Annual report pursuant to Section 13 and 15(d)

Employee Retirement Plans

v3.8.0.1
Employee Retirement Plans
12 Months Ended
Dec. 31, 2017
Employee Retirement Plans  
Employee Retirement Plans

11. Employee Retirement Plans

Pension benefits

The Company provides noncontributory defined benefit pension plans for certain employees. Plans covering salaried employees generally provide pension benefits that are based on the employee’s average earnings and credited service. Such plans were partially frozen as of December 31, 2011. Plans covering hourly employees generally provide benefits of stated amounts for each year of service. Such plans were frozen as of December 31, 2011. The Company’s funding policy for the plans is to contribute amounts sufficient to meet the minimum funding requirement of the Employee Retirement Income Security Act of 1974, plus any additional amounts that the Company may determine to be appropriate.

The reconciliation of the beginning and ending balances of the fair value of plan assets, funded status of plans, and amounts recognized in the consolidated balance sheets consisted of the following:

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

December 31

 

 

2017

 

2016

 

 

 

 

 

 

 

Benefit obligation at beginning of year

 

$

39,407

 

$

37,217

Service cost

 

 

356

 

 

321

Interest cost

 

 

1,613

 

 

1,639

Actuarial loss

 

 

3,571

 

 

1,469

Benefits paid

 

 

(1,283)

 

 

(1,239)

Benefit obligation at end of year

 

 

43,664

 

 

39,407

Fair value of plan assets at beginning of year

 

 

29,223

 

 

26,378

Actual return on plan assets

 

 

4,294

 

 

2,373

Employer contributions through December 31

 

 

1,669

 

 

1,711

Benefits paid

 

 

(1,283)

 

 

(1,239)

Fair value of plan assets at end of year

 

 

33,903

 

 

29,223

 

 

$

(9,761)

 

$

(10,184)

 

The components of net periodic pension cost consisted of the following for the years ended December 31,

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

2017

 

 

2016

 

 

2015

Components of net periodic pension cost:

 

 

 

 

 

 

 

Service cost

 

$

356

 

$

321

 

$

257

Interest cost

 

 

1,613

 

 

1,639

 

 

1,489

Expected return on plan assets

 

 

(1,790)

 

 

(1,824)

 

 

(1,630)

Amortization of net loss

 

 

723

 

 

724

 

 

1,021

Net periodic pension cost

 

$

902

 

$

860

 

$

1,137

The accumulated benefit obligation for all pension plans as of December 31, 2017 and 2016, was $42,876 and $38,799, respectively.

In accordance with its adoption of ASC 715‑20, the Company uses December 31 as its measurement date for all periods presented. Assumptions used in determining net periodic pension cost for the plans consisted of the following:

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Year ended December 31

 

 

2017

 

2016

 

 

2015

 

Discount rates

 

4.2

%

 

 4.5

%

 

3.9%  - 4.0

%

Rates of increase in compensation levels:

 

 

 

 

 

 

 

 

 

 Salaried

 

3.5

 

 

3.5

 

 

3.5

 

 Hourly

 

N/A

 

 

N/A

 

 

N/A

 

Expected long-term rate of return on assets

 

6.5

 

 

7.25

 

 

7.25

 

The discount rate used to determine the benefit obligation at December 31, 2017 was 3.6% for both the hourly and salaried pension plans. Meanwhile the discount rate used to determine the benefit obligation at December 31, 2016 was 4.2% for the both the hourly and salaried pension plans.

For 2018, the expected long‑term rate of return on plan assets is 5.80% for the salaried plan and 6.50% for the hourly plan. To determine the long‑term rate of return assumption for plan assets, the Company studies historical markets and preserves the long‑term historical relationships between equities and fixed‑income securities consistent with the widely accepted capital market principle that assets with higher volatility generate a greater return over the long run. The Company evaluates current market factors such as inflation and interest rates before it determines long‑term capital market assumptions and reviews peer data and historical returns to check for reasonableness and appropriateness.

