LANXESS Solutions US (CEMJQ) 10-Q 29 Jul 15 2015 Q2 Quarterly report Financial data

Document and Entity Information

Document and Entity Information - Jun. 30, 2015 - shares	Total
Document and Entity Information
Entity Registrant Name	Chemtura CORP
Entity Central Index Key	1,091,862
Document Type	10-Q
Document Period End Date	Jun. 30, 2015
Amendment Flag	false
Current Fiscal Year End Date	--12-31
Entity Current Reporting Status	Yes
Entity Filer Category	Large Accelerated Filer
Entity Common Stock, Shares Outstanding	67,811,647
Document Fiscal Year Focus	2,015
Document Fiscal Period Focus	Q2

Consolidated Statements of Oper

Consolidated Statements of Operations - USD ($) shares in Millions, $ in Millions	3 Months Ended		6 Months Ended
	Jun. 30, 2015	Jun. 30, 2014	Jun. 30, 2015	Jun. 30, 2014
Income Statement [Abstract]
Net sales	$ 464	$ 609	$ 902	$ 1,165
Cost of goods sold	350	451	690	887
Selling, general and administrative	41	67	77	127
Depreciation and amortization	24	25	48	53
Research and development	6	10	11	18
Facility closures, severance and related costs	0	4	1	6
Loss on sale of business	0	0	(3)	0
Equity income	(1)	0	(1)	0
Operating income	44	52	73	74
Interest expense	(8)	(11)	(16)	(23)
Other (expense) income, net	(2)	(3)	9	0
Earnings from continuing operations before income taxes	34	38	66	51
Income tax (expense) benefit	(16)	5	(27)	2
Earnings from continuing operations	18	43	39	53
Earnings from discontinued operations, net of tax	0	0	0	1
Gain (loss) on sale of discontinued operations, net of tax	1	(4)	0	(9)
Net earnings	$ 19	$ 39	$ 39	$ 45
Basic per share information
Earnings from continuing operations (in dollars per share)	$ 0.27	$ 0.46	$ 0.57	$ 0.56
Earnings from discontinued operations, net of tax (in dollars per share)	0	0	0	0.01
Loss on sale of discontinued operations, net of tax (in dollars per share)	0.01	(0.04)	0	(0.09)
Net earnings (in dollars per share)	0.28	0.42	0.57	0.48
Diluted per share information
Earnings from continuing operations (in dollars per share)	0.26	0.46	0.56	0.55
Earnings from discontinued operations, net of tax (in dollars per share)	0	0	0	0.01
Loss on sale of discontinued operations, net of tax (in dollars per share)	0.01	(0.04)	0	(0.09)
Net earnings (in dollars per share)	$ 0.27	$ 0.42	$ 0.56	$ 0.47
Weighted average shares outstanding - Basic (in shares)	67.6	93.2	68.2	94.8
Weighted average shares outstanding - Diluted (in shares)	68.5	94.4	69.1	96.1

Consolidated Statements of Comp

Consolidated Statements of Comprehensive (Loss) Income - USD ($) $ in Millions	3 Months Ended		6 Months Ended
	Jun. 30, 2015	Jun. 30, 2014	Jun. 30, 2015	Jun. 30, 2014
Statement of Comprehensive Income [Abstract]
Net earnings	$ 19	$ 39	$ 39	$ 45
Other comprehensive income (loss), net of tax
Foreign currency translation adjustments	20	12	(18)	6
Unrecognized pension and other post-retirement benefit costs	3	3	3	4
Unrealized gain on available for sale securities	1	0	5	0
Comprehensive income	$ 43	$ 54	$ 29	$ 55

Consolidated Balance Sheets

Consolidated Balance Sheets - USD ($) $ in Millions	Jun. 30, 2015	Dec. 31, 2014
CURRENT ASSETS
Cash and cash equivalents	$ 309	$ 392
Accounts receivable, net	264	251
Inventories, net	311	329
Other current assets	158	238
Assets held for sale	0	6
Total current assets	1,042	1,216
NON-CURRENT ASSETS
Property, plant and equipment, net	677	704
Goodwill	170	172
Intangible assets, net	93	99
Deferred tax asset - non-current	304	313
Other assets	163	163
Total assets	2,449	2,667
CURRENT LIABILITIES
Short-term borrowings	3	18
Accounts payable	147	146
Accrued expenses	162	170
Below market contract obligation - current	38	38
Income taxes payable	21	24
Liabilities held for sale	0	9
Total current liabilities	371	405
NON-CURRENT LIABILITIES
Long-term debt	514	556
Pension and post-retirement health care liabilities	297	318
Below market contract obligation - non-current	165	185
Deferred tax liability - non-current	17	25
Other liabilities	110	124
Total liabilities	1,474	1,613
EQUITY
Common stock - $0.01 par value Authorized - 500.0 shares Issued - 100.6 shares at June 30, 2015 and 100.5 shares at December 31, 2014	1	1
Additional paid-in capital	4,368	4,383
Accumulated deficit	(2,223)	(2,262)
Accumulated other comprehensive loss	(407)	(397)
Treasury stock - at cost - 32.8 shares at June 30, 2015 and 28.8 shares at December 31, 2014	(765)	(672)
Total Chemtura stockholders' equity	974	1,053
Non-controlling interest	1	1
Total equity	975	1,054
Total liabilities and equity	$ 2,449	$ 2,667

Consolidated Balance Sheets (Pa

Consolidated Balance Sheets (Parenthetical) - $ / shares shares in Millions	Jun. 30, 2015	Dec. 31, 2014
Statement of Financial Position [Abstract]
Common stock, par value (in dollars per share)	$ 0.01	$ 0.01
Common stock, Authorized shares	500	500
Common stock, Issued shares	100.6	100.5
Treasury stock at cost, shares	32.8	28.8

Condensed Consolidated Statemen

Condensed Consolidated Statements of Cash Flows - USD ($) $ in Millions	6 Months Ended
	Jun. 30, 2015	Jun. 30, 2014
CASH FLOWS FROM OPERATING ACTIVITIES
Net earnings	$ 39	$ 45
Adjustments to reconcile net earnings to net cash (used in) provided by operations:
Loss on sale of discontinued operations	0	9
Loss on sale of business	3	0
Below market contract obligation	(19)	0
Depreciation and amortization	48	53
Share-based compensation expense	6	7
Changes in assets and liabilities, net of assets acquired and liabilities assumed:
Accounts receivable	(25)	(105)
Inventories	8	(6)
Accounts payable	4	17
Pension and post-retirement health care liabilities	(7)	(25)
Other	12	(27)
Net cash provided by (used in) operating activities	69	(32)
CASH FLOWS FROM INVESTING ACTIVITIES
Net proceeds from divestments	3	16
Sale of Platform Specialty Products Corporation shares	54	0
Capital expenditures	(32)	(48)
Net cash provided by (used in) investing activities	25	(32)
CASH FLOWS FROM FINANCING ACTIVITIES
Proceeds from issuance of long term debt	0	14
Payments on long term debt	(59)	(112)
Payments on other short-term borrowings, net	0	(1)
Common shares acquired	(122)	(157)
Proceeds from exercise of stock options	13	6
Net cash used in financing activities	(168)	(250)
CASH AND CASH EQUIVALENTS
Effect of exchange rates on cash and cash equivalents	(9)	0
Change in cash and cash equivalents	(83)	(314)
Cash and cash equivalents at beginning of period	392	549
Cash and cash equivalents at end of period	$ 309	$ 235

NATURE OF OPERATIONS AND SUMMAR

NATURE OF OPERATIONS AND SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES	6 Months Ended
	Jun. 30, 2015
Accounting Policies [Abstract]
NATURE OF OPERATIONS AND SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES	NATURE OF OPERATIONS AND SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES Nature of Operations Chemtura Corporation, together with our consolidated subsidiaries, is a global specialty chemical company dedicated to delivering innovative, performance-driven engineered specialty chemical solutions which are used as additives, ingredients or intermediates that add value to our customers' end products. We are committed to global sustainability through “greener technology” and developing engineered chemical solutions that meet our customers’ evolving needs. We operate in a wide variety of end-use industries, including automotive, building and construction, electronics, energy, lubricants, packaging and transportation. We are a leader in many of our key product lines and transact business in more than 80 countries. Our principal executive offices are located in Philadelphia, PA and Middlebury, CT. When we use the terms “Corporation,” “Company,” “Chemtura,” “Registrant,” “We,” “Us” and “Our,” unless otherwise indicated or the context otherwise requires, we are referring to Chemtura Corporation and our consolidated subsidiaries. The information in the foregoing Consolidated Financial Statements for the quarters and six months ended June 30, 2015 and 2014 is unaudited but reflects all adjustments which, in the opinion of management, are necessary for a fair presentation of the results of operations for the interim periods presented. All such adjustments are of a normal recurring nature, except as otherwise disclosed in the accompanying notes to our Consolidated Financial Statements. Basis of Presentation The accompanying Consolidated Financial Statements include the accounts of Chemtura and our wholly-owned and majority-owned subsidiaries that we control. Other affiliates in which we have a 20% to 50% ownership interest or a non-controlling majority interest are accounted for in accordance with the equity method. Other investments in which we have less than 20% ownership are recorded at cost. All significant intercompany balances and transactions have been eliminated in consolidation. Our Consolidated Financial Statements have been prepared in conformity with U.S. generally accepted accounting principles (“U.S. GAAP”), which require us to make estimates and assumptions that affect the reported amounts of assets and liabilities, disclosures of contingent assets and liabilities at the date of the financial statements and the reported amounts of revenues and expenses during the reporting period. Actual results could differ from these estimates. The interim Consolidated Financial Statements should be read in conjunction with the Consolidated Financial Statements and notes included in our Annual Report on Form 10-K for the year ended December 31, 2014 (the “2014 Form 10-K”). The consolidated results of operations for the quarter ended June 30, 2015 are not necessarily indicative of the results expected for the full year. Accounting Policies and Other Items Included in accounts receivable are allowances for doubtful accounts of $2 million as of June 30, 2015 and December 31, 2014 . During the six months ended June 30, 2015 and 2014 , we made cash interest payments of approximately $16 million and $22 million , respectively. During the six months ended June 30, 2015 and 2014 , we made cash payments for income taxes (net of refunds) of $20 million and $10 million , respectively. At June 30, 2015 , $4 million of our asset retirement obligation was included in accrued expenses and $13 million was included in other liabilities in our Consolidated Balance Sheet. At December 31, 2014 , $3 million of our asset retirement obligation was included in accrued expenses and $13 million was included in other liabilities in our Consolidated Balance Sheet. Accounting Developments In May 2014, the FASB issued ASU No. 2014-09, Revenue from Contracts with Customers , which requires an entity to recognize the amount of revenue to which it expects to be entitled for the transfer of promised goods or services to customers. This ASU will replace most existing revenue recognition guidance in U.S. GAAP when it becomes effective. The new standard is effective on January 1, 2018. Early application is permitted in 2017 for calendar year entities. We currently do not intend to early adopt. The standard permits the use of either the retrospective or cumulative effect transition method. We are evaluating the effect that the ASU will have on our consolidated financial statements and related disclosures. We have not yet selected a transition method nor have we determined the effect of the standard on our ongoing financial reporting. In April 2015, the FASB issued ASU No. 2015-03, Simplifying the Presentation of Debt Issuance Costs. Under current U.S. GAAP, debt issuance costs are reported on the balance sheet as assets and amortized as interest expense. This ASU requires that they be presented on the balance sheet as a direct deduction from the carrying amount of the related debt liability, which is similar to the presentation of debt discounts or premiums. The costs will continue to be amortized to interest expense using the effective interest method. This ASU is effective for public business entities for fiscal years beginning after December 15, 2015, and interim periods within those fiscal years. We do not expect the adoption of this ASU to have a material impact on our financial statements.

DIVESTITURES

DIVESTITURES	6 Months Ended
	Jun. 30, 2015
Business Combinations [Abstract]
DIVESTITURES	DIVESTITURES Divestitures Reported as Gain or Loss on Sale of Business In November 2014 , we sold our Chemtura AgroSolutions business to Platform Specialty Products Corporation ("Platform") under a Stock and Asset Purchase Agreement ("SAPA") for approximately $1 billion , consisting of $950 million in cash and 2 million shares of Platform's common stock. The purchase price was subject to customary post-closing adjustments, primarily for working capital which was settled in the quarter ended June 30, 2015. During the second quarter of 2015, we sold all 2 million shares of Platform common stock for net proceeds of $54 million . As a result of holding the shares, which were accounted for as available for sale securities, we reported a net gain of $3 million in the second quarter of 2015 which is included in other (expense) income, net in the Consolidated Statement of Operations. Under the terms of the SAPA, we retained most of the property, plant and equipment used to manufacture products of the Chemtura AgroSolutions business and continue to manufacture products for Platform under several supply agreements and a tolling agreement (collectively, the "supply agreements") with minimum terms of between two and four years. In alignment with the change in the nature of operations, we changed the name of this segment to Agrochemical Manufacturing. The supply agreements with Platform are designed to recover the cash costs incurred to manufacture the products under the agreement. Accordingly, the supply agreements are considered below-market contracts for their full term. As of June 30, 2015 , our Consolidated Balance Sheet included $203 million , which represents the remaining loss of profit, on a discounted basis, for these products over the remaining terms of the supply agreements, including contractual obligations to continue to supply for a period of up to 2 years after the termination of the supply agreements. The recognition of this obligation, along with the accretion of the obligation to its undiscounted value, has been and will continue to be recorded as net sales in the Agrochemical Manufacturing segment on a straight-line basis over the term of each supply agreement based on our estimate of the timing of shipments. The recognition of this obligation will not generate cash flows during the term of the supply agreements. As of June 30, 2015 , the current and long-term portions of this obligation, on a discounted basis, were $38 million and $165 million , respectively. As of December 31, 2014 , we had not transferred ownership of our wholly-owned subsidiary in Russia and our 15% investment in Certis Europe B.V. ("Certis") to Platform as provided in the SAPA due to certain pending approvals. Therefore, the value of these assets and liabilities along with the proceeds received for these investments were presented as assets and liabilities held for sale as of that date. The value ascribed to these investments as part of the purchase price was received at the closing in November 2014 . We closed on the sale of our subsidiary in Russia in January 2015 and we transferred our shares in Certis to Platform during the second quarter of 2015. The following is a summary of the Chemtura AgroSolutions assets and liabilities held for sale as of December 31, 2014 : (In millions) December 31, 2014 Accounts receivable, net 3 Inventories 1 Other assets 2 Assets 6 Accrued expenses 9 Liabilities 9 Net Assets (3 ) Included in the loss on sale of business for the six months ended June 30, 2015 is the working capital adjustment that was settled in the second quarter of 2015 and the sale of our wholly-owned subsidiary in Russia in the first quarter of 2015. Divestitures Reported as Discontinued Operations In December 2013 , we sold our Consumer Products business to KIK Custom Products Inc. ("KIK") and in April 2013 , we sold substantially all the assets of our Antioxidant business (the "Antioxidant Sale") to SK Blue Holdings, Ltd. (“SK”), an affiliate of SK Capital Partners III, L.P., and Addivant USA Holdings Corp ("Addivant"). During the six months ended June 30, 2014 , we recognized a pre-tax loss of $9 million ( $9 million after tax) primarily for post-closing adjustments and obligations, settlement of working capital claims and fees associated with those adjustments and claims which were recognized in loss on sale of discontinued operations, net of tax in the Consolidated Statement of Operations.

