0001564590-20-050250 | 10-Q | XBRL Viewer

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Document and Entity Information - shares	9 Months Ended
Document and Entity Information - shares	Sep. 30, 2020	Oct. 28, 2020
Cover [Abstract]
Document Type	10-Q
Amendment Flag	false
Document Period End Date	Sep. 30, 2020
Document Fiscal Year Focus	2020
Document Fiscal Period Focus	Q3
Trading Symbol	DNOW
Security Exchange Name	NYSE
Entity Registrant Name	NOW INC.
Entity Central Index Key	0001599617
Current Fiscal Year End Date	--12-31
Entity Filer Category	Large Accelerated Filer
Entity Small Business	false
Entity Emerging Growth Company	false
Entity Common Stock, Shares Outstanding		109,379,627
Entity Current Reporting Status	Yes
Entity Shell Company	false
Entity File Number	001-36325
Entity Incorporation, State or Country Code	DE
Entity Tax Identification Number	46-4191184
Entity Address, Address Line One	7402 North Eldridge Parkway
Entity Address, City or Town	Houston
Entity Address, State or Province	TX
Entity Address, Postal Zip Code	77041
City Area Code	281
Local Phone Number	823-4700
Title of 12(b) Security	Common Stock, par value $0.01
Entity Interactive Data Current	Yes
Document Quarterly Report	true
Document Transition Report	false

Consolidated Balance Sheets - USD ($) $ in Millions	Sep. 30, 2020	Dec. 31, 2019
Current assets:
Cash and cash equivalents	$ 325	$ 183
Receivables, net	213	370
Inventories, net	318	465
Assets held-for-sale	6	34
Prepaid and other current assets	16	15
Total current assets	878	1,067
Property, plant and equipment, net	101	120
Deferred income taxes	2	2
Goodwill		245
Intangibles, net		90
Other assets	58	67
Total assets	1,039	1,591
Current liabilities:
Accounts payable	163	255
Accrued liabilities	94	127
Liabilities held-for-sale	1	6
Other current liabilities	6	8
Total current liabilities	264	396
Long-term operating lease liabilities	29	34
Deferred income taxes		4
Other long-term liabilities	15	13
Total liabilities	308	447
Commitments and contingencies
Stockholders' equity:
Preferred stock - par value $0.01; 20 million shares authorized; no shares issued and outstanding
Common stock - par value $0.01; 330 million shares authorized; 109,379,627 and 109,207,678 shares issued and outstanding at September 30, 2020 and December 31, 2019, respectively	1	1
Additional paid-in capital	2,050	2,046
Accumulated deficit	(1,164)	(775)
Accumulated other comprehensive loss	(156)	(128)
Total stockholders' equity	731	1,144
Total liabilities and stockholders' equity	$ 1,039	$ 1,591

Consolidated Balance Sheets (Parenthetical) - $ / shares	Sep. 30, 2020	Dec. 31, 2019
Statement Of Financial Position [Abstract]
Preferred stock, par value	$ 0.01	$ 0.01
Preferred stock, shares authorized	20,000,000	20,000,000
Preferred stock, shares issued	0	0
Preferred stock, shares outstanding	0	0
Common stock, par value	$ 0.01	$ 0.01
Common stock, shares authorized	330,000,000	330,000,000
Common stock, shares issued	109,379,627	109,207,678
Common stock, shares outstanding	109,379,627	109,207,678

Consolidated Statements of Operations (Unaudited) - USD ($) $ in Millions	3 Months Ended		9 Months Ended
	Sep. 30, 2020	Sep. 30, 2019	Sep. 30, 2020	Sep. 30, 2019
Income Statement [Abstract]
Revenue	$ 326	$ 751	$ 1,300	$ 2,312
Operating expenses:
Cost of products	264	601	1,053	1,851
Warehousing, selling and administrative	83	136	310	407
Impairment charges			320
Operating profit (loss)	(21)	14	(383)	54
Other expense		(2)	(2)	(8)
Income (loss) before income taxes	(21)	12	(385)	46
Income tax provision (benefit)	1	2	(2)	4
Net income (loss)	$ (22)	$ 10	$ (383)	$ 42
Earnings (loss) per share:
Basic earnings (loss) per common share	$ (0.20)	$ 0.09	$ (3.50)	$ 0.38
Diluted earnings (loss) per common share	$ (0.20)	$ 0.09	$ (3.50)	$ 0.38
Weighted-average common shares outstanding, basic	109,379,627	108,796,947	109,323,228	108,702,139
Weighted-average common shares outstanding, diluted	109,379,627	109,134,331	109,323,228	109,169,749

Consolidated Statements of Comprehensive Income (Loss) (Unaudited) - USD ($) $ in Millions	3 Months Ended		9 Months Ended
	Sep. 30, 2020	Sep. 30, 2019	Sep. 30, 2020	Sep. 30, 2019
Statement Of Income And Comprehensive Income [Abstract]
Net income (loss)	$ (22)	$ 10	$ (383)	$ 42
Other comprehensive income (loss):
Foreign currency translation adjustments	3	(11)	(28)
Comprehensive income (loss)	$ (19)	$ (1)	$ (411)	$ 42

- Definition

The portion of profit or loss for the period, net of income taxes, which is attributable to the parent.

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+ Details

Consolidated Statements of Cash Flows (Unaudited) - USD ($) $ in Millions	9 Months Ended
	Sep. 30, 2020	Sep. 30, 2019
Cash flows from operating activities:
Net income (loss)	$ (383)	$ 42
Adjustments to reconcile net income (loss) to net cash provided by (used in) operating activities:
Depreciation and amortization	23	30
Provision for doubtful accounts	8	(2)
Provision for inventory	30	12
Impairment charges	320
Other, net	19	35
Change in operating assets and liabilities, net of effects of acquisitions and divestitures:
Receivables	140	18
Inventories	112	45
Prepaid and other current assets	(2)	(4)
Accounts payable, accrued liabilities and other, net	(134)	(26)
Net cash provided by (used in) operating activities	133	150
Cash flows from investing activities:
Purchases of property, plant and equipment	(7)	(7)
Business acquisitions, net of cash acquired		(8)
Net proceeds from sale of business	25
Other, net	1	(2)
Net cash provided by (used in) investing activities	19	(17)
Cash flows from financing activities:
Borrowings under the revolving credit facility		218
Repayments under the revolving credit facility		(350)
Other, net	(6)	(4)
Net cash provided by (used in) financing activities	(6)	(136)
Effect of exchange rates on cash and cash equivalents	(4)
Net change in cash and cash equivalents	142	(3)
Cash and cash equivalents, beginning of period	183	116
Cash and cash equivalents, end of period	$ 325	113
Supplemental disclosures of cash flow information:
Accrued purchases of property, plant and equipment		$ 3

Consolidated Statements of Stockholders' Equity (Unaudited) - USD ($) shares in Millions, $ in Millions	Total	Cumulative Effect, Period of Adoption, Adjustment [Member]	Common Stock [Member]	Additional Paid-In Capital [Member]	Retained Earnings (Deficit) [Member]	Retained Earnings (Deficit) [Member] Cumulative Effect, Period of Adoption, Adjustment [Member]	Accumulated Other Comprehensive Income (Loss) [Member]
Beginning balance at Dec. 31, 2018	$ 1,214			$ 2,034	$ (678)		$ (143)
Beginning balance, shares at Dec. 31, 2018			1
Net income (loss)	18				18
Stock-based compensation	4			4
Exercise of stock options	1			1
Shares withheld for taxes	(2)			(2)
Other comprehensive income (loss)	10						10
Ending balance at Mar. 31, 2019	1,245			2,037	(660)		(133)
Ending balance, shares at Mar. 31, 2019			1
Beginning balance at Dec. 31, 2018	1,214			2,034	(678)		(143)
Beginning balance, shares at Dec. 31, 2018			1
Net income (loss)	42
Ending balance at Sep. 30, 2019	1,267			2,045	(636)		(143)
Ending balance, shares at Sep. 30, 2019			1
Beginning balance at Mar. 31, 2019	1,245			2,037	(660)		(133)
Beginning balance, shares at Mar. 31, 2019			1
Net income (loss)	14				14
Stock-based compensation	4			4
Other comprehensive income (loss)	1						1
Ending balance at Jun. 30, 2019	1,264			2,041	(646)		(132)
Ending balance, shares at Jun. 30, 2019			1
Net income (loss)	10				10
Stock-based compensation	4			4
Other comprehensive income (loss)	(11)						(11)
Ending balance at Sep. 30, 2019	1,267			2,045	(636)		(143)
Ending balance, shares at Sep. 30, 2019			1
Beginning balance at Dec. 31, 2019	1,144	$ (6)		2,046	(775)	$ (6)	(128)
Beginning balance, shares at Dec. 31, 2019			1
Net income (loss)	(331)				(331)
Other comprehensive income (loss)	(39)						(39)
Ending balance at Mar. 31, 2020	768			2,046	(1,112)		(167)
Ending balance, shares at Mar. 31, 2020			1
Beginning balance at Dec. 31, 2019	1,144	$ (6)		2,046	(775)	$ (6)	(128)
Beginning balance, shares at Dec. 31, 2019			1
Net income (loss)	(383)
Other comprehensive income (loss)							(28)
Ending balance at Sep. 30, 2020	731			2,050	(1,164)		(156)
Ending balance, shares at Sep. 30, 2020			1
Beginning balance at Mar. 31, 2020	768			2,046	(1,112)		(167)
Beginning balance, shares at Mar. 31, 2020			1
Net income (loss)	(30)				(30)
Stock-based compensation	1			1
Other comprehensive income (loss)	8						8
Ending balance at Jun. 30, 2020	747			2,047	(1,142)		(159)
Ending balance, shares at Jun. 30, 2020			1
Net income (loss)	(22)				(22)
Stock-based compensation	3			3
Other comprehensive income (loss)	3						3
Ending balance at Sep. 30, 2020	$ 731			$ 2,050	$ (1,164)		$ (156)
Ending balance, shares at Sep. 30, 2020			1

- Definition

The portion of profit or loss for the period, net of income taxes, which is attributable to the parent.

