SEC Filing | Unisys Corporation

View:

uis-20210630

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

WASHINGTON, D.C. 20549

FORM 10-Q

(Mark One)


☒			QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934

For the quarterly period ended June 30, 2021


☐			TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934

For the transition period from to .

Commission file number 1-8729

UNISYS CORPORATION

(Exact name of registrant as specified in its charter)


Delaware						38-0387840
(State or other jurisdiction of incorporation or organization)						(I.R.S. Employer Identification No.)

801 Lakeview Drive, Suite 100

Blue Bell, Pennsylvania 19422

(215) 986-4011

(Address, zip code and telephone number, including area code, of principal executive offices)

Securities registered pursuant to Section 12(b) of the Act:


Title of each class	Trading Symbol(s)	Name of each exchange on which registered
Common Stock, par value $.01	UIS	New York Stock Exchange

Indicate by check mark whether the registrant (1) has filed all reports required to be filed by Section 13 or 15(d) of the Securities Exchange Act of 1934 during the preceding 12 months (or for such shorter period that the registrant was required to file such reports), and (2) has been subject to such filing requirements for the past 90 days. Yes ☒ No ☐

Indicate by check mark whether the registrant has submitted electronically every Interactive Data File required to be submitted pursuant to Rule 405 of Regulation S-T (§232.405 of this chapter) during the preceding 12 months (or for such shorter period that the registrant was required to submit such files). Yes ☒ No ☐

Indicate by check mark whether the registrant is a large accelerated filer, an accelerated filer, a non-accelerated filer, a smaller reporting company, or an emerging growth company. See the definitions of “large accelerated filer,” “accelerated filer,” “smaller reporting company,” and “emerging growth company” in Rule 12b-2 of the Exchange Act.

Large accelerated filer

☐

Accelerated filer

☒

Non-accelerated filer

☐

Smaller reporting company

☐

Emerging growth company

☐

If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. ☐

Indicate by check mark whether the registrant is a shell company (as defined in Rule 12b-2 of the Exchange Act). Yes ☐ No ☒

Number of shares of Common Stock outstanding as of June 30, 2021: 67,115,826

UNISYS CORPORATION

TABLE OF CONTENTS


PART I - FINANCIAL INFORMATION		Page Number
Item 1.	Consolidated Financial Statements (Unaudited)
	Consolidated Statements of Income (Loss)	2
	Consolidated Statements of Comprehensive Income (Loss)	3
	Consolidated Balance Sheets	4
	Consolidated Statements of Cash Flows	5
	Consolidated Statements of Deficit	6
	Notes to Consolidated Financial Statements	7
Item 2.	Management’s Discussion and Analysis of Financial Condition and Results of Operations	26
Item 3.	Quantitative and Qualitative Disclosures about Market Risk	33
Item 4.	Controls and Procedures	33
PART II - OTHER INFORMATION
Item 1.	Legal Proceedings	34
Item 1A.	Risk Factors	34
Item 6.	Exhibits	35

Exhibit Index		36
Signatures		37

Part I - FINANCIAL INFORMATION

Item 1. Financial Statements

UNISYS CORPORATION

CONSOLIDATED STATEMENTS OF INCOME (LOSS) (Unaudited)

(Millions, except per share data)


