Financial Information for Subsidiary and Guarantor Parent | 9 Months Ended |
Sep. 30, 2013 |
Schedule Of Condensed Financial Statements Disclosure [Abstract] | ' |
Financial Information for Subsidiary and Guarantor Parent | ' |
Financial Information for Subsidiary and Guarantor Parent |
The payment obligations under the $150 million 6.95% debentures due 2025 issued by Allegheny Ludlum, LLC (formerly known as Allegheny Ludlum Corporation) (the “Subsidiary”) are fully and unconditionally guaranteed by Allegheny Technologies Incorporated (the “Guarantor Parent”). In accordance with positions established by the Securities and Exchange Commission, the following financial information sets forth separately financial information with respect to the Subsidiary, the Non-guarantor Subsidiaries and the Guarantor Parent. The principal elimination entries eliminate investments in subsidiaries and certain intercompany balances and transactions. |
Allegheny Technologies is the plan sponsor for the U.S. qualified defined benefit pension plan (the “Plan”) which covers certain current and former employees of the Subsidiary and the Non-guarantor Subsidiaries. As a result, the balance sheets presented for the Subsidiary and the Non-guarantor Subsidiaries do not include any Plan assets or liabilities, or the related deferred taxes. The Plan assets, liabilities and related deferred taxes and pension income or expense are recognized by the Guarantor Parent. Management and royalty fees charged to the Subsidiary and to the Non-guarantor Subsidiaries by the Guarantor Parent have been excluded solely for purposes of this presentation. |
Allegheny Technologies Incorporated |
Financial Information for Subsidiary and Guarantor Parent |
Balance Sheets |
September 30, 2013 |
|
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| | | | | | | | | | | | | | | | | | | |
(In millions) | Guarantor | | Subsidiary | | Non-guarantor | | Eliminations | | Consolidated |
Parent | Subsidiaries |
Assets: | | | | | | | | | |
Cash and cash equivalents | $ | 2.6 | | | $ | 7.3 | | | $ | 525.8 | | | $ | — | | | $ | 535.7 | |
|
Accounts receivable, net | 3.4 | | | 187.5 | | | 386 | | | | | | 576.9 | |
|
Intercompany notes receivable | — | | | — | | | 1,261.40 | | | (1,261.4 | ) | | — | |
|
Inventories, net | — | | | 267.1 | | | 1,077.80 | | | — | | | 1,344.90 | |
|
Prepaid expenses and other current assets | 82.9 | | | 9.3 | | | 28.4 | | | — | | | 120.6 | |
|
Current assets of discontinued operations | — | | | — | | | 115.4 | | | — | | | 115.4 | |
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Total current assets | 88.9 | | | 471.2 | | | 3,394.80 | | | (1,261.4 | ) | | 2,693.50 | |
|
Property, plant and equipment, net | 3.2 | | | 1,211.80 | | | 1,529.70 | | | — | | | 2,744.70 | |
|
Cost in excess of net assets acquired | — | | | 112.1 | | | 616 | | | — | | | 728.1 | |
|
Intercompany notes receivable | — | | | — | | | 200 | | | (200.0 | ) | | — | |
|
Investment in subsidiaries | 5,605.50 | | | 37.7 | | | — | | | (5,643.2 | ) | | — | |
|
Other assets | 39.5 | | | 31.3 | | | 277.2 | | | — | | | 348 | |
|
Non-current assets of discontinued operations | — | | | — | | | 85 | | | — | | | 85 | |
|
Total assets | $ | 5,737.10 | | | $ | 1,864.10 | | | $ | 6,102.70 | | | $ | (7,104.6 | ) | | $ | 6,599.30 | |
|
Liabilities and stockholders’ equity: | | | | | | | | | |
Accounts payable | $ | 4.6 | | | $ | 230.8 | | | $ | 166.5 | | | $ | — | | | $ | 401.9 | |
|
