x | QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 |
o | TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 |
Delaware | 94-3207296 | |
(State or other jurisdiction of incorporation or organization) | (I.R.S. Employer Identification No.) | |
One Post Street, San Francisco, California | 94104 | |
(Address of principal executive offices) | (Zip Code) |
Large accelerated filer | x | Accelerated filer | o | |||
Non-accelerated filer | o (Do not check if a smaller reporting company) | Smaller reporting company | o |
Class | Outstanding as of | June 30, 2016 | |
Common stock, $0.01 par value | 225,701,955 shares |
Item | Page | |
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1A. | ||
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4. | ||
5. | ||
6. | ||
Quarter Ended June 30, | |||||||
2016 | 2015 | ||||||
Revenues | $ | 49,733 | $ | 47,546 | |||
Cost of Sales | (46,826 | ) | (44,698 | ) | |||
Gross Profit | 2,907 | 2,848 | |||||
Operating Expenses | (1,935 | ) | (1,917 | ) | |||
Operating Income | 972 | 931 | |||||
Other Income, Net | 19 | 13 | |||||
Interest Expense | (79 | ) | (89 | ) | |||
Income from Continuing Operations Before Income Taxes | 912 | 855 | |||||
Income Tax Expense | (239 | ) | (256 | ) | |||
Income from Continuing Operations | 673 | 599 | |||||
Loss from Discontinued Operations, Net of Tax | (113 | ) | (10 | ) | |||
Net Income | 560 | 589 | |||||
Net Income Attributable to Noncontrolling Interests | (18 | ) | (13 | ) | |||
Net Income Attributable to McKesson Corporation | $ | 542 | $ | 576 | |||
Earnings (Loss) Per Common Share Attributable to McKesson Corporation | |||||||
Diluted | |||||||
Continuing operations | $ | 2.88 | $ | 2.50 | |||
Discontinued operations | (0.50 | ) | (0.05 | ) | |||
Total | $ | 2.38 | $ | 2.45 | |||
Basic | |||||||
Continuing operations | $ | 2.91 | $ | 2.53 | |||
Discontinued operations | (0.50 | ) | (0.04 | ) | |||
Total | $ | 2.41 | $ | 2.49 | |||
Dividends Declared Per Common Share | $ | 0.28 | $ | 0.24 | |||
Weighted Average Common Shares | |||||||
Diluted | 228 | 235 | |||||
Basic | 225 | 232 |
Quarter Ended June 30, | |||||||
2016 | 2015 | ||||||
Net Income | $ | 560 | $ | 589 | |||
Other Comprehensive Income (Loss), Net of Tax | |||||||
Foreign currency translation adjustments arising during period | (255 | ) | 347 | ||||
Unrealized gains on cash flow hedges arising during period | — | 4 | |||||
Retirement-related benefit plans | 11 | (28 | ) | ||||
Other Comprehensive Income (Loss), Net of Tax | (244 | ) | 323 | ||||
Comprehensive Income (Loss) | 316 | 912 | |||||
Comprehensive Loss (Income) Attributable to Noncontrolling Interests | 48 | (57 | ) | ||||
Comprehensive Income (Loss) Attributable to McKesson Corporation | $ | 364 | $ | 855 |
June 30, 2016 | March 31, 2016 | ||||||
ASSETS | |||||||
Current Assets | |||||||
Cash and cash equivalents | $ | 4,659 | $ | 4,048 | |||
Receivables, net | 18,334 | 17,980 | |||||
Inventories, net | 15,500 | 15,335 | |||||
Prepaid expenses and other | 545 | 1,072 | |||||
Total Current Assets | 39,038 | 38,435 | |||||
Property, Plant and Equipment, Net | 2,430 | 2,278 | |||||
Goodwill | 11,127 | 9,786 | |||||
Intangible Assets, Net | 3,143 | 3,021 | |||||
Other Noncurrent Assets | 2,166 | 3,003 | |||||
Total Assets | $ | 57,904 | $ | 56,523 | |||
LIABILITIES, REDEEMABLE NONCONTROLLING INTERESTS AND EQUITY | |||||||
Current Liabilities | |||||||
Drafts and accounts payable | $ | 30,424 | $ | 28,585 | |||
Deferred revenue | 820 | 919 | |||||
Current portion of long-term debt | 2,168 | 1,610 | |||||
Other accrued liabilities | 3,162 | 3,955 | |||||
Total Current Liabilities | 36,574 | 35,069 | |||||
Long-Term Debt | 5,942 | 6,497 | |||||
Long-Term Deferred tax liabilities | 2,789 | 2,734 | |||||
Other Noncurrent Liabilities | 1,768 | 1,809 | |||||
Redeemable Noncontrolling Interests | 1,340 | 1,406 | |||||
McKesson Corporation Stockholders’ Equity | |||||||
Preferred stock, $0.01 par value, 100 shares authorized, no shares issued or outstanding | — | — | |||||
Common stock, $0.01 par value, 800 shares authorized at June 30, 2016 and March 31, 2016, 272 and 271 shares issued at June 30, 2016 and March 31, 2016 | 3 | 3 | |||||
Additional Paid-in Capital | 5,923 | 5,845 | |||||
Retained Earnings | 8,843 | 8,360 | |||||
Accumulated Other Comprehensive Loss | (1,739 | ) | (1,561 | ) | |||
Other | (3 | ) | (2 | ) | |||
Treasury Shares, at Cost, 46 at June 30, 2016 and March 31, 2016 | (3,778 | ) | (3,721 | ) | |||
Total McKesson Corporation Stockholders’ Equity | 9,249 | 8,924 | |||||
Noncontrolling Interests | 242 | 84 | |||||
Total Equity | 9,491 | 9,008 | |||||
Total Liabilities, Redeemable Noncontrolling Interests and Equity | $ | 57,904 | $ | 56,523 |
Quarter Ended June 30, | |||||||
2016 | 2015 | ||||||
Operating Activities | |||||||
Net income | $ | 560 | $ | 589 | |||
Adjustments to reconcile to net cash provided by operating activities: | |||||||
Depreciation and amortization | 242 | 229 | |||||
Deferred taxes | 31 | 23 | |||||
Charges associated with last-in-first-out inventory method | 47 | 91 | |||||
Loss (gain) from sales of businesses | 113 | (51 | ) | ||||
Other non-cash items | 29 | 20 | |||||
Changes in operating assets and liabilities, net of acquisitions: | |||||||
Receivables | (300 | ) | (749 | ) | |||
Inventories | (121 | ) | (635 | ) | |||
Drafts and accounts payable | 1,549 | 1,003 | |||||
Deferred revenue | (113 | ) | (126 | ) | |||
Taxes | 95 | 205 | |||||
Other | (273 | ) | (145 | ) | |||
Net cash provided by operating activities | 1,859 | 454 | |||||
Investing Activities | |||||||
Payments for property, plant and equipment | (76 | ) | (77 | ) | |||
Capitalized software expenditures | (38 | ) | (43 | ) | |||
Acquisitions, net of cash and cash equivalents acquired | (1,819 | ) | (6 | ) | |||
Proceeds from/(payment for) sale of businesses, net | (101 | ) | 84 | ||||
Restricted cash for acquisitions | 935 | 18 | |||||
Other | (55 | ) | 7 | ||||
Net cash used in investing activities | (1,154 | ) | (17 | ) | |||
Financing Activities | |||||||
Proceeds from short-term borrowings | 7 | 531 | |||||
Repayments of short-term borrowings | (14 | ) | (534 | ) | |||
Repayments of long-term debt | (1 | ) | (96 | ) | |||
Common stock transactions: | |||||||
Issuances | 36 | 38 | |||||
Share repurchases, including shares surrendered for tax withholding | (58 | ) | (105 | ) | |||
Dividends paid | (66 | ) | (59 | ) | |||
Other | 14 | 22 | |||||
Net cash used in financing activities | (82 | ) | (203 | ) | |||
Effect of exchange rate changes on cash and cash equivalents | (12 | ) | 60 | ||||
Net increase in cash and cash equivalents | 611 | 294 | |||||
Cash and cash equivalents at beginning of period | 4,048 | 5,341 | |||||
Cash and cash equivalents at end of period | $ | 4,659 | $ | 5,635 |
1. | Significant Accounting Policies |
3. | Business Combinations |
(In millions) | Amounts Recognized as of Acquisition Date (Provisional) | ||||
Receivables | $ | 106 | |||
Other current assets, net of cash and cash equivalents acquired | 19 | ||||
Goodwill | 1,219 | ||||
Intangible assets | 136 | ||||
Other long-term assets | 76 | ||||
Current liabilities | (117 | ) | |||
Other long-term liabilities | (80 | ) | |||
Fair value of net assets, less cash and cash equivalents | 1,359 | ||||
Less: Noncontrolling Interests | (152 | ) | |||
Net assets acquired, net of cash and cash equivalents | $ | 1,207 |
4. | Discontinued Operations |
5. | Restructuring |
Quarter Ended June 30, 2016 | ||||||||||||||||||||||||
(In millions) | Balance March 31, 2016 | Net restructuring charges recognized | Non-cash charges | Cash Payments | Other | Balance June 30, 2016 (1) | ||||||||||||||||||
Cost Alignment Plan | ||||||||||||||||||||||||
Distribution Solutions | $ | 156 | $ | 10 | $ | (8 | ) | $ | (28 | ) | $ | (2 | ) | $ | 128 | |||||||||
Technology Solutions | 45 | (1 | ) | — | (8 | ) | — | 36 | ||||||||||||||||
Corporate | 21 | — | — | (9 | ) | — | 12 | |||||||||||||||||
Total | $ | 222 | $ | 9 | $ | (8 | ) | $ | (45 | ) | $ | (2 | ) | $ | 176 |
(1) | The reserve balances as of June 30, 2016 include $130 million recorded in other accrued liabilities and $46 million recorded in other noncurrent liabilities in our consolidated balance sheet. |
6. | Divestiture of a Business |
7. | Income Taxes |
8. | Redeemable Noncontrolling Interests |
(In millions) | Redeemable Noncontrolling Interests | ||
Balance, March 31, 2016 | $ | 1,406 | |
Net income attributable to noncontrolling interests | 11 | ||
Other comprehensive loss | (66 | ) | |
Reclassification of recurring compensation to other accrued liabilities | (11 | ) | |
Balance, June 30, 2016 | $ | 1,340 |
9. | Earnings Per Common Share |
Quarter Ended June 30, | |||||||
(In millions, except per share amounts) | 2016 | 2015 | |||||
Income from continuing operations | $ | 673 | $ | 599 | |||
Net income attributable to noncontrolling interests | (18 | ) | (13 | ) | |||
Income from continuing operations attributable to McKesson | 655 | 586 | |||||
Loss from discontinued operations, net of tax | (113 | ) | (10 | ) | |||
Net income attributable to McKesson | $ | 542 | $ | 576 | |||
Weighted average common shares outstanding: | |||||||
Basic | 225 | 232 | |||||
Effect of dilutive securities: | |||||||
Options to purchase common stock | 1 | 1 | |||||
Restricted stock units | 2 | 2 | |||||
Diluted | 228 | 235 | |||||
Earnings (loss) per common share attributable to McKesson: (1) | |||||||
Diluted | |||||||
Continuing operations | $ | 2.88 | $ | 2.50 | |||
Discontinued operations | (0.50 | ) | (0.05 | ) | |||
Total | $ | 2.38 | $ | 2.45 | |||
Basic | |||||||
Continuing operations | $ | 2.91 | $ | 2.53 | |||
Discontinued operations | (0.50 | ) | (0.04 | ) | |||
Total | $ | 2.41 | $ | 2.49 |
(1) | Certain computations may reflect rounding adjustments. |
10. | Goodwill and Intangible Assets, Net |
(In millions) | Distribution Solutions | Technology Solutions | Total | ||||||||
Balance, March 31, 2016 | $ | 7,987 | $ | 1,799 | $ | 9,786 | |||||
Goodwill acquired | 1,501 | — | 1,501 | ||||||||
Acquisition accounting, transfers and other adjustments | 2 | — | 2 | ||||||||
Foreign currency translation adjustments, net | (160 | ) | (2 | ) | (162 | ) | |||||
Balance, June 30, 2016 | $ | 9,330 | $ | 1,797 | $ | 11,127 |
June 30, 2016 | March 31, 2016 | ||||||||||||||||||||||||
(Dollars in millions) | Weighted Average Remaining Amortization Period (years) | Gross Carrying Amount | Accumulated Amortization | Net Carrying Amount | Gross Carrying Amount | Accumulated Amortization | Net Carrying Amount | ||||||||||||||||||
Customer relationships | 8 | $ | 2,769 | $ | (1,383 | ) | $ | 1,386 | $ | 2,652 | $ | (1,324 | ) | $ | 1,328 | ||||||||||
Service agreements | 14 | 959 | (283 | ) | 676 | 959 | (269 | ) | 690 | ||||||||||||||||
Pharmacy licenses | 25 | 806 | (127 | ) | 679 | 857 | (121 | ) | 736 | ||||||||||||||||
Trademarks and trade names | 14 | 391 | (99 | ) | 292 | 314 | (96 | ) | 218 | ||||||||||||||||
Technology | 2 | 195 | (185 | ) | 10 | 195 | (182 | ) | 13 | ||||||||||||||||
Other | 4 | 234 | (134 | ) | 100 | 163 | (127 | ) | 36 | ||||||||||||||||
Total | $ | 5,354 | $ | (2,211 | ) | $ | 3,143 | $ | 5,140 | $ | (2,119 | ) | $ | 3,021 |
11. | Debt and Financing Activities |
12. | Pension Benefits |
13. | Hedging Activities |
Balance Sheet Caption | June 30, 2016 | March 31, 2016 | ||||||||||||||||||
Fair Value of Derivative | U.S. Dollar Notional | Fair Value of Derivative | U.S. Dollar Notional | |||||||||||||||||
(In millions) | Asset | Liability | Asset | Liability | ||||||||||||||||
Derivatives designated for hedge accounting | ||||||||||||||||||||
Foreign exchange contracts (current) | Prepaid expenses and other | $ | 16 | $ | — | $ | 80 | $ | 16 | $ | — | $ | 80 | |||||||
Foreign exchange contracts (non-current) | Other Noncurrent Assets | 47 | — | 243 | 46 | — | 243 | |||||||||||||
Cross currency swaps (non-current) | Other Noncurrent Assets/Liabilities | 49 | — | 901 | — | 8 | 546 | |||||||||||||
Total | $ | 112 | $ | — | $ | 62 | $ | 8 | ||||||||||||
Derivatives not designated for hedge accounting | ||||||||||||||||||||
Foreign exchange contracts (current) | Prepaid expenses and other | $ | 6 | $ | — | $ | 139 | $ | 23 | $ | — | $ | 680 | |||||||
Foreign exchange contracts (current) | Other accrued liabilities | — | — | 9 | — | — | 196 | |||||||||||||
Total | $ | 6 | $ | — | $ | 23 | $ | — |
14. | Fair Value Measurements |
15. | Commitments and Contingent Liabilities |
16. | Stockholders’ Equity |
Quarter Ended June 30, | |||||||
(In millions) | 2016 | 2015 | |||||
Foreign currency translation adjustments(1) | |||||||
Foreign currency translation adjustments arising during period, net of income tax benefit of $12 and nil (2) (3) | $ | (275 | ) | $ | 347 | ||
Reclassified to income statement, net of income tax expense of nil and nil (4) | 20 | — | |||||
(255 | ) | 347 | |||||
Unrealized gains on cash flow hedges | |||||||
Unrealized gains on cash flow hedges arising during period, net of income tax expense of nil and nil | — | 4 | |||||
Changes in retirement-related benefit plans (5) | |||||||
Net actuarial loss and prior service cost arising during the period, net of income tax benefit of nil and $8 | — | (29 | ) | ||||
Amortization of actuarial loss and prior service costs, net of income tax expense of $1 and $4 (6) | 3 | 7 | |||||
Foreign currency translation adjustments and other, net of income tax expense of nil and nil | 8 | (6 | ) | ||||
11 | (28 | ) | |||||
Other comprehensive income (loss), net of tax | $ | (244 | ) | $ | 323 |
(1) | Foreign currency translation adjustments result from the conversion of non-U.S. dollar financial statements of our foreign subsidiaries into the Company’s reporting currency, U.S. dollars, and were primarily related to our foreign subsidiary, Celesio, during the first quarters of 2017 and 2016. |
(2) | The net foreign currency translation losses during the first quarter of 2017 were primarily due to the weakening of the Euro and British pound sterling against the U.S. dollar from April 1, 2016 to June 30, 2016. During the first quarter of 2016, the currency translation gains were primarily due to the strengthening of the Euro, British pound sterling and Canadian dollars against the U.S. dollar from April 1, 2015 to June 30, 2015. |
(3) | The first quarters of 2017 and 2016 include net foreign currency translation losses of $67 million and net foreign translation gains of $50 million attributable to redeemable noncontrolling interests. |
(4) | The first quarter of 2017 includes net foreign currency translation losses of $20 million reclassified from accumulated other comprehensive income (loss) to loss from discontinued operations, net of tax, within our condensed consolidated statements of operations due to the sale of our Brazilian pharmaceutical distribution business. |
