Document and Entity Information
Document and Entity Information Document - shares | 6 Months Ended | |
Jun. 30, 2015 | Aug. 01, 2015 | |
Document Information [Line Items] | ||
Entity Registrant Name | Hexion Inc. | |
Entity Central Index Key | 13,239 | |
Current Fiscal Year End Date | --12-31 | |
Entity Filer Category | Non-accelerated Filer | |
Document Type | 10-Q | |
Document Period End Date | Jun. 30, 2015 | |
Document Fiscal Year Focus | 2,015 | |
Document Fiscal Period Focus | Q2 | |
Amendment Flag | false | |
Entity Common Stock, Shares Outstanding | 82,556,847 |
Condensed Consolidated Balance
Condensed Consolidated Balance Sheets - USD ($) $ in Millions | Jun. 30, 2015 | Dec. 31, 2014 |
Current assets | ||
Cash and cash equivalents (including restricted cash of $16) | $ 324 | $ 172 |
Short-term investments | 2 | 7 |
Accounts receivable (net of allowance for doubtful accounts of $16 and $14, respectively) | 625 | 591 |
Inventories: | ||
Finished and in-process goods | 267 | 290 |
Raw materials and supplies | 107 | 110 |
Other current assets | 62 | 73 |
Total current assets | 1,387 | 1,243 |
Investment in unconsolidated entities | 42 | 48 |
Deferred income taxes | 15 | 18 |
Other assets, net | 108 | 110 |
Property and equipment | ||
Land | 86 | 89 |
Buildings | 297 | 302 |
Machinery and equipment | 2,384 | 2,419 |
Property, plant and equipment, gross | 2,767 | 2,810 |
Less accumulated depreciation | (1,742) | (1,755) |
Property, plant and equipment, net | 1,025 | 1,055 |
Goodwill | 115 | 119 |
Other intangible assets, net | 72 | 81 |
Total assets | 2,764 | 2,674 |
Current liabilities | ||
Accounts and drafts payable | 425 | 426 |
Debt payable within one year | 75 | 99 |
Interest payable | 88 | 82 |
Income taxes payable | 24 | 12 |
Accrued payroll and incentive compensation | 58 | 67 |
Other current liabilities | 122 | 135 |
Total current liabilities | 792 | 821 |
Long-term liabilities | ||
Long-term debt | 3,962 | 3,735 |
Long-term pension and post employment benefit obligations | 259 | 278 |
Deferred income taxes | 18 | 19 |
Other long-term liabilities | 168 | 171 |
Total liabilities | 5,199 | 5,024 |
Deficit | ||
Common stock—$0.01 par value; 300,000,000 shares authorized, 170,605,906 issued and 82,556,847 outstanding at June 30, 2015 and December 31, 2014 | 1 | 1 |
Paid-in capital | 526 | 526 |
Treasury stock, at cost—88,049,059 shares | (296) | (296) |
Accumulated other comprehensive income | 24 | 73 |
Accumulated deficit | (2,688) | (2,652) |
Total Hexion Inc. shareholder’s deficit | (2,433) | (2,348) |
Noncontrolling interest | (2) | (2) |
Total deficit | (2,435) | (2,350) |
Total liabilities and deficit | $ 2,764 | $ 2,674 |
Condensed Consolidated Balance3
Condensed Consolidated Balance Sheets (Parentheticals) - USD ($) $ in Millions | Jun. 30, 2015 | Dec. 31, 2014 |
Cash and Cash Equivalents | ||
restricted cash | $ 16 | $ 16 |
Accounts Receivable | ||
net allowance for doubtful accounts | $ 16 | $ 14 |
Common Stock | ||
par value | $ 0.01 | $ 0.01 |
shares authorized | 300,000,000 | 300,000,000 |
shares issued | 170,605,906 | 170,605,906 |
shares outstanding | 82,556,847 | 82,556,847 |
Treasury stock, shares | 88,049,059 | 88,049,059 |
Condensed Consolidated Statemen
Condensed Consolidated Statements of Operations - USD ($) $ in Millions | 3 Months Ended | 6 Months Ended | ||
Jun. 30, 2015 | Jun. 30, 2014 | Jun. 30, 2015 | Jun. 30, 2014 | |
Net sales | $ 1,087 | $ 1,337 | $ 2,166 | $ 2,630 |
Cost of sales | 925 | 1,173 | 1,848 | 2,299 |
Gross profit | 162 | 164 | 318 | 331 |
Selling, general and administrative expense | 76 | 93 | 158 | 187 |
Business realignment costs | 5 | 12 | 8 | 18 |
Other operating expense (income), net | 2 | (1) | 10 | 3 |
Operating income | 79 | 60 | 142 | 123 |
Interest expense, net | 84 | 76 | 161 | 153 |
Other non-operating expense (income), net | 2 | 3 | (1) | 5 |
Loss before income tax and earnings from unconsolidated entities | (7) | (19) | (18) | (35) |
Income tax expense | 1 | 9 | 27 | 15 |
Loss before earnings from unconsolidated entities | (8) | (28) | (45) | (50) |
Earnings from unconsolidated entities, net of taxes | 6 | 6 | 9 | 10 |
Net loss | $ (2) | $ (22) | $ (36) | $ (40) |
Condensed Consolidated Stateme5
Condensed Consolidated Statements of Comprehensive Income - USD ($) $ in Millions | 3 Months Ended | 6 Months Ended | ||
Jun. 30, 2015 | Jun. 30, 2014 | Jun. 30, 2015 | Jun. 30, 2014 | |
Net loss | $ (2) | $ (22) | $ (36) | $ (40) |
Other comprehensive (loss) income, net of tax: | ||||
Other Comprehensive Income (Loss), Foreign Currency Transaction and Translation Adjustment, Net of Tax | 13 | (4) | (49) | (1) |
Gain recognized from pension and postretirement benefits | 0 | 0 | 0 | 0 |
Other comprehensive income (loss) | 13 | (4) | (49) | (1) |
Comprehensive income (loss) | $ 11 | $ (26) | $ (85) | $ (41) |
Condensed Consolidated Stateme6
Condensed Consolidated Statements of Cash Flows - USD ($) $ in Millions | 6 Months Ended | |
Jun. 30, 2015 | Jun. 30, 2014 | |
Cash flows provided by (used in) operating activities | ||
Net loss | $ (36) | $ (40) |
Adjustments to reconcile net income to net cash used in operating activities: | ||
Depreciation and amortization | 68 | 71 |
Deferred tax benefit | 3 | (2) |
Unrealized foreign currency losses | 1 | 8 |
Other non-cash adjustments | 1 | (3) |
Net change in assets and liabilities: | ||
Accounts receivable | (56) | (116) |
Inventories | 8 | (122) |
Accounts and drafts payable | 16 | 24 |
Income taxes payable | 13 | (1) |
Other assets, current and non-current | 13 | 13 |
Other liabilities, current and long-term | (3) | (18) |
Net cash provided by (used in) operating activities | 28 | (186) |
Cash flows used in investing activities | ||
Capital expenditures | (79) | (78) |
Payments to Acquire Businesses, Gross | 0 | (64) |
Proceeds from the sale of (purchases of) debt securities, net | 4 | 3 |
Change in restricted cash | 0 | (2) |
Payments to Fund Long-term Loans to Related Parties | 0 | (50) |
Proceeds from Related Party Debt | 0 | 50 |
Funds remitted to unconsolidated affiliates, net | 0 | (2) |
Net cash (used in) provided by investing activities | (75) | (143) |
Cash flows provided by financing activities | ||
Net short-term debt (repayments) borrowings | (5) | 27 |
Borrowings of long-term debt | 490 | 160 |
Repayments of long-term debt | (274) | (117) |
Long-term debt and credit facility financing fees | (8) | 0 |
Net cash used in financing activities | 203 | 70 |
Effect of exchange rates on cash and cash equivalents | (4) | (1) |
Increase (decrease) in cash and cash equivalents | 152 | (260) |
Cash and cash equivalents (unrestricted) at beginning of period | 156 | 379 |
Cash and cash equivalents (unrestricted) at end of period | 308 | 119 |
Supplemental disclosures of cash flow information | ||
Interest, net | 146 | 148 |
Income taxes, net of cash refunds | $ 10 | $ 18 |
Condensed Consolidated Stateme7
Condensed Consolidated Statement of Equity (Deficit) - 6 months ended Jun. 30, 2015 - USD ($) $ in Millions | Total | Common Stock [Member] | Paid-in Capital [Member] | Treasury Stock [Member] | Accumulated Other Comprehensive Income [Member] | Accumulated Deficit [Member] | Parent [Member] | Noncontrolling Interest [Member] |
Balance at Dec. 31, 2014 | $ (2,350) | $ 1 | $ 526 | $ (296) | $ 73 | $ (2,652) | $ (2,348) | $ (2) |
Increase (Decrease) in Stockholders' Equity [Roll Forward] | ||||||||
Net loss | (36) | 0 | 0 | 0 | 0 | (36) | (36) | 0 |
Other comprehensive loss | (49) | 0 | 0 | 0 | (49) | 0 | (49) | 0 |
Balance at Jun. 30, 2015 | $ (2,435) | $ 1 | $ 526 | $ (296) | $ 24 | $ (2,688) | $ (2,433) | $ (2) |
Background and Basis of Present
Background and Basis of Presentation | 6 Months Ended |
Jun. 30, 2015 | |
Background and Basis of Presentation [Abstract] | |
Organization, Consolidation and Presentation of Financial Statements Disclosure [Text Block] | Background and Basis of Presentation Based in Columbus, Ohio, Hexion Inc. (which may be referred to as “Hexion” or the “Company”) serves global industrial markets through a broad range of thermoset technologies, specialty products and technical support for customers in a diverse range of applications and industries. The Company’s business is organized based on the products offered and the markets served. At June 30, 2015 , the Company had two reportable segments: Epoxy, Phenolic and Coating Resins and Forest Products Resins. The Company’s direct parent is Hexion LLC, a holding company and wholly owned subsidiary of Hexion Holdings LLC (“Hexion Holdings”), the ultimate parent entity of Hexion. Hexion Holdings is controlled by investment funds managed by affiliates of Apollo Management Holdings, L.P. (together with Apollo Global Management, LLC and its subsidiaries, “Apollo”). Apollo may also be referred to as the Company’s owner. The unaudited Condensed Consolidated Financial Statements include the accounts of the Company, its majority-owned subsidiaries in which minority shareholders hold no substantive participating rights and variable interest entities in which the Company is the primary beneficiary. Intercompany accounts and transactions are eliminated in consolidation. In the opinion of management, all adjustments consisting of normal, recurring adjustments considered necessary for a fair statement have been included. Results for the interim periods are not necessarily indicative of results for the entire year. Year-end condensed consolidated balance sheet data was derived from audited financial statements, but does not include all disclosures required by accounting principles generally accepted in the United States of America (“U.S. GAAP”). Pursuant to the rules and regulations of the Securities and Exchange Commission, certain information and disclosures normally included in financial statements prepared in accordance with U.S. GAAP have been condensed or omitted. These unaudited Condensed Consolidated Financial Statements should be read in conjunction with the audited Consolidated Financial Statements and the accompanying notes included in the Company’s Current Report on Form 8-K dated June 10, 2015, which revised the Consolidated Financial Statements and the accompanying notes included within Item 8 of the Company’s 2014 Annual Report on Form 10-K, to reflect management’s accounting methodology change for the Company’s pension and other non-pension postretirement benefit (“OPEB”) plans. See Note 2. |
Significant Accounting Policies
Significant Accounting Policies | 6 Months Ended |
Jun. 30, 2015 | |
Accounting Policies [Abstract] | |
Significant Accounting Policies [Text Block] | Summary of Significant Accounting Policies Use of Estimates —The preparation of financial statements in conformity with U.S. GAAP requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities, and also requires the disclosure of contingent assets and liabilities at the date of the financial statements. In addition, it requires management to make estimates and assumptions that affect the reported amounts of revenues and expenses during the reporting period. Actual results could differ from these estimates. Change in Accounting Policy —In the first quarter 2015, the Company elected to change its accounting policies related to the recognition of gains and losses for pension and OPEB plans to a more preferable policy under U.S. GAAP. Specifically, such gains and losses historically recognized as a component of “Other comprehensive income (loss)”, and amortized into net income (loss) in future periods, will be recognized in earnings in the period in which they occur. In addition, the Company has changed its policy for recognizing expected returns on plan assets from a market-related value method (based on a five-year smoothing of asset returns), to a fair value method. Under the new policies, upon the Company’s annual remeasurement of its pension and OPEB plans in the fourth quarter, or on an interim basis as triggering events warrant remeasurement, the Company will immediately recognize gains and losses as a mark-to-market (“MTM”) gain or loss through earnings. As such, under the new policies, the Company’s net periodic pension and OPEB expense recognized on a quarterly basis will consist of i) service cost, interest cost, expected return on plan assets, amortization of prior service cost/credits and ii) MTM adjustments recognized annually in the fourth quarter upon remeasurement of pension and OPEB liabilities or when triggering events warrant remeasurement. The Company believes that these changes are preferable as they provide greater transparency of the Company’s economic obligations in accounting results and better alignment with fair value accounting principles by recognizing the effects of economic and interest rate changes on pension and OPEB assets and liabilities in the year in which the gains and losses are incurred. The impact of these pension and OPEB accounting policy changes was applied through retrospective application of the new policies to all periods presented. Accordingly, all relevant information as of, and for the three and six months ended, June 30, 2015 and all prior periods has been adjusted to reflect the application of the changes. As of January 1, 2015, the cumulative effect of these changes was a $229 increase to “Accumulated deficit”, a $232 decrease to “Accumulated other comprehensive loss”, a $2 increase to “Finished and in-process goods” and a $1 increase to “Noncontrolling interest” in the unaudited Condensed Consolidated Balance Sheets. The effects of the aforementioned accounting policy changes to the unaudited Condensed Consolidated Financial Statements are as follows: Previous Accounting Method Effect of Accounting Change As Reported Unaudited Condensed Consolidated Statement of Operations for the three months ended June 30, 2015: Cost of sales $ 927 $ (2 ) $ 925 Selling, general and administrative expense $ 79 $ (3 ) $ 76 Income tax expense — 1 $ 1 Net loss (6 ) 4 (2 ) Unaudited Condensed Consolidated Statement of Comprehensive Loss for the three months ended June 30, 2015: Net loss $ (6 ) $ 4 $ (2 ) Gain recognized from pension and postretirement benefits 6 (6 ) — Comprehensive income 13 (2 ) 11 As Previously Reported Effect of Accounting Change As Adjusted Unaudited Condensed Consolidated Statement of Operations for the three months ended June 30, 2014: Cost of sales $ 1,174 $ (1 ) $ 1,173 Selling, general and administrative expense $ 95 $ (2 ) 93 Income tax expense 11 (2 ) 9 Net loss (27 ) 5 (22 ) Unaudited Condensed Consolidated Statement of Comprehensive Loss for the three months ended June 30, 2014: Net loss $ (27 ) $ 5 $ (22 ) Gain recognized from pension and postretirement benefits 2 (2 ) — Comprehensive loss (29 ) 3 (26 ) Previous Accounting Method Effect of Accounting Change As Reported Unaudited Condensed Consolidated Statement of Operations for the six months ended June 30, 2015: Cost of sales $ 1,850 $ (2 ) $ 1,848 Selling, general and administrative expense $ 164 $ (6 ) $ 158 Net loss (44 ) 8 (36 ) Unaudited Condensed Consolidated Statement of Cash Flows for the six months ended June 30, 2015: Net loss $ (44 ) $ 8 $ (36 ) Changes in inventories 6 2 8 Net changes in other liabilities, current and long-term 7 (10 ) (3 ) Unaudited Condensed Consolidated Statement of Comprehensive Loss for the six months ended June 30, 2015: Net loss $ (44 ) $ 8 $ (36 ) Gain recognized from pension and postretirement benefits 11 (11 ) — Comprehensive loss (82 ) (3 ) (85 ) As Previously Reported Effect of Accounting Change As Adjusted Unaudited Condensed Consolidated Statement of Operations for the six months ended June 30, 2014: Cost of sales $ 2,303 $ (4 ) $ 2,299 Selling, general and administrative expense 191 (4 ) 187 Income tax expense 21 (6 ) 15 Net loss (54 ) 14 (40 ) Unaudited Condensed Consolidated Statement of Cash Flows for the six months ended June 30, 2014: Net loss $ (54 ) $ 14 $ (40 ) Changes in inventories (120 ) (2 ) (122 ) Changes in income taxes payable 5 (6 ) (1 ) Net changes in other liabilities, current and long-term (12 ) (6 ) (18 ) Unaudited Condensed Consolidated Statement of Comprehensive Loss for the six months ended June 30, 2014: Net loss $ (54 ) $ 14 $ (40 ) Gain recognized from pension and postretirement benefits 5 (5 ) — Comprehensive loss (50 ) 9 (41 ) In addition, the effect of these accounting changes increased Segment EBITDA by $3 and $6 for the three and six months ended, June 30, 2014, respectively. For additional discussion and a reconciliation of Segment EBITDA to Net loss, see Note 9. The notes to the unaudited Condensed Consolidated Financial Statements herein have been adjusted to reflect the impact of these changes accordingly. Subsequent Events —The Company has evaluated events and transactions subsequent to June 30, 2015 through the date of issuance of its unaudited Condensed Consolidated Financial Statements. Recently Issued Accounting Standards In May, 2014, the Financial Accounting Standards Board (“FASB”) issued Accounting Standards Board Update No. 2014-09: Revenue from Contracts with Customers (Topic 606) (“ASU 2014-09”). ASU 2014-09 supersedes the existing revenue recognition guidance and most industry-specific guidance applicable to revenue recognition. According to the new guidance, an entity will apply a principles-based five step model to recognize revenue upon the transfer of promised goods or services to customers and in an amount that reflects the consideration for which the entity expects to be entitled in exchange for those goods or services. The revised effective date for ASU 2014-09 is for annual and interim periods beginning on or after December 15, 2017, and early adoption will be permitted for annual and interim periods beginning on or after December 15, 2016. Entities will have the option of using either a full retrospective approach or a modified approach to adopt the guidance in ASU 2014-09. The Company is currently assessing the potential impact of ASU 2014-09 on its financial statements. In January 2015, the FASB issued Accounting Standards Board Update No. 2015-01: Income Statement—Extraordinary and Unusual Items (Subtopic 225-20): Simplifying Income Statement Presentation by Eliminating the Concept of Extraordinary Items (“ASU 2015-01”). ASU 2015-01 eliminates from U.S. GAAP the concept of extraordinary items and removes the requirement to present extraordinary items separately on the income statement, net of tax. The guidance is effective for annual periods beginning after December 15, 2015, including interim periods within that reporting period. The requirements of ASU 2015-01 are not expected to have a significant impact on the Company’s financial statements. In February 2015, the FASB issued Accounting Standards Board Update No. 2015-02: Consolidation (Topic 810): Amendments to the Consolidation Analysis (“ASU 2015-02”). ASU 2015-02 amends the existing consolidation guidance related to (i) limited partnerships and similar legal entities, (ii) the evaluation of fees paid to a decision maker or a service provider as variable interest, (iii) the effect of fee arrangements on the primary beneficiary determination, and (iv) the effect of related parties on the primary beneficiary determination. ASU 2015-02 simplifies the existing guidance by reducing the number of consolidation models from four to two, reducing the extent to which related party arrangements cause an entity to be considered a primary beneficiary, and placing more emphasis on the risk of loss when determining a controlling financial interest. The guidance is effective for annual periods beginning after December 15, 2015, including interim periods within that reporting period. The requirements of ASU 2015-02 are not expected to have a significant impact on the Company’s financial statements. In April 2015, the FASB issued Accounting Standards Board Update No. 2015-03: Interest—Imputation of Interest (Subtopic 835-30): Simplifying the Presentation of Debt Issuance Costs (“ASU 2015-03”). ASU 2015-03 requires that debt issuance costs be presented in the balance sheet as a direct deduction from the carrying value of the associated debt liability, and also requires that the amortization of such costs be reported as interest expense. The guidance is effective for annual periods beginning after December 15, 2015, including interim periods within that reporting period, and early adoption is permitted. Based on unamortized debt issuance costs as of June 30, 2015, the Company estimates approximately $60 of debt issuance costs would be reclassified from “Other long-term assets” to “Long term debt” within the Company’s Consolidated Balance Sheets. In July 2015, the FASB issued Accounting Standards Board Update No. 2015-11: Simplifying the Measurement of Inventory (Topic 330) (“ASU 2015-11”) as part of the overall FASB simplification initiative. ASU 2015-11 replaces the existing concept of market value of inventory (where market was defined as replacement cost, with a ceiling of net realizable value and floor of net realizable value less a normal profit margin) with the single measurement of net realizable value. The guidance is effective for annual periods beginning after December 15, 2016, including interim periods within that reporting period. The Company is currently assessing the potential impact of ASU 2015-11 on its financial statements. |