	Three Months Ended June 30,				Six Months Ended June 30,
	2021		2020		2021		2020
Revenue
Services	$	430.5	$	396.0	$	850.9	$	821.9
Technology	86.8		42.8		176.2		132.3
	517.3		438.8		1,027.1		954.2
Costs and expenses
Cost of revenue
Services	337.9		340.0		676.6		715.7
Technology	37.2		23.9		69.1		50.5
	375.1		363.9		745.7		766.2
Selling, general and administrative	94.6		80.2		184.6		167.0
Research and development	6.8		3.2		12.4		9.4
	476.5		447.3		942.7		942.6
Operating income (loss)	40.8		(8.5)		84.4		11.6
Interest expense	8.4		4.6		18.5		18.5
Other (expense), net	(227.8)		(53.7)		(410.4)		(101.8)
Loss from continuing operations before income taxes	(195.4)		(66.8)		(344.5)		(108.7)
Provision (benefit) for income taxes	(53.1)		9.7		(44.7)		20.5
Consolidated net loss from continuing operations	(142.3)		(76.5)		(299.8)		(129.2)
Net income (loss) attributable to noncontrolling interests	(1.5)		—		(1.2)		0.5
Net loss from continuing operations attributable to Unisys Corporation	(140.8)		(76.5)		(298.6)		(129.7)
Income (loss) from discontinued operations, net of tax	—		(2.1)		—		1,066.4
Net income (loss) attributable to Unisys Corporation	$	(140.8)	$	(78.6)	$	(298.6)	$	936.7
Earnings (loss) per share attributable to Unisys Corporation
Basic
Continuing operations	$	(2.10)	$	(1.21)	$	(4.54)	$	(2.06)
Discontinued operations	—		(0.04)		—		16.97
Total	$	(2.10)	$	(1.25)	$	(4.54)	$	14.91
Diluted
Continuing operations	$	(2.10)	$	(1.21)	$	(4.54)	$	(2.06)
Discontinued operations	—		(0.04)		—		16.97
Total	$	(2.10)	$	(1.25)	$	(4.54)	$	14.91

See notes to consolidated financial statements

UNISYS CORPORATION

CONSOLIDATED STATEMENTS OF COMPREHENSIVE INCOME (LOSS) (Unaudited)

(Millions)


	Three Months Ended June 30,				Six Months Ended June 30,
	2021		2020		2021		2020
Consolidated net loss from continuing operations	$	(142.3)	$	(76.5)	$	(299.8)	$	(129.2)
Income (loss) from discontinued operations, net of tax	—		(2.1)		—		1,066.4
Total	(142.3)		(78.6)		(299.8)		937.2
Other comprehensive income
Foreign currency translation	16.8		6.4		(0.3)		(81.2)
Postretirement adjustments, net of tax of $34.7 and $37.8 in 2021 and $0.4 and $14.3 in 2020	143.0		40.0		345.2		131.2
Total other comprehensive income	159.8		46.4		344.9		50.0
Comprehensive income (loss)	17.5		(32.2)		45.1		987.2
Less comprehensive income (loss) attributable to noncontrolling interests	(0.8)		0.3		0.3		(1.5)
Comprehensive income (loss) attributable to Unisys Corporation	$	18.3	$	(32.5)	$	44.8	$	988.7

See notes to consolidated financial statements

UNISYS CORPORATION

CONSOLIDATED BALANCE SHEETS (Unaudited)

(Millions)


	June 30, 2021		December 31, 2020
Assets
Current assets:
Cash and cash equivalents	$	596.7	$	898.5
Accounts receivable, net	400.7		460.5
Contract assets	47.8		44.3
Inventories	6.1		13.4
Prepaid expenses and other current assets	94.9		89.3
Total current assets	1,146.2		1,506.0
Properties	712.9		727.0
Less-accumulated depreciation and amortization	605.5		616.5
Properties, net	107.4		110.5
Outsourcing assets, net	150.1		173.9
Marketable software, net	188.9		193.6
Operating lease right-of-use assets	67.5		79.3
Prepaid postretirement assets	124.1		187.5
Deferred income taxes	153.5		136.2
Goodwill	226.2		108.6
Intangible assets, net	34.0		—
Restricted cash	9.5		8.2
Other long-term assets	168.9		204.1
Total assets	$	2,376.3	$	2,707.9
Liabilities and deficit
Current liabilities:
Current maturities of long-term-debt	$	19.4	$	102.8
Accounts payable	131.0		223.2
Deferred revenue	242.0		257.1
Other accrued liabilities	286.5		352.0