+ References

+ Details

- Definition

Amount after tax and reclassification adjustments of other comprehensive income (loss).

+ References

+ Details

- Definition

Amount of stockholders' equity (deficit), net of receivables from officers, directors, owners, and affiliates of the entity, attributable to both the parent and noncontrolling interests. Amount excludes temporary equity. Alternate caption for the concept is permanent equity.

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+ Details

Organization and Basis of Presentation

9 Months Ended

Sep. 30, 2020

Organization Consolidation And Presentation Of Financial Statements [Abstract]

Organization and Basis of Presentation

1. Organization and Basis of Presentation

Nature of Operations

NOW Inc. (“NOW” or the “Company”) is a holding company headquartered in Houston, Texas that was incorporated in Delaware on November 22, 2013. NOW operates primarily under the DistributionNOW and DNOW brands. NOW is a global distributor of energy products as well as products for industrial applications through its locations in the U.S., Canada and internationally which are geographically positioned to serve the energy and industrial markets in approximately 80 countries. NOW’s energy product offerings are used in the oil and gas industry including upstream drilling and completion, exploration and production, midstream infrastructure development and downstream petroleum refining – as well as in other industries, such as chemical processing and power generation. The industrial distribution portion of NOW’s business targets a diverse range of facilities across numerous industries and end markets. NOW also provides supply chain management to drilling contractors, E&P operators, midstream operators and downstream energy companies. NOW’s supplier network consists of thousands of vendors in approximately 40 countries.

Basis of Presentation

All significant intercompany transactions and accounts have been eliminated. The unaudited consolidated financial information included in this report has been prepared in accordance with accounting principles generally accepted in the United States (“GAAP”) for interim financial information and Article 10 of SEC Regulation S-X. The principles for interim financial information do not require the inclusion of all the information and footnotes required by generally accepted accounting principles for complete financial statements. Therefore, these financial statements should be read in conjunction with the financial statements included in the Company’s most recent Annual Report on Form 10-K. In the opinion of the Company’s management, the consolidated financial statements include all adjustments, all of which are of a normal recurring nature, necessary for a fair presentation of the results for the interim periods. The results of operations for the three and nine months ended September 30, 2020 are not necessarily indicative of the results to be expected for the full year.

Use of Estimates

The preparation of financial statements in conformity with GAAP requires management to make estimates and assumptions that affect reported and contingent amounts of assets and liabilities as of the date of the financial statements and reported amounts of revenues and expenses during the reporting period. Actual results could differ from those estimates.

Reclassification

Certain amounts in the prior periods presented have been reclassified to conform to the current period financial statement presentation. These reclassifications have no effect on previously reported results of operations.

Fair Value of Financial Instruments

The carrying amounts of cash and cash equivalents, receivables and payables approximated fair value because of the relatively short maturity of these instruments. Cash equivalents include only those investments having a maturity date of three months or less at the time of purchase. See Note 14 “Derivative Financial Instruments” for the fair value of derivative financial instruments.

Recently Issued Accounting Standards

In March 2020, the Financial Accounting Standards Board (“FASB”) issued Accounting Standards Update (“ASU”) 2020-04, Reference Rate Reform (Topic 848), which provides optional expedients and exceptions to contracts, hedging relationships, and other transactions that reference LIBOR or another reference rate expected to be discontinued because of reference rate reform. Entities that elect the relief are required to disclose the nature of the optional expedients and exceptions that are adopted and the reasons for the adoptions. The guidance is effective upon issuance and the expedients and exceptions may be applied prospectively through December 31, 2022. The Company is currently assessing the impact of ASU 2020-04 on its consolidated financial statements.

Recently Adopted Accounting Standards

In June 2016, the FASB issued ASU 2016-13, Measurement of Credit Losses on Financial Instruments (Topic 326), which replaces the incurred loss impairment methodology in current GAAP with a methodology that reflects expected credit losses and requires consideration of a broader range of reasonable and supportable information to determine credit loss estimates. On January 1, 2020, the Company adopted ASC Topic 326 using the modified retrospective basis and began to recognize allowance for doubtful accounts (“AFDA”) based on the estimated lifetime expected credit loss related to trade receivables. The adoption of ASC Topic 326 resulted in a cumulative-effect adjustment of $6 million (net of income taxes) to its opening accumulated deficit and AFDA in the consolidated balance sheets. See Note 3 “Receivables, net” for additional information.

In August 2018, the FASB issued ASU 2018-13, Disclosure Framework-Changes to the Disclosure Requirements for Fair Value Measurement (Topic 820), which modified the disclosure requirements on fair value measurements. On January 1, 2020, the Company adopted this standard and expanded its fair value disclosures to address the quantitative and qualitative requirements of this standard. See Note 4 “Asset Impairment” for fair value disclosures relating to the impairment of goodwill and other long-lived assets.

In August 2018, the FASB issued ASU 2018-15, Customer’s Accounting for Implementation Costs Incurred in a Cloud Computing Arrangement That Is a Service Contract (Topic 350-40), which aligns the requirements for capitalizing implementation costs incurred in a cloud computing arrangement service contract with the capitalization requirements of costs to develop or obtain internal-use software licenses. On January 1, 2020, the Company adopted this standard using the prospective transition approach, with no material impact in its consolidated financial statements.

Revenue

9 Months Ended

Sep. 30, 2020

Revenue From Contract With Customer [Abstract]

Revenue

2. Revenue

The Company’s primary source of revenue is the sale of energy products and an extensive selection of products for industrial applications based upon purchase orders or contracts with customers. The majority of revenue is recognized at a point in time once the Company has determined that the customer has obtained control over the product. Control is typically deemed to have been transferred to the customer when the product is shipped, delivered or picked up by the customer. The Company does not grant extended payment terms. Revenue is recognized net of any taxes collected from customers, which are subsequently remitted to government authorities. Shipping and handling costs for product shipments occur prior to the customer obtaining control of the goods and are recorded in cost of products.

The amount of revenue recognized reflects the consideration to which the Company expects to receive in exchange for products sold. Revenue is recorded at the transaction price net of estimates of variable consideration, which may include product returns, trade discounts and allowances. The Company accrues for variable consideration using the expected value method. Estimates of variable consideration are included in revenue to the extent that it is probable that a significant reversal in the amount of cumulative revenue recognized will not occur.

See Note 9 “Business Segments” for disaggregation of revenue by reporting segments. The Company believes this disaggregation best depicts how the nature, amount, timing and uncertainty of revenue and cash flows are affected by economic factors.

Remaining Performance Obligations

Remaining performance obligations represent the transaction price of firm orders for which work has not been performed on contracts with an original expected duration of more than one year. The Company’s contracts are predominantly short-term in nature with a contract term of one year or less. For those contracts, the Company has utilized the practical expedient in ASC Topic 606 exempting the Company from disclosure of the transaction price allocated to remaining performance obligations when the performance obligation is part of a contract that has an original expected duration of one year or less.

Receivables

Receivables are recorded when the Company has an unconditional right to consideration.

Contract Assets and Liabilities

Contract assets primarily consist of retainage amounts held as a form of security by customers until the Company satisfies its remaining performance obligations. As of September 30, 2020 and December 31, 2019, contract assets were $2 million and $3 million, respectively, and were included in receivables, net in the consolidated balance sheets. The Company generally accounts for the incremental costs of obtaining a contract as an expense when incurred if the amortization period of the asset that the entity otherwise would have been recognized is one year or less. These expenses were not material for the three and nine months ended September 30, 2020 and 2019.

Contract liabilities primarily consist of deferred revenues recorded when customer payments are received or due in advance of satisfying performance obligations, including amounts which are refundable, and other accrued customer liabilities. Revenue recognition is deferred to a future period until the Company completes its obligations contractually agreed with customers. As of September 30, 2020 and December 31, 2019, contract liabilities were $21 million and $34 million, respectively, and were included in accrued liabilities in the consolidated balance sheets. For the nine months ended September 30, 2020, the decrease in contract liabilities was primarily related to recognizing revenue of approximately $18 million that was deferred as of December 31, 2019, partially offset by net current year customer deposits and credits of approximately $5 million.

- Definition

The entire disclosure of revenue from contract with customer to transfer good or service and to transfer nonfinancial asset. Includes, but is not limited to, disaggregation of revenue, credit loss recognized from contract with customer, judgment and change in judgment related to contract with customer, and asset recognized from cost incurred to obtain or fulfill contract with customer. Excludes insurance and lease contracts.