Restructuring (Notes)
Restructuring (Notes) | 6 Months Ended |
Jun. 30, 2015 | |
Restructuring and Related Activities [Abstract] | |
Restructuring and Related Activities Disclosure [Text Block] | Restructuring and Cost Reduction Programs In 2014, in response to an uncertain economic outlook, the Company initiated significant restructuring and cost reduction programs with the intent to optimize its cost structure and bring manufacturing capacity in line with demand. The Company estimates that these activities will continue to occur over the next 12 to 18 months. As of June 30, 2015 the total costs expected to be incurred on restructuring and cost reduction activities are estimated at $17 , consisting primarily of workforce reduction costs. The following table summarizes restructuring and cost reduction information: Restructuring costs expected to be incurred $ 17 Cumulative restructuring costs incurred through June 30, 2015 $ 16 Accrued liability at December 31, 2014 $ 12 Restructuring charges 2 Payments (7 ) Accrued liability at June 30, 2015 $ 7 Workforce reduction costs primarily relate to non-voluntary employee termination benefits and are accounted for under the guidance for nonretirement postemployment benefits or as exit and disposal costs, as applicable. During both the three and six months ended June 30, 2015, charges of $2 were recorded in “Business realignment costs” in the unaudited Condensed Consolidated Statements of Operations. At June 30, 2015 and December 31, 2014, the Company had accrued $7 and $12 for restructuring liabilities in “Other current liabilities” in the unaudited Condensed Consolidated Balance Sheets. The following table summarizes restructuring and cost reduction information by reporting segment: Epoxy, Phenolic and Coating Resins Corporate and Other Total Restructuring costs expected to be incurred $ 11 $ 6 $ 17 Cumulative restructuring costs incurred through June 30, 2015 $ 10 $ 6 $ 16 Accrued liability at December 31, 2014 $ 9 $ 3 $ 12 Restructuring charges — 2 2 Payments (5 ) (2 ) (7 ) Accrued liability at June 30, 2015 $ 4 $ 3 $ 7 |
Related Party Transactions
Related Party Transactions | 6 Months Ended |
Jun. 30, 2015 | |
Related Party Transactions [Abstract] | |
Related Party Transactions Disclosure [Text Block] | Related Party Transactions Administrative Service, Management and Consulting Arrangement The Company is subject to a Management Consulting Agreement with Apollo (the “Management Consulting Agreement”) that renews on an annual basis, unless notice to the contrary is given by either party. Under the Management Consulting Agreement, the Company receives certain structuring and advisory services from Apollo and its affiliates. The Management Consulting Agreement provides indemnification to Apollo, its affiliates and their directors, officers and representatives for potential losses arising from these services. Apollo is entitled to an annual fee equal to the greater of $3 or 2% of the Company’s Adjusted EBITDA. Apollo elected to waive charges of any portion of the annual management fee due in excess of $3 for the calendar year 2015. During the three months ended June 30, 2015 and 2014 and during the six months ended June 30, 2015 and 2014 , the Company recognized expense under the Management Consulting Agreement of $1 and $2, respectively. This amount is included in “Other operating expense, net” in the Company’s unaudited Condensed Consolidated Statements of Operations. Participation of Apollo Global Securities in 2015 Refinancing Transactions During the six months ended June 30, 2015, Apollo Global Securities, LLC, an affiliate of Apollo, acted as one of the initial purchasers and received approximately $ 1 in connection with the sale of the $315 aggregate principal amount of the Company’s 10.00% First-Priority Senior Secured Notes due 2020. Transactions with MPM Shared Services Agreement On October 1, 2010, the Company entered into a shared services agreement with Momentive Performance Materials Inc. (“MPM”) (which, from October 1, 2010 through October 24, 2014, was a subsidiary of Hexion Holdings) (the “Shared Services Agreement”). Under this agreement, the Company provides to MPM, and MPM provides to the Company, certain services, including, but not limited to, executive and senior management, administrative support, human resources, information technology support, accounting, finance, technology development, legal and procurement services. The Shared Services Agreement establishes certain criteria upon which the costs of such services are allocated between the Company and MPM. The Shared Services Agreement is subject to termination by either the Company or MPM, without cause, on not less than 30 days’ written notice, and expires in October 2015 (subject to one-year renewals every year thereafter; absent contrary notice from either party). On April 13, 2014, Momentive Performance Materials Holdings Inc. (MPM’s direct parent company at such date), MPM and certain of its U.S. subsidiaries filed voluntary petitions for reorganization under Chapter 11 of the U.S. Bankruptcy Code. On October 24, 2014, in conjunction with MPM’s emergence from Chapter 11 bankruptcy and the consummation of MPM’s plan of reorganization, the Shared Services Agreement was amended to, among other things, (i) exclude the services of certain executive officers, (ii) provide for a transition assistance period at the election of the recipient following termination of the Shared Services Agreement of up to 12 months, subject to one successive renewal period of an additional 60 days and (iii) provide for the use of an independent third-party firm to assist the Shared Services Steering Committee with its annual review of billings and allocations. Additionally, upon emergence from Chapter 11 bankruptcy, MPM paid all previously unpaid amounts to the Company related to the Shared Services Agreement. Pursuant to the Shared Services Agreement, during the six months ended June 30, 2015 and 2014 , the Company incurred approximately $45 and $67 , respectively, of net costs for shared services and MPM incurred approximately $37 and $51 , respectively, of net costs for shared services. Included in the net costs incurred during the six months ended June 30, 2015 and 2014 , were net billings from the Company to MPM of $24 and $ 20 , respectively, to bring the percentage of total net incurred costs for shared services under the Shared Services Agreement to the applicable allocation percentage. The allocation percentages are reviewed by the Steering Committee pursuant to the terms of the Shared Services Agreement. The Company had accounts receivable from MPM of $4 and $9 as of June 30, 2015 and December 31, 2014 , respectively, and no accounts payable to MPM. Sales and Purchases of Products and Services with MPM The Company also sells products to, and purchases products from, MPM pursuant to a Master Buy/Sell Agreement dated as of September 6, 2012 (the “Master Buy/Sell Agreement”). The standard terms and conditions of the seller in the applicable jurisdiction apply to transactions under the Master Buy/Sell Agreement. The Master Buy/Sell Agreement has an initial term of three years and may be terminated for convenience by either party thereunder upon 30 days' prior notice. Additionally, a subsidiary of MPM has acted as a non-exclusive distributor in India for certain of the Company’s subsidiaries pursuant to Distribution Agreements dated as of September 6, 2012 (the “Distribution Agreements”). The Distribution Agreements had initial terms of three years and were terminated by mutual agreement on March 9, 2015. Pursuant to these agreements and other purchase orders, during the three months ended June 30, 2015 and 2014 , the Company sold less than $1 of products to MPM and purchased less than $1 and $ 2 , respectively, of products from MPM. During the six months ended June 30, 2015 and 2014 , the Company sold less than $1 of products to MPM and purchased $2 and $4 , respectively. A s of June 30, 2015 and December 31, 2014 , the Company had less than $1 of accounts receivable from MPM and less than $1 and $1 , respectively, of accounts payable to MPM related to these agreements. Other Transactions with MPM In March 2014, the Company entered into a ground lease with a Brazilian subsidiary of MPM to lease a portion of MPM’s manufacturing site in Itatiba, Brazil for purposes of constructing and operating an epoxy production facility. In conjunction with the ground lease, the Company entered into a site services agreement whereby MPM’s subsidiary provides to the Company various services such as environmental, health and safety, security, maintenance and accounting, among others, to support the operation of this new facility. The Company paid less than $1 to MPM under this agreement during both the three and six months ended June 30, 2015 and 2014 . In April 2014, the Company purchased 100% of the interests in MPM’s Canadian subsidiary for a purchase price of approximately $ 12 . As a part of the transaction the Company also entered into a non-exclusive distribution agreement with a subsidiary of MPM, whereby the Company acts as a distributor of certain MPM products in Canada. The agreement has a term of 10 years, and is cancelable by either party with 180 days’ notice. The Company is compensated for acting as distributor at a rate of 2% of the net selling price of the related products sold. During the three months ended June 30, 2015 and 2014, the Company purchased approximately $7 and $10 , respectively, of products from MPM under this distribution agreement, and earned less than $1 from MPM as compensation for acting as distributor of the products. During the six months ended June 30, 2015 and 2014, the Company purchased approximately $14 and $ 10 , respectively, of products from MPM under this distribution agreement, and earned less than $1 from MPM as compensation for acting as distributor of the products. As of both June 30, 2015 and December 31, 2014 , the Company had $2 of accounts payable to MPM related to the distribution agreement. Purchases and Sales of Products and Services with Apollo Affiliates Other than MPM The Company sells products to various Apollo affiliates other than MPM. These sales were $ 23 and $ 34 for the three months ended June 30, 2015 and 2014 , respectively, and $ 47 and $ 76 for the six months ended June 30, 2015 and 2014 , respectively. Accounts receivable from these affiliates were $ 12 and $ 11 at June 30, 2015 and December 31, 2014 , respectively. The Company also purchases raw materials and services from various Apollo affiliates other than MPM. These purchases were less than $ 1 and $ 1 for the three months ended June 30, 2015 and 2014 , respectively, and $ 1 and $ 2 for the six months ended June 30, 2015 and 2014 , respectively. The Company had accounts payable to these affiliates of less than $1 at both June 30, 2015 and December 31, 2014 . Other Transactions and Arrangements The Company sells finished goods to, and purchases raw materials from, a foundry joint venture between the Company and HA-USA Inc. (“HAI”). The Company also provides toll-manufacturing and other services to HAI. The Company’s investment in HAI is recorded under the equity method of accounting, and the related sales and purchases are not eliminated from the Company’s unaudited Condensed Consolidated Financial Statements. However, any profit on these transactions is eliminated in the Company’s unaudited Condensed Consolidated Financial Statements to the extent of the Company’s 50% interest in HAI. Sales and services provided to HAI were $18 and $29 for the three months ended June 30, 2015 and 2014 , respectively, and $39 and $56 for the six months ended June 30, 2015 and 2014 , respectively. There were no accounts receivable from HAI at June 30, 2015 and $8 at December 31, 2014 . Purchases from HAI were $4 and $8 for the three months ended June 30, 2015 and 2014 , respectively, and $9 and $15 for the six months ended June 30, 2015 and 2014 , respectively. The Company had accounts payable to HAI of $2 at both June 30, 2015 and December 31, 2014 . Additionally, HAI declared dividends to the Company of $5 and $3 during the three months ended June 30, 2015 and 2014 , respectively, and $9 and $6 for the six months ended June 30, 2015 and 2014 , respectively. No amounts remained outstanding related to these previously declared dividends at June 30, 2015 . The Company’s purchase contracts with HAI represent a significant portion of HAI’s total revenue, and this factor results in the Company absorbing the majority of the risk from potential losses or the majority of the gains from potential returns. However, the Company does not have the power to direct the activities that most significantly impact HAI, and therefore, does not consolidate HAI. In 2013, the Company and HAI resolved a dispute regarding raw material pricing. As part of the resolution, the Company agreed to provide discounts to HAI on future purchases of dry and liquid resins totaling $16 over a period of three years. During both the three and six months ended June 30, 2015 and 2014, the Company issued $1 and $3 , respectively, of discounts to HAI under this agreement. As of June 30, 2015 and December 31, 2014 , $4 and $7 , respectively, remained outstanding under this agreement. As of June 30, 2015 , all of the outstanding amount is classified in “Other current liabilities” in the unaudited Condensed Consolidated Balance Sheets and as of December 31, 2014 , $5 of the outstanding amount was classified in “Other current liabilities” in the unaudited Condensed Consolidated Balance Sheets, with the remaining amount included in “Other long-term liabilities.” The Company sells products and provides services to, and purchases products from, its other joint ventures which are recorded under the equity method of accounting. These sales were $ 10 and $ 7 for the three months ended June 30, 2015 and 2014 , respectively, and $ 22 and $ 11 for the six months ended June 30, 2015 and 2014 , respectively. Accounts receivable from these joint ventures were $ 3 and $ 15 at June 30, 2015 and December 31, 2014 , respectively. These purchases were $ 12 and less than $ 1 for the three months ended June 30, 2015 and 2014 , respectively, and $ 24 and less than $ 1 for the six months ended June 30, 2015 and 2014 , respectively. The Company had accounts payable to these joint ventures of $ 10 and $ 26 at June 30, 2015 and December 31, 2014 , respectively. The Company had a loan receivable from its unconsolidated forest products joint venture in Russia of $6 as of both June 30, 2015 and December 31, 2014 . As of both June 30, 2015 and December 31, 2014 , the Company had approximately $11 of cash on deposit as collateral for a loan that was extended by a third party to one of the Company’s unconsolidated joint ventures, which is classified as restricted cash. |
Fair Value
Fair Value | 6 Months Ended |
Jun. 30, 2015 | |
Fair Value and Financial Instruments [Abstract] | |
Fair Value Disclosures [Text Block] | Fair Value Fair value is the exchange price that would be received for an asset or paid to transfer a liability (an exit price) in the principal or most advantageous market for the asset or liability in an orderly transaction between market participants on the measurement date. Fair value measurement provisions establish a fair value hierarchy which requires an entity to maximize the use of observable inputs and minimize the use of unobservable inputs when measuring fair value. This guidance describes three levels of inputs that may be used to measure fair value: • Level 1: Inputs are quoted prices (unadjusted) for identical assets or liabilities in active markets. • Level 2: Pricing inputs are other than quoted prices in active markets included in Level 1, which are either directly or indirectly observable as of the reported date. • Level 3: Unobservable inputs that are supported by little or no market activity and are developed based on the best information available in the circumstances. For example, inputs derived through extrapolation or interpolation that cannot be corroborated by observable market data. Recurring Fair Value Measurements As of June 30, 2015 , the Company had derivative liabilities related to electricity and natural gas contracts of less than $1 , which were measured using Level 2 inputs, and consist of derivative instruments transacted primarily in over-the-counter markets. There were no transfers between Level 1, Level 2 or Level 3 measurements during the three and six months ended June 30, 2015 or 2014 . The Company calculates the fair value of its Level 2 derivative liabilities using standard pricing models with market-based inputs, adjusted for nonperformance risk. When its financial instruments are in a liability position, the Company evaluates its credit risk as a component of fair value. At both June 30, 2015 and December 31, 2014 , no adjustment was made by the Company to reduce its derivative liabilities for nonperformance risk. When its financial instruments are in an asset position, the Company is exposed to credit loss in the event of nonperformance by other parties to these contracts and evaluates their credit risk as a component of fair value. Non-derivative Financial Instruments The following table summarizes the carrying amount and fair value of the Company’s non-derivative financial instruments: Carrying Amount Fair Value Level 1 Level 2 Level 3 Total June 30, 2015 Debt $ 4,037 $ — $ 3,554 $ 8 $ 3,562 December 31, 2014 Debt $ 3,834 $ — $ 3,386 $ 9 $ 3,395 Fair values of debt classified as Level 2 are determined based on other similar financial instruments, or based upon interest rates that are currently available to the Company for the issuance of debt with similar terms and maturities. Level 3 amounts represent capital leases whose fair value is determined through the use of present value and specific contract terms. The carrying amounts of cash and cash equivalents, short term investments, accounts receivable, accounts payable and other accrued liabilities are considered reasonable estimates of their fair values due to the short-term maturity of these financial instruments. |