(5) | The first quarters of 2017 and 2016 include net actuarial losses of $1 million and $6 million attributable to redeemable noncontrolling interests. |
(6) | Pre-tax amount reclassified into cost of sales and operating expenses in our condensed consolidated statements of operations. The related tax expense was reclassified into income tax expense in our condensed consolidated statements of operations. |
(In millions) | Foreign Currency Translation Adjustments, Net of Tax | Unrealized Gains (Losses) on Cash Flow Hedges, Net of Tax | Unrealized Net Gains (Losses) and Other Components of Benefit Plans, Net of Tax | Total Accumulated Other Comprehensive Income (Loss) | |||||||||||
Balance at March 31, 2016 | $ | (1,323 | ) | $ | (12 | ) | $ | (226 | ) | $ | (1,561 | ) | |||
Other comprehensive income (loss) before reclassifications | (275 | ) | — | 8 | (267 | ) | |||||||||
Amounts reclassified to earnings and other | 20 | — | 3 | 23 | |||||||||||
Other comprehensive income (loss) | (255 | ) | — | 11 | (244 | ) | |||||||||
Less: amounts attributable to redeemable noncontrolling interests | (67 | ) | — | 1 | (66 | ) | |||||||||
Other comprehensive income (loss) attributable to McKesson | (188 | ) | — | 10 | (178 | ) | |||||||||
Balance at June 30, 2016 | $ | (1,511 | ) | $ | (12 | ) | $ | (216 | ) | $ | (1,739 | ) |
17. | Segment Information |
Quarter Ended June 30, | |||||||
(In millions) | 2016 | 2015 | |||||
Revenues | |||||||
Distribution Solutions (1) | |||||||
North America pharmaceutical distribution and services | $ | 41,211 | $ | 39,532 | |||
International pharmaceutical distribution and services | 6,330 | 5,838 | |||||
Medical-Surgical distribution and services | 1,468 | 1,440 | |||||
Total Distribution Solutions | 49,009 | 46,810 | |||||
Technology Solutions - products and services | 724 | 736 | |||||
Total Revenues | $ | 49,733 | $ | 47,546 | |||
Operating profit | |||||||
Distribution Solutions (2) | $ | 928 | $ | 910 | |||
Technology Solutions (3) | 168 | 158 | |||||
Total | 1,096 | 1,068 | |||||
Corporate Expenses, Net | (105 | ) | (124 | ) | |||
Interest Expense | (79 | ) | (89 | ) | |||
Income from Continuing Operations Before Income Taxes | $ | 912 | $ | 855 |
(1) | Revenues derived from services represent less than 2% of this segment’s total revenues. |
(2) | Distribution Solutions operating profit for the first quarters of 2017 and 2016 include $47 million and $91 million in pre-tax charges related to our last-in, first-out (“LIFO”) method of accounting for inventories. LIFO expense was less in 2017 primarily due to lower full year expectations for price increases. Additionally, the first quarters of 2017 and 2016 include $142 million and $59 million of net cash proceeds representing our share of net settlements of antitrust class action lawsuits against drug manufacturers. |
(3) | Technology Solutions operating profit for the first quarter of 2016 includes a pre-tax gain of $51 million recognized from the sale of our nurse triage business. |
Item 2. | Management’s Discussion and Analysis of Financial Condition and Results of Operations. |
(Dollars in millions, except per share data) | Quarter Ended June 30, | |||||||||
2016 | 2015 | Change | ||||||||
Revenues | $ | 49,733 | $ | 47,546 | 5 | % | ||||
Gross Profit | $ | 2,907 | $ | 2,848 | 2 | % | ||||
Operating Expenses | $ | (1,935 | ) | $ | (1,917 | ) | 1 | % | ||
Income from Continuing Operations Before Income Taxes | $ | 912 | $ | 855 | 7 | % | ||||
Income Tax Expense | (239 | ) | (256 | ) | (7 | ) | ||||
Income from Continuing Operations | 673 | 599 | 12 | |||||||
Loss from Discontinued Operations, Net of Tax | (113 | ) | (10 | ) | 1,030 | |||||
Net Income | 560 | 589 | (5 | ) | ||||||
Net Income Attributable to Noncontrolling Interests | (18 | ) | (13 | ) | 38 | |||||
Net Income Attributable to McKesson Corporation | $ | 542 | $ | 576 | (6 | ) | % | |||
Diluted Earnings (Loss) Per Common Share Attributable to McKesson Corporation | ||||||||||
Continuing Operations | $ | 2.88 | $ | 2.50 | 15 | % | ||||
Discontinued Operations | (0.50 | ) | (0.05 | ) | 900 | |||||
Total | $ | 2.38 | $ | 2.45 | (3 | ) | % | |||
Weighted Average Diluted Common Shares | 228 | 235 | (3 | ) | % |
Quarter Ended June 30, | |||||||||||
(Dollars in millions) | 2016 | 2015 | Change | ||||||||
Distribution Solutions | |||||||||||
North America pharmaceutical distribution and services | $ | 41,211 | $ | 39,532 | 4 | % | |||||
International pharmaceutical distribution and services | 6,330 | 5,838 | 8 | ||||||||
Medical-Surgical distribution and services | 1,468 | 1,440 | 2 | ||||||||
Total Distribution Solutions | 49,009 | 46,810 | 5 | ||||||||
Technology Solutions - products and services | 724 | 736 | (2 | ) | |||||||
Total Revenues | $ | 49,733 | $ | 47,546 | 5 | % |
Quarter Ended June 30, | |||||||||||
(Dollars in millions) | 2016 | 2015 | Change | ||||||||
Gross Profit | |||||||||||
Distribution Solutions | $ | 2,513 | $ | 2,493 | 1 | % | |||||
Technology Solutions | 394 | 355 | 11 | ||||||||
Total | $ | 2,907 | $ | 2,848 | 2 | % | |||||
Gross Profit Margin | |||||||||||
Distribution Solutions | 5.13 | 5.33 | (20 | ) | bp | ||||||
Technology Solutions | 54.42 | 48.23 | 619 | ||||||||
Total | 5.85 | 5.99 | (14 | ) | bp |
Quarter Ended June 30, | |||||||||||
(Dollars in millions) | 2016 | 2015 | Change | ||||||||
Operating Expenses | |||||||||||
Distribution Solutions | $ | 1,599 | $ | 1,592 | - | % | |||||
Technology Solutions | 226 | 198 | 14 | ||||||||
Corporate | 110 | 127 | (13 | ) | |||||||
Total | $ | 1,935 | $ | 1,917 | 1 | % | |||||
Operating Expenses as a Percentage of Revenues | |||||||||||
Distribution Solutions | 3.26 | 3.40 | (14 | ) | bp | ||||||
Technology Solutions | 31.22 | 26.90 | 432 | ||||||||
Total | 3.89 | 4.03 | (14 | ) | bp | ||||||
Other Income, Net | |||||||||||
Distribution Solutions | $ | 14 | $ | 9 | 56 | % | |||||
Technology Solutions | — | 1 | (100 | ) | |||||||
Corporate | 5 | 3 | 67 | ||||||||
Total | $ | 19 | $ | 13 | 46 | % |
Quarter Ended June 30, | |||||||
(Dollars in millions) | 2016 | 2015 | |||||
Operating Expenses | |||||||
Integration related expenses | $ | 22 | $ | 30 | |||
Severance and relocation | 8 | — | |||||
Transaction closing expenses | 16 | — | |||||
Other Income, Net | 4 | — | |||||
Total Acquisition Expenses and Related Adjustments | $ | 50 | $ | 30 |
Quarter Ended June 30, | |||||||
(Dollars in millions) | 2016 | 2015 | |||||
Operating Expenses and Other Income, Net | |||||||
Distributions Solutions | $ | 44 | $ | 29 | |||
Technology Solutions | 4 | — | |||||
Corporate | 2 | 1 | |||||
Total Acquisition Expenses and Related Adjustments | $ | 50 | $ | 30 |
Quarter Ended June 30, | |||||||
(Dollars in millions) | 2016 | 2015 | |||||
Distribution Solutions | $ | 106 | $ | 103 | |||
Technology Solutions | 9 | 9 | |||||
Total | $ | 115 | $ | 112 |
Quarter Ended June 30, | |||||||||||
(Dollars in millions) | 2016 | 2015 | Change | ||||||||
Segment Operating Profit (1) | |||||||||||
Distribution Solutions | $ | 928 | $ | 910 | 2 | % | |||||
Technology Solutions | 168 | 158 | 6 | ||||||||
Subtotal | 1,096 | 1,068 | 3 | ||||||||
Corporate Expenses, Net | (105 | ) | (124 | ) | (15 | ) | |||||
Interest Expense | (79 | ) | (89 | ) | (11 | ) | |||||
Income from Continuing Operations Before Income Taxes | $ | 912 | $ | 855 | 7 | % | |||||
Segment Operating Profit Margin | |||||||||||
Distribution Solutions | 1.89 | % | 1.94 | % | (5 | ) | bp | ||||
Technology Solutions | 23.20 | 21.47 | 173 |
(1) | Segment operating profit includes gross profit, net of operating expenses, as well as other income, net, for our two operating segments. |
(Dollars in millions) | June 30, 2016 | March 31, 2016 | ||||||
Cash and cash equivalents | $ | 4,659 | $ | 4,048 | ||||
Working capital | 2,464 | 3,366 | ||||||
Debt to capital ratio (1) | 42.5 | % | 43.6 | % | ||||
Return on McKesson stockholders’ equity (2) | 24.9 | % | 26.0 | % |
(1) | Ratio is computed as total debt divided by the sum of total debt and McKesson stockholders’ equity, which excludes noncontrolling and redeemable noncontrolling interests and accumulated other comprehensive income (loss). |
(2) | Ratio is computed as net income attributable to McKesson Corporation for the last four quarters, divided by a five-quarter average of McKesson stockholders’ equity, which excludes noncontrolling and redeemable noncontrolling interests. |
▪ | changes in the U.S. healthcare industry and regulatory environment; |
▪ | foreign operations subject us to a number of operating, economic, political and regulatory risks; |
▪ | changes in the Canadian healthcare industry and regulatory environment; |
▪ | general European economic conditions together with austerity measures taken by certain European governments; |
▪ | changes in the European regulatory environment with respect to privacy and data protection regulations; |
▪ | foreign currency fluctuations; |
▪ | the Company’s ability to successfully identify, consummate, finance and integrate strategic acquisitions; |
▪ | the Company’s ability to manage and complete divestitures; |
▪ | material adverse resolution of pending legal and regulatory proceedings; |
▪ | competition; |
▪ | substantial defaults in payments or a material reduction in purchases by, or the loss of, a large customer or group purchasing organization; |
▪ | the loss of government contracts as a result of compliance or funding challenges; |
▪ | public health issues in the United States or abroad; |
▪ | cyberattack, disaster, or malfunction to computer systems; |
▪ | the adequacy of insurance to cover property loss or liability claims; |
▪ | the Company’s failure to attract and retain customers for its software products and solutions due to integration and implementation challenges, or due to an inability to keep pace with technological advances; |
▪ | the Company’s proprietary products and services may not be adequately protected, and its products and solutions may be found to infringe on the rights of others; |
▪ | system errors or failure of our technology products and solutions to conform to specifications; |
▪ | disaster or other event causing interruption of customer access to the data residing in our service centers; |
▪ | the delay or extension of our sales or implementation cycles for external software products; |
▪ | changes in circumstances that could impair our goodwill or intangible assets; |
▪ | new or revised tax legislation or challenges to our tax positions; |
▪ | general economic conditions, including changes in the financial markets that may affect the availability and cost of credit to the Company, its customers or suppliers; |
▪ | changes in accounting principles generally accepted in the United States of America; |
▪ | withdrawal from participation in one or more multiemployer pension plans or if such plans are reported to have underfunded liabilities; |
▪ | expected benefits from our restructuring and business process initiatives; |
▪ | difficulties with outsourcing and similar third party relationships; |
▪ | new challenges associated with our retail expansion; and |
▪ | inability to keep existing retail store locations or open new retail locations in desirable places. |
Item 3. | Quantitative and Qualitative Disclosures about Market Risk. |
Item 4. | Controls and Procedures. |
Item 1. | Legal Proceedings. |
Item 1A. | Risk Factors. |
Item 2. | Unregistered Sales of Equity Securities and Use of Proceeds. |
Share Repurchases (1) | |||||||
(In millions, except price per share) | Total Number of Shares Purchased | Average Price Paid Per Share | Total Number of Shares Purchased As Part of Publicly Announced Program | Approximate Dollar Value of Shares that May Yet Be Purchased Under the Programs | |||
April 1, 2016 – April 30, 2016 | — | $ | — | — | $ | 996 | |
May 1, 2016 – May 31, 2016 | — | — | — | 996 | |||
June 1, 2016 – June 30, 2016 | — | — | — | 996 | |||
Total | — | — | — |
(1) | This table does not include shares tendered to satisfy the exercise price in connection with cashless exercises of employee stock options or shares tendered to satisfy tax withholding obligations in connection with employee equity awards. |
Item 3. | Defaults Upon Senior Securities. |
Item 4. | Mine Safety Disclosures. |
Item 5. | Other Information. |
Item 6. | Exhibits. |
Exhibit Number | Description |
2.1* | Agreement of Contribution and Sale, dated as of June 28, 2016, by and among McKesson Corporation, PF2 NewCo LLC, PF2 NewCo Intermediate Holdings, LLC, PF2 NewCo Holdings, LLC, HCIT Holdings, Inc., Change Healthcare, Inc., Change Aggregator L.P. and H&F Echo Holdings, L.P.; (Exhibit 2.1 to the Company’s Current Report on Form 8-K, filed with the SEC on July 5, 2016, File No. 1-13252). |
31.1 | Certification of the Chief Executive Officer Pursuant to Rule 13a-14(a) and 15d-14(a) of the Securities Exchange Act of 1934, as adopted pursuant to Section 302 of the Sarbanes-Oxley Act of 2002. |
31.2 | Certification of the Chief Financial Officer Pursuant to Rule 13a-14(a) and 15d-14(a) of the Securities Exchange Act of 1934, as adopted pursuant to Section 302 of the Sarbanes-Oxley Act of 2002. |
32† | Certification Pursuant to 18 U.S.C. Section 1350, as adopted pursuant to Section 906 of the Sarbanes-Oxley Act of 2002. |
101 | The following materials from the McKesson Corporation Quarterly Report on Form 10-Q for the quarter ended June 30, 2016, formatted in Extensible Business Reporting Language (XBRL): (i) Condensed Consolidated Statements of Operations, (ii) Condensed Consolidated Statements of Comprehensive Income, (iii) Condensed Consolidated Balance Sheets, (iv) Condensed Consolidated Statements of Cash Flows, and (v) related Financial Notes. |
* | The schedules and annexes to this agreement have been omitted from this filing pursuant to Item 601(b)(2) of Regulation S-K. McKesson agrees to furnish a copy of any omitted schedule or annex to the Securities and Exchange Commission upon request. |
† | Furnished herewith. |
MCKESSON CORPORATION | |||
Date: | July 27, 2016 | /s/ James A. Beer | |
James A. Beer | |||
Executive Vice President and Chief Financial Officer |
MCKESSON CORPORATION | |||
Date: | July 27, 2016 | /s/ Erin M. Lampert | |
Erin M. Lampert | |||
Senior Vice President and Controller |
1. | I have reviewed this quarterly report on Form 10-Q of McKesson Corporation; |
2. | Based on my knowledge, this report does not contain any untrue statement of a material fact or omit to state a material fact necessary to make the statements made, in light of the circumstances under which such statements were made, not misleading with respect to the period covered by this report; |
