DEI_Document
DEI Document (USD $) | 12 Months Ended | ||
Dec. 31, 2014 | Feb. 27, 2015 | Jun. 30, 2014 | |
Document Information [Abstract] | |||
Entity Registrant Name | SunEdison Semiconductor Ltd. | ||
Entity Central Index Key | 1585854 | ||
Current Fiscal Year End Date | -19 | ||
Entity Filer Category | Non-accelerated Filer | ||
Document Type | 10-K | ||
Trading Symbol | SEMI | ||
Document Period End Date | 31-Dec-14 | ||
Document Fiscal Year Focus | 2014 | ||
Document Fiscal Period Focus | FY | ||
Amendment Flag | FALSE | ||
Entity Common Stock, Shares Outstanding | 41,506,175 | ||
Entity Well-known Seasoned Issuer | No | ||
Entity Voluntary Filers | No | ||
Entity Current Reporting Status | Yes | ||
Entity Public Float | $303,824,493 |
Consolidated_Statement_of_Oper
Consolidated Statement of Operations (USD $) | 12 Months Ended | ||
In Millions, except Per Share data, unless otherwise specified | Dec. 31, 2014 | Dec. 31, 2013 | Dec. 31, 2012 |
Consolidated Statement of Operations [Abstract] | |||
Revenue, Net | $837.70 | $911.50 | $927.40 |
AffiliateSalesRevenueNet | 2.4 | 9.1 | 6.8 |
Cost of goods sold | 761.1 | 838.9 | 852.4 |
Gross profit | 79 | 81.7 | 81.8 |
Operating expenses (income): | |||
Marketing and administration | 84.8 | 105.1 | 100.7 |
Research and development | 34.8 | 37 | 33.4 |
Restructuring reversals (see Note 4) | -22.9 | -75 | -149.6 |
Loss (gain) on sale / receipt of property, plant, and equipment (see Note 6) | 4.7 | 0 | -31.7 |
Long-lived asset impairment charges (see Note 4) | 59.4 | 33.6 | 1.5 |
Operating (loss) income | -81.8 | -19 | 127.5 |
Non-operating expenses (income): | |||
Interest expense | 9.2 | 0.8 | 1 |
Interest income | -0.5 | -0.5 | -0.7 |
Interest, net - affiliates | -0.1 | -4.1 | -2.2 |
Other, net | -2.6 | -3.9 | 3.1 |
Total non-operating expenses (income) | 6 | -7.7 | 1.2 |
(Loss) income before income tax (benefit) expense | -87.8 | -11.3 | 126.3 |
Income tax (benefit) expense | 2.6 | 44 | 3.6 |
(Loss) income before equity in earnings of equity method investments | -90.4 | -55.3 | 122.7 |
Equity in loss of equity method investments, net of tax | -0.6 | 0 | 0 |
Net (loss) income | -91 | -55.3 | 122.7 |
Net loss (income) attributable to noncontrolling interests | 0.8 | -2.4 | -1.4 |
Net (loss) income attributable to SunEdison Semiconductor Limited | ($90.20) | ($57.70) | $121.30 |
Basic (loss) earnings per share (see Note 10) | ($2.17) | ($1.39) | $2.92 |
Diluted (loss) earnings per share (see Note 10) | ($2.17) | ($1.39) | $2.92 |
Consolidated_Statement_of_Comp
Consolidated Statement of Comprehensive Income Statement (USD $) | 12 Months Ended | ||
In Millions, unless otherwise specified | Dec. 31, 2014 | Dec. 31, 2013 | Dec. 31, 2012 |
Consolidated Statements of Comprehensive Income [Abstract] | |||
Net (loss) income | ($91) | ($55.30) | $122.70 |
Net translation adjustment | -40.7 | -45.3 | -15.3 |
Loss on available-for-sale securities | 0 | -0.2 | 0 |
Actuarial (loss) gain and prior service credit, net of $0.3 tax expense, $0.8 tax benefit, and $10.5 tax expense for 2014, 2013, and 2012, respectively | -30.8 | 33.4 | -1.4 |
Other comprehensive loss | -71.5 | -12.1 | -16.7 |
Total comprehensive (loss) income | -162.5 | -67.4 | 106 |
Net loss (income) attributable to noncontrolling interests | 0.8 | -2.4 | -1.4 |
Net translation adjustment attributable to noncontrolling interests | 0.5 | -2.9 | -2.2 |
Comprehensive (loss) income attributable to SunEdison Semiconductor Limited | ($161.20) | ($72.70) | $102.40 |
Consolidated_Balance_Sheet
Consolidated Balance Sheet (USD $) | 12 Months Ended | |
In Millions, unless otherwise specified | Dec. 31, 2014 | Dec. 31, 2013 |
Current assets: | ||
Cash and cash equivalents | $88.20 | $40.80 |
Accounts receivable, less allowance for doubtful accounts of $3.1 and $4.1, respectively | 98.6 | 98.6 |
Accounts receivable, affiliate | 4.3 | 14.1 |
Inventories | 122.1 | 128.1 |
Deferred tax asset | 27.3 | 8.5 |
Prepaid and other current assets | 28.3 | 23.5 |
Total current assets | 368.8 | 313.6 |
Property, plant, and equipment, net of accumulated depreciation of $788.3 and $811.0, respectively | 598.8 | 724.9 |
Notes receivable, affiliate | 0 | 18.7 |
Investments | 130.3 | 0 |
Other assets | 86.3 | 94.6 |
Total assets | 1,184.20 | 1,151.80 |
Current liabilities: | ||
Current portion of long-term debt | 2.1 | 2.8 |
Accounts payable | 94.6 | 105.1 |
Accounts payable, affiliate | 9.4 | 106.8 |
Accrued liabilities | 57.6 | 51.9 |
Accrued wages and salaries | 23.6 | 35.3 |
Restructuring liabilities | 14 | 47.6 |
Total current liabilities | 201.3 | 349.5 |
Long-term debt, less current portion | 205 | 7.6 |
Pension and post-employment liabilities | 54.7 | 49.2 |
Restructuring liabilities | 3.9 | 8.7 |
Other liabilities | 27.8 | 25.6 |
Total liabilities | 492.7 | 440.6 |
Shareholders' equity: | ||
Ordinary shares, no par value, 41.5 and 0 shares issued and outstanding in 2014 and 2013, respectively | 943.1 | 0 |
Net Parent investment | 0 | 777.2 |
Accumulated deficit | -78.7 | 0 |
Accumulated other comprehensive loss | -174.1 | -110.2 |
Total SunEdison Semiconductor Limited shareholders' equity | 690.3 | 667 |
Noncontrolling interests | ||
Noncontrolling interests | 1.2 | 44.2 |
Total shareholders' equity | 691.5 | 711.2 |
Total liabilities and shareholders' equity | 1,184.20 | 1,151.80 |
Balance Sheet Parenthetical [Abstract] | ||
Allowance for doubtful accounts | 3.1 | 4.1 |
Accumulated depreciation | $788.30 | $811 |
Par value | $0 | |
Ordinary shares issued and outstanding | 41.5 | 0 |
Consolidated_Statement_of_Cash
Consolidated Statement of Cash Flow (USD $) | 12 Months Ended | ||
In Millions, unless otherwise specified | Dec. 31, 2014 | Dec. 31, 2013 | Dec. 31, 2012 |
Cash flows from operating activities: | |||
Net (loss) income | ($91) | ($55.30) | $122.70 |
Adjustments to reconcile net (loss) income to net cash (used in) provided by operating activities: | |||
Depreciation and amortization | 116 | 119.6 | 118.7 |
Long lived asset impairment charges | 59.4 | 34.8 | 0 |
Loss (gain) on sale / receipt of property, plant, and equipment | 4.7 | 0 | -31.7 |
Stock-based compensation | 11.3 | 13.9 | 13 |
(Benefit) provision for deferred taxes | -26.6 | 20.8 | -14.2 |
Other | -2.3 | -15.6 | -6.4 |
Changes in operating assets and liabilities: | |||
Accounts receivable | -1.6 | 29.6 | -3.6 |
Inventories | -3.4 | -1.4 | 34 |
Amounts due from affiliates | -19.5 | -80.3 | -71.6 |
Amounts due to affiliates | -38.6 | 100.8 | 41.3 |
Prepaid and other current assets | -6.4 | -2.4 | 20.1 |
Accounts payable and accrued liabilities | 7.3 | -18.6 | -28.9 |
Income taxes payable | -8 | -0.5 | -0.4 |
Pension and post-employment liabilities | -4.7 | -2.1 | 1.8 |
Restructuring liabilities | -34.9 | -83.9 | -146.5 |
Other | -12 | 1 | -2.2 |
Net cash (used in) provided by operating activities | -50.3 | 60.4 | 46.1 |
Cash flows from investing activities: | |||
Capital expenditures | -94.4 | -101 | -95.2 |
Notes receivable from affiliates | 3 | -12.7 | -46.7 |
Other | -1.3 | 0 | -3.6 |
Net cash used in investing activities | -92.7 | -113.7 | -145.5 |
Cash flows from financing activities: | |||
Principal payments on long-term debt | -11.6 | -2.9 | -3.6 |
Proceeds from long-term debt borrowings | 210 | 0 | 0 |
Deferred financing costs and original issuance discount | -12.1 | 0 | 0 |
Net Parent investment | -179.4 | 4 | 154.6 |
Proceeds from issuance of ordinary shares | 186.3 | 0 | 0 |
Borrowings from affiliates | 0 | 0 | 2.1 |
Net cash provided by financing activities | 193.2 | 1.1 | 153.1 |
Effect of exchange rate changes on cash and cash equivalents | -2.8 | -10.2 | -0.8 |
Net increase (decrease) in cash and cash equivalents | 47.4 | -62.4 | 52.9 |
Cash and cash equivalents at beginning of period | 40.8 | 103.2 | 50.3 |
Cash and cash equivalents at end of period | 88.2 | 40.8 | 103.2 |
Supplemental disclosures of cash flow information: | |||
Interest paid, net of amount capitalized | 6.9 | 0.8 | 2.8 |
Income taxes paid, net | 21.6 | 21.6 | 24.6 |
Supplemental schedule of non-cash investing and financing activities: | |||
Accounts payable (relieved) incurred for acquisition of fixed assets | ($3.20) | ($6.30) | $3.40 |
Consolidated_Statement_of_Equi
Consolidated Statement of Equity Statement (USD $) | Total | Number of Ordinary Shares [Member] | Ordinary Shares [Member] | Net Parent Investment [Member] | Retained Earnings [Member] | Accumulated Other Comprehensive Income (Loss) [Member] | Parent [Member] | Noncontrolling Interest [Member] |
In Millions, except Share data, unless otherwise specified | USD ($) | USD ($) | USD ($) | USD ($) | USD ($) | USD ($) | USD ($) | |
Stockholders' Equity, Including Portion Attributable to Noncontrolling Interest at Dec. 31, 2011 | $539 | |||||||
Stockholders' Equity Attributable to Noncontrolling Interest at Dec. 31, 2011 | 35.3 | |||||||
Stockholders' Equity Attributable to Parent at Dec. 31, 2011 | 0 | 580 | -76.3 | 503.7 | ||||
Stockholders' Equity Attributable to Parent [Roll Forward] | ||||||||
Net (loss) income attributable to SunEdison Semiconductor Limited | 121.3 | 121.3 | 0 | 121.3 | ||||
Other comprehensive income (loss), net of tax, attributable to parent, including translation adjustment attributable to noncontrolling interest | -18.9 | -18.9 | ||||||
Amount of accumulated other comprehensive income transferred from SunEdison (2) | 0 | |||||||
Stockholders' Equity Attributable to Noncontrolling Interest [Roll Forward] | ||||||||
Net income attributable to noncontrolling interests | 1.4 | 1.4 | ||||||
Comprehensive (Income) Loss, Net of Tax, Attributable to Noncontrolling Interest | 2.2 | |||||||
Increase (Decrease) in Stockholders' Equity [Roll Forward] | ||||||||
Net (loss) income | 122.7 | |||||||
Net other comprehensive (loss) income | -16.7 | |||||||
Proceeds from Contributions from Parent | 169 | 169 | 169 | |||||
Stockholders' Equity, Including Portion Attributable to Noncontrolling Interest at Dec. 31, 2012 | 814 | |||||||
Stockholders' Equity Attributable to Noncontrolling Interest at Dec. 31, 2012 | 38.9 | |||||||
Stockholders' Equity Attributable to Parent at Dec. 31, 2012 | 0 | 870.3 | 0 | -95.2 | 775.1 | |||
Stockholders' Equity Attributable to Parent [Roll Forward] | ||||||||
Net (loss) income attributable to SunEdison Semiconductor Limited | -57.7 | -57.7 | 0 | -57.7 | ||||