Total current liabilities	678.9		935.1
Long-term debt	517.5		527.1
Long-term postretirement liabilities	1,195.7		1,286.1
Long-term deferred revenue	143.3		137.9
Long-term operating lease liabilities	54.1		62.4
Other long-term liabilities	50.6		71.4
Commitments and contingencies (see Note 15)
Deficit:
Common stock, shares issued: 2021; 72.4, 2020; 66.8	0.7		0.7
Accumulated deficit	(1,259.1)		(960.5)
Treasury stock, shares at cost: 2021; 5.3, 2020; 3.8	(152.1)		(114.4)
Paid-in capital	4,697.8		4,656.9
Accumulated other comprehensive loss	(3,596.1)		(3,939.5)
Total Unisys Corporation stockholders’ deficit	(308.8)		(356.8)
Noncontrolling interests	45.0		44.7
Total deficit	(263.8)		(312.1)
Total liabilities and deficit	$	2,376.3	$	2,707.9

See notes to consolidated financial statements

UNISYS CORPORATION

CONSOLIDATED STATEMENTS OF CASH FLOWS (Unaudited)

(Millions)


	Six Months Ended June 30,
	2021		2020
Cash flows from operating activities
Consolidated net loss from continuing operations	$	(299.8)	$	(129.2)
Income from discontinued operations, net of tax	—		1,066.4
Adjustments to reconcile consolidated net loss to net cash used for operating activities:
Gain on sale of U.S. Federal business	—		(1,057.4)
Loss on debt extinguishment	—		28.5
Foreign currency translation losses	1.2		15.3
Non-cash interest expense	1.2		2.7
Employee stock compensation	7.0		8.0
Depreciation and amortization of properties	15.2		15.6
Depreciation and amortization of outsourcing assets	33.2		32.7
Amortization of marketable software	34.4		36.0
Amortization of intangible assets	0.5		—
Other non-cash operating activities	(0.2)		1.3
Loss on disposal of capital assets	1.2		0.5
Postretirement contributions	(32.1)		(333.0)
Postretirement expense	394.7		48.4
Deferred income taxes, net	(65.2)		(7.0)
Changes in operating assets and liabilities
Receivables, net and contract assets	96.1		39.6
Inventories	7.4		1.4
Other assets	(5.5)		(3.0)
Accounts payable and current liabilities	(207.2)		(161.5)
Other liabilities	16.9		2.6
Net cash used for operating activities	(1.0)		(392.1)
Cash flows from investing activities
Purchase of business	(150.1)		—
Net proceeds from sale of U.S. Federal business	—		1,159.4
Proceeds from investments	2,261.6		1,735.3
Purchases of investments	(2,262.4)		(1,755.9)
Investment in marketable software	(29.7)		(36.7)
Capital additions of properties	(12.0)		(10.6)
Capital additions of outsourcing assets	(8.7)		(15.8)
Other	(0.4)		(0.2)
Net cash (used for) provided by investing activities	(201.7)		1,075.5
Cash flows from financing activities
Proceeds from short-term borrowings	—		60.3
Proceeds from issuance of long-term debt	1.5		4.0
Payments of long-term debt	(95.4)		(448.4)
Cash paid for debt extinguishment	—		(23.7)
Proceeds from exercise of stock options	3.7		—
Other	(7.7)		(4.7)
Net cash used for financing activities	(97.9)		(412.5)
Effect of exchange rate changes on cash, cash equivalents and restricted cash	0.1		(30.3)
Increase (decrease) in cash, cash equivalents and restricted cash	(300.5)		240.6
Cash, cash equivalents and restricted cash, beginning of period	906.7		551.8
Cash, cash equivalents and restricted cash, end of period	$	606.2	$	792.4

See notes to consolidated financial statements

UNISYS CORPORATION

CONSOLIDATED STATEMENTS OF DEFICIT (Unaudited)

(Millions)