+ References

Reference 1: http://www.xbrl.org/2003/role/disclosureRef
-Publisher FASB
-Name Accounting Standards Codification
-Topic 606
-URI http://asc.fasb.org/topic&trid=49130388

Reference 2: http://www.xbrl.org/2003/role/disclosureRef
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-Name Accounting Standards Codification
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Reference 3: http://www.xbrl.org/2003/role/disclosureRef
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+ Details

Receivables, net

9 Months Ended

Sep. 30, 2020

Receivables [Abstract]

Receivables, net

3. Receivables, net

The Company is exposed to credit losses relating to sales to its customers. Receivables are recorded and carried at the original invoiced amount less the allowance for doubtful accounts. With the adoption of ASU 2016-13 on January 1, 2020, the estimated AFDA reflects the Company’s immediate recognition of current expected credit losses by incorporating the historical loss experience, as well as current and future market conditions that are reasonably available. Judgements in the estimate of AFDA include global economic and business conditions, oil and gas industry and market conditions, customer’s financial conditions and account receivables past due.

Activity in the allowance for doubtful accounts are as follows (in millions):

	Allowance for Doubtful Accounts
Balance at December 31, 2019	$	16
Cumulative effect of accounting change		6
Additions charged to expenses		8
Charge-offs and other		(1	)
Balance at September 30, 2020	$	29

Asset Impairment

9 Months Ended

Sep. 30, 2020

Asset Impairment Charges [Abstract]

Asset Impairment

4. Asset Impairment

The Company tests goodwill for impairment at least annually or more frequently whenever events or circumstances occur indicating that it might be impaired. During the first quarter of 2020, the Company’s market capitalization declined significantly driven by current macroeconomic and geopolitical conditions including the collapse of oil prices caused by both surplus production and supply as well as the decrease in demand caused by the COVID-19 pandemic. In addition, the uncertainty related to oil demand continues to have a significant impact on the investment and operating plans of our primary customers. Based on these events, the Company concluded that it was more likely than not that the fair values of certain of its reporting units were less than their carrying values. Therefore, the Company performed an interim goodwill impairment test.

Goodwill is evaluated for impairment at the reporting unit level. During the first quarter of 2020, the Company had five reporting units: U.S. Energy, U.S. Supply Chain, U.S. Process Solutions, Canada and International. The Company determined the fair values of three reporting units with goodwill were below their carrying values, resulting in a $230 million goodwill impairment which was included in impairment charges in the consolidated statements of operations. No tax benefit was reported as the goodwill impairment was either nondeductible for tax purposes or was subject to a valuation allowance.

During the third quarter of 2020, to align with the updates to the operational and management structure, the Company combined two reporting units within the U.S. segment, U.S. Energy and U.S. Supply Chain, each with goodwill of zero prior to and after the combination.

Goodwill by reportable segment is shown as follows (in millions):

	United States			Canada			International			Total
Balance at December 31, 2019 ⁽¹⁾	$	125		$	67		$	53		$	245
Impairment		(125	)		(60	)		(45	)		(230	)
Foreign currency translation adjustments		—			(7	)		(8	)		(15	)
Balance at September 30, 2020	$	—		$	—		$	—		$	—

⁽¹⁾

^{The United States, Canada and International segments are net of prior years accumulated impairment of $393 million, $27 million and $54 million, respectively.}

The Company evaluates the recoverability of long-lived assets for possible impairment whenever events or circumstances indicate that the carrying amount of such assets may not be recoverable. During the first quarter of 2020, the results of the Company's test for impairment of goodwill and the other negative market indicators described above were a triggering event that indicated that its long-lived assets were possibly impaired.

The Company identified its reporting units as individual asset groups and measured long-lived assets recoverability by a comparison of the carrying amount and the undiscounted cash flows of the reporting unit. The results indicated that long-lived assets associated with three reporting units were not recoverable. Further, the estimated fair value of these assets was determined to be below their carrying value. As a result, for the three months ended March 31, 2020, the Company recognized $90 million of impairments of long-lived assets which were included in impairment charges in the consolidated statements of operations. A tax benefit of $4 million was also recognized related to the long-lived asset impairments. No triggering events were identified subsequent to the first quarter of 2020 to indicate that the remaining carrying value of long-lived assets were not recoverable. As of September 30, 2020, the long-lived assets consisted primarily of $101 million in property, plant and equipment, net and $45 million in operating right-of-use assets.

The impairment of long-lived assets recognized in the first quarter is shown as follows (in millions):

	United States			International			Total
Intangibles, net	$	(62	)	$	(22	)	$	(84	)
Property, plant and equipment, net		—			(4	)		(4	)
Operating right-of-use assets		(1	)		(1	)		(2	)
Total impairment	$	(63	)	$	(27	)	$	(90	)

The Company determined the fair value of both long-lived assets and goodwill primarily using the discounted cash flow method and in the case of goodwill, a multiples-based market approach for comparable companies when applicable. Given the current volatile market environment, the Company utilized third-party valuation advisors to assist us with these valuations. These analyses included significant judgment, including management’s short-term and long-term forecast of operating performance, discount rates based on the weighted average cost of capital, revenue growth rates, profitability margins, capital expenditures, the timing of future cash flows based on an eventual recovery of the oil and gas industry, and in the case of long-lived assets, the remaining useful life and service potential of the asset, all of which were classified as level 3 inputs under the fair value hierarchy. These impairment assessments incorporate inherent uncertainties, including projected commodity pricing, supply and demand for the Company’s products and future market conditions, which are difficult to predict in volatile economic environments. Discount rates utilized to value the reporting units were in a range from 11.5% to 12.8%.

Property, Plant and Equipment, net

9 Months Ended

Sep. 30, 2020

Property Plant And Equipment [Abstract]

Property, Plant and Equipment, net

5. Property, Plant and Equipment, net

Property, plant and equipment consist of (in millions):

	Estimated Useful Lives	September 30, 2020			December 31, 2019
Information technology assets	1-7 Years	$	48		$	46
Operating equipment⁽¹⁾	2-15 Years		102			109
Buildings and land⁽²⁾	5-35 Years		101			100
Construction in progress			—			10
Total property, plant and equipment			251			265
Less: accumulated depreciation			(150	)		(145	)
Property, plant and equipment, net		$	101		$	120

⁽¹⁾

^{Includes finance lease right-of-use assets.}

⁽²⁾

^{Land has an indefinite life.}

As of September 30, 2020, the Company classified a facility as held-for-sale in the International segment, with the net carrying value of approximately $2 million.

Accrued Liabilities

9 Months Ended

Sep. 30, 2020

Payables And Accruals [Abstract]

Accrued Liabilities

6. Accrued Liabilities

Accrued liabilities consist of (in millions):

	September 30, 2020		December 31, 2019
Compensation and other related expenses	$	25	$	31
Contract liabilities		21		34
Taxes (non-income)		9		12
Current portion of operating lease liabilities		17		21
Other		22		29
Total	$	94	$	127

Debt

9 Months Ended

Sep. 30, 2020

Debt Disclosure [Abstract]

Debt

7. Debt

On April 30, 2018, the Company replaced its existing senior secured revolving credit facility and entered into a senior secured revolving credit facility (the “Credit Facility”) with a syndicate of lenders with Wells Fargo Bank, National Association serving as the administrative agent. The five-year Credit Facility provides for a $750 million global revolving credit facility (with a letter of credit sub-facility of $60 million and a swing line sub-facility of 10% of the facility amount), of which up to $100 million is available for the Company’s Canadian subsidiaries and $40 million for the Company’s UK subsidiaries. The Company has the right, subject to certain conditions, to increase the aggregate principal amount of commitments under the credit facility by $250 million. The obligations under the Credit Facility are secured by substantially all the assets of the Company and its subsidiaries. The Credit Facility contains customary covenants, representations and warranties and events of default. The Company will be required to maintain a fixed charge coverage ratio of at least 1.00:1.00 as of the end of each fiscal quarter if excess availability under the Credit Facility falls below the greater of 12.5% of the borrowing base or $60 million.

Borrowings under the Credit Facility will bear an interest rate at the Company’s option, at (i) the base rate plus an applicable margin based on the Company’s fixed charge coverage ratio (and if applicable, the Company’s leverage ratio); or (ii) the greater of LIBOR for the applicable interest period and zero, plus an applicable margin based on the Company’s fixed charge coverage ratio (and if applicable, the Company’s leverage ratio). The Credit Facility includes a commitment fee on the unused portion of commitments that ranges from 25 to 37.5 basis points. Commitment fees incurred during the period were included in other expense in the consolidated statements of operations.

Availability under the Credit Facility is determined by a borrowing base comprised of eligible receivables and eligible inventory in the U.S and Canada. As of September 30, 2020, the Company had no borrowings against the Credit Facility and approximately $209 million in availability (as defined in the Credit Facility) resulting in the excess availability (as defined in the Credit Facility) of 97%, subject to certain limitations. The Company is not obligated to pay back borrowings against the Credit Facility until the expiration date and as such, any outstanding borrowing is classified as long-term debt in the consolidated balance sheets.