Accrued liabilities | 46.9 | | | 57 | | | 201 | | | — | | | 304.9 | |
|
Intercompany notes payable | 664.5 | | | 596.9 | | | — | | | (1,261.4 | ) | | — | |
|
Deferred income taxes | 8.2 | | | — | | | — | | | — | | | 8.2 | |
|
Short-term debt and current portion of long-term debt | 402.9 | | | 0.1 | | | 16.9 | | | — | | | 419.9 | |
|
Current liabilities of discontinued operations | — | | | — | | | 33.7 | | | — | | | 33.7 | |
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Total current liabilities | 1,127.10 | | | 884.8 | | | 418.1 | | | (1,261.4 | ) | | 1,168.60 | |
|
Long-term debt | 1,350.90 | | | 150.5 | | | 40.8 | | | — | | | 1,542.20 | |
|
Intercompany notes payable | — | | | 200 | | | — | | | (200.0 | ) | | — | |
|
Accrued postretirement benefits | — | | | 183.1 | | | 291.9 | | | — | | | 475 | |
|
Pension liabilities | 638.1 | | | 4.7 | | | 59.6 | | | — | | | 702.4 | |
|
Deferred income taxes | 52.1 | | | — | | | — | | | — | | | 52.1 | |
|
Other long-term liabilities | 4.8 | | | 19.3 | | | 70.8 | | | — | | | 94.9 | |
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Total liabilities | 3,173.00 | | | 1,442.40 | | | 881.2 | | | (1,461.4 | ) | | 4,035.20 | |
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Total stockholders’ equity | 2,564.10 | | | 421.7 | | | 5,221.50 | | | (5,643.2 | ) | | 2,564.10 | |
|
Total liabilities and stockholders’ equity | $ | 5,737.10 | | | $ | 1,864.10 | | | $ | 6,102.70 | | | $ | (7,104.6 | ) | | $ | 6,599.30 | |
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Allegheny Technologies Incorporated |
Financial Information for Subsidiary and Guarantor Parent |
Statements of Income and Comprehensive Income |
For the three months ended September 30, 2013 |
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| | | | | | | | | | | | | | | | | | | |
(In millions) | Guarantor | | Subsidiary | | Non-guarantor | | Eliminations | | Consolidated |
Parent | Subsidiaries |
Sales | $ | — | | | $ | 422.3 | | | $ | 550.1 | | | $ | — | | | $ | 972.4 | |
|
Cost of sales | 19.4 | | | 424.3 | | | 475.6 | | | — | | | 919.3 | |
|
Selling and administrative expenses | 35.4 | | | 7.4 | | | 27.8 | | | — | | | 70.6 | |
|
Income (loss) before interest, other income and income taxes | (54.8 | ) | | (9.4 | ) | | 46.7 | | | — | | | (17.5 | ) |
|
Interest expense, net | (17.3 | ) | | (9.7 | ) | | 8.8 | | | — | | | (18.2 | ) |
|
Other income (loss) including equity in income of unconsolidated subsidiaries | 36.8 | | | 0.1 | | | 0.3 | | | (36.8 | ) | | 0.4 | |
|
Income (loss) from continuing operations before income tax provision (benefit) | (35.3 | ) | | (19.0 | ) | | 55.8 | | | (36.8 | ) | | (35.3 | ) |
|
Income tax provision (benefit) | (8.5 | ) | | (6.6 | ) | | 22.4 | | | (15.8 | ) | | (8.5 | ) |
|
Income (loss) from continuing operations | (26.8 | ) | | (12.4 | ) | | 33.4 | | | (21.0 | ) | | (26.8 | ) |
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Income (loss)from discontinued operations, net of tax | (5.4 | ) | | — | | | (2.5 | ) | | 2.5 | | | (5.4 | ) |
|
Net income (loss) | (32.2 | ) | | (12.4 | ) | | 30.9 | | | (18.5 | ) | | (32.2 | ) |
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Less: Net income (loss) attributable to noncontrolling interests | — | | | — | | | 1.6 | | | — | | | 1.6 | |
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Net income (loss) attributable to ATI | $ | (32.2 | ) | | $ | (12.4 | ) | | $ | 29.3 | | | $ | (18.5 | ) | | $ | (33.8 | ) |
|
