Benefit Plans

Pension and other post-retirement plans

We sponsor U.S. and Non-U.S. defined-benefit pension and other post-retirement plans. Pension benefits are based principally on an employee’s years of service and/or compensation levels near retirement. In addition, we provide certain post-retirement health care and life insurance benefits. Generally, the post-retirement health care and life insurance plans require contributions from retirees. In December 2007, we announced that we will be freezing certain U.S. pension plans as of December 31, 2017. Since the announcement, we have pursued a strategy of gradually shifting our U.S. pension asset allocations towards liability hedging assets such as fixed income instruments and away from equity securities. During the last quarter of 2012 we made significant progress in reducing the risk and volatility of our U.S. pension plans by taking the following steps:


•	We paid $331.0 million to settle pension obligations through a combination of lump sum payments to deferred vested participants and through the purchase of an annuity contract to settle obligations to plan participants in retiree status.


•	We made a special contribution of $190.0 million to fund our U.S. pension plans.


•	We accelerated our transition to increase the allocations of investments to liability hedging assets.

Obligations and funded status

The following tables present reconciliations of plan benefit obligations, fair value of plan assets and the funded status of pension plans and other post-retirement plans as of and for the years ended December 31, 2013 and 2012:



	U.S. pension plans						Non-U.S. pension plans						Other post-retirement plans
In millions	2013			2012			2013			2012			2013			2012
Change in benefit obligations
Benefit obligation beginning of year	$	394.3		$	572.1		$	460.8		$	89.5		$	59.3		$	35.1
Service cost	15.6			12.9			8.4			3.3			0.3			0.2
Interest cost	14.3			28.2			17.9			7.5			1.9			1.9
Amendments	—			0.4			—			—			—			—
Benefit obligations assumed in Merger	—			10.8			—			338.6			—			16.7
Actuarial (gain) loss	(56.9		)	128.8			(16.6		)	26.6			(15.9		)	8.2
Translation loss	—			—			9.7			1.5			—			—
Benefits paid	(20.4		)	(358.9		)	(18.2		)	(6.2		)	(3.2		)	(2.8		)
Benefit obligation end of year	$	346.9		$	394.3		$	462.0		$	460.8		$	42.4		$	59.3
Change in plan assets
Fair value of plan assets beginning of year	$	326.2		$	408.8		$	249.0		$	10.9		$	—		$	—
Actual return on plan assets	(28.9		)	43.9			28.6			6.4			—			—
Plan assets acquired in Merger	—			7.6			—			227.3			—			—
Company contributions	8.9			224.8			21.9			10.4			3.2			2.8
Translation gain	—			—			5.2			0.2			—			—
Benefits paid	(20.4		)	(358.9		)	(18.2		)	(6.2		)	(3.2		)	(2.8		)
Fair value of plan assets end of year	$	285.8		$	326.2		$	286.5		$	249.0		$	—		$	—
Funded status
Benefit obligations in excess of the fair value of plan assets	$	(61.1	)	$	(68.1	)	$	(175.5	)	$	(211.9	)	$	(42.4	)	$	(59.3	)

Amounts recorded in the Consolidated Balance Sheets were as follows:



	U.S. pension plans						Non-U.S. pension plans						Other post- retirement plans
In millions	2013			2012			2013			2012			2013			2012
Other non-current assets	$	0.7		$	—		$	3.7		$	—		$	—		$	—
Current liabilities	(3.9		)	(3.5		)	(4.7		)	(4.9		)	(3.7		)	(4.5		)
Non-current liabilities	(57.9		)	(64.6		)	(174.5		)	(207.0		)	(38.7		)	(54.8		)
Benefit obligations in excess of the fair value of plan assets	$	(61.1	)	$	(68.1	)	$	(175.5	)	$	(211.9	)	$	(42.4	)	$	(59.3	)

The accumulated benefit obligation for all defined benefit plans was $772.2 million and $804.2 million at December 31, 2013 and 2012, respectively.