The Company issued $7 million in letters of credit under the Credit Facility primarily for casualty insurance expiring in July 2021.

Accumulated Other Comprehensive Income (Loss)

9 Months Ended

Sep. 30, 2020

Equity [Abstract]

Accumulated Other Comprehensive Income (Loss)

8. Accumulated Other Comprehensive Income (Loss)

The components of accumulated other comprehensive income (loss) are as follows (in millions):

	Foreign Currency
	Translation Adjustments
Balance at December 31, 2019	$	(128	)
Other comprehensive income (loss)		(28	)
Balance at September 30, 2020	$	(156	)

The Company’s reporting currency is the U.S. dollar. A majority of the Company’s international entities in which there is a substantial investment have the local currency as their functional currency. As a result, foreign currency translation adjustments resulting from the process of translating the entities’ financial statements into the reporting currency are reported in other comprehensive income or loss in accordance with ASC Topic 830, “Foreign Currency Matters.” For the nine months ended September 30, 2020, several local currencies weakened against the U.S. dollar, contributing to the other comprehensive loss.

Business Segments

9 Months Ended

Sep. 30, 2020

Segment Reporting [Abstract]

Business Segments

9. Business Segments

Operating results by reportable segment are as follows (in millions):

	Three Months Ended September 30,					Nine Months Ended September 30,
	2020			2019		2020			2019
Revenue:
United States	$	228		$	567	$	929		$	1,772
Canada		42			83		161			243
International		56			101		210			297
Total revenue	$	326		$	751	$	1,300		$	2,312
Operating profit (loss):
United States	$	(22	)	$	9	$	(250	)	$	44
Canada		3			4		(60	)		7
International		(2	)		1		(73	)		3
Total operating profit (loss)	$	(21	)	$	14	$	(383	)	$	54

- Definition

The entire disclosure for reporting segments including data and tables. Reportable segments include those that meet any of the following quantitative thresholds a) it's reported revenue, including sales to external customers and intersegment sales or transfers is 10 percent or more of the combined revenue, internal and external, of all operating segments b) the absolute amount of its reported profit or loss is 10 percent or more of the greater, in absolute amount of 1) the combined reported profit of all operating segments that did not report a loss or 2) the combined reported loss of all operating segments that did report a loss c) its assets are 10 percent or more of the combined assets of all operating segments.

+ References

Reference 1: http://www.xbrl.org/2003/role/disclosureRef
-Publisher FASB
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+ Details

Income Taxes

9 Months Ended

Sep. 30, 2020

Income Tax Disclosure [Abstract]

Income Taxes

10. Income Taxes

The effective tax rates for the three and nine months ended September 30, 2020, were (4.1%) and 0.6%, respectively, compared to 15.2% and 8.3%, respectively, for the same periods in 2019. Compared to the U.S. statutory rate, the effective tax rate was impacted by recurring items, such as differing tax rates on income earned in certain foreign jurisdictions, nondeductible expenses, state income taxes and the change in valuation allowance recorded against deferred tax assets. Due to the continuing uncertainty in the Company’s industry, the Company continues to utilize the method of recording income taxes on a year-to-date effective tax rate for the three and nine months ended September 30, 2020. The Company will evaluate its use of this method each quarter until such time as a return to the annualized estimated effective tax rate method is deemed appropriate.

The Coronavirus Aid, Relief and Economic Security Act (“CARES Act”) was signed into law on March 27, 2020. The CARES Act contained several tax law changes for corporations, including modifications for net operating loss carrybacks, the refundability of prior-year minimum tax liability, limitations on business interest and limitations on charitable contribution deductions. These benefits did not impact the Company’s tax provision for the three and nine months ended September 30, 2020.

The Company is subject to taxation in the United States, various states and foreign jurisdictions. The Company has significant operations in the United States and Canada and to a lesser extent in various other international jurisdictions. Tax years that remain subject to examination by major tax jurisdictions vary by legal entity but are generally open in the U.S. for the tax years ending after 2015 and outside the U.S. for the tax years ending after 2013.

- Definition

The entire disclosure for income taxes. Disclosures may include net deferred tax liability or asset recognized in an enterprise's statement of financial position, net change during the year in the total valuation allowance, approximate tax effect of each type of temporary difference and carryforward that gives rise to a significant portion of deferred tax liabilities and deferred tax assets, utilization of a tax carryback, and tax uncertainties information.

+ References + Details

Earnings (Loss) Per Share

9 Months Ended

Sep. 30, 2020

Earnings Per Share [Abstract]

Earnings (Loss) Per Share

11. Earnings (Loss) Per Share

For the three and nine months ended September 30, 2020, the computation of diluted earnings per share excluded potentially dilutive shares of approximately 6 million in both periods due to the Company recognizing a net loss, compared to 5 million and 4 million, respectively, for the corresponding periods of 2019 due to their antidilutive effect.

Basic and diluted earnings (loss) per share are as follows (in millions, except share data):

	Three Months Ended September 30,					Nine Months Ended September 30,
	2020			2019		2020			2019
Numerator:
Net income (loss) attributable to the Company	$	(22	)	$	10	$	(383	)	$	42
Less: net income attributable to participating securities		—			—		—			—
Net income (loss) attributable to the Company's stockholders	$	(22	)	$	10	$	(383	)	$	42
Denominator:
Weighted average basic common shares outstanding		109,379,627			108,796,947		109,323,228			108,702,139
Effect of dilutive securities		—			337,384		—			467,610
Weighted average diluted common shares outstanding		109,379,627			109,134,331		109,323,228			109,169,749
Earnings (loss) per share attributable to the Company's stockholders:
Basic	$	(0.20	)	$	0.09	$	(3.50	)	$	0.38
Diluted	$	(0.20	)	$	0.09	$	(3.50	)	$	0.38

Under ASC Topic 260, “Earnings Per Share”, the two-class method requires a portion of net income attributable to the Company to be allocated to participating securities, which are unvested awards of share-based payments with non-forfeitable rights to receive dividends or dividend equivalents, if declared. Net loss is not allocated to unvested awards in periods the Company determines that those shares are not obligated to participate in losses. For the periods that the Company recognized net income, net income attributable to the Company allocated to these participating securities was excluded from net income attributable to the Company’s stockholders in the numerator of the earnings per share computation. Net income attributable to the Company allocated to these participating securities was less than $1 million for the three and nine months ended September 30, 2019.

Stock-based Compensation and Outstanding Awards

9 Months Ended

Sep. 30, 2020

Disclosure Of Compensation Related Costs Sharebased Payments [Abstract]

Stock-based Compensation and Outstanding Awards

12. Stock-based Compensation and Outstanding Awards

The Company has a stock-based compensation plan known as the NOW Inc. Long-Term Incentive Plan (the “Plan”). Under the Plan, the Company’s employees are eligible to be granted stock options, restricted stock awards (“RSAs”), restricted stock units and phantom shares (“RSUs”), and performance stock awards (“PSAs”).

For the nine months ended September 30, 2020, the Company granted 697,317 stock options with a weighted average fair value of $3.59 per share and 374,254 shares of RSAs and RSUs with a weighted average fair value of $8.78 per share. In addition, the Company granted PSAs to senior management employees with potential payouts varying from zero to 343,302 shares. These options vest over a three-year period from the grant date on a straight-line basis over the requisite service period for each separately vesting portion of the award as if the award was, in substance, multiple awards. The RSAs and RSUs vest on the first and third anniversary of the date of grant. The PSAs can be earned based on performance against established metrics over a three-year performance period. The PSAs are divided into three independent parts that are subject to separate performance metrics: (i) one-half of the PSAs have a Total Shareholder Return (“TSR”) metric, (ii) one-quarter of the PSAs have an EBITDA metric, and (iii) one-quarter of the PSAs have a Return on Capital Employed (“ROCE”) metric.

Performance against the TSR metric is determined by comparing the performance of the Company’s TSR with the TSR performance of designated peer companies for the three-year performance period. Performance against the EBITDA metric is determined by comparing the performance of the Company’s actual EBITDA average for each of the three-years of the performance period against the EBITDA metrics set by the Company’s Compensation Committee of the Board of Directors. Performance against the ROCE metric is determined by comparing the performance of the Company’s actual ROCE average for each of the three-years of the performance period against the ROCE metrics set by the Company’s Compensation Committee of the Board of Directors.

Stock-based compensation expense recognized for the three and nine months ended September 30, 2020 totaled $3 million and $4 million, respectively, compared to $4 million and $12 million, respectively, for the same periods in 2019. Unvested stocks and awards associated with certain executives retiring were allowed to continue to vest after retirement, for which the Company accounted as a Type III modification under ASC Topic 718 since the expectation of the award vesting changed from improbable to probable. Therefore, the stock-based compensation expense recognized was based on the modification-date fair value resulting in a reduction of stock-based compensation expense for the nine months ended September 30, 2020.

Commitments and Contingencies

9 Months Ended

Sep. 30, 2020

Commitments And Contingencies Disclosure [Abstract]

Commitments and Contingencies

13. Commitments and Contingencies

The Company is involved in various claims, regulatory agency audits and pending or threatened legal actions involving a variety of matters. The Company has also assessed the potential for additional losses above the amounts accrued as well as potential losses for matters that are not probable but are reasonably possible. The total potential loss on these matters cannot be determined; however, in the Company’s opinion, any ultimate liability, to the extent not otherwise recorded or accrued for, will not materially affect the Company’s financial position, cash flow or results of operations. These estimated liabilities are based on the Company’s assessment of the nature of these matters, their progress toward resolution, the advice of legal counsel and outside experts as well as management’s intention and experience.

