 |
| Pension and indemnity plan liabilities | 515 |
| | — |
| | 283 |
| | — |
| | 798 |
| Postretirement and postemployment benefits liabilities | 20 |
| | 3 |
| | 110 |
| | — |
| | 133 |
| Income tax accruals | 20 |
| | 5 |
| | 123 |
| | — |
| | 148 |
| Due to affiliates | — |
| | 39 |
| | 32 |
| | (71 | ) | | — |
| Other liabilities | 94 |
| | 36 |
| | 101 |
| | (31 | ) | | 200 |
| Total liabilities | 6,448 |
| | 224 |
| | 2,303 |
| | (2,868 | ) | | 6,107 |
| Redeemable noncontrolling interest | — |
| | — |
| | 15 |
| | — |
| | 15 |
| Series A convertible preferred stock | 810 |
| | — |
| | — |
| | — |
| | 810 |
| Stockholders’ equity |
| |
| |
| |
| |
| Total NCR stockholders’ equity | 719 |
| | 4,652 |
| | 1,298 |
| | (5,950 | ) | | 719 |
| Noncontrolling interests in subsidiaries | — |
| | — |
| | 3 |
| | — |
| | 3 |
| Total stockholders’ equity | 719 |
| | 4,652 |
| | 1,301 |
| | (5,950 | ) | | 722 |
| Total liabilities and stockholders’ equity | $ | 7,977 |
| | $ | 4,876 |
| | $ | 3,619 |
| | $ | (8,818 | ) | | $ | 7,654 |
|
| | | | | | | | | | | | | | | | | | | | | Condensed Consolidating Statement of Cash Flows | For the six months ended June 30, 2018 | | | | | | | | | | | In millions | Parent Issuer | | Guarantor Subsidiary | | Non-Guarantor Subsidiaries | | Eliminations | | Consolidated | Net cash provided by (used in) operating activities | $ | 105 |
| | $ | (150 | ) | | $ | 140 |
| | $ | — |
| | $ | 95 |
| Investing activities | | | | | | | | | | Expenditures for property, plant and equipment | (57 | ) | | — |
| | (13 | ) | | — |
| | (70 | ) | Additions to capitalized software | (71 | ) | | — |
| | (15 | ) | | — |
| | (86 | ) | Proceeds from (payments of) intercompany notes | 160 |
| | 145 |
| | — |
| | (305 | ) | | — |
| Other investing activities, net | (3 | ) | | — |
| | — |
| | — |
| | (3 | ) | Net cash provided by (used in) investing activities | 29 |
| | 145 |
| | (28 | ) | | (305 | ) | | (159 | ) | Financing activities | | | | | | | | | | Short term borrowings, net | 3 |
| | — |
| | (1 | ) | | — |
| | 2 |
| Payments on term credit facilities | (34 | ) | | — |
| | — |
| | — |
| | (34 | ) | Payments on revolving credit facilities | (660 | ) | | — |
| | (353 | ) | | — |
| | (1,013 | ) | Borrowings on revolving credit facilities | 710 |
| | — |
| | 453 |
| | — |
| | 1,163 |
| Repurchase of Company common stock | (210 | ) | | — |
| | — |
| | — |
| | (210 | ) | Proceeds from employee stock plans | 11 |
| | — |
| | — |
| | — |
| | 11 |
| Borrowings (repayments) of intercompany notes | — |
| | — |
| | (305 | ) | | 305 |
| | — |
| Tax withholding payments on behalf of employees | (29 | ) | | — |
| | — |
| | — |
| | (29 | ) | Net cash provided by (used in) financing activities | (209 | ) | | — |
| | (206 | ) | | 305 |
| | (110 | ) | Cash flows from discontinued operations | | | | | | | | | | Net cash used in operating activities | (11 | ) | | — |
| | — |
| | — |
| | (11 | ) | Effect of exchange rate changes on cash, cash equivalents and restricted cash | — |
| | — |
| | (8 | ) | | — |
| | (8 | ) | Increase (decrease) in cash, cash equivalents and restricted cash | (86 | ) | | (5 | ) | | (102 | ) | | — |
| | (193 | ) | Cash, cash equivalents and restricted cash at beginning of period | 97 |
| | 11 |
| | 435 |
| | — |
| | 543 |
| Cash, cash equivalents and restricted cash at end of period | $ | 11 |
| | $ | 6 |
| | $ | 333 |
| | $ | — |
| | $ | 350 |
|
| | | | | | | | | | | | | | | | | | | | | In millions | June 30, 2018 | Reconciliation of cash, cash equivalents and restricted cash as shown in the Condensed Consolidated Statements of Cash Flows | Parent Issuer | | Guarantor Subsidiary | | Non-Guarantor Subsidiaries | | Eliminations | | Consolidated | Cash and cash equivalents | $ | 11 |