3. | Based on my knowledge, the financial statements, and other financial information included in this report, fairly present in all material respects the financial condition, results of operations and cash flows of the registrant as of, and for, the periods presented in this report; |
4. | The registrant’s other certifying officer and I are responsible for establishing and maintaining disclosure controls and procedures (as defined in Exchange Act Rules 13a-15(e) and 15d-15(e)) and internal control over financial reporting (as defined in Exchange Act Rules 13a-15(f) and 15d-15(f)) for the registrant and have: |
a) | Designed such disclosure controls and procedures, or caused such disclosure controls and procedures to be designed under our supervision, to ensure that material information relating to the registrant, including its consolidated subsidiaries, is made known to us by others within those entities, particularly during the period in which this report is being prepared; |
b) | Designed such internal control over financial reporting, or caused such internal control over financial reporting to be designed under our supervision, to provide reasonable assurance regarding the reliability of financial reporting and the preparation of financial statements for external purposes in accordance with generally accepted accounting principles; |
c) | Evaluated the effectiveness of the registrant's disclosure controls and procedures and presented in this report our conclusions about the effectiveness of the disclosure controls and procedures, as of the end of the period covered by this report based on such evaluation; and |
d) | Disclosed in this report any change in the registrant's internal control over financial reporting that occurred during the registrant's most recent fiscal quarter (the registrant's fourth fiscal quarter in the case of an annual report) that has materially affected, or is reasonably likely to materially affect, the registrant's internal control over financial reporting; and |
5. | The registrant’s other certifying officer and I have disclosed, based on our most recent evaluation of internal control over financial reporting, to the registrant’s auditors and the audit committee of the registrant's board of directors (or persons performing the equivalent functions): |
a) | All significant deficiencies and material weaknesses in the design or operation of internal control over financial reporting which are reasonably likely to adversely affect the registrant's ability to record, process, summarize and report financial information; and |
b) | Any fraud, whether or not material, that involves management or other employees who have a significant role in the registrant's internal control over financial reporting. |
Date: | July 27, 2016 | /s/ John H. Hammergren | |
John H. Hammergren | |||
Chairman of the Board, President and Chief Executive Officer |
1. | I have reviewed this quarterly report on Form 10-Q of McKesson Corporation; |
2. | Based on my knowledge, this report does not contain any untrue statement of a material fact or omit to state a material fact necessary to make the statements made, in light of the circumstances under which such statements were made, not misleading with respect to the period covered by this report; |
3. | Based on my knowledge, the financial statements, and other financial information included in this report, fairly present in all material respects the financial condition, results of operations and cash flows of the registrant as of, and for, the periods presented in this report; |
4. | The registrant’s other certifying officer and I are responsible for establishing and maintaining disclosure controls and procedures (as defined in Exchange Act Rules 13a-15(e) and 15d-15(e)) and internal control over financial reporting (as defined in Exchange Act Rules 13a-15(f) and 15d-15(f)) for the registrant and have: |
a) | Designed such disclosure controls and procedures, or caused such disclosure controls and procedures to be designed under our supervision, to ensure that material information relating to the registrant, including its consolidated subsidiaries, is made known to us by others within those entities, particularly during the period in which this report is being prepared; |
b) | Designed such internal control over financial reporting, or caused such internal control over financial reporting to be designed under our supervision, to provide reasonable assurance regarding the reliability of financial reporting and the preparation of financial statements for external purposes in accordance with generally accepted accounting principles; |
c) | Evaluated the effectiveness of the registrant's disclosure controls and procedures and presented in this report our conclusions about the effectiveness of the disclosure controls and procedures, as of the end of the period covered by this report based on such evaluation; and |
d) | Disclosed in this report any change in the registrant's internal control over financial reporting that occurred during the registrant's most recent fiscal quarter (the registrant's fourth fiscal quarter in the case of an annual report) that has materially affected, or is reasonably likely to materially affect, the registrant's internal control over financial reporting; and |
5. | The registrant’s other certifying officer and I have disclosed, based on our most recent evaluation of internal control over financial reporting, to the registrant’s auditors and the audit committee of the registrant's board of directors (or persons performing the equivalent functions): |
a) | All significant deficiencies and material weaknesses in the design or operation of internal control over financial reporting which are reasonably likely to adversely affect the registrant's ability to record, process, summarize and report financial information; and |
b) | Any fraud, whether or not material, that involves management or other employees who have a significant role in the registrant's internal control over financial reporting. |
Date: | July 27, 2016 | /s/ James A. Beer | |
James A. Beer | |||
Executive Vice President and Chief Financial Officer |
1. | The Report fully complies with the requirements of Section 13(a) or 15(d) of the Securities Exchange Act of 1934; and |
2. | The information contained in the Report fairly presents, in all material respects, the financial condition and results of operations of the Company. |
/s/ John H. Hammergren | ||
John H. Hammergren | ||
Chairman of the Board, President and Chief Executive Officer | ||
July 27, 2016 | ||
/s/ James A. Beer | ||
James A. Beer | ||
Executive Vice President and Chief Financial Officer | ||
July 27, 2016 | ||
Document and Entity Information |
3 Months Ended |
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Jun. 30, 2016
shares
| |
Document And Entity Information [Abstract] | |
Entity Registrant Name | MCKESSON CORP |
Entity Central Index Key | 0000927653 |
Current Fiscal Year End Date | --03-31 |
Entity Filer Category | Large Accelerated Filer |
Document Type | 10-Q |
Document Period End Date | Jun. 30, 2016 |
Document Fiscal Year Focus | 2017 |
Document Fiscal Period Focus | Q1 |
Amendment Flag | false |
Entity Common Stock, Shares Outstanding (Cover) | 225,701,955 |
CONDENSED CONSOLIDATED STATEMENTS OF COMPREHENSIVE INCOME - USD ($) $ in Millions |
3 Months Ended | |
---|---|---|
Jun. 30, 2016 |
Jun. 30, 2015 |
|
Statement of Comprehensive Income [Abstract] | ||
Net Income | $ 560 | $ 589 |
Other Comprehensive Income (Loss), Net of Tax | ||
Foreign currency translation adjustments arising during period | (255) | 347 |
Unrealized gains on cash flow hedges arising during period | 0 | 4 |
Retirement-related benefit plans | 11 | (28) |
Other Comprehensive Income (Loss), Net of Tax | (244) | 323 |
Comprehensive Income (Loss) | 316 | 912 |
Comprehensive Loss (Income) Attributable to Noncontrolling Interests | 48 | (57) |
Comprehensive Income (Loss) Attributable to McKesson Corporation | $ 364 | $ 855 |
CONDENSED CONSOLIDATED BALANCE SHEETS (Parentheticals) - $ / shares |
Jun. 30, 2016 |
Mar. 31, 2016 |
---|---|---|
McKesson Corporation Stockholders’ Equity | ||
Preferred stock, par value (in dollars per share) | $ 0.01 | $ 0.01 |
Preferred stock, shares authorized (in shares) | 100,000,000 | 100,000,000 |
Preferred stock, shares issued (in shares) | 0 | 0 |
Preferred stock, shares outstanding (in shares) | 0 | 0 |
Common stock, par value (in dollars per share) | $ 0.01 | $ 0.01 |
Common stock, shares authorized (in shares) | 800,000,000 | 800,000,000 |
Common stock, shares issued (in shares) | 272,000,000 | 271,000,000 |
Treasury stock, shares (in shares) | 46,000,000 | 46,000,000 |
Significant Accounting Policies |
3 Months Ended |
---|---|
Jun. 30, 2016 | |
Accounting Policies [Abstract] | |
Significant Accounting Policies | Significant Accounting Policies Basis of Presentation: The condensed consolidated financial statements of McKesson Corporation (“McKesson,” the “Company,” or “we” and other similar pronouns) include the financial statements of all wholly-owned subsidiaries and majority‑owned or controlled companies. For those consolidated subsidiaries where our ownership is less than 100%, the portion of the net income or loss allocable to the noncontrolling interests is reported as “Net Income Attributable to Noncontrolling Interests” on the condensed consolidated statements of operations. All significant intercompany balances and transactions have been eliminated in consolidation. We consider ourselves to control an entity if we are the majority owner of and have voting control over such entity. We also assess control through means other than voting rights (“variable interest entities” or “VIEs”) and determine which business entity is primary beneficiary of the VIE. We consolidate VIEs when it is determined that we are the primary beneficiary of the VIE. Investments in business entities in which we do not have control, but have the ability to exercise significant influence over operating and financial policies, are accounted for using the equity method and our proportionate share of income or loss is recorded in Other Income, Net. Intercompany transactions and balances have been eliminated. The condensed consolidated financial statements have been prepared in accordance with accounting principles generally accepted in the United States of America (“GAAP”) for interim financial reporting and the rules and regulations of the U.S. Securities and Exchange Commission (“SEC”) and, therefore, do not include all information and disclosures normally included in the annual consolidated financial statements. To prepare the financial statements in conformity with GAAP, management must make estimates and assumptions that affect the reported amounts of assets and liabilities as of the date of these financial statements and income and expenses during the reporting period. Actual amounts may differ from these estimated amounts. In our opinion, the accompanying unaudited condensed consolidated financial statements include all normal recurring adjustments necessary for a fair presentation of our financial position, results of operations and cash flows for the interim periods presented. The results of operations for the quarter ended June 30, 2016 are not necessarily indicative of the results that may be expected for the entire year. These interim financial statements should be read in conjunction with the annual audited financial statements, accounting policies and financial notes included in our Annual Report on Form 10-K for the fiscal year ended March 31, 2016 previously filed with the SEC on May 5, 2016 (“2016 Annual Report”). Certain prior period amounts have been reclassified to conform to the current period presentation. The Company’s fiscal year begins on April 1 and ends on March 31. Unless otherwise noted, all references to a particular year shall mean the Company’s fiscal year. Recently Adopted Accounting Pronouncements Share-Based Payments: In March 2016, amended guidance was issued for employee share-based payment awards. Under the amended guidance, all excess tax benefits (“windfalls”) and deficiencies (“shortfalls”) related to employee share-based compensation arrangements will be recognized within income tax expense. Under the previous guidance, windfalls were recognized in additional paid-in capital (“APIC”) and shortfalls were only recognized to the extent they exceeded the pool of windfall tax benefits. The amended guidance also requires excess tax benefits to be classified as an operating activity in the statement of cash flows, rather than a financing activity. The amended guidance is effective for us commencing in the first quarter of 2018. Early adoption is permitted. We elected to early adopt this amended guidance in the first quarter of 2017. The primary impact of the adoption was the recognition of excess tax benefits in the income statement on a prospective basis, rather than APIC. As a result, a discrete tax benefit of $37 million was recognized in income tax expense in the first quarter of 2017. We also elected to adopt the cash flow presentation of the excess tax benefits prospectively commencing in the first quarter of 2017. None of the other provisions in this amended guidance had a material impact on our condensed consolidated financial statements. Business Combinations: In the first quarter of 2017, we adopted amended guidance for an acquirer’s accounting for measurement-period adjustments. The amended guidance eliminates the requirement that an acquirer in a business combination account for measurement-period adjustments retrospectively and instead requires that measurement-period adjustments be recognized during the period in which it determines the adjustment. In addition, the amended guidance requires that the acquirer record, in the same period’s financial statements, the effect on earnings of changes in depreciation, amortization, or other income effects, if any, as a result of the change to the provisional amounts, calculated as if the accounting had been completed at the acquisition date. The adoption of this amended guidance did not have a material effect on our condensed consolidated financial statements. Fair Value Measurement: In the first quarter of 2017, we adopted amended guidance that limits disclosures and removes the requirement to categorize investments within the fair value hierarchy if the fair value of the investment is measured using the net asset value per share practical expedient. The amended guidance will