The Company’s business is affected both directly and indirectly by governmental laws and regulations relating to the oilfield service industry in general, as well as by environmental and safety regulations that specifically apply to the Company’s business. Although the Company has not incurred material costs in connection with its compliance with such laws, there can be no assurance that other developments, such as new environmental laws, regulations and enforcement policies hereunder may not result in additional, presently unquantifiable costs or liabilities to the Company. The Company does not accrue for contingent losses that, in its judgment, are considered to be reasonably possible but not probable. Estimating reasonably possible losses also requires the analysis of multiple possible outcomes that often depend on judgments about potential actions by third parties.

The Company maintains credit arrangements with several banks providing for short-term borrowing capacity, overdraft protection and other bonding requirements. As of September 30, 2020, the Company was contingently liable for approximately $10 million of outstanding standby letters of credit and surety bonds. The Company does not believe, based on historical experience and information currently available, that it is probable that any amounts will be required to be paid.

Derivative Financial Instruments

9 Months Ended

Sep. 30, 2020

Derivative Instruments And Hedging Activities Disclosure [Abstract]

Derivative Financial Instruments

14. Derivative Financial Instruments

The Company is exposed to certain risks relating to its ongoing business operations. The primary risk managed by using derivative instruments is foreign currency exchange rate risk. The Company has entered into certain financial derivative instruments to manage this risk.

The derivative financial instruments the Company has entered into are forward exchange contracts which have terms of less than one year to economically hedge foreign currency exchange rate risk on recognized non-functional currency monetary accounts. The purpose of the Company’s foreign currency economic hedging activities is to economically hedge the Company’s risk from changes in the fair value of non-functional currency denominated monetary accounts.

The Company records all derivative financial instruments at their fair value in its consolidated balance sheets. None of the derivative financial instruments that the Company holds are designated as either a fair value hedge or cash flow hedge and the gain or loss on the derivative instrument is recorded in earnings. The Company has determined that the fair value of its derivative financial instruments are computed using level 2 inputs (inputs other than quoted prices in active markets for identical assets and liabilities that are observable either directly or indirectly for substantially the full term of the asset or liability) in the fair value hierarchy as the fair value is based on publicly available foreign exchange rates at each financial reporting date. As of September 30, 2020 and December 31, 2019, the fair value of the Company’s foreign currency forward contracts totaled an asset of less than $1 million in both periods, which was included in prepaid and other current assets in the consolidated balance sheets; and totaled a liability of less than $1 million in both periods, which was included in other current liabilities in the consolidated balance sheets.

For the three and nine months ended September 30, 2020, the Company recorded a gain of less than $1 million and a loss of less than $1 million, respectively, related to changes in fair value. For the three and nine months ended September 30, 2019, the Company recorded a loss of less than $1 million in both periods related to changes in fair value. All gains and losses were included in other expense in the consolidated statements of operations. The notional principal associated with those contracts was $11 million and $15 million as of September 30, 2020 and December 31, 2019, respectively.

As of September 30, 2020, the Company’s financial instruments do not contain any credit-risk-related or other contingent features that could cause accelerated payments when the Company’s financial instruments are in net liability positions. The Company does not use derivative financial instruments for trading or speculative purposes.

Transactions

9 Months Ended

Sep. 30, 2020

Transactions [Abstract]

Transactions

15. Transactions

On January 31, 2020, the Company completed the sale of its held-for-sale business at year-end 2019 which was primarily in the United States segment selling cutting tools to the aerospace and automotive markets. Subject to customary purchase price adjustments as defined in the transaction agreement, the sale resulted in a loss of less than $1 million for the nine months ended on September 30, 2020 and was included in impairment charges in the consolidated statements of operations.

During the three months ended September 30, 2020, as a result of strategic review of its assets, the Company decided to commit to a plan to divest a business that sells lighting solutions locally in the United Kingdom. The business did not qualify to be a discontinued operation as it did not represent a strategic shift that would have a major effect on the Company’s operations and financial results. As of September 30, 2020, the Company classified the business’s assets and liabilities as held-for-sale. The carrying value of the net assets held-for-sale was compared to the estimated fair value resulting in an impairment of less than $1 million which was included in impairment charges in the consolidated statements of operations and the remaining $4 million of assets and $1 million of liabilities were classified as held-for-sale in the consolidated balance sheets. Subsequent to quarter end, in October 2020, the Company entered into a definitive agreement and sold the business, subject to customary post-closing working capital and other transaction price adjustments as defined in the transaction agreement.

Organization and Basis of Presentation (Policies)	9 Months Ended
Organization and Basis of Presentation (Policies)	Sep. 30, 2020
Accounting Policies [Abstract]
Nature of Operations	Nature of Operations NOW Inc. (“NOW” or the “Company”) is a holding company headquartered in Houston, Texas that was incorporated in Delaware on November 22, 2013. NOW operates primarily under the DistributionNOW and DNOW brands. NOW is a global distributor of energy products as well as products for industrial applications through its locations in the U.S., Canada and internationally which are geographically positioned to serve the energy and industrial markets in approximately 80 countries. NOW’s energy product offerings are used in the oil and gas industry including upstream drilling and completion, exploration and production, midstream infrastructure development and downstream petroleum refining – as well as in other industries, such as chemical processing and power generation. The industrial distribution portion of NOW’s business targets a diverse range of facilities across numerous industries and end markets. NOW also provides supply chain management to drilling contractors, E&P operators, midstream operators and downstream energy companies. NOW’s supplier network consists of thousands of vendors in approximately 40 countries.
Basis of Presentation	Basis of Presentation All significant intercompany transactions and accounts have been eliminated. The unaudited consolidated financial information included in this report has been prepared in accordance with accounting principles generally accepted in the United States (“GAAP”) for interim financial information and Article 10 of SEC Regulation S-X. The principles for interim financial information do not require the inclusion of all the information and footnotes required by generally accepted accounting principles for complete financial statements. Therefore, these financial statements should be read in conjunction with the financial statements included in the Company’s most recent Annual Report on Form 10-K. In the opinion of the Company’s management, the consolidated financial statements include all adjustments, all of which are of a normal recurring nature, necessary for a fair presentation of the results for the interim periods. The results of operations for the three and nine months ended September 30, 2020 are not necessarily indicative of the results to be expected for the full year.
Use of Estimates	Use of Estimates The preparation of financial statements in conformity with GAAP requires management to make estimates and assumptions that affect reported and contingent amounts of assets and liabilities as of the date of the financial statements and reported amounts of revenues and expenses during the reporting period. Actual results could differ from those estimates.
Reclassification	Reclassification Certain amounts in the prior periods presented have been reclassified to conform to the current period financial statement presentation. These reclassifications have no effect on previously reported results of operations.
Fair Value of Financial Instruments	Fair Value of Financial Instruments The carrying amounts of cash and cash equivalents, receivables and payables approximated fair value because of the relatively short maturity of these instruments. Cash equivalents include only those investments having a maturity date of three months or less at the time of purchase. See Note 14 “Derivative Financial Instruments” for the fair value of derivative financial instruments.
Recently Issued Accounting Standards	Recently Issued Accounting Standards In March 2020, the Financial Accounting Standards Board (“FASB”) issued Accounting Standards Update (“ASU”) 2020-04, Reference Rate Reform (Topic 848), which provides optional expedients and exceptions to contracts, hedging relationships, and other transactions that reference LIBOR or another reference rate expected to be discontinued because of reference rate reform. Entities that elect the relief are required to disclose the nature of the optional expedients and exceptions that are adopted and the reasons for the adoptions. The guidance is effective upon issuance and the expedients and exceptions may be applied prospectively through December 31, 2022. The Company is currently assessing the impact of ASU 2020-04 on its consolidated financial statements.
Recently Adopted Accounting Standards	Recently Adopted Accounting Standards In June 2016, the FASB issued ASU 2016-13, Measurement of Credit Losses on Financial Instruments (Topic 326), which replaces the incurred loss impairment methodology in current GAAP with a methodology that reflects expected credit losses and requires consideration of a broader range of reasonable and supportable information to determine credit loss estimates. On January 1, 2020, the Company adopted ASC Topic 326 using the modified retrospective basis and began to recognize allowance for doubtful accounts (“AFDA”) based on the estimated lifetime expected credit loss related to trade receivables. The adoption of ASC Topic 326 resulted in a cumulative-effect adjustment of $6 million (net of income taxes) to its opening accumulated deficit and AFDA in the consolidated balance sheets. See Note 3 “Receivables, net” for additional information. In August 2018, the FASB issued ASU 2018-13, Disclosure Framework-Changes to the Disclosure Requirements for Fair Value Measurement (Topic 820), which modified the disclosure requirements on fair value measurements. On January 1, 2020, the Company adopted this standard and expanded its fair value disclosures to address the quantitative and qualitative requirements of this standard. See Note 4 “Asset Impairment” for fair value disclosures relating to the impairment of goodwill and other long-lived assets. In August 2018, the FASB issued ASU 2018-15, Customer’s Accounting for Implementation Costs Incurred in a Cloud Computing Arrangement That Is a Service Contract (Topic 350-40), which aligns the requirements for capitalizing implementation costs incurred in a cloud computing arrangement service contract with the capitalization requirements of costs to develop or obtain internal-use software licenses. On January 1, 2020, the Company adopted this standard using the prospective transition approach, with no material impact in its consolidated financial statements.
Accumulated Other Comprehensive Income (Loss)	The Company’s reporting currency is the U.S. dollar. A majority of the Company’s international entities in which there is a substantial investment have the local currency as their functional currency. As a result, foreign currency translation adjustments resulting from the process of translating the entities’ financial statements into the reporting currency are reported in other comprehensive income or loss in accordance with ASC Topic 830, “Foreign Currency Matters.” For the nine months ended September 30, 2020, several local currencies weakened against the U.S. dollar, contributing to the other comprehensive loss.
Revenue Recognition	The Company’s primary source of revenue is the sale of energy products and an extensive selection of products for industrial applications based upon purchase orders or contracts with customers. The majority of revenue is recognized at a point in time once the Company has determined that the customer has obtained control over the product. Control is typically deemed to have been transferred to the customer when the product is shipped, delivered or picked up by the customer. The Company does not grant extended payment terms. Revenue is recognized net of any taxes collected from customers, which are subsequently remitted to government authorities. Shipping and handling costs for product shipments occur prior to the customer obtaining control of the goods and are recorded in cost of products. The amount of revenue recognized reflects the consideration to which the Company expects to receive in exchange for products sold. Revenue is recorded at the transaction price net of estimates of variable consideration, which may include product returns, trade discounts and allowances. The Company accrues for variable consideration using the expected value method. Estimates of variable consideration are included in revenue to the extent that it is probable that a significant reversal in the amount of cumulative revenue recognized will not occur. See Note 9 “Business Segments” for disaggregation of revenue by reporting segments. The Company believes this disaggregation best depicts how the nature, amount, timing and uncertainty of revenue and cash flows are affected by economic factors.
Remaining Performance Obligations	Remaining Performance Obligations Remaining performance obligations represent the transaction price of firm orders for which work has not been performed on contracts with an original expected duration of more than one year. The Company’s contracts are predominantly short-term in nature with a contract term of one year or less. For those contracts, the Company has utilized the practical expedient in ASC Topic 606 exempting the Company from disclosure of the transaction price allocated to remaining performance obligations when the performance obligation is part of a contract that has an original expected duration of one year or less.
Receivables	Receivables Receivables are recorded when the Company has an unconditional right to consideration.
Contract Assets and Liabilities	Contract Assets and Liabilities Contract assets primarily consist of retainage amounts held as a form of security by customers until the Company satisfies its remaining performance obligations. As of September 30, 2020 and December 31, 2019, contract assets were $2 million and $3 million, respectively, and were included in receivables, net in the consolidated balance sheets. The Company generally accounts for the incremental costs of obtaining a contract as an expense when incurred if the amortization period of the asset that the entity otherwise would have been recognized is one year or less. These expenses were not material for the three and nine months ended September 30, 2020 and 2019. Contract liabilities primarily consist of deferred revenues recorded when customer payments are received or due in advance of satisfying performance obligations, including amounts which are refundable, and other accrued customer liabilities. Revenue recognition is deferred to a future period until the Company completes its obligations contractually agreed with customers. As of September 30, 2020 and December 31, 2019, contract liabilities were $21 million and $34 million, respectively, and were included in accrued liabilities in the consolidated balance sheets. For the nine months ended September 30, 2020, the decrease in contract liabilities was primarily related to recognizing revenue of approximately $18 million that was deferred as of December 31, 2019, partially offset by net current year customer deposits and credits of approximately $5 million.