RESTRUCTURING ACTIVITIES

RESTRUCTURING ACTIVITIES	6 Months Ended
	Jun. 30, 2015
Restructuring and Related Activities [Abstract]
RESTRUCTURING ACTIVITIES	RESTRUCTURING ACTIVITIES We recorded pre-tax charges of $1 million and $6 million during the six months ended June 30, 2015 and 2014 , respectively, to facility closures, severance and related costs in our Consolidated Statements of Operations. The 2015 charge was mainly for severance related to the planned closure of our West Lafayette, IN facility that was initiated in February 2015 under the restructuring plan approved by our Board of Directors (the "Board”) in November 2014 . The 2014 charge was primarily for severance and professional fees related to our organizational restructuring plan that was approved by the Board in 2013 . A summary of the changes in the liabilities established for restructuring programs during the six months ended June 30, 2015 is as follows: (In millions) Severance and Related Costs Balance at December 31, 2014 $ 21 2015 charge 1 Cash payments (15 ) Balance at June 30, 2015 $ 7 At June 30, 2015 and December 31, 2014 , the balance of these reserves were included in accrued expenses in our Consolidated Balance Sheet.

INVENTORIES

INVENTORIES	6 Months Ended
	Jun. 30, 2015
Inventory Disclosure [Abstract]
INVENTORIES	INVENTORIES (In millions) June 30, 2015 December 31, 2014 Finished goods $ 192 $ 200 Work in process 37 35 Raw materials and supplies 82 94 $ 311 $ 329 Included in the above net inventory balances are inventory obsolescence reserves of approximately $13 million at June 30, 2015 and December 31, 2014 .

PROPERTY, PLANT AND EQUIPMENT

PROPERTY, PLANT AND EQUIPMENT	6 Months Ended
	Jun. 30, 2015
Property, Plant and Equipment [Abstract]
PROPERTY, PLANT AND EQUIPMENT	PROPERTY, PLANT AND EQUIPMENT (In millions) June 30, 2015 December 31, 2014 Land and improvements $ 70 $ 71 Buildings and improvements 200 209 Machinery and equipment 1,200 1,248 Information systems equipment 165 167 Furniture, fixtures and other 20 22 Construction in progress 82 82 1,737 1,799 Less: accumulated depreciation 1,060 1,095 $ 677 $ 704 Depreciation expense was $21 million for the quarters ended June 30, 2015 and 2014 , and $42 million and $44 million for the six months ended June 30, 2015 and 2014 , respectively. Depreciation expense included accelerated depreciation of certain fixed assets associated with our restructuring programs of $1 million for the quarters ended June 30, 2015 and 2014 , and $2 million and $4 million for the six months ended June 30, 2015 and 2014 , respectively.

GOODWILL AND INTANGIBLE ASSETS

GOODWILL AND INTANGIBLE ASSETS	6 Months Ended
	Jun. 30, 2015
Goodwill and Intangible Assets Disclosure [Abstract]
GOODWILL AND INTANGIBLE ASSETS	GOODWILL AND INTANGIBLE ASSETS Goodwill was $170 million and $172 million at June 30, 2015 and December 31, 2014 , respectively. The decrease in goodwill since December 31, 2014 was due to foreign currency translation. The goodwill is allocated to the Industrial Performance Products segment. Our intangible assets (excluding goodwill) consist of Patents, Trademarks, Customer Relationships, Production Rights and Other Intangibles. At June 30, 2015 and December 31, 2014 , our net intangible assets were $93 million and $99 million , respectively. The decrease was due to amortization expense. Amortization expense related to intangible assets was $3 million and $4 million for the quarters ended June 30, 2015 and 2014 , respectively, and $6 million and $9 million for the six months ended June 30, 2015 and 2014 , respectively.

DEBT

DEBT	6 Months Ended
	Jun. 30, 2015
Debt Disclosure [Abstract]
DEBT	DEBT Our debt is comprised of the following: (In millions) June 30, 2015 December 31, 2014 Carrying Value Fair Value Carrying Value Fair Value 5.75% Senior Notes due 2021 $ 450 $ 457 $ 450 $ 439 Term Loan due 2016 40 40 82 82 Other borrowings 27 27 42 42 Total Debt 517 524 574 563 Less: Other short-term borrowings (3 ) (18 ) Total Long-term debt $ 514 $ 556 Financing Facilities 2021 Senior Notes In July 2013, we completed a registered public offering of $450 million of 5.75% Senior Notes due 2021 (the "2021 Senior Notes"). At any time prior to July 15, 2016, we are permitted to redeem some or all of the 2021 Senior Notes at a redemption price equal to 100% of the principal amount thereof plus a make-whole premium (as defined in the indenture governing the 2021 Senior Notes (the "2021 Indenture")) and accrued and unpaid interest up to, but excluding, the redemption date. At any time after July 15, 2016, we are permitted to redeem some or all of the 2021 Senior Notes, with the redemption prices being, prior to July 15, 2017, 104.313% of the principal amount; on or after July 15, 2017 and prior to July 15, 2018, 102.875% of the principal amount; on or after July 15, 2018 and prior to July 15, 2019, 101.438% of the principal amount; and thereafter 100% of the principal amount, in each case plus any accrued and unpaid interest to the redemption date. In addition, prior to July 15, 2016, we may redeem up to 35% of the 2021 Senior Notes from the proceeds of certain equity offerings at a redemption price of 105.75% plus accrued but unpaid interest to the redemption date. If we experience certain kinds of changes in control, as defined in the 2021 Indenture, we may be required to offer to repurchase all of the 2021 Senior Notes at a redemption price (subject to limitations as described in the 2021 Indenture) equal to 101% of the aggregate principal amount plus accrued and unpaid interest. Our 2021 Senior Notes contain covenants that limit our ability to enter into certain transactions, such as incurring secured debt and subsidiary debt and entering into sale and lease-back transactions. Our 2021 Senior Notes are subject to certain events of default, including, among others, breach of other agreements in the 2021 Indenture; any guarantee of a significant subsidiary ceasing to be in full force and effect; a default by us or our restricted subsidiaries under any bonds, debentures, notes or other evidences of indebtedness of a certain amount, resulting in its acceleration; and certain events of bankruptcy or insolvency. Term Loan In August 2010, we entered into the Term Loan due 2016 with Bank of America, N.A., as administrative agent, and other lenders party thereto for an aggregate principal amount of $295 million with an original issue discount of 1% . The Term Loan permitted us to increase the size of the facility with an accordion feature by up to $125 million . Repayments were made on the Term Loan in 2013 and 2014 with proceeds from the 2021 Senior Notes offering, the cash proceeds from the sale of businesses and cash on hand. In May 2015, we made an additional repayment of $42 million . As of June 30, 2015 , $40 million remained outstanding under the Term Loan. Borrowings under the amended Term Loan bear interest at a rate per annum equal to, at our election, (i) 1.75% plus the Base Rate (defined as the higher of (a) the Federal Funds rate plus 0.5% ; (b) Bank of America’s published prime rate ; and (c) the Eurodollar Rate plus 1% ) or (ii) 2.75% plus the Eurodollar Rate (defined as the higher of (a) 0.75% and (b) the current LIBOR adjusted for reserve requirements). The Term Loan contains covenants that limit, among other things, our ability to enter into certain transactions, such as creating liens, incurring additional indebtedness or repaying certain indebtedness, making investments, paying dividends, and entering into acquisitions, dispositions and joint ventures. Additionally, the Term Loan requires that we meet certain financial maintenance covenants including a maximum Secured Leverage Ratio (net of unrestricted cash, as defined in the agreement) of 2.5 :1.0 and a minimum Consolidated Interest Coverage Ratio (as defined in the agreement) of 3.0 :1.0. Additionally, the Term Loan contains a covenant related to the repayment of excess cash flow (as defined in the agreement). As of June 30, 2015 , we were in compliance with the covenant requirements of the Term Loan. ABL Facility In December 2013, we entered into a five -year senior secured revolving credit facility that provides for $175 million available to our domestic subsidiaries (the "US ABL Facility") and €60 million available to Chemtura Sales Europe B.V., a Netherlands subsidiary (the “Foreign ABL Facility”, and together with the US ABL Facility, the “2018 ABL Facility”), subject in each case to availability under a borrowing base. The 2018 ABL Facility provides a $125 million letter of credit sub-facility. The revolving loans under the 2018 ABL Facility will bear interest at a rate per annum which, at our option, can be either: (a) a base rate (which varies depending on the currency in which the loans are borrowed) plus a margin of between 0.50% and 1.00% for loans denominated in U.S. dollars or between 1.50% and 2.00% for loans denominated in other currencies, in each case based on the average excess availability under the 2018 ABL Facility for the preceding quarter; or (b) the current reserve adjusted Eurocurrency Rate plus a margin of between 1.50% and 2.00% based on the average excess availability under the 2018 ABL Facility for the preceding quarter. The 2018 ABL Facility Agreement contains certain affirmative and negative covenants (applicable to us, the other borrowing subsidiaries, the guarantors and their respective subsidiaries other than unrestricted subsidiaries), including, without limitation, covenants requiring financial reporting and notices of certain events, and covenants imposing limitations on incurrence of indebtedness and guaranties; liens; loans and investments; asset dispositions; dividends, redemptions, and repurchases of stock and prepayments, redemptions and repurchases of certain indebtedness; mergers, consolidations, acquisitions, joint ventures or creation of subsidiaries; material changes in business; transactions with affiliates; restrictions on distributions from restricted subsidiaries and granting of negative pledges; changes in accounting and reporting; sale leasebacks; and speculative transactions, and a springing financial covenant requiring a minimum trailing four quarter fixed charge coverage ratio of 1.0 to 1.0 at all times during (A) any period from the date when the amount available for borrowings under the 2018 ABL Facility falls below the greater of (i) $25 million and (ii) 10% of the aggregate commitments to the date such available amount has been equal to or greater than the greater of (i) $25 million and (ii) 10% of the aggregate commitments for 30 consecutive days, or (B) any period from the date when the amount available for borrowings under the US ABL Facility falls below the greater of (i) $18 million and (ii) 10% of the aggregate commitments under the US ABL Facility to the date such available amount has been equal to or greater than the greater of (i) $18 million and (ii) 10% of the aggregate commitments under the US ABL Facility for 30 consecutive days. At June 30, 2015 and December 31, 2014 , we had no borrowings under the 2018 ABL Facility. However, we had $14 million and $15 million of outstanding letters of credit (primarily related to insurance obligations, environmental obligations and banking credit facilities) which utilizes available capacity under the facility. At June 30, 2015 and December 31, 2014 , we had approximately $200 million and $211 million , respectively, of undrawn availability under the 2018 ABL Facility. Other Facilities In December 2012, we entered into a CNY 250 million (approximately $40 million ) 5 year secured credit facility available through December 2017 (the “China Bank Facility”) with Agricultural Bank of China, Nantong Branch (the "ABC Bank"). The China Bank Facility has been used for funding construction of our manufacturing facility in Nantong, China and is secured by land, property and machinery of our subsidiary Chemtura Advanced Materials (Nantong) Co., Ltd. The loans under the China Bank Facility bear interest at a rate determined from time to time by ABC Bank based on the prevailing People's Bank of China Lending Rate. Repayments of principal will be made in semi-annual installments from December 2014 through December 2017. In January 2015, we prepaid $15 million of the China Bank Facility with proceeds from the sale of the Chemtura AgroSolutions business. At June 30, 2015 and December 31, 2014 , we had borrowings of $12 million and $27 million , respectively, under the China Bank Facility.

INCOME TAXES

INCOME TAXES	6 Months Ended
	Jun. 30, 2015
Income Tax Disclosure [Abstract]
INCOME TAXES	INCOME TAXES We reported income tax expense of $16 million and a benefit of $5 million for the quarters ended June 30, 2015 and 2014 , respectively, and income tax expense of $27 million and a benefit of $2 million for the six months ended June 30, 2015 and 2014 , respectively. The tax expense reported for the quarter and six months ended June 30, 2015 reflected higher earnings. In addition, following the release of U.S. valuation allowance in the fourth quarter of 2014 , we recorded a full tax provision on our U.S. income. In the fourth quarter of 2014 , we concluded that the positive evidence outweighed the negative evidence concerning our ability to use our U.S. deferred tax assets before they expire. As a result, we released a majority of our U.S. valuation allowance in the fourth quarter of 2014 . The tax benefit reported for quarter and six months ended June 30, 2014 included a decrease in foreign income taxes of approximately $15 million related to an unrecognized tax benefit that had been recorded for an international jurisdiction in prior years. The tax benefit was recorded after reaching an agreement with the international jurisdiction that effectively settles the prior year liability. We have net liabilities related to unrecognized tax benefits of $28 million at June 30, 2015 and December 31, 2014 .

ACCUMULATED OTHER COMPREHENSIVE

ACCUMULATED OTHER COMPREHENSIVE LOSS	6 Months Ended
	Jun. 30, 2015
Accumulated Other Comprehensive Income (Loss), Net of Tax [Abstract]
ACCUMULATED OTHER COMPREHENSIVE LOSS	ACCUMULATED OTHER COMPREHENSIVE LOSS The components of accumulated other comprehensive loss (“AOCL”), net of tax at June 30, 2015 and December 31, 2014 , were as follows: (in millions) Foreign Currency Translation Adjustments Unrecognized Pension and Other Post-Retirement Benefit Costs Unrealized loss on available for sale securities Total As of December 31, 2014 $ (86 ) $ (306 ) $ (5 ) $ (397 ) Other comprehensive income (loss) before reclassifications (23 ) (5 ) 6 (22 ) Amounts reclassified from AOCL 5 8 (1 ) 12 Net current period other comprehensive (loss) income (18 ) 3 5 (10 ) As of June 30, 2015 $ (104 ) $ (303 ) $ — $ (407 ) The following table summarizes the reclassifications from AOCL to the Consolidated Statement of Operations for the quarters and six months ended June 30, 2015 and 2014 : Amount Reclassified from AOCL Quarters ended June 30, Six months ended June 30, (in millions) 2015 2014 2015 2014 Affected line item in the consolidated statement of operations Foreign currency translation items: Loss on sale of business (a) $ — $ — $ (5 ) $ — Loss on sale of business Net of tax — — (5 ) — Defined benefit pension plan items: Amortization of prior-service costs (b) 1 1 2 2 Primarily SG&A Amortization of actuarial losses (b) (4 ) (4 ) (11 ) (8 ) Primarily SG&A Total before tax (3 ) (3 ) (9 ) (6 ) Total tax — 1 1 1 Income Tax Expense Net of tax (3 ) (2 ) (8 ) (5 ) Sale of available for sale securities: Gain on sale of Platform stock 2 — 2 — Other (expense) income, net Total tax (1 ) — (1 ) — Income Tax Expense Net of tax 1 — 1 — Total reclassifications $ (2 ) $ (2 ) $ (12 ) $ (5 ) (a) Sale of the Chemtura AgroSolutions business (see Note 2 - Divestitures). (b) These items are included in the computation of net periodic benefit pension cost (see Note 12 - Pension and other Post-Retirement Benefit Plans for additional information).