Debt Obligations
Debt Obligations | 6 Months Ended |
Jun. 30, 2015 | |
Debt Disclosure [Abstract] | |
Debt Disclosure [Text Block] | Debt Obligations Debt outstanding at June 30, 2015 and December 31, 2014 is as follows: June 30, 2015 December 31, 2014 Long-Term Due Within One Year Long-Term Due Within One Year ABL Facility $ — $ — $ 60 $ — Senior Secured Notes: 6.625% First-Priority Senior Secured Notes due 2020 (includes $5 and $6 of unamortized debt premium at June 30, 2015 and December 31, 2014, respectively) 1,555 — 1,556 — 10.00% First-Priority Senior Secured Notes due 2020 315 — — — 8.875% Senior Secured Notes due 2018 (includes $3 of unamortized debt discount) 1,197 — 1,197 — 9.00% Second-Priority Senior Secured Notes due 2020 574 — 574 — Debentures: 9.2% debentures due 2021 74 — 74 — 7.875% debentures due 2023 189 — 189 — 8.375% sinking fund debentures due 2016 — — 20 20 Other Borrowings: Australia Facility due 2017 32 3 36 4 Brazilian bank loans 9 48 9 47 Capital leases 7 1 8 1 Other 10 23 12 27 Total $ 3,962 $ 75 $ 3,735 $ 99 2015 Refinancing Transactions On April 15, 2015, the Company issued $315 aggregate principal amount of 10.00% First-Priority Senior Secured Notes due 2020 (the “New First Lien Notes”). The Company used the net proceeds to redeem or repay all $40 of its outstanding 8.375% Sinking Fund Debentures due 2016, and to repay all amounts outstanding under its senior secured asset-based revolving loan facility (the “ABL Facility”) at the closing of the offering. The New First Lien Notes are secured by first-priority liens on collateral that generally includes most of the Company and its domestic subsidiaries’ assets other than inventory and accounts receivable and related assets and by second-priority liens on the domestic portion of the collateral for the ABL Facility, which generally includes most of the inventory and accounts receivable and related assets of the Company, its domestic subsidiaries and certain of its foreign subsidiaries, in each case subject to certain exceptions and permitted liens. Additionally, on July 27, 2015, the Company finalized an amendment to its ABL Facility, under which certain of the Company’s subsidiaries are borrowers, to (i) add one of its German subsidiaries as a borrower and one of its German subsidiaries as a guarantor and (ii) expand its borrowing base to include certain machinery and equipment in certain foreign jurisdictions, subject to customary reserves. |
Commitments and Contingencies
Commitments and Contingencies | 6 Months Ended |
Jun. 30, 2015 | |
Commitments and Contingencies Disclosure [Abstract] | |
Commitments and Contingencies Disclosure [Text Block] | Commitments and Contingencies Environmental Matters The Company’s operations involve the use, handling, processing, storage, transportation and disposal of hazardous materials. The Company is subject to extensive environmental regulation at the federal, state and local levels as well as foreign laws and regulations, and is therefore exposed to the risk of claims for environmental remediation or restoration. In addition, violations of environmental laws or permits may result in restrictions being imposed on operating activities, substantial fines, penalties, damages or other costs, any of which could have a material adverse effect on the Company’s business, financial condition, results of operations or cash flows. Environmental Institution of Paraná IAP— On August 10, 2005, the Environmental Institute of Paraná (IAP), an environmental agency in the State of Paraná, provided Hexion Quimica Industria, the Company’s Brazilian subsidiary, with notice of an environmental assessment in the amount of 12 Brazilian reais. The assessment related to alleged environmental damages to the Paranagua Bay caused in November 2004 from an explosion on a shipping vessel carrying methanol purchased by the Company. The investigations performed by the public authorities have not identified any actions of the Company that contributed to or caused the accident. The Company responded to the assessment by filing a request to have it cancelled and by obtaining an injunction precluding execution of the assessment pending adjudication of the issue. In November 2010, the Court denied the Company’s request to cancel the assessment and lifted the injunction that had been issued. The Company responded to the ruling by filing an appeal in the State of Paraná Court of Appeals. In March 2012, the Company was informed that the Court of Appeals had denied the Company’s appeal, and on June 4, 2012 the Company filed appeals to the Superior Court of Justice and the Supreme Court of Brazil. The Company continues to believe it has strong defenses against the validity of the assessment, and does not believe that a loss is probable. At June 30, 2015 , the amount of the assessment, including tax, penalties, monetary correction and interest, is 39 Brazilian reais, or approximately $12 . The following table summarizes all probable environmental remediation, indemnification and restoration liabilities, including related legal expenses, at June 30, 2015 and December 31, 2014 : Liability Range of Reasonably Possible Costs at June 30, 2015 Site Description June 30, 2015 December 31, 2014 Low High Geismar, LA $ 15 $ 15 $ 9 $ 22 Superfund and offsite landfills – allocated share: Less than 1% 1 — — 2 Equal to or greater than 1% 7 7 5 13 Currently-owned 5 9 3 11 Formerly-owned: Remediation 31 30 31 46 Monitoring only 1 1 — 1 Total $ 60 $ 62 $ 48 $ 95 These amounts include estimates for unasserted claims that the Company believes are probable of loss and reasonably estimable. The estimate of the range of reasonably possible costs is less certain than the estimates upon which the liabilities are based. To establish the upper end of a range, assumptions less favorable to the Company among the range of reasonably possible outcomes were used. As with any estimate, if facts or circumstances change, the final outcome could differ materially from these estimates. At June 30, 2015 and December 31, 2014 , $ 9 and $ 12 , respectively, have been included in “Other current liabilities” in the unaudited Condensed Consolidated Balance Sheets with the remaining amount included in “Other long-term liabilities.” Following is a discussion of the Company’s environmental liabilities and the related assumptions at June 30, 2015 : Geismar, LA Site —The Company formerly owned a basic chemicals and polyvinyl chloride business that was taken public as Borden Chemicals and Plastics Operating Limited Partnership (“BCPOLP”) in 1987. The Company retained a 1% interest, the general partner interest and the liability for certain environmental matters after BCPOLP’s formation. Under a Settlement Agreement approved by the United States Bankruptcy Court for the District of Delaware among the Company, BCPOLP, the United States Environmental Protection Agency and the Louisiana Department of Environmental Quality, the Company agreed to perform certain of BCPOLP’s obligations for soil and groundwater contamination at BCPOLP’s Geismar, Louisiana site. The Company bears the sole responsibility for these obligations because there are no other potentially responsible parties (“PRP”) or third parties from whom the Company could seek reimbursement. A groundwater pump and treat system to remove contaminants is operational, and natural attenuation studies are proceeding. If closure procedures and remediation systems prove to be inadequate, or if additional contamination is discovered, costs that would approach the higher end of the range of possible outcomes could result. Due to the long-term nature of the project, the reliability of timing and the ability to estimate remediation payments, a portion of this liability was recorded at its net present value, assuming a 3% discount rate and a time period of 24 years. The range of possible outcomes is discounted in a similar manner. The undiscounted liability, which is expected to be paid over the next 24 years , is approximately $20 . Over the next five years, the Company expects to make ratable payments totaling $6 . Superfund Sites and Offsite Landfills —The Company is currently involved in environmental remediation activities at a number of sites for which it has been notified that it is, or may be, a PRP under the United States Comprehensive Environmental Response, Compensation and Liability Act or similar state “superfund” laws. The Company anticipates approximately 50% of the estimated liability for these sites will be paid within the next five years, with the remainder over the next twenty-five years. The Company generally does not bear a significant level of responsibility for these sites, and as a result, has little control over the costs and timing of cash flows. The Company’s ultimate liability will depend on many factors including its share of waste volume, the financial viability of other PRPs, the remediation methods and technology used, the amount of time necessary to accomplish remediation and the availability of insurance coverage. The range of possible outcomes takes into account the maturity of each project, resulting in a more narrow range as the project progresses. To estimate both its current reserves for environmental remediation at these sites and the possible range of additional costs, the Company has not assumed that it will bear the entire cost of remediation of every site to the exclusion of other known PRPs who may be jointly and severally liable. The Company has limited information to assess the viability of other PRPs and their probable contribution on a per site basis. The Company’s insurance provides very limited, if any, coverage for these environmental matters. Sites Under Current Ownership —The Company is conducting environmental remediation at a number of locations that it currently owns, of which ten sites are no longer in operation. As the Company is performing a portion of the remediation on a voluntary basis, it has some control over the costs to be incurred and the timing of cash flows. The Company expects to pay approximately $5 of these liabilities within the next five years, with the remainder over the next ten years. The factors influencing the ultimate outcome include the methods of remediation elected, the conclusions and assessment of site studies remaining to be completed, and the time period required to complete the work. No other parties are responsible for remediation at these sites. Formerly-Owned Sites —The Company is conducting, or has been identified as a PRP in connection with, environmental remediation at a number of locations that it formerly owned and/or operated. Remediation costs at these former sites, such as those associated with our former phosphate mining and processing operations, could be material. The Company has accrued those costs for formerly-owned sites which are currently probable and reasonably estimable. One such site is the Coronet Industries, Inc. Superfund Alternative Site in Plant City, Florida. The current owner of the site has alleged that it has incurred environmental costs at the site for which it believes it has a contribution claim against the Company, and that additional future costs are likely to be incurred. In July 2014, the Company reached a non-binding agreement with the current owner of the site, subject to negotiation of an acceptable settlement agreement and required approvals. Pursuant to the agreement, the Company would pay $10 in fulfillment of the contribution claim against the Company for past remediation costs. Additionally, the Company would accept a 40% allocable share of specified future remediation costs at this site. The Company estimates its allocable share of future remediation costs to be approximately $12 . The final costs to the Company will depend on the method of remediation chosen, the amount of time necessary to accomplish remediation and the ongoing financial viability of the other PRPs. Currently, the Company has insufficient information to estimate the range of reasonably possible costs related to this site. Monitoring Only Sites —The Company is responsible for a number of sites that require monitoring where no additional remediation is expected. The Company has established reserves for costs related to these sites. Payment of these liabilities is anticipated to occur over the next ten or more years. The ultimate cost to the Company will be influenced by fluctuations in projected monitoring periods or by findings that are different than anticipated. Indemnifications —In connection with the acquisition of certain of the Company’s operating businesses, the Company has been indemnified by the sellers against certain liabilities of the acquired businesses, including liabilities relating to both known and unknown environmental contamination arising prior to the date of the purchase. The indemnifications may be subject to certain exceptions and limitations, deductibles and indemnity caps. While it is reasonably possible that some costs could be incurred, except for those sites identified above, the Company has inadequate information to allow it to estimate a potential range of liability, if any. Non-Environmental Legal Matters The Company is involved in various legal proceedings in the ordinary course of business and had reserves of $6 and $12 at June 30, 2015 and December 31, 2014 , respectively, for all non-environmental legal defense costs incurred and settlement costs that it believes are probable and estimable. At June 30, 2015 and December 31, 2014 , $5 and $9 , respectively, has been included in “Other current liabilities” in the unaudited Condensed Consolidated Balance Sheets, with the remaining amount included in “Other long-term liabilities.” The Company is also involved in various product liability, commercial and employment litigation, personal injury, property damage and other legal proceedings, including actions that allege harm caused by products the Company has allegedly made or used, containing silica, vinyl chloride monomer and asbestos. The Company believes it has adequate reserves and that it is not reasonably possible that a loss exceeding amounts already reserved would be material. Furthermore, the Company has insurance to cover claims of these types. |
Pension and Postretirement Expe
Pension and Postretirement Expense | 6 Months Ended |
Jun. 30, 2015 | |
Defined Benefit Pension Plans and Defined Benefit Postretirement Plans Disclosure [Abstract] | |
Pension and Other Postretirement Benefits Disclosure [Text Block] | Pension and Postretirement Benefit Plans Following are the components of net pension and postretirement (benefit) expense recognized by the Company for the three and six months ended June 30, 2015 and 2014 (see Note 2): Pension Benefits Non-Pension Postretirement Benefits Three Months Ended June 30, Three Months Ended June 30, 2015 2014 2015 2014 U.S. Plans Non-U.S. Plans U.S. Plans Non-U.S. Plans U.S. Plans Non-U.S. Plans U.S. Plans Non-U.S. Plans Service cost $ 1 $ 4 $ — $ 4 $ — $ — $ — $ — Interest cost on projected benefit obligation 3 2 4 4 — 1 — 1 Expected return on assets (4 ) (3 ) (4 ) (4 ) — — — — Net expense $ — $ 3 $ — $ 4 $ — $ 1 $ — $ 1 Pension Benefits Non-Pension Postretirement Benefits Six Months Ended June 30, Six Months Ended June 30, 2015 2014 2015 2014 U.S. Plans Non-U.S. Plans U.S. Plans Non-U.S. Plans U.S. Plans Non-U.S. Plans U.S. Plans Non-U.S. Plans Service cost $ 2 $ 8 $ 1 $ 8 $ — $ — $ — $ — Interest cost on projected benefit obligation 5 5 6 8 — 1 — 1 Expected return on assets (8 ) (6 ) (8 ) (8 ) — — — — Net (benefit) expense $ (1 ) $ 7 $ (1 ) $ 8 $ — $ 1 $ — $ 1 |
Segment Information
Segment Information | 6 Months Ended |
Jun. 30, 2015 | |
Segment Reporting [Abstract] | |
Segment Reporting Disclosure [Text Block] | Segment Information The Company’s business segments are based on the products that the Company offers and the markets that it serves. At June 30, 2015 , the Company had two reportable segments: Epoxy, Phenolic and Coating Resins and Forest Products Resins. A summary of the major products of the Company’s reportable segments follows: • Epoxy, Phenolic and Coating Resins: epoxy specialty resins, phenolic encapsulated substrates, versatic acids and derivatives, basic epoxy resins and intermediates, phenolic specialty resins and molding compounds, polyester resins, acrylic resins and vinylic resins • Forest Products Resins: forest products resins and formaldehyde applications Reportable Segments Following are net sales and Segment EBITDA (earnings before interest, income taxes, depreciation and amortization) by reportable segment. Segment EBITDA is defined as EBITDA adjusted for certain non-cash items and other income and expenses. Segment EBITDA is the primary performance measure used by the Company’s senior management, the chief operating decision-maker and the board of directors to evaluate operating results and allocate capital resources among segments. Segment EBITDA is also the profitability measure used to set management and executive incentive compensation goals. Corporate and Other is primarily corporate general and administrative expenses that are not allocated to the segments, such as shared service and administrative functions, foreign exchange gains and losses and legacy company costs not allocated to continuing segments. Beginning in 2015, the Company has modified the components of Corporate and Other to include certain shared service and administrative functional costs that were previously allocated to the reportable segments. Accordingly, for comparative purposes, the Company has recasted its Segment EBITDA results to include these costs within Corporate and Other for all prior periods presented. Net Sales (1) : Three Months Ended June 30, Six Months Ended June 30, 2015 2014 2015 2014 Epoxy, Phenolic and Coating Resins $ 683 $ 862 $ 1,357 $ 1,679 Forest Products Resins 404 475 809 951 Total $ 1,087 $ 1,337 $ 2,166 $ 2,630 (1) Intersegment sales are not significant and, as such, are eliminated within the selling segment. Segment EBITDA: Three Months Ended June 30, Six Months Ended June 30, 2015 2014 2015 2014 Epoxy, Phenolic and Coating Resins $ 88 $ 77 $ 173 $ 157 Forest Products Resins 62 66 123 128 Corporate and Other (17 ) (20 ) (36 ) (42 ) Total $ 133 $ 123 $ 260 $ 243 Reconciliation of Segment EBITDA to Net Loss: Three Months Ended June 30, Six Months Ended June 30, 2015 2014 2015 2014 Segment EBITDA: Epoxy, Phenolic and Coating Resins $ 88 $ 77 $ 173 $ 157 Forest Products Resins 62 66 123 128 Corporate and Other (17 ) (20 ) (36 ) (42 ) Total $ 133 $ 123 $ 260 $ 243 Reconciliation: Items not included in Segment EBITDA: Business realignment costs $ (5 ) $ (12 ) $ (8 ) $ (18 ) Integration costs — (3 ) — (5 ) Realized and unrealized foreign currency losses — (1 ) (3 ) (4 ) Other (11 ) (8 ) (29 ) (17 ) Total adjustments (16 ) (24 ) (40 ) (44 ) Interest expense, net (84 ) (76 ) (161 ) (153 ) Income tax expense (1 ) (9 ) (27 ) (15 ) Depreciation and amortization (34 ) (36 ) (68 ) (71 ) Net loss $ (2 ) $ (22 ) $ (36 ) $ (40 ) Items Not Included in Segment EBITDA Not included in Segment EBITDA are certain non-cash items and other income and expenses. For the three and six months ended June 30, 2015 , these items primarily include expenses from retention programs, losses on the disposal of assets and certain professional fees. For the three and six months ended June 30, 2014, these items primarily include expenses from retention programs, stock-based compensation expense and losses on the disposal of assets. Business realignment costs for the three and six months ended June 30, 2015 include costs related to certain in-process cost reduction programs. Business realignment costs for the three and six months ended June 30, 2014 include costs for environmental remediation at certain formerly owned locations and also include costs related to minor restructuring programs. Integration costs for the three and six months ended June 30, 2014 primarily represent integration costs associated with the previous integration of Hexion and MPM. |