Other comprehensive income (loss), net of tax, attributable to parent, including translation adjustment attributable to noncontrolling interest | -15 | -15 | ||||||
Amount of accumulated other comprehensive income transferred from SunEdison (2) | 0 | |||||||
Stockholders' Equity Attributable to Noncontrolling Interest [Roll Forward] | ||||||||
Net income attributable to noncontrolling interests | 2.4 | 2.4 | ||||||
Comprehensive (Income) Loss, Net of Tax, Attributable to Noncontrolling Interest | 2.9 | |||||||
Increase (Decrease) in Stockholders' Equity [Roll Forward] | ||||||||
Net (loss) income | -55.3 | |||||||
Net other comprehensive (loss) income | -12.1 | |||||||
Proceeds from Contributions from Parent | -35.4 | -35.4 | -35.4 | |||||
Stockholders' Equity, Including Portion Attributable to Noncontrolling Interest at Dec. 31, 2013 | 711.2 | |||||||
Stockholders' Equity Attributable to Noncontrolling Interest at Dec. 31, 2013 | 44.2 | 44.2 | ||||||
Stockholders' Equity Attributable to Parent at Dec. 31, 2013 | 667 | 0 | 777.2 | 0 | -110.2 | 667 | ||
Stockholders' Equity Attributable to Parent [Roll Forward] | ||||||||
Net income (loss) pre IPO attributable to parent | -11.5 | |||||||
Net (loss) income attributable to SunEdison Semiconductor Limited | -90.2 | -78.7 | -90.2 | |||||
Other comprehensive income (loss), net of tax, attributable to parent, including translation adjustment attributable to noncontrolling interest | -71 | -71 | ||||||
Stockholders' Equity, Other | 935.2 | -935.2 | ||||||
Adjustments to Additional Paid in Capital, Share-based Compensation, Employee Stock Purchase Program, Requisite Service Period Recognition | 7.9 | 7.9 | 7.9 | |||||
Amount of accumulated other comprehensive income transferred from SunEdison (2) | 7.1 | |||||||
Stockholders' Equity Attributable to Noncontrolling Interest [Roll Forward] | ||||||||
Net income attributable to noncontrolling interests | -0.8 | -0.8 | ||||||
Comprehensive (Income) Loss, Net of Tax, Attributable to Noncontrolling Interest | -0.5 | |||||||
Noncontrolling Interest, Decrease from Redemptions or Purchase of Interests | -41.7 | -41.7 | ||||||
Increase (Decrease) in Stockholders' Equity [Roll Forward] | ||||||||
Net (loss) income | -91 | |||||||
Net other comprehensive (loss) income | -71.5 | |||||||
Proceeds from Contributions from Parent | 176.6 | 169.5 | 176.6 | |||||
Number of Ordinary Shares [Roll Forward] | ||||||||
Shares, Issued | 41,500,000 | |||||||
Stockholders' Equity, Including Portion Attributable to Noncontrolling Interest at Dec. 31, 2014 | 691.5 | |||||||
Stockholders' Equity Attributable to Noncontrolling Interest at Dec. 31, 2014 | 1.2 | 1.2 | ||||||
Stockholders' Equity Attributable to Parent at Dec. 31, 2014 | $690.30 | $943.10 | $0 | ($78.70) | ($174.10) | $690.30 | ||
Ordinary shares outstanding at Dec. 31, 2014 | 41,506,175 | 41,500,000 |
Nature_of_Operations
Nature of Operations | 12 Months Ended |
Dec. 31, 2014 | |
Organization, Consolidation and Presentation of Financial Statements [Abstract] | |
Nature of Operations [Text Block] | NATURE OF OPERATIONS |
SunEdison Semiconductor Limited and subsidiaries (formerly the Semiconductor Materials Business of SunEdison, Inc.) (“SunEdison Semiconductor”, "SSL", the "Company”, “we”, “us”, and “our”) is a global leader in the development, manufacture and sale of silicon wafers to the semiconductor industry. Silicon wafers are used as the base substrate for nearly all semiconductor devices, which in turn provide the foundation for the entire electronics industry. Our business was established in 1959 and was known during most of our history as MEMC Electronic Materials, Inc. ("MEMC"). We have developed a broad product portfolio, an extensive global footprint, process technology expertise, and supply chain flexibility, while increasing our capital efficiency, and maintaining a lean operating culture. | |
The Company historically consisted of the consolidated operations of certain entities formerly wholly-owned by SunEdison, Inc. (“SunEdison” or “Parent” and formerly known as MEMC), as discussed in the basis of presentation below. Following the completion of a series of transactions undertaken to transfer ownership of its semiconductor materials business (the "Formation Transactions"), SunEdison sold a minority interest in SunEdison Semiconductor through an initial public offering (the “Offering”) of our ordinary shares, which closed on May 28, 2014 and resulted in the creation of SunEdison Semiconductor Limited (prior to the Offering, SunEdison Semiconductor Pte. Ltd.), a stand-alone public company. | |
Basis of Presentation | |
We operated as a business segment of SunEdison prior to the Offering. The combined financial statements for annual periods prior to the Offering were derived from the consolidated financial statements and accounting records of SunEdison and included allocations for direct costs and indirect costs attributable to the operations of the semiconductor materials business of SunEdison. Our consolidated financial statements for the year ended December 31, 2014 were prepared following the Formation Transactions and the Offering. | |
SunEdison maintains a number of stock-based compensation and benefit programs at the corporate level. Our employees participate in those programs and as such, our audited combined financial statements included allocated expenses associated with those programs. Our audited consolidated and combined balance sheets as of December 31, 2014 and 2013 do not include any Parent outstanding equity related to the stock-based compensation programs. Both our audited consolidated and combined balance sheets as of December 31, 2014 and 2013 include net pension and postretirement benefit plan obligations in the US and certain foreign locations that are our direct obligation because substantially all of the Parent's legacy pension and other post-employment benefit plans relate solely to us. See Notes 9 and 12 for further description of the stock-based compensation and post-employment benefit programs. | |
We generate a portion of our net sales from sales to SunEdison subsidiaries. These sales are reflected in a separate line item in our consolidated and combined statements of operations, net sales to affiliates. Normal operating activities with affiliates are reflected as amounts due from affiliates and amounts due to affiliates within operating activities in the consolidated and combined statements of cash flows. Prior to the Offering, our financial statements reflected cash transferred to and from SunEdison as notes receivable, affiliate and long-term debt, affiliate in the combined balance sheet, and notes receivable from affiliates and borrowings from affiliates in the combined statements of cash flows. All changes in the net parent investment account in the combined balance sheet have been considered cash receipts and payments, except for the exchange of ordinary shares in connection with the Formation Transactions, for purposes of the consolidated statements of cash flows and are reflected in financing activities. See Note 16 for a further description of related party transactions. | |
Earnings per share data have been retroactively applied for the years ended December 31, 2013 and 2012 because we did not operate as a separate legal entity with our own capital structure prior to the Offering. | |
Our historical combined financial statements include general corporate expenses of SunEdison that were allocated to us for certain functions, including communications, corporate administration, finance, accounting, treasury, legal, information technology, human resources, compliance, employee benefits and incentives, operations, research and development, and stock compensation. These expenses were allocated on the basis of direct usage, where identifiable, with the remainder primarily allocated on the basis of revenue or other related sales metrics, headcount, or number of our manufacturing plants. We consider the expense allocation methodology and results to be reasonable for all periods presented. However, these allocations may not necessarily be indicative of the actual expenses we would have incurred as a stand-alone public company during the periods prior to the Offering or of the costs we will incur in the future. |
Summary_of_Significant_Account
Summary of Significant Accounting Policies | 12 Months Ended | ||||||||
Dec. 31, 2014 | |||||||||
Summary of Significant Accounting Policies [Abstract] | |||||||||
Significant Accounting Policies [Text Block] | SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES | ||||||||
Use of Estimates | |||||||||
We use estimates and assumptions in preparing our consolidated financial statements that may affect reported amounts and disclosures. Estimates are used when accounting for depreciation, amortization, impairments, leases, inventory valuation, accrued liabilities including restructuring, warranties, and employee benefits, derivatives, stock-based compensation, and income taxes and asset recoverability, including allowances, among others. These estimates and assumptions are based on current facts, historical experience, and various other factors we believe to be reasonable under the circumstances, the results of which form the basis for making judgments about the carrying values of assets and liabilities and the recognition of revenue, costs, and other expenses that are not readily apparent from other sources. Our future results of operations would be affected to the extent there are material differences between the estimates and actual results. | |||||||||
Reclassifications | |||||||||
Certain amounts in prior periods have been reclassified to conform with the presentation adopted in the current period. | |||||||||
Principles of Consolidation and Combination | |||||||||
We record noncontrolling interests for non-wholly owned subsidiaries included in our consolidated and combined financial statements. Noncontrolling interests in the consolidated and combined balance sheets were $1.2 million and $44.2 million as of December 31, 2014 and 2013, respectively. All significant intercompany balances and transactions have been eliminated. | |||||||||
Revenue Recognition | |||||||||