Comprehensive income (loss) attributable to ATI | $ | (9.9 | ) | | $ | (12.2 | ) | | $ | 42 | | | $ | (31.5 | ) | | $ | (11.6 | ) |
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Allegheny Technologies Incorporated |
Financial Information for Subsidiary and Guarantor Parent |
Statements of Income and Comprehensive Income |
For the nine months ended September 30, 2013 |
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| | | | | | | | | | | | | | | | | | | |
(In millions) | Guarantor | | Subsidiary | | Non-guarantor | | Eliminations | | Consolidated |
Parent | Subsidiaries |
Sales | $ | — | | | $ | 1,375.20 | | | $ | 1,753.00 | | | $ | — | | | $ | 3,128.20 | |
|
Cost of sales | 55.5 | | | 1,359.50 | | | 1,471.90 | | | — | | | 2,886.90 | |
|
Selling and administrative expenses | 88.9 | | | 27.3 | | | 93.9 | | | — | | | 210.1 | |
|
Income (loss) before interest, other income and income taxes | (144.4 | ) | | (11.6 | ) | | 187.2 | | | — | | | 31.2 | |
|
Interest expense, net | (45.5 | ) | | (27.0 | ) | | 26 | | | — | | | (46.5 | ) |
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Other income (loss) including equity in income of unconsolidated subsidiaries | 175.9 | | | 0.6 | | | 0.8 | | | (176.0 | ) | | 1.3 | |
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Income (loss) from continuing operations before income tax provision (benefit) | (14.0 | ) | | (38.0 | ) | | 214 | | | (176.0 | ) | | (14.0 | ) |
|
Income tax provision (benefit) | (4.4 | ) | | (9.8 | ) | | 76.6 | | | (66.8 | ) | | (4.4 | ) |
|
Income (loss) from continuing operations | (9.6 | ) | | (28.2 | ) | | 137.4 | | | (109.2 | ) | | (9.6 | ) |
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Income (loss) from discontinued operations, net of tax | (4.4 | ) | | — | | | (0.2 | ) | | 0.2 | | | (4.4 | ) |
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Net income (loss) | (14.0 | ) | | (28.2 | ) | | 137.2 | | | (109.0 | ) | | (14.0 | ) |
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Less: Net income attributable to noncontrolling interests | — | | | — | | | 5.4 | | | — | | | 5.4 | |
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Net income (loss) attributable to ATI | $ | (14.0 | ) | | $ | (28.2 | ) | | $ | 131.8 | | | $ | (109.0 | ) | | $ | (19.4 | ) |
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Comprehensive income (loss) attributable to ATI | $ | 35.3 | | | $ | (27.8 | ) | | $ | 134.8 | | | $ | (114.9 | ) | | $ | 27.4 | |
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Condensed Statements of Cash Flows |
For the nine months ended September 30, 2013 |
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| | | | | | | | | | | | | | | | | | | |
(In millions) | Guarantor | | Subsidiary | | Non-guarantor | | Eliminations | | Consolidated |
Parent | Subsidiaries |
Cash flows provided by (used in) operating activities | $ | (9.1 | ) | | $ | (87.2 | ) | | $ | 348 | | | $ | (24.3 | ) | | $ | 227.4 | |
|
Investing Activities: | | | | | | | | | |
Purchases of property, plant and equipment | (0.2 | ) | | (359.1 | ) | | (36.2 | ) | | — | | | (395.5 | ) |
|
Net receipts/(payments) on intercompany activity | — | | | — | | | (31.4 | ) | | 31.4 | | | — | |
|
Asset disposals and other | 0.1 | | | 0.1 | | | 0.6 | | | — | | | 0.8 | |
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Cash flows provided by (used in) investing activities | (0.1 | ) | | (359.0 | ) | | (67.0 | ) | | 31.4 | | | (394.7 | ) |