Summarized Financial Informatio
Summarized Financial Information of Unconsolidated Affiliate | 6 Months Ended |
Jun. 30, 2015 | |
Summarized Financial Information of Unconsolidated Affiliate [Abstract] | |
Significant Subsidiary Financial Information [Text Block] | Summarized Financial Information of Unconsolidated Affiliate Summarized financial information of the unconsolidated affiliate HAI as of June 30, 2015 and December 31, 2014 and for the three and six months ended June 30, 2015 and 2014 is as follows: June 30, December 31, Current assets $ 29 $ 38 Non-current assets 24 26 Current liabilities 14 16 Non-current liabilities 2 2 Three Months Ended June 30, Six Months Ended June 30, 2015 2014 2015 2014 Net sales $ 41 $ 49 $ 83 $ 94 Gross profit 16 12 33 23 Pre-tax income 9 8 19 15 Net income 9 8 18 15 |
Changes in Accumulated Other Co
Changes in Accumulated Other Comprehensive Income Level 1 (Notes) | 6 Months Ended |
Jun. 30, 2015 | |
Changes of Accumulated Other Comprehensive Income [Abstract] | |
Changes in Accumulated Other Comprehensive Income [Text Block] | Changes in Accumulated Other Comprehensive Income Following is a summary of changes in “Accumulated other comprehensive income” for the three and six months ended June 30, 2015 and 2014 : Three Months Ended June 30, 2015 Three Months Ended June 30, 2014 Defined Benefit Pension and Postretirement Plans Foreign Currency Translation Adjustments Total Defined Benefit Pension and Postretirement Plans Foreign Currency Translation Adjustments Total Beginning balance $ 4 $ 7 $ 11 $ — $ 133 $ 133 Other comprehensive income (loss) before reclassifications, net of tax — 13 13 — (4 ) (4 ) Amounts reclassified from Accumulated other comprehensive loss, net of tax — — — — — — Net other comprehensive income (loss) — 13 13 — (4 ) (4 ) Ending balance $ 4 $ 20 $ 24 $ — $ 129 $ 129 Six Months Ended June 30, 2015 Six Months Ended June 30, 2014 Defined Benefit Pension and Postretirement Plans Foreign Currency Translation Adjustments Total Defined Benefit Pension and Postretirement Plans Foreign Currency Translation Adjustments Total Beginning balance $ 4 $ 69 $ 73 $ — $ 130 $ 130 Other comprehensive loss before reclassifications, net of tax — (49 ) (49 ) — (1 ) (1 ) Amounts reclassified from Accumulated other comprehensive loss, net of tax — — — — — — Net other comprehensive loss — (49 ) (49 ) — (1 ) (1 ) Ending balance $ 4 $ 20 $ 24 $ — $ 129 $ 129 |
Income Taxes (Notes)
Income Taxes (Notes) | 6 Months Ended |
Jun. 30, 2015 | |
Income Taxes [Abstract] | |
Income Tax Disclosure [Text Block] | Income Taxes The effective tax rate was (14)% and (47)% for the second quarter of 2015 and 2014, respectively. The effective tax rate was (150)% and (43)% for the first half of 2015 and 2014, respectively. The change in the effective tax rate was primarily attributable to the amount and distribution of income and losses among the various jurisdictions in which the Company operates. The effective tax rates were also impacted by operating losses generated in jurisdictions where no tax benefit was recognized due to the maintenance of a full valuation allowance. For the three and six months ended June 30, 2015 and 2014, income tax expense relates primarily to income from certain foreign operations. Losses in the United States and certain foreign jurisdictions had no impact on income tax expense as no tax benefit was recognized due to the maintenance of a full valuation allowance. |
Guarantor Non-Guarantor Subsidi
Guarantor Non-Guarantor Subsidiary Financial Information | 6 Months Ended |
Jun. 30, 2015 | |
Guarantor Non Guarantor Subsidary Financial Information [Abstract] | |
Guarantees [Text Block] | Guarantor/Non-Guarantor Subsidiary Financial Information The Company’s 6.625% First-Priority Senior Secured Notes due 2020, New First Lien Notes, 8.875% Senior Secured Notes due 2018 and 9.00% Second-Priority Senior Secured Notes due 2020 are guaranteed by certain of its U.S. subsidiaries. The following information contains the condensed consolidating financial information for Hexion Inc. (the parent), the combined subsidiary guarantors (Hexion Investments Inc.; Borden Chemical Foundry, LLC; Lawter International, Inc.; HSC Capital Corporation; Hexion International Inc.; Hexion CI Holding Company (China) LLC; NL COOP Holdings LLC and Oilfield Technology Group, Inc.) and the combined non-guarantor subsidiaries, which includes all of the Company’s foreign subsidiaries. All of the subsidiary guarantors are 100% owned by Hexion Inc. All guarantees are full and unconditional, and are joint and several. There are no significant restrictions on the ability of the Company to obtain funds from its domestic subsidiaries by dividend or loan. While the Company’s Australian, New Zealand and Brazilian subsidiaries are restricted in the payment of dividends and intercompany loans due to the terms of their credit facilities, there are no material restrictions on the Company’s ability to obtain cash from the remaining non-guarantor subsidiaries. These financial statements are prepared on the same basis as the consolidated financial statements of the Company except that investments in subsidiaries are accounted for using the equity method for purposes of the consolidating presentation. The principal elimination entries relate to investments in subsidiaries and intercompany balances and transactions. This information includes allocations of corporate overhead to the combined non-guarantor subsidiaries based on net sales. Income tax expense has been provided on the combined non-guarantor subsidiaries based on actual effective tax rates. Corporate Changes In December 2014, Hexion U.S. Finance Corp. (“Hexion U.S.”), the issuer under the indentures governing the Company’s 6.625% First-Priority Senior Secured Notes due 2020 (the “First Lien Notes”), the Company’s 8.875% Senior Secured Notes due 2018 (the “Senior Secured Notes”) and the Company’s 9.00% Second-Priority Senior Secured Notes due 2020 (the “Second Lien Notes”), merged with and into Hexion Inc., its parent company, with Hexion Inc. remaining as the surviving entity. Pursuant to supplemental indentures, Hexion Inc. assumed all the obligations of Hexion U.S. under the indentures and the First Lien Notes, the Senior Secured Notes and the Second Lien Notes. The merger was accounted for as a transaction under common control as defined in the accounting guidance for business combinations. As a result, the Company has recasted its prior period guarantor/non-guarantor subsidiary financial information on a combined basis to reflect the merger of Hexion U.S. with and into Hexion Inc., resulting in the balances and activity previously reported in the Issuer column to be combined with the balances and activity reported in the Hexion Inc. column. HEXION INC. JUNE 30, 2015 CONDENSED CONSOLIDATING BALANCE SHEET (Unaudited) Hexion Inc. Combined Subsidiary Guarantors Combined Non-Guarantor Subsidiaries Eliminations Consolidated Assets Current assets: Cash and cash equivalents (including restricted cash of $0 and $16, respectively) $ 181 $ — $ 143 $ — $ 324 Short-term investments — — 2 — 2 Accounts receivable, net 150 — 475 — 625 Intercompany accounts receivable 112 — 121 (233 ) — Intercompany loans receivable - current portion 21 — 40 (61 ) — Inventories: — — Finished and in-process goods 106 — 161 — 267 Raw materials and supplies 44 — 63 — 107 Other current assets 28 — 34 — 62 Total current assets 642 — 1,039 (294 ) 1,387 Investment in unconsolidated entities 164 31 24 (177 ) 42 Deferred income taxes — — 15 — 15 Other assets, net 74 6 28 — 108 Intercompany loans receivable 1,268 29 107 (1,404 ) — Property and equipment, net 539 — 486 — 1,025 Goodwill 66 — 49 — 115 Other intangible assets, net 52 — 20 — 72 Total assets $ 2,805 $ 66 $ 1,768 $ (1,875 ) $ 2,764 Liabilities and Deficit Current liabilities: Accounts payable $ 145 $ — $ 280 $ — $ 425 Intercompany accounts payable 121 — 112 (233 ) — Debt payable within one year — — 75 — 75 Intercompany loans payable within one year 40 — 21 (61 ) — Interest payable 87 — 1 — 88 Income taxes payable 6 — 18 — 24 Accrued payroll and incentive compensation 27 — 31 — 58 Other current liabilities 69 — 53 — 122 Total current liabilities 495 — 591 (294 ) 792 Long-term liabilities: Long-term debt 3,909 — 53 — 3,962 Intercompany loans payable 117 6 1,281 (1,404 ) — Accumulated losses of unconsolidated subsidiaries in excess of investment 536 177 — (713 ) — Long-term pension and post employment benefit obligations 55 — 204 — 259 Deferred income taxes 10 — 8 — 18 Other long-term liabilities 116 — 52 — 168 Total liabilities 5,238 183 2,189 (2,411 ) 5,199 Total Hexion Inc. shareholder’s deficit (2,433 ) (117 ) (419 ) 536 (2,433 ) Noncontrolling interest — — (2 ) — (2 ) Total deficit (2,433 ) (117 ) (421 ) 536 (2,435 ) Total liabilities and deficit $ 2,805 $ 66 $ 1,768 $ (1,875 ) $ 2,764 HEXION INC. DECEMBER 31, 2014 CONDENSED CONSOLIDATING BALANCE SHEET Hexion Inc. Combined Subsidiary Guarantors Combined Non-Guarantor Subsidiaries Eliminations Consolidated Assets Current assets: Cash and cash equivalents (including restricted cash of $0 and $16, respectively) $ 23 $ — $ 149 $ — $ 172 Short-term investments — — 7 — 7 Accounts receivable, net 174 — 417 — 591 Intercompany accounts receivable 118 — 138 (256 ) — Intercompany loans receivable - current portion 265 — 43 (308 ) — Inventories: — Finished and in-process goods 117 — 173 — 290 Raw materials and supplies 46 — 64 — 110 Other current assets 36 — 37 — 73 Total current assets 779 — 1,028 (564 ) 1,243 Investment in unconsolidated entities 234 34 29 (249 ) 48 Deferred income taxes — — 18 — 18 Other assets, net 76 6 28 — 110 Intercompany loans receivable 1,046 28 17 (1,091 ) — Property and equipment, net 534 — 521 — 1,055 Goodwill 65 — 54 — 119 Other intangible assets, net 56 — 25 — 81 Total assets $ 2,790 $ 68 $ 1,720 $ (1,904 ) $ 2,674 Liabilities and Deficit Current liabilities: Accounts payable $ 142 $ — $ 284 $ — $ 426 Intercompany accounts payable 138 — 118 (256 ) — Debt payable within one year 26 — 73 — 99 Intercompany loans payable within one year 43 — 265 (308 ) — Interest payable 81 — 1 — 82 Income taxes payable 6 — 6 — 12 Accrued payroll and incentive compensation 34 — 33 — 67 Other current liabilities 69 — 66 — 135 Total current liabilities 539 — 846 (564 ) 821 Long term liabilities: Long-term debt 3,674 — 61 — 3,735 Intercompany loans payable 36 6 1,049 (1,091 ) — Accumulated losses of unconsolidated subsidiaries in excess of investment 705 249 — (954 ) — Long-term pension and post employment benefit obligations 59 — 219 — 278 Deferred income taxes 8 — 11 — 19 Other long-term liabilities 117 — 54 — 171 Total liabilities 5,138 255 2,240 (2,609 ) 5,024 Total Hexion Inc. shareholder’s deficit (2,348 ) (187 ) (518 ) 705 (2,348 ) Noncontrolling interest — — (2 ) — (2 ) Total deficit (2,348 ) (187 ) (520 ) 705 (2,350 ) Total liabilities and deficit $ 2,790 $ 68 $ 1,720 $ (1,904 ) $ 2,674 HEXION INC. THREE MONTHS ENDED JUNE 30, 2015 CONDENSED CONSOLIDATING STATEMENT OF OPERATIONS (Unaudited) Hexion Inc. Combined Subsidiary Guarantors Combined Non-Guarantor Subsidiaries Eliminations Consolidated Net sales $ 443 $ — $ 692 $ (48 ) $ 1,087 Cost of sales 398 — 575 (48 ) 925 Gross profit 45 — 117 — 162 Selling, general and administrative expense 25 — 51 — 76 Business realignment costs 1 — 4 — 5 Other operating expense, net — — 2 — 2 Operating income 19 — 60 — 79 Interest expense, net 83 — 1 — 84 Intercompany interest (income) expense, net (20 ) — 20 — — Other non-operating (income) expense, net (32 ) — 34 — 2 (Loss) income before income tax and earnings (losses) from unconsolidated entities (12 ) — 5 — (7 ) Income tax expense (benefit) 3 — (2 ) — 1 (Loss) income before earnings from unconsolidated entities (15 ) — 7 — (8 ) Earnings from unconsolidated entities, net of taxes 13 4 2 (13 ) 6 Net (loss) income $ (2 ) $ 4 $ 9 $ (13 ) $ (2 ) Comprehensive income $ 11 $ 5 $ 14 $ (19 ) $ 11 HEXION INC. THREE MONTHS ENDED JUNE 30, 2014 CONDENSED CONSOLIDATING STATEMENT OF OPERATIONS (Unaudited) Hexion Inc. Combined Subsidiary Guarantors Combined Non-Guarantor Subsidiaries Eliminations Consolidated Net sales $ 595 $ — $ 804 $ (62 ) $ 1,337 Cost of sales 524 — 711 (62 ) 1,173 Gross profit 71 — 93 — 164 Selling, general and administrative expense 24 — 69 — 93 Business realignment costs 10 — 2 — 12 Other operating expense (income), net 2 — (3 ) — (1 ) Operating income 35 — 25 — 60 Interest expense, net 74 — 2 — 76 Intercompany interest (income) expense, net (24 ) — 24 — — Other non-operating expense (income), net 5 — (2 ) — 3 (Loss) income before income tax and earnings from unconsolidated entities (20 ) — 1 — (19 ) Income tax expense 2 — 7 — 9 Loss before earnings from unconsolidated entities (22 ) — (6 ) — (28 ) Earnings from unconsolidated entities, net of taxes — 5 1 — 6 Net (loss) income $ (22 ) $ 5 $ (5 ) $ — $ (22 ) Comprehensive (loss) income $ (26 ) $ 5 $ (11 ) $ 6 $ (26 ) HEXION INC. SIX MONTHS ENDED JUNE 30, 2015 CONDENSED CONSOLIDATING STATEMENT OF OPERATIONS (Unaudited) Hexion Inc. Combined Subsidiary Guarantors Combined Non-Guarantor Subsidiaries Eliminations Consolidated Net sales $ 908 $ — $ 1,355 $ (97 ) $ 2,166 Cost of sales 803 — 1,142 (97 ) 1,848 Gross profit 105 — 213 — 318 Selling, general and administrative expense 60 — 98 — 158 Business realignment costs 3 — 5 — 8 Other operating expense, net 4 — 6 — 10 Operating income 38 — 104 — 142 Interest expense, net 158 — 3 — 161 Intercompany interest (income) expense, net (40 ) — 40 — — Other non-operating expense (income), net 69 — (70 ) — (1 ) Loss before income tax and earnings (losses) from unconsolidated entities (149 ) — 131 — (18 ) Income tax (benefit) expense (2 ) — 29 — 27 Loss before earnings (losses) from unconsolidated entities (147 ) — 102 — (45 ) Earnings from unconsolidated entities, net of taxes 111 78 — (180 ) 9 Net (loss) income $ (36 ) $ 78 $ 102 $ (180 ) $ (36 ) Comprehensive (loss) income $ (85 ) $ 79 $ 82 $ (161 ) $ (85 ) HEXION INC. SIX MONTHS ENDED JUNE 30, 2014 CONDENSED CONSOLIDATING STATEMENT OF OPERATIONS (Unaudited) Hexion Inc. Combined Subsidiary Guarantors Combined Non-Guarantor Subsidiaries Eliminations Consolidated Net sales $ 1,173 $ — $ 1,576 $ (119 ) $ 2,630 Cost of sales 1,029 — 1,389 (119 ) 2,299 Gross profit 144 — 187 — 331 Selling, general and administrative expense 51 — 136 — 187 Business realignment costs 15 — 3 — 18 Other operating expense, net 3 — — — 3 Operating income 75 — 48 — 123 Interest expense, net 149 — 4 — 153 Intercompany interest (income) expense, net (49 ) — 49 — — Other non-operating expense, net 5 — — — 5 Loss before income tax and (losses) earnings from unconsolidated entities (30 ) — (5 ) — (35 ) Income tax (benefit) expense (3 ) — 18 — 15 Loss before (losses) earnings from unconsolidated entities (27 ) — (23 ) — (50 ) (Losses) earnings from unconsolidated entities, net of taxes (13 ) 4 2 17 10 Net (loss) income $ (40 ) $ 4 $ (21 ) $ 17 $ (40 ) Comprehensive (loss) income $ (41 ) $ 4 $ (18 ) $ 14 $ (41 ) HEXION INC. SIX MONTHS ENDED JUNE 30, 2015 CONDENSED CONSOLIDATING STATEMENT OF CASH FLOWS (Unaudited) Hexion Inc. Combined Subsidiary Guarantors Combined Non-Guarantor Subsidiaries Eliminations Consolidated Cash flows (used in) provided by operating activities $ (148 ) $ 9 $ 176 $ (9 ) $ 28 Cash flows provided by (used in) investing activities Capital expenditures (42 ) — (37 ) — (79 ) Proceeds from the sale of investments, net — — 4 — 4 Return of capital from subsidiary from sales of accounts receivable 151 (a) — — (151 ) — 109 — (33 ) (151 ) (75 ) Cash flows (used in) provided by financing activities Net short-term debt repayments (5 ) — — — (5 ) Borrowings of long-term debt 470 — 20 — 490 Repayments of long-term debt (255 ) — (19 ) — (274 ) Net intercompany loan (repayments) borrowings (5 ) — 5 — — Long-term debt and credit facility financing fees (8 ) — — — (8 ) Common stock dividends paid — (9 ) — 9 — Return of capital to parent from sales of accounts receivable — — (151 ) (a) 151 — 197 (9 ) (145 ) 160 203 Effect of exchange rates on cash and cash equivalents — — (4 ) — (4 ) Increase (decrease) in cash and cash equivalents 158 — (6 ) — 152 Cash and cash equivalents (unrestricted) at beginning of period 23 — 133 — 156 Cash and cash equivalents (unrestricted) at end of period $ 181 $ — $ 127 $ — $ 308 (a) During the six months ended June 30, 2015 , Hexion Inc. contributed receivables of $151 to a non-guarantor subsidiary as capital contributions, resulting in a non-cash transaction. During the six months ended June 30, 2015 , the non-guarantor subsidiary sold the contributed receivables to certain banks under various supplier financing agreements. The cash proceeds were returned to Hexion Inc. by the non-guarantor subsidiary as a return of capital. The sale of receivables has been included within cash flows from operating activities on the Combined non-guarantor subsidiaries. The return of the cash proceeds from the sale of receivables has been included as a financing outflow and an investing inflow on the Combined Non-Guarantor Subsidiaries and Hexion Inc., respectively. HEXION INC. SIX MONTHS ENDED JUNE 30, 2014 CONDENSED CONSOLIDATING STATEMENT OF CASH FLOWS (Unaudited) Hexion Inc. Combined Subsidiary Guarantors Combined Non-Guarantor Subsidiaries Eliminations Consolidated Cash flows (used in) provided by operating activities $ (270 ) $ 6 $ 84 $ (6 ) $ (186 ) Cash flows provided by (used in) investing activities Capital expenditures (41 ) — (37 ) — (78 ) Proceeds from sale of investments, net — — 3 — 3 Change in restricted cash — (2 ) — (2 ) Capital contribution to subsidiary (16 ) (10 ) — 26 — Disbursement of affiliated loan — — (50 ) — (50 ) Repayment of affiliated loan — — 50 — 50 Acquisition of businesses (52 ) (12 ) (64 ) Return of capital from subsidiary from sales of accounts receivable 186 (a) — — (186 ) — Investment in unconsolidated affiliates, net — — (2 ) — (2 ) 77 (10 ) (50 ) (160 ) (143 ) Cash flows (used in) provided by financing activities Net short-term debt borrowings — — 27 — 27 Borrowings of long-term debt 115 — 45 — 160 Repayments of long-term debt (69 ) — (48 ) (117 ) Net intercompany loan borrowings (repayments) 9 — (9 ) — — Capital contribution from parent — 10 16 (26 ) — Common stock dividends paid — (6 ) — 6 — Return of capital to parent from sales of accounts receivable — — (186 ) (a) 186 — 55 4 (155 ) 166 70 Effect of exchange rates on cash and cash equivalents — — (1 ) — (1 ) Decrease in cash and cash equivalents (138 ) — (122 ) — (260 ) Cash and cash equivalents (unrestricted) at beginning of period 170 — 209 — 379 Cash and cash equivalents (unrestricted) at end of period $ 32 $ — $ 87 $ — $ 119 (a) During the six months ended June 30, 2014 , Hexion Inc. contributed receivables of $186 to a non-guarantor subsidiary as capital contributions, resulting in a non-cash transaction. During the six months ended June 30, 2014 , the non-guarantor subsidiary sold the contributed receivables to certain banks under various supplier financing agreements. The cash proceeds were returned to Hexion Inc. by the non-guarantor subsidiary as a return of capital. The sale of receivables has been included within cash flows from operating activities on the Combined non-guarantor subsidiaries. The return of the cash proceeds from the sale of receivables has been included as a financing outflow and an investing inflow on the Combined Non-Guarantor Subsidiaries and Hexion Inc., respectively. |