Revenue is recognized for wafer and other product sales when title transfers, the risks and rewards of ownership have been transferred to the customer, the fee is fixed or determinable, and collection of the related receivable is reasonably assured, which is generally at the time of shipment for non-consignment orders. Title passes, in the case of consignment orders, when the customer pulls the product from the assigned storage facility or, if the customer does not pull the product within a contractually stated period of time (generally 60–90 days), at the end of that period, or when the customer otherwise agrees to take title to the product. Our wafers are generally made to customer specifications, and we conduct rigorous quality control and testing procedures to ensure that the finished wafers meet the customer’s specifications before the product is shipped. We consider international shipping term definitions in our determination of when title passes. | |||||||||
Expense Allocations | |||||||||
Our historical combined financial statements include expenses of SunEdison that were allocated to us for certain functions, including general corporate expenses related to communications, corporate administration, finance, legal, information technology, human resources, compliance, employee benefits and incentives, operations, research and development, and stock compensation. These expenses were allocated in our historical results of operations on the basis of direct usage, where identifiable, with the remainder primarily allocated on the basis of revenue or other related sales metrics, headcount or number of our manufacturing plants. We consider the expense allocation methodology and results to be reasonable for all periods presented. However, these allocations may not necessarily be indicative of the actual expenses we would have incurred as a stand-alone public company during the periods prior to the Offering or of the costs we will incur in the future. No significant restructuring or impairment charges were included in these allocations from SunEdison. | |||||||||
Operating Leases | |||||||||
We enter into lease agreements for a variety of business purposes, including office and manufacturing space, office and manufacturing equipment, and computer equipment. A portion of these are noncancellable operating leases. See Note 14 for our operating lease obligations. | |||||||||
Shipping and Handling | |||||||||
Costs to ship products to customers are included in marketing and administration expense in the consolidated and combined statements of operations. Amounts billed to customers, if any, to cover shipping and handling are included in net sales. Costs to ship products to customers were $17.7 million, $18.2 million, and $23.4 million for the years ended December 31, 2014, 2013, and 2012, respectively. | |||||||||
Cash and Cash Equivalents | |||||||||
Cash and cash equivalents consist of all cash balances, time deposits, and money market funds with original maturity periods of three months or less when purchased. | |||||||||
Allowance for Doubtful Accounts | |||||||||
We establish an allowance for doubtful accounts to adjust our receivables to amounts considered to be ultimately collectible. Our allowance is based on a variety of factors, including the length of time receivables are past due, significant one-time events, the financial health of our customers and historical experience. The balance of our allowance for doubtful accounts was $3.1 million and $4.1 million as of December 31, 2014 and 2013, respectively. | |||||||||
The activity in the allowance for doubtful accounts is summarized as follows: | |||||||||
December 31, 2014 | December 31, 2013 | ||||||||
In millions | |||||||||
Balance, beginning of year | $ | 4.1 | $ | 3.8 | |||||
(Benefit) provision | (0.4 | ) | 0.3 | ||||||
Write-offs, credits, and adjustments | (0.6 | ) | — | ||||||
Balance, end of the period | $ | 3.1 | $ | 4.1 | |||||
Inventories | |||||||||
Inventories consist of raw materials, labor, and manufacturing overhead, and are valued at the lower of cost or market. Fixed overhead is allocated to the costs of conversion based on the normal capacity of our production facilities. Unallocated overhead during periods of abnormally low production levels is recognized as cost of goods sold in the period in which it is incurred. Raw materials and supplies are generally stated at weighted-average cost, and goods in process and finished goods inventories are stated at standard cost, as adjusted for variances, which approximates weighted-average actual cost. The valuation of inventory requires us to estimate excess and slow moving inventory. The determination of the value of excess and slow moving inventory is based upon assumptions of future demand and market conditions. If actual market conditions are less favorable than those projected by management, additional inventory write-downs may be required. | |||||||||
Property, Plant, and Equipment | |||||||||
We record property, plant, and equipment at cost and depreciate it on a straight-line basis over the assets’ estimated useful lives as follows: | |||||||||
Years | |||||||||
Software | 3 | - | 10 | ||||||
Buildings and improvements | 2 | - | 50 | ||||||
Machinery and equipment | 1 | - | 30 | ||||||
Expenditures for repairs and maintenance are charged to expense as incurred. Additions and betterments are capitalized. The cost and related accumulated depreciation on property, plant, and equipment sold or otherwise disposed of are removed from the capital accounts and any gain or loss is reported in current-year operations. Leasehold improvements are depreciated over the shorter of the estimated useful life of the asset or the remaining lease term, including renewal periods considered reasonably assured of execution. | |||||||||
Depreciation and amortization expense for the years ended December 31, 2014, 2013, and 2012 was $116.0 million, $119.6 million, and $118.7 million, respectively. | |||||||||
Impairment of Property, Plant, and Equipment | |||||||||
We periodically assess long-lived assets/asset groups for impairment when conditions indicate a possible loss. Reviews are performed to determine whether the carrying value of an asset is impaired, based on comparisons to undiscounted expected future cash flows. If this comparison indicates that there is impairment, the asset is written down to its estimated fair value, which is typically calculated using: (i) quoted market prices, including appraisals or (ii) discounted expected future cash flows utilizing an appropriate discount rate. Impairment is based on the excess of the carrying amount over the fair value of those assets. We recorded asset impairment charges of $59.4 million, $33.6 million, and $1.5 million in 2014, 2013, and 2012, respectively. See Notes 4 and 6 for additional discussion on the impairment charges on long-lived assets. | |||||||||
Cost and Equity Method Investments | |||||||||
Cost method investments are initially recorded and subsequently carried at their historical cost and income is recorded to the extent there are dividends. We use the equity method of accounting for our equity investments where we hold more than 20 percent of the outstanding stock of the investee or where we have the ability to significantly influence the operations or financial decisions of the investee. We initially record the investment at cost and adjust the carrying amount each period to recognize our share of the earnings or losses and other comprehensive income (losses) of the investee based on our ownership percentage. We review our equity and cost method investments periodically for indicators of impairment. | |||||||||
Intangible Assets | |||||||||
Intangible assets that have determinable estimated lives are amortized over those estimated lives. The straight-line method of amortization is used because it best reflects the pattern in which the economic benefits of the intangible asset are consumed or otherwise used. The amounts and useful lives assigned to intangible assets acquired impact the amount and timing of future amortization. Reviews are performed to determine whether the carrying value of an asset is impaired, based on comparisons to undiscounted expected future cash flows or some other fair value measure. If this comparison indicates that there is impairment, the impaired asset is written down to fair value, which is typically calculated using discounted expected future cash flows utilizing an appropriate discount rate. Impairment is calculated as the excess of the carrying amount over the fair value of those assets. The balance of our intangible assets subject to amortization is $4.0 million as of December 31, 2014. We did not have any indefinable intangible assets as of December 31, 2013. | |||||||||
Derivative Financial Instruments and Hedging Activities | |||||||||
We utilize currency forward contracts to mitigate financial market risks of fluctuations in foreign currency exchange rates. We do not use derivative financial instruments for speculative or trading purposes. All derivative instruments are recorded in the consolidated balance sheet at fair value. We have not designated any derivatives as hedge accounting. Derivatives not designated as hedge accounting and used to hedge foreign currency-denominated balance sheet items are reported directly in earnings along with offsetting transaction gains and losses on the items being hedged. See Note 13. | |||||||||
Income Taxes | |||||||||