Receivables, net (Tables)

9 Months Ended

Sep. 30, 2020

Receivables [Abstract]

Rollforward of Allowance for Doubtful Accounts

Activity in the allowance for doubtful accounts are as follows (in millions):

	Allowance for Doubtful Accounts
Balance at December 31, 2019	$	16
Cumulative effect of accounting change		6
Additions charged to expenses		8
Charge-offs and other		(1	)
Balance at September 30, 2020	$	29

Asset Impairment (Tables)

9 Months Ended

Sep. 30, 2020

Asset Impairment Charges [Abstract]

Summary of Goodwill by Reportable Segment

Goodwill by reportable segment is shown as follows (in millions):

	United States			Canada			International			Total
Balance at December 31, 2019 ⁽¹⁾	$	125		$	67		$	53		$	245
Impairment		(125	)		(60	)		(45	)		(230	)
Foreign currency translation adjustments		—			(7	)		(8	)		(15	)
Balance at September 30, 2020	$	—		$	—		$	—		$	—

⁽¹⁾

^{The United States, Canada and International segments are net of prior years accumulated impairment of $393 million, $27 million and $54 million, respectively.}

Summary of Impairment of Long-lived Assets

The impairment of long-lived assets recognized in the first quarter is shown as follows (in millions):

	United States			International			Total
Intangibles, net	$	(62	)	$	(22	)	$	(84	)
Property, plant and equipment, net		—			(4	)		(4	)
Operating right-of-use assets		(1	)		(1	)		(2	)
Total impairment	$	(63	)	$	(27	)	$	(90	)

Property, Plant and Equipment, net (Tables)

9 Months Ended

Sep. 30, 2020

Property Plant And Equipment [Abstract]

Summary of Property, Plant and Equipment

Property, plant and equipment consist of (in millions):

	Estimated Useful Lives	September 30, 2020			December 31, 2019
Information technology assets	1-7 Years	$	48		$	46
Operating equipment⁽¹⁾	2-15 Years		102			109
Buildings and land⁽²⁾	5-35 Years		101			100
Construction in progress			—			10
Total property, plant and equipment			251			265
Less: accumulated depreciation			(150	)		(145	)
Property, plant and equipment, net		$	101		$	120

⁽¹⁾

^{Includes finance lease right-of-use assets.}

⁽²⁾

^{Land has an indefinite life.}

Accrued Liabilities (Tables)

9 Months Ended

Sep. 30, 2020

Payables And Accruals [Abstract]

Summary of Accrued Liabilities

Accrued liabilities consist of (in millions):

	September 30, 2020		December 31, 2019
Compensation and other related expenses	$	25	$	31
Contract liabilities		21		34
Taxes (non-income)		9		12
Current portion of operating lease liabilities		17		21
Other		22		29
Total	$	94	$	127

Accumulated Other Comprehensive Income (Loss) (Tables)

9 Months Ended

Sep. 30, 2020

Equity [Abstract]

Components of Accumulated Other Comprehensive Income (Loss)

The components of accumulated other comprehensive income (loss) are as follows (in millions):

	Foreign Currency
	Translation Adjustments
Balance at December 31, 2019	$	(128	)
Other comprehensive income (loss)		(28	)
Balance at September 30, 2020	$	(156	)

Business Segments (Tables)

9 Months Ended

Sep. 30, 2020

Segment Reporting [Abstract]

Summary of Operating Results by Reportable Segment

Operating results by reportable segment are as follows (in millions):

	Three Months Ended September 30,					Nine Months Ended September 30,
	2020			2019		2020			2019
Revenue:
United States	$	228		$	567	$	929		$	1,772
Canada		42			83		161			243
International		56			101		210			297
Total revenue	$	326		$	751	$	1,300		$	2,312
Operating profit (loss):
United States	$	(22	)	$	9	$	(250	)	$	44
Canada		3			4		(60	)		7
International		(2	)		1		(73	)		3
Total operating profit (loss)	$	(21	)	$	14	$	(383	)	$	54

Earnings (Loss) Per Share (Tables)

9 Months Ended

Sep. 30, 2020

Earnings Per Share [Abstract]

Computation of Basic and Diluted Earnings (Loss) Per Share

Basic and diluted earnings (loss) per share are as follows (in millions, except share data):

	Three Months Ended September 30,					Nine Months Ended September 30,
	2020			2019		2020			2019
Numerator:
Net income (loss) attributable to the Company	$	(22	)	$	10	$	(383	)	$	42
Less: net income attributable to participating securities		—			—		—			—
Net income (loss) attributable to the Company's stockholders	$	(22	)	$	10	$	(383	)	$	42
Denominator:
Weighted average basic common shares outstanding		109,379,627			108,796,947		109,323,228			108,702,139
Effect of dilutive securities		—			337,384		—			467,610
Weighted average diluted common shares outstanding		109,379,627			109,134,331		109,323,228			109,169,749
Earnings (loss) per share attributable to the Company's stockholders:
Basic	$	(0.20	)	$	0.09	$	(3.50	)	$	0.38
Diluted	$	(0.20	)	$	0.09	$	(3.50	)	$	0.38

Organization and Basis of Presentation - Additional Information (Detail) $ in Millions	9 Months Ended
	Sep. 30, 2020 USD ($) GeographicMarket Country	Jan. 01, 2020 USD ($)	Dec. 31, 2019 USD ($)
Basis Of Presentation And Organization [Line Items]
Number of geographical area covered \| GeographicMarket	80
Number of countries distribution occur through vendors \| Country	40
Accumulated deficit	$ (1,164)		$ (775)
ASC Topic 326 [Member] \| Cumulative Effect, Period of Adoption, Adjustment [Member]
Basis Of Presentation And Organization [Line Items]
Accumulated deficit		$ 6