Significant Accounting Polici21
Significant Accounting Policies Level 2 (Policies) | 6 Months Ended |
Jun. 30, 2015 | |
Accounting Policies [Abstract] | |
Use of Estimates, Policy [Policy Text Block] | Use of Estimates —The preparation of financial statements in conformity with U.S. GAAP requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities, and also requires the disclosure of contingent assets and liabilities at the date of the financial statements. In addition, it requires management to make estimates and assumptions that affect the reported amounts of revenues and expenses during the reporting period. Actual results could differ from these estimates. |
Accounting Changes [Text Block] | Change in Accounting Policy —In the first quarter 2015, the Company elected to change its accounting policies related to the recognition of gains and losses for pension and OPEB plans to a more preferable policy under U.S. GAAP. Specifically, such gains and losses historically recognized as a component of “Other comprehensive income (loss)”, and amortized into net income (loss) in future periods, will be recognized in earnings in the period in which they occur. In addition, the Company has changed its policy for recognizing expected returns on plan assets from a market-related value method (based on a five-year smoothing of asset returns), to a fair value method. Under the new policies, upon the Company’s annual remeasurement of its pension and OPEB plans in the fourth quarter, or on an interim basis as triggering events warrant remeasurement, the Company will immediately recognize gains and losses as a mark-to-market (“MTM”) gain or loss through earnings. As such, under the new policies, the Company’s net periodic pension and OPEB expense recognized on a quarterly basis will consist of i) service cost, interest cost, expected return on plan assets, amortization of prior service cost/credits and ii) MTM adjustments recognized annually in the fourth quarter upon remeasurement of pension and OPEB liabilities or when triggering events warrant remeasurement. The Company believes that these changes are preferable as they provide greater transparency of the Company’s economic obligations in accounting results and better alignment with fair value accounting principles by recognizing the effects of economic and interest rate changes on pension and OPEB assets and liabilities in the year in which the gains and losses are incurred. The impact of these pension and OPEB accounting policy changes was applied through retrospective application of the new policies to all periods presented. Accordingly, all relevant information as of, and for the three and six months ended, June 30, 2015 and all prior periods has been adjusted to reflect the application of the changes. As of January 1, 2015, the cumulative effect of these changes was a $229 increase to “Accumulated deficit”, a $232 decrease to “Accumulated other comprehensive loss”, a $2 increase to “Finished and in-process goods” and a $1 increase to “Noncontrolling interest” in the unaudited Condensed Consolidated Balance Sheets. The effects of the aforementioned accounting policy changes to the unaudited Condensed Consolidated Financial Statements are as follows: Previous Accounting Method Effect of Accounting Change As Reported Unaudited Condensed Consolidated Statement of Operations for the three months ended June 30, 2015: Cost of sales $ 927 $ (2 ) $ 925 Selling, general and administrative expense $ 79 $ (3 ) $ 76 Income tax expense — 1 $ 1 Net loss (6 ) 4 (2 ) Unaudited Condensed Consolidated Statement of Comprehensive Loss for the three months ended June 30, 2015: Net loss $ (6 ) $ 4 $ (2 ) Gain recognized from pension and postretirement benefits 6 (6 ) — Comprehensive income 13 (2 ) 11 As Previously Reported Effect of Accounting Change As Adjusted Unaudited Condensed Consolidated Statement of Operations for the three months ended June 30, 2014: Cost of sales $ 1,174 $ (1 ) $ 1,173 Selling, general and administrative expense $ 95 $ (2 ) 93 Income tax expense 11 (2 ) 9 Net loss (27 ) 5 (22 ) Unaudited Condensed Consolidated Statement of Comprehensive Loss for the three months ended June 30, 2014: Net loss $ (27 ) $ 5 $ (22 ) Gain recognized from pension and postretirement benefits 2 (2 ) — Comprehensive loss (29 ) 3 (26 ) Previous Accounting Method Effect of Accounting Change As Reported Unaudited Condensed Consolidated Statement of Operations for the six months ended June 30, 2015: Cost of sales $ 1,850 $ (2 ) $ 1,848 Selling, general and administrative expense $ 164 $ (6 ) $ 158 Net loss (44 ) 8 (36 ) Unaudited Condensed Consolidated Statement of Cash Flows for the six months ended June 30, 2015: Net loss $ (44 ) $ 8 $ (36 ) Changes in inventories 6 2 8 Net changes in other liabilities, current and long-term 7 (10 ) (3 ) Unaudited Condensed Consolidated Statement of Comprehensive Loss for the six months ended June 30, 2015: Net loss $ (44 ) $ 8 $ (36 ) Gain recognized from pension and postretirement benefits 11 (11 ) — Comprehensive loss (82 ) (3 ) (85 ) As Previously Reported Effect of Accounting Change As Adjusted Unaudited Condensed Consolidated Statement of Operations for the six months ended June 30, 2014: Cost of sales $ 2,303 $ (4 ) $ 2,299 Selling, general and administrative expense 191 (4 ) 187 Income tax expense 21 (6 ) 15 Net loss (54 ) 14 (40 ) Unaudited Condensed Consolidated Statement of Cash Flows for the six months ended June 30, 2014: Net loss $ (54 ) $ 14 $ (40 ) Changes in inventories (120 ) (2 ) (122 ) Changes in income taxes payable 5 (6 ) (1 ) Net changes in other liabilities, current and long-term (12 ) (6 ) (18 ) Unaudited Condensed Consolidated Statement of Comprehensive Loss for the six months ended June 30, 2014: Net loss $ (54 ) $ 14 $ (40 ) Gain recognized from pension and postretirement benefits 5 (5 ) — Comprehensive loss (50 ) 9 (41 ) In addition, the effect of these accounting changes increased Segment EBITDA by $3 and $6 for the three and six months ended, June 30, 2014, respectively. For additional discussion and a reconciliation of Segment EBITDA to Net loss, see Note 9. The notes to the unaudited Condensed Consolidated Financial Statements herein have been adjusted to reflect the impact of these changes accordingly. |
Subsequent Events, Policy [Policy Text Block] | Subsequent Events —The Company has evaluated events and transactions subsequent to June 30, 2015 through the date of issuance of its unaudited Condensed Consolidated Financial Statements. |
New Accounting Pronouncements, Policy [Policy Text Block] | Recently Issued Accounting Standards In May, 2014, the Financial Accounting Standards Board (“FASB”) issued Accounting Standards Board Update No. 2014-09: Revenue from Contracts with Customers (Topic 606) (“ASU 2014-09”). ASU 2014-09 supersedes the existing revenue recognition guidance and most industry-specific guidance applicable to revenue recognition. According to the new guidance, an entity will apply a principles-based five step model to recognize revenue upon the transfer of promised goods or services to customers and in an amount that reflects the consideration for which the entity expects to be entitled in exchange for those goods or services. The revised effective date for ASU 2014-09 is for annual and interim periods beginning on or after December 15, 2017, and early adoption will be permitted for annual and interim periods beginning on or after December 15, 2016. Entities will have the option of using either a full retrospective approach or a modified approach to adopt the guidance in ASU 2014-09. The Company is currently assessing the potential impact of ASU 2014-09 on its financial statements. In January 2015, the FASB issued Accounting Standards Board Update No. 2015-01: Income Statement—Extraordinary and Unusual Items (Subtopic 225-20): Simplifying Income Statement Presentation by Eliminating the Concept of Extraordinary Items (“ASU 2015-01”). ASU 2015-01 eliminates from U.S. GAAP the concept of extraordinary items and removes the requirement to present extraordinary items separately on the income statement, net of tax. The guidance is effective for annual periods beginning after December 15, 2015, including interim periods within that reporting period. The requirements of ASU 2015-01 are not expected to have a significant impact on the Company’s financial statements. In February 2015, the FASB issued Accounting Standards Board Update No. 2015-02: Consolidation (Topic 810): Amendments to the Consolidation Analysis (“ASU 2015-02”). ASU 2015-02 amends the existing consolidation guidance related to (i) limited partnerships and similar legal entities, (ii) the evaluation of fees paid to a decision maker or a service provider as variable interest, (iii) the effect of fee arrangements on the primary beneficiary determination, and (iv) the effect of related parties on the primary beneficiary determination. ASU 2015-02 simplifies the existing guidance by reducing the number of consolidation models from four to two, reducing the extent to which related party arrangements cause an entity to be considered a primary beneficiary, and placing more emphasis on the risk of loss when determining a controlling financial interest. The guidance is effective for annual periods beginning after December 15, 2015, including interim periods within that reporting period. The requirements of ASU 2015-02 are not expected to have a significant impact on the Company’s financial statements. In April 2015, the FASB issued Accounting Standards Board Update No. 2015-03: Interest—Imputation of Interest (Subtopic 835-30): Simplifying the Presentation of Debt Issuance Costs (“ASU 2015-03”). ASU 2015-03 requires that debt issuance costs be presented in the balance sheet as a direct deduction from the carrying value of the associated debt liability, and also requires that the amortization of such costs be reported as interest expense. The guidance is effective for annual periods beginning after December 15, 2015, including interim periods within that reporting period, and early adoption is permitted. Based on unamortized debt issuance costs as of June 30, 2015, the Company estimates approximately $60 of debt issuance costs would be reclassified from “Other long-term assets” to “Long term debt” within the Company’s Consolidated Balance Sheets. In July 2015, the FASB issued Accounting Standards Board Update No. 2015-11: Simplifying the Measurement of Inventory (Topic 330) (“ASU 2015-11”) as part of the overall FASB simplification initiative. ASU 2015-11 replaces the existing concept of market value of inventory (where market was defined as replacement cost, with a ceiling of net realizable value and floor of net realizable value less a normal profit margin) with the single measurement of net realizable value. The guidance is effective for annual periods beginning after December 15, 2016, including interim periods within that reporting period. The Company is currently assessing the potential impact of ASU 2015-11 on its financial statements. |
Significant Accounting Polici22
Significant Accounting Policies Level 3 (Tables) | 6 Months Ended |
Jun. 30, 2015 | |
Accounting Policy Changes [Abstract] | |
Accounting Policy Changes [Table Text Block] | Previous Accounting Method Effect of Accounting Change As Reported Unaudited Condensed Consolidated Statement of Operations for the six months ended June 30, 2015: Cost of sales $ 1,850 $ (2 ) $ 1,848 Selling, general and administrative expense $ 164 $ (6 ) $ 158 Net loss (44 ) 8 (36 ) Unaudited Condensed Consolidated Statement of Cash Flows for the six months ended June 30, 2015: Net loss $ (44 ) $ 8 $ (36 ) Changes in inventories 6 2 8 Net changes in other liabilities, current and long-term 7 (10 ) (3 ) Unaudited Condensed Consolidated Statement of Comprehensive Loss for the six months ended June 30, 2015: Net loss $ (44 ) $ 8 $ (36 ) Gain recognized from pension and postretirement benefits 11 (11 ) — Comprehensive loss (82 ) (3 ) (85 ) As Previously Reported Effect of Accounting Change As Adjusted Unaudited Condensed Consolidated Statement of Operations for the six months ended June 30, 2014: Cost of sales $ 2,303 $ (4 ) $ 2,299 Selling, general and administrative expense 191 (4 ) 187 Income tax expense 21 (6 ) 15 Net loss (54 ) 14 (40 ) Unaudited Condensed Consolidated Statement of Cash Flows for the six months ended June 30, 2014: Net loss $ (54 ) $ 14 $ (40 ) Changes in inventories (120 ) (2 ) (122 ) Changes in income taxes payable 5 (6 ) (1 ) Net changes in other liabilities, current and long-term (12 ) (6 ) (18 ) Unaudited Condensed Consolidated Statement of Comprehensive Loss for the six months ended June 30, 2014: Net loss $ (54 ) $ 14 $ (40 ) Gain recognized from pension and postretirement benefits 5 (5 ) — Comprehensive loss (50 ) 9 (41 ) Previous Accounting Method Effect of Accounting Change As Reported Unaudited Condensed Consolidated Statement of Operations for the three months ended June 30, 2015: Cost of sales $ 927 $ (2 ) $ 925 Selling, general and administrative expense $ 79 $ (3 ) $ 76 Income tax expense — 1 $ 1 Net loss (6 ) 4 (2 ) Unaudited Condensed Consolidated Statement of Comprehensive Loss for the three months ended June 30, 2015: Net loss $ (6 ) $ 4 $ (2 ) Gain recognized from pension and postretirement benefits 6 (6 ) — Comprehensive income 13 (2 ) 11 As Previously Reported Effect of Accounting Change As Adjusted Unaudited Condensed Consolidated Statement of Operations for the three months ended June 30, 2014: Cost of sales $ 1,174 $ (1 ) $ 1,173 Selling, general and administrative expense $ 95 $ (2 ) 93 Income tax expense 11 (2 ) 9 Net loss (27 ) 5 (22 ) Unaudited Condensed Consolidated Statement of Comprehensive Loss for the three months ended June 30, 2014: Net loss $ (27 ) $ 5 $ (22 ) Gain recognized from pension and postretirement benefits 2 (2 ) — Comprehensive loss (29 ) 3 (26 ) |
Restructuring (Tables)
Restructuring (Tables) | 6 Months Ended |
Jun. 30, 2015 | |
Restructuring and Related Activities [Abstract] | |
Restructuring and Related Costs [Table Text Block] | Epoxy, Phenolic and Coating Resins Corporate and Other Total Restructuring costs expected to be incurred $ 11 $ 6 $ 17 Cumulative restructuring costs incurred through June 30, 2015 $ 10 $ 6 $ 16 Accrued liability at December 31, 2014 $ 9 $ 3 $ 12 Restructuring charges — 2 2 Payments (5 ) (2 ) (7 ) Accrued liability at June 30, 2015 $ 4 $ 3 $ 7 Restructuring costs expected to be incurred $ 17 Cumulative restructuring costs incurred through June 30, 2015 $ 16 Accrued liability at December 31, 2014 $ 12 Restructuring charges 2 Payments (7 ) Accrued liability at June 30, 2015 $ 7 |
Fair Value Level 3 (Tables)
Fair Value Level 3 (Tables) | 6 Months Ended |
Jun. 30, 2015 | |
Fair Value Disclosures [Abstract] | |
Fair Value, by Balance Sheet Grouping [Table Text Block] | The following table summarizes the carrying amount and fair value of the Company’s non-derivative financial instruments: Carrying Amount Fair Value Level 1 Level 2 Level 3 Total June 30, 2015 Debt $ 4,037 $ — $ 3,554 $ 8 $ 3,562 December 31, 2014 Debt $ 3,834 $ — $ 3,386 $ 9 $ 3,395 |
Debt Obligations Level 3 (Table
Debt Obligations Level 3 (Tables) | 6 Months Ended |
Jun. 30, 2015 | |
Debt Disclosure [Abstract] | |
Schedule of Debt [Table Text Block] | Debt outstanding at June 30, 2015 and December 31, 2014 is as follows: June 30, 2015 December 31, 2014 Long-Term Due Within One Year Long-Term Due Within One Year ABL Facility $ — $ — $ 60 $ — Senior Secured Notes: 6.625% First-Priority Senior Secured Notes due 2020 (includes $5 and $6 of unamortized debt premium at June 30, 2015 and December 31, 2014, respectively) 1,555 — 1,556 — 10.00% First-Priority Senior Secured Notes due 2020 315 — — — 8.875% Senior Secured Notes due 2018 (includes $3 of unamortized debt discount) 1,197 — 1,197 — 9.00% Second-Priority Senior Secured Notes due 2020 574 — 574 — Debentures: 9.2% debentures due 2021 74 — 74 — 7.875% debentures due 2023 189 — 189 — 8.375% sinking fund debentures due 2016 — — 20 20 Other Borrowings: Australia Facility due 2017 32 3 36 4 Brazilian bank loans 9 48 9 47 Capital leases 7 1 8 1 Other 10 23 12 27 Total $ 3,962 $ 75 $ 3,735 $ 99 |
Commitments and Contingencies L
Commitments and Contingencies Level 3 (Tables) | 6 Months Ended |
Jun. 30, 2015 | |
Commitments and Contingencies Disclosure [Abstract] | |
Schedule of Environmental Loss Contingencies by Site [Table Text Block] | . Liability Range of Reasonably Possible Costs at June 30, 2015 Site Description June 30, 2015 December 31, 2014 Low High Geismar, LA $ 15 $ 15 $ 9 $ 22 Superfund and offsite landfills – allocated share: Less than 1% 1 — — 2 Equal to or greater than 1% 7 7 5 13 Currently-owned 5 9 3 11 Formerly-owned: Remediation 31 30 31 46 Monitoring only 1 1 — 1 Total $ 60 $ 62 $ 48 $ 95 |
Pension and Postretirement Ex27
Pension and Postretirement Expense Level 3 (Tables) | 6 Months Ended |
Jun. 30, 2015 | |
Defined Benefit Pension Plans and Defined Benefit Postretirement Plans Disclosure [Abstract] | |
Schedule of Changes in Projected Benefit Obligations [Table Text Block] | Following are the components of net pension and postretirement (benefit) expense recognized by the Company for the three and six months ended June 30, 2015 and 2014 (see Note 2): Pension Benefits Non-Pension Postretirement Benefits Three Months Ended June 30, Three Months Ended June 30, 2015 2014 2015 2014 U.S. Plans Non-U.S. Plans U.S. Plans Non-U.S. Plans U.S. Plans Non-U.S. Plans U.S. Plans Non-U.S. Plans Service cost $ 1 $ 4 $ — $ 4 $ — $ — $ — $ — Interest cost on projected benefit obligation 3 2 4 4 — 1 — 1 Expected return on assets (4 ) (3 ) (4 ) (4 ) — — — — Net expense $ — $ 3 $ — $ 4 $ — $ 1 $ — $ 1 Pension Benefits Non-Pension Postretirement Benefits Six Months Ended June 30, Six Months Ended June 30, 2015 2014 2015 2014 U.S. Plans Non-U.S. Plans U.S. Plans Non-U.S. Plans U.S. Plans Non-U.S. Plans U.S. Plans Non-U.S. Plans Service cost $ 2 $ 8 $ 1 $ 8 $ — $ — $ — $ — Interest cost on projected benefit obligation 5 5 6 8 — 1 — 1 Expected return on assets (8 ) (6 ) (8 ) (8 ) — — — — Net (benefit) expense $ (1 ) $ 7 $ (1 ) $ 8 $ — $ 1 $ — $ 1 |
Segment Information Level 3 (Ta
Segment Information Level 3 (Tables) | 6 Months Ended |
Jun. 30, 2015 | |
Segment Reporting [Abstract] | |
Schedule of Revenue from External Customers and Long-Lived Assets, by Geographical Areas [Table Text Block] | Net Sales (1) : Three Months Ended June 30, Six Months Ended June 30, 2015 2014 2015 2014 Epoxy, Phenolic and Coating Resins $ 683 $ 862 $ 1,357 $ 1,679 Forest Products Resins 404 475 809 951 Total $ 1,087 $ 1,337 $ 2,166 $ 2,630 (1) Intersegment sales are not significant and, as such, are eliminated within the selling segment. |
Schedule of Segment Reporting Information, by Segment [Table Text Block] | Segment EBITDA: Three Months Ended June 30, Six Months Ended June 30, 2015 2014 2015 2014 Epoxy, Phenolic and Coating Resins $ 88 $ 77 $ 173 $ 157 Forest Products Resins 62 66 123 128 Corporate and Other (17 ) (20 ) (36 ) (42 ) Total $ 133 $ 123 $ 260 $ 243 |