SunEdison filed consolidated income tax returns in the United States which included us for tax years 2013 and 2012 and for purposes of the historical combined financial statements, our taxes are computed and reported using a “separate return” method, or as though we filed a separate return for jurisdictions in which its operations are included in consolidated returns filed by SunEdison. We will file our own U.S. tax returns during 2015 for 2014 and have computed and reported our 2014 results based on the filing methods we will employ as a separate company. We also record income taxes for foreign jurisdictions in which any of our consolidated subsidiaries files separate returns. Income taxes as presented herein allocate current and deferred income taxes of SunEdison to us in a manner that is systematic, rational and consistent with the asset and liability method in accordance with Financial Accounting Standards Board ("FASB") Accounting Standards Codification 740 (“ASC 740”), Accounting for Income Taxes. The sum of the amounts allocated to the carve-out tax provisions may not equal the historical consolidated provision. Under the separate return method, deferred tax assets and liabilities are recognized for the future tax consequences attributable to differences between the financial statement carrying amounts of existing assets and liabilities and their respective tax bases and operating loss carryforwards. Deferred tax assets and liabilities are measured using enacted tax rates expected to apply to taxable income in the years in which those temporary differences are expected to be recovered or settled. The effect on deferred tax assets and liabilities of a change in tax rate is recognized in operations in the period that includes the enactment date. Valuation allowances are established when management determines that it is more likely than not that some portion, or all of the deferred tax asset, will not be realized. The financial effect of changes in tax laws or rates is accounted for in the period of enactment. | |||||||||
Deferred income taxes arise primarily because of differences in the bases of assets or liabilities between financial accounting and tax accounting which are known as temporary differences. We record the tax effect of these temporary differences as deferred tax assets (generally items that can be used as a tax deduction or credit in future periods) and deferred tax liabilities (generally items for which we receive a tax deduction, but have not yet been recorded in the consolidated statement of operations). We regularly review our deferred tax assets for realizability, taking into consideration all available evidence, both positive and negative, including historical pre-tax and taxable income (losses), projected future pre-tax and taxable income (losses) and the expected timing of the reversals of existing temporary differences. In arriving at these judgments, the weight given to the potential effect of all positive and negative evidence is commensurate with the extent to which it can be objectively verified. | |||||||||
We believe our tax positions are in compliance with applicable tax laws and regulations. Tax benefits are recognized only for tax positions that are more likely than not to be sustained upon examination by tax authorities. The amount recognized is measured as the largest amount of benefit that is greater than 50 percent likely to be realized upon ultimate settlement. Unrecognized tax benefits are tax benefits claimed in our tax returns that do not meet these recognition and measurement standards. Uncertain tax benefits, including accrued interest and penalties, are included as a component of other long-term liabilities because we do not anticipate that settlement of the liabilities will require payment of cash within the next 12 months. The accrual of interest begins in the first reporting period that interest would begin to accrue under the applicable tax law. Penalties, when applicable, are accrued in the financial reporting period in which the uncertain tax position is taken on a tax return. We recognize interest and penalties related to uncertain tax positions in income tax expense, which is consistent with our historical policy. We believe that our accrued income tax liabilities, including related interest, are adequate in relation to the potential for additional tax assessments. There is a risk, however, that the amounts ultimately paid upon resolution of audits could be materially different from the amounts previously included in our income tax expense and, therefore, could have a material impact on our tax provision, net (loss) income and cash flows. We review our accrued tax liabilities quarterly, and we may adjust such liabilities due to proposed assessments by tax authorities, changes in facts and circumstances, issuance of new regulations or new case law, negotiations between tax authorities of different countries concerning our transfer prices between our subsidiaries, the resolution of entire audits, or the expiration of statutes of limitations. Adjustments are most likely to occur in the year during which major audits are closed. | |||||||||
We are domiciled in Singapore. We plan foreign remittance amounts based on projected cash flow needs as well as the working capital and long-term investment requirements of our worldwide subsidiaries and operations, after taking into consideration the tax effects of such remittances and whether they can be done in a tax-efficient manner. | |||||||||
We have made our best estimates of certain income tax amounts included in the consolidated financial statements. Application of our accounting policies and estimates, however, involves the exercise of judgment and the use of assumptions as to future uncertainties and, as a result, actual results could differ from these estimates. In arriving at our estimates, factors we consider include how accurate the estimate or assumptions have been in the past, how much the estimate or assumptions have changed, and how reasonably likely such change may have a material impact. | |||||||||
Our historical business consists of the combined operations of certain entities currently owned by SunEdison, which is incorporated in the State of Delaware. We have historically been included in SunEdison’s consolidated U.S. federal income tax return and our income taxes are computed and reported under the “separate return” method. In connection with the Formation Transactions, our tax structure has changed prospectively but there will be no changes to our historical financial statements. | |||||||||
Post-Employment and Other Employee-Related Liabilities | |||||||||
We have a long-term net liability for our consolidated defined benefit pension and other post-employment benefit plans. Our obligations are funded in accordance with provisions of applicable laws. We recognize the overfunded or underfunded status of a defined benefit postretirement plan as an asset or liability in our statement of financial position and recognize changes in that funded status during the year in which the changes occur through comprehensive (loss) income in equity. | |||||||||
Our pension and other post-employment liabilities are determined using various actuarial assumptions, including the interest rate used to discount plan liabilities, the rate of compensation increase, and the expected return on plan assets, to estimate our costs and obligations. If the assumptions do not materialize as expected, expenditures and costs that we incur could differ from our current estimates. We determine the expected return on plan assets based on the pension plans’ actual asset mix as of the beginning of the year. While the assumed expected rate of return on the U.S. Pension plan assets was 8.5% in both 2014 and 2013, the actual returns experienced in the pension plan assets in the comparable periods in 2014 and 2013 were 4.6% and 14.6%, respectively. We consult with the plans’ actuaries to determine a discount rate assumption that reflects the characteristics of these plans, including expected cash outflows from the plans, and utilize an analytical tool that incorporates the concept of a hypothetical yield curve, developed from corporate bond (Standard and Poor's AA-rated quality) yield information. Assuming a 100 basis point increase in the assumed discount rate, our 2014 pension expense would have been $0.1 million higher. Assuming a 100 basis point decrease in this assumption, our 2014 pension expense would have been $0.2 million lower. | |||||||||
Effective January 1, 2012, the amortization period for the unamortized loss was changed to the average future life expectancy of the active plan participants, which was derived from an actuarial mortality table. This change was triggered by the small number of active plan participants relative to the total plan participants. Prior to 2012, the amortization period was derived based on the average remaining service period of the active participants expected to receive benefits. This change has reduced the amortization expense related to the unrealized loss. | |||||||||
Stock-Based Compensation | |||||||||
Our consolidated and combined financial statements include certain expenses of SunEdison that were allocated to us for stock-based compensation, as well as stock-based compensation expense for our stock. Stock-based compensation expense for all share-based payment awards is based on the estimated grant-date fair value. These compensation costs are recognized net of an estimated forfeiture rate for only those shares expected to vest on a straight-line basis over the requisite service period of the award, which is generally the option vesting term. Compensation costs, for ratable awards, are recognized for all grants on a straight-line basis over the requisite service period of the entire award. Forfeiture rates are estimated by taking into consideration the historical experience of SunEdison during the preceding four fiscal years. | |||||||||
The assumptions used are routinely examined in estimating the fair value of employee options granted. It was determined as part of this assessment, that the historical stock price volatility of guideline companies and the historical pattern of SunEdison option exercises are appropriate indicators of expected volatility and expected term since we did not have our own stock trading history prior to the Offering. The interest rate is determined based on the implied yield currently available on U.S. Treasury zero-coupon issues with a remaining term equal to the expected term of the award. The Black-Scholes option-pricing model is used to estimate the fair value of ratable and cliff vesting options. The grant date fair value was calculated for market condition awards using a probabilistic approach under a Monte Carlo simulation taking into consideration volatility, interest rates and expected term. | |||||||||
Translation of Foreign Currencies | |||||||||
We determine the functional currency of each subsidiary based on a number of factors, including the predominant currency for the subsidiary’s sales and expenditures and the subsidiary’s borrowings. When a subsidiary’s local currency is considered its functional currency, we translate its financial statements to U.S. dollars as follows: | |||||||||
• | Assets and liabilities using exchange rates in effect at the balance sheet date, and | ||||||||