COMMON SHARES

COMMON SHARES	6 Months Ended
	Jun. 30, 2015
Earnings Per Share [Abstract]
COMMON SHARES	COMMON SHARES The computation of basic earnings per common share is based on the weighted average number of common shares outstanding. The computation of diluted earnings per common share is based on the weighted average number of common and common share equivalents outstanding. The following is a reconciliation of the shares used in the computation of earnings per share: Quarters ended June 30, Six months ended June 30, (In millions) 2015 2014 2015 2014 Weighted average shares outstanding - Basic 67.6 93.2 68.2 94.8 Dilutive effect of common share equivalents 0.9 1.2 0.9 1.3 Weighted average shares outstanding - Diluted 68.5 94.4 69.1 96.1 In October 2014 , the Board approved a share repurchase authorization of up to $500 million conditioned upon the sale of the Chemtura AgroSolutions business. This repurchase program will expire on December 1, 2015 . During the six months ended June 30, 2015 , we repurchased 5.1 million shares of our common stock at a cost of $122 million . As of June 30, 2015 , $48 million remained under the share repurchase program. The shares are expected to be repurchased from time to time through open market purchases. The program does not obligate us to repurchase any particular amount of common stock and may be modified or suspended at any time at the Board’s discretion. The manner, price, number and timing of such repurchases, if any, will be subject to a variety of factors, including market conditions and the applicable rules and regulations of the SEC. We release the value of treasury shares at the weighted average price per share when shares are issued from treasury.

STOCK INCENTIVE PLANS

STOCK INCENTIVE PLANS	6 Months Ended
	Jun. 30, 2015
Disclosure of Compensation Related Costs, Share-based Payments [Abstract]
STOCK INCENTIVE PLANS	STOCK INCENTIVE PLANS In 2010, we adopted the Chemtura Corporation 2010 Long-Term Incentive Plan (the “2010 LTIP”). The 2010 LTIP provides for grants of nonqualified stock options (“NQOs”), incentive stock options (“ISOs”), stock appreciation rights, dividend equivalent rights, stock units, bonus stock, performance awards, share awards, restricted stock, time-based restricted stock units (“RSUs”) and performance-based RSUs. The 2010 LTIP provides for the issuance of a maximum of 11 million shares. Stock options may be granted under the 2010 LTIP at prices equal to the fair market value of the underlying common shares on the date of the grant. All outstanding stock options will expire not more than ten years from the date of the grant. Stock issuances can be from treasury shares or newly issued shares. Share-based compensation expense was $3 million for the quarters ended June 30, 2015 and 2014 , and $6 million and $7 million for the six months ended June 30, 2015 and 2014 , respectively. Stock-based compensation expense was primarily reported in SG&A. Restricted Stock Units and Performance Shares In March 2015 , the compensation and governance committee of the Board (the "Compensation Committee") approved the grant of 0.2 million time-based RSUs under the 2015 long-term incentive awards (the " 2015 Awards"). These RSUs vest ratably over a three -year period. In March 2015 , the Compensation Committee also approved the grant of 0.2 million performance shares under the 2015 Awards. The share grant is subject to a performance multiplier of up to 2 times the targeted award. The performance measurement period is the three calendar year period ending December 31, 2017 and the performance share metric is the relative total shareholder return against the companies comprising the Dow Jones Chemical Index. The performance shares will be settled as soon as practicable after the performance period but no later than March 15, 2018 . We used the Monte-Carlo simulation model to determine the fair value of the performance shares. Using this method, the average per share fair value of these awards was $34.91 . Total remaining unrecognized compensation expense associated with all unvested time-based RSUs and performance shares at June 30, 2015 was $17 million , which will be recognized over the weighted average period of approximately 2 years.

PENSION AND OTHER POST-RETIREME

PENSION AND OTHER POST-RETIREMENT BENEFIT PLANS	6 Months Ended
	Jun. 30, 2015
Compensation and Retirement Disclosure [Abstract]
PENSION AND OTHER POST-RETIREMENT BENEFIT PLANS	PENSION AND OTHER POST-RETIREMENT BENEFIT PLANS Components of our defined benefit plans net periodic benefit (credit) cost for the quarters and six months ended June 30, 2015 and 2014 are as follows: Defined Benefit Plans Qualified International and Post-Retirement U.S. Plans Non-Qualified Plans Health Care Plans Quarters ended June 30, Quarters ended June 30, Quarters ended June 30, (In millions) 2015 2014 2015 2014 2015 2014 Service cost $ — $ — $ 1 $ 1 $ — $ — Interest cost 6 7 5 5 1 1 Expected return on plan assets (10 ) (10 ) (6 ) (7 ) — — Amortization of prior service cost — — — — (1 ) (1 ) Amortization of actuarial losses 3 3 1 1 — — Net periodic benefit cost (credit) $ (1 ) $ — $ 1 $ — $ — $ — Defined Benefit Plans Qualified International and Post-Retirement U.S. Plans Non-Qualified Plans Health Care Plans Six months ended June 30, Six months ended June 30, Six months ended June 30, (In millions) 2015 2014 2015 2014 2015 2014 Service cost $ — $ — $ 1 $ 1 $ — $ — Interest cost 12 14 9 10 2 2 Expected return on plan assets (20 ) (20 ) (12 ) (13 ) — — Amortization of prior service cost — — — — (2 ) (2 ) Amortization of actuarial losses 7 5 3 2 1 1 Net periodic benefit cost (credit) $ (1 ) $ (1 ) $ 1 $ — $ 1 $ 1 We contributed $1 million to our U.S. non-qualified pension plans and $4 million to our international pension plans for the six months ended June 30, 2015 . Contributions to post-retirement health care plans for the six months ended June 30, 2015 were $4 million .

LEGAL PROCEEDINGS AND CONTINGEN

LEGAL PROCEEDINGS AND CONTINGENCIES	6 Months Ended
	Jun. 30, 2015
Commitments and Contingencies Disclosure [Abstract]
LEGAL PROCEEDINGS AND CONTINGENCIES	LEGAL PROCEEDINGS AND CONTINGENCIES We are involved in claims, litigation, administrative proceedings and investigations of various types in a number of jurisdictions. A number of such matters involve, or may involve, claims for a material amount of damages and relate to or allege, among other things, environmental liabilities, including clean-up costs associated with hazardous waste disposal sites, natural resource damages, property damage and personal injury. Litigation and Claims Environmental Liabilities We are involved in environmental matters of various types in a number of jurisdictions. These matters may, from time to time, involve claims for material amounts of damages and relate to or allege environmental liabilities, including clean up costs associated with hazardous waste disposal sites and natural resource damages. The Comprehensive Environmental Response, Compensation and Liability Act of 1980, as amended (“CERCLA”), and comparable state statutes impose strict liability upon various classes of persons with respect to the costs associated with the investigation and remediation of waste disposal sites. Such persons are typically referred to as “Potentially Responsible Parties” or PRPs. Because in certain circumstances these laws have been construed to authorize the imposition of joint and several liability, the Environmental Protection Agency (“EPA”) and comparable state agencies could seek to recover all costs involving a waste disposal site from any one of the PRPs for such site, including Chemtura, despite the involvement of other PRPs. Currently, we are one of a large number of PRPs with respect to a site in which we hold the majority of the liability. Chemtura and its subsidiaries may be named as PRPs at other sites in the future. In addition, we are involved with environmental remediation and compliance activities at some of our current and former sites in the United States and abroad. Each quarter, we evaluate and review estimates for future remediation and other costs to determine appropriate environmental reserve amounts. For each site where the cost of remediation is probable and reasonably estimable, we determine the specific measures that are believed to be required to remediate the site, the estimated total cost to carry out the remediation plan, the portion of the total remediation costs to be borne by us and the anticipated time frame over which payments toward the remediation plan will occur. At sites where we expect to incur ongoing operation and maintenance expenditures, we accrue on an undiscounted basis for a period of generally 10 years those costs which we believe are probable and estimable. The total amount accrued for environmental liabilities as of June 30, 2015 and December 31, 2014 was $69 million and $76 million , respectively. At June 30, 2015 and December 31, 2014 , $21 million and $17 million , respectively, of these environmental liabilities were reflected as accrued expenses and $48 million and $59 million , respectively, were reflected as other liabilities. We estimate that ongoing environmental liabilities could range up to $80 million at June 30, 2015 . Our accruals for environmental liabilities include estimates for determinable clean-up costs. We recorded pre-tax charges of $4 million for the six months ended June 30, 2015 and made payments of $7 million during the six months ended June 30, 2015 for clean-up costs, which reduced our environmental liabilities. At certain sites, we have contractual agreements with certain other parties to share remediation costs. As of June 30, 2015 , no receivables are outstanding related to these agreements. At a number of these sites, the extent of contamination has not yet been fully investigated or the final scope of remediation is not yet determinable. We intend to assert all meritorious legal defenses and will pursue other equitable factors that are available with respect to these matters. However, the final cost of clean-up at these sites could exceed our present estimates, and could have, individually or in the aggregate, a material adverse effect on our financial condition, results of operations, or cash flows. Our estimates for environmental remediation liabilities may change in the future should additional sites be identified, further remediation measures be required or undertaken, current laws and regulations be modified or additional environmental laws and regulations be enacted, and as negotiations with respect to certain sites. Other We are routinely subject to civil claims, litigations, arbitrations, and regulatory investigations arising in the ordinary course of our business, as well as in respect of our divested businesses. Some of these claims and litigations relate to product liability claims, including claims related to our current and historical products and asbestos-related claims concerning premises and historic products of our corporate affiliates and predecessors. Guarantees In addition to the letters of credit of $14 million and $15 million outstanding at June 30, 2015 and December 31, 2014 , respectively, we have guarantees that have been provided to various financial institutions. At June 30, 2015 and December 31, 2014 , we had $8 million and $10 million of outstanding guarantees, respectively. The letters of credit and guarantees were primarily related to liabilities for insurance obligations, environmental obligations, banking and credit facilities, vendor deposits and European value added tax (“VAT”) obligations. In the ordinary course of business, we enter into contractual arrangements under which we may agree to indemnify a third party to such arrangement from any losses incurred relating to the services they perform on our behalf or for losses arising from certain events as defined within the particular contract, which may include, for example, litigation, claims or environmental matters relating to our past performance. For any losses that we believe are probable and estimable, we have accrued for such amounts in our Consolidated Balance Sheets.

BUSINESS SEGMENT DATA

BUSINESS SEGMENT DATA	6 Months Ended
	Jun. 30, 2015
Segment Reporting [Abstract]
BUSINESS SEGMENT DATA	BUSINESS SEGMENT DATA We evaluate a segment’s performance based on several factors, of which the primary factor is operating income (loss). In computing operating income (loss) by segment, the following items have not been deducted: (1) general corporate expense; (2) amortization; (3) facility closures, severance and related costs and (4) gain or loss on sale of business. Pursuant to ASC Topic 280, Segment Reporting (“ASC 280”), these items have been excluded from our presentation of segment operating income (loss) because they are not reported to the chief operating decision maker for purposes of allocating resources among reporting segments or assessing segment performance. Industrial Performance Products Industrial Performance Products are engineered solutions for our customers’ specialty chemical needs. Industrial Performance Products include petroleum additives that provide detergency, friction modification and corrosion protection in automotive lubricants, greases, refrigeration and turbine lubricants as well as synthetic lubricant base-stocks and greases; castable urethane prepolymers engineered to provide superior abrasion resistance and durability in many industrial and recreational applications; and polyurethane dispersions and urethane prepolymers used in various types of coatings such as clear floor finishes, high-gloss paints and textiles treatments. These products are sold directly to manufacturers and through distribution channels. Industrial Engineered Products Industrial Engineered Products are chemical additives designed to improve the performance of polymers in their end-use applications. Industrial Engineered Products include brominated performance products, flame retardants, fumigants and organometallics. The products are sold across the entire value chain ranging from direct sales to monomer producers, polymer manufacturers, compounders and fabricators, manufactures of electronic components, fine chemical manufacturers, utilities, pharmaceutical manufactures and oilfield service companies to industry distributors. Agrochemical Manufacturing (formerly Chemtura AgroSolutions) In November 2014 , we sold our Chemtura AgroSolutions business to Platform. Under the terms of the SAPA, we retained most of the property, plant and equipment used to manufacture products of the Chemtura AgroSolutions business and continue to manufacture products for Platform under several supply agreements with minimum terms of between two and four years. In alignment with the change in the nature of operations, we changed the name of this segment to Agrochemical Manufacturing. The supply agreements with Platform are designed to recover the cash costs incurred to manufacture the products under the agreement. Due to these economics, the supply agreements are considered below-market contracts for their full term. At closing, an obligation was recorded, on a discounted basis, which represents the remaining loss of profit on these products over the remaining terms of the supply agreements, including contractual obligations to continue to supply for a period of up to 2 years after the termination of the contracts. The recognition of this obligation, along with the accretion of the obligation to its undiscounted value, has been and will continue to be recorded as net sales in the Agrochemical Manufacturing segment on a straight-line basis over the term of each supply agreement based on our estimate of the timing of shipments. The recognition of this obligation will not generate cash flows during the term of the supply agreements. Corporate and Other Charges Corporate includes costs and expenses that are of a general corporate nature or managed on a corporate basis. These costs (net of allocations to the business segments) primarily represent corporate stewardship and administration activities together with costs associated with legacy activities and intangible asset amortization. Functional costs are allocated between the business segments and general corporate expense. Facility closures, severance and related costs are primarily for severance costs related to our cost savings initiatives. The loss on sale of business relates to the sale of our Chemtura AgroSolutions business in 2014 . A summary of business data for our reportable segments for the quarters and six months ended June 30, 2015 and 2014 are as follows: Quarters ended June 30, Six months ended June 30, (In millions) 2015 2014 2015 2014 Net Sales Petroleum additives $ 158 $ 183 $ 317 $ 354 Urethanes 72 76 145 152 Industrial Performance Products 230 259 462 506 Bromine based & related products 158 168 297 334 Organometallics 39 42 75 84 Industrial Engineered Products 197 210 372 418 Agrochemical Manufacturing 37 140 68 241 Total net sales $ 464 $ 609 $ 902 $ 1,165 Quarters ended June 30, Six months ended June 30, (In millions) 2015 2014 2015 2014 Operating Income Industrial Performance Products $ 38 $ 26 $ 74 $ 53 Industrial Engineered Products 15 16 17 12 Agrochemical Manufacturing 10 36 18 58 63 78 109 123 General corporate expense, including amortization (19 ) (22 ) (32 ) (43 ) Facility closures, severance and related costs — (4 ) (1 ) (6 ) Loss on sale of business — — (3 ) — Total operating income $ 44 $ 52 $ 73 $ 74