Reconciliation of Segment EBITDA to Net Income [Table Text Block] | Reconciliation of Segment EBITDA to Net Loss: Three Months Ended June 30, Six Months Ended June 30, 2015 2014 2015 2014 Segment EBITDA: Epoxy, Phenolic and Coating Resins $ 88 $ 77 $ 173 $ 157 Forest Products Resins 62 66 123 128 Corporate and Other (17 ) (20 ) (36 ) (42 ) Total $ 133 $ 123 $ 260 $ 243 Reconciliation: Items not included in Segment EBITDA: Business realignment costs $ (5 ) $ (12 ) $ (8 ) $ (18 ) Integration costs — (3 ) — (5 ) Realized and unrealized foreign currency losses — (1 ) (3 ) (4 ) Other (11 ) (8 ) (29 ) (17 ) Total adjustments (16 ) (24 ) (40 ) (44 ) Interest expense, net (84 ) (76 ) (161 ) (153 ) Income tax expense (1 ) (9 ) (27 ) (15 ) Depreciation and amortization (34 ) (36 ) (68 ) (71 ) Net loss $ (2 ) $ (22 ) $ (36 ) $ (40 ) |
Summarized Financial Informat29
Summarized Financial Information of Unconsolidated Affiliate Level 3 (Tables) | 6 Months Ended |
Jun. 30, 2015 | |
Summarized Financial Information of Unconsolidated Affiliate [Abstract] | |
Schedule of Variable Interest Entities [Table Text Block] | Summarized financial information of the unconsolidated affiliate HAI as of June 30, 2015 and December 31, 2014 and for the three and six months ended June 30, 2015 and 2014 is as follows: June 30, December 31, Current assets $ 29 $ 38 Non-current assets 24 26 Current liabilities 14 16 Non-current liabilities 2 2 Three Months Ended June 30, Six Months Ended June 30, 2015 2014 2015 2014 Net sales $ 41 $ 49 $ 83 $ 94 Gross profit 16 12 33 23 Pre-tax income 9 8 19 15 Net income 9 8 18 15 |
Changes in Accumulated Other 30
Changes in Accumulated Other Comprehensive Income Level 3 (Tables) | 6 Months Ended |
Jun. 30, 2015 | |
Changes of Accumulated Other Comprehensive Income [Abstract] | |
Schedule of Accumulated Other Comprehensive Income (Loss) [Table Text Block] | Three Months Ended June 30, 2015 Three Months Ended June 30, 2014 Defined Benefit Pension and Postretirement Plans Foreign Currency Translation Adjustments Total Defined Benefit Pension and Postretirement Plans Foreign Currency Translation Adjustments Total Beginning balance $ 4 $ 7 $ 11 $ — $ 133 $ 133 Other comprehensive income (loss) before reclassifications, net of tax — 13 13 — (4 ) (4 ) Amounts reclassified from Accumulated other comprehensive loss, net of tax — — — — — — Net other comprehensive income (loss) — 13 13 — (4 ) (4 ) Ending balance $ 4 $ 20 $ 24 $ — $ 129 $ 129 Six Months Ended June 30, 2015 Six Months Ended June 30, 2014 Defined Benefit Pension and Postretirement Plans Foreign Currency Translation Adjustments Total Defined Benefit Pension and Postretirement Plans Foreign Currency Translation Adjustments Total Beginning balance $ 4 $ 69 $ 73 $ — $ 130 $ 130 Other comprehensive loss before reclassifications, net of tax — (49 ) (49 ) — (1 ) (1 ) Amounts reclassified from Accumulated other comprehensive loss, net of tax — — — — — — Net other comprehensive loss — (49 ) (49 ) — (1 ) (1 ) Ending balance $ 4 $ 20 $ 24 $ — $ 129 $ 129 |
Guarantor Non-Guarantor Subsi31
Guarantor Non-Guarantor Subsidiary Financial Information Level 3 (Tables) | 6 Months Ended |
Jun. 30, 2015 | |
Guarantor Non Guarantor Subsidary Financial Information [Abstract] | |
Condensed Consolidating Balance Sheet [Table Text Block] | HEXION INC. JUNE 30, 2015 CONDENSED CONSOLIDATING BALANCE SHEET (Unaudited) Hexion Inc. Combined Subsidiary Guarantors Combined Non-Guarantor Subsidiaries Eliminations Consolidated Assets Current assets: Cash and cash equivalents (including restricted cash of $0 and $16, respectively) $ 181 $ — $ 143 $ — $ 324 Short-term investments — — 2 — 2 Accounts receivable, net 150 — 475 — 625 Intercompany accounts receivable 112 — 121 (233 ) — Intercompany loans receivable - current portion 21 — 40 (61 ) — Inventories: — — Finished and in-process goods 106 — 161 — 267 Raw materials and supplies 44 — 63 — 107 Other current assets 28 — 34 — 62 Total current assets 642 — 1,039 (294 ) 1,387 Investment in unconsolidated entities 164 31 24 (177 ) 42 Deferred income taxes — — 15 — 15 Other assets, net 74 6 28 — 108 Intercompany loans receivable 1,268 29 107 (1,404 ) — Property and equipment, net 539 — 486 — 1,025 Goodwill 66 — 49 — 115 Other intangible assets, net 52 — 20 — 72 Total assets $ 2,805 $ 66 $ 1,768 $ (1,875 ) $ 2,764 Liabilities and Deficit Current liabilities: Accounts payable $ 145 $ — $ 280 $ — $ 425 Intercompany accounts payable 121 — 112 (233 ) — Debt payable within one year — — 75 — 75 Intercompany loans payable within one year 40 — 21 (61 ) — Interest payable 87 — 1 — 88 Income taxes payable 6 — 18 — 24 Accrued payroll and incentive compensation 27 — 31 — 58 Other current liabilities 69 — 53 — 122 Total current liabilities 495 — 591 (294 ) 792 Long-term liabilities: Long-term debt 3,909 — 53 — 3,962 Intercompany loans payable 117 6 1,281 (1,404 ) — Accumulated losses of unconsolidated subsidiaries in excess of investment 536 177 — (713 ) — Long-term pension and post employment benefit obligations 55 — 204 — 259 Deferred income taxes 10 — 8 — 18 Other long-term liabilities 116 — 52 — 168 Total liabilities 5,238 183 2,189 (2,411 ) 5,199 Total Hexion Inc. shareholder’s deficit (2,433 ) (117 ) (419 ) 536 (2,433 ) Noncontrolling interest — — (2 ) — (2 ) Total deficit (2,433 ) (117 ) (421 ) 536 (2,435 ) Total liabilities and deficit $ 2,805 $ 66 $ 1,768 $ (1,875 ) $ 2,764 HEXION INC. DECEMBER 31, 2014 CONDENSED CONSOLIDATING BALANCE SHEET Hexion Inc. Combined Subsidiary Guarantors Combined Non-Guarantor Subsidiaries Eliminations Consolidated Assets Current assets: Cash and cash equivalents (including restricted cash of $0 and $16, respectively) $ 23 $ — $ 149 $ — $ 172 Short-term investments — — 7 — 7 Accounts receivable, net 174 — 417 — 591 Intercompany accounts receivable 118 — 138 (256 ) — Intercompany loans receivable - current portion 265 — 43 (308 ) — Inventories: — Finished and in-process goods 117 — 173 — 290 Raw materials and supplies 46 — 64 — 110 Other current assets 36 — 37 — 73 Total current assets 779 — 1,028 (564 ) 1,243 Investment in unconsolidated entities 234 34 29 (249 ) 48 Deferred income taxes — — 18 — 18 Other assets, net 76 6 28 — 110 Intercompany loans receivable 1,046 28 17 (1,091 ) — Property and equipment, net 534 — 521 — 1,055 Goodwill 65 — 54 — 119 Other intangible assets, net 56 — 25 — 81 Total assets $ 2,790 $ 68 $ 1,720 $ (1,904 ) $ 2,674 Liabilities and Deficit Current liabilities: Accounts payable $ 142 $ — $ 284 $ — $ 426 Intercompany accounts payable 138 — 118 (256 ) — Debt payable within one year 26 — 73 — 99 Intercompany loans payable within one year 43 — 265 (308 ) — Interest payable 81 — 1 — 82 Income taxes payable 6 — 6 — 12 Accrued payroll and incentive compensation 34 — 33 — 67 Other current liabilities 69 — 66 — 135 Total current liabilities 539 — 846 (564 ) 821 Long term liabilities: Long-term debt 3,674 — 61 — 3,735 Intercompany loans payable 36 6 1,049 (1,091 ) — Accumulated losses of unconsolidated subsidiaries in excess of investment 705 249 — (954 ) — Long-term pension and post employment benefit obligations 59 — 219 — 278 Deferred income taxes 8 — 11 — 19 Other long-term liabilities 117 — 54 — 171 Total liabilities 5,138 255 2,240 (2,609 ) 5,024 Total Hexion Inc. shareholder’s deficit (2,348 ) (187 ) (518 ) 705 (2,348 ) Noncontrolling interest — — (2 ) — (2 ) Total deficit (2,348 ) (187 ) (520 ) 705 (2,350 ) Total liabilities and deficit $ 2,790 $ 68 $ 1,720 $ (1,904 ) $ 2,674 |
Condensed Consolidating Statement of Operations [Table Text Block] | HEXION INC. THREE MONTHS ENDED JUNE 30, 2015 CONDENSED CONSOLIDATING STATEMENT OF OPERATIONS (Unaudited) Hexion Inc. Combined Subsidiary Guarantors Combined Non-Guarantor Subsidiaries Eliminations Consolidated Net sales $ 443 $ — $ 692 $ (48 ) $ 1,087 Cost of sales 398 — 575 (48 ) 925 Gross profit 45 — 117 — 162 Selling, general and administrative expense 25 — 51 — 76 Business realignment costs 1 — 4 — 5 Other operating expense, net — — 2 — 2 Operating income 19 — 60 — 79 Interest expense, net 83 — 1 — 84 Intercompany interest (income) expense, net (20 ) — 20 — — Other non-operating (income) expense, net (32 ) — 34 — 2 (Loss) income before income tax and earnings (losses) from unconsolidated entities (12 ) — 5 — (7 ) Income tax expense (benefit) 3 — (2 ) — 1 (Loss) income before earnings from unconsolidated entities (15 ) — 7 — (8 ) Earnings from unconsolidated entities, net of taxes 13 4 2 (13 ) 6 Net (loss) income $ (2 ) $ 4 $ 9 $ (13 ) $ (2 ) Comprehensive income $ 11 $ 5 $ 14 $ (19 ) $ 11 HEXION INC. THREE MONTHS ENDED JUNE 30, 2014 CONDENSED CONSOLIDATING STATEMENT OF OPERATIONS (Unaudited) Hexion Inc. Combined Subsidiary Guarantors Combined Non-Guarantor Subsidiaries Eliminations Consolidated Net sales $ 595 $ — $ 804 $ (62 ) $ 1,337 Cost of sales 524 — 711 (62 ) 1,173 Gross profit 71 — 93 — 164 Selling, general and administrative expense 24 — 69 — 93 Business realignment costs 10 — 2 — 12 Other operating expense (income), net 2 — (3 ) — (1 ) Operating income 35 — 25 — 60 Interest expense, net 74 — 2 — 76 Intercompany interest (income) expense, net (24 ) — 24 — — Other non-operating expense (income), net 5 — (2 ) — 3 (Loss) income before income tax and earnings from unconsolidated entities (20 ) — 1 — (19 ) Income tax expense 2 — 7 — 9 Loss before earnings from unconsolidated entities (22 ) — (6 ) — (28 ) Earnings from unconsolidated entities, net of taxes — 5 1 — 6 Net (loss) income $ (22 ) $ 5 $ (5 ) $ — $ (22 ) Comprehensive (loss) income $ (26 ) $ 5 $ (11 ) $ 6 $ (26 ) HEXION INC. SIX MONTHS ENDED JUNE 30, 2015 CONDENSED CONSOLIDATING STATEMENT OF OPERATIONS (Unaudited) Hexion Inc. Combined Subsidiary Guarantors Combined Non-Guarantor Subsidiaries Eliminations Consolidated Net sales $ 908 $ — $ 1,355 $ (97 ) $ 2,166 Cost of sales 803 — 1,142 (97 ) 1,848 Gross profit 105 — 213 — 318 Selling, general and administrative expense 60 — 98 — 158 Business realignment costs 3 — 5 — 8 Other operating expense, net 4 — 6 — 10 Operating income 38 — 104 — 142 Interest expense, net 158 — 3 — 161 Intercompany interest (income) expense, net (40 ) — 40 — — Other non-operating expense (income), net 69 — (70 ) — (1 ) Loss before income tax and earnings (losses) from unconsolidated entities (149 ) — 131 — (18 ) Income tax (benefit) expense (2 ) — 29 — 27 Loss before earnings (losses) from unconsolidated entities (147 ) — 102 — (45 ) Earnings from unconsolidated entities, net of taxes 111 78 — (180 ) 9 Net (loss) income $ (36 ) $ 78 $ 102 $ (180 ) $ (36 ) Comprehensive (loss) income $ (85 ) $ 79 $ 82 $ (161 ) $ (85 ) HEXION INC. SIX MONTHS ENDED JUNE 30, 2014 CONDENSED CONSOLIDATING STATEMENT OF OPERATIONS (Unaudited) Hexion Inc. Combined Subsidiary Guarantors Combined Non-Guarantor Subsidiaries Eliminations Consolidated Net sales $ 1,173 $ — $ 1,576 $ (119 ) $ 2,630 Cost of sales 1,029 — 1,389 (119 ) 2,299 Gross profit 144 — 187 — 331 Selling, general and administrative expense 51 — 136 — 187 Business realignment costs 15 — 3 — 18 Other operating expense, net 3 — — — 3 Operating income 75 — 48 — 123 Interest expense, net 149 — 4 — 153 Intercompany interest (income) expense, net (49 ) — 49 — — Other non-operating expense, net 5 — — — 5 Loss before income tax and (losses) earnings from unconsolidated entities (30 ) — (5 ) — (35 ) Income tax (benefit) expense (3 ) — 18 — 15 Loss before (losses) earnings from unconsolidated entities (27 ) — (23 ) — (50 ) (Losses) earnings from unconsolidated entities, net of taxes (13 ) 4 2 17 10 Net (loss) income $ (40 ) $ 4 $ (21 ) $ 17 $ (40 ) Comprehensive (loss) income $ (41 ) $ 4 $ (18 ) $ 14 $ (41 ) |
Condensed Consolidating Statement of Cash Flows [Table Text Block] | HEXION INC. SIX MONTHS ENDED JUNE 30, 2015 CONDENSED CONSOLIDATING STATEMENT OF CASH FLOWS (Unaudited) Hexion Inc. Combined Subsidiary Guarantors Combined Non-Guarantor Subsidiaries Eliminations Consolidated Cash flows (used in) provided by operating activities $ (148 ) $ 9 $ 176 $ (9 ) $ 28 Cash flows provided by (used in) investing activities Capital expenditures (42 ) — (37 ) — (79 ) Proceeds from the sale of investments, net — — 4 — 4 Return of capital from subsidiary from sales of accounts receivable 151 (a) — — (151 ) — 109 — (33 ) (151 ) (75 ) Cash flows (used in) provided by financing activities Net short-term debt repayments (5 ) — — — (5 ) Borrowings of long-term debt 470 — 20 — 490 Repayments of long-term debt (255 ) — (19 ) — (274 ) Net intercompany loan (repayments) borrowings (5 ) — 5 — — Long-term debt and credit facility financing fees (8 ) — — — (8 ) Common stock dividends paid — (9 ) — 9 — Return of capital to parent from sales of accounts receivable — — (151 ) (a) 151 — 197 (9 ) (145 ) 160 203 Effect of exchange rates on cash and cash equivalents — — (4 ) — (4 ) Increase (decrease) in cash and cash equivalents 158 — (6 ) — 152 Cash and cash equivalents (unrestricted) at beginning of period 23 — 133 — 156 Cash and cash equivalents (unrestricted) at end of period $ 181 $ — $ 127 $ — $ 308 (a) During the six months ended June 30, 2015 , Hexion Inc. contributed receivables of $151 to a non-guarantor subsidiary as capital contributions, resulting in a non-cash transaction. During the six months ended June 30, 2015 , the non-guarantor subsidiary sold the contributed receivables to certain banks under various supplier financing agreements. The cash proceeds were returned to Hexion Inc. by the non-guarantor subsidiary as a return of capital. The sale of receivables has been included within cash flows from operating activities on the Combined non-guarantor subsidiaries. The return of the cash proceeds from the sale of receivables has been included as a financing outflow and an investing inflow on the Combined Non-Guarantor Subsidiaries and Hexion Inc., respectively. HEXION INC. SIX MONTHS ENDED JUNE 30, 2014 CONDENSED CONSOLIDATING STATEMENT OF CASH FLOWS (Unaudited) Hexion Inc. Combined Subsidiary Guarantors Combined Non-Guarantor Subsidiaries Eliminations Consolidated Cash flows (used in) provided by operating activities $ (270 ) $ 6 $ 84 $ (6 ) $ (186 ) Cash flows provided by (used in) investing activities Capital expenditures (41 ) — (37 ) — (78 ) Proceeds from sale of investments, net — — 3 — 3 Change in restricted cash — (2 ) — (2 ) Capital contribution to subsidiary (16 ) (10 ) — 26 — Disbursement of affiliated loan — — (50 ) — (50 ) Repayment of affiliated loan — — 50 — 50 Acquisition of businesses (52 ) (12 ) (64 ) Return of capital from subsidiary from sales of accounts receivable 186 (a) — — (186 ) — Investment in unconsolidated affiliates, net — — (2 ) — (2 ) 77 (10 ) (50 ) (160 ) (143 ) Cash flows (used in) provided by financing activities Net short-term debt borrowings — — 27 — 27 Borrowings of long-term debt 115 — 45 — 160 Repayments of long-term debt (69 ) — (48 ) (117 ) Net intercompany loan borrowings (repayments) 9 — (9 ) — — Capital contribution from parent — 10 16 (26 ) — Common stock dividends paid — (6 ) — 6 — Return of capital to parent from sales of accounts receivable — — (186 ) (a) 186 — 55 4 (155 ) 166 70 Effect of exchange rates on cash and cash equivalents — — (1 ) — (1 ) Decrease in cash and cash equivalents (138 ) — (122 ) — (260 ) Cash and cash equivalents (unrestricted) at beginning of period 170 — 209 — 379 Cash and cash equivalents (unrestricted) at end of period $ 32 $ — $ 87 $ — $ 119 (a) During the six months ended June 30, 2014 , Hexion Inc. contributed receivables of $186 to a non-guarantor subsidiary as capital contributions, resulting in a non-cash transaction. During the six months ended June 30, 2014 , the non-guarantor subsidiary sold the contributed receivables to certain banks under various supplier financing agreements. The cash proceeds were returned to Hexion Inc. by the non-guarantor subsidiary as a return of capital. The sale of receivables has been included within cash flows from operating activities on the Combined non-guarantor subsidiaries. The return of the cash proceeds from the sale of receivables has been included as a financing outflow and an investing inflow on the Combined Non-Guarantor Subsidiaries and Hexion Inc., respectively. |
Background and Basis of Prese32
Background and Basis of Presentation Level 4 (Details) - Number of Reportable Segments | 6 Months Ended |
Jun. 30, 2015Segments | |
Segment Reporting Information [Line Items] | |
Number of Reportable Segments | 2 |
Significant Accounting Polici33
Significant Accounting Policies Level 4 (Details) - USD ($) $ in Millions | 3 Months Ended | 6 Months Ended | ||
Jun. 30, 2015 | Jun. 30, 2014 | Jun. 30, 2015 | Jun. 30, 2014 | |
Cost of Goods Sold | $ 925 | $ 1,173 | $ 1,848 | $ 2,299 |
Selling, General and Administrative Expense | 76 | 93 | 158 | 187 |
Income tax expense | 1 | 9 | 27 | 15 |
Net loss | (2) | (22) | (36) | (40) |
Other Comprehensive Income (Loss), Pension and Other Postretirement Benefit Plans, Net Unamortized Gain (Loss) Arising During Period, Net of Tax | 0 | 0 | 0 | 0 |
Increase (Decrease) in Inventories | 8 | (122) | ||
Increase (Decrease) in Income Taxes Payable | 13 | (1) | ||
Increase (Decrease) in Other Operating Liabilities | (3) | (18) | ||
Comprehensive Income (Loss), Net of Tax, Attributable to Parent | 11 | (26) | (85) | (41) |
Scenario, Previously Reported [Member] | ||||
Cost of Goods Sold | 927 | 1,174 | 1,850 | 2,303 |
Selling, General and Administrative Expense | 79 | 95 | 164 | 191 |
Income tax expense | 0 | 11 | 21 | |
Net loss | (6) | (27) | (44) | (54) |
Other Comprehensive Income (Loss), Pension and Other Postretirement Benefit Plans, Net Unamortized Gain (Loss) Arising During Period, Net of Tax | 6 | 2 | 11 | 5 |
Increase (Decrease) in Inventories | (6) | 120 | ||
Increase (Decrease) in Income Taxes Payable | 5 | |||
Increase (Decrease) in Other Operating Liabilities | 7 | (12) | ||
Comprehensive Income (Loss), Net of Tax, Attributable to Parent | 13 | (29) | (82) | (50) |
Scenario, Adjustment [Member] | ||||
Cost of Goods Sold | (2) | (1) | (2) | (4) |
Selling, General and Administrative Expense | (3) | (2) | (6) | (4) |
Income tax expense | 1 | (2) | (6) | |
Net loss | 4 | 5 | 8 | 14 |
Other Comprehensive Income (Loss), Pension and Other Postretirement Benefit Plans, Net Unamortized Gain (Loss) Arising During Period, Net of Tax | (6) | (2) | (11) | (5) |
Increase (Decrease) in Inventories | (2) | 2 | ||
Increase (Decrease) in Income Taxes Payable | (6) | |||
Increase (Decrease) in Other Operating Liabilities | (10) | (6) | ||
Comprehensive Income (Loss), Net of Tax, Attributable to Parent | (2) | $ 3 | (3) | $ 9 |
Equity Method Investee [Member] | ||||
settlement discounts issued to related party | $ 1 | $ 3 |
Restructuring (Details)
Restructuring (Details) - USD ($) $ in Millions | 6 Months Ended | ||
Jun. 30, 2015 | Dec. 31, 2014 | Jun. 30, 2014 | |
Restructuring Cost and Reserve [Line Items] | |||
Restructuring and Related Cost, Expected Cost | $ 17 | ||
Restructuring and Related Cost, Cost Incurred to Date | 16 | ||
Restructuring Reserve | $ 7 | $ 12 | |
Restructuring Charges | 2 | ||
Payments for Restructuring | (7) | ||
EPCD [Member] | |||
Restructuring Cost and Reserve [Line Items] | |||
Restructuring and Related Cost, Expected Cost | 11 | ||
Restructuring and Related Cost, Cost Incurred to Date | 10 | ||
Restructuring Reserve | 4 | 9 | |
Restructuring Charges | 0 | ||
Payments for Restructuring | (5) | ||
Corporate and Other [Member] | |||
Restructuring Cost and Reserve [Line Items] | |||
Restructuring and Related Cost, Expected Cost | 6 | ||
Restructuring and Related Cost, Cost Incurred to Date | $ 6 | ||
Restructuring Reserve | 3 | $ 3 | |
Restructuring Charges | 2 | ||
Payments for Restructuring | $ (2) |