• | Statement of operations accounts at weighted-average exchange rates for the period. | ||||||||
Adjustments from the translation process are presented in accumulated other comprehensive (loss) income in equity. | |||||||||
Contingencies | |||||||||
We are involved in conditions, situations, or circumstances in the ordinary course of business with possible gain or loss contingencies that will ultimately be resolved when one or more future events occur or fail to occur. If some amount within a range of loss appears at the time to be a better estimate than any other amount within the range, that amount will be accrued. When no amount within the range is a better estimate than any other amount, however, the minimum amount in the range will be accrued. We continually evaluate uncertainties associated with loss contingencies and record a charge equal to at least the minimum estimated liability for a loss contingency when both of the following conditions are met: (i) information available prior to issuance of the financial statements indicates that it is probable that an asset had been impaired or a liability had been incurred at the date of the financial statements; and (ii) the loss or range of loss can be reasonably estimated. Legal costs are expensed when incurred. Gain contingencies are not recorded until realized or realizable. | |||||||||
Fair Value Measurements | |||||||||
Fair value accounting guidance establishes a hierarchy for inputs used in measuring fair value that maximizes the use of observable inputs and minimizes the use of unobservable inputs by requiring that the most observable inputs be used when available. Observable inputs are inputs that market participants would use in pricing the asset or liability, and are based on market data obtained from sources independent of us. Unobservable inputs reflect assumptions market participants would use in pricing the asset or liability based on the best information available in the circumstances. The fair value hierarchy is broken down into three levels based on the reliability of inputs as follows: | |||||||||
• | Level 1—Valuations based on quoted prices in active markets for identical assets or liabilities that we have the ability to access. Valuation adjustments and block discounts are not applied to Level 1 instruments. Because valuations are based on quoted prices that are readily and regularly available in an active market, valuation of these instruments does not entail a significant degree of judgment. | ||||||||
• | Level 2—Valuations based on quoted prices in markets that are not active or for which all significant inputs are observable, either directly or indirectly. Valuations for Level 2 are prepared on an individual instrument basis using data obtained from recent transactions for identical securities in inactive markets or pricing data from similar instruments in active and inactive markets. | ||||||||
• | Level 3—Valuations based on inputs that are unobservable and significant to the overall fair value measurement. | ||||||||
We maintain various financial instruments recorded at cost in the December 31, 2014 and 2013 balance sheets that are not required to be recorded at fair value. For these instruments, we used the following methods and assumptions to estimate the fair value: | |||||||||
• | Cash equivalents, restricted cash, accounts receivable and payable, customer deposits, income taxes receivable and payable, short-term borrowings, and accrued liabilities are valued at cost, which approximates fair value because of the short maturity period; and | ||||||||
• | Long-term debt-fair value is based on the amount of future cash flows associated with each debt instrument discounted at a current estimated borrowing rate for similar debt instruments of comparable terms. | ||||||||
There were no transfers into or out of Level 1, Level 2, or Level 3 financial instruments during the periods ended December 31, 2014 and 2013. See Note 8 for debt fair value disclosure, see Note 12 for pension and other post-employment benefit plan asset fair value disclosures and see Note 13 for derivative fair value disclosures. | |||||||||
Accounting Standards Updates | |||||||||
The FASB issued Accounting Standards Update (“ASU”) No. 2014-08, Presentation of Financial Statements (Topic 205) and Property, Plant, and Equipment (Topic 360): Reporting Discontinued Operations and Disclosures of Disposals of Components of an Entity in April 2014. ASU 2014-08 limits the requirement to report discontinued operations to disposals of components of an entity that represent strategic shifts that have (or will have) a major effect on an entity’s operations and financial results. ASU 2014-08 also requires expanded disclosures concerning discontinued operations, disclosures of certain financial results attributable to a disposal of a significant component of an entity that does not qualify for discontinued operations reporting, and expanded disclosures for long-lived assets classified as held for sale or disposed of. ASU 2014-08 is effective for us on a prospective basis in the first quarter of 2015. Early adoption is permitted, but only for disposals (or assets classified as held for sale) that have not been reported in financial statements previously issued or available for issuance. We have evaluated the impact of ASU 2014-08 and do not anticipate a material impact on our consolidated financial statements and related disclosures upon adoption. | |||||||||
The FASB issued ASU No. 2014-09, Revenue from Contracts with Customers, on May 28, 2014, which requires an entity to recognize the amount of revenue to which it expects to be entitled for the transfer of promised goods or services to customers. This ASU will replace most existing revenue recognition guidance in U.S. generally accepted accounting principles ("US GAAP") when it becomes effective. The new standard is effective for us on January 1, 2017. Early application is not permitted. The standard permits the use of either the retrospective or cumulative effect transition method. We have not determined which transition method we will adopt, but do not anticipate a material impact to our consolidated financial statements and related disclosures upon adoption of ASU 2014-09. | |||||||||
The FASB issued ASU No. 2014-15, Presentation of Financial Statements - Going Concern (Subtopic 205-40): Disclosure of Uncertainties about an Entity’s Ability to Continue as a Going Concern, in August 2014, which requires management to evaluate, at each annual and interim reporting period, whether there are conditions or events that raise substantial doubt about the entity’s ability to continue as a going concern within one year after the date the financial statements are issued and to provide related disclosures. ASU 2014-15 is effective for us for the year ending December 31, 2016. We have evaluated the impact of this standard and do not anticipate a material impact on our consolidated financial statements and related disclosures upon adoption. |
Equity_Financing_Transactions_
Equity Financing Transactions (Notes) | 12 Months Ended | ||||||
Dec. 31, 2014 | |||||||
Equity Financing Transactions [Abstract] | |||||||
Equity Financing Transactions [Text Block] | EQUITY FINANCING TRANSACTIONS | ||||||
Initial Public Offering (the "Offering") | |||||||
We closed on an initial public offering of 7,200,000 ordinary shares, representing equity interests in the Company, at a price to the public of $13.00 per ordinary share on May 28, 2014. The Company received net proceeds of $85.9 million from the sale of the ordinary shares, after deducting underwriting discounts, commissions, structuring fees, and offering expenses of $7.7 million. The underwriters, following the Offering, exercised their over-allotment option to purchase an additional 1,080,000 ordinary shares at a price of $13.00 per ordinary share, providing additional net proceeds of $13.1 million, after deducting $0.9 million of underwriting discounts, commissions, and structuring fees. | |||||||
Samsung Private Placements | |||||||
Samsung Fine Chemicals Co., Ltd. ("Samsung Fine Chemicals") and Samsung Electronics Co., Ltd. ("Samsung Electronics") (together, the "Samsung Purchasers") purchased $93.6 million and $31.5 million, respectively, of our ordinary shares in separate private placements at a price per share equal to the public offering price of $13.00 per ordinary share. Samsung Fine Chemicals is a joint venture partner of ours and SunEdison Products Singapore Pte. Ltd., a subsidiary of SunEdison, in SMP Ltd. ("SMP"). Samsung Electronics is one of our customers and was our joint venture partner in MEMC Korea Company ("MKC"). Samsung Fine Chemicals made an aggregate cash investment in us of $93.6 million and, in a non-cash transaction, Samsung Electronics transferred to us its remaining 20% interest in MKC as consideration for the issuance of the ordinary shares. We realized net proceeds from the Samsung Fine Chemicals investment in us of $87.3 million after deducting underwriting discounts, commissions, structuring fees, and offering expenses of $6.3 million. These share purchases closed concurrently with the Offering. As a result of obtaining the 20% interest in MKC, we have redeemed the noncontrolling interest in this entity because MKC is now a wholly-owned subsidiary of the Company. There was no gain or loss recognized in connection with these transactions. | |||||||
The Company used the net proceeds from the Offering and the Samsung Private Placements, along with the proceeds of the $210.0 million term loan discussed in Note 8, to repay in full the intercompany notes payable of $215.2 million to a subsidiary of SunEdison that resulted from the Formation Transactions, and to repay existing bank indebtedness owed by the Company's Japanese subsidiary. The remainder of the proceeds from the term loan and the equity transactions outlined above was retained as cash on our balance sheet. | |||||||
Immediately following the Offering, the Company's equity ownership consisted of the following: | |||||||
Shareholder | Ordinary Shares | % Ownership | |||||
SunEdison, Inc. | 23,560,251 | 56.8 | % | ||||
Public | 8,280,000 | 20 | % | ||||
Samsung Fine Chemicals Co., Ltd. | 7,200,000 | 17.3 | % | ||||
Samsung Electronics Co., Ltd. | 2,425,578 | 5.8 | % | ||||