GUARANTOR CONDENSED CONSOLIDATI

GUARANTOR CONDENSED CONSOLIDATING FINANCIAL DATA	6 Months Ended
	Jun. 30, 2015
GUARANTOR CONDENSED CONSOLIDATING FINANCIAL DATA
GUARANTOR CONDENSED CONSOLIDATING FINANCIAL DATA	GUARANTOR CONDENSED CONSOLIDATING FINANCIAL DATA Our obligations under the 2021 Senior Notes are fully and unconditionally guaranteed on a senior unsecured basis, jointly and severally, by each current and future domestic restricted subsidiary, other than excluded subsidiaries that guarantee any indebtedness of Chemtura or our restricted subsidiaries. Our subsidiaries that do not guarantee the 2021 Senior Notes are referred to as the “Non-Guarantor Subsidiaries.” The Guarantor Condensed Consolidating Financial Data presented below presents the statements of operations, statements of comprehensive income (loss), balance sheets and statements of cash flow for: (i) Chemtura Corporation (the “Parent Company”), the Guarantor Subsidiaries and the Non-Guarantor Subsidiaries on a consolidated basis (which is derived from Chemtura historical reported financial information); (ii) the Parent Company, alone (accounting for our Guarantor Subsidiaries and the Non-Guarantor Subsidiaries on an equity basis under which the investments are recorded by each entity owning a portion of another entity at cost, adjusted for the applicable share of the subsidiary’s cumulative results of operations, capital contributions and distributions, and other equity changes); (iii) the Guarantor Subsidiaries alone; and (iv) the Non-Guarantor Subsidiaries alone. Condensed Consolidating Statement of Operations Quarter ended June 30, 2015 (In millions) Consolidated Eliminations Parent Company Guarantor Subsidiaries Non- Guarantor Subsidiaries Net sales $ 464 $ (356 ) $ 304 $ 110 $ 406 Cost of goods sold 350 (356 ) 260 80 366 Selling, general and administrative 41 — 25 4 12 Depreciation and amortization 24 — 6 10 8 Research and development 6 — 4 1 1 Facility closures, severance and related costs — — — 1 (1 ) Loss (gain) on sale of business — — 14 — (14 ) Equity income (1 ) — (1 ) — — Operating income (loss) 44 — (4 ) 14 34 Interest expense (8 ) — (8 ) — — Other (expense) income, net (2 ) — 4 — (6 ) Equity in net earnings of subsidiaries — (30 ) 30 — — Earnings from continuing operations before income taxes 34 (30 ) 22 14 28 Income tax expense (16 ) — (4 ) — (12 ) Earnings from continuing operations 18 (30 ) 18 14 16 Gain on sale of discontinued operations, net of tax 1 — 1 — — Net earnings $ 19 $ (30 ) $ 19 $ 14 $ 16 Condensed Consolidating Statement of Operations Six months ended June 30, 2015 (In millions) Consolidated Eliminations Parent Company Guarantor Subsidiaries Non- Guarantor Subsidiaries Net sales $ 902 $ (699 ) $ 593 $ 207 $ 801 Cost of goods sold 690 (699 ) 505 160 724 Selling, general and administrative 77 — 49 6 22 Depreciation and amortization 48 — 11 20 17 Research and development 11 — 6 2 3 Facility closures, severance and related costs 1 — — 2 (1 ) Loss (gain) on sale of business 3 — 12 — (9 ) Equity income (1 ) — (1 ) — — Operating income 73 — 11 17 45 Interest expense (16 ) — (17 ) — 1 Other income (expense), net 9 — 9 2 (2 ) Equity in net earnings of subsidiaries — (45 ) 45 — — Earnings from continuing operations before income taxes 66 (45 ) 48 19 44 Income tax expense (27 ) — (9 ) — (18 ) Net earnings $ 39 $ (45 ) $ 39 $ 19 $ 26 Condensed Consolidating Statement of Comprehensive Income Quarter ended June 30, 2015 (In millions) Consolidated Eliminations Parent Company Guarantor Subsidiaries Non- Guarantor Subsidiaries Net earnings $ 19 $ (30 ) $ 19 $ 14 $ 16 Other comprehensive income (loss), net of tax Foreign currency translation adjustments 20 — (5 ) — 25 Unrecognized pension and other post-retirement benefit costs 3 — 3 — — Unrealized gain on available for sale securities 1 — 1 — — Comprehensive income $ 43 $ (30 ) $ 18 $ 14 $ 41 Condensed Consolidating Statement of Comprehensive Income Six months ended June 30, 2015 (In millions) Consolidated Eliminations Parent Company Guarantor Subsidiaries Non- Guarantor Subsidiaries Net earnings $ 39 $ (45 ) $ 39 $ 19 $ 26 Other comprehensive (loss) income, net of tax Foreign currency translation adjustments (18 ) — 11 — (29 ) Unrecognized pension and other post-retirement benefit costs 3 — 1 — 2 Unrealized gain on available for sale securities 5 — 5 — — Comprehensive income $ 29 $ (45 ) $ 56 $ 19 $ (1 ) Condensed Consolidating Balance Sheet As of June 30, 2015 (In millions) Consolidated Eliminations Parent Company Guarantor Subsidiaries Non- Guarantor Subsidiaries ASSETS Current assets $ 1,042 $ — $ 469 $ 103 $ 470 Intercompany receivables — (1,770 ) 568 281 921 Investment in subsidiaries — (4,895 ) 799 1,135 2,961 Property, plant and equipment 677 — 112 217 348 Goodwill 170 — 93 3 74 Other assets 560 — 439 33 88 Total assets $ 2,449 $ (6,665 ) $ 2,480 $ 1,772 $ 4,862 LIABILITIES AND EQUITY Current liabilities $ 371 $ — $ 155 $ 44 $ 172 Intercompany payables — (1,770 ) 491 526 753 Long-term debt 514 — 500 — 14 Other long-term liabilities 589 — 359 80 150 Total liabilities 1,474 (1,770 ) 1,505 650 1,089 Total equity 975 (4,895 ) 975 1,122 3,773 Total liabilities and equity $ 2,449 $ (6,665 ) $ 2,480 $ 1,772 $ 4,862 Condensed Consolidating Statement of Cash Flows Six months ended June 30, 2015 (In millions) Consolidated Eliminations Parent Company Guarantor Subsidiaries Non- Guarantor Subsidiaries Increase (decrease) to cash CASH FLOWS FROM OPERATING ACTIVITIES Net earnings $ 39 $ (45 ) $ 39 $ 19 $ 26 Adjustments to reconcile net earnings to net cash provided by operations: Loss on sale of business 3 — 12 — (9 ) Below market contract obligation (19 ) — (18 ) — (1 ) Depreciation and amortization 48 — 11 20 17 Share-based compensation expense 6 — 6 — — Changes in assets and liabilities, net (8 ) 45 (6 ) (26 ) (21 ) Net cash provided by operations 69 — 44 13 12 CASH FLOWS FROM INVESTING ACTIVITIES Net proceeds from divestments 3 — 4 — (1 ) Sale of Platform Specialty Products Corporation shares 54 — 54 — — Capital expenditures (32 ) — (4 ) (13 ) (15 ) Net cash provided by (used in) investing activities 25 — 54 (13 ) (16 ) CASH FLOWS FROM FINANCING ACTIVITIES Payments on long term debt (59 ) — (43 ) — (16 ) Common shares acquired (122 ) — (122 ) — — Proceeds from the exercise of stock options 13 — 13 — — Net cash used in financing activities (168 ) — (152 ) — (16 ) CASH AND CASH EQUIVALENTS Effect of exchange rates on cash and cash equivalents (9 ) — — — (9 ) Change in cash and cash equivalents (83 ) — (54 ) — (29 ) Cash and cash equivalents at beginning of period 392 — 227 — 165 Cash and cash equivalents at end of period $ 309 $ — $ 173 $ — $ 136 Condensed Consolidating Statement of Operations Quarter ended June 30, 2014 (In millions) Consolidated Eliminations Parent Company Guarantor Subsidiaries Non- Guarantor Subsidiaries Net sales $ 609 $ (531 ) $ 376 $ 110 $ 654 Cost of goods sold 451 (531 ) 307 92 583 Selling, general and administrative 67 — 36 4 27 Depreciation and amortization 25 — 7 7 11 Research and development 10 — 4 1 5 Facility closures, severance and related costs 4 — — 1 3 Operating income 52 — 22 5 25 Interest expense (11 ) — (14 ) — 3 Other (expense) income, net (3 ) — (11 ) — 8 Equity in net earnings of subsidiaries — (43 ) 43 — — Earnings from continuing operations before income taxes 38 (43 ) 40 5 36 Income tax benefit (expense) 5 — (1 ) — 6 Earnings from continuing operations 43 (43 ) 39 5 42 Loss on sale of discontinued operations, net of tax (4 ) — — (3 ) (1 ) Net earnings $ 39 $ (43 ) $ 39 $ 2 $ 41 Condensed Consolidating Statement of Operations Six months ended June 30, 2014 (In millions) Consolidated Eliminations Parent Company Guarantor Subsidiaries Non- Guarantor Subsidiaries Net sales $ 1,165 $ (1,023 ) $ 710 $ 224 $ 1,254 Cost of goods sold 887 (1,023 ) 590 191 1,129 Selling, general and administrative 127 — 70 8 49 Depreciation and amortization 53 — 13 15 25 Research and development 18 — 7 3 8 Facility closures, severance and related costs 6 — 2 1 3 Operating income 74 — 28 6 40 Interest expense (23 ) — (27 ) — 4 Other (expense) income, net — — (11 ) — 11 Equity in net earnings of subsidiaries — (56 ) 56 — — Earnings from continuing operations before income taxes 51 (56 ) 46 6 55 Income tax benefit (expense) 2 — (1 ) — 3 Earnings from continuing operations 53 (56 ) 45 6 58 Earnings from discontinued operations, net of tax 1 — 1 — — Loss on sale of discontinued operations, net of tax (9 ) — (1 ) (6 ) (2 ) Net earnings $ 45 $ (56 ) $ 45 $ — $ 56 Condensed Consolidating Statement of Comprehensive Income Quarter ended June 30, 2014 (In millions) Consolidated Eliminations Parent Company Guarantor Subsidiaries Non- Guarantor Subsidiaries Net earnings $ 39 $ (43 ) $ 39 $ 2 $ 41 Other comprehensive income, net of tax Foreign currency translation adjustments 12 — 2 — 10 Unrecognized pension and other post-retirement benefit costs 3 — 2 — 1 Comprehensive income $ 54 $ (43 ) $ 43 $ 2 $ 52 Condensed Consolidating Statement of Comprehensive Income Six months ended June 30, 2014 (In millions) Consolidated Eliminations Parent Company Guarantor Subsidiaries Non- Guarantor Subsidiaries Net earnings $ 45 $ (56 ) $ 45 $ — $ 56 Other comprehensive income (loss), net of tax Foreign currency translation adjustments 6 — 3 — 3 Unrecognized pension and other post-retirement benefit costs 4 — 7 — (3 ) Comprehensive income $ 55 $ (56 ) $ 55 $ — $ 56 Condensed Consolidating Balance Sheet As of December 31, 2014 (In millions) Consolidated Eliminations Parent Company Guarantor Subsidiaries Non- Guarantor Subsidiaries ASSETS Current assets $ 1,216 $ — $ 539 $ 113 $ 564 Intercompany receivables — (6,937 ) 3,094 2,752 1,091 Investment in subsidiaries — (4,923 ) 822 1,134 2,967 Property, plant and equipment 704 — 116 222 366 Goodwill 172 — 93 3 76 Other assets 575 — 448 36 91 Total assets $ 2,667 $ (11,860 ) $ 5,112 $ 4,260 $ 5,155 LIABILITIES AND EQUITY Current liabilities $ 405 $ — $ 155 $ 44 $ 206 Intercompany payables — (6,937 ) 2,971 3,031 935 Long-term debt 556 — 541 — 15 Other long-term liabilities 652 — 391 83 178 Total liabilities 1,613 (6,937 ) 4,058 3,158 1,334 Total equity 1,054 (4,923 ) 1,054 1,102 3,821 Total liabilities and equity $ 2,667 $ (11,860 ) $ 5,112 $ 4,260 $ 5,155 Condensed Consolidating Statement of Cash Flows Six months ended June 30, 2014 (In millions) Consolidated Eliminations Parent Company Guarantor Subsidiaries Non- Guarantor Subsidiaries Increase (decrease) to cash CASH FLOWS FROM OPERATING ACTIVITIES Net earnings $ 45 $ (56 ) $ 45 $ — $ 56 Adjustments to reconcile net earnings to net cash (used in) provided by operations: Loss on sale of discontinued operations 9 — 1 6 2 Depreciation and amortization 53 — 13 15 25 Share-based compensation expense 7 — 7 — — Changes in assets and liabilities, net (146 ) 56 (63 ) (16 ) (123 ) Net cash (used in) provided by operations (32 ) — 3 5 (40 ) CASH FLOWS FROM INVESTING ACTIVITIES Net proceeds from divestments 16 — (2 ) 9 9 Capital expenditures (48 ) — (7 ) (14 ) (27 ) Net cash used in investing activities (32 ) — (9 ) (5 ) (18 ) CASH FLOWS FROM FINANCING ACTIVITIES Proceeds from long term debt 14 — — — 14 Payments on long term debt (112 ) — (111 ) — (1 ) Payments on other short-term borrowings, net (1 ) — — — (1 ) Common shares acquired (157 ) — (157 ) — — Proceeds from exercise of stock options 6 — 6 — — Net cash (used in) provided by financing activities (250 ) — (262 ) — 12 CASH AND CASH EQUIVALENTS Effect of exchange rates on cash and cash equivalents — — — — — Change in cash and cash equivalents (314 ) — (268 ) — (46 ) Cash and cash equivalents at beginning of period 549 — 317 — 232 Cash and cash equivalents at end of period $ 235 $ — $ 49 $ — $ 186

NATURE OF OPERATIONS AND SUMM22

NATURE OF OPERATIONS AND SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (Policies)	6 Months Ended
	Jun. 30, 2015
Accounting Policies [Abstract]
Basis of Presentation	Basis of Presentation The accompanying Consolidated Financial Statements include the accounts of Chemtura and our wholly-owned and majority-owned subsidiaries that we control. Other affiliates in which we have a 20% to 50% ownership interest or a non-controlling majority interest are accounted for in accordance with the equity method. Other investments in which we have less than 20% ownership are recorded at cost. All significant intercompany balances and transactions have been eliminated in consolidation. Our Consolidated Financial Statements have been prepared in conformity with U.S. generally accepted accounting principles (“U.S. GAAP”), which require us to make estimates and assumptions that affect the reported amounts of assets and liabilities, disclosures of contingent assets and liabilities at the date of the financial statements and the reported amounts of revenues and expenses during the reporting period. Actual results could differ from these estimates. The interim Consolidated Financial Statements should be read in conjunction with the Consolidated Financial Statements and notes included in our Annual Report on Form 10-K for the year ended December 31, 2014 (the “2014 Form 10-K”). The consolidated results of operations for the quarter ended June 30, 2015 are not necessarily indicative of the results expected for the full year.
Accounting Developments	Accounting Developments In May 2014, the FASB issued ASU No. 2014-09, Revenue from Contracts with Customers , which requires an entity to recognize the amount of revenue to which it expects to be entitled for the transfer of promised goods or services to customers. This ASU will replace most existing revenue recognition guidance in U.S. GAAP when it becomes effective. The new standard is effective on January 1, 2018. Early application is permitted in 2017 for calendar year entities. We currently do not intend to early adopt. The standard permits the use of either the retrospective or cumulative effect transition method. We are evaluating the effect that the ASU will have on our consolidated financial statements and related disclosures. We have not yet selected a transition method nor have we determined the effect of the standard on our ongoing financial reporting. In April 2015, the FASB issued ASU No. 2015-03, Simplifying the Presentation of Debt Issuance Costs. Under current U.S. GAAP, debt issuance costs are reported on the balance sheet as assets and amortized as interest expense. This ASU requires that they be presented on the balance sheet as a direct deduction from the carrying amount of the related debt liability, which is similar to the presentation of debt discounts or premiums. The costs will continue to be amortized to interest expense using the effective interest method. This ASU is effective for public business entities for fiscal years beginning after December 15, 2015, and interim periods within those fiscal years. We do not expect the adoption of this ASU to have a material impact on our financial statements.