Related Party Transactions Leve
Related Party Transactions Level 4 (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 | |
Related Party Transaction [Line Items] | |||||
sales to joint venture | $ 10 | $ 7 | $ 22 | $ 11 | |
Due from Joint Ventures | 3 | 3 | $ 15 | ||
Purchases from JV | 12 | 24 | |||
due to joint ventures | 10 | 10 | 26 | ||
Apollo [Member] | |||||
Related Party Transaction [Line Items] | |||||
Annual management consulting fee | $ 3 | ||||
Annual management consulting fee percentage | 2.00% | ||||
Related Party Costs | 1 | 1 | $ 2 | 2 | |
Momentive Performance Materials Inc. [Member] | |||||
Related Party Transaction [Line Items] | |||||
Shared Services Costs Incurred by MPM | 37 | 51 | |||
Apollo Affiliates and Other Related Parties [Member] | |||||
Related Party Transaction [Line Items] | |||||
Revenue from Related Parties | $ 23 | 34 | 47 | 76 | |
Purchases From Related Parties | 1 | 1 | $ 2 | ||
Apollo Global Securities [Member] | |||||
Related Party Transaction [Line Items] | |||||
Related Party Transaction, Other Revenues from Transactions with Related Party | 1 | ||||
Momentive Performance Materials Inc. [Member] | |||||
Related Party Transaction [Line Items] | |||||
Due to Related Parties | 1 | ||||
Revenue from Related Parties | |||||
Purchases From Related Parties | 2 | 2 | $ 4 | ||
Purchases Related to Distribution Agreement | $ 7 | 10 | 14 | 10 | |
AP related to distribution agreement | 2 | ||||
HAI [Member] | |||||
Related Party Transaction [Line Items] | |||||
Due to Related Parties | 2 | ||||
Revenue from Related Parties | $ 18 | 29 | $ 39 | 56 | |
Equity Method Investment, Ownership Percentage | 50.00% | 50.00% | |||
Due from Related Parties | 8 | ||||
Purchases From Related Parties | $ 4 | 8 | $ 9 | 15 | |
Cash Dividends Declared to Parent Company by Unconsolidated Subsidiaries | 5 | 3 | 9 | 6 | |
Future price concessions | 16 | 16 | |||
settlement discounts issued to related party | 1 | 3 | |||
Settlements Outstanding | 4 | 4 | 7 | ||
Russian Joint Venture [Member] | |||||
Related Party Transaction [Line Items] | |||||
Accounts Receivable, Related Parties, Current | 6 | 6 | 6 | ||
Hexion Inc. [Member] | |||||
Related Party Transaction [Line Items] | |||||
Shared Services Costs Incurred by Hexion | 45 | 67 | |||
Shared Services Billings - Hexion to MPM | 24 | 20 | |||
Maximum [Member] | |||||
Related Party Transaction [Line Items] | |||||
Purchases from JV | 1 | $ 1 | |||
Maximum [Member] | Momentive Performance Materials Inc. [Member] | |||||
Related Party Transaction [Line Items] | |||||
Due from Related Parties | 4 | 4 | 9 | ||
Maximum [Member] | Apollo Affiliates and Other Related Parties [Member] | |||||
Related Party Transaction [Line Items] | |||||
Due to Related Parties | 1 | 1 | 1 | ||
Due from Related Parties | 12 | $ 12 | 11 | ||
Purchases From Related Parties | 1 | ||||
Maximum [Member] | Momentive Performance Materials Inc. [Member] | |||||
Related Party Transaction [Line Items] | |||||
Due to Related Parties | 1 | ||||
Revenue from Related Parties | 1 | $ 1 | |||
Due from Related Parties | 1 | $ 1 | $ 1 | ||
Purchases From Related Parties | $ 1 |
Fair Value Level 4 (Details) -
Fair Value Level 4 (Details) - Fair Value Hierarchy $ in Millions | Jun. 30, 2015USD ($) |
Maximum [Member] | Fair Value Inputs, Level 2 [Member] | |
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | |
Derivative Liabilities | $ 1 |
Fair Value Level 4 (Details) 37
Fair Value Level 4 (Details) - Fair Value of Debt - USD ($) $ in Millions | Jun. 30, 2015 | Dec. 31, 2014 |
Fair Value, Balance Sheet Grouping, Financial Statement Captions [Line Items] | ||
Long-term Debt | $ 4,037 | $ 3,834 |
Long-term Debt, fair value | 3,562 | 3,395 |
Fair Value Inputs, Level 1 [Member] | ||
Fair Value, Balance Sheet Grouping, Financial Statement Captions [Line Items] | ||
Long-term Debt, fair value | 0 | 0 |
Fair Value Inputs, Level 2 [Member] | ||
Fair Value, Balance Sheet Grouping, Financial Statement Captions [Line Items] | ||
Long-term Debt, fair value | 3,554 | 3,386 |
Fair Value Inputs, Level 3 [Member] | ||
Fair Value, Balance Sheet Grouping, Financial Statement Captions [Line Items] | ||
Long-term Debt, fair value | $ 8 | $ 9 |
Debt Obligations Level 4 (Detai
Debt Obligations Level 4 (Details) - USD ($) $ in Millions | 6 Months Ended | |
Jun. 30, 2015 | Dec. 31, 2014 | |
Non-Affiliated Debt [Abstract] | ||
Due Within One Year | $ 75 | $ 99 |
Long-term debt | 3,962 | 3,735 |
ABL Facility [Domain] | ||
Non-Affiliated Debt [Abstract] | ||
Due Within One Year | 0 | 0 |
Long-term debt | 0 | 60 |
6.625% First Priority Senior Notes Due 2020 [Member] | ||
Debt Instrument [Line Items] | ||
Debt Instrument, Unamortized Premium | 5 | 6 |
Non-Affiliated Debt [Abstract] | ||
Due Within One Year | 0 | 0 |
Long-term debt | $ 1,555 | $ 1,556 |
Affiliated Debt [Abstract] | ||
Debt Instrument, Interest Rate, Stated Percentage | 6.625% | 6.625% |
Debt Instrument, Maturity Date | Apr. 15, 2020 | |
10.00% First Priority Senior Notes Due 2020 [Member] | ||
Non-Affiliated Debt [Abstract] | ||
Due Within One Year | $ 0 | $ 0 |
Long-term debt | 315 | 0 |
8.875% Senior Secured Notes Due 2018 [Member] | ||
Debt Instrument [Line Items] | ||
Debt Instrument, Unamortized Discount | 3 | 3 |
Non-Affiliated Debt [Abstract] | ||
Due Within One Year | 0 | 0 |
Long-term debt | $ 1,197 | $ 1,197 |
Affiliated Debt [Abstract] | ||
Debt Instrument, Interest Rate, Stated Percentage | 8.875% | 8.875% |
Debt Instrument, Maturity Date | Feb. 15, 2018 | |
9.00% Second-Priority Senior Secured Notes Due 2020 [Member] | ||
Non-Affiliated Debt [Abstract] | ||
Due Within One Year | $ 0 | $ 0 |
Long-term debt | $ 574 | $ 574 |
Affiliated Debt [Abstract] | ||
Debt Instrument, Interest Rate, Stated Percentage | 9.00% | 9.00% |
Debt Instrument, Maturity Date | Nov. 15, 2020 | |
9.2% Debentures Due 2021 [Member] | ||
Non-Affiliated Debt [Abstract] | ||
Due Within One Year | $ 0 | $ 0 |
Long-term debt | $ 74 | $ 74 |
Affiliated Debt [Abstract] | ||
Debt Instrument, Interest Rate, Stated Percentage | 9.20% | 9.20% |
Debt Instrument, Maturity Date | Mar. 15, 2021 | |
7.875% Debentures Due 2023 [Member] | ||
Non-Affiliated Debt [Abstract] | ||
Due Within One Year | $ 0 | $ 0 |
Long-term debt | $ 189 | $ 189 |
Affiliated Debt [Abstract] | ||
Debt Instrument, Interest Rate, Stated Percentage | 7.875% | 7.875% |
Debt Instrument, Maturity Date | Feb. 15, 2023 | |
8.375% Sinking Fund Debentures Due 2016 [Member] | ||
Non-Affiliated Debt [Abstract] | ||
Due Within One Year | $ 0 | $ 20 |
Long-term debt | $ 0 | $ 20 |
Affiliated Debt [Abstract] | ||
Debt Instrument, Interest Rate, Stated Percentage | 8.375% | 8.375% |
Debt Instrument, Maturity Date | Apr. 15, 2016 | |
Australia Facility Due 2014 [Member] | ||
Non-Affiliated Debt [Abstract] | ||
Due Within One Year | $ 3 | $ 4 |
Long-term debt | $ 32 | 36 |
Affiliated Debt [Abstract] | ||
Debt Instrument, Maturity Date | Dec. 5, 2014 | |
Brazilian Bank Loans [Member] | ||
Non-Affiliated Debt [Abstract] | ||
Due Within One Year | $ 48 | 47 |
Long-term debt | 9 | 9 |
Capital Leases [Member] | ||
Non-Affiliated Debt [Abstract] | ||
Due Within One Year | 1 | 1 |
Long-term debt | 7 | 8 |
Other [Member] | ||
Non-Affiliated Debt [Abstract] | ||
Due Within One Year | 23 | 27 |
Long-term debt | $ 10 | $ 12 |
Commitments and Contingencies39
Commitments and Contingencies Level 4 (Details) - Environmental Liabilities - USD ($) $ in Millions | 6 Months Ended | |
Jun. 30, 2015 | Dec. 31, 2014 | |
Accrued Environmental Loss Contingencies, Current | $ 9 | $ 12 |
Estimated Litigation Liability, Current | 5 | 9 |
Environmental Institution of Parana IAP [Member] | ||
Liability | 12 | |
Geismar, LA [Member] | ||
Accrual for Environmental Loss Contingencies | 15 | 15 |
Loss Contingency, Range of Possible Loss, Minimum | 9 | |
Loss Contingency, Range of Possible Loss, Maximum | $ 22 | |
Discount rate assumed to record at present value | 3.00% | |
Undiscounted Liability Expected to be Paid | ||
Accrual for Environmental Loss Contingencies, Gross | $ 20 | |
Accrual for Environmental Loss Contingencies, Undiscounted, Due Ratably over the Next Five Years | 6 | |
Superfund and Offsite Landfills - allocated share: Less than 1% [Member] | ||
Accrual for Environmental Loss Contingencies | 1 | 0 |
Loss Contingency, Range of Possible Loss, Minimum | 0 | |
Loss Contingency, Range of Possible Loss, Maximum | 2 | |
Superfund and Offsite Landfills - allocated share: Equal to or Greater than 1% [Member] | ||
Accrual for Environmental Loss Contingencies | 7 | 7 |
Loss Contingency, Range of Possible Loss, Minimum | 5 | |
Loss Contingency, Range of Possible Loss, Maximum | 13 | |
Currently-Owned [Member] | ||
Accrual for Environmental Loss Contingencies | 5 | 9 |
Loss Contingency, Range of Possible Loss, Minimum | 3 | |
Loss Contingency, Range of Possible Loss, Maximum | 11 | |
Accrual for Environmental Loss Contingencies, Undiscounted, Due Ratably over the Next Five Years | 5 | |
Formerly-Owned - Remediation [Member] | ||
Accrual for Environmental Loss Contingencies | 31 | 30 |
Loss Contingency, Range of Possible Loss, Minimum | 31 | |
Loss Contingency, Range of Possible Loss, Maximum | 46 | |
Formerly-Owned - Monitoring Only [Member] | ||
Accrual for Environmental Loss Contingencies | 1 | $ 1 |
Loss Contingency, Range of Possible Loss, Minimum | 0 | |
Loss Contingency, Range of Possible Loss, Maximum | $ 1 |
Commitments and Contingencies40
Commitments and Contingencies Level 4 (Details) - Non-Environmental Liabilities - USD ($) $ in Millions | Jun. 30, 2015 | Dec. 31, 2014 |
Loss Contingencies [Line Items] | ||
Estimated Litigation Liability | $ 6 | $ 12 |
Estimated Litigation Liability, Current | $ 5 | $ 9 |
Pension and Postretirement Ex41
Pension and Postretirement Expense Level 4 (Details) - Components of net pension and postretirement expense benefit - USD ($) $ in Millions | 3 Months Ended | 6 Months Ended | ||
Jun. 30, 2015 | Jun. 30, 2014 | Jun. 30, 2015 | Jun. 30, 2014 | |
Pension Benefits - U.S. Plans [Member] | ||||
Pension Benefits and Non-Pension Postretirement Benefits Disclosures Table Text Block [Line Items] | ||||
Service cost | $ 1 | $ 0 | $ 2 | $ 1 |
Interest cost on projected benefit obligation | 3 | 4 | 5 | 6 |
Expected return on assets | (4) | (4) | (8) | (8) |
Net expense (benefit) | 0 | 0 | (1) | (1) |
Pension Benefits - Non-U.S. Plans [Member] | ||||
Pension Benefits and Non-Pension Postretirement Benefits Disclosures Table Text Block [Line Items] | ||||
Service cost | 4 | 4 | 8 | 8 |
Interest cost on projected benefit obligation | 2 | 4 | 5 | 8 |
Expected return on assets | (3) | (4) | (6) | (8) |
Net expense (benefit) | 3 | 4 | 7 | 8 |
Non-Pension Postretirement Benefits - U.S. Plans [Member] | ||||
Pension Benefits and Non-Pension Postretirement Benefits Disclosures Table Text Block [Line Items] | ||||
Service cost | 0 | 0 | 0 | 0 |
Interest cost on projected benefit obligation | 0 | 0 | 0 | 0 |
Expected return on assets | 0 | 0 | 0 | 0 |
Net expense (benefit) | 0 | 0 | 0 | 0 |
Non-Pension Postretirement Benefits - Non-U.S. Plans [Member] | ||||
Pension Benefits and Non-Pension Postretirement Benefits Disclosures Table Text Block [Line Items] | ||||
Service cost | 0 | 0 | 0 | 0 |
Interest cost on projected benefit obligation | 1 | 1 | 1 | 1 |
Expected return on assets | 0 | 0 | 0 | 0 |
Net expense (benefit) | $ 1 | $ 1 | $ 1 | $ 1 |
Segment Information Level 4 (De
Segment Information Level 4 (Details) - Revenues by Segment - USD ($) $ in Millions | 3 Months Ended | 6 Months Ended | |||
Jun. 30, 2015 | Jun. 30, 2014 | Jun. 30, 2015 | Jun. 30, 2014 | ||
Segment Reporting Information [Line Items] | |||||
Net Sales to Unaffiliated Customers | $ 1,087 | $ 1,337 | $ 2,166 | $ 2,630 | |
Epoxy, Phenolic and Coating Resins [Member] | |||||
Segment Reporting Information [Line Items] | |||||
Net Sales to Unaffiliated Customers | [1] | 683 | 862 | 1,357 | 1,679 |
Forest Products Resins [Member] | |||||
Segment Reporting Information [Line Items] | |||||
Net Sales to Unaffiliated Customers | [1] | $ 404 | $ 475 | $ 809 | $ 951 |
[1] | Intersegment sales are not significant and, as such, are eliminated within the selling segment. |
Segment Information Level 4 (43
Segment Information Level 4 (Details) - EBITDA by Segment - USD ($) $ in Millions | 3 Months Ended | 6 Months Ended | ||
Jun. 30, 2015 | Jun. 30, 2014 | Jun. 30, 2015 | Jun. 30, 2014 | |
Epoxy, Phenolic and Coating Resins [Member] | ||||
Segment Reporting Information [Line Items] | ||||
Segment EBITDA [Line Items] | $ 88 | $ 77 | $ 173 | $ 157 |
Forest Products Resins [Member] | ||||
Segment Reporting Information [Line Items] | ||||
Segment EBITDA [Line Items] | 62 | 66 | 123 | 128 |
Corporate and Other [Member] | ||||
Segment Reporting Information [Line Items] | ||||
Segment EBITDA [Line Items] | $ (17) | $ (20) | $ (36) | $ (42) |
Segment Information Level 4 (44
Segment Information Level 4 (Details) - Reconciliation of Segment EBITDA to Net Income - USD ($) $ in Millions | 3 Months Ended | 6 Months Ended | ||
Jun. 30, 2015 | Jun. 30, 2014 | Jun. 30, 2015 | Jun. 30, 2014 | |
Segment Reporting Information [Line Items] | ||||
Business realignment costs | $ (5) | $ (12) | $ (8) | $ (18) |
Integration costs | 0 | (3) | 0 | (5) |
Foreign Currency Transaction Gain (Loss), before Tax | 0 | (1) | (3) | (4) |
Other | (11) | (8) | (29) | (17) |
Total adjustments | (16) | (24) | (40) | (44) |
Interest expense, net | (84) | (76) | (161) | (153) |
Income Tax Expense (Benefit) | (1) | (9) | (27) | (15) |
Depreciation and amortization | (34) | (36) | (68) | (71) |
Net loss | (2) | (22) | (36) | (40) |
Epoxy, Phenolic and Coating Resins [Member] | ||||
Segment Reporting Information [Line Items] | ||||
Segment EBITDA [Line Items] | 88 | 77 | 173 | 157 |
Forest Products Resins [Member] | ||||
Segment Reporting Information [Line Items] | ||||
Segment EBITDA [Line Items] | 62 | 66 | 123 | 128 |
Corporate and Other [Member] | ||||
Segment Reporting Information [Line Items] | ||||
Segment EBITDA [Line Items] | $ (17) | $ (20) | $ (36) | $ (42) |
Summarized Financial Informat45
Summarized Financial Information of Unconsolidated Affiliate Level 4 (Details) - HAI Balance Sheets - USD ($) $ in Millions | Jun. 30, 2015 | Dec. 31, 2014 |
HAI Summarized Financial Information [Line Items] | ||
Current Assets | $ 29 | $ 38 |
Non-current assets | 24 | 26 |
Current Liabilities | 14 | 16 |
Non-current liabilities | $ 2 | $ 2 |
Summarized Financial Informat46
Summarized Financial Information of Unconsolidated Affiliate Level 4 (Details) - HAI Results of Operation - USD ($) $ in Millions | 3 Months Ended | 6 Months Ended | ||
Jun. 30, 2015 | Jun. 30, 2014 | Jun. 30, 2015 | Jun. 30, 2014 | |
HAI Summarized Financial Information [Line Items] | ||||
Net sales | $ 41 | $ 49 | $ 83 | $ 94 |
Gross Profit | 16 | 12 | 33 | 23 |
Pre-tax income | 9 | 8 | 19 | 15 |
Net Income | $ 9 | $ 8 | $ 18 | $ 15 |
Changes in Accumulated Other 47
Changes in Accumulated Other Comprehensive Income Level 4 (Details) - Summary of Changes in Accumulated Other Comprehensive Income - USD ($) $ in Millions | 3 Months Ended | 6 Months Ended | ||||||
Jun. 30, 2015 | Jun. 30, 2014 | Jun. 30, 2015 | Jun. 30, 2014 | Mar. 31, 2015 | Dec. 31, 2014 | Mar. 31, 2014 | Dec. 31, 2013 | |
Changes in Accumulated Other Comprehensive Income [Roll Forward] | ||||||||
Beginning Balance | $ 11 | $ 133 | $ 73 | $ 130 | ||||
Other comprehensive income before reclassifications, net of tax | 13 | (4) | (49) | (1) | ||||
Other Comprehensive Income (Loss), Foreign Currency Transaction and Translation Gain (Loss) Arising During Period, Net of Tax | (13) | 4 | 49 | 1 | ||||
Other Comprehensive (Income) Loss, Pension and Other Postretirement Benefit Plans, Tax | 4 | 0 | 4 | 0 | $ 4 | $ 4 | $ 0 | $ 0 |
Other Comprehensive (Income) Loss, Pension and Other Postretirement Benefit Plans, Adjustment, before Reclassification Adjustments, Net of Tax | 0 | 0 | 0 | 0 | ||||
Other Comprehensive (Income) Loss, Reclassification Adjustment from AOCI, Pension and Other Postretirement Benefit Plans, Net of Tax | 0 | 0 | 0 | 0 | ||||
Amounts reclassified from Accumulated other comprehensive loss, net of tax | 0 | 0 | 0 | 0 | ||||
Other Comprehensive Income (Loss), Foreign Currency Transaction and Translation Reclassification Adjustment from AOCI, Realized upon Sale or Liquidation, Net of Tax | 0 | 0 | 0 | 0 | ||||
Other Comprehensive (Income) Loss, Pension and Other Postretirement Benefit Plans, Adjustment, Net of Tax | 0 | 0 | 0 | 0 | ||||
Other Comprehensive Income (Loss), Foreign Currency Transaction and Translation Adjustment, Net of Tax | 13 | (4) | (49) | (1) | ||||
Other Comprehensive Income (Loss), Net of Tax | 13 | (4) | (49) | (1) | ||||
Ending Balance | 24 | 129 | 24 | 129 | ||||
Accumulated Other Comprehensive Income (Loss), Foreign Currency Translation Adjustment, Net of Tax | $ 20 | $ 129 | $ 20 | $ 129 | $ 7 | $ 69 | $ 133 | $ 130 |
Income Taxes (Details)
Income Taxes (Details) | 3 Months Ended | 6 Months Ended | ||
Jun. 30, 2015 | Jun. 30, 2014 | Jun. 30, 2015 | Jun. 30, 2014 | |
Effective Income Tax Rate Reconciliation, Percent [Abstract] | ||||
Effective Income Tax Rate Reconciliation, Percent | (14.00%) | (47.00%) | (150.00%) | (43.00%) |
Guarantor Non-Guarantor Subsi49
Guarantor Non-Guarantor Subsidiary Financial Information Level 4 (Details) - Additional Information | Jun. 30, 2015 | Dec. 31, 2014 |
6.625% First Priority Senior Notes Due 2020 [Member] | ||
Error Corrections and Prior Period Adjustments Restatement [Line Items] | ||
Debt Instrument, Interest Rate, Stated Percentage | 6.625% | 6.625% |
8.875% Senior Secured Notes Due 2018 [Member] | ||
Error Corrections and Prior Period Adjustments Restatement [Line Items] | ||
Debt Instrument, Interest Rate, Stated Percentage | 8.875% | 8.875% |
9.00% Second-Priority Senior Secured Notes Due 2020 [Member] | ||
Error Corrections and Prior Period Adjustments Restatement [Line Items] | ||
Debt Instrument, Interest Rate, Stated Percentage | 9.00% | 9.00% |
Guarantor Non-Guarantor Subsi50
Guarantor Non-Guarantor Subsidiary Financial Information Level 4 (Details) - Consolidating Balance Sheets - USD ($) $ in Millions | Jun. 30, 2015 | Dec. 31, 2014 |
Current assets | ||
Cash and cash equivalents (including restricted cash of $0 and $16, respectively) | $ 324 | $ 172 |
Short-term investments | 2 | 7 |
Accounts receivable, net | 625 | 591 |
Intercompany accounts receivable | 0 | 0 |
Intercompany loans receivable - current portion | 0 | 0 |
Finished and in-process goods | 267 | 290 |
Raw materials and supplies | 107 | 110 |
Other current assets | 62 | 73 |
Total current assets | 1,387 | 1,243 |
Investment in unconsolidated entities | 42 | 48 |
Deferred income taxes | 15 | 18 |
Other assets, net | 108 | 110 |
Intercompany loans receivable | 0 | 0 |
Property, Plant and Equipment, Net | 1,025 | 1,055 |
Goodwill | 115 | 119 |
Other intangible assets, net | 72 | 81 |
Total assets | 2,764 | 2,674 |
Current liabilities | ||
Accounts and drafts payable | 425 | 426 |
Intercompany accounts payable | 0 | 0 |
Debt payable within one year | 75 | 99 |
Intercompany loans payable within one year | 0 | 0 |
Interest payable | 88 | 82 |
Income taxes payable | 24 | 12 |
Accrued payroll and incentive compensation | 58 | 67 |
Other current liabilities | 122 | 135 |
Total current liabilities | 792 | 821 |
Long-term liabilities | ||
Long-term debt | 3,962 | 3,735 |
Intercompany loans payable | 0 | 0 |
Accumulated losses of unconsolidated subsidiaries in excess of investment | 0 | 0 |
Long-term pension and post employment benefit obligations | 259 | 278 |
Deferred income taxes | 18 | 19 |
Other long-term liabilities | 168 | 171 |