primarily affect our fiscal 2017 annual disclosures related to our pension benefits. The adoption of this amended guidance did not have a material effect on our condensed consolidated financial statements. Fees Paid in a Cloud Computing Arrangement: In the first quarter of 2017, we adopted amended guidance for a customer’s accounting for fees paid in a cloud computing arrangement. The amended guidance requires customers to determine whether or not an arrangement contains a software license element. If the arrangement contains a software element, the related fees paid should be accounted for as an acquisition of a software license. If the arrangement does not contain a software license, it is accounted for as a service contract. The adoption of this amended guidance did not have a material effect on our condensed consolidated financial statements. Debt Issuance Costs: In the first quarter of 2017, we adopted amended guidance for the balance sheet presentation of debt issuance costs on a retrospective basis. The amended guidance requires debt issuance costs related to a recognized debt liability to be reported on the balance sheet as a direct deduction from the carrying amount of that debt liability. The recognition and measurement guidance for debt issuance costs are not affected by the amended guidance. In August 2015, a clarification was added to this amended guidance that debt issuance costs related to line-of-credit arrangements can continue to be deferred and presented as an asset on the balance sheet. Upon adoption, unamortized debt issuance costs of $40 million were reclassified primarily from other noncurrent assets to long-term debt at March 31, 2016. Consolidation: In the first quarter of 2017, we adopted amended guidance for consolidating legal entities in which a reporting entity holds a variable interest. The amended guidance modifies the evaluation of whether limited partnerships and similar legal entities are VIEs and changes the consolidation analysis of reporting entities that are involved with VIEs that have fee arrangements and related party relationships. The adoption of this amended guidance did not have a material effect on our condensed consolidated financial statements. Recently Issued Accounting Pronouncements Not Yet Adopted Financial Instruments - Credit Losses: In June 2016, amended guidance was issued, which will change the impairment model for most financial assets and require additional disclosures. The amended guidance requires financial assets that are measured at amortized cost, be presented at the net amount expected to be collected. The allowance for credit losses is a valuation account that is deducted from the amortized cost basis of financial assets. The amended guidance also requires us to consider historical experience, current conditions, and reasonable and supportable forecasts that affect the collectibility of the reported amount in estimating credit losses. The amended guidance becomes effective for us commencing in 2021 and will be applied through a cumulative-effect adjustment to the beginning retained earnings in the year of adoption. Early adoption is permitted. We are currently evaluating the impact of this amended guidance on our condensed consolidated financial statements. Investments: In March 2016, amended guidance was issued to simplify the transition to the equity method of accounting. This standard eliminates the requirement that when an existing cost method investment qualifies for use of the equity method, an investor must restate its historical financial statements, as if the equity method had been used during all previous periods. Additionally, at the point an investment qualifies for the equity method, any unrealized gain or loss in accumulated other comprehensive income (loss) will be recognized through earnings. The amended guidance is effective for us prospectively commencing in the first quarter of 2018. Early adoption is permitted. We are currently evaluating the impact of this amended guidance on our condensed consolidated financial statements. Derivatives and Hedging: In March 2016, amended guidance was issued for derivative instrument novations. The amendments clarify that a novation, a change in the counterparty, to a derivative instrument that has been designated as a hedging instrument does not, in and of itself, require dedesignation of that hedging relationships provided all other hedge accounting criteria continue to be met. The amended guidance is effective for us commencing in the first quarter of 2018. The amended guidance allows for either prospective or modified retrospective adoption. Early adoption is permitted. We are currently evaluating the impact of this amended guidance on our condensed consolidated financial statements. Leases: In February 2016, amended guidance was issued for lease arrangements. The amended standard will require recognition on the balance sheet for all leases with terms longer than 12 months: a lease liability, which is a lessee’s obligation to make lease payments arising from a lease, measured on a discounted basis; and a right-of-use asset, which is an asset that represents the lessee’s right to use, or control the use of, a specified asset for the lease term. The amended guidance is effective for us commencing in the first quarter of 2020, on a modified retrospective basis. Early adoption is permitted. We are currently evaluating the impact of this amended guidance on our condensed consolidated financial statements. Financial Instruments: In January 2016, amended guidance was issued that requires equity investments to be measured at fair value with changes in fair value recognized in net income and enhanced disclosures about those investments. This guidance also simplifies the impairment assessments of equity investments without readily determinable fair value. The investments that are accounted for under the equity method of accounting or result in consolidation of the investee are excluded from the scope of this amended guidance. The amended guidance will become effective for us commencing in the first quarter of 2019 and will be adopted through a cumulative-effect adjustment. Early adoption is not permitted except for certain provisions. We are currently evaluating the impact of this amended guidance on our condensed consolidated financial statements. Inventory: In July 2015, amended guidance was issued for the subsequent measurement of inventory. The amended guidance requires entities to measure inventory at the lower of cost or net realizable value. Net realizable value is the estimated selling prices in the ordinary course of business, less reasonably predictable costs of completion, disposal, and transportation. The requirement would replace the current lower of cost or market evaluation. Accounting guidance is unchanged for inventory measured using last-in, first-out (“LIFO”) or the retail method. The amended guidance will become effective for us commencing in the first quarter of 2018. Early adoption is permitted. We are currently evaluating the impact of this amended guidance on our condensed consolidated financial statements. Revenue Recognition: In May 2014, amended guidance was issued for recognizing revenue from contracts with customers. The amended guidance eliminates industry specific guidance and applies to all companies. Revenues will be recognized when an entity satisfies a performance obligation by transferring control of a promised good or service to a customer in an amount that reflects the consideration to which the entity expects to be entitled for that good or service. Revenue from a contract that contains multiple performance obligations is allocated to each performance obligation generally on a relative standalone selling price basis. The amended guidance also requires additional quantitative and qualitative disclosures. In March 2016, amended guidance was issued to clarify implementation guidance on principal versus agent considerations. In April 2016, additional amended guidance was issued to permit an entity, as an accounting policy election, to account for shipping and handling activities that occur after the customer has obtained control of a good as an activity to fulfill the promise to transfer the good. The April 2016 amendment also provided clarifications on determining whether a promised license provides a customer with a right to use or a right to access an entity’s intellectual property. In May 2016, another amendment was issued to provide certain scope improvements and practical expedients. The May 2016 amendment clarifies how an entity should evaluate the collectibility threshold and when an entity can recognize nonrefundable consideration received as revenue if an arrangement does not meet the standard’s contract criteria. These amended standards are all effective for us commencing in the first quarter of 2019 and allow for either full retrospective adoption or modified retrospective adoption. Early adoption is permitted but not prior to our first quarter of 2018. We are currently evaluating the impact of this amended guidance on our condensed consolidated financial statements. |
Proposed Healthcare Technology Net Asset Exchange |
3 Months Ended |
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Jun. 30, 2016 | |
Equity Method Investments and Joint Ventures [Abstract] | |
Proposed Healthcare Technology Net Asset Exchange | Proposed Healthcare Technology Net Asset Exchange On June 28, 2016, McKesson entered into a contribution agreement as well as various other agreements (“Agreements”) with Change Healthcare Holdings, Inc. (“Change Healthcare”), a Delaware corporation, and others to form a joint venture (“JV”). Under the terms of the Agreements, McKesson will contribute the majority of its McKesson Technology Solutions (“MTS”) businesses to the JV. McKesson will retain its RelayHealth Pharmacy and Enterprise Information Solutions (“EIS”) businesses. Change Healthcare will contribute substantially all of its businesses to the JV excluding its pharmacy switch and prescription routing businesses. The purpose of the JV is to create a new healthcare information technology company, which will bring together the complementary strengths of MTS and Change Healthcare to deliver a broad portfolio of solutions that will help lower healthcare costs, improve patient access and outcomes, and make it simpler for payers, providers and consumers to manage the transition to value-based care. The completion of the transaction is subject to certain closing conditions, including antitrust clearance. The transaction is expected to close in the first half of calendar year 2017. Upon formation of the JV, McKesson and Shareholders of Change Healthcare are expected to own approximately 70% and 30% of the JV. The JV will be jointly governed by McKesson and Change Healthcare shareholders. In connection with the transaction, the JV has received commitments from certain banks for $6.1 billion of debt financing. The proceeds are expected to be utilized for the repayment of the existing debt of Change Healthcare, cash distributions to McKesson and Change Healthcare shareholders and payments of the transaction-related expenses. During the first quarter of 2017, we recorded $4 million of expenses associated with this proposed transaction, which are recorded in Operating Expenses within our Technology Solutions segment in the accompanying condensed consolidated statements of operations. Additionally, we also commenced a review of strategic alternatives for the EIS business. |
Business Combinations |
3 Months Ended | ||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||
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Jun. 30, 2016 | |||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||
Business Combinations [Abstract] | |||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||
Business Combinations | Business Combinations Vantage Oncology Holdings LLC & Biologics, Inc. On April 1, 2016, we acquired Vantage Oncology Holdings LLC (“Vantage”), which is headquartered in Manhattan Beach, California. Vantage provides comprehensive oncology management services, including radiation oncology, medical oncology, and other integrated cancer care services, through over 51 cancer treatment facilities in 13 states. The net purchase consideration of $515 million was funded from cash on hand. On April 1, 2016, we also acquired Biologics, Inc. (“Biologics”) for net purchase consideration of $692 million, which was funded from cash on hand. Biologics is the largest independent oncology-focused specialty pharmacy in the U.S., and is headquartered in Cary, North Carolina. Financial results for these acquisitions since the acquisition date are included in our results of operations within our North America pharmaceutical distribution and services business, which is part of our Distribution Solutions segment. These acquisitions will collectively enhance our specialty pharmaceutical distribution scale and oncology-focused pharmacy offerings, provide solutions for manufacturers and payers, and expand the scope of our community-based oncology and practice management services. Approximately $606 million and $613 million of the preliminary purchase price allocations for Vantage and Biologics have been assigned to goodwill, which primarily reflects the expected future benefits of synergies upon integrating the businesses. Goodwill represents the excess of the purchase price and the fair value of noncontrolling interests over the fair value of the acquired net assets. Most of the goodwill is not expected to be deductible for tax purposes. The preliminary fair value of Vantage’s noncontrolling interests as of the acquisition date was approximately $152 million, which represents the portion of net assets of Vantage’s consolidated entities that is not allocable to McKesson. Included in the preliminary purchase price allocation are acquired identifiable intangibles of $24 million and $112 million for Vantage and Biologics. Acquired intangibles for Vantage primarily consist of $14 million of non-competition agreements with a weighted average life of 4 years, and for Biologics primarily consist of $65 million of trademarks with a weighted average life of 14 years and $32 million of supply agreements with a weighted average life of 3 years. The following table summarizes the preliminary recording of the fair values of the assets acquired and liabilities assumed for these two acquisitions as of the acquisition date. Due to the recent timing and complexity of the acquisitions, these amounts are provisional and subject to change as our fair value assessments are finalized.