DIVESTITURES (Tables)

DIVESTITURES (Tables)	6 Months Ended
	Jun. 30, 2015
Business Combinations [Abstract]
Summary of the assets and liabilities sold or settled and the assets and liabilities of discontinued operations	The following is a summary of the Chemtura AgroSolutions assets and liabilities held for sale as of December 31, 2014 : (In millions) December 31, 2014 Accounts receivable, net 3 Inventories 1 Other assets 2 Assets 6 Accrued expenses 9 Liabilities 9 Net Assets (3 )

RESTRUCTURING ACTIVITIES (Table

RESTRUCTURING ACTIVITIES (Tables)	6 Months Ended
	Jun. 30, 2015
Restructuring and Related Activities [Abstract]
Summary of changes in liabilities established for restructuring programs	A summary of the changes in the liabilities established for restructuring programs during the six months ended June 30, 2015 is as follows: (In millions) Severance and Related Costs Balance at December 31, 2014 $ 21 2015 charge 1 Cash payments (15 ) Balance at June 30, 2015 $ 7

INVENTORIES (Tables)

INVENTORIES (Tables)	6 Months Ended
	Jun. 30, 2015
Inventory Disclosure [Abstract]
Components of inventories	(In millions) June 30, 2015 December 31, 2014 Finished goods $ 192 $ 200 Work in process 37 35 Raw materials and supplies 82 94 $ 311 $ 329

PROPERTY, PLANT AND EQUIPMENT (

PROPERTY, PLANT AND EQUIPMENT (Tables)	6 Months Ended
	Jun. 30, 2015
Property, Plant and Equipment [Abstract]
Schedule of property, plant and equipment	(In millions) June 30, 2015 December 31, 2014 Land and improvements $ 70 $ 71 Buildings and improvements 200 209 Machinery and equipment 1,200 1,248 Information systems equipment 165 167 Furniture, fixtures and other 20 22 Construction in progress 82 82 1,737 1,799 Less: accumulated depreciation 1,060 1,095 $ 677 $ 704

DEBT (Tables)

DEBT (Tables)	6 Months Ended
	Jun. 30, 2015
Debt Disclosure [Abstract]
Schedule of debt	Our debt is comprised of the following: (In millions) June 30, 2015 December 31, 2014 Carrying Value Fair Value Carrying Value Fair Value 5.75% Senior Notes due 2021 $ 450 $ 457 $ 450 $ 439 Term Loan due 2016 40 40 82 82 Other borrowings 27 27 42 42 Total Debt 517 524 574 563 Less: Other short-term borrowings (3 ) (18 ) Total Long-term debt $ 514 $ 556

ACCUMULATED OTHER COMPREHENSI28

ACCUMULATED OTHER COMPREHENSIVE LOSS (Tables)	6 Months Ended
	Jun. 30, 2015
Accumulated Other Comprehensive Income (Loss), Net of Tax [Abstract]
Schedule of components of accumulated other comprehensive loss ("AOCL"), net of tax	The components of accumulated other comprehensive loss (“AOCL”), net of tax at June 30, 2015 and December 31, 2014 , were as follows: (in millions) Foreign Currency Translation Adjustments Unrecognized Pension and Other Post-Retirement Benefit Costs Unrealized loss on available for sale securities Total As of December 31, 2014 $ (86 ) $ (306 ) $ (5 ) $ (397 ) Other comprehensive income (loss) before reclassifications (23 ) (5 ) 6 (22 ) Amounts reclassified from AOCL 5 8 (1 ) 12 Net current period other comprehensive (loss) income (18 ) 3 5 (10 ) As of June 30, 2015 $ (104 ) $ (303 ) $ — $ (407 )
Summary of reclassifications from AOCL to the Consolidated Statement of Operations	The following table summarizes the reclassifications from AOCL to the Consolidated Statement of Operations for the quarters and six months ended June 30, 2015 and 2014 : Amount Reclassified from AOCL Quarters ended June 30, Six months ended June 30, (in millions) 2015 2014 2015 2014 Affected line item in the consolidated statement of operations Foreign currency translation items: Loss on sale of business (a) $ — $ — $ (5 ) $ — Loss on sale of business Net of tax — — (5 ) — Defined benefit pension plan items: Amortization of prior-service costs (b) 1 1 2 2 Primarily SG&A Amortization of actuarial losses (b) (4 ) (4 ) (11 ) (8 ) Primarily SG&A Total before tax (3 ) (3 ) (9 ) (6 ) Total tax — 1 1 1 Income Tax Expense Net of tax (3 ) (2 ) (8 ) (5 ) Sale of available for sale securities: Gain on sale of Platform stock 2 — 2 — Other (expense) income, net Total tax (1 ) — (1 ) — Income Tax Expense Net of tax 1 — 1 — Total reclassifications $ (2 ) $ (2 ) $ (12 ) $ (5 ) (a) Sale of the Chemtura AgroSolutions business (see Note 2 - Divestitures). (b) These items are included in the computation of net periodic benefit pension cost (see Note 12 - Pension and other Post-Retirement Benefit Plans for additional information).

COMMON SHARES (Tables)

COMMON SHARES (Tables)	6 Months Ended
	Jun. 30, 2015
Earnings Per Share [Abstract]
Schedule of reconciliation of the shares used in computation of earnings per share	The following is a reconciliation of the shares used in the computation of earnings per share: Quarters ended June 30, Six months ended June 30, (In millions) 2015 2014 2015 2014 Weighted average shares outstanding - Basic 67.6 93.2 68.2 94.8 Dilutive effect of common share equivalents 0.9 1.2 0.9 1.3 Weighted average shares outstanding - Diluted 68.5 94.4 69.1 96.1

PENSION AND OTHER POST-RETIRE30

PENSION AND OTHER POST-RETIREMENT BENEFIT PLANS (Tables)	6 Months Ended
	Jun. 30, 2015
Compensation and Retirement Disclosure [Abstract]
Components of the entity's defined benefit plans net periodic benefit (credit) cost	Components of our defined benefit plans net periodic benefit (credit) cost for the quarters and six months ended June 30, 2015 and 2014 are as follows: Defined Benefit Plans Qualified International and Post-Retirement U.S. Plans Non-Qualified Plans Health Care Plans Quarters ended June 30, Quarters ended June 30, Quarters ended June 30, (In millions) 2015 2014 2015 2014 2015 2014 Service cost $ — $ — $ 1 $ 1 $ — $ — Interest cost 6 7 5 5 1 1 Expected return on plan assets (10 ) (10 ) (6 ) (7 ) — — Amortization of prior service cost — — — — (1 ) (1 ) Amortization of actuarial losses 3 3 1 1 — — Net periodic benefit cost (credit) $ (1 ) $ — $ 1 $ — $ — $ — Defined Benefit Plans Qualified International and Post-Retirement U.S. Plans Non-Qualified Plans Health Care Plans Six months ended June 30, Six months ended June 30, Six months ended June 30, (In millions) 2015 2014 2015 2014 2015 2014 Service cost $ — $ — $ 1 $ 1 $ — $ — Interest cost 12 14 9 10 2 2 Expected return on plan assets (20 ) (20 ) (12 ) (13 ) — — Amortization of prior service cost — — — — (2 ) (2 ) Amortization of actuarial losses 7 5 3 2 1 1 Net periodic benefit cost (credit) $ (1 ) $ (1 ) $ 1 $ — $ 1 $ 1

BUSINESS SEGMENT DATA (Tables)

BUSINESS SEGMENT DATA (Tables)	6 Months Ended
	Jun. 30, 2015
Segment Reporting [Abstract]
Summary of business data for reportable segments	A summary of business data for our reportable segments for the quarters and six months ended June 30, 2015 and 2014 are as follows: Quarters ended June 30, Six months ended June 30, (In millions) 2015 2014 2015 2014 Net Sales Petroleum additives $ 158 $ 183 $ 317 $ 354 Urethanes 72 76 145 152 Industrial Performance Products 230 259 462 506 Bromine based & related products 158 168 297 334 Organometallics 39 42 75 84 Industrial Engineered Products 197 210 372 418 Agrochemical Manufacturing 37 140 68 241 Total net sales $ 464 $ 609 $ 902 $ 1,165 Quarters ended June 30, Six months ended June 30, (In millions) 2015 2014 2015 2014 Operating Income Industrial Performance Products $ 38 $ 26 $ 74 $ 53 Industrial Engineered Products 15 16 17 12 Agrochemical Manufacturing 10 36 18 58 63 78 109 123 General corporate expense, including amortization (19 ) (22 ) (32 ) (43 ) Facility closures, severance and related costs — (4 ) (1 ) (6 ) Loss on sale of business — — (3 ) — Total operating income $ 44 $ 52 $ 73 $ 74

GUARANTOR CONDENSED CONSOLIDA32

GUARANTOR CONDENSED CONSOLIDATING FINANCIAL DATA (Tables)	6 Months Ended
	Jun. 30, 2015
GUARANTOR CONDENSED CONSOLIDATING FINANCIAL DATA
Schedule of condensed consolidating statement of operations	Condensed Consolidating Statement of Operations Quarter ended June 30, 2014 (In millions) Consolidated Eliminations Parent Company Guarantor Subsidiaries Non- Guarantor Subsidiaries Net sales $ 609 $ (531 ) $ 376 $ 110 $ 654 Cost of goods sold 451 (531 ) 307 92 583 Selling, general and administrative 67 — 36 4 27 Depreciation and amortization 25 — 7 7 11 Research and development 10 — 4 1 5 Facility closures, severance and related costs 4 — — 1 3 Operating income 52 — 22 5 25 Interest expense (11 ) — (14 ) — 3 Other (expense) income, net (3 ) — (11 ) — 8 Equity in net earnings of subsidiaries — (43 ) 43 — — Earnings from continuing operations before income taxes 38 (43 ) 40 5 36 Income tax benefit (expense) 5 — (1 ) — 6 Earnings from continuing operations 43 (43 ) 39 5 42 Loss on sale of discontinued operations, net of tax (4 ) — — (3 ) (1 ) Net earnings $ 39 $ (43 ) $ 39 $ 2 $ 41 Condensed Consolidating Statement of Operations Six months ended June 30, 2014 (In millions) Consolidated Eliminations Parent Company Guarantor Subsidiaries Non- Guarantor Subsidiaries Net sales $ 1,165 $ (1,023 ) $ 710 $ 224 $ 1,254 Cost of goods sold 887 (1,023 ) 590 191 1,129 Selling, general and administrative 127 — 70 8 49 Depreciation and amortization 53 — 13 15 25 Research and development 18 — 7 3 8 Facility closures, severance and related costs 6 — 2 1 3 Operating income 74 — 28 6 40 Interest expense (23 ) — (27 ) — 4 Other (expense) income, net — — (11 ) — 11 Equity in net earnings of subsidiaries — (56 ) 56 — — Earnings from continuing operations before income taxes 51 (56 ) 46 6 55 Income tax benefit (expense) 2 — (1 ) — 3 Earnings from continuing operations 53 (56 ) 45 6 58 Earnings from discontinued operations, net of tax 1 — 1 — — Loss on sale of discontinued operations, net of tax (9 ) — (1 ) (6 ) (2 ) Net earnings $ 45 $ (56 ) $ 45 $ — $ 56 Condensed Consolidating Statement of Operations Quarter ended June 30, 2015 (In millions) Consolidated Eliminations Parent Company Guarantor Subsidiaries Non- Guarantor Subsidiaries Net sales $ 464 $ (356 ) $ 304 $ 110 $ 406 Cost of goods sold 350 (356 ) 260 80 366 Selling, general and administrative 41 — 25 4 12 Depreciation and amortization 24 — 6 10 8 Research and development 6 — 4 1 1 Facility closures, severance and related costs — — — 1 (1 ) Loss (gain) on sale of business — — 14 — (14 ) Equity income (1 ) — (1 ) — — Operating income (loss) 44 — (4 ) 14 34 Interest expense (8 ) — (8 ) — — Other (expense) income, net (2 ) — 4 — (6 ) Equity in net earnings of subsidiaries — (30 ) 30 — — Earnings from continuing operations before income taxes 34 (30 ) 22 14 28 Income tax expense (16 ) — (4 ) — (12 ) Earnings from continuing operations 18 (30 ) 18 14 16 Gain on sale of discontinued operations, net of tax 1 — 1 — — Net earnings $ 19 $ (30 ) $ 19 $ 14 $ 16 Condensed Consolidating Statement of Operations Six months ended June 30, 2015 (In millions) Consolidated Eliminations Parent Company Guarantor Subsidiaries Non- Guarantor Subsidiaries Net sales $ 902 $ (699 ) $ 593 $ 207 $ 801 Cost of goods sold 690 (699 ) 505 160 724 Selling, general and administrative 77 — 49 6 22 Depreciation and amortization 48 — 11 20 17 Research and development 11 — 6 2 3 Facility closures, severance and related costs 1 — — 2 (1 ) Loss (gain) on sale of business 3 — 12 — (9 ) Equity income (1 ) — (1 ) — — Operating income 73 — 11 17 45 Interest expense (16 ) — (17 ) — 1 Other income (expense), net 9 — 9 2 (2 ) Equity in net earnings of subsidiaries — (45 ) 45 — — Earnings from continuing operations before income taxes 66 (45 ) 48 19 44 Income tax expense (27 ) — (9 ) — (18 ) Net earnings $ 39 $ (45 ) $ 39 $ 19 $ 26
Schedule of condensed consolidating statement of comprehensive income	Condensed Consolidating Statement of Comprehensive Income Quarter ended June 30, 2014 (In millions) Consolidated Eliminations Parent Company Guarantor Subsidiaries Non- Guarantor Subsidiaries Net earnings $ 39 $ (43 ) $ 39 $ 2 $ 41 Other comprehensive income, net of tax Foreign currency translation adjustments 12 — 2 — 10 Unrecognized pension and other post-retirement benefit costs 3 — 2 — 1 Comprehensive income $ 54 $ (43 ) $ 43 $ 2 $ 52 Condensed Consolidating Statement of Comprehensive Income Six months ended June 30, 2014 (In millions) Consolidated Eliminations Parent Company Guarantor Subsidiaries Non- Guarantor Subsidiaries Net earnings $ 45 $ (56 ) $ 45 $ — $ 56 Other comprehensive income (loss), net of tax Foreign currency translation adjustments 6 — 3 — 3 Unrecognized pension and other post-retirement benefit costs 4 — 7 — (3 ) Comprehensive income $ 55 $ (56 ) $ 55 $ — $ 56 Condensed Consolidating Statement of Comprehensive Income Quarter ended June 30, 2015 (In millions) Consolidated Eliminations Parent Company Guarantor Subsidiaries Non- Guarantor Subsidiaries Net earnings $ 19 $ (30 ) $ 19 $ 14 $ 16 Other comprehensive income (loss), net of tax Foreign currency translation adjustments 20 — (5 ) — 25 Unrecognized pension and other post-retirement benefit costs 3 — 3 — — Unrealized gain on available for sale securities 1 — 1 — — Comprehensive income $ 43 $ (30 ) $ 18 $ 14 $ 41 Condensed Consolidating Statement of Comprehensive Income Six months ended June 30, 2015 (In millions) Consolidated Eliminations Parent Company Guarantor Subsidiaries Non- Guarantor Subsidiaries Net earnings $ 39 $ (45 ) $ 39 $ 19 $ 26 Other comprehensive (loss) income, net of tax Foreign currency translation adjustments (18 ) — 11 — (29 ) Unrecognized pension and other post-retirement benefit costs 3 — 1 — 2 Unrealized gain on available for sale securities 5 — 5 — — Comprehensive income $ 29 $ (45 ) $ 56 $ 19 $ (1 )
Schedule of condensed consolidating balance sheet	Condensed Consolidating Balance Sheet As of June 30, 2015 (In millions) Consolidated Eliminations Parent Company Guarantor Subsidiaries Non- Guarantor Subsidiaries ASSETS Current assets $ 1,042 $ — $ 469 $ 103 $ 470 Intercompany receivables — (1,770 ) 568 281 921 Investment in subsidiaries — (4,895 ) 799 1,135 2,961 Property, plant and equipment 677 — 112 217 348 Goodwill 170 — 93 3 74 Other assets 560 — 439 33 88 Total assets $ 2,449 $ (6,665 ) $ 2,480 $ 1,772 $ 4,862 LIABILITIES AND EQUITY Current liabilities $ 371 $ — $ 155 $ 44 $ 172 Intercompany payables — (1,770 ) 491 526 753 Long-term debt 514 — 500 — 14 Other long-term liabilities 589 — 359 80 150 Total liabilities 1,474 (1,770 ) 1,505 650 1,089 Total equity 975 (4,895 ) 975 1,122 3,773 Total liabilities and equity $ 2,449 $ (6,665 ) $ 2,480 $ 1,772 $ 4,862 Condensed Consolidating Balance Sheet As of December 31, 2014 (In millions) Consolidated Eliminations Parent Company Guarantor Subsidiaries Non- Guarantor Subsidiaries ASSETS Current assets $ 1,216 $ — $ 539 $ 113 $ 564 Intercompany receivables — (6,937 ) 3,094 2,752 1,091 Investment in subsidiaries — (4,923 ) 822 1,134 2,967 Property, plant and equipment 704 — 116 222 366 Goodwill 172 — 93 3 76 Other assets 575 — 448 36 91 Total assets $ 2,667 $ (11,860 ) $ 5,112 $ 4,260 $ 5,155 LIABILITIES AND EQUITY Current liabilities $ 405 $ — $ 155 $ 44 $ 206 Intercompany payables — (6,937 ) 2,971 3,031 935 Long-term debt 556 — 541 — 15 Other long-term liabilities 652 — 391 83 178 Total liabilities 1,613 (6,937 ) 4,058 3,158 1,334 Total equity 1,054 (4,923 ) 1,054 1,102 3,821 Total liabilities and equity $ 2,667 $ (11,860 ) $ 5,112 $ 4,260 $ 5,155
Schedule of condensed consolidating statement of cash flows	Condensed Consolidating Statement of Cash Flows Six months ended June 30, 2015 (In millions) Consolidated Eliminations Parent Company Guarantor Subsidiaries Non- Guarantor Subsidiaries Increase (decrease) to cash CASH FLOWS FROM OPERATING ACTIVITIES Net earnings $ 39 $ (45 ) $ 39 $ 19 $ 26 Adjustments to reconcile net earnings to net cash provided by operations: Loss on sale of business 3 — 12 — (9 ) Below market contract obligation (19 ) — (18 ) — (1 ) Depreciation and amortization 48 — 11 20 17 Share-based compensation expense 6 — 6 — — Changes in assets and liabilities, net (8 ) 45 (6 ) (26 ) (21 ) Net cash provided by operations 69 — 44 13 12 CASH FLOWS FROM INVESTING ACTIVITIES Net proceeds from divestments 3 — 4 — (1 ) Sale of Platform Specialty Products Corporation shares 54 — 54 — — Capital expenditures (32 ) — (4 ) (13 ) (15 ) Net cash provided by (used in) investing activities 25 — 54 (13 ) (16 ) CASH FLOWS FROM FINANCING ACTIVITIES Payments on long term debt (59 ) — (43 ) — (16 ) Common shares acquired (122 ) — (122 ) — — Proceeds from the exercise of stock options 13 — 13 — — Net cash used in financing activities (168 ) — (152 ) — (16 ) CASH AND CASH EQUIVALENTS Effect of exchange rates on cash and cash equivalents (9 ) — — — (9 ) Change in cash and cash equivalents (83 ) — (54 ) — (29 ) Cash and cash equivalents at beginning of period 392 — 227 — 165 Cash and cash equivalents at end of period $ 309 $ — $ 173 $ — $ 136 Condensed Consolidating Statement of Cash Flows Six months ended June 30, 2014 (In millions) Consolidated Eliminations Parent Company Guarantor Subsidiaries Non- Guarantor Subsidiaries Increase (decrease) to cash CASH FLOWS FROM OPERATING ACTIVITIES Net earnings $ 45 $ (56 ) $ 45 $ — $ 56 Adjustments to reconcile net earnings to net cash (used in) provided by operations: Loss on sale of discontinued operations 9 — 1 6 2 Depreciation and amortization 53 — 13 15 25 Share-based compensation expense 7 — 7 — — Changes in assets and liabilities, net (146 ) 56 (63 ) (16 ) (123 ) Net cash (used in) provided by operations (32 ) — 3 5 (40 ) CASH FLOWS FROM INVESTING ACTIVITIES Net proceeds from divestments 16 — (2 ) 9 9 Capital expenditures (48 ) — (7 ) (14 ) (27 ) Net cash used in investing activities (32 ) — (9 ) (5 ) (18 ) CASH FLOWS FROM FINANCING ACTIVITIES Proceeds from long term debt 14 — — — 14 Payments on long term debt (112 ) — (111 ) — (1 ) Payments on other short-term borrowings, net (1 ) — — — (1 ) Common shares acquired (157 ) — (157 ) — — Proceeds from exercise of stock options 6 — 6 — — Net cash (used in) provided by financing activities (250 ) — (262 ) — 12 CASH AND CASH EQUIVALENTS Effect of exchange rates on cash and cash equivalents — — — — — Change in cash and cash equivalents (314 ) — (268 ) — (46 ) Cash and cash equivalents at beginning of period 549 — 317 — 232 Cash and cash equivalents at end of period $ 235 $ — $ 49 $ — $ 186