The expected benefit payments under the pension plans are as follows:

 

 

 

 

 

 

2018

$

1,540

2019

 

1,460

2020

 

1,510

2021

 

1,550

2022

 

1,720

2023-2027

 

10,230

The Company made required minimum pension funding contributions of $169 and voluntary contributions of $1,500 to the pension plans in 2017 and currently expects to make $72 of required minimum pension funding contributions in 2018.

The Company maintains target allocation percentages among various asset classes based on an investment policy established for the pension plans, which is designed to achieve long‑term objectives of return, while mitigating downside risk and considering expected cash flows. The current weighted‑average target asset allocations are reflective of actual investments at December 31, 2017 and 2016. The investment policy is reviewed periodically in order to achieve overall objectives in light of current circumstances.

The Company’s weighted‑average asset allocation and actual allocation for the qualified hourly pension plan by asset category at December 31 is as follows:

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Target

 

 

2017

 

 

2016

Large Cap Equity

 

34

%

 

$

2,259

 

 

35

%

 

$

1,991

 

36

%

Mid Cap Equity

 

3

%

 

 

199

 

 

3

%

 

 

177

 

3

%

Small Cap Equity

 

1

%

 

 

73

 

 

1

%

 

 

67

 

1

%

International Equity

 

14

%

 

 

950

 

 

15

%

 

 

664

 

12

%

Emerging Markets Equity

 

2

%

 

 

128

 

 

2

%

 

 

88

 

2

%

Fixed Income and Cash Equivalents

 

40

%

 

 

2,447

 

 

38

%

 

 

2,256

 

40

%

Real Estate

 

6

%

 

 

382

 

 

6

%

 

 

333

 

6

%

 

 

 

 

 

 

 

 

 

 

 

 

 

Total

 

100

%

 

$

6,438

 

 

100

%

 

$

5,576

 

100

%

 

The Company’s weighted‑average asset allocation and actual allocation for the qualified salaried pension plan by asset category at December 31 is as follows:

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Target

 

 

2017

 

 

2016

Large Cap Equity

 

21

%

 

$

6,111

 

 

23

%

 

$

8,444

 

36

%

Mid Cap Equity

 

2

%

 

 

542

 

 

2

%

 

 

752

 

3

%

Small Cap Equity

 

1

%

 

 

201

 

 

1

%

 

 

282

 

1

%

International Equity

 

9

%

 

 

2,573

 

 

9

%

 

 

2,815

 

12

%

Emerging Markets Equity

 

1

%

 

 

348

 

 

1

%

 

 

374

 

2

%

Fixed Income and Cash Equivalents

 

60

%

 

 

16,046

 

 

58

%

 

 

9,565

 

40

%

Real Estate

 

6

%

 

 

1,644

 

 

6

%

 

 

1,415

 

6

%

 

 

 

 

 

 

 

 

 

 

 

 

 

Total

 

100

%

 

$

27,465

 

 

100

%

 

$

23,647

 

100

%

The investment strategy is to build an efficient, well‑diversified portfolio based on a long‑term, strategic outlook of the investment markets. The investment market outlook utilizes both historical‑based and forward‑looking return forecasts to establish future return expectations for various asset classes. These return expectations are used to develop a core asset allocation based on the needs of the plan. The core asset allocation utilizes investment portfolios of various asset classes and multiple investment managers in order to help maximize the plan’s return while providing multiple layers of diversification to help minimize risk.

The following table presents the fair values of the plan assets related to the Company’s pension plans within the fair value hierarchy as defined in Note 2.