			Unisys Corporation
	Total		Total Unisys Corporation		Common Stock Par Value		Accumu-lated Deficit		Treasury Stock At Cost		Paid-in Capital		Accumu-lated Other Compre-hensive Loss		Non-controlling Interests
Balance at December 31, 2020	$	(312.1)	$	(356.8)	$	0.7	$	(960.5)	$	(114.4)	$	4,656.9	$	(3,939.5)	$	44.7
Consolidated net income (loss)	(157.5)		(157.8)				(157.8)								0.3

Capped call on conversion of notes	—		—						(30.8)		30.8
Stock-based activity	(1.3)		(1.3)						(6.7)		5.4
Translation adjustments	(17.1)		(17.9)										(17.9)		0.8
Postretirement plans	202.2		202.2										202.2		—
Balance at March 31, 2021	$	(285.8)	$	(331.6)	$	0.7	$	(1,118.3)	$	(151.9)	$	4,693.1	$	(3,755.2)	$	45.8
Consolidated net loss	(142.3)		(140.8)				(140.8)								(1.5)
Stock-based activity	4.5		4.5						(0.2)		4.7
Translation adjustments	16.8		16.4										16.4		0.4
Postretirement plans	143.0		142.7										142.7		0.3
Balance at June 30, 2021	$	(263.8)	$	(308.8)	$	0.7	$	(1,259.1)	$	(152.1)	$	4,697.8	$	(3,596.1)	$	45.0


			Unisys Corporation
	Total		Total Unisys Corporation		Common Stock Par Value		Accumu-lated Deficit		Treasury Stock At Cost		Paid-in Capital		Accumu-lated Other Compre-hensive Loss		Non-controlling Interests
Balance at December 31, 2019	$	(1,228.3)	$	(1,265.4)	$	0.7	$	(1,711.2)	$	(109.6)	$	4,643.3	$	(4,088.6)	$	37.1
Consolidated net income	1,015.8		1,015.3				1,015.3								0.5
Stock-based activity	(0.5)		(0.5)						(4.6)		4.1
Translation adjustments	(87.6)		(81.6)										(81.6)		(6.0)
Postretirement plans	91.2		87.5										87.5		3.7
Balance at March 31, 2020	$	(209.4)	$	(244.7)	$	0.7	$	(695.9)	$	(114.2)	$	4,647.4	$	(4,082.7)	$	35.3
Consolidated net loss	(78.6)		(78.6)				(78.6)
Stock-based activity	2.9		2.9						(0.1)		3.0
Translation adjustments	6.4		6.5										6.5		(0.1)
Postretirement plans	40.0		39.6										39.6		0.4
Balance at June 30, 2020	$	(238.7)	$	(274.3)	$	0.7	$	(774.5)	$	(114.3)	$	4,650.4	$	(4,036.6)	$	35.6

See notes to consolidated financial statements

UNISYS CORPORATION

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (Unaudited)

(Dollars in millions, except share and per share amounts)

Note 1 - Basis of Presentation

The accompanying consolidated financial statements and footnotes of Unisys Corporation have been prepared in accordance with generally accepted accounting principles in the United States of America (GAAP). The financial statements and footnotes are unaudited. In the opinion of management, the financial information furnished herein reflects all adjustments necessary for a fair statement of the results of operations, comprehensive income, financial position, cash flows and deficit for the interim periods specified. These adjustments consist only of normal recurring accruals except as disclosed herein. Because of seasonal and other factors, results for interim periods are not necessarily indicative of the results to be expected for the full year.

The preparation of financial statements in conformity with GAAP requires management to make estimates and assumptions about future events. These estimates and assumptions affect the amounts of assets and liabilities reported, disclosures about contingent assets and liabilities and the reported amounts of revenue and expenses. Such estimates include the valuation of estimated credit losses, contract assets, operating lease right-of-use assets, outsourcing assets, marketable software, goodwill, purchased intangibles and other long-lived assets, legal contingencies, assumptions used in the calculation for systems integration projects, income taxes and retirement and other post-employment benefits, among others. These estimates and assumptions are based on management’s best estimates and judgment. Management evaluates its estimates and assumptions on an ongoing basis using historical experience and other factors, including the current economic environment, which management believes to be reasonable under the circumstances. Management adjusts such estimates and assumptions when facts and circumstances dictate. As future events and their effects cannot be determined with precision, actual results could differ materially from these estimates. Changes in those estimates resulting from continuing changes in the economic environment will be reflected in the financial statements in future periods.