UDG Healthcare Plc (“UDG”) On April 1, 2016, we completed our acquisition of the pharmaceutical distribution businesses of UDG based in Ireland and the United Kingdom (“U.K.”) with a net purchase consideration of $447 million, which was funded with cash on hand. The acquired UDG businesses primarily provide pharmaceutical and other healthcare products to retail and hospital pharmacies. The acquisition of UDG will expand our offerings and strengthen our market position in Ireland and the U.K. Financial results for UDG since the acquisition date are included in our results of operations within our International pharmaceutical distribution and services business, which is part of our Distribution Solutions segment. Total assets and liabilities acquired, excluding goodwill and intangibles, were $497 million and $329 million. Approximately $165 million of the preliminary purchase price allocation has been assigned to goodwill, which reflects the expected future benefits of synergies upon integrating the businesses. Most of the goodwill is not expected to be deductible for tax purposes. Included in the preliminary purchase price allocation are acquired identifiable intangibles of $114 million primarily representing customer relationships with a weighted average life of 10 years. The fair value of acquired intangibles for Vantage, Biologics and UDG was primarily determined by applying the income approach, using several significant unobservable inputs for projected cash flows and a discount rate. These inputs are considered Level 3 inputs under the fair value measurements and disclosure guidance. Amounts recognized are provisional and subject to change as our fair value assessments are finalized. Other Acquisitions In July 2015, we entered into an agreement to purchase the pharmacy business of J Sainsbury Plc (“Sainsbury”) based in the U.K.. Under the terms of the agreement, on February 29, 2016, we made an advance cash payment of $174 million representing the full purchase consideration, which is included in “Other Noncurrent Assets” within our condensed consolidated balance sheet at June 30, 2016. The advance payment bears interest at an annual rate of 3.3%, compounded daily, from February 29, 2016 until the closing of the transaction. The interest will be paid to us in full on the closing date. The proposed transaction is currently being reviewed by the U.K. Competition and Markets Authority (“U.K. CMA”). We anticipate obtaining U.K. CMA clearance during the second quarter of 2017. Once completed, this acquisition will further enhance our retail pharmacy service capabilities in the U.K.. Upon closing, the acquired Sainsbury business will be included in our International pharmaceutical distribution and services business within our Distribution Solutions segment. In March 2016, we entered into an agreement to purchase substantially all of the assets of Rexall Health from the Katz Group Canada, Inc. (“Katz Group”) for $3 billion Canadian dollars (or, approximately $2.3 billion U.S. dollars using the currency exchange ratio of 0.77 Canadian dollar to 1 U.S. dollar as of June 30, 2016). Rexall Health, which operates approximately 470 retail pharmacies in Canada, particularly in Ontario and Western Canada, will enhance our Canadian pharmaceutical supply chain. The acquisition is subject to regulatory approval and expected to close during the second half of calendar year 2016. Upon closing, financial results of the acquired business will be included in our North America pharmaceutical distribution and services business within our Distribution Solutions segment. During the last two years, we also completed a number of other acquisitions within our Distribution Solutions segment. Financial results for our business acquisitions have been included in our consolidated financial statements since their respective acquisition dates. Purchase prices for our business acquisitions have been allocated based on estimated fair values at the date of acquisition. Goodwill recognized for our business acquisitions is generally not expected to be deductible for tax purposes. However, if we acquire the assets of a company, the goodwill may be deductible for tax purposes. |
Discontinued Operations |
3 Months Ended |
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Jun. 30, 2016 | |
Discontinued Operations and Disposal Groups [Abstract] | |
Discontinued Operations | Discontinued Operations During the fourth quarter of 2015, we committed to a plan to sell our Brazilian pharmaceutical distribution business, which we acquired through our February 2014 acquisition of Celesio, from our Distribution Solutions segment. Accordingly, the results of operations and cash flows of this business are classified as discontinued operations for all periods presented in our condensed consolidated financial statements. On January 31, 2016, we entered into an agreement to sell our Brazilian pharmaceutical distribution business to a third party. On May 31, 2016, we completed the sale of this business and recognized an after-tax loss of $113 million within discontinued operations in the first quarter of 2017 primarily for the settlement of certain indemnification matters as well as the release of the cumulative translation losses. We made a payment of approximately $100 million related to the sale of this business. The results of discontinued operations for the first quarter of 2017 and 2016 were not material except for the loss recognized upon the disposition of our Brazilian business. As of March 31, 2016, the carrying amounts of total assets and liabilities for this business were $635 million and $660 million. The amounts were included under the captions “Prepaid expenses and other” and “Other accrued liabilities” within our condensed consolidated balance sheets as of March 31, 2016. |
Restructuring |
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Restructuring and Related Activities [Abstract] | ||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||
Restructuring | Restructuring On March 14, 2016, we committed to a restructuring plan to lower our operating costs (the “Cost Alignment Plan”). The Cost Alignment Plan primarily consists of a reduction in workforce, and business process initiatives that will be substantially implemented prior to the end of 2019. Business process initiatives primarily include plans to reduce operating costs of our distribution and pharmacy operations, administrative support functions, and technology platforms, as well as the disposal and abandonment of certain non-core businesses. As a result, we recorded $229 million of pre-tax charges during the fourth quarter of 2016. The restructuring liabilities were $222 million at March 31, 2016. During the first quarter of 2017, we recorded a pre-tax charge of $9 million as part of the Cost Alignment Plan and made $45 million of cash payments, primarily related to severance. Under the Cost Alignment Plan, we expect to record total pre-tax charges of approximately $270 million to $290 million, of which $238 million of pre-tax charges have been recorded to date. Estimated remaining charges primarily consist of exit-related costs and accelerated depreciation and amortization, which are largely attributed to our Distribution Solutions segment. The following table summarizes the activity related to the restructuring liabilities associated with the Cost Alignment Plan for the quarter ended June 30, 2016:
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Divestiture of a Business |
3 Months Ended |
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Jun. 30, 2016 | |
Business Combinations [Abstract] | |
Divestiture of a Business | Divestiture of a Business During the first quarter of 2016, we sold our nurse triage business within our Technology Solutions segment for net sale proceeds of $84 million. This divestiture did not meet the criteria to qualify as a discontinued operation under the amended guidance, which became effective for us in the first quarter of 2016. Accordingly, a pre-tax gain of $51 million ($38 million after-tax) from this divestiture was recorded in operating expenses within continuing operations of our condensed consolidated statements of operations. Other than the gain on disposal, pre and after-tax income for this business was not material for the quarters ended June 30, 2016 and 2015. |
Income Taxes |
3 Months Ended |
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Jun. 30, 2016 | |
Income Tax Disclosure [Abstract] | |
Income Taxes | Income Taxes During the first quarters of 2017 and 2016, income tax expense related to continuing operations was $239 million and $256 million and included net discrete tax benefits of $35 million and $5 million. Our discrete tax benefits for the 2017 first quarter include a $37 million tax benefit related to the adoption of the amended accounting guidance on employee share-based compensation. Our reported income tax rates for the first quarters of 2017 and 2016 were 26.2% and 29.9%. The fluctuations in our reported income tax rates are primarily due to changes within our business mix, including varying proportions of income attributable to foreign countries that have lower income tax rates and discrete items. As of June 30, 2016, we had $414 million of unrecognized tax benefits, of which $274 million would reduce income tax expense and the effective tax rate, if recognized. Based on the information currently available, we do not anticipate a significant increase or decrease to our unrecognized tax benefits within the next 12 months. However, this may change as we continue to have ongoing negotiations with various taxing authorities throughout the year. We report interest and penalties on tax deficiencies as income tax expense. We recognized an income tax benefit of $3 million and tax expense of $6 million during the first quarters of 2017 and 2016, before any tax benefit, related to interest and penalties in our condensed consolidated statements of operations. At June 30, 2016 and 2015, before any tax benefits, our accrued interest and penalties on unrecognized tax benefits amounted to $49 million and $75 million. We file income tax returns in the U.S. federal jurisdiction, various U.S. state jurisdictions and various foreign jurisdictions. During the first quarter of 2017, we reached an agreement with the Internal Revenue Service (“IRS”) to settle all outstanding issues relating to the fiscal years 2007 through 2009. This settlement did not have a material impact on our provision for income taxes for the current quarter. We are subject to audit by the IRS for fiscal years 2010 through the current fiscal year. We are generally subject to audit by taxing authorities in various U.S. states and in foreign jurisdictions for fiscal years 2006 through the current fiscal year. |
Redeemable Noncontrolling Interests |
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Noncontrolling Interest [Abstract] | |||||||||||||||||||||||||||||||||
Redeemable Noncontrolling Interests | Redeemable Noncontrolling Interests Under a domination and profit and loss transfer agreement (the “Domination Agreement”), McKesson is obligated to pay an annual recurring compensation amount of €0.83 per Celesio share (“Compensation Amount”) to the noncontrolling shareholders of Celesio AG (“Celesio”). Additionally, the noncontrolling interests in Celesio are redeemable at the option of the holder as a result of a right to put their Celesio shares at €22.99 per share (“Put Right”) under the Domination Agreement. Accordingly, the noncontrolling interests in Celesio are presented as “Redeemable Noncontrolling Interests” on the accompanying condensed consolidated balance sheet. The Put Right amount is increased annually for interest in the amount of five percentage points above a base rate published by the German Bundesbank semiannually, less any Compensation Amount or Guaranteed Dividend already paid in respect of the relevant time period (“Put Amount”). The Domination Agreement was approved at the general shareholders’ meeting of Celesio on July 15, 2014, approved by the Stuttgart Higher Regional Court for registration on December 2, 2014, and was registered in the commercial register of Celesio at the local court of Stuttgart on December 2, 2014. Subsequent to the Domination Agreement’s registration, certain noncontrolling shareholders of Celesio initiated appraisal proceedings (“Appraisal Proceedings”) with the Stuttgart Regional Court to challenge the Compensation Amount, Guaranteed Dividend and/or Put Amount. As long as any Appraisal Proceedings are pending, the Compensation Amount, Guaranteed Dividend and/or Put Amount will be paid as specified currently in the Domination Agreement. If any such Appraisal Proceedings result in an adjustment to the Compensation Amount, Guaranteed Dividend and/or Put Amount, Celesio Holdings Deutschland GmbH & Co. KGaA (formerly known as McKesson Deutschland GmbH & Co. KGaA or Dragonfly GmbH & Co. KGaA) would be required to make certain additional payments for any shortfall to all Celesio noncontrolling shareholders who previously received the Guaranteed Dividend, Compensation Amount and/or Put Amount. The Put Right specified in the Domination Agreement may be exercised until two months after the announcement regarding the end of the Appraisal Proceedings. In addition, if the Domination Agreement is terminated, the Put Right may be exercised for a two-month period after the date of termination. The exercise of the Put Right will reduce the balance of redeemable noncontrolling interests. There were no material exercises during the first quarter of 2017. The balance of redeemable noncontrolling interests is reported at the greater of its carrying value or its maximum redemption value at each reporting date. The redemption value is the Put Amount adjusted for exchange rate fluctuations each period. At June 30, 2016 and March 31, 2016, the carrying value of redeemable noncontrolling interests of $1.34 billion and $1.41 billion exceeded the maximum redemption value of $1.25 billion and $1.28 billion. At June 30, 2016 and March 31, 2016, we owned approximately 76.0% of Celesio’s outstanding common shares. Changes in redeemable noncontrolling interests were as follows:
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Earnings Per Common Share |
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Earnings Per Common Share | Earnings Per Common Share Basic earnings per common share are computed by dividing net income by the weighted average number of common shares outstanding during the reporting period. Diluted earnings per common share are computed similar to basic earnings per common share except that it reflects the potential dilution that could occur if dilutive securities or other obligations to issue common stock were exercised or converted into common stock. The computations for basic and diluted earnings per common share are as follows:
Potentially dilutive securities include outstanding stock options, restricted stock units, and performance-based and other restricted stock units. Approximately 2 million and 1 million potentially dilutive securities were excluded from the computations of diluted net earnings per common share for each of the quarters ended June 30, 2016 and 2015, as they were anti-dilutive. |
Goodwill and Intangible Assets, Net |
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Goodwill and Intangible Assets Disclosure [Abstract] | |||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||
Goodwill and Intangible Assets, Net | Goodwill and Intangible Assets, Net Changes in the carrying amount of goodwill were as follows:
As of June 30, 2016 and March 31, 2016, the accumulated goodwill impairment losses were $36 million primarily in our Technology Solutions segment. Information regarding intangible assets is as follows:
Amortization expense of intangible assets was $115 million and $112 million for the quarters ended June 30, 2016 and 2015. Estimated annual amortization expense of these assets is as follows: $288 million, $383 million, $363 million, $326 million and $296 million for the remainder of 2017 and each of the succeeding years through 2021 and $1,487 million thereafter. All intangible assets were subject to amortization as of June 30, 2016 and March 31, 2016. |
Debt and Financing Activities |
3 Months Ended |
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Jun. 30, 2016 | |
Debt Disclosure [Abstract] | |