Other | 40,346 | 0.1 | % | ||||
Total Ordinary Shares | 41,506,175 | 100 | % | ||||
Restructuring_Impairment_and_O
Restructuring, Impairment, and Other Charges | 12 Months Ended | ||||||||||||||||||||||||||||||||
Dec. 31, 2014 | |||||||||||||||||||||||||||||||||
Restructuring and Related Activities [Abstract] | |||||||||||||||||||||||||||||||||
Restructuring and Related Activities Disclosure [Text Block] | RESTRUCTURING, IMPAIRMENT, AND OTHER CHARGES | ||||||||||||||||||||||||||||||||
2014 Consolidation of Crystal and Other Activities | |||||||||||||||||||||||||||||||||
We announced a plan to consolidate our crystal operations during the first quarter of 2014. The consolidation will include transitioning small diameter crystal activities from our St. Peters, Missouri facility to other crystal facilities in Korea, Taiwan, and Italy. The consolidation of crystal activities will affect approximately 120 employees in St. Peters and is currently being implemented. It is expected to be completed by the second half of 2015. Restructuring charges of $3.9 million were recorded for the year ended December 31, 2014 and are included within restructuring reversals in the consolidated statement of operations. We also recorded long-lived asset impairment charges of $2.1 million for the year ended December 31, 2014 related to the consolidation of the semiconductor crystal operations. | |||||||||||||||||||||||||||||||||
On December 18, 2014, we initiated the termination of certain employees as part of a workforce restructuring plan. The plan is designed to realign the workforce, improve profitability, and support new growth market opportunities. The plan is expected to result in a total reduction of approximately 120 positions, with a majority of the affected employees outside of the United States. It is expected to be completed by the end of the first half of 2015. We recorded restructuring charges of $2.5 million for the year ended December 31, 2014 in connection with this workforce restructuring. | |||||||||||||||||||||||||||||||||
2011 Global Plan | |||||||||||||||||||||||||||||||||
The semiconductor industry experienced a downturn during the second half of 2011. In response, we committed to a series of actions to reduce our global workforce, right size production capacity, and accelerate operating cost reductions in 2012 and beyond (the “2011 Global Plan”) in December 2011 in order to better align our business to then-current and expected market conditions in the semiconductor market, as well as to improve our overall cost competitiveness and cash flows. These actions included: | |||||||||||||||||||||||||||||||||
• | Reducing total workforce by approximately 500 persons worldwide, representing approximately 11% of our employees; | ||||||||||||||||||||||||||||||||
• | Shuttering our Merano, Italy polysilicon facility as of December 31, 2011; | ||||||||||||||||||||||||||||||||
Details of the 2012 expenses, cash payments and expected costs incurred related to the 2011 Global Plan are set out in the following table: | |||||||||||||||||||||||||||||||||
As of December 31, 2012 | |||||||||||||||||||||||||||||||||
In millions | Accrued December 31, 2011 | Year-to-date Restructuring Reversals | Cash Payments | Currency | Accrued December 31, 2012 | Cumulative Costs Incurred | Total Costs Expected to be Incurred | ||||||||||||||||||||||||||
2011 Global Plan | |||||||||||||||||||||||||||||||||
Severance and employee benefits | $ | 54.5 | $ | (6.4 | ) | $ | (17.4 | ) | $ | 0.3 | $ | 31 | $ | 48.1 | $ | 48.1 | |||||||||||||||||
Contract termination | 178.3 | (76.4 | ) | (33.2 | ) | 0.8 | 69.5 | 106.5 | 106.5 | ||||||||||||||||||||||||
Other | 48.1 | (5.1 | ) | (6.7 | ) | 0.7 | 37 | 39.4 | 39.4 | ||||||||||||||||||||||||
Total | $ | 280.9 | $ | (87.9 | ) | $ | (57.3 | ) | $ | 1.8 | $ | 137.5 | $ | 194 | $ | 194 | |||||||||||||||||
We executed two settlement agreements on September 4, 2012, with Evonik Industries AG and Evonik Degussa SpA ("Evonik"), one of our suppliers, to settle disputes arising from our early termination of two take-or-pay supply agreements resulting from the 2011 Global Plan. One of the original supply agreements also included a provision for the construction and operation of a chlorosilanes plant located on the site of our Merano, Italy polysilicon facility for our benefit. Pursuant to the settlement reached, we forfeited a deposit of $10.2 million and agreed to pay Evonik a total of 70.0 million euro, of which 25.0 million euro was paid in 2012 and 45.0 million euro was paid in 2013. A favorable adjustment to our 2011 Global Plan liabilities was made in the third quarter of 2012 as a result of this restructuring-related settlement, resulting in $65.8 million of income within restructuring charges (reversals) in the combined statement of operations. Additionally, on December 30, 2012 as part of the settlement with Evonik, we obtained title to the chlorosilanes plant, which resulted in a $31.7 million gain in the combined statement of operations for the fourth quarter of 2012. The fair value of the chlorosilanes plant was calculated based on a discounted cash flow model using management's assumptions (Level 3). | |||||||||||||||||||||||||||||||||
We entered into a letter of agreement on December 14, 2012 with a subsidiary of SunEdison pertaining to a polysilicon supply agreement as a result of shuttering our Merano, Italy polysilicon facility. The letter agreement required the subsidiary of SunEdison to reimburse the Company 57.9 million euro related to damages paid to suppliers and lost profits. Approximately $75.7 million of income was recorded within restructuring charges (reversals) in the combined statement of operations with an offset to accounts receivable, affiliate in the combined balance sheet in December 2012, as a result of this letter of agreement. The parties agreed to offset the accounts receivable, affiliate balance at December 31, 2012 of $75.7 million during 2013 by reducing the long-term loan from the SunEdison subsidiary by 40.0 million euro and reducing accounts payable, affiliate by 17.9 million euro. Similarly, in December 2011, a debit memo was issued by our Italian subsidiary for $10.5 million, resulting in income within restructuring charges (reversals) on the combined statement of operations. Additionally, the Company retained a deposit of 24.0 million euro for each of the periods ended December 31, 2013, 2012 and 2011 related to the polysilicon supply agreement, which is included within the accounts payable, affiliate line in the combined balance sheet. Similar to the 2012 agreement, in September 2013 the SunEdison subsidiary agreed with the Company to reimburse damages paid to suppliers and lost profits for 2013. The Company recorded $62.9 million of income within restructuring charges (reversals) in the combined statement of operations with an offset to accounts receivable, affiliate in the combined balance sheet for the year ended December 31, 2013. | |||||||||||||||||||||||||||||||||
Details of the 2013 expenses, cash payments and expected costs incurred related to the 2011 Global Plan are set out in the following table: | |||||||||||||||||||||||||||||||||
As of December 31, 2013 | |||||||||||||||||||||||||||||||||
In millions | Accrued December 31, 2012 | Year-to-date Restructuring Reversals | Cash Payments | Non-Cash Settlements | Currency | Accrued December 31, 2013 | Cumulative Costs Incurred | Total Costs Expected to be Incurred | |||||||||||||||||||||||||
2011 Global Plan | |||||||||||||||||||||||||||||||||
Severance and employee Benefits | $ | 31 | $ | (11.5 | ) | $ | (0.7 | ) | $ | — | $ | 2.2 | $ | 21 | $ | 36.6 | $ | 36.6 | |||||||||||||||
Contract termination | 69.5 | — | (59.4 | ) | — | 0.4 | 10.5 | 106.5 | 106.5 | ||||||||||||||||||||||||
Other | 37 | (1.5 | ) | (4.8 | ) | (7.6 | ) | 1.1 | 24.2 | 37.9 | 37.9 | ||||||||||||||||||||||
Total | $ | 137.5 | $ | (13.0 | ) | $ | (64.9 | ) | $ | (7.6 | ) | $ | 3.7 | $ | 55.7 | $ | 181 | $ | 181 | ||||||||||||||
During the year ended December 31, 2013, $75.9 million of income was recorded within restructuring charges (reversals) in the combined statement of operations pertaining to the 2011 Global Plan, which primarily consisted of the $62.9 million previously discussed. The remaining income recorded within restructuring charges (reversals) relates to net reversals of costs due to settlements of certain obligations and changes in estimates pertaining to severance, offset by immaterial expenses related to various restructuring activities. | |||||||||||||||||||||||||||||||||
Management concluded an analysis in the fourth quarter of 2013 as to whether to restart the Merano, Italy polysilicon facility and determined that, based on developments and market conditions, restarting the facility was not aligned with our business strategy. Accordingly, we decided to indefinitely close that facility and the related chlorosilanes facility (together, the "facilities") obtained from Evonik. We recorded $33.6 million of non-cash impairment charges to write down these assets to their then-current estimated salvage value in the fourth quarter of 2013 as a result. | |||||||||||||||||||||||||||||||||
Details of the 2014 expenses, cash payments, and expected costs incurred related to the 2011 Global Plan are set out in the following table: | |||||||||||||||||||||||||||||||||
As of December 31, 2014 | |||||||||||||||||||||||||||||||||
In millions | Accrued December 31, 2013 | Year-to-date Restructuring Reversals | Cash Payments | Non-cash Settlements | Currency | Accrued December 31, 2014 | Cumulative Costs Incurred | Total Costs Expected to be Incurred | |||||||||||||||||||||||||
2011 Global Plan | |||||||||||||||||||||||||||||||||
Severance and employee benefits | $ | 21 | $ | (14.3 | ) | $ | (3.3 | ) | $ | (0.9 | ) | $ | (1.8 | ) | $ | 0.7 | $ | 22.3 | $ | 22.3 | |||||||||||||
Contract termination | 10.5 | — | (10.5 | ) | — | — | — | 106.5 | 106.5 | ||||||||||||||||||||||||
Other | 24.2 | (0.3 | ) | (12.7 | ) | 2 | (1.7 | ) | 11.5 | 37.6 | 37.6 | ||||||||||||||||||||||
Total | $ | 55.7 | $ | (14.6 | ) | $ | (26.5 | ) | $ | 1.1 | $ | (3.5 | ) | $ | 12.2 | $ | 166.4 | $ | 166.4 | ||||||||||||||