Information for pension plans with an accumulated benefit obligation or projected benefit obligation in excess of plan assets as of December 31 are as follows:



	Projected benefit obligation exceeds the fair value of plan assets				Accumulated benefit obligation exceeds the fair value of plan assets
In millions	2013		2012		2013		2012
U.S. pension plans
Projected benefit obligation	$	76.3	$	158.1	$	76.3	$	87.1
Fair value of plan assets	14.5		85.3		14.5		15.5
Accumulated benefit obligation	N/A		N/A		73.1		77.2
Non-U.S. pension plans
Projected benefit obligation	$	438.2	$	436.7	$	420.4	$	431.3
Fair value of plan assets	259.0		222.4		244.5		217.2
Accumulated benefit obligation	N/A		N/A		411.5		420.0

Components of net periodic benefit expense (income) for our pension plans for the years ended December 31 were as follows:



	U. S. pension plans									Non-U.S. pension plans
In millions	2013			2012			2011			2013			2012			2011
Service cost	$	15.6		$	12.9		$	10.3		$	8.4		$	3.3		$	2.2
Interest cost	14.3			28.2			28.6			17.9			7.5			4.1
Expected return on plan assets	(9.7		)	(29.4		)	(27.9		)	(15.2		)	(3.9		)	(0.5		)
Amortization of prior year service cost (benefit)	0.4			—			—			(0.2		)	—			—
Net actuarial (gain) loss	(18.3		)	114.3			59.0			(30.0		)	24.2			4.2
Net periodic benefit expense (income)	$	2.3		$	126.0		$	70.0		$	(19.1	)	$	31.1		$	10.0

Components of net periodic benefit expense (income) for our other post-retirement plans for the years ended December 31 were as follows:



	Other post-retirement plans
In millions	2013			2012		2011
Service cost	$	0.3		$	0.2	$	0.2
Interest cost	1.9			1.9		1.9
Amortization of prior year service benefit	(0.8		)	—		—
Net actuarial (gain) loss	(15.9		)	8.1		2.4
Net periodic benefit (income) expense	$	(14.5	)	$	10.2	$	4.5

Assumptions

Weighted-average assumptions used to determine benefit obligations as of December 31 were as follows:



	U.S. pension plans						Non-U.S. pension plans						Other post-retirement plans
Percentages	2013		2012		2011		2013		2012		2011		2013		2012		2011
Discount rate	4.51	%	3.67	%	5.05	%	4.13	%	3.85	%	4.82	%	4.35	%	3.40	%	5.05	%
Rate of compensation increase	4.00	%	4.37	%	4.00	%	3.02	%	3.02	%	2.98	%	—		—		—

Weighted-average assumptions used to determine net periodic benefit expense (income) for years ended December 31 were as follows:



	U.S. pension plans						Non-U.S. pension plans						Other post-retirement plans
Percentages	2013		2012		2011		2013		2012		2011		2013		2012		2011
Discount rate	3.67	%	5.05	%	5.90	%	3.85	%	4.82	%	5.13	%	3.40	%	5.05	%	5.90	%
Expected long-term return on plan assets	3.75	%	7.50	%	8.00	%	5.98	%	4.09	%	4.50	%	—		—		—
Rate of compensation increase	4.37	%	4.21	%	4.00	%	3.02	%	2.98	%	2.98	%	—		—		—

Uncertainty in the securities markets and U.S. economy could result in investment returns less than those assumed. Should the securities markets decline or medical and prescription drug costs increase at a rate greater than assumed, we would expect increasing annual combined net pension and other post-retirement costs for the next several years. Should actual experience differ from actuarial assumptions, the projected pension benefit obligation and net pension cost and accumulated other post-retirement benefit obligation and other post-retirement benefit cost would be affected in future years.

Discount rates

The discount rate reflects the current rate at which the pension liabilities could be effectively settled at the end of the year based on our December 31 measurement date. The discount rate was determined by matching our expected benefit payments to payments from a stream of bonds rated AA or higher available in the marketplace, adjusted to eliminate the effects of call provisions. This produced a weighted-average discount rate for our U.S. pension plans of 4.51%, 3.67% and 5.05% in 2013, 2012 and 2011, respectively. The discount rates on our non-U.S. pension plans ranged from 0.50% to 5.00%, 0.50% to 4.50% and 0.75% to 5.00% in 2013, 2012 and 2011, respectively. There are no known or anticipated changes in our discount rate assumptions that will impact our pension expense in 2014.

Expected rates of return

Our expected rates of return on U.S. pension plan assets were 3.75%, 7.50% and 8.00% for 2013, 2012 and 2011, respectively. The expected rates of return on non-U.S. pension plan assets ranged from 1.00% to 6.50%, 1.00% to 4.60% and 0.25% to 5.20% in 2013, 2012 and 2011, respectively. The expected rate of return is designed to be a long-term assumption that may be subject to considerable year-to-year variance from actual returns. In developing the expected long-term rate of return, we considered our historical returns, with consideration given to forecasted economic conditions, our asset allocations, input from external consultants and broader longer-term market indices. U.S. pension plan assets yielded returns of (9.90)%, 10.80% and 7.80% in 2013, 2012 and 2011, respectively. As a result of our de-risking strategy to reduce U.S. pension plan liability, we anticipate the expected rate of return on our U.S. funded pension plans will continue to be consistent with the discount rate utilized. Any difference in the expected rate and actual returns will be included with the actuarial gain or loss recorded in the fourth quarter when our plans are remeasured.