Revenue - Additional Information (Detail) - USD ($) $ in Millions	9 Months Ended
	Sep. 30, 2020	Dec. 31, 2019
Disaggregation Of Revenue [Line Items]
Contract liabilities	$ 21	$ 34
Deferred revenue		18
Decrease in contract liabilities for net customer deposits and credits	5
Receivables, Net [Member]
Disaggregation Of Revenue [Line Items]
Contract assets	$ 2	$ 3
Maximum [Member]
Disaggregation Of Revenue [Line Items]
Amortization period of revenue recognized	1 year

Receivables, net - Rollforward of Allowance for Doubtful Accounts (Detail) - USD ($) $ in Millions	9 Months Ended
	Sep. 30, 2020	Sep. 30, 2019
Financing Receivable Allowance For Credit Losses [Line Items]
Beginning balance	$ 16
Additions charged to expenses	8	$ (2)
Charge-offs and other	(1)
Ending balance	29
Cumulative Effect, Period of Adoption, Adjustment [Member]
Financing Receivable Allowance For Credit Losses [Line Items]
Beginning balance	$ 6
Accounting Standards Update [Extensible List]	us-gaap:AccountingStandardsUpdate201613Member

- Definition

Indicates amendment to accounting standards.

+ References

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+ Details

Property, Plant and Equipment, net - Summary of Property, Plant and Equipment (Detail) - USD ($) $ in Millions	9 Months Ended
	Sep. 30, 2020	Dec. 31, 2019
Property Plant And Equipment [Line Items]
Property, plant and equipment, gross	$ 251	$ 265
Less: accumulated depreciation	(150)	(145)
Property, plant and equipment, net	101	120
Information Technology Assets [Member]
Property Plant And Equipment [Line Items]
Property, plant and equipment, gross	48	46
Operating Equipment [Member]
Property Plant And Equipment [Line Items]
Property, plant and equipment, gross	102	109
Buildings and Land [Member]
Property Plant And Equipment [Line Items]
Property, plant and equipment, gross	$ 101	100
Construction in Progress [Member]
Property Plant And Equipment [Line Items]
Property, plant and equipment, gross		$ 10
Minimum [Member] \| Information Technology Assets [Member]
Property Plant And Equipment [Line Items]
Property plant and equipment estimated useful lives	1 year
Minimum [Member] \| Operating Equipment [Member]
Property Plant And Equipment [Line Items]
Property plant and equipment estimated useful lives	2 years
Minimum [Member] \| Buildings [Member]
Property Plant And Equipment [Line Items]
Property plant and equipment estimated useful lives	5 years
Maximum [Member] \| Information Technology Assets [Member]
Property Plant And Equipment [Line Items]
Property plant and equipment estimated useful lives	7 years
Maximum [Member] \| Operating Equipment [Member]
Property Plant And Equipment [Line Items]
Property plant and equipment estimated useful lives	15 years
Maximum [Member] \| Buildings [Member]
Property Plant And Equipment [Line Items]
Property plant and equipment estimated useful lives	35 years

Property, Plant and Equipment, net - Summary of Property, Plant and Equipment (Parenthetical) (Detail)	9 Months Ended
	Sep. 30, 2020
Land [Member]
Property Plant And Equipment [Line Items]
Estimated Useful Lives	indefinite life

Property, Plant and Equipment, net - Additional Information (Detail) - USD ($) $ in Millions	Sep. 30, 2020	Dec. 31, 2019
Property Plant And Equipment [Line Items]
Assets held-for-sale	$ 6	$ 34
International [Member]
Property Plant And Equipment [Line Items]
Assets held-for-sale	$ 2

Asset Impairment - Additional Information (Detail)	3 Months Ended	9 Months Ended
Asset Impairment - Additional Information (Detail)	Mar. 31, 2020 USD ($) ReportingUnit	Sep. 30, 2020 USD ($)
Impaired Assets To Be Disposed Of By Method Other Than Sale [Line Items]
Number of reporting units \| ReportingUnit	5
Goodwill impairment loss	$ 230,000,000	$ 230,000,000
Goodwill impairment tax benefit	0
Impairments of long-lived assets other than goodwill	90,000,000
Tax benefit related to long-lived assets impairments	$ 4,000,000
Remaining long lived assets impairment of property plant and equipment		101,000,000
Remaining long lived assets impairment of operating lease right of use assets		$ 45,000,000
Measurement Input Discount Rate [Member] \| Minimum [Member]
Impaired Assets To Be Disposed Of By Method Other Than Sale [Line Items]
Reporting unit measurement input	11.50%
Measurement Input Discount Rate [Member] \| Maximum [Member]
Impaired Assets To Be Disposed Of By Method Other Than Sale [Line Items]
Reporting unit measurement input	12.80%

Asset Impairment - Summary of Goodwill by Reportable Segment (Detail) - USD ($) $ in Millions	3 Months Ended	9 Months Ended
	Mar. 31, 2020	Sep. 30, 2020
Goodwill [Line Items]
Goodwill, Beginning balance	$ 245	$ 245
Impairment	(230)	(230)
Foreign currency translation adjustments		(15)
United States [Member]
Goodwill [Line Items]
Goodwill, Beginning balance	125	125
Impairment		(125)
Canada [Member]
Goodwill [Line Items]
Goodwill, Beginning balance	67	67
Impairment		(60)
Foreign currency translation adjustments		(7)
International [Member]
Goodwill [Line Items]
Goodwill, Beginning balance	$ 53	53
Impairment		(45)
Foreign currency translation adjustments		$ (8)

Asset Impairment - Summary of Goodwill by Reportable Segment (Parenthetical) (Detail) $ in Millions	Dec. 31, 2019 USD ($)
United States [Member]
Goodwill [Line Items]
Goodwill, accumulated impairment	$ 393
Canada [Member]
Goodwill [Line Items]
Goodwill, accumulated impairment	27
International [Member]
Goodwill [Line Items]
Goodwill, accumulated impairment	$ 54

Asset Impairment - Summary of Impairment of Long-lived Assets (Detail) $ in Millions	3 Months Ended
	Mar. 31, 2020 USD ($)
Impairment of Long-Lived Assets (Other than Goodwill) [Line Items]
Intangibles, net	$ (84)
Property, plant and equipment, net	(4)
Operating right-of-use assets	(2)
Total impairment	(90)
United States [Member]
Impairment of Long-Lived Assets (Other than Goodwill) [Line Items]
Intangibles, net	(62)
Operating right-of-use assets	(1)
Total impairment	(63)
International [Member]
Impairment of Long-Lived Assets (Other than Goodwill) [Line Items]
Intangibles, net	(22)
Property, plant and equipment, net	(4)
Operating right-of-use assets	(1)
Total impairment	$ (27)

Accrued Liabilities - Summary of Accrued Liabilities (Detail) - USD ($) $ in Millions	Sep. 30, 2020	Dec. 31, 2019
Payables And Accruals [Abstract]
Compensation and other related expenses	$ 25	$ 31
Contract liabilities	21	34
Taxes (non-income)	9	12
Current portion of operating lease liabilities	17	21
Other	22	29
Total	$ 94	$ 127

Debt - Additional Information (Detail) - USD ($)		9 Months Ended
Debt - Additional Information (Detail) - USD ($)	Apr. 30, 2018	Sep. 30, 2020
Debt Instrument [Line Items]
Term of loan	5 years
Agreement date	Apr. 30, 2018
Senior secured revolving credit facility commitment	$ 750,000,000
Sub-facility for letter of credit	$ 60,000,000
Percentage of swing line sub facility	10.00%
Increase in aggregate principal amount	$ 250,000,000
Description of line of credit	The Company will be required to maintain a fixed charge coverage ratio of at least 1.00:1.00 as of the end of each fiscal quarter if excess availability under the Credit Facility falls below the greater of 12.5% of the borrowing base or $60 million.
Minimum amount of credit facility required to maintain coverage ratio percentage	12.50%
Minimum amount of credit facility required to maintain coverage ratio	$ 60,000,000
Fixed charge coverage ratio	100.00%
Senior Secured Revolving Credit Facility [Member]
Debt Instrument [Line Items]
Line of credit facility borrowings		$ 0
Line of Credit Facility, Available Borrowing Capacity		$ 209,000,000
Line Of credit Unused Capacity Percentage		97.00%
Letters of credit		$ 7,000,000
Casualty insurance, expiration month and year		2021-07
Minimum [Member]
Debt Instrument [Line Items]
Unused portion of commitment fee range	0.25%
Maximum [Member]
Debt Instrument [Line Items]
Unused portion of commitment fee range	0.375%
Canadian Subsidiaries [Member]
Debt Instrument [Line Items]
Senior secured revolving credit facility commitment	$ 100,000,000
UK Subsidiaries [Member]
Debt Instrument [Line Items]
Senior secured revolving credit facility commitment	$ 40,000,000