Debt and Financing Activities | Debt and Financing Activities Long-Term Debt Our long-term debt includes both U.S. dollar and foreign currency (primarily Euro) denominated borrowings. At June 30, 2016 and March 31, 2016, $8,110 million and $8,107 million of total long-term debt were outstanding, of which $2,168 million and $1,610 million were included under the caption “Current portion of long-term debt” within the condensed consolidated balance sheets. At March 31, 2015, we had a term loan with an outstanding balance of $89 million (or £60 million). During the first quarter of 2016, we repaid this term loan for $93 million. Revolving Credit Facilities We have a syndicated $3.5 billion five-year senior unsecured revolving credit facility (the “Global Facility”), which has a $3.15 billion aggregate sublimit of availability in Canadian dollars, British pound sterling and Euros. Borrowings under the Global Facility bear interest based upon the London Interbank Offered Rate, Canadian Dealer Offered Rate for credit extensions denominated in Canadian Dollars, a prime rate, or alternative overnight rates as applicable, and agreed margins. The Global Facility contains a financial covenant which obligates the Company to maintain a debt to capital ratio of no greater than 65% and other customary investment grade covenants. If we do not comply with these covenants, our ability to use the Global Facility may be suspended and repayment of any outstanding balances under the Global Facility may be required. At June 30, 2016, we were in compliance with all covenants. There were no borrowings outstanding under this facility during the first quarter of 2017, and as of June 30, 2016. We also maintain bilateral credit lines primarily denominated in Euros with a total committed and uncommitted balance of $420 million. Borrowings and repayments were not material during the first quarter of 2017. During the first quarter of 2016, we borrowed $246 million and repaid $240 million under these credit lines primarily related to short-term borrowings. These credit lines have interest rates ranging from 0.18% to 6% with interest payable monthly. As of June 30, 2016 and March 31, 2016, there were $27 million and $28 million outstanding under these credit lines. Accounts Receivable Facilities We previously maintained accounts receivable factoring facilities (the “Factoring Facilities”) denominated in foreign currencies. During the first quarters of 2017 and 2016, we borrowed $6 million and $285 million and repaid $13 million and $295 million in short-term borrowings under these facilities. The Factoring Facilities expired in April 2016. At June 30, 2016 and March 31, 2016, there were nil and $7 million in secured borrowings outstanding under these facilities. Commercial Paper We maintain a commercial paper program to support our working capital requirements and for other general corporate purposes. Under the program, the Company can issue up to $3.5 billion in outstanding notes. There were no commercial paper issuances during the three months ended June 30, 2016 and 2015, and no amounts outstanding at June 30, 2016 and March 31, 2016. |
Pension Benefits |
3 Months Ended |
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Jun. 30, 2016 | |
Defined Benefit Pension Plans and Defined Benefit Postretirement Plans Disclosure [Abstract] | |
Pension Benefits | Pension Benefits The net periodic expense for our defined pension benefit plans was $6 million and $13 million for the first quarters of 2017 and 2016. Cash contributions to these plans were $4 million and $34 million for the first quarters of 2017 and 2016. The projected unit credit method is utilized in measuring net periodic pension expense over the employees’ service life for the pension plans. Unrecognized actuarial losses exceeding 10% of the greater of the projected benefit obligation or the market value of assets are amortized straight-line over the average remaining future service periods and expected life expectancy. |
Hedging Activities |
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Derivative Instruments and Hedging Activities Disclosure [Abstract] | |||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||
Hedging Activities | Hedging Activities In the normal course of business, we are exposed to interest rate and foreign exchange rate fluctuations. At times, we limit these risks through the use of derivatives such as interest rate swaps, cross currency swaps and foreign currency forward contracts. In accordance with our policy, derivatives are only used for hedging purposes. We do not use derivatives for trading or speculative purposes. Foreign currency exchange risk We conduct our business worldwide in U.S. dollars and the functional currencies of our foreign subsidiaries, including Euro, British pound sterling and Canadian dollar. Changes in foreign currency exchange rates could have a material adverse impact on our financial results that are reported in U.S. dollars. We are also exposed to foreign currency exchange rate risk related to our foreign subsidiaries, including intercompany loans denominated in non-functional currencies. We have certain foreign currency exchange rate risk programs that use foreign currency forward contracts and cross currency swaps. These forward contracts and cross currency swaps are generally used to offset the potential income statement effects from intercompany loans denominated in non-functional currencies. These programs reduce but do not entirely eliminate foreign exchange rate risk. Derivatives Designated as Hedges At June 30, 2016 and March 31, 2016, we had forward contracts to hedge the U.S. dollar against cash flows denominated in Canadian dollars with total gross notional values of $323 million, which were designated as cash flow hedges. These contracts will mature between March 2017 and March 2020. From time to time, we enter into cross currency swaps to convert fixed-rate foreign currency denominated borrowings to fixed-rate U.S. dollar borrowings. For our cross currency swap transactions, we agree with another party to exchange, at specified intervals, one currency for another currency at a fixed exchange rate, generally set at inception, calculated by reference to an agreed upon notional amount. The notional amount of each currency is exchanged at the inception and termination of the currency swap by each party. These cross currency swaps are designed to reduce the income statement effects from fluctuations in foreign exchange rates and have been designated as cash flow hedges. During the first quarter of 2017, we entered into cross currency swaps that have a total gross notional amount of approximately $355 million and mature in April 2020. During the fourth quarter of 2016, we entered into cross currency swaps that have a total gross notional amount of approximately $546 million and mature from February 2018 to March 2019. For forward contracts and currency swaps that are designated as cash flow hedges, the effective portion of changes in the fair values of hedges is recorded into accumulated other comprehensive income and reclassified into earnings in the same period in which the hedged transaction affects earnings. Changes in fair values representing hedge ineffectiveness are recognized in current earnings. Gain or losses on these hedges recorded in other comprehensive income and earnings were not material in the first quarters of 2017 and 2016. Derivatives Not Designated as Hedges We also have a number of forward contracts to primarily hedge the Euro against cash flows denominated in British pound sterling and other European currencies. At June 30, 2016 and March 31, 2016, the total gross notional amounts of these contracts were $148 million and $876 million. These contracts will mature through December 2016 and none of these contracts were designated for hedge accounting. Changes in the fair values of contracts not designated for hedges are recorded directly into earnings and accordingly, net gains of $2 million and losses of $45 million were recorded within operating expenses for the first quarters of 2017 and 2016. The gains or losses from these contracts are largely offset by changes in the value of the underlying intercompany foreign currency loans. Information regarding the fair value of derivatives on a gross basis is as follows:
Refer to Financial Note 14, "Fair Value Measurements," for more information on these recurring fair value measurements. |
Fair Value Measurements |
3 Months Ended |
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Jun. 30, 2016 | |
Fair Value Disclosures [Abstract] | |
Fair Value Measurements | Fair Value Measurements At June 30, 2016 and March 31, 2016, the carrying amounts of cash, certain cash equivalents, restricted cash, marketable securities, receivables, drafts and accounts payable, short-term borrowings and other current liabilities approximated their estimated fair values because of the short maturity of these financial instruments. Our long-term debt is carried at amortized cost. The carrying amounts and estimated fair values of these liabilities were $8.1 billion and $8.8 billion at June 30, 2016 and $8.1 billion and $8.6 billion at March 31, 2016. The estimated fair value of our long-term debt was determined using quoted market prices in a less active market and other observable inputs from available market information, which are considered to be Level 2 inputs, and may not be representative of actual values that could have been realized or that will be realized in the future. Included in cash and cash equivalents at June 30, 2016 and March 31, 2016 were investments in money market funds, time deposits, bankers’ acceptances and foreign government debentures of $3.2 billion and $2.4 billion, which are reported at fair value. The fair value of the money market funds was determined by using quoted prices for identical investments in active markets, which are considered to be Level 1 inputs under the fair value measurements and disclosure guidance. The time deposits, bankers’ acceptances and foreign government debentures included in the cash equivalents are valued at amortized costs or other observable inputs from available market information, which are considered to be Level 2 inputs. The carrying value of all other cash equivalents approximates their fair value due to their relatively short-term nature. Fair values of our forward foreign currency derivatives were determined using quoted market prices of similar instruments in an active market and other observable inputs from available market information. Fair values of our foreign currency swaps were determined using the quoted foreign currency exchange rates and other observable inputs from available market information. These inputs are considered Level 2 under the fair value measurements and disclosure guidance, and may not be representative of actual values that could have been realized or that will be realized in the future. Refer to Financial Note 13, "Hedging Activities," for more information on our forward foreign currency derivatives including foreign currency forward contracts and swaps. There were no transfers between Level 1, Level 2 or Level 3 of the fair value hierarchy during the quarters ended June 30, 2016 and 2015. |
Commitments and Contingent Liabilities |
3 Months Ended |
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Jun. 30, 2016 | |
Commitments and Contingencies Disclosure [Abstract] | |
Commitments and Contingent Liabilities | Commitments and Contingent Liabilities In addition to commitments and obligations in the ordinary course of business, we are subject to various claims, including claims with customers and vendors, pending and potential legal actions for damages, investigations relating to governmental laws and regulations and other matters arising out of the normal conduct of our business. As described below, many of these proceedings are at preliminary stages and many seek an indeterminate amount of damages. When a loss is considered probable and reasonably estimable, we record a liability in the amount of our best estimate for the ultimate loss. However, the likelihood of a loss with respect to a particular contingency is often difficult to predict and determining a meaningful estimate of the loss or a range of loss may not be practicable based on the information available and the potential effect of future events and decisions by third parties that will determine the ultimate resolution of the contingency. Moreover, it is not uncommon for such matters to be resolved over many years, during which time relevant developments and new information must be reevaluated at least quarterly to determine both the likelihood of potential loss and whether it is possible to reasonably estimate a range of possible loss. When a loss is probable but a reasonable estimate cannot be made, disclosure of the proceeding is provided. Disclosure also is provided when it is reasonably possible that a loss will be incurred or when it is reasonably possible that the amount of a loss will exceed the recorded provision. We review all contingencies at least quarterly to determine whether the likelihood of loss has changed and to assess whether a reasonable estimate of the loss or range of loss can be made. As discussed above, development of a meaningful estimate of loss or a range of potential loss is complex when the outcome is directly dependent on negotiations with or decisions by third parties, such as regulatory agencies, the court system and other interested parties. Such factors bear directly on whether it is possible to reasonably estimate a range of potential loss and boundaries of high and low estimates. Significant developments in previously reported proceedings and in other litigation and claims, since the filing of our 2016 Annual Report are set out below. Unless otherwise stated, we are currently unable to estimate a range of reasonably possible losses for the unresolved proceedings described below. Should any one or a combination of more than one of these proceedings be successful, or should we determine to settle any or a combination of these matters, we may be required to pay substantial sums, become subject to the entry of an injunction or be forced to change the manner in which we operate our business, which could have a material adverse impact on our financial position or results of operations. Litigation, Government Subpoenas and Investigations As previously disclosed, on September 7, 2007, McKesson Specialty Arizona Inc. was served with a complaint filed in the New York Supreme Court, New York County by PSKW, LLC, alleging that McKesson Specialty Arizona misappropriated trade secrets and confidential information in launching its LoyaltyScript® program, PSKW, LLC v. McKesson Specialty Arizona Inc., Index No. 602921/07. The trial and post-trial briefing have concluded. The court has not yet entered an order of judgment. As previously disclosed, on May 21, 2014, four hedge funds managed by Magnetar Capital filed a complaint against Celesio Holdings Deutschland GmbH & Co. KGaA (formerly known as “Dragonfly GmbH & Co KGaA” and “McKesson Deutschland GmbH & Co. KGaA) (“Dragonfly” or “Celesio Holdings”), a wholly-owned subsidiary of the Company, in a German court in Frankfurt, Germany, alleging that Celesio Holdings violated German takeover law in connection with the Company’s acquisition of Celesio by paying more to some holders of Celesio’s convertible bonds than it paid to the shareholders of Celesio’s stock, Magnetar Capital Master Fund Ltd. et al. v. Dragonfly GmbH & Co KGaA, No. 3- 05 O 44/14. On December 5, 2014, the court dismissed Magnetar’s lawsuit in Celesio Holdings’ favor. Magnetar subsequently appealed that ruling. On January 19, 2016, the Appellate Court reversed the lower court’s ruling and entered judgment against Celesio Holdings. Celesio Holdings has appealed this judgment. From time to time, the Company receives subpoenas or requests for information from various government agencies. The Company generally responds to such subpoenas and requests in a cooperative, thorough and timely manner. For example, the Company was served with a Civil Investigative Demand by the U.S. Attorney’s Office for the Southern District of New York relating to certain business analytics tools offered to its customers. As another example, the Company was served with a subpoena by the Office of Inspector General to the U.S. Department of Health and Human Services concerning billing and coding services relating to ambulance providers. The Company is currently responding to these requests. These responses sometimes require time and effort and can result in considerable costs being incurred by the Company. Such subpoenas and requests also can lead to the assertion of claims or the commencement of civil or criminal legal proceedings against the Company and other members of the health care industry, as well as to settlements. |
Stockholders' Equity |
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Equity [Abstract] | |||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||
Stockholders' Equity | Stockholders’ Equity Each share of the Company’s outstanding common stock is permitted one vote on proposals presented to stockholders and is entitled to share equally in any dividends declared by the Company’s Board of Directors (the “Board”). In July 2015, the Company’s quarterly dividend was raised from $0.24 to $0.28 per common share for dividends declared after such date, until further action by the Board. The Company anticipates that it will continue to pay quarterly cash dividends in the future. However, the payment and amount of future dividends remain within the discretion of the Board and will depend upon the Company's future earnings, financial condition, capital requirements and other factors. Share Repurchase Plans During the first quarter of 2017, there were no share repurchases. The total authorization outstanding for repurchases of the Company’s common stock was $1.0 billion at June 30, 2016. Other Comprehensive Income (Loss) Information regarding other comprehensive income (loss) including redeemable noncontrolling interests, net of tax, by component is as follows:
Accumulated Other Comprehensive Income (Loss) Information regarding changes in our accumulated other comprehensive income (loss), net of tax, by component for the first quarter of 2017 is as follows:
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Segment Information |
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Segment Information | Segment Information We report our operations in two operating segments: McKesson Distribution Solutions and McKesson Technology Solutions. The factors for determining the reportable segments included the manner in which management evaluates the performance of the Company combined with the nature of the individual business activities. We evaluate the performance of our operating segments on a number of measures, including operating profit before interest expense, income taxes and results from discontinued operations. Financial information relating to our reportable operating segments and reconciliations to the condensed consolidated totals is as follows:
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Significant Accounting Policies (Policies) |
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Accounting Policies [Abstract] | |
Basis of Presentation | Basis of Presentation: The condensed consolidated financial statements of McKesson Corporation (“McKesson,” the “Company,” or “we” and other similar pronouns) include the financial statements of all wholly-owned subsidiaries and majority‑owned or controlled companies. For those consolidated subsidiaries where our ownership is less than 100%, the portion of the net income or loss allocable to the noncontrolling interests is reported as “Net Income Attributable to Noncontrolling Interests” on the condensed consolidated statements of operations. All significant intercompany balances and transactions have been eliminated in consolidation. We consider ourselves to control an entity if we are the majority owner of and have voting control over such entity. We also assess control through means other than voting rights (“variable interest entities” or “VIEs”) and determine which business entity is primary beneficiary of the VIE. We consolidate VIEs when it is determined that we are the primary beneficiary of the VIE. Investments in business entities in which we do not have control, but have the ability to exercise significant influence over operating and financial policies, are accounted for using the equity method and our proportionate share of income or loss is recorded in Other Income, Net. Intercompany transactions and balances have been eliminated. The condensed consolidated financial statements have been prepared in accordance with accounting principles generally accepted in the United States of America (“GAAP”) for interim financial reporting and the rules and regulations of the U.S. Securities and Exchange Commission (“SEC”) and, therefore, do not include all information and disclosures normally included in the annual consolidated financial statements. |
Use of Estimates | To prepare the financial statements in conformity with GAAP, management must make estimates and assumptions that affect the reported amounts of assets and liabilities as of the date of these financial statements and income and expenses during the reporting period. Actual amounts may differ from these estimated amounts. In our opinion, the accompanying unaudited condensed consolidated financial statements include all normal recurring adjustments necessary for a fair presentation of our financial position, results of operations and cash flows for the interim periods presented. The results of operations for the quarter ended June 30, 2016 are not necessarily indicative of the results that may be expected for the entire year. These interim financial statements should be read in conjunction with the annual audited financial statements, accounting policies and financial notes included in our Annual Report on Form 10-K for the fiscal year ended March 31, 2016 previously filed with the SEC on May 5, 2016 (“2016 Annual Report”). |
Reclassification | Certain prior period amounts have been reclassified to conform to the current period presentation. |
Fiscal Period | The Company’s fiscal year begins on April 1 and ends on March 31. Unless otherwise noted, all references to a particular year shall mean the Company’s fiscal year. |
Recently Adopted Accounting Pronouncements and Recently Issued Accounting Pronouncements Not Yet Adopted | Recently Adopted Accounting Pronouncements Share-Based Payments: In March 2016, amended guidance was issued for employee share-based payment awards. Under the amended guidance, all excess tax benefits (“windfalls”) and deficiencies (“shortfalls”) related to employee share-based compensation arrangements will be recognized within income tax expense. Under the previous guidance, windfalls were recognized in additional paid-in capital (“APIC”) and shortfalls were only recognized to the extent they exceeded the pool of windfall tax benefits. The amended guidance also requires excess tax benefits to be classified as an operating activity in the statement of cash flows, rather than a financing activity. The amended guidance is effective for us commencing in the first quarter of 2018. Early adoption is permitted. We elected to early adopt this amended guidance in the first quarter of 2017. The primary impact of the adoption was the recognition of excess tax benefits in the income statement on a prospective basis, rather than APIC. As a result, a discrete tax benefit of $37 million was recognized in income tax expense in the first quarter of 2017. We also elected to adopt the cash flow presentation of the excess tax benefits prospectively commencing in the first quarter of 2017. None of the other provisions in this amended guidance had a material impact on our condensed consolidated financial statements. Business Combinations: In the first quarter of 2017, we adopted amended guidance for an acquirer’s accounting for measurement-period adjustments. The amended guidance eliminates the requirement that an acquirer in a business combination account for measurement-period adjustments retrospectively and instead requires that measurement-period adjustments be recognized during the period in which it determines the adjustment. In addition, the amended guidance requires that the acquirer record, in the same period’s financial statements, the effect on earnings of changes in depreciation, amortization, or other income effects, if any, as a result of the change to the provisional amounts, calculated as if the accounting had been completed at the acquisition date. The adoption of this amended guidance did not have a material effect on our condensed consolidated financial statements. Fair Value Measurement: In the first quarter of 2017, we adopted amended guidance that limits disclosures and removes the requirement to categorize investments within the fair value hierarchy if the fair value of the investment is measured using the net asset value per share practical expedient. The amended guidance will primarily affect our fiscal 2017 annual disclosures related to our pension benefits. The adoption of this amended guidance did not have a material effect on our condensed consolidated financial statements. Fees Paid in a Cloud Computing Arrangement: In the first quarter of 2017, we adopted amended guidance for a customer’s accounting for fees paid in a cloud computing arrangement. The amended guidance requires customers to determine whether or not an arrangement contains a software license element. If the arrangement contains a software element, the related fees paid should be accounted for as an acquisition of a software license. If the arrangement does not contain a software license, it is accounted for as a service contract. The adoption of this amended guidance did not have a material effect on our condensed consolidated financial statements. Debt Issuance Costs: In the first quarter of 2017, we adopted amended guidance for the balance sheet presentation of debt issuance costs on a retrospective basis. The amended guidance requires debt issuance costs related to a recognized debt liability to be reported on the balance sheet as a direct deduction from the carrying amount of that debt liability. The recognition and measurement guidance for debt issuance costs are not affected by the amended guidance. In August 2015, a clarification was added to this amended guidance that debt issuance costs related to line-of-credit arrangements can continue to be deferred and presented as an asset on the balance sheet. Upon adoption, unamortized debt issuance costs of $40 million were reclassified primarily from other noncurrent assets to long-term debt at March 31, 2016. Consolidation: In the first quarter of 2017, we adopted amended guidance for consolidating legal entities in which a reporting entity holds a variable interest. The amended guidance modifies the evaluation of whether limited partnerships and similar legal entities are VIEs and changes the consolidation analysis of reporting entities that are involved with VIEs that have fee arrangements and related party relationships. The adoption of this amended guidance did not have a material effect on our condensed consolidated financial statements. Recently Issued Accounting Pronouncements Not Yet Adopted Financial Instruments - Credit Losses: In June 2016, amended guidance was issued, which will change the impairment model for most financial assets and require additional disclosures. The amended guidance requires financial assets that are measured at amortized cost, be presented at the net amount expected to be collected. The allowance for credit losses is a valuation account that is deducted from the amortized cost basis of financial assets. The amended guidance also requires us to consider historical experience, current conditions, and reasonable and supportable forecasts that affect the collectibility of the reported amount in estimating credit losses. The amended guidance becomes effective for us commencing in 2021 and will be applied through a cumulative-effect adjustment to the beginning retained earnings in the year of adoption. Early adoption is permitted. We are currently evaluating the impact of this amended guidance on our condensed consolidated financial statements. Investments: In March 2016, amended guidance was issued to simplify the transition to the equity method of accounting. This standard eliminates the requirement that when an existing cost method investment qualifies for use of the equity method, an investor must restate its historical financial statements, as if the equity method had been used during all previous periods. Additionally, at the point an investment qualifies for the equity method, any unrealized gain or loss in accumulated other comprehensive income (loss) will be recognized through earnings. The amended guidance is effective for us prospectively commencing in the first quarter of 2018. Early adoption is permitted. We are currently evaluating the impact of this amended guidance on our condensed consolidated financial statements. Derivatives and Hedging: In March 2016, amended guidance was issued for derivative instrument novations. The amendments clarify that a novation, a change in the counterparty, to a derivative instrument that has been designated as a hedging instrument does not, in and of itself, require dedesignation of that hedging relationships provided all other hedge accounting criteria continue to be met. The amended guidance is effective for us commencing in the first quarter of 2018. The amended guidance allows for either prospective or modified retrospective adoption. Early adoption is permitted. We are currently evaluating the impact of this amended guidance on our condensed consolidated financial statements. Leases: In February 2016, amended guidance was issued for lease arrangements. The amended standard will require recognition on the balance sheet for all leases with terms longer than 12 months: a lease liability, which is a lessee’s obligation to make lease payments arising from a lease, measured on a discounted basis; and a right-of-use asset, which is an asset that represents the lessee’s right to use, or control the use of, a specified asset for the lease term. The amended guidance is effective for us commencing in the first quarter of 2020, on a modified retrospective basis. Early adoption is permitted. We are currently evaluating the impact of this amended guidance on our condensed consolidated financial statements. Financial Instruments: In January 2016, amended guidance was issued that requires equity investments to be measured at fair value with changes in fair value recognized in net income and enhanced disclosures about those investments. This guidance also simplifies the impairment assessments of equity investments without readily determinable fair value. The investments that are accounted for under the equity method of accounting or result in consolidation of the investee are excluded from the scope of this amended guidance. The amended guidance will become effective for us commencing in the first quarter of 2019 and will be adopted through a cumulative-effect adjustment. Early adoption is not permitted except for certain provisions. We are currently evaluating the impact of this amended guidance on our condensed consolidated financial statements. Inventory: In July 2015, amended guidance was issued for the subsequent measurement of inventory. The amended guidance requires entities to measure inventory at the lower of cost or net realizable value. Net realizable value is the estimated selling prices in the ordinary course of business, less reasonably predictable costs of completion, disposal, and transportation. The requirement would replace the current lower of cost or market evaluation. Accounting guidance is unchanged for inventory measured using last-in, first-out (“LIFO”) or the retail method. The amended guidance will become effective for us commencing in the first quarter of 2018. Early adoption is permitted. We are currently evaluating the impact of this amended guidance on our condensed consolidated financial statements. Revenue Recognition: In May 2014, amended guidance was issued for recognizing revenue from contracts with customers. The amended guidance eliminates industry specific guidance and applies to all companies. Revenues will be recognized when an entity satisfies a performance obligation by transferring control of a promised good or service to a customer in an amount that reflects the consideration to which the entity expects to be entitled for that good or service. Revenue from a contract that contains multiple performance obligations is allocated to each performance obligation generally on a relative standalone selling price basis. The amended guidance also requires additional quantitative and qualitative disclosures. In March 2016, amended guidance was issued to clarify implementation guidance on principal versus agent considerations. In April 2016, additional amended guidance was issued to permit an entity, as an accounting policy election, to account for shipping and handling activities that occur after the customer has obtained control of a good as an activity to fulfill the promise to transfer the good. The April 2016 amendment also provided clarifications on determining whether a promised license provides a customer with a right to use or a right to access an entity’s intellectual property. In May 2016, another amendment was issued to provide certain scope improvements and practical expedients. The May 2016 amendment clarifies how an entity should evaluate the collectibility threshold and when an entity can recognize nonrefundable consideration received as revenue if an arrangement does not meet the standard’s contract criteria. These amended standards are all effective for us commencing in the first quarter of 2019 and allow for either full retrospective adoption or modified retrospective adoption. Early adoption is permitted but not prior to our first quarter of 2018. We are currently evaluating the impact of this amended guidance on our condensed consolidated financial statements. |
Commitments and Contingencies | When a loss is considered probable and reasonably estimable, we record a liability in the amount of our best estimate for the ultimate loss. However, the likelihood of a loss with respect to a particular contingency is often difficult to predict and determining a meaningful estimate of the loss or a range of loss may not be practicable based on the information available and the potential effect of future events and decisions by third parties that will determine the ultimate resolution of the contingency. Moreover, it is not uncommon for such matters to be resolved over many years, during which time relevant developments and new information must be reevaluated at least quarterly to determine both the likelihood of potential loss and whether it is possible to reasonably estimate a range of possible loss. When a loss is probable but a reasonable estimate cannot be made, disclosure of the proceeding is provided. Disclosure also is provided when it is reasonably possible that a loss will be incurred or when it is reasonably possible that the amount of a loss will exceed the recorded provision. We review all contingencies at least quarterly to determine whether the likelihood of loss has changed and to assess whether a reasonable estimate of the loss or range of loss can be made. As discussed above, development of a meaningful estimate of loss or a range of potential loss is complex when the outcome is directly dependent on negotiations with or decisions by third parties, such as regulatory agencies, the court system and other interested parties. Such factors bear directly on whether it is possible to reasonably estimate a range of potential loss and boundaries of high and low estimates. |
Business Combinations Business Combinations (Tables) |
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Schedule of Fair Value of Assets Acquired and Liabilities Assumed | The following table summarizes the preliminary recording of the fair values of the assets acquired and liabilities assumed for these two acquisitions as of the acquisition date. Due to the recent timing and complexity of the acquisitions, these amounts are provisional and subject to change as our fair value assessments are finalized.