Healthcare cost trend rates

The assumed healthcare cost trend rates for other post-retirement plans as of December 31 were as follows:



	2013		2012
Healthcare cost trend rate assumed for following year	7.0	%	7.4	%
Rate to which the cost trend rate is assumed to decline (the ultimate trend rate)	4.5	%	4.5	%
Year the cost trend rate reaches the ultimate trend rate	2027		2027

The assumed healthcare cost trend rates can have a significant effect on the amounts reported for healthcare plans. A one-percentage-point change in the assumed healthcare cost trend rates would have the following effects as of and for the year ended December 31, 2013:



	One Percentage Point
In millions	Increase		Decrease
Increase (decrease) in annual service and interest cost	$	0.1	$	(0.1	)
Increase (decrease) in other post-retirement benefit obligations	1.2		(1.0		)

Pension plans assets

Objective

The primary objective of our investment strategy is to meet the pension obligation to our employees at a reasonable cost to us. This is primarily accomplished through growth of capital and safety of the funds invested.

During 2012, we adopted an investment strategy for our U.S. pension plans with a primary objective of preserving the funded status of the U.S. plans. This is achieved through investments in fixed interest instruments with interest rate sensitivity characteristics closely reflecting the interest rate sensitivity of our benefit obligations. Shifting of allocations away from equities to liability hedging fixed income investments, by reinvesting in fixed income instruments as equity investments were redeemed, was completed during 2013. As of December 31, 2013, the U.S. pension plans have an approximately 92 percent allocation to fixed income investments.

Asset allocation

Our actual overall asset allocation for our U.S. and non-U.S. pension plans as compared to our investment policy goals as of December 31 was as follows:



	U.S. pension plans
	Actual				Target
Percentages	2013		2012		2013		2012
Equity securities	—	%	32	%	—		—
Fixed income	92	%	56	%	100	%	100	%
Alternative	7	%	7	%	—		—
Cash	1	%	5	%	—		—



	Non-U.S. pension plans
	Actual				Target
Percentages	2013		2012		2013		2012
Equity securities	54	%	51	%	56	%	55	%
Fixed income	41	%	42	%	44	%	45	%
Alternative	3	%	3	%	—		—
Cash	2	%	4	%	—		—

While the target allocations do not have a percentage allocated to cash, the plan assets will always include some cash due to cash flow requirements.

Fair value measurement

The fair values of our pension plan assets and their respective levels in the fair value hierarchy as of December 31, 2013 and December 31, 2012 were as follows:



	December 31, 2013
In millions	Level 1		Level 2		Level 3		Total
Cash and cash equivalents	$	1.8	$	5.9	$	—	$	7.7
Fixed income:
Corporate and non U.S. government	—		262.2		—		262.2
U.S. treasuries	—		75.5		—		75.5
Mortgage-backed securities	—		8.7		—		8.7
Other	—		34.1		—		34.1
Global equity securities:
Mid cap equity	—		7.3		—		7.3
Large cap equity	—		43.5		—		43.5
International equity	—		101.9		—		101.9
Long/short equity	—		0.6		—		0.6
Other investments	—		11.8		19.0		30.8
Total fair value of plan assets	$	1.8	$	551.5	$	19.0	$	572.3



	December 31, 2012
In millions	Level 1		Level 2		Level 3		Total
Cash equivalents	$	6.2	$	21.2	$	—	$	27.4
Fixed income:
Corporate and non U.S. government	—		164.3		—		164.3
U.S. treasuries	—		69.4		—		69.4
Mortgage-backed securities	—		23.4		—		23.4
Other	—		28.1		—		28.1
Global equity securities:
Mid cap equity	—		6.7		—		6.7
Large cap equity	—		89.0		—		89.0
International equity	—		89.8		—		89.8
Long/short equity	—		47.6		—		47.6
Other investments	—		11.2		18.3		29.5
Total fair value of plan assets	$	6.2	$	550.7	$	18.3	$	575.2

Valuation methodologies used for investments measured at fair value were as follows:


•	Cash and cash equivalents: Cash consists of cash held in bank accounts and was classified as Level 1. Cash equivalents consist of investments in commingled funds valued based on observable market data. Such investments were classified as Level 2.