We recorded net restructuring reversals of $14.4 million for the year ended December 31, 2014, due primarily to a favorable settlement of a polysilicon supply agreement negotiated in 2013 with a subsidiary of SunEdison, but settled during the first half of 2014, and the $12.0 million of severance reversals, as discussed below. The favorable settlement with a subsidiary of SunEdison was recorded within restructuring reversals in the consolidated statement of operations with an offset to accounts receivable, affiliate in the consolidated balance sheet, and thus is not reflected in the table above. This favorable settlement with a subsidiary of SunEdison is not reflected in the consolidated statement of cash flows as it was a non-cash transaction. Other revisions to our estimated restructuring liabilities included $2.6 million of net reversals which were recorded during the year ended December 31, 2014 due to actual results differing from our previous estimates. | |||||||||||||||||||||||||||||||||
We executed a favorable settlement of a polysilicon supply agreement with a subsidiary of SunEdison during the second quarter of 2014. This settlement resulted in non-cash capital contributions in the form of intercompany debt forgiveness which did not change the statement of operations but increased shareholders' equity by $32.3 million. Because this is a non-cash transaction, the Company recorded a net increase in net parent investment of $32.3 million which is not reflected in the consolidated statement of cash flows or the table above. | |||||||||||||||||||||||||||||||||
We received offers of interest to purchase our indefinitely-closed Merano, Italy facilities during the third quarter of 2014. These offers indicated to us that the carrying value of the assets exceeded their estimated fair value. We recorded $57.3 million of non-cash charges to write down these assets to their estimated fair value as a result of an impairment analysis. These charges were recognized as long-lived asset impairment charges in our consolidated statement of operations. Impairment charges were measured based on the amount by which the carrying value of these assets exceeded their estimated fair value after consideration of their future cash flows using management's assumptions (Level 3). | |||||||||||||||||||||||||||||||||
In December 2014, we closed the sale of the Merano, Italy facilities. The facilities were sold to a third party for 10.0 million euro. No cash payment was received at the date of closing and the purchase consideration will be paid to us over ten years. In connection with the sales transaction, we provided the buyer with loans totaling 7.5 million euro which will be repaid over nine years. We accounted for this transaction in accordance with the deposit method of real estate accounting. We recognized a $4.7 million loss on sale of property, plant and equipment for the year ended December 31, 2014 related to this sales transaction. As a result of the sales transaction, we have a variable interest in the buyer’s newly created entity that purchased the facilities. We are not the primary beneficiary because we do not have controlling financial interest in this variable interest entity (“VIE”) and have, therefore, not consolidated this VIE. The carrying amounts of the facilities’ assets and liabilities sold to the VIE are 15.8 million euro and 5.4 million euro, respectively, which are recorded in our consolidated balance sheet. Our maximum exposure to loss as a result of our involvement with the VIE is the 10.0 million euro purchase price receivable and the 7.5 million euro loans to the extent we do not receive these funds in the future. We also recorded $12.0 million of severance reversals related to the sale of the facilities because the buyer assumed legal responsibility for the affected employees' severance liabilities. The severance reversals are included within restructuring reversals in the consolidated statement of operations. This severance reversal is a non-cash settlement and the statement of cash flows is adjusted for this non-cash transaction. | |||||||||||||||||||||||||||||||||
2009 Restructuring Plan | |||||||||||||||||||||||||||||||||
We committed to workforce reductions during the first and second quarters of 2009 (the “2009 Global Plan”) in order to better align manufacturing capabilities to projected demand. We committed, in September 2009, to actions to reduce manufacturing costs by shifting manufacturing from our St. Peters, Missouri and Sherman, Texas facilities to other locations which are closer to a number of our customers in the Asia Pacific region (the “2009 U.S. Plan”). We have provided and paid severance benefits to those terminated under the 2009 Global Plan and will provide severance benefits to those employees who have been or will be terminated under the 2009 U.S. Plan. We recorded restructuring reversals of $0.2 million and charges of $0.9 million and $1.8 million and made cash payments of $0.3 million, $3.0 million, and $14.6 million in the years ended December 31, 2014, 2013, and 2012, respectively. There is no remaining accrual for the 2009 Restructuring Plan as of December 31, 2014. |
Inventories
Inventories | 12 Months Ended | ||||||||
Dec. 31, 2014 | |||||||||
Inventory [Abstract] | |||||||||
Inventory Disclosure [Text Block] | INVENTORIES | ||||||||
Inventories consist of the following: | |||||||||
As of December 31, | |||||||||
2014 | 2013 | ||||||||
In millions | |||||||||
Raw materials and supplies | $ | 29.9 | $ | 37.5 | |||||
Goods in process | 49.7 | 48.1 | |||||||
Finished goods | 42.5 | 42.5 | |||||||
Total inventories | $ | 122.1 | $ | 128.1 | |||||
Included in the table above as of December 31, 2014, was $20.1 million of finished goods inventory held on consignment, compared to $22.9 million as of December 31, 2013. |
Property_Plant_and_Equipment
Property, Plant, and Equipment | 12 Months Ended | ||||||||
Dec. 31, 2014 | |||||||||
Property, Plant and Equipment [Abstract] | |||||||||
Property, Plant and Equipment Disclosure [Text Block] | PROPERTY, PLANT, AND EQUIPMENT | ||||||||
Property, plant, and equipment consists of the following: | |||||||||
As of December 31, | |||||||||
2014 | 2013 | ||||||||
In millions | |||||||||
Land | $ | 5.1 | $ | 5.9 | |||||
Software | 23.2 | 26.7 | |||||||
Buildings and improvements | 188.3 | 245.8 | |||||||
Machinery and equipment | 1,106.20 | 1,206.90 | |||||||
1,322.80 | 1,485.30 | ||||||||
Less accumulated depreciation | (788.3 | ) | (811.0 | ) | |||||
534.5 | 674.3 | ||||||||
Construction in progress | 64.3 | 50.6 | |||||||
Total property, plant, and equipment, net | $ | 598.8 | $ | 724.9 | |||||
We recorded asset impairment charges of $59.4 million for the year ended December 31, 2014, of which $57.3 million relates to the assets at our Merano, Italy polysilicon and chlorosilanes facilities that were written-down in the third quarter to their estimated fair value based on purchase offers we received from potential buyers. As discussed in Note 4, the Merano, Italy polysilicon and chlorosilanes facilities were sold in the fourth quarter. We accounted for this transaction under the deposit method of real estate accounting. The remaining 15.8 million euro of property, plant, and equipment and other assets related to the sale meet held for sale criteria and are included in property, plant, and equipment, net of accumulated depreciation in the consolidated balance sheet. | |||||||||
We recorded asset impairment charges of $34.8 million for the year ended December 31, 2013, of which $33.6 million related to the write-down of assets at our Merano, Italy polysilicon and chlorosilanes facilities to their then-current estimated salvage value, which was based primarily on an appraisal. We recorded asset impairment charges of $1.5 million for the year ended December 31, 2012, primarily related to software. These charges are reflected in long-lived asset impairment charges in our consolidated and combined statements of operations. |
Equity_Method_Investment_Notes
Equity Method Investment (Notes) | 12 Months Ended | |||
Dec. 31, 2014 | ||||
Equity Method Investment [Abstract] | ||||
Equity Method Investments and Joint Ventures Disclosure [Text Block] | EQUITY METHOD INVESTMENT | |||
SunEdison acquired a 35% interest in SMP, Ltd. from Samsung Fine Chemicals Co., Ltd for a cash purchase price of 143.9 billion South Korean won, or $140.7 million, and contributed that interest in SMP to us as part of the Formation Transactions. SMP owns a polysilicon manufacturing facility in South Korea which has recently completed and is in the initial stages of production. This represented a non-cash transaction to us and has been excluded from the consolidated statements of cash flows. This transaction resulted in our having an equity method investment in SMP. | ||||
Summarized financial information for SMP as of and for the year ended December 31, 2014 was as follows: | ||||
December 31, | ||||
2014 | ||||
In millions | ||||
Revenues | $ | — | ||
Gross profit | — | |||
Loss from continuing operations | 2.8 | |||
Net loss | 2.8 | |||
Total current assets | 34.6 | |||
Total noncurrent assets | 782.9 | |||
Total current liabilities | 201.2 | |||
Total noncurrent liabilities | 249.1 | |||
Total equity | 367.2 | |||
Debt
Debt | 12 Months Ended | ||||||||||||||||||||||||
Dec. 31, 2014 | |||||||||||||||||||||||||
Debt Disclosure [Abstract] | |||||||||||||||||||||||||
Debt Disclosure [Text Block] | DEBT | ||||||||||||||||||||||||
Debt outstanding consists of the following: | |||||||||||||||||||||||||
As of December 31, 2014 | As of December 31, 2013 | ||||||||||||||||||||||||
Total Principal | Current and Short-Term | Long-Term | Total Principal | Current and Short-Term | Long-Term | ||||||||||||||||||||
In millions | |||||||||||||||||||||||||
Long-term notes | $ | 207.1 | $ | 2.1 | $ | 205 | $ | 10.4 | $ | 2.8 | $ | 7.6 | |||||||||||||
Senior Secured Credit Facility | |||||||||||||||||||||||||