The company assessed certain accounting matters that generally require consideration of forecasted financial information in context with the information reasonably available to us and the unknown future impacts of COVID-19 as of June 30, 2021 and through the date of this report. The accounting matters assessed included, but were not limited to the valuation of estimated credit losses, contract assets, outsourcing assets, marketable software, goodwill and other long-lived assets, and retirement and other post-employment benefits. While there was not a material impact to our consolidated financial position as of June 30, 2021 resulting from our assessments, our future assessment of our current expectations at that time of the magnitude and duration of COVID-19, as well as other factors, could result in material impacts to our consolidated financial position in future reporting periods.

The company’s accounting policies are set forth in detail in Note 1 of the Notes to Consolidated Financial Statements in the company’s Annual Report on Form 10-K for the year ended December 31, 2020 filed with the Securities and Exchange Commission. Such Annual Report also contains a discussion of the company’s critical accounting policies and estimates. The company believes that these critical accounting policies and estimates affect its more significant estimates and judgments used in the preparation of the company’s consolidated financial statements.

Note 2 - Discontinued Operations

On March 13, 2020, the company completed the sale of its U.S. Federal business to Science Applications International Corporation for cash of $1.2 billion. Net cash proceeds of the sale was $1,159.4 million (net of working capital adjustments and transaction costs).

The results of the U.S. Federal business discontinued operations were as follows:


	Three Months Ended June 30, 2020*		Six Months Ended June 30, 2020*
Revenue	$	—	$	149.5
Income (loss):
Operations	0.1		9.1
Gain on sale	(0.9)		1,060.8
	(0.8)		1,069.9
Income tax provision	1.3		3.5
Income (loss) from discontinued operations, net of tax	$	(2.1)	$	1,066.4

* Includes results of operations through the March 13, 2020 closing date.

Note 3 - Acquisitions

On June 3, 2021, the company acquired 100% of Unify Square, Inc. (Unify Square) for a purchase price consideration of $150.1 million on a cash-free, debt-free basis. The purchase price is subject to customary adjustments based on closing cash, indebtedness and working capital. The company is funding the cash consideration and acquisition-related costs with cash on hand.

Headquartered in Bellevue, Washington, and with offices in the United Kingdom, Germany, Switzerland, India, Australia and Lithuania, Unify Square is a market leader in the provision of management and security software and services for collaboration and communication platforms. The acquisition is expected to enhance the company’s digital workplace solutions and enable the company to deliver higher value solutions to its clients.

The preliminary fair values of the total net assets acquired was as follows:



Receivables	$	3.4
Prepaid expenses and other current assets	0.6
Properties and other long-term assets	0.4
Accounts payable and accruals	(3.7)
Deferred revenue	(2.7)
Intangible assets	34.5
Goodwill	117.6
Total	$	150.1

At June 30, 2021, the company has not finalized the purchase accounting related to Unify Square and the above amounts represent preliminary estimated values. The preliminary purchase price allocation is subject to change as the company completes its determination of the final working capital and the fair values of the acquired assets and liabilities assumed, the impact of which could be material.

Goodwill is the excess of the purchase price consideration over the fair value of the underlying intangible assets and net liabilities assumed. The goodwill represents intellectual capital and the acquired assembled workforce, none of which qualify for recognition as a separate intangible asset. Any goodwill determined by the allocation of the purchase price will be recorded in the company’s Digital Workplace Solutions segment and is not expected to be deductible for tax purpose.