•

Fixed income: Investments in corporate bonds, government securities, mortgages and asset backed securities were value based upon quoted market prices for similar securities and other observable market data. Investments in commingled funds were generally valued at the net asset value of units held at the end of the period based upon the value of the underlying investments as determined by quoted market prices or by a pricing service. Such investments were classified as Level 2.


•	Global equity securities: Investments in commingled funds were valued at the net asset value of units held at the end of the period based upon the value of the underlying investments as determined by quoted market prices or by a pricing service. Such investments were classified as Level 2.

•

Other investments: Other investments include investments in commingled funds with diversified investment strategies. Investments in commingled funds that were valued at the net asset value of units held at the end of the period based upon the value of the underlying investments as determined by quoted market prices or by a pricing service were classified as Level 2. Investments in commingled funds that were valued based on unobservable inputs due to liquidation restrictions were classified as Level 3.

The following tables present a reconciliation of Level 3 assets held during the years ended December 31, 2013 and 2012, respectively:



In millions	January 1, 2013		Net realized and unrealized gains (losses)		Net issuances and settlements			Net transfers into (out of) level 3		December 31, 2013
Other investments	$	18.3	$	1.9	$	(1.2	)	$	—	$	19.0
Total	$	18.3	$	1.9	$	(1.2	)	$	—	$	19.0



In millions	January 1, 2012		Net realized and unrealized gains (losses)		Net issuances and settlements			Net transfers into (out of) level 3		December 31, 2012
Other investments	$	19.0	$	1.1	$	(1.8	)	$	—	$	18.3
Fixed income investments	1.0		—		(1.0		)	—		—
Total	$	20.0	$	1.1	$	(2.8	)	$	—	$	18.3

Cash flows

Contributions

Pension contributions totaled $30.8 million and $235.2 million in 2013 and 2012, respectively. Our 2014 pension contributions are expected to be approximately $32.0 million to $37.0 million. The 2014 expected contributions will equal or exceed our minimum funding requirements.

Estimated future benefit payments

The following benefit payments, which reflect expected future service, as appropriate, are expected to be paid by the plans for the years ended December 31 as follows:



In millions	U.S. pension plans		Non-U.S. pension plans		Other post- retirement plans
2014	$	8.6	$	18.6	$	3.7
2015	9.8		16.2		3.5
2016	12.3		17.2		3.4
2017	13.7		18.5		3.4
2018	16.2		19.8		3.3
2019-2023	103.8		113.1		14.9

Savings plan

We have a 401(k) plan (“the 401(k) plan”) with an employee share ownership (“ESOP”) bonus component, which covers certain union and all non-union U.S. employees who meet certain age requirements. Under the 401(k) plan, eligible U.S. employees may voluntarily contribute a percentage of their eligible compensation. We match contributions made by employees who meet certain eligibility and service requirements. Our matching contribution is 100% of eligible employee contributions for the first 1% of eligible compensation and 50% of the next 5% of eligible compensation.

In addition to the matching contribution, all employees who meet certain service requirements receive a discretionary ESOP contribution equal to 1.5% of annual eligible compensation.

Additionally, we have a 401(k) plan acquired as part of the Merger (“the Flow 401(k) plan”) which covers certain union and all non-union U.S. employees who meet certain age requirements. Under the Flow 401(k) plan, eligible U.S. employees may voluntarily contribute a percentage of their eligible compensation. We match contributions made by employees who meet certain eligibility and service requirements. Our matching contribution is 500% of eligible employee contributions for the first 1% of eligible compensation. Additional company match is based on years of service, as follows: an additional 1% match at 10 – 19 years of service, an additional 2% match at 20 – 24 years, an additional 3% match at 25 – 29 years and an additional 4% match at 30+ years. Participants are 100% vested in the employer match after 3 years of service.

On December 31, 2013, the Flow 401(k) plan merged into the 401(k) plan and all employees covered by the Flow 401(k) plan became fully vested in their Flow 401(k) plan employer matching contributions and all future employer matching contributions will be made under the 401(k) plan matching contribution formula.

Our combined expense for the 401(k) plan, the Flow 401(k) plan and the ESOP was $26.8 million, $19.7 million and $15.8 million in 2013, 2012 and 2011, respectively.

Other retirement compensation

Total other accrued retirement compensation, primarily related to deferred compensation and supplemental retirement plans, was $53.3 million and $52.6 million as of December 31, 2013 and 2012, respectively, and is included in Pension and other post-retirement compensation and benefits in the Consolidated Balance Sheets.

Multi-employer defined benefit plans

We participate in a number of multi-employer defined benefit plans on behalf of certain employees. Pension expense related to multi-employer plans was not material in 2013, 2012 and 2011.