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Restructuring (Tables) |
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Summary of related to the restructuring liabilities | The following table summarizes the activity related to the restructuring liabilities associated with the Cost Alignment Plan for the quarter ended June 30, 2016:
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Schedule of changes in redeemable noncontrolling interests | Changes in redeemable noncontrolling interests were as follows:
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Earnings Per Common Share (Tables) |
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Schedule of computations for basic and diluted earnings per common share | The computations for basic and diluted earnings per common share are as follows:
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Goodwill and Intangible Assets, Net (Tables) |
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Goodwill and Intangible Assets Disclosure [Abstract] | |||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||
Schedule of changes in the carrying amount of goodwill | Changes in the carrying amount of goodwill were as follows:
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Schedule of information regarding intangible assets | Information regarding intangible assets is as follows:
|
Hedging Activities (Tables) |
3 Months Ended | ||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||
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Jun. 30, 2016 | |||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||
Derivative Instruments and Hedging Activities Disclosure [Abstract] | |||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||
Schedule of information regarding the fair value of derivatives on a gross basis | Information regarding the fair value of derivatives on a gross basis is as follows:
|
Stockholders' Equity (Tables) |
3 Months Ended | ||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||
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Jun. 30, 2016 | |||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||
Equity [Abstract] | |||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||
Schedule of information regarding other comprehensive income (loss) including noncontrolling and redeemable noncontrolling interests, net of tax, by component | Information regarding other comprehensive income (loss) including redeemable noncontrolling interests, net of tax, by component is as follows:
|
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Schedule of information regarding changes in accumulated other comprehensive income (loss), net of tax, by component | Information regarding changes in our accumulated other comprehensive income (loss), net of tax, by component for the first quarter of 2017 is as follows:
|
Segment Information (Tables) |
3 Months Ended | ||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||
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Jun. 30, 2016 | |||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||
Segment Reporting [Abstract] | |||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||
Schedule of financial information relating to reportable operating segments and reconciliations to the condensed consolidated totals | Financial information relating to our reportable operating segments and reconciliations to the condensed consolidated totals is as follows:
|
Significant Accounting Policies - Narrative (Details) - USD ($) $ in Millions |
3 Months Ended | |
---|---|---|
Jun. 30, 2016 |
Mar. 31, 2016 |
|
Effect of Early Adoption of ASU 2016-09 [Member] | ||
Short-term Debt [Line Items] | ||
Tax benefit recognized related to excess tax benefits arising from adoption of ASU 2016-09 | $ 37 | |
Adjustments for New Accounting Pronouncement [Member] | Long-term Debt | ||
Short-term Debt [Line Items] | ||
Unamortized debt issuance costs | $ 40 |
Proposed Healthcare Technology Net Asset Exchange (Details) - USD ($) $ in Millions |
3 Months Ended | |
---|---|---|
Jun. 30, 2016 |
Jun. 30, 2017 |
|
Joint Venture | ||
Schedule of Equity Method Investments [Line Items] | ||
Legal and other consulting fees | $ 4 | |
Joint Venture | ||
Schedule of Equity Method Investments [Line Items] | ||
Debt financing commitments received | $ 6,100 | |
Expected | Joint Venture | ||
Schedule of Equity Method Investments [Line Items] | ||
Expected ownership interest in the joint venture (percent) | 70.00% | |
Expected | Change Healthcare | Joint Venture | ||
Schedule of Equity Method Investments [Line Items] | ||
Expected ownership interest in the joint venture (percent) | 30.00% |
Business Combinations - Fair Values of Assets Acquired and Liabilities Assumed (Details) - USD ($) $ in Millions |
Jun. 30, 2016 |
Apr. 01, 2016 |
Mar. 31, 2016 |
---|---|---|---|
Business Acquisition [Line Items] | |||
Goodwill | $ 11,127 | $ 9,786 | |
Vantage and Biologics | |||
Business Acquisition [Line Items] | |||
Receivables | $ 106 | ||
Other current assets, net of cash and cash equivalents acquired | 19 | ||
Goodwill | 1,219 | ||
Intangible assets | 136 | ||
Other long-term assets | 76 | ||
Current liabilities | (117) | ||
Other long-term liabilities | (80) | ||
Fair value of net assets, less cash and cash equivalents | 1,359 | ||
Less: Noncontrolling Interests | (152) | ||
Net assets acquired, net of cash and cash equivalents | $ 1,207 |
Restructuring - Narrative (Details) - Cost Alignment Plan - USD ($) $ in Millions |
3 Months Ended | 4 Months Ended | |
---|---|---|---|
Jun. 30, 2016 |
Mar. 31, 2016 |
Jun. 30, 2016 |
|
Restructuring Cost and Reserve [Line Items] | |||
Pre-tax charges recorded during period | $ 9 | $ 229 | |
Restructuring liabilities | 176 | $ 222 | $ 176 |
Payments for severance | 45 | ||
Pre-tax restructuring charges incurred to-date | 238 | ||
Minimum | |||
Restructuring Cost and Reserve [Line Items] | |||
Expected total pre-tax charges | 270 | 270 | |
Maximum | |||
Restructuring Cost and Reserve [Line Items] | |||
Expected total pre-tax charges | 290 | $ 290 | |
Severance | |||
Restructuring Cost and Reserve [Line Items] | |||
Payments for severance | $ 45 |
Divestiture of a Business (Details) - USD ($) $ in Millions |
3 Months Ended | |
---|---|---|
Jun. 30, 2016 |
Jun. 30, 2015 |
|
Noncash or Part Noncash Divestitures [Line Items] | ||
Gain from sale of business, pre-tax | $ (113) | $ 51 |
Nurse Triage | Operating Segments | Technology Solutions | ||
Noncash or Part Noncash Divestitures [Line Items] | ||
Proceeds from divestiture of businesses | 84 | |
Gain from sale of business, pre-tax | 51 | |
Gain from sale of business, after tax | $ 38 |
Income Taxes (Details) - USD ($) $ in Millions |
3 Months Ended | |
---|---|---|
Jun. 30, 2016 |
Jun. 30, 2015 |
|
New Accounting Pronouncement, Early Adoption [Line Items] | ||
Income tax expense related to continuing operations | $ 239 | $ 256 |
Net discrete tax benefits | $ 35 | $ 5 |
Income tax rate (as a percent) | 26.20% | 29.90% |
Unrecognized tax benefits | $ 414 | |
Unrecognized tax benefits that would reduce income tax expense and the effective tax rate | 274 | |
Income tax (benefit) expense | (3) | $ 6 |
Accrued interest and penalties on unrecognized tax benefits | 49 | $ 75 |
Effect of Early Adoption of ASU 2016-09 [Member] | ||
New Accounting Pronouncement, Early Adoption [Line Items] | ||
Effective Income Tax Rate Reconciliation, Share-based Compensation, Excess Tax Benefit, Amount | $ 37 |
Redeemable Noncontrolling Interests - Narrative (Details) $ in Millions |
3 Months Ended | ||
---|---|---|---|
Jun. 30, 2016
€ / shares
|
Jun. 30, 2016
USD ($)
|
Mar. 31, 2016
USD ($)
|
|
Noncontrolling Interest [Abstract] | |||
Annual recurring compensation amount per share (in euros per share) | € / shares | € 0.83 | ||
Put right redemption price per share (in euros per share) | € / shares | € 22.99 | ||
Put right value, interest rate spread (as a percent) | 5.00% | ||
Put right specified in domination agreement exercise period | 2 months | ||
Carrying value of redeemable noncontrolling interests | $ | $ 1,340 | $ 1,406 | |
Maximum redemption value of redeemable noncontrolling interest | $ | $ 1,250 | $ 1,280 | |
Ownership percentage (as a percent) | 76.00% | 76.00% |
Redeemable Noncontrolling Interests - Schedule of Changes in Redeemable Noncontrolling Interests (Details) $ in Millions |
3 Months Ended |
---|---|
Jun. 30, 2016
USD ($)
| |
Redeemable Noncontrolling Interests | |
Beginning balance | $ 1,406 |
Net income attributable to noncontrolling interests | 11 |
Other comprehensive loss | (66) |
Reclassification of recurring compensation to other accrued liabilities | (11) |
Ending balance | $ 1,340 |
Earnings Per Common Share - Narrative (Details) - shares shares in Millions |
3 Months Ended | |
---|---|---|
Jun. 30, 2016 |
Jun. 30, 2015 |
|
Earnings Per Share [Abstract] | ||
Potentially dilutive securities excluded from computations of diluted net earnings per common share (in shares) | 2 | 1 |
Goodwill and Intangible Assets, Net - Schedule of Changes in the Carrying Amount of Goodwill and Narrative (Details) - USD ($) $ in Millions |
3 Months Ended | |
---|---|---|
Jun. 30, 2016 |
Mar. 31, 2016 |
|
Goodwill [Roll Forward] | ||
Beginning balance | $ 9,786 | |
Goodwill acquired | 1,501 | |
Acquisition accounting, transfers and other adjustments | 2 | |
Foreign currency translation adjustments, net | (162) | |
Ending balance | 11,127 | |
Accumulated goodwill impairment losses | 36 | $ 36 |
Distribution Solutions | ||
Goodwill [Roll Forward] | ||
Beginning balance | 7,987 | |
Goodwill acquired | 1,501 | |
Acquisition accounting, transfers and other adjustments | 2 | |
Foreign currency translation adjustments, net | (160) | |
Ending balance | 9,330 | |
Technology Solutions | ||
Goodwill [Roll Forward] | ||
Beginning balance | 1,799 | |
Goodwill acquired | 0 | |
Acquisition accounting, transfers and other adjustments | 0 | |
Foreign currency translation adjustments, net | (2) | |
Ending balance | $ 1,797 |
Goodwill and Intangible Assets, Net - Narrative - Intangible Assets (Details) - USD ($) $ in Millions |
3 Months Ended | |
---|---|---|
Jun. 30, 2016 |
Jun. 30, 2015 |
|
Goodwill and Intangible Assets Disclosure [Abstract] | ||
Amortization expense of intangible assets | $ 115 | $ 112 |
Finite-Lived Intangible Assets, Amortization Expense, Maturity Schedule [Abstract] | ||
Estimated annual amortization expense, remainder of 2017 | 288 | |
Estimated annual amortization expense, 2018 | 383 | |
Estimated annual amortization expense, 2019 | 363 | |
Estimated annual amortization expense, 2020 | 326 | |
Estimated annual amortization expense, 2021 | 296 | |
Estimated annual amortization expense, thereafter | $ 1,487 |
Debt and Financing Activities - Long Term Debt (Details) £ in Millions, $ in Millions |
3 Months Ended | ||||
---|---|---|---|---|---|
Jun. 30, 2015
USD ($)
|
Jun. 30, 2016
USD ($)
|
Mar. 31, 2016
USD ($)
|
Mar. 31, 2015
GBP (£)
|
Mar. 31, 2015
USD ($)
|
|
Debt Instrument [Line Items] | |||||
Long-term debt outstanding | $ 8,110 | $ 8,107 | |||
Term Loan | Bonds | |||||
Debt Instrument [Line Items] | |||||
Long-term debt outstanding | £ 60 | $ 89 | |||
Repayment of term loan | $ 93 | ||||
Current Portion of Long-term Debt | |||||
Debt Instrument [Line Items] | |||||
Long-term debt outstanding | $ 2,168 | $ 1,610 |
Debt and Financing Activities - Accounts Receivable Facilities (Details) - Accounts Receivable Factoring Facility - USD ($) |
3 Months Ended | ||
---|---|---|---|
Jun. 30, 2016 |
Jun. 30, 2015 |
Mar. 31, 2016 |
|
Line of Credit Facility [Line Items] | |||
Borrowings under the facility | $ 6,000,000 | $ 285,000,000 | |
Repayments of short term borrowings | 13,000,000 | $ 295,000,000 | |
Borrowings and related securitized accounts receivable outstanding | $ 0 | $ 7,000,000 |
Debt and Financing Activities - Commercial Paper (Details) - Commercial Paper - USD ($) |
3 Months Ended | ||
---|---|---|---|
Jun. 30, 2016 |
Jun. 30, 2015 |
Mar. 31, 2016 |
|
Debt Instrument [Line Items] | |||
Outstanding notes (up to) | $ 3,500,000,000.0 | ||
Proceeds from issuance of commercial paper | 0 | $ 0 | |
Outstanding obligations | $ 0 | $ 0 |
Pension Benefits - Narrative (Details) - USD ($) $ in Millions |
3 Months Ended | |
---|---|---|
Jun. 30, 2016 |
Jun. 30, 2015 |
|
Defined Benefit Pension Plans and Defined Benefit Postretirement Plans Disclosure [Abstract] | ||
Net periodic pension expense | $ 6 | $ 13 |
Cash contributions to the plans | $ 4 | $ 34 |
Percentage threshold of greater of projected benefit obligation or market value of assets (percent) | 10.00% |
Hedging Activities - Narrative (Details) - USD ($) $ in Millions |
3 Months Ended | ||
---|---|---|---|
Jun. 30, 2016 |
Jun. 30, 2015 |
Mar. 31, 2016 |
|
Foreign Exchange Contract | Derivatives Designated for Hedge Accounting | |||
Derivative [Line Items] | |||
Notional values designated for hedge accounting | $ 323 | $ 323 | |
Foreign Exchange Contract | Derivatives not Designated for Hedge Accounting | |||
Derivative [Line Items] | |||
Notional values designated for hedge accounting | 148 | 876 | |
Net gains (losses) from changes in fair value not designated for hedge accounting | 2 | $ (45) | |
Cross Currency Swap | Derivatives Designated for Hedge Accounting | |||
Derivative [Line Items] | |||
Notional values designated for hedge accounting | $ 355 | $ 546 |
Fair Value Measurements (Details) - USD ($) |
Jun. 30, 2016 |
Mar. 31, 2016 |
Jun. 30, 2015 |
---|---|---|---|
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | |||
Carrying amount of liabilities | $ 8,110,000,000 | $ 8,107,000,000 | |
Transfers between level 1, level 2, or level 3 of the fair value hierarchy | $ 0 | ||
Fair malue, measurements, recurring | Fair value, inputs, level 2 | |||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | |||
Estimated fair values of liabilities | 8,800,000,000 | 8,600,000,000 | |
Fair malue, measurements, recurring | Fair value, inputs, level 1 | |||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | |||
Investments in money market funds, time deposits, bankers acceptances and foreign government debentures | $ 3,200,000,000 | $ 2,400,000,000 |
Stockholders' Equity - Narrative (Details) |
1 Months Ended | 3 Months Ended | |
---|---|---|---|
Jul. 31, 2015
$ / shares
|
Jun. 30, 2016
USD ($)
vote
$ / shares
shares
|
Jun. 30, 2015
USD ($)
$ / shares
|
|
Equity [Abstract] | |||
Share of common stock outstanding, vote on proposals | vote | 1 | ||
Dividends declared per common share (in dollars per share) | $ / shares | $ 0.28 | $ 0.28 | $ 0.24 |
Stock repurchased during the period (shares) | shares | 0 | ||
Stock repurchases during the period | $ 0 | ||
Authorized amount available for future repurchases | 1,000,000,000 | ||
Translation loss attributable to redeemable noncontrolling interest | 67,000,000 | ||
Net foreign currency translation gains attributable to noncontrolling interest | $ 50,000,000 | ||
Reclassified to income statement, net of income tax expense of nil and nil | 20,000,000 | 0 | |
Net actuarial losses attributable to redeemable noncontrolling interest | $ 1,000,000 | $ 6,000,000 |
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