The following table summarizes the preliminary fair value of the intangible assets acquired and the related weighted average amortization period:


	Weighted Average Amortization Period in Years
Customer relationships and backlog	7	$	18.0
Software and technology	6	15.0
Trade name	1	1.5
Total		$	34.5

The company incurred and expensed acquisition-related costs of $1.6 million, included within selling, general and administrative expense on the consolidated statements of income (loss) for the three and six months ended June 30, 2021.

The company’s consolidated financial statements include the results of Unify Square commencing as of the acquisition date.

Pro forma information and revenue and operating results of Unify Square have not been presented as the impact is not material to the company’s consolidated financial statements.

Note 4 - Cost-Reduction Actions

During the three months ended June 30, 2021, the company recognized cost-reduction charges and other costs of $5.1 million. The charges (credits) related to work-force reductions were $(0.3) million, principally related to severance costs, and were comprised of: (a) a charge of $2.9 million and (b) a credit of $(3.2) million for changes in estimates. In addition, the company recorded charges of $5.4 million comprised of $(0.7) million for net foreign currency gains related to exiting foreign countries, $4.4 million for asset impairments and $1.7 million of other expenses related to the cost-reduction effort.

During the three months ended June 30, 2020, the company recognized cost-reduction charges and other costs of $7.9 million. The charges (credits) related to work-force reductions were $(3.0) million, principally related to severance costs, and were comprised of: (a) a charge of $1.6 million and (b) a credit of $(4.6) million for changes in estimates. In addition, the company recorded a credit of $(0.6) million for net foreign currency gains related to exiting foreign countries and a charge of $11.5 million for asset impairments.

During the six months ended June 30, 2021, the company recognized cost-reduction charges and other costs of $13.6 million. The charges (credits) related to work-force reductions were $(1.9) million, principally related to severance costs, and were comprised of: (a) a charge of $5.8 million and (b) a credit of $(7.7) million for changes in estimates. In addition, the company recorded charges of $15.5 million comprised of $1.6 million for net foreign currency losses related to exiting foreign countries, $6.8 million for asset impairments and $7.1 million of other expenses related to the cost-reduction effort.

During the six months ended June 30, 2020, the company recognized cost-reduction charges and other costs of $35.4 million. The charges related to work-force reductions were $5.5 million, principally related to severance costs, and were comprised of: (a) a charge of $11.3 million and (b) a credit of $(5.8) million for changes in estimates. In addition, the company recorded charges of $18.4 million for net foreign currency losses related to exiting foreign countries and $11.5 million for asset impairments.

The charges (credits) were recorded in the following statement of income classifications:


	Three Months Ended June 30,				Six Months Ended June 30,
	2021		2020		2021		2020
Cost of revenue - services	$	2.8	$	6.9	$	1.1	$	12.8
Selling, general and administrative	2.6		1.5		8.8		4.0
Research and development	0.4		0.1		2.1		0.2
Other (expense), net	(0.7)		(0.6)		1.6		18.4
Total	$	5.1	$	7.9	$	13.6	$	35.4

Liabilities and expected future payments related to the company’s work-force reduction actions are as follows:


	Total		U.S.		International
Balance at December 31, 2020	$	55.9	$	13.1	$	42.8
Additional provisions	5.8		3.7		2.1
Payments	(22.1)		(9.4)		(12.7)
Changes in estimates	(7.7)		(0.4)		(7.3)
Translation adjustments	(0.9)		—		(0.9)
Balance at June 30, 2021	$	31.0	$	7.0	$	24.0
Expected future utilization on balance at June 30, 2021:
Short-term	$	26.3	$	7.0	$	19.3
Long-term	$	4.7	$	—	$	4.7

Note 5 - Pension and Postretirement Benefits

Net periodic pension expense is presented below:


	Three Months Ended June 30, 2021						Three Months Ended June 30, 2020
	Total		U.S. Plans		International Plans		Total		U.S. Plans		International Plans
Service cost(i)	$	0.5	$	—	$	0.5	$	0.7	$	—	$	0.7
Interest cost	38.4		29.4		9.0		53.8		40.8		13.0
Expected return on plan assets	(68.4)		(48.5)		(19.9)		(73.9)		(52.0)		(21.9)
Amortization of prior service benefit	(1.4)		(0.6)		(0.8)		(1.3)		(0.7)		(0.6)
Recognized net actuarial loss	46.6		34.6		12.0		44.7		34.3		10.4
Settlement losses	210.7		—		210.7		—		—		—
Net periodic pension expense	$	226.4	$	14.9	$	211.5	$	24.0	$	22.4	$	1.6


	Six Months Ended June 30, 2021						Six Months Ended June 30, 2020
	Total		U.S. Plans		International Plans		Total		U.S. Plans		International Plans
Service cost(i)	$	1.7	$	—	$	1.7	$	1.4	$	—	$	1.4
Interest cost	78.0		58.8		19.2		107.6		81.2		26.4
Expected return on plan assets	(142.5)		(99.9)		(42.6)		(149.0)		(104.3)		(44.7)
Amortization of prior service benefit	(2.7)		(1.2)		(1.5)		(2.5)		(1.3)		(1.2)
Recognized net actuarial loss	92.8		67.8		25.0		89.0		67.8		21.2
Settlement losses	368.7		158.0		210.7		—		—		—
Net periodic pension expense	$	396.0	$	183.5	$	212.5	$	46.5	$	43.4	$	3.1


(i)Service cost is reported in selling, general and administrative expense. All other components of net periodic pension expense are reported in other (expense), net in the consolidated statements of income (loss).

In January of 2021, the company purchased a group annuity contract for $279 million to transfer projected benefit obligations related to approximately 11,600 retirees of the company’s U.S. defined benefit pension plans. This action resulted in a first quarter 2021 settlement loss of $158.0 million.

Effective May 1, 2021, the company’s primary pension plan related to its Dutch subsidiary was transferred to a multiple-client circle within a multiple-employer fund. This resulted in removing all of the plan’s projected benefit obligations, valued at approximately $553 million, from the company’s balance sheet. This action resulted in a second quarter 2021 pre-tax settlement loss of $182.6 million.

In the second quarter of 2021, the company’s Swiss subsidiary transferred its defined benefit pension plan to a multi-employer collective foundation. This resulted in removing the projected benefit obligations related to retirees under the Swiss plan, valued at approximately $100 million, from the company’s balance sheet. The transfer required a one-time additional contribution of approximately $10 million to the Swiss plan during the first quarter of 2021. This action resulted in a second quarter 2021 settlement loss of $28.1 million.

The American Rescue Plan Act, which was signed into law on March 11, 2021, includes a provision for pension relief that extends the amortization period for required contributions from 7 to 15 years and provides for the stabilization of interest rates used to calculate future required contributions. As a result, based on year-end 2020 pension data and assumptions, current projections indicate that the company will not be required to make future cash contributions to its U.S. qualified defined benefit pension plans for the period covered by such projections and the company has determined that it will not make the previously-contemplated voluntary $200 million contribution to its U.S. pension plans in 2021.

Any future material deterioration in the value of the company’s U.S. qualified defined benefit pension plan assets, as well as changes in pension legislation, discount rate changes, asset return changes, or changes in economic or demographic trends, could require the company to make cash contributions to its U.S. defined benefit pension plans.

In 2021, the company expects to make cash contributions of approximately $48.7 million primarily for the company’s international defined benefit pension plans. In 2020, the company made cash contributions of $826.2 million to its worldwide defined benefit pension plans. For the six months ended June 30, 2021 and 2020, the company made cash contributions of $30.3 million and $329.9 million, respectively.

Net periodic postretirement benefit (income) expense is presented below:


	Three Months Ended June 30,				Six Months Ended June 30,
	2021		2020		2021		2020
Service cost(i)	$	0.1	$	0.1	$	0.2	$