NATURE OF OPERATIONS AND SUMM33

NATURE OF OPERATIONS AND SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (Details) - Jun. 30, 2015 - country	Total
Minimum
NATURE OF OPERATIONS AND SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES
Number of Countries in which Entity Operates	80
Investment in other affiliates to be accounted using the equity method (as a percent)	20.00%
Maximum
NATURE OF OPERATIONS AND SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES
Investment in other affiliates to be accounted using the equity method (as a percent)	50.00%
Ownership interest in other affiliates to be accounted for at cost (as a percent)	20.00%

NATURE OF OPERATIONS AND SUMM34

NATURE OF OPERATIONS AND SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES - Accounting Policies and Other Items (Details) - USD ($) $ in Millions	6 Months Ended
	Jun. 30, 2015	Jun. 30, 2014	Dec. 31, 2014
Cash Flows
Allowances for doubtful accounts	$ 2		$ 2
Interest paid	16	$ 22
Income taxes (net of refunds)	20	$ 10
Asset Retirement Obligation
Asset retirement obligations included in accrued expenses	4		3
Asset retirement obligations included in other liabilities	$ 13		$ 13

DIVESTITURES (Details)

DIVESTITURES (Details) - USD ($) shares in Millions, $ in Millions	Nov. 03, 2014	Jun. 30, 2015	Jun. 30, 2014	Jun. 30, 2015	Jun. 30, 2014	Dec. 31, 2014
Divestitures
Net proceeds from sale of common stock		$ 54		$ 54
Extension term of supply contract after termination				2 years
Accrued expenses		162		$ 162		$ 170
Other liabilities		110		110		124
After-tax loss on sale of business		1	$ (4)	0	$ (9)
Assets and liabilities held for sale
Assets		0		0		6
Liabilities		$ 0		$ 0		9
Minimum
Divestitures
Ownership interest in Certis Europe B V not transferred due to pending approval		20.00%		20.00%
Maximum
Divestitures
Ownership interest in Certis Europe B V not transferred due to pending approval		50.00%		50.00%
Agrochemical Manufacturing
Assets and liabilities held for sale
Accounts receivable, net						3
Inventories						1
Other assets						2
Assets						6
Accrued expenses						9
Liabilities						9
Net Assets						$ (3)
Consumer Products And Antioxidant Businesses Divestiture
Divestitures
Pre-tax loss					(9)
After-tax loss on sale of business					$ (9)
Platform | Agrochemical Manufacturing
Divestitures
Consideration on sale of business	$ 1,000
Cash consideration on sale of business	$ 950
Shares of common stock received as consideration	2
Deferred gain		$ 203		$ 203
Extension term of supply contract after termination				2 years
Accrued expenses		38		$ 38
Other liabilities		165		$ 165
Ownership interest in Certis Europe B V not transferred due to pending approval						15.00%
Platform | Agrochemical Manufacturing | Minimum
Divestitures
Term of supply contract	2 years
Platform | Agrochemical Manufacturing | Maximum
Divestitures
Term of supply contract	4 years
Other Income
Divestitures
Net holding gain		$ 3

RESTRUCTURING ACTIVITIES (Detai

RESTRUCTURING ACTIVITIES (Details) - USD ($) $ in Millions	3 Months Ended		6 Months Ended
	Jun. 30, 2015	Jun. 30, 2014	Jun. 30, 2015	Jun. 30, 2014
Restructuring and Related Activities [Abstract]
Restructuring Charges	$ 0	$ 4	$ 1	$ 6

RESTRUCTURING ACTIVITIES - Summ

RESTRUCTURING ACTIVITIES - Summary of Changes in Liabilities (Details) - USD ($) $ in Millions	3 Months Ended		6 Months Ended
	Jun. 30, 2015	Jun. 30, 2014	Jun. 30, 2015	Jun. 30, 2014
Changes in liabilities established for restructuring programs
2015 charge	$ 0	$ 4	$ 1	$ 6
Severance and Related Costs | Corporate Restructuring Programs
Changes in liabilities established for restructuring programs
Balance at December 31, 2014			21
2015 charge			1
Cash payments			(15)
Balance at June 30, 2015	$ 7		$ 7

INVENTORIES (Details)

INVENTORIES (Details) - USD ($) $ in Millions	Jun. 30, 2015	Dec. 31, 2014
Inventory Disclosure [Abstract]
Finished goods	$ 192	$ 200
Work in process	37	35
Raw materials and supplies	82	94
Inventory, net	311	329
Inventory obsolescence reserves	$ 13	$ 13

PROPERTY, PLANT AND EQUIPMENT39

PROPERTY, PLANT AND EQUIPMENT (Details) - USD ($) $ in Millions	3 Months Ended		6 Months Ended
	Jun. 30, 2015	Jun. 30, 2014	Jun. 30, 2015	Jun. 30, 2014	Dec. 31, 2014
Property, plant and equipment
Property, plant and equipment, gross	$ 1,737		$ 1,737		$ 1,799
Less: accumulated depreciation	1,060		1,060		1,095
Property, plant and equipment, net	677		677		704
Depreciation expense	21	$ 21	42	$ 44
Accelerated depreciation of certain fixed assets	1	$ 1	2	$ 4
Land and improvements
Property, plant and equipment
Property, plant and equipment, gross	70		70		71
Buildings and improvements
Property, plant and equipment
Property, plant and equipment, gross	200		200		209
Machinery and equipment
Property, plant and equipment
Property, plant and equipment, gross	1,200		1,200		1,248
Information systems equipment
Property, plant and equipment
Property, plant and equipment, gross	165		165		167
Furniture, fixtures and other
Property, plant and equipment
Property, plant and equipment, gross	20		20		22
Construction in progress
Property, plant and equipment
Property, plant and equipment, gross	$ 82		$ 82		$ 82

GOODWILL AND INTANGIBLE ASSETS

GOODWILL AND INTANGIBLE ASSETS (Details) - USD ($) $ in Millions	3 Months Ended		6 Months Ended
	Jun. 30, 2015	Jun. 30, 2014	Jun. 30, 2015	Jun. 30, 2014	Dec. 31, 2014
Goodwill by reportable segment
Goodwill	$ 170		$ 170		$ 172
Intangible assets, net	93		93		$ 99
Amortization expense	$ 3	$ 4	$ 6	$ 9

DEBT (Details)