Total liabilities | 5,199 | 5,024 |
Total Momentive Specialty Chemicals Inc. shareholder’s (deficit) equity | (2,433) | (2,348) |
Noncontrolling interest | (2) | (2) |
Total deficit | (2,435) | (2,350) |
Total liabilities and deficit | 2,764 | 2,674 |
Hexion Inc. [Member] | ||
Current assets | ||
Cash and cash equivalents (including restricted cash of $0 and $16, respectively) | 181 | 23 |
Short-term investments | 0 | 0 |
Accounts receivable, net | 150 | 174 |
Intercompany accounts receivable | 112 | 118 |
Intercompany loans receivable - current portion | 21 | 265 |
Finished and in-process goods | 106 | 117 |
Raw materials and supplies | 44 | 46 |
Other current assets | 28 | 36 |
Total current assets | 642 | 779 |
Investment in unconsolidated entities | 164 | 234 |
Deferred income taxes | 0 | 0 |
Other assets, net | 74 | 76 |
Intercompany loans receivable | 1,268 | 1,046 |
Property, Plant and Equipment, Net | 539 | 534 |
Goodwill | 66 | 65 |
Other intangible assets, net | 52 | 56 |
Total assets | 2,805 | 2,790 |
Current liabilities | ||
Accounts and drafts payable | 145 | 142 |
Intercompany accounts payable | 121 | 138 |
Debt payable within one year | 0 | 26 |
Intercompany loans payable within one year | 40 | 43 |
Interest payable | 87 | 81 |
Income taxes payable | 6 | 6 |
Accrued payroll and incentive compensation | 27 | 34 |
Other current liabilities | 69 | 69 |
Total current liabilities | 495 | 539 |
Long-term liabilities | ||
Long-term debt | 3,909 | 3,674 |
Intercompany loans payable | 117 | 36 |
Accumulated losses of unconsolidated subsidiaries in excess of investment | 536 | 705 |
Long-term pension and post employment benefit obligations | 55 | 59 |
Deferred income taxes | 10 | 8 |
Other long-term liabilities | 116 | 117 |
Total liabilities | 5,238 | 5,138 |
Total Momentive Specialty Chemicals Inc. shareholder’s (deficit) equity | (2,433) | (2,348) |
Noncontrolling interest | 0 | 0 |
Total deficit | (2,433) | (2,348) |
Total liabilities and deficit | 2,805 | 2,790 |
Combined Subsidiary Guarantors [Member] | ||
Current assets | ||
Cash and cash equivalents (including restricted cash of $0 and $16, respectively) | 0 | 0 |
Short-term investments | 0 | 0 |
Accounts receivable, net | 0 | 0 |
Intercompany accounts receivable | 0 | 0 |
Intercompany loans receivable - current portion | 0 | 0 |
Finished and in-process goods | 0 | 0 |
Raw materials and supplies | 0 | 0 |
Other current assets | 0 | 0 |
Total current assets | 0 | 0 |
Investment in unconsolidated entities | 31 | 34 |
Deferred income taxes | 0 | 0 |
Other assets, net | 6 | 6 |
Intercompany loans receivable | 29 | 28 |
Property, Plant and Equipment, Net | 0 | 0 |
Goodwill | 0 | 0 |
Other intangible assets, net | 0 | 0 |
Total assets | 66 | 68 |
Current liabilities | ||
Accounts and drafts payable | 0 | 0 |
Intercompany accounts payable | 0 | 0 |
Debt payable within one year | 0 | 0 |
Intercompany loans payable within one year | 0 | 0 |
Interest payable | 0 | 0 |
Income taxes payable | 0 | 0 |
Accrued payroll and incentive compensation | 0 | 0 |
Other current liabilities | 0 | 0 |
Total current liabilities | 0 | 0 |
Long-term liabilities | ||
Long-term debt | 0 | 0 |
Intercompany loans payable | 6 | 6 |
Accumulated losses of unconsolidated subsidiaries in excess of investment | 177 | 249 |
Long-term pension and post employment benefit obligations | 0 | 0 |
Deferred income taxes | 0 | 0 |
Other long-term liabilities | 0 | 0 |
Total liabilities | 183 | 255 |
Total Momentive Specialty Chemicals Inc. shareholder’s (deficit) equity | (117) | (187) |
Noncontrolling interest | 0 | 0 |
Total deficit | (117) | (187) |
Total liabilities and deficit | 66 | 68 |
Combined Non-Guarantor Subsidiaries [Member] | ||
Current assets | ||
Cash and cash equivalents (including restricted cash of $0 and $16, respectively) | 143 | 149 |
Short-term investments | 2 | 7 |
Accounts receivable, net | 475 | 417 |
Intercompany accounts receivable | 121 | 138 |
Intercompany loans receivable - current portion | 40 | 43 |
Finished and in-process goods | 161 | 173 |
Raw materials and supplies | 63 | 64 |
Other current assets | 34 | 37 |
Total current assets | 1,039 | 1,028 |
Investment in unconsolidated entities | 24 | 29 |
Deferred income taxes | 15 | 18 |
Other assets, net | 28 | 28 |
Intercompany loans receivable | 107 | 17 |
Property, Plant and Equipment, Net | 486 | 521 |
Goodwill | 49 | 54 |
Other intangible assets, net | 20 | 25 |
Total assets | 1,768 | 1,720 |
Current liabilities | ||
Accounts and drafts payable | 280 | 284 |
Intercompany accounts payable | 112 | 118 |
Debt payable within one year | 75 | 73 |
Intercompany loans payable within one year | 21 | 265 |
Interest payable | 1 | 1 |
Income taxes payable | 18 | 6 |
Accrued payroll and incentive compensation | 31 | 33 |
Other current liabilities | 53 | 66 |
Total current liabilities | 591 | 846 |
Long-term liabilities | ||
Long-term debt | 53 | 61 |
Intercompany loans payable | 1,281 | 1,049 |
Accumulated losses of unconsolidated subsidiaries in excess of investment | 0 | 0 |
Long-term pension and post employment benefit obligations | 204 | 219 |
Deferred income taxes | 8 | 11 |
Other long-term liabilities | 52 | 54 |
Total liabilities | 2,189 | 2,240 |
Total Momentive Specialty Chemicals Inc. shareholder’s (deficit) equity | (419) | (518) |
Noncontrolling interest | (2) | (2) |
Total deficit | (421) | (520) |
Total liabilities and deficit | 1,768 | 1,720 |
Eliminations [Member] | ||
Current assets | ||
Cash and cash equivalents (including restricted cash of $0 and $16, respectively) | 0 | 0 |
Short-term investments | 0 | 0 |
Accounts receivable, net | 0 | 0 |
Intercompany accounts receivable | (233) | (256) |
Intercompany loans receivable - current portion | (61) | (308) |
Finished and in-process goods | 0 | 0 |
Raw materials and supplies | 0 | 0 |
Other current assets | 0 | 0 |
Total current assets | (294) | (564) |
Investment in unconsolidated entities | (177) | (249) |
Deferred income taxes | 0 | 0 |
Other assets, net | 0 | 0 |
Intercompany loans receivable | (1,404) | (1,091) |
Property, Plant and Equipment, Net | 0 | 0 |
Goodwill | 0 | 0 |
Other intangible assets, net | 0 | 0 |
Total assets | (1,875) | (1,904) |
Current liabilities | ||
Accounts and drafts payable | 0 | 0 |
Intercompany accounts payable | (233) | (256) |
Debt payable within one year | 0 | 0 |
Intercompany loans payable within one year | (61) | (308) |
Interest payable | 0 | 0 |
Income taxes payable | 0 | 0 |
Accrued payroll and incentive compensation | 0 | 0 |
Other current liabilities | 0 | 0 |
Total current liabilities | (294) | (564) |
Long-term liabilities | ||
Long-term debt | 0 | 0 |
Intercompany loans payable | (1,404) | (1,091) |
Accumulated losses of unconsolidated subsidiaries in excess of investment | (713) | (954) |
Long-term pension and post employment benefit obligations | 0 | 0 |
Deferred income taxes | 0 | 0 |
Other long-term liabilities | 0 | 0 |
Total liabilities | (2,411) | (2,609) |
Total Momentive Specialty Chemicals Inc. shareholder’s (deficit) equity | 536 | 705 |
Noncontrolling interest | 0 | 0 |
Total deficit | 536 | 705 |
Total liabilities and deficit | $ (1,875) | $ (1,904) |
Guarantor Non-Guarantor Subsi51
Guarantor Non-Guarantor Subsidiary Financial Information Level 4 (Details) - Consolidating Statement of Operations - USD ($) $ in Millions | 3 Months Ended | 6 Months Ended | ||
Jun. 30, 2015 | Jun. 30, 2014 | Jun. 30, 2015 | Jun. 30, 2014 | |
Net sales | $ 1,087 | $ 1,337 | $ 2,166 | $ 2,630 |
Cost of sales | 925 | 1,173 | 1,848 | 2,299 |
Gross profit | 162 | 164 | 318 | 331 |
Selling, general and administrative expense | 76 | 93 | 158 | 187 |
Business realignment costs | 5 | 12 | 8 | 18 |
Other operating expense (income), net | 2 | (1) | 10 | 3 |
Operating income | 79 | 60 | 142 | 123 |
Interest expense, net | 84 | 76 | 161 | 153 |
Intercompany interest expense (income) | 0 | 0 | 0 | 0 |
Other non-operating expense (income), net | 2 | 3 | (1) | 5 |
Loss before income tax and earnings from unconsolidated entities | (7) | (19) | (18) | (35) |
Income tax (benefit) expense | 1 | 9 | 27 | 15 |
Loss before earnings from unconsolidated entities | (8) | (28) | (45) | (50) |
(Losses) earnings from unconsolidated entities, net of taxes | 6 | 6 | 9 | 10 |
Net loss | (2) | (22) | (36) | (40) |
Comprehensive income (loss) | 11 | (26) | (85) | (41) |
Hexion Inc. [Member] | ||||
Net sales | 443 | 595 | 908 | 1,173 |
Cost of sales | 398 | 524 | 803 | 1,029 |
Gross profit | 45 | 71 | 105 | 144 |
Selling, general and administrative expense | 25 | 24 | 60 | 51 |
Business realignment costs | 1 | 10 | 3 | 15 |
Other operating expense (income), net | 0 | 2 | 4 | 3 |
Operating income | 19 | 35 | 38 | 75 |
Interest expense, net | 83 | 74 | 158 | 149 |
Intercompany interest expense (income) | (20) | (24) | (40) | (49) |
Other non-operating expense (income), net | (32) | 5 | 69 | 5 |
Loss before income tax and earnings from unconsolidated entities | (12) | (20) | (149) | (30) |
Income tax (benefit) expense | 3 | 2 | (2) | (3) |
Loss before earnings from unconsolidated entities | (15) | (22) | (147) | (27) |
(Losses) earnings from unconsolidated entities, net of taxes | 13 | 0 | 111 | (13) |
Net loss | (2) | (22) | (36) | (40) |
Comprehensive income (loss) | 11 | (26) | (85) | (41) |
Combined Subsidiary Guarantors [Member] | ||||
Net sales | 0 | 0 | 0 | 0 |
Cost of sales | 0 | 0 | 0 | 0 |
Gross profit | 0 | 0 | 0 | 0 |
Selling, general and administrative expense | 0 | 0 | 0 | 0 |
Business realignment costs | 0 | 0 | 0 | 0 |
Other operating expense (income), net | 0 | 0 | 0 | 0 |
Operating income | 0 | 0 | 0 | 0 |
Interest expense, net | 0 | 0 | 0 | 0 |
Intercompany interest expense (income) | 0 | 0 | 0 | 0 |
Other non-operating expense (income), net | 0 | 0 | 0 | 0 |
Loss before income tax and earnings from unconsolidated entities | 0 | 0 | 0 | 0 |
Income tax (benefit) expense | 0 | 0 | 0 | 0 |
Loss before earnings from unconsolidated entities | 0 | 0 | 0 | 0 |
(Losses) earnings from unconsolidated entities, net of taxes | 4 | 5 | 78 | 4 |
Net loss | 4 | 5 | 78 | 4 |
Comprehensive income (loss) | 5 | 5 | 79 | 4 |
Combined Non-Guarantor Subsidiaries [Member] | ||||
Net sales | 692 | 804 | 1,355 | 1,576 |
Cost of sales | 575 | 711 | 1,142 | 1,389 |
Gross profit | 117 | 93 | 213 | 187 |
Selling, general and administrative expense | 51 | 69 | 98 | 136 |
Business realignment costs | 4 | 2 | 5 | 3 |
Other operating expense (income), net | 2 | (3) | 6 | 0 |
Operating income | 60 | 25 | 104 | 48 |
Interest expense, net | 1 | 2 | 3 | 4 |
Intercompany interest expense (income) | 20 | 24 | 40 | 49 |
Other non-operating expense (income), net | 34 | (2) | (70) | 0 |
Loss before income tax and earnings from unconsolidated entities | 5 | 1 | 131 | (5) |
Income tax (benefit) expense | (2) | 7 | 29 | 18 |
Loss before earnings from unconsolidated entities | 7 | (6) | 102 | (23) |
(Losses) earnings from unconsolidated entities, net of taxes | 2 | 1 | 0 | 2 |
Net loss | 9 | (5) | 102 | (21) |
Comprehensive income (loss) | 14 | (11) | 82 | (18) |
Eliminations [Member] | ||||
Net sales | (48) | (62) | (97) | (119) |
Cost of sales | (48) | (62) | (97) | (119) |
Gross profit | 0 | 0 | 0 | 0 |
Selling, general and administrative expense | 0 | 0 | 0 | 0 |
Business realignment costs | 0 | 0 | 0 | 0 |
Other operating expense (income), net | 0 | 0 | 0 | 0 |
Operating income | 0 | 0 | 0 | 0 |
Interest expense, net | 0 | 0 | 0 | 0 |
Intercompany interest expense (income) | 0 | 0 | 0 | 0 |
Other non-operating expense (income), net | 0 | 0 | 0 | 0 |
Loss before income tax and earnings from unconsolidated entities | 0 | 0 | 0 | 0 |
Income tax (benefit) expense | 0 | 0 | 0 | 0 |
Loss before earnings from unconsolidated entities | 0 | 0 | 0 | 0 |
(Losses) earnings from unconsolidated entities, net of taxes | (13) | 0 | (180) | 17 |
Net loss | (13) | 0 | (180) | 17 |
Comprehensive income (loss) | $ (19) | $ 6 | $ (161) | $ 14 |
Guarantor Non-Guarantor Subsi52
Guarantor Non-Guarantor Subsidiary Financial Information Level 4 (Details) - Consolidating Statement of Cash Flows - USD ($) $ in Millions | 6 Months Ended | |
Jun. 30, 2015 | Jun. 30, 2014 | |
Net Cash Provided by (Used in) Operating Activities | $ 28 | $ (186) |
Cash flows provided by (used in) investing activities | ||
Capital expenditures | (79) | (78) |
Payments to Acquire Businesses, Net of Cash Acquired | (64) | |
Proceeds from the sale of (purchases of) debt securities, net | 4 | 3 |
Change in restricted cash | 0 | (2) |
Disbursement of affiliated loan | (50) | |
Repayment of Notes Receivable from Related Parties | 50 | |
Capital contribution to subsidiary | 0 | |
Funds remitted to unconsolidated affiliates, net | 0 | (2) |
Return of capital from subsidiary from sales of accounts receivable | 0 | 0 |
Net cash (used in) provided by investing activities | (75) | (143) |
Cash flows (used in) provided by financing activities | ||
Net short-term debt (repayments) borrowings | (5) | 27 |
Borrowings of long-term debt | 490 | 160 |
Repayments of long-term debt | (274) | (117) |
Net Intercompany Loan Borrowings (Repayments) | 0 | 0 |
Long-term debt and credit facility financing fees | (8) | 0 |
Capital contribution from parent | 0 | |
Common stock dividends paid | 0 | 0 |
Return of capital to parent from sales of accounts receivable | 0 | 0 |
Net cash used in financing activities | 203 | 70 |
Effect of exchange rates on cash and cash equivalents | (4) | (1) |
Increase (decrease) in cash and cash equivalents | 152 | (260) |
Cash and cash equivalents (unrestricted) at beginning of period | 156 | 379 |
Cash and cash equivalents (unrestricted) at end of period | 308 | 119 |
Hexion Inc. [Member] | ||
Net Cash Provided by (Used in) Operating Activities | (148) | (270) |
Cash flows provided by (used in) investing activities | ||
Capital expenditures | (42) | (41) |
Payments to Acquire Businesses, Net of Cash Acquired | (52) | |
Proceeds from the sale of (purchases of) debt securities, net | 0 | $ 0 |
Change in restricted cash | ||
Disbursement of affiliated loan | $ 0 | |
Repayment of Notes Receivable from Related Parties | 0 | |
Capital contribution to subsidiary | (16) | |
Funds remitted to unconsolidated affiliates, net | 0 | |
Return of capital from subsidiary from sales of accounts receivable | 151 | 186 |
Net cash (used in) provided by investing activities | 109 | 77 |
Cash flows (used in) provided by financing activities | ||
Net short-term debt (repayments) borrowings | (5) | 0 |
Borrowings of long-term debt | 470 | 115 |
Repayments of long-term debt | (255) | (69) |
Net Intercompany Loan Borrowings (Repayments) | (5) | 9 |
Long-term debt and credit facility financing fees | (8) | |
Capital contribution from parent | 0 | |
Common stock dividends paid | 0 | 0 |
Return of capital to parent from sales of accounts receivable | 0 | 0 |
Net cash used in financing activities | 197 | 55 |
Effect of exchange rates on cash and cash equivalents | 0 | 0 |
Increase (decrease) in cash and cash equivalents | 158 | (138) |
Cash and cash equivalents (unrestricted) at beginning of period | 23 | 170 |
Cash and cash equivalents (unrestricted) at end of period | 181 | 32 |
Combined Subsidiary Guarantors [Member] | ||
Net Cash Provided by (Used in) Operating Activities | 9 | 6 |
Cash flows provided by (used in) investing activities | ||
Capital expenditures | 0 | $ 0 |
Payments to Acquire Businesses, Net of Cash Acquired | ||
Proceeds from the sale of (purchases of) debt securities, net | 0 | $ 0 |
Change in restricted cash | 0 | |
Disbursement of affiliated loan | 0 | |
Repayment of Notes Receivable from Related Parties | 0 | |
Capital contribution to subsidiary | (10) | |
Funds remitted to unconsolidated affiliates, net | 0 | |
Return of capital from subsidiary from sales of accounts receivable | 0 | 0 |
Net cash (used in) provided by investing activities | 0 | (10) |
Cash flows (used in) provided by financing activities | ||
Net short-term debt (repayments) borrowings | 0 | 0 |
Borrowings of long-term debt | 0 | 0 |
Repayments of long-term debt | 0 | 0 |
Net Intercompany Loan Borrowings (Repayments) | 0 | 0 |
Long-term debt and credit facility financing fees | 0 | |
Capital contribution from parent | 10 | |
Common stock dividends paid | (9) | (6) |
Return of capital to parent from sales of accounts receivable | 0 | 0 |
Net cash used in financing activities | (9) | 4 |
Effect of exchange rates on cash and cash equivalents | 0 | 0 |
Increase (decrease) in cash and cash equivalents | 0 | 0 |
Cash and cash equivalents (unrestricted) at beginning of period | 0 | 0 |
Cash and cash equivalents (unrestricted) at end of period | 0 | 0 |
Combined Non-Guarantor Subsidiaries [Member] | ||
Net Cash Provided by (Used in) Operating Activities | 176 | 84 |
Cash flows provided by (used in) investing activities | ||
Capital expenditures | (37) | (37) |
Payments to Acquire Businesses, Net of Cash Acquired | (12) | |
Proceeds from the sale of (purchases of) debt securities, net | 4 | 3 |
Change in restricted cash | (2) | |
Disbursement of affiliated loan | (50) | |
Repayment of Notes Receivable from Related Parties | 50 | |
Capital contribution to subsidiary | 0 | |
Funds remitted to unconsolidated affiliates, net | (2) | |
Return of capital from subsidiary from sales of accounts receivable | 0 | 0 |
Net cash (used in) provided by investing activities | (33) | (50) |
Cash flows (used in) provided by financing activities | ||
Net short-term debt (repayments) borrowings | 0 | 27 |
Borrowings of long-term debt | 20 | 45 |
Repayments of long-term debt | (19) | (48) |
Net Intercompany Loan Borrowings (Repayments) | 5 | (9) |
Long-term debt and credit facility financing fees | 0 | |
Capital contribution from parent | 16 | |
Common stock dividends paid | 0 | 0 |
Return of capital to parent from sales of accounts receivable | (151) | (186) |
Net cash used in financing activities | (145) | (155) |
Effect of exchange rates on cash and cash equivalents | (4) | (1) |
Increase (decrease) in cash and cash equivalents | (6) | (122) |
Cash and cash equivalents (unrestricted) at beginning of period | 133 | 209 |
Cash and cash equivalents (unrestricted) at end of period | 127 | 87 |
Eliminations [Member] | ||
Net Cash Provided by (Used in) Operating Activities | (9) | (6) |
Cash flows provided by (used in) investing activities | ||
Capital expenditures | 0 | $ 0 |
Payments to Acquire Businesses, Net of Cash Acquired | ||
Proceeds from the sale of (purchases of) debt securities, net | 0 | $ 0 |
Change in restricted cash | 0 | |
Disbursement of affiliated loan | 0 | |
Repayment of Notes Receivable from Related Parties | 0 | |
Capital contribution to subsidiary | 26 | |
Funds remitted to unconsolidated affiliates, net | 0 | |
Return of capital from subsidiary from sales of accounts receivable | (151) | (186) |
Net cash (used in) provided by investing activities | (151) | (160) |
Cash flows (used in) provided by financing activities | ||
Net short-term debt (repayments) borrowings | 0 | 0 |
Borrowings of long-term debt | 0 | $ 0 |
Repayments of long-term debt | 0 | |
Net Intercompany Loan Borrowings (Repayments) | 0 | $ 0 |
Long-term debt and credit facility financing fees | 0 | |
Capital contribution from parent | (26) | |
Common stock dividends paid | 9 | 6 |
Return of capital to parent from sales of accounts receivable | 151 | 186 |
Net cash used in financing activities | 160 | 166 |
Effect of exchange rates on cash and cash equivalents | 0 | 0 |
Increase (decrease) in cash and cash equivalents | 0 | 0 |
Cash and cash equivalents (unrestricted) at beginning of period | 0 | 0 |
Cash and cash equivalents (unrestricted) at end of period | $ 0 | $ 0 |