Accumulated Other Comprehensive Income (Loss) - Components of Accumulated Other Comprehensive Income (Loss) (Detail) - USD ($) $ in Millions	3 Months Ended						9 Months Ended
	Sep. 30, 2020	Jun. 30, 2020	Mar. 31, 2020	Sep. 30, 2019	Jun. 30, 2019	Mar. 31, 2019	Sep. 30, 2020
Accumulated other comprehensive income (loss), Beginning balance			$ (128)				$ (128)
Other comprehensive income (loss)	$ 3	$ 8	(39)	$ (11)	$ 1	$ 10
Accumulated other comprehensive income (loss), Ending balance	(156)						(156)
Accumulated Other Comprehensive Income (Loss) [Member]
Accumulated other comprehensive income (loss), Beginning balance			(128)				(128)
Other comprehensive income (loss)	3	$ 8	$ (39)	$ (11)	$ 1	$ 10	(28)
Accumulated other comprehensive income (loss), Ending balance	$ (156)						$ (156)

- Definition

Accumulated change in equity from transactions and other events and circumstances from non-owner sources, net of tax effect, at period end. Excludes Net Income (Loss), and accumulated changes in equity from transactions resulting from investments by owners and distributions to owners. Includes foreign currency translation items, certain pension adjustments, unrealized gains and losses on certain investments in debt and equity securities, other than temporary impairment (OTTI) losses related to factors other than credit losses on available-for-sale and held-to-maturity debt securities that an entity does not intend to sell and it is not more likely than not that the entity will be required to sell before recovery of the amortized cost basis, as well as changes in the fair value of derivatives related to the effective portion of a designated cash flow hedge.

+ References + Details

- Definition

Amount after tax and reclassification adjustments of other comprehensive income (loss).

+ References

+ Details

Business Segments - Summary of Operating Results by Reportable Segment (Detail) - USD ($) $ in Millions	3 Months Ended		9 Months Ended
	Sep. 30, 2020	Sep. 30, 2019	Sep. 30, 2020	Sep. 30, 2019
Revenue:
Total revenue	$ 326	$ 751	$ 1,300	$ 2,312
Operating profit (loss):
Total operating profit (loss)	(21)	14	(383)	54
United States [Member]
Revenue:
Total revenue	228	567	929	1,772
Operating profit (loss):
Total operating profit (loss)	(22)	9	(250)	44
Canada [Member]
Revenue:
Total revenue	42	83	161	243
Operating profit (loss):
Total operating profit (loss)	3	4	(60)	7
International [Member]
Revenue:
Total revenue	56	101	210	297
Operating profit (loss):
Total operating profit (loss)	$ (2)	$ 1	$ (73)	$ 3

- Definition

Amount, excluding tax collected from customer, of revenue from satisfaction of performance obligation by transferring promised good or service to customer. Tax collected from customer is tax assessed by governmental authority that is both imposed on and concurrent with specific revenue-producing transaction, including, but not limited to, sales, use, value added and excise.

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+ Details

Income Taxes - Additional Information (Detail)	3 Months Ended		9 Months Ended
Income Taxes - Additional Information (Detail)	Sep. 30, 2020	Sep. 30, 2019	Sep. 30, 2020	Sep. 30, 2019
Income Tax Disclosure [Abstract]
Effective tax rate	(4.10%)	15.20%	0.60%	8.30%

Earnings (Loss) Per Share - Additional Information (Detail) - USD ($) shares in Millions, $ in Millions	3 Months Ended		9 Months Ended
	Sep. 30, 2020	Sep. 30, 2019	Sep. 30, 2020	Sep. 30, 2019
Earnings Per Share [Line Items]
Antidilutive Securities excluded from Computation of Earnings Per Share	6	5	6	4
Maximum [Member]
Earnings Per Share [Line Items]
Net income attributable to participating securities		$ 1		$ 1

Earnings (Loss) Per Share - Computation of Basic and Diluted Earnings (Loss) Per Share (Detail) - USD ($) $ / shares in Units, $ in Millions	3 Months Ended						9 Months Ended
	Sep. 30, 2020	Jun. 30, 2020	Mar. 31, 2020	Sep. 30, 2019	Jun. 30, 2019	Mar. 31, 2019	Sep. 30, 2020	Sep. 30, 2019
Numerator:
Net income (loss) attributable to the Company	$ (22)	$ (30)	$ (331)	$ 10	$ 14	$ 18	$ (383)	$ 42
Net income (loss) attributable to the Company's stockholders	$ (22)			$ 10			$ (383)	$ 42
Denominator:
Weighted average basic common shares outstanding	109,379,627			108,796,947			109,323,228	108,702,139
Effect of dilutive securities				337,384				467,610
Weighted average diluted common shares outstanding	109,379,627			109,134,331			109,323,228	109,169,749
Basic	$ (0.20)			$ 0.09			$ (3.50)	$ 0.38
Diluted	$ (0.20)			$ 0.09			$ (3.50)	$ 0.38

- Definition

The amount of net income (loss) for the period per each share of common stock or unit outstanding during the reporting period.

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- Definition

The amount of net income (loss) for the period available to each share of common stock or common unit outstanding during the reporting period and to each share or unit that would have been outstanding assuming the issuance of common shares or units for all dilutive potential common shares or units outstanding during the reporting period.

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+ Details

- Definition

The portion of profit or loss for the period, net of income taxes, which is attributable to the parent.

+ References

+ Details

- Definition

Amount, after deduction of tax, noncontrolling interests, dividends on preferred stock and participating securities; of income (loss) available to common shareholders.

+ References

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+ Details

Stock-based Compensation and Outstanding Awards - Additional Information (Detail) - USD ($) $ / shares in Units, $ in Millions	3 Months Ended		9 Months Ended
	Sep. 30, 2020	Sep. 30, 2019	Sep. 30, 2020	Sep. 30, 2019
Share Based Compensation Arrangement By Share Based Payment Award [Line Items]
Stock option granted			697,317
Weighted-average grant-date fair value of options granted			$ 3.59
Stock-based compensation expense	$ 3	$ 4	$ 4	$ 12
Restricted Stock and Restricted Stock Units [Member]
Share Based Compensation Arrangement By Share Based Payment Award [Line Items]
Stock based awards, shares granted			374,254
Weighted average grant date fair value, Granted			$ 8.78
Performance-base restricted stock [Member] \| Minimum [Member] \| Senior Management Employees [Member]
Share Based Compensation Arrangement By Share Based Payment Award [Line Items]
Stock based awards, shares granted			0
Performance-base restricted stock [Member] \| Maximum [Member] \| Senior Management Employees [Member]
Share Based Compensation Arrangement By Share Based Payment Award [Line Items]
Stock based awards, shares granted			343,302
Stock Options [Member]
Share Based Compensation Arrangement By Share Based Payment Award [Line Items]
Stock based awards, vested, number of years			3 years
TSR metric [Member]
Share Based Compensation Arrangement By Share Based Payment Award [Line Items]
Performance based restricted stock awards granted in percent			50.00%
Performance based restricted stock awards goals over performance period			3 years
EBITDA metric [Member]
Share Based Compensation Arrangement By Share Based Payment Award [Line Items]
Performance based restricted stock awards granted in percent			25.00%
Performance based restricted stock awards goals over performance period			3 years
Return on Capital Employed (ROCE) metric [Member]
Share Based Compensation Arrangement By Share Based Payment Award [Line Items]
Performance based restricted stock awards granted in percent			25.00%
Performance based restricted stock awards goals over performance period			3 years

Commitments and Contingencies - Additional Information (Detail) $ in Millions	Sep. 30, 2020 USD ($)
Commitments And Contingencies Disclosure [Abstract]
Contingent liability	$ 10

Derivative Financial Instruments - Additional Information (Detail) - Derivatives Not Designated as Hedging Instrument [Member] - Fair Value, Inputs, Level 2 [Member] - USD ($) $ in Millions	3 Months Ended		9 Months Ended
	Sep. 30, 2020	Sep. 30, 2019	Sep. 30, 2020	Sep. 30, 2019	Dec. 31, 2019
Derivatives Fair Value [Line Items]
Foreign currency forward contracts, notional amount	$ 11		$ 11		$ 15
Other Expense [Member] \| Maximum [Member]
Derivatives Fair Value [Line Items]
Foreign currency forward contracts, gain (loss) related to changes in fair value	1	$ (1)	(1)	$ (1)
Prepaid and Other Current Assets [Member] \| Maximum [Member]
Derivatives Fair Value [Line Items]
Foreign currency forward contracts, assets	1		1		1
Other Current Liabilities [Member] \| Maximum [Member]
Derivatives Fair Value [Line Items]
Foreign currency forward contracts, liability	$ 1		$ 1		$ 1

Transactions - Additional Information (Detail) - USD ($) $ in Millions	9 Months Ended
	Sep. 30, 2020	Dec. 31, 2019
Transactions [Line Items]
Assets held-for-sale	$ 6	$ 34
Liabilities held-for-sale	1	$ 6
Asset impairment charges	320
Held-for-Sale [Member]
Transactions [Line Items]
Assets held-for-sale	4
Liabilities held-for-sale	1
Maximum [Member] \| Held-for-Sale [Member]
Transactions [Line Items]
Asset impairment charges	1
Impairment charges [Member] \| Maximum [Member]
Transactions [Line Items]
Loss on sale of business	$ (1)