DEBT (Details)	1 Months Ended					6 Months Ended
	May. 31, 2015USD ($)	Jan. 31, 2015USD ($)	Dec. 31, 2013USD ($)	Dec. 31, 2012USD ($)	Aug. 31, 2010USD ($)	Jun. 30, 2015USD ($)	Dec. 31, 2014USD ($)	Dec. 31, 2013EUR (€)	Jul. 31, 2013USD ($)	Dec. 31, 2012CNY (¥)
DEBT
Debt						$ 517,000,000	$ 574,000,000
Debt, Fair value						524,000,000	563,000,000
Less: Other short-term borrowings						(3,000,000)	(18,000,000)
Long-term debt						514,000,000	556,000,000
Repayments of Debt	$ 42,000,000
Outstanding letters of credit						$ 14,000,000	15,000,000
Redemption prior to July 15, 2016
DEBT
Percentage of principal amount at which the entity may redeem some or all of the notes plus accrued and unpaid interest						105.75%
5.75% Senior Notes due 2021
DEBT
Debt						$ 450,000,000	450,000,000		$ 450,000,000
Debt, Fair value						$ 457,000,000	439,000,000
Interest rate (as a percent)									5.75%
Redemption percentage of principal amount plus accrued and unpaid interest						101.00%
5.75% Senior Notes due 2021 | Redemption prior to July 15, 2016
DEBT
Percentage of principal amount at which the entity may redeem some or all of the notes plus accrued and unpaid interest						100.00%
5.75% Senior Notes due 2021 | Redemption after July 15, 2016 prior to July 15, 2017
DEBT
Percentage of principal amount at which the entity may redeem some or all of the notes plus accrued and unpaid interest						104.313%
5.75% Senior Notes due 2021 | Redemption after July 15, 2017 prior to July 15, 2018
DEBT
Percentage of principal amount at which the entity may redeem some or all of the notes plus accrued and unpaid interest						102.875%
5.75% Senior Notes due 2021 | Redemption after July 15, 2018 prior to July 15, 2019
DEBT
Percentage of principal amount at which the entity may redeem some or all of the notes plus accrued and unpaid interest						101.438%
5.75% Senior Notes due 2021 | Redemption after July 15, 2019
DEBT
Percentage of principal amount at which the entity may redeem some or all of the notes plus accrued and unpaid interest						100.00%
5.75% Senior Notes due 2021 | Maximum | Redemption prior to July 15, 2016
DEBT
Percentage of redeemable notes that can be redeemed from the proceeds of equity offerings						35.00%
Term Loan Due 2016
DEBT
Debt						$ 40,000,000	82,000,000
Debt, Fair value						40,000,000	82,000,000
Aggregate principal amount					$ 295,000,000
Discount rate (as a percent)					1.00%
Amount Outstanding						$ 40,000,000
Term Loan Due 2016 | Base Rate | Interest option 1
DEBT
Margin over reference rate (as a percent)						1.75%
Reference rate						Base Rate
Term Loan Due 2016 | Federal Funds rate | Interest option 1
DEBT
Margin over reference rate (as a percent)						0.50%
Reference rate						Federal Funds
Term Loan Due 2016 | Primary rate | Interest option 1
DEBT
Reference rate						prime rate
Term Loan Due 2016 | Eurodollar rate | Interest option 1
DEBT
Margin over reference rate (as a percent)						1.00%
Reference rate						Eurodollar Rate
Term Loan Due 2016 | Eurodollar rate | Interest option 2
DEBT
Margin over reference rate (as a percent)						2.75%
Reference rate						Eurodollar Rate
Term Loan Due 2016 | LIBOR | Interest option 2
DEBT
Reference rate						LIBOR
Term Loan Due 2016 | Minimum
DEBT
Consolidated Interest Coverage Ratio						3
Term Loan Due 2016 | Maximum
DEBT
Option to increase the size of the facility					$ 125,000,000
Secured Leverage Ratio						2.5
Term Loan Due 2016 | Maximum | Interest option 2
DEBT
Margin over alternate reference rate (as a percent)						0.75%
ABL Facility
DEBT
Debt						$ 27,000,000	42,000,000
Debt, Fair value						27,000,000	42,000,000
Outstanding letters of credit						14,000,000	15,000,000
Total undrawn availability						$ 200,000,000	211,000,000
ABL Facility | Minimum
DEBT
Fixed charge coverage ratio						1
ABL Facility | Maximum
DEBT
Fixed charge coverage ratio						1
2018 ABL Facility
DEBT
Term of credit facility			5 years
Maximum borrowing capacity for letter of credit sub-facility			$ 125,000,000
Available Borrowings level that triggers applicability of fixed charge ratio covenant						$ 25,000,000
Percentage of Aggregate Commitments that triggers applicability of fixed charge ratio covenant						10.00%
Commitment period measurement						30 days
Outstanding borrowings						$ 0	0
2018 ABL Facility | Minimum | Base Rate
DEBT
Margin over reference rate (as a percent)						0.50%
2018 ABL Facility | Minimum | Eurodollar rate
DEBT
Margin over reference rate (as a percent)						1.50%
2018 ABL Facility | Maximum | Base Rate
DEBT
Margin over reference rate (as a percent)						1.00%
2018 ABL Facility | Maximum | Eurodollar rate
DEBT
Margin over reference rate (as a percent)						2.00%
US ABL Facility
DEBT
Maximum borrowing capacity			$ 175,000,000
Available Borrowings level that triggers applicability of fixed charge ratio covenant						$ 18,000,000
Percentage of Aggregate Commitments that triggers applicability of fixed charge ratio covenant						10.00%
Commitment period measurement						30 days
Foreign ABL Facility
DEBT
Maximum borrowing capacity | €								€ 60,000,000
Foreign ABL Facility | Minimum | Base Rate
DEBT
Margin over reference rate (as a percent)						1.50%
Foreign ABL Facility | Maximum | Base Rate
DEBT
Margin over reference rate (as a percent)						2.00%
China Bank Facility
DEBT
Aggregate principal amount				$ 40,000,000						¥ 250,000,000
Outstanding borrowings						$ 12,000,000	$ 27,000,000
Term of debt				5 years
Payments on secured debt		$ 15,000,000

INCOME TAXES (Details)

INCOME TAXES (Details) - USD ($) $ in Millions	3 Months Ended		6 Months Ended
	Jun. 30, 2015	Jun. 30, 2014	Jun. 30, 2015	Jun. 30, 2014	Dec. 31, 2014
Income Tax Contingency [Line Items]
Income tax expense	$ 16	$ (5)	$ 27	$ (2)
Net liabilities related to unrecognized tax benefits	28		28		$ 28
Foreign Tax Authority
Income Tax Contingency [Line Items]
Decrease in foreign income taxes	$ 15		$ 15

ACCUMULATED OTHER COMPREHENSI43

ACCUMULATED OTHER COMPREHENSIVE LOSS (Details) - Jun. 30, 2015 - USD ($) $ in Millions	Total
Changes in accumulated other comprehensive income (loss) by component
As of December 31, 2014	$ (397)
Other comprehensive income (loss) before reclassifications	(22)
Amounts reclassified from AOCL	12
Net current period other comprehensive (loss) income	(10)
As of June 30, 2015	(407)
Foreign Currency Translation Adjustments
Changes in accumulated other comprehensive income (loss) by component
As of December 31, 2014	(86)
Other comprehensive income (loss) before reclassifications	(23)
Amounts reclassified from AOCL	5
Net current period other comprehensive (loss) income	(18)
As of June 30, 2015	(104)
Unrecognized Pension and Other Post-Retirement Benefit Costs
Changes in accumulated other comprehensive income (loss) by component
As of December 31, 2014	(306)
Other comprehensive income (loss) before reclassifications	(5)
Amounts reclassified from AOCL	8
Net current period other comprehensive (loss) income	3
As of June 30, 2015	(303)
Unrealized loss on available for sale securities
Changes in accumulated other comprehensive income (loss) by component
As of December 31, 2014	(5)
Other comprehensive income (loss) before reclassifications	6
Amounts reclassified from AOCL	(1)
Net current period other comprehensive (loss) income	5
As of June 30, 2015	$ 0

ACCUMULATED OTHER COMPREHENSI44

ACCUMULATED OTHER COMPREHENSIVE LOSS - Summary of Reclassifications (Details) - USD ($) $ in Millions	3 Months Ended		6 Months Ended
	Jun. 30, 2015	Jun. 30, 2014	Jun. 30, 2015	Jun. 30, 2014
Reclassifications out of AOCL to net earnings
Loss on sale of business	$ 0	$ 0	$ (3)	$ 0
Net earnings	19	39	39	45
Earnings from continuing operations before income taxes	34	38	66	51
Income tax (expense) benefit	(16)	5	(27)	2
Total reclassifications			12
Amount Reclassified from AOCL
Reclassifications out of AOCL to net earnings
Total reclassifications	(2)	(2)	(12)	(5)
Foreign Currency Translation Adjustments
Reclassifications out of AOCL to net earnings
Total reclassifications			5
Foreign Currency Translation Adjustments | Amount Reclassified from AOCL
Reclassifications out of AOCL to net earnings
Loss on sale of business	0	0	(5)	0
Net earnings	0	0	(5)	0
Unrecognized Pension and Other Post-Retirement Benefit Costs
Reclassifications out of AOCL to net earnings
Total reclassifications			8
Unrecognized Pension and Other Post-Retirement Benefit Costs | Amount Reclassified from AOCL
Reclassifications out of AOCL to net earnings
Net earnings	(3)	(2)	(8)	(5)
Amortization of prior-service costs	1	1	2	2
Amortization of actuarial losses	(4)	(4)	(11)	(8)
Earnings from continuing operations before income taxes	(3)	(3)	(9)	(6)
Income tax (expense) benefit	0	1	1	1
Available-for-sale Securities
Reclassifications out of AOCL to net earnings
Total reclassifications			(1)
Available-for-sale Securities | Amount Reclassified from AOCL
Reclassifications out of AOCL to net earnings
Net earnings	1	0	1	0
Income tax (expense) benefit	(1)	0	(1)	0
Gain on sale of Platform stock	$ 2	$ 0	$ 2	$ 0

COMMON SHARES (Details)

COMMON SHARES (Details) - USD ($) shares in Millions	3 Months Ended		6 Months Ended
	Jun. 30, 2015	Jun. 30, 2014	Jun. 30, 2015	Jun. 30, 2014	Oct. 31, 2014
Reconciliation of the shares used in the computation of earnings per share
Weighted average shares outstanding - Basic	67.6	93.2	68.2	94.8
Dilutive effect of common share equivalents	0.9	1.2	0.9	1.3
Weighted average shares outstanding - Diluted	68.5	94.4	69.1	96.1
Value of common stock authorized to be repurchased					$ 500,000,000
Number of shares repurchased			5.1
Value of shares repurchased			$ 122,000,000
Remaining value of common stock authorized to be repurchased	$ 48,000,000		$ 48,000,000

STOCK INCENTIVE PLANS (Details)

STOCK INCENTIVE PLANS (Details) $ / shares in Units, $ in Millions	1 Months Ended	3 Months Ended		6 Months Ended		12 Months Ended
	Mar. 31, 2015$ / sharesshares	Jun. 30, 2015USD ($)	Jun. 30, 2014USD ($)	Jun. 30, 2015USD ($)	Jun. 30, 2014USD ($)	Dec. 31, 2010shares
Stock incentive plans
Stock-based compensation expense | $		$ 3	$ 3	$ 6	$ 7
Restricted stock units
Unrecognized compensation expense
Remaining unrecognized compensation expense associated with unvested shares or units | $		$ 17		$ 17
Weighted average period for recognition				2 years
2010 LTIP
Stock incentive plans
Number of shares available for issuance						11,000,000
2010 LTIP | Maximum
Stock incentive plans
Expiration period						10 years
2015 Awards | Time-based RSU
Stock incentive plans
Grants approved (in shares)	200,000
Vesting period	3 years
2015 Awards | Performance-based RSU
Stock incentive plans
Grants approved (in shares)	200,000
Vesting period	3 years
Performance multiplier	2
Weighted average fair value of options granted (in dollars per share) | $ / shares	$ 34.91

PENSION AND OTHER POST-RETIRE47

PENSION AND OTHER POST-RETIREMENT BENEFIT PLANS (Details) - USD ($) $ in Millions	3 Months Ended		6 Months Ended
	Jun. 30, 2015	Jun. 30, 2014	Jun. 30, 2015	Jun. 30, 2014
Qualified U.S. Plans
Defined benefit plans net periodic benefit (credit) cost
Service cost	$ 0	$ 0	$ 0	$ 0
Interest cost	6	7	12	14
Expected return on plan assets	(10)	(10)	(20)	(20)
Amortization of prior service cost	0	0	0	0
Amortization of actuarial losses	3	3	7	5
Net periodic benefit cost (credit)	(1)	0	(1)	(1)
International and Non-Qualified Plans
Defined benefit plans net periodic benefit (credit) cost
Service cost	1	1	1	1
Interest cost	5	5	9	10
Expected return on plan assets	(6)	(7)	(12)	(13)
Amortization of prior service cost	0	0	0	0
Amortization of actuarial losses	1	1	3	2
Net periodic benefit cost (credit)	1	0	1	0
Employer contribution			4
Post-Retirement Health Care Plans
Defined benefit plans net periodic benefit (credit) cost
Service cost	0	0	0	0
Interest cost	1	1	2	2
Expected return on plan assets	0	0	0	0
Amortization of prior service cost	(1)	(1)	(2)	(2)
Amortization of actuarial losses	0	0	1	1
Net periodic benefit cost (credit)	$ 0	$ 0	1	$ 1
Employer contribution			4
U.S. Non-Qualified Pension Plans
Defined benefit plans net periodic benefit (credit) cost
Employer contribution			$ 1

LEGAL PROCEEDINGS AND CONTING48

LEGAL PROCEEDINGS AND CONTINGENCIES (Details) - Environmental - USD ($)	6 Months Ended
	Jun. 30, 2015	Dec. 31, 2014
Environmental Liabilities that Have Not Been Discharged or Settled
Period for accrual of probable and reasonable remediation costs on an undiscounted basis	10 years
Amount accrued for environmental liabilities	$ 69,000,000	$ 76,000,000
Environmental liabilities reflected as accrued expenses	21,000,000	17,000,000
Environmental liabilities reflected as other liabilities	48,000,000	$ 59,000,000
Reasonably possible ongoing environmental liabilities	80,000,000
Pre-tax charge for clean-up costs	4,000,000
Payments for clean-up costs	7,000,000
Receivables based on contractual agreement	$ 0

LEGAL PROCEEDINGS AND CONTING49

LEGAL PROCEEDINGS AND CONTINGENCIES - Guarantees (Details) - USD ($) $ in Millions	Jun. 30, 2015	Dec. 31, 2014
Guarantees
Outstanding letters of credit	$ 14	$ 15
Guarantees provided to financial institutions
Guarantees
Outstanding guarantees	$ 8	$ 10

BUSINESS SEGMENT DATA (Details)

BUSINESS SEGMENT DATA (Details) - USD ($) $ in Millions	1 Months Ended	3 Months Ended		6 Months Ended
	Nov. 30, 2014	Jun. 30, 2015	Jun. 30, 2014	Jun. 30, 2015	Jun. 30, 2014
BUSINESS SEGMENT DATA
Extension term of supply contract after termination				2 years
Net Sales
Net sales		$ 464	$ 609	$ 902	$ 1,165
Operating Income
Operating income		44	52	73	74
Facility closures, severance and related costs		0	(4)	(1)	(6)
Loss on sale of business		0	0	3	0
Operating segments
Operating Income
Operating income		63	78	109	123
Segment reconciling items
Operating Income
General corporate expense, including amortization		(19)	(22)	(32)	(43)
Facility closures, severance and related costs		0	(4)	(1)	(6)
Loss on sale of business		0	0	(3)	0
Industrial Performance Products | Operating segments
Net Sales
Net sales		230	259	462	506
Operating Income
Operating income		38	26	74	53
Industrial Performance Products | Petroleum additives
Net Sales
Net sales		158	183	317	354
Industrial Performance Products | Urethanes
Net Sales
Net sales		72	76	145	152
Industrial Engineered Products | Operating segments
Net Sales
Net sales		197	210	372	418
Operating Income
Operating income		15	16	17	12
Industrial Engineered Products | Bromine based & related products
Net Sales
Net sales		158	168	297	334
Industrial Engineered Products | Organometallics
Net Sales
Net sales		39	42	75	84
Agrochemical Manufacturing | Operating segments
Net Sales
Net sales		37	140	68	241
Operating Income
Operating income		$ 10	$ 36	$ 18	$ 58
Minimum | Agrochemical Manufacturing | Platform
BUSINESS SEGMENT DATA
Term of supply contract	2 years
Maximum | Agrochemical Manufacturing | Platform
BUSINESS SEGMENT DATA
Term of supply contract	4 years