The fair values of the Company’s pension plan assets as of December 31, 2017 are as follows:

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Balance as of December 31, 2017

 

Quoted Prices in Active Markets for Identical Assets (Level 1)

 

Significant Other Observable Inputs (Level 2)

 

Significant Unobservable Inputs (Level 3)

Assets:

 

 

 

 

 

 

 

 

 

 

 

Equity holdings

$

13,384

 

$

 

$

13,384

 

$

Fixed-income holdings

 

18,493

 

 

 

 

18,493

 

 

Alternative investments

 

2,026

 

 

 

 

 

 

2,026

 

 

 

 

 

 

 

 

Total pension plan assets

$

33,903

 

$

 

$

31,877

 

$

2,026

 

The fair values of the Company’s pension plan assets as of December 31, 2016 are as follows:

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Balance as of December 31, 2016

 

Quoted Prices in Active Markets for Identical Assets (Level 1)

 

Significant Other Observable Inputs (Level 2)

 

Significant Unobservable Inputs (Level 3)

Assets:

 

 

 

 

 

 

 

 

 

 

 

Equity holdings

$

15,654

 

$

 

$

15,654

 

$

Fixed-income holdings

 

11,821

 

 

 

 

11,821

 

 

Alternative investments

 

1,748

 

 

 

 

 

 

1,748

 

 

 

 

 

 

 

 

Total pension plan assets

$

29,223

 

$

 

$

27,475

 

$

1,748

Level 2 investments are based on quoted prices for similar assets in markets that are not active while Level 3 investments are comprised of a real estate fund for which the fair value is determined by taking the appraised values of the properties on hand plus other assets and subtracting mortgage loans and other liabilities.

The following table presents a reconciliation of the fair value measurements using significant unobservable inputs (Level 3):

 

 

 

 

 

 

 

 

 

 

 

 

 

December 31,

 

 

2017

 

 

2016

Balance, beginning of year

$

1,748

 

$

1,364

Deposits

 

100

 

 

101

Actual return on plan assets held at reporting date

 

142

 

 

138

Withdrawals

 

36

 

 

145

Balance, end of year

$

2,026

 

$

1,748

 

Postretirement benefits

The Company provides postretirement healthcare benefits for certain employee groups. The postretirement healthcare plans are contributory and contain certain other cost‑sharing features such as deductibles and coinsurance. The plans are unfunded. Employees do not vest until they retire from active employment with the Company and have at least twelve years of service. These benefits can be amended or terminated at anytime and are subject to the same ongoing changes as the Company’s healthcare benefits for employees with respect to deductible, co‑insurance and participant contributions.

Effective January 1, 2004, the postretirement healthcare benefits were extended to all active employees of the Company as of December 31, 2003. The period of coverage was reduced and the retiree contribution percentage was increased in order to keep the cost of the plan equivalent to the previous plan design.

Maximum coverage under the plan is limited to ten years. All benefits terminate upon the death of the retiree. Employees who began working for the Company after December 31, 2003, are not eligible for postretirement healthcare benefits.

The reconciliation of the beginning and ending balances of the projected benefit obligation for the Company consisted of the following:

 

 

 

 

 

 

 

 

 

 

 

 

 

December 31

 

2017

 

2016

Change in projected benefit obligation:

 

 

 

 

 

Benefit obligation at beginning of year

$

7,333

 

$

6,896

Service cost

 

205

 

 

210

Interest cost

 

278

 

 

278

Participant contributions

 

25

 

 

38

Changes in actuarial assumptions

 

(853)

 

 

53

Benefits paid

 

(39)

 

 

(142)

Projected benefit obligation at end of year

$

6,949

 

$

7,333

Amounts recognized in the consolidated balance sheets consisted of:

 

 

 

 

 

Accrued expenses and other current liabilities

$

140

 

$

140

Retiree health benefit obligation

 

6,809

 

 

7,193

 

$

6,949

 

$

7,333

 

 

 

 

 

 

The components of postretirement healthcare benefit cost consisted of the following for the year ended December 31,

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

2017

 

 

2016

 

 

2015

Components of net postretirement health benefit cost:

 

 

 

 

 

 

Service cost

$

205

 

$

210

 

$

229

Interest cost

 

278

 

 

278

 

256

Amortization of net gain

 

(107)

 

 

(127)

 

(69)

Net postretirement healthcare benefit cost (income)

$

376

 

$

361

 

$

416

The assumed discount and healthcare cost trend rates are summarized as follows:

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Year Ended December 31

 

 

2017

 

2016

 

 

2015

 

Discount rate

 

3.8

%

 

4.1

%

 

3.7

%

Immediate healthcare cost trend rate

 

*

 

 

**

 

 

***

 

Ultimate healthcare cost trend rate

 

4.5

 

 

4.5

 

 

4.5

 

Assumed annual reduction in trend rate

 

*

 

 

**

 

 

***

 

Participation

 

60

 

 

60

 

 

60

 


* Health Care Cost Trend rate is assumed to be 7.0%  beginning in 2017 gradually reducing to an ultimate rate of 4.5% in 2026.