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Financing Activities: | | | | | | | | | |
Borrowings on long-term debt | 500 | | | — | | | — | | | — | | | 500 | |
|
Net receipts/(payments) on intercompany activity | (409.0 | ) | | 440.4 | | | — | | | (31.4 | ) | | — | |
|
Dividends paid to stockholders | (57.7 | ) | | — | | | (24.3 | ) | | 24.3 | | | (57.7 | ) |
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Other | (27.0 | ) | | — | | | (16.9 | ) | | — | | | (43.9 | ) |
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Cash flows provided by (used in) financing activities | 6.3 | | | 440.4 | | | (41.2 | ) | | (7.1 | ) | | 398.4 | |
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Increase (decrease) in cash and cash equivalents | $ | (2.9 | ) | | $ | (5.8 | ) | | $ | 239.8 | | | $ | — | | | $ | 231.1 | |
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Allegheny Technologies Incorporated |
Financial Information for Subsidiary and Guarantor Parent |
Balance Sheets |
December 31, 2012 |
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| | | | | | | | | | | | | | | | | | | |
| Guarantor | | | | Non-guarantor | | | | |
(In millions) | Parent | | Subsidiary | | Subsidiaries | | Eliminations | | Consolidated |
Assets: | | | | | | | | | |
Cash and cash equivalents | $ | 5.5 | | | $ | 13.1 | | | $ | 286 | | | $ | — | | | $ | 304.6 | |
|
Accounts receivable, net | 0.4 | | | 190.1 | | | 422.8 | | | — | | | 613.3 | |
|
Intercompany notes receivable | — | | | — | | | 1,289.90 | | | (1,289.9 | ) | | — | |
|
Inventories, net | — | | | 311.1 | | | 1,225.50 | | | — | | | 1,536.60 | |
|
Prepaid expenses and other current assets | 1.1 | | | 10.2 | | | 44.8 | | | — | | | 56.1 | |
|
Total current assets | 7 | | | 524.5 | | | 3,269.00 | | | (1,289.9 | ) | | 2,510.60 | |
|
Property, plant and equipment, net | 3.9 | | | 882.2 | | | 1,673.80 | | | — | | | 2,559.90 | |
|
Cost in excess of net assets acquired | — | | | 112.1 | | | 628 | | | — | | | 740.1 | |
|
Deferred income taxes | 71.5 | | | — | | | — | | | — | | | 71.5 | |
|
Intercompany notes receivable | — | | | — | | | 200.1 | | | (200.1 | ) | | — | |
|
Investment in subsidiaries | 5,545.40 | | | 33.7 | | | — | | | (5,579.1 | ) | | — | |
|
Other assets | 50.5 | | | 35.5 | | | 279.7 | | | — | | | 365.7 | |
|
Total assets | $ | 5,678.30 | | | $ | 1,588.00 | | | $ | 6,050.60 | | | $ | (7,069.1 | ) | | $ | 6,247.80 | |
|
Liabilities and stockholders’ equity: | | | | | | | | | |
Accounts payable | $ | 5.3 | | | $ | 262.6 | | | $ | 232 | | | $ | — | | | $ | 499.9 | |
|
Accrued liabilities | 64 | | | 62.2 | | | 204.3 | | | — | | | 330.5 | |
|
Intercompany notes payable | $ | 1,073.40 | | | $ | 216.5 | | | $ | — | | | $ | (1,289.9 | ) | | — | |
|
Deferred income taxes | 24 | | | — | | | — | | | — | | | 24 | |
|
Short-term debt and current portion of long-term debt | 0.3 | | | 0.1 | | | 16.7 | | | — | | | 17.1 | |
|
Total current liabilities | 1,167.00 | | | 541.4 | | | 453 | | | (1,289.9 | ) | | 871.5 | |
|
Long-term debt | 1,253.40 | | | 150.5 | | | 59.1 | | | — | | | 1,463.00 | |
|
Intercompany notes payable | — | | | 200.1 | | | — | | | (200.1 | ) | | |
|
Accrued postretirement benefits | — | | | 198.2 | | | 297 | | | — | | | 495.2 | |
|
Pension liabilities | 651.7 | | | 5.1 | | | 64.3 | | | — | | | 721.1 | |
|
Other long-term liabilities | 19.1 | | | 20.8 | | | 70 | | | — | | | 109.9 | |
|
Total liabilities | 3,091.20 | | | 1,116.10 | | | 943.4 | | | (1,490.0 | ) | | 3,660.70 | |