The Company and its direct subsidiary, SunEdison Semiconductor B.V. (the “Borrower”), entered into a credit agreement on May 27, 2014 with Goldman Sachs Bank USA, as administrative agent, sole lead arranger, and sole syndication agent, and, together with Macquarie Capital (USA) Inc., as joint bookrunners, Citibank, N.A., as letter of credit issuer, and the lender parties thereto (the “Credit Facility”). The Credit Facility provides for: (i) a senior secured term loan facility in an aggregate principal amount up to $210.0 million (the “Term Facility”); and (ii) a senior secured revolving credit facility in an aggregate principal amount up to $50.0 million (the “Revolving Facility”). The Borrower may obtain, under the Revolving Facility, (i) letters of credit and bankers’ acceptances in an aggregate stated amount up to $15.0 million; and (ii) swing line loans in an aggregate principal amount up to $15.0 million. The Term Facility has a five-year term, ending May 27, 2019, and the Revolving Facility has a three-year term, ending May 27, 2017. The full amount of the Term Facility was drawn on May 27, 2014. No amounts were outstanding under the Revolving Facility as of December 31, 2014, but $3.2 million of third party letters of credit were outstanding, which reduced the available borrowing capacity. The principal amount of the Term Facility must be repaid in quarterly installments of $525,000 beginning September 30, 2014 with the remaining balance paid at maturity. | |||||||||||||||||||||||||
The Term Facility was issued at a discount of 1.00%, or $2.1 million, which will be amortized as an increase in interest expense over the term of the Term Facility. We incurred an additional $10.0 million of financing fees related to the Credit Facility that have been capitalized and will be amortized over the term of the respective Term Facility and Revolving Facility. | |||||||||||||||||||||||||
The Borrower’s obligations under the Credit Facility are guaranteed by the Company and certain of its direct and indirect subsidiaries. The Borrower’s obligations and the guaranty obligations of the Company and its subsidiaries are secured by first-priority liens on, and security interests in, certain present and future assets of the Company, the Borrower, and the subsidiary guarantors, including pledges of the capital stock of certain of the Company’s subsidiaries. | |||||||||||||||||||||||||
Borrowings under the Credit Facility bear interest (i) at a base rate plus 4.50% per annum or (ii) at a reserve-adjusted eurocurrency rate plus 5.50% per annum. The minimum eurocurrency base rate for the Term Facility shall at no time be less than 1.00% per annum. Interest will be paid quarterly in arrears, and at the maturity date of each facility for loans bearing interest with reference to the base rate. Interest will be paid on the last day of selected interest periods (which will be one, three and six months), and at the maturity date of each facility for loans bearing interest with reference to the reserve-adjusted eurocurrency rate (and at the end of every three months, in the case of any interest period longer than three months). A fee equal to 5.50% per annum will be payable by the Borrower, quarterly in arrears, in respect of the daily amount available to be drawn under outstanding letters of credit and bankers’ acceptances. | |||||||||||||||||||||||||
The Credit Facility contains customary representations, covenants, and events of default typical for credit arrangements of comparable size, including our maintenance of a consolidated leverage ratio of not greater than: (i) 3.5 to 1.0 for the quarters ended September 30, 2014 and December 31, 2014; (ii) 3.0 to 1.0 for the quarters ending March 31, 2015 and June 30, 2015; and (iii) 2.5 to 1.0 for the quarters ending on and after September 30, 2015. The Credit Facility also contains customary material adverse effects and cross-default clauses. The cross-default clause is applicable to defaults on other indebtedness in excess of $30.0 million. We were in compliance with all covenants of the Credit Facility as of December 31, 2014. | |||||||||||||||||||||||||
Japanese Credit Facility | |||||||||||||||||||||||||
Long-term notes, including current portion, totaling $10.4 million as of December 31, 2013 were owed to a bank by our Japanese subsidiary. The notes were guaranteed by our Parent and further secured by the property, plant and equipment of our Japanese subsidiary. The original maturity dates of these loans ranged from 2014 to 2017. These long-term notes were paid in full during the second quarter of 2014 using proceeds from the Offering and the Samsung Private Placements, along with the proceeds of the $210.0 million Term Facility. | |||||||||||||||||||||||||
Other Financing Arrangements | |||||||||||||||||||||||||
We have short-term committed financing arrangements of $30.1 million at December 31, 2014, of which there were no borrowings outstanding as of December 31, 2014. Of this amount, $14.3 million is unavailable because it relates to the issuance of third party letters of credit and bank guarantees. Interest rates are negotiated at the time of the borrowings. | |||||||||||||||||||||||||
The estimated fair value of our debt was $200.6 million and $9.8 million as of December 31, 2014 and December 31, 2013, respectively. Fair value of this debt is calculated using a discounted cash flow model (Level 2 assumptions) with consideration for our non-performance risk (Level 3 assumptions). | |||||||||||||||||||||||||
Maturities | |||||||||||||||||||||||||
The aggregate amounts of payments on long-term debt, excluding affiliate debt, after December 31, 2014 are as follows: | |||||||||||||||||||||||||
2015 | 2016 | 2017 | 2018 | 2019 | Total | ||||||||||||||||||||
In millions | |||||||||||||||||||||||||
Maturities of long-term debt | $ | 2.1 | $ | 2.1 | $ | 2.1 | $ | 2.1 | $ | 200.6 | $ | 209 | |||||||||||||
StockBased_Compensation
Stock-Based Compensation | 12 Months Ended | |||||||||||||
Dec. 31, 2014 | ||||||||||||||
Stock Based Compensation [Abstract] | ||||||||||||||
Disclosure of Compensation Related Costs, Share-based Payments [Text Block] | STOCKHOLDERS' EQUITY | |||||||||||||
Ordinary Shares | ||||||||||||||
Holders of our ordinary shares are entitled to one vote for each share held on all matters submitted to a vote of shareholders. Subject to any preferential rights of holders of any outstanding preference shares, holders of our ordinary shares will be entitled to receive dividends and other distributions in cash, stock, or property as may be declared by our company from time to time. In the event of our liquidation, dissolution or winding up, the liquidator may, with the authority of a special resolution, divide amongst all shareholders in specie or in kind the whole or any part of our assets and may for such purpose set such value as the liquidator thinks fair upon any one or more classes of property to be divided as between the shareholders or between different classes of shareholders. The declaration and payment of future dividends on our ordinary shares, if any, will be at the sole discretion of the Board of Directors and is subject to restrictions contained in our Credit Facility, Singapore law, and our articles of association. There were no dividends declared or paid during the year ended December 31, 2014. | ||||||||||||||
Stock-Based Compensation | ||||||||||||||
We have equity incentive plans that provide for the award of non-qualified stock options, performance shares, and restricted stock units ("RSUs") to employees and non-employee directors. We filed a registration statement on Form S-8 on June 10, 2014 to register an aggregate of 11,000,000 ordinary shares reserved for issuance under the equity incentive plans we adopted in connection with the Offering. There were 7.7 million shares remaining available for future grant under these plans as of December 31, 2014. | ||||||||||||||
Options to employees are generally granted upon hire and annually or semi-annually, usually with four-year ratable vesting. No option has a term of more than ten years. The exercise price of stock options granted equals the market price on the date of the grant. | ||||||||||||||
The following table presents information regarding outstanding stock options as of December 31, 2014, and changes during the year ended December 31, 2014: | ||||||||||||||
Shares | Weighted-Average Exercise Price | Aggregate Intrinsic Value (in millions) | Weighted-Average Remaining Contractual Life (years) | |||||||||||
Outstanding at December 31, 2013 | — | $ | — | |||||||||||
Granted | 1,794,002 | 15.83 | ||||||||||||
Exercised | — | — | ||||||||||||
Forfeited | (67,648 | ) | 17.39 | |||||||||||
Expired | — | — | ||||||||||||
Outstanding at December 31, 2014 | 1,726,354 | $ | 15.77 | $ | 4.8 | 9 | ||||||||
Options exercisable at December 31, 2014 | 57,692 | $ | 13 | $ | 0.3 | 9 | ||||||||
The weighted-average assumptions are as follows: | ||||||||||||||
2014 | ||||||||||||||
Risk-free interest rate | 1.2 | % | ||||||||||||
Expected stock price volatility | 39.6 | % | ||||||||||||
Expected term until exercise (years) | 4 | |||||||||||||
Expected dividends | — | % | ||||||||||||
The weighted-average grant-date fair value per share of options granted was $5.15 for the year ended December 31, 2014. Total unrecognized compensation cost related to stock options of $7.5 million is expected to be recognized as of December 31, 2014 over a weighted-average period of 3.5 years. | ||||||||||||||
RSUs represent the right to receive a share of our stock at a designated time in the future, provided the stock unit is vested at the time. Recipients of RSUs do not pay any cash consideration for the RSUs or the underlying shares, and do not have the right to vote or have any other rights of a shareholder until the RSU has vested and the underlying shares of stock are distributed. RSUs granted to employees and non-employee directors usually have a four-year ratable vesting schedule, and certain grants are subject to performance conditions established at the time of grant. | ||||||||||||||
The following table presents information regarding outstanding RSUs as of December 31, 2014, and changes during the year ended December 31, 2014: | ||||||||||||||
Restricted Stock Units | Aggregate Intrinsic Value (in millions) | Weighted-Average Remaining Contractual Life (years) | ||||||||||||
Outstanding at December 31, 2013 | — | |||||||||||||
Granted | 1,604,725 | |||||||||||||
Converted | — | |||||||||||||
Forfeited | (43,313 | ) | ||||||||||||
Outstanding at December 31, 2014 | 1,561,412 | $ | 28.9 | 2.1 | ||||||||||
Total unrecognized compensation cost related to RSUs of $23.0 million is expected to be recognized as of December 31, 2014 over a weighted-average period of approximately 3.5 years. The weighted-average fair value of RSUs on the date of grant was $16