**Health Care Cost Trend rate is assumed to be 7.0%  beginning in 2016 gradually reducing to an ultimate rate of 4.5% in 2025.

***Health Care Cost Trend rate is assumed to be 7.0%  beginning in 2015 gradually reducing to an ultimate rate of 4.5% in 2024.

The discount rate used to determine the benefit obligation at December 31, 2017 and 2016 is 4.1% and 3.7%, respectively. For December 31, 2017, the health care cost trend rate is assumed to be 7.0% beginning in 2017 gradually reducing to an ultimate rate of 4.5% in 2026. For December 31, 2016, the health care cost trend rate is assumed to be 7.0% beginning in 2016 gradually reducing to an ultimate rate of 4.5% in 2025. For December 31, 2015, the health care cost trend rate is assumed to be 7.0%  beginning in 2015 gradually reducing to an ultimate rate of 4.5% in 2024.

A one percentage point change in the healthcare cost trend rate would have the following effect at December 31, 2017:

 

 

 

 

 

 

 

 

 

 

 

 

 

1%

 

1%

 

Increase

 

Decrease

Effect on total service and interest cost

$

54

 

$

(46)

Effect on postretirement benefit obligation

 

762

 

 

(669)

 

Amounts included in other comprehensive loss, net of tax, at December 31, 2017, which have not yet been recognized in net periodic pension or OPEB cost, were net actuarial gain (loss) of ($6,636) and $1,392 for the pension plans and postretirement healthcare benefit plans, respectively. The estimated actuarial gain (loss) for the defined benefit plans that will be amortized from accumulated other comprehensive loss into net periodic pension or OPEB cost during 2018 are ($706) and $211 for the pension plans and postretirement healthcare benefit plans, respectively.

Defined contribution plan

The Company has a defined contribution plan, which qualifies under Section 401(k) of the Internal Revenue Code and provides substantially all employees an opportunity to accumulate personal funds for their retirement. Contributions are made on a before‑tax basis to the plan and are invested, at the employees’ direction, among a variety of investment alternatives including, commencing January 1, 2013, a Company common stock fund designated as an employee stock ownership plan.

As determined by the provisions of the plan, the Company matches a portion of the employees’ basic voluntary contributions. The Company matching contributions to the plan were approximately $625,  $863 and $377 for the years ended December 31, 2017, 2016 and 2015, respectively. Beginning January 1, 2012, the Company amended its defined contribution plan to permit non‑discretionary employer contributions. The Company made non‑discretionary employer contributions of $1,128,  $901 and $1,264 in the years ended December 31, 2017, 2016 and 2015, respectively.  The Company additionally made contributions in the year ended December 31, 2015 of $299 into a separate Henderson defined contribution plan. The Company merged the plan into the Douglas Dynamics, L.L.C. 401(k) plan in 2016.  The Company additionally made contributions in the year ended December 31, 2016 of $119 into a separate Dejana defined contribution plan.  The Company intends to merge the Dejana plan into the Douglas Dynamics, L.L.C. 401(k) plan in 2018.

Non‑qualified plan

The Company also maintains a supplemental non‑qualified plan for certain officers and other key employees. Expense for this plan was $526, $511 and $496 for the years ended December 31, 2017, 2016 and 2015, respectively. The amount accrued was $4,980,    $3,471 and $2,482 as of December 31, 2017, 2016 and 2015, respectively. Amounts were determined based on the fair value of the liability at December 31, 2017, 2016 and 2015, respectively.  The Company holds assets that substantially equivalent to the liability and are intended to fund the liability.