| | $ | 6 |
| | $ | 326 |
| | $ | — |
| | $ | 343 |
| Restricted cash included in Other assets | — |
| | — |
| | 7 |
| | — |
| | 7 |
| Total cash, cash equivalents and restricted cash | $ | 11 |
| | $ | 6 |
| | $ | 333 |
| | $ | — |
| | $ | 350 |
|
| | | | | | | | | | | | | | | | | | | | | Condensed Consolidating Statement of Cash Flows | For the six months ended June 30, 2017 | | | | | | | | | | | In millions | Parent Issuer | | Guarantor Subsidiary | | Non-Guarantor Subsidiaries | | Eliminations | | Consolidated | Net cash provided by (used in) operating activities | $ | 306 |
| | $ | (22 | ) | | $ | (144 | ) | | $ | (6 | ) | | $ | 134 |
| Investing activities | | | | | | | | | | Expenditures for property, plant and equipment | (26 | ) | | — |
| | (17 | ) | | — |
| | (43 | ) | Additions to capitalized software | (67 | ) | | — |
| | (17 | ) | | — |
| | (84 | ) | Proceeds from (payments of) intercompany notes | 99 |
| | 20 |
| | — |
| | (119 | ) | | — |
| Investments in equity affiliates | (2 | ) | | — |
| | — |
| | 2 |
| | — |
| Other investing activities, net | (1 | ) | | — |
| | 1 |
| | — |
| | — |
| Net cash provided by (used in) investing activities | 3 |
| | 20 |
| | (33 | ) | | (117 | ) | | (127 | ) | Financing activities | | | | | | | | | | Short term borrowings, net | 2 |
| | — |
| | 11 |
| | — |
| | 13 |
| Payments on term credit facilities | (23 | ) | | — |
| | (2 | ) | | — |
| | (25 | ) | Payments on revolving credit facilities | (575 | ) | | — |
| | (40 | ) | | — |
| | (615 | ) | Borrowings on revolving credit facilities | 615 |
| | — |
| | 240 |
| | — |
| | 855 |
| Repurchase of Company common stock | (350 | ) | | — |
| | — |
| | — |
| | (350 | ) | Proceeds from employee stock plans | 8 |
| | — |
| | — |
| | — |
| | 8 |
| Other financing activities | (1 | ) | | — |
| | — |
| | — |
| | (1 | ) | Equity contribution | — |
| | — |
| | 2 |
| | (2 | ) | | — |
| Dividend distribution to consolidated subsidiaries | — |
| | — |
| | (6 | ) | | 6 |
| | — |
| Borrowings (repayments) of intercompany notes | — |
| | — |
| | (119 | ) | | 119 |
| | — |
| Tax withholding payments on behalf of employees | (24 | ) | | — |
| | — |
| | — |
| | (24 | ) | Net cash provided by (used in) financing activities | (348 | ) | | — |
| | 86 |
| | 123 |
| | (139 | ) | Cash flows from discontinued operations | | | | | | | | | | Net cash used in operating activities | (5 | ) | | — |
| | — |
| | — |
| | (5 | ) | Effect of exchange rate changes on cash, cash equivalents and restricted cash | — |
| | — |
| | 12 |
| | — |
| | 12 |
| Increase (decrease) in cash, cash equivalents, and restricted cash | (44 | ) | | (2 | ) | | (79 | ) | | — |
| | (125 | ) | Cash, cash equivalents and restricted cash at beginning of period | 67 |
| | 12 |
| | 428 |
| | — |
| | 507 |
| Cash, cash equivalents and restricted cash at end of period | $ | 23 |
| | $ | 10 |
| | $ | 349 |
| | $ | — |
| | $ | 382 |
|
| | | | | | | | | | | | | | | | | | | | | In millions | June 30, 2017 | Reconciliation of cash, cash equivalents and restricted cash as shown in the Condensed Consolidated Statements of Cash Flows | Parent Issuer | | Guarantor Subsidiary | | Non-Guarantor Subsidiaries | | Eliminations | | Consolidated | Cash and cash equivalents | $ | 23 |
| | $ | 10 |
| | $ | 344 |
| | $ | — |
| | $ | 377 |
| Restricted cash included in Other assets | — |
| | — |
| | 5 |
| | — |
| | 5 |
| Total cash, cash equivalents and restricted cash | $ | 23 |
| | $ | 10 |
| | $ | 349 |
| | $ | — |
| | $ | 382 |
|
|