GUARANTOR CONDENSED CONSOLIDA51

GUARANTOR CONDENSED CONSOLIDATING FINANCIAL DATA (Details) - USD ($) $ in Millions	3 Months Ended		6 Months Ended
	Jun. 30, 2015	Jun. 30, 2014	Jun. 30, 2015	Jun. 30, 2014
Condensed consolidating statement of operations and comprehensive loss
Net sales	$ 464	$ 609	$ 902	$ 1,165
Cost of goods sold	350	451	690	887
Selling, general and administrative	41	67	77	127
Depreciation and amortization	24	25	48	53
Research and development	6	10	11	18
Facility closures, severance and related costs	0	4	1	6
Loss (gain) on sale of business	0	0	3	0
Equity income	(1)	0	(1)	0
Operating income	44	52	73	74
Interest expense	(8)	(11)	(16)	(23)
Other (expense) income, net	(2)	(3)	9	0
Equity in net earnings of subsidiaries	0	0	0	0
Earnings from continuing operations before income taxes	34	38	66	51
Income tax (expense) benefit	(16)	5	(27)	2
Earnings from continuing operations	18	43	39	53
Earnings from discontinued operations, net of tax	0	0	0	1
Gain (loss) on sale of discontinued operations, net of tax	1	(4)	0	(9)
Net earnings	19	39	39	45
ACCUMULATED OTHER COMPREHENSIVE (LOSS) INCOME
Net earnings	19	39	39	45
Other comprehensive (loss) income, net of tax
Foreign currency translation adjustments	20	12	(18)	6
Unrecognized pension and other post-retirement benefit costs	3	3	3	4
Unrealized gain on available for sale securities	1	0	5	0
Comprehensive income	43	54	29	55
Eliminations
Condensed consolidating statement of operations and comprehensive loss
Net sales	(356)	(531)	(699)	(1,023)
Cost of goods sold	(356)	(531)	(699)	(1,023)
Selling, general and administrative	0	0	0	0
Depreciation and amortization	0	0	0	0
Research and development	0	0	0	0
Facility closures, severance and related costs	0	0	0	0
Loss (gain) on sale of business	0		0
Equity income	0		0
Operating income	0	0	0	0
Interest expense	0	0	0	0
Other (expense) income, net	0	0	0	0
Equity in net earnings of subsidiaries	(30)	(43)	(45)	(56)
Earnings from continuing operations before income taxes	(30)	(43)	(45)	(56)
Income tax (expense) benefit	0	0	0	0
Earnings from continuing operations	(30)	(43)		(56)
Earnings from discontinued operations, net of tax				0
Gain (loss) on sale of discontinued operations, net of tax	0	0		0
Net earnings	(30)	(43)	(45)	(56)
ACCUMULATED OTHER COMPREHENSIVE (LOSS) INCOME
Net earnings	(30)	(43)	(45)	(56)
Other comprehensive (loss) income, net of tax
Foreign currency translation adjustments	0	0	0	0
Unrecognized pension and other post-retirement benefit costs	0	0	0	0
Unrealized gain on available for sale securities	0		0
Comprehensive income	(30)	(43)	(45)	(56)
Parent Company | Legal Entities
Condensed consolidating statement of operations and comprehensive loss
Net sales	304	376	593	710
Cost of goods sold	260	307	505	590
Selling, general and administrative	25	36	49	70
Depreciation and amortization	6	7	11	13
Research and development	4	4	6	7
Facility closures, severance and related costs	0	0	0	2
Loss (gain) on sale of business	14		12
Equity income	(1)		(1)
Operating income	(4)	22	11	28
Interest expense	(8)	(14)	(17)	(27)
Other (expense) income, net	4	(11)	9	(11)
Equity in net earnings of subsidiaries	30	43	45	56
Earnings from continuing operations before income taxes	22	40	48	46
Income tax (expense) benefit	(4)	(1)	(9)	(1)
Earnings from continuing operations	18	39		45
Earnings from discontinued operations, net of tax				1
Gain (loss) on sale of discontinued operations, net of tax	1	0		(1)
Net earnings	19	39	39	45
ACCUMULATED OTHER COMPREHENSIVE (LOSS) INCOME
Net earnings	19	39	39	45
Other comprehensive (loss) income, net of tax
Foreign currency translation adjustments	(5)	2	11	3
Unrecognized pension and other post-retirement benefit costs	3	2	1	7
Unrealized gain on available for sale securities	1		5
Comprehensive income	18	43	56	55
Guarantor Subsidiaries | Legal Entities
Condensed consolidating statement of operations and comprehensive loss
Net sales	110	110	207	224
Cost of goods sold	80	92	160	191
Selling, general and administrative	4	4	6	8
Depreciation and amortization	10	7	20	15
Research and development	1	1	2	3
Facility closures, severance and related costs	1	1	2	1
Loss (gain) on sale of business	0		0
Equity income	0		0
Operating income	14	5	17	6
Interest expense	0	0	0	0
Other (expense) income, net	0	0	2	0
Equity in net earnings of subsidiaries	0	0	0	0
Earnings from continuing operations before income taxes	14	5	19	6
Income tax (expense) benefit	0	0	0	0
Earnings from continuing operations	14	5		6
Earnings from discontinued operations, net of tax				0
Gain (loss) on sale of discontinued operations, net of tax	0	(3)		(6)
Net earnings	14	2	19	0
ACCUMULATED OTHER COMPREHENSIVE (LOSS) INCOME
Net earnings	14	2	19	0
Other comprehensive (loss) income, net of tax
Foreign currency translation adjustments	0	0	0	0
Unrecognized pension and other post-retirement benefit costs	0	0	0	0
Unrealized gain on available for sale securities	0		0
Comprehensive income	14	2	19	0
Non-Guarantor Subsidiaries | Legal Entities
Condensed consolidating statement of operations and comprehensive loss
Net sales	406	654	801	1,254
Cost of goods sold	366	583	724	1,129
Selling, general and administrative	12	27	22	49
Depreciation and amortization	8	11	17	25
Research and development	1	5	3	8
Facility closures, severance and related costs	(1)	3	(1)	3
Loss (gain) on sale of business	(14)		(9)
Equity income	0		0
Operating income	34	25	45	40
Interest expense	0	3	1	4
Other (expense) income, net	(6)	8	(2)	11
Equity in net earnings of subsidiaries	0	0	0	0
Earnings from continuing operations before income taxes	28	36	44	55
Income tax (expense) benefit	(12)	6	(18)	3
Earnings from continuing operations	16	42		58
Earnings from discontinued operations, net of tax				0
Gain (loss) on sale of discontinued operations, net of tax	0	(1)		(2)
Net earnings	16	41	26	56
ACCUMULATED OTHER COMPREHENSIVE (LOSS) INCOME
Net earnings	16	41	26	56
Other comprehensive (loss) income, net of tax
Foreign currency translation adjustments	25	10	(29)	3
Unrecognized pension and other post-retirement benefit costs	0	1	2	(3)
Unrealized gain on available for sale securities	0		0
Comprehensive income	$ 41	$ 52	$ (1)	$ 56

GUARANTOR CONDENSED CONSOLIDA52

GUARANTOR CONDENSED CONSOLIDATING FINANCIAL DATA - Consolidating Balance Sheet (Details) - USD ($) $ in Millions	Jun. 30, 2015	Dec. 31, 2014
ASSETS
Current assets	$ 1,042	$ 1,216
Intercompany receivables	0	0
Investment in subsidiaries	0	0
Property, plant and equipment	677	704
Goodwill	170	172
Other assets	560	575
Total assets	2,449	2,667
LIABILITIES AND EQUITY
Current liabilities	371	405
Intercompany payables	0	0
Long-term debt	514	556
Other long-term liabilities	589	652
Total liabilities	1,474	1,613
Total equity	975	1,054
Total liabilities and equity	2,449	2,667
Legal Entities | Parent Company
ASSETS
Current assets	469	539
Intercompany receivables	568	3,094
Investment in subsidiaries	799	822
Property, plant and equipment	112	116
Goodwill	93	93
Other assets	439	448
Total assets	2,480	5,112
LIABILITIES AND EQUITY
Current liabilities	155	155
Intercompany payables	491	2,971
Long-term debt	500	541
Other long-term liabilities	359	391
Total liabilities	1,505	4,058
Total equity	975	1,054
Total liabilities and equity	2,480	5,112
Legal Entities | Guarantor Subsidiaries
ASSETS
Current assets	103	113
Intercompany receivables	281	2,752
Investment in subsidiaries	1,135	1,134
Property, plant and equipment	217	222
Goodwill	3	3
Other assets	33	36
Total assets	1,772	4,260
LIABILITIES AND EQUITY
Current liabilities	44	44
Intercompany payables	526	3,031
Long-term debt	0	0
Other long-term liabilities	80	83
Total liabilities	650	3,158
Total equity	1,122	1,102
Total liabilities and equity	1,772	4,260
Legal Entities | Non-Guarantor Subsidiaries
ASSETS
Current assets	470	564
Intercompany receivables	921	1,091
Investment in subsidiaries	2,961	2,967
Property, plant and equipment	348	366
Goodwill	74	76
Other assets	88	91
Total assets	4,862	5,155
LIABILITIES AND EQUITY
Current liabilities	172	206
Intercompany payables	753	935
Long-term debt	14	15
Other long-term liabilities	150	178
Total liabilities	1,089	1,334
Total equity	3,773	3,821
Total liabilities and equity	4,862	5,155
Eliminations
ASSETS
Current assets	0	0
Intercompany receivables	(1,770)	(6,937)
Investment in subsidiaries	(4,895)	(4,923)
Property, plant and equipment	0	0
Goodwill	0	0
Other assets	0	0
Total assets	(6,665)	(11,860)
LIABILITIES AND EQUITY
Current liabilities	0	0
Intercompany payables	(1,770)	(6,937)
Long-term debt	0	0
Other long-term liabilities	0	0
Total liabilities	(1,770)	(6,937)
Total equity	(4,895)	(4,923)
Total liabilities and equity	$ (6,665)	$ (11,860)

GUARANTOR CONDENSED CONSOLIDA53

GUARANTOR CONDENSED CONSOLIDATING FINANCIAL DATA - Cash Flows (Details) - USD ($) $ in Millions	3 Months Ended		6 Months Ended
	Jun. 30, 2015	Jun. 30, 2014	Jun. 30, 2015	Jun. 30, 2014
CASH FLOWS FROM OPERATING ACTIVITIES
Net earnings	$ 19	$ 39	$ 39	$ 45
Adjustments to reconcile net earnings to net cash provided by operations:
Loss on sale of business	0	0	3	0
Below market contract obligation			(19)	0
Loss on sale of discontinued operations	(1)	4	0	9
Depreciation and amortization			48	53
Share-based compensation expense			6	7
Changes in assets and liabilities, net			(8)	(146)
Net cash provided by (used in) operating activities			69	(32)
CASH FLOWS FROM INVESTING ACTIVITIES
Net proceeds from divestments			3	16
Sale of Platform Specialty Products Corporation shares			54	0
Capital expenditures			(32)	(48)
Net cash provided by (used in) investing activities			25	(32)
CASH FLOWS FROM FINANCING ACTIVITIES
Proceeds from long term debt			0	14
Payments on long term debt			(59)	(112)
Payments on other short-term borrowings, net			0	(1)
Common shares acquired			(122)	(157)
Proceeds from exercise of stock options			13	6
Net cash used in financing activities			(168)	(250)
CASH AND CASH EQUIVALENTS
Effect of exchange rates on cash and cash equivalents			(9)	0
Change in cash and cash equivalents			(83)	(314)
Cash and cash equivalents at beginning of period			392	549
Cash and cash equivalents at end of period	309	235	309	235
Legal Entities | Parent Company
CASH FLOWS FROM OPERATING ACTIVITIES
Net earnings	19	39	39	45
Adjustments to reconcile net earnings to net cash provided by operations:
Loss on sale of business	14		12
Below market contract obligation			(18)
Loss on sale of discontinued operations	(1)	0		1
Depreciation and amortization			11	13
Share-based compensation expense			6	7
Changes in assets and liabilities, net			(6)	(63)
Net cash provided by (used in) operating activities			44	3
CASH FLOWS FROM INVESTING ACTIVITIES
Net proceeds from divestments			4	(2)
Sale of Platform Specialty Products Corporation shares			54
Capital expenditures			(4)	(7)
Net cash provided by (used in) investing activities			54	(9)
CASH FLOWS FROM FINANCING ACTIVITIES
Proceeds from long term debt				0
Payments on long term debt			(43)	(111)
Payments on other short-term borrowings, net				0
Common shares acquired			(122)	(157)
Proceeds from exercise of stock options			13	6
Net cash used in financing activities			(152)	(262)
CASH AND CASH EQUIVALENTS
Effect of exchange rates on cash and cash equivalents			0	0
Change in cash and cash equivalents			(54)	(268)
Cash and cash equivalents at beginning of period			227	317
Cash and cash equivalents at end of period	173	49	173	49
Legal Entities | Guarantor Subsidiaries
CASH FLOWS FROM OPERATING ACTIVITIES
Net earnings	14	2	19	0
Adjustments to reconcile net earnings to net cash provided by operations:
Loss on sale of business	0		0
Below market contract obligation			0
Loss on sale of discontinued operations	0	3		6
Depreciation and amortization			20	15
Share-based compensation expense			0	0
Changes in assets and liabilities, net			(26)	(16)
Net cash provided by (used in) operating activities			13	5
CASH FLOWS FROM INVESTING ACTIVITIES
Net proceeds from divestments			0	9
Sale of Platform Specialty Products Corporation shares			0
Capital expenditures			(13)	(14)
Net cash provided by (used in) investing activities			(13)	(5)
CASH FLOWS FROM FINANCING ACTIVITIES
Proceeds from long term debt				0
Payments on long term debt			0	0
Payments on other short-term borrowings, net				0
Common shares acquired			0	0
Proceeds from exercise of stock options			0	0
Net cash used in financing activities			0	0
CASH AND CASH EQUIVALENTS
Effect of exchange rates on cash and cash equivalents			0	0
Change in cash and cash equivalents			0	0
Cash and cash equivalents at beginning of period			0	0
Cash and cash equivalents at end of period	0	0	0	0
Legal Entities | Non-Guarantor Subsidiaries
CASH FLOWS FROM OPERATING ACTIVITIES
Net earnings	16	41	26	56
Adjustments to reconcile net earnings to net cash provided by operations:
Loss on sale of business	(14)		(9)
Below market contract obligation			(1)
Loss on sale of discontinued operations	0	1		2
Depreciation and amortization			17	25
Share-based compensation expense			0	0
Changes in assets and liabilities, net			(21)	(123)
Net cash provided by (used in) operating activities			12	(40)
CASH FLOWS FROM INVESTING ACTIVITIES
Net proceeds from divestments			(1)	9
Sale of Platform Specialty Products Corporation shares			0
Capital expenditures			(15)	(27)
Net cash provided by (used in) investing activities			(16)	(18)
CASH FLOWS FROM FINANCING ACTIVITIES
Proceeds from long term debt				14
Payments on long term debt			(16)	(1)
Payments on other short-term borrowings, net				(1)
Common shares acquired			0	0
Proceeds from exercise of stock options			0	0
Net cash used in financing activities			(16)	12
CASH AND CASH EQUIVALENTS
Effect of exchange rates on cash and cash equivalents			(9)	0
Change in cash and cash equivalents			(29)	(46)
Cash and cash equivalents at beginning of period			165	232
Cash and cash equivalents at end of period	136	186	136	186
Eliminations
CASH FLOWS FROM OPERATING ACTIVITIES
Net earnings	(30)	(43)	(45)	(56)
Adjustments to reconcile net earnings to net cash provided by operations:
Loss on sale of business	0		0
Below market contract obligation			0
Loss on sale of discontinued operations	0	0		0
Depreciation and amortization			0	0
Share-based compensation expense			0	0
Changes in assets and liabilities, net			45	56
Net cash provided by (used in) operating activities			0	0
CASH FLOWS FROM INVESTING ACTIVITIES
Net proceeds from divestments			0	0
Sale of Platform Specialty Products Corporation shares			0
Capital expenditures			0	0
Net cash provided by (used in) investing activities			0	0
CASH FLOWS FROM FINANCING ACTIVITIES
Proceeds from long term debt				0
Payments on long term debt			0	0
Payments on other short-term borrowings, net				0
Common shares acquired			0	0
Proceeds from exercise of stock options			0	0
Net cash used in financing activities			0	0
CASH AND CASH EQUIVALENTS
Effect of exchange rates on cash and cash equivalents			0	0
Change in cash and cash equivalents			0	0
Cash and cash equivalents at beginning of period			0	0
Cash and cash equivalents at end of period	$ 0	$ 0	$ 0	$ 0