|
Total stockholders’ equity | 2,587.10 | | | 471.9 | | | 5,107.20 | | | (5,579.1 | ) | | 2,587.10 | |
|
Total liabilities and stockholders’ equity | $ | 5,678.30 | | | $ | 1,588.00 | | | $ | 6,050.60 | | | $ | (7,069.1 | ) | | $ | 6,247.80 | |
|
|
The condensed consolidating balance sheets at December 31, 2012 have been restated to revise the presentation of intercompany balances, and to reflect equity elimination entries between Non-guarantor Subsidiaries within the Non-guarantor balance sheet, rather than as part of Eliminations. These revisions increased Non-guarantor balances of total current assets $1,289.9 million and total assets $1,112.7 million, decreased total current liabilities and total liabilities $196.8 million, and increased total stockholders' equity $1,309.5 million. The Subsidiary balances of total assets, total current liabilities and total liabilities were each reduced by $141.1 million to reclassify intercompany balances to a net payable presentation. There was no impact to the consolidated financial statements as a result of these presentation changes. |
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Allegheny Technologies Incorporated |
Financial Information for Subsidiary and Guarantor Parent |
Statements of Income and Comprehensive Income |
For the three months ended September 30, 2012 |
|
| | | | | | | | | | | | | | | | | | | |
(In millions) | Guarantor | | Subsidiary | | Non-guarantor | | Eliminations | | Consolidated |
Parent | Subsidiaries |
Sales | $ | — | | | $ | 483.6 | | | $ | 647.9 | | | $ | — | | | $ | 1,131.50 | |
|
Cost of sales | 15.1 | | | 453.8 | | | 519.9 | | | — | | | 988.8 | |
|
Selling and administrative expenses | 33.7 | | | 10.8 | | | 33.1 | | | — | | | 77.6 | |
|
Income (loss) before interest, other income and income taxes | (48.8 | ) | | 19 | | | 94.9 | | | — | | | 65.1 | |
|
Interest income (expense), net | (14.7 | ) | | (2.7 | ) | | 0.2 | | | — | | | (17.2 | ) |
|
Other income (loss) including equity in income of unconsolidated subsidiaries | 111.6 | | | (5.2 | ) | | 7.8 | | | (114.0 | ) | | 0.2 | |
|
Income from continuing operations before income tax provision | 48.1 | | | 11.1 | | | 102.9 | | | (114.0 | ) | | 48.1 | |
|
Income tax provision | 14.8 | | | 4.6 | | | 33.3 | | | (37.9 | ) | | 14.8 | |
|
Income from continuing operations | 33.3 | | | 6.5 | | | 69.6 | | | (76.1 | ) | | 33.3 | |
|
Income from discontinued operations, net of tax | 4 | | | — | | | 4.6 | | | (4.6 | ) | | 4 | |
|
Net income | 37.3 | | | 6.5 | | | 74.2 | | | (80.7 | ) | | 37.3 | |
|
Less: Net income attributable to noncontrolling interests | — | | | — | | | 2 | | | — | | | 2 | |
|
Net income attributable to ATI | $ | 37.3 | | | $ | 6.5 | | | $ | 72.2 | | | $ | (80.7 | ) | | $ | 35.3 | |
|
Comprehensive income attributable to ATI | $ | 74.4 | | | $ | 6.3 | | | $ | 87.3 | | | $ | (96.2 | ) | | $ | 71.8 | |
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Allegheny Technologies Incorporated |
Financial Information for Subsidiary and Guarantor Parent |
Statements of Income and Comprehensive Income |
For the nine months ended September 30, 2012 |
|
|
| | | | | | | | | | | | | | | | | | | |
(In millions) | Guarantor | | Subsidiary | | Non-guarantor | | Eliminations | | Consolidated |
Parent | Subsidiaries |
Sales | $ | — | | | $ | 1,614.20 | | | $ | 2,031.30 | | | $ | — | | | $ | 3,645.50 | |
|
Cost of sales | 41.8 | | | 1,488.70 | | | 1,609.10 | | | — | | | 3,139.60 | |
|
Selling and administrative expenses | 109.1 | | | 33.2 | | | 101 | | | — | | | 243.3 | |
|
Income (loss) before interest, other income and income taxes | (150.9 | ) | | 92.3 | | | 321.2 | | | — | | | 262.6 | |
|
Interest expense, net | (47.3 | ) | | (7.9 | ) | | (0.5 | ) | | — | | | (55.7 | ) |
|
Other income (loss) including equity in income of unconsolidated subsidiaries | 405.7 | | | (16.1 | ) | | 24.2 | | | (413.2 | ) | | 0.6 | |
|
Income from continuing operations before income tax provision | 207.5 | | | 68.3 | | | 344.9 | | | (413.2 | ) | | 207.5 | |
|
Income tax provision | 66.6 | | | 26.9 | | | 116.9 | | | (143.8 | ) | | 66.6 | |
|
Income from continuing operations | 140.9 | | | 41.4 | | | 228 | | | (269.4 | ) | | 140.9 | |
|
Income from discontinued operations, net of tax | 13.4 | | | — | | | 16.1 | | | (16.1 | ) | | 13.4 | |
|
Net income | 154.3 | | | 41.4 | | | 244.1 | | | (285.5 | ) | | 154.3 | |
|
Less: Net income attributable to noncontrolling interests | — | | | — | | | 6.4 | | | — | | | 6.4 | |
|
Net income attributable to ATI | $ | 154.3 | | | $ | 41.4 | | | $ | 237.7 | | | $ | (285.5 | ) | | $ | 147.9 | |
|
Comprehensive income attributable to ATI | $ | 220 | | | $ | 40.6 | | | $ | 249.2 | | | $ | (296.2 | ) | | $ | 213.6 | |
|
|
Condensed Statements of Cash Flows |
For the nine months ended September 30, 2012 |
|
|
| | | | | | | | | | | | | | | | | | | |
(In millions) | Guarantor | | Subsidiary | | Non-guarantor | | Eliminations | | Consolidated |
Parent | Subsidiaries |
Cash flows provided by (used in) operating activities | $ | (26.1 | ) | | $ | 4.1 | | | $ | 267.8 | | | $ | — | | | $ | 245.8 | |
|
Investing Activities: | | | | | | | | | |
Purchases of property, plant and equipment | (1.0 | ) | | (192.5 | ) | | (52.1 | ) | | — | | | (245.6 | ) |
|
Net receipts/(payments) on intercompany activity | — | | | — | | | (187.0 | ) | | 187 | | | — | |
|
Asset disposals and other | — | | | 0.2 | | | 1.3 | | | — | | | 1.5 | |
|
Cash flows used in investing activities | (1.0 | ) | | (192.3 | ) | | (237.8 | ) | | 187 | | | (244.1 | ) |
|
Financing Activities: | | | | | | | | | |
Net receipts/(payments) on intercompany activity | 103.8 | | | 83.2 | | | — | | | (187.0 | ) | | — | |
|
Dividends paid to stockholders | (57.3 | ) | | — | | | — | | | — | | | (57.3 | ) |
|
Other | (17.0 | ) | | (0.1 | ) | | (26.9 | ) | | — | | | (44.0 | ) |
|
Cash flows provided by (used in) financing activities | 29.5 | | | 83.1 | | | (26.9 | ) | | (187.0 | ) | | (101.3 | ) |
|
Increase (decrease) in cash and cash equivalents | $ | 2.4 | | | $ | (105.1 | ) | | $ | 3.1 | | | $ | — | | | $ | (99.6 | ) |
|
|
The condensed consolidating statements of cash flows for the nine months ended September 30, 2012 have been revised to reclassify intercompany activities between operating, investing and financing activities, rather than entirely as financing activities, as previously presented. These revisions increased (decreased) cash flows provided by (used in) the consolidating statements of cash flows as follows, in millions: operating activities for the Guarantor Parent, Subsidiary, Non-guarantor Subsidiaries and Eliminations, $(4.4), $42.7, $(42.5) and $4.2, respectively; investing activities for the Non-guarantor Subsidiaries and Eliminations, $(187.0) and $187.0, respectively; and financing activities for the Guarantor Parent, Subsidiary, Non-guarantor Subsidiaries and Eliminations, $4.4, $(42.7), $229.5 and $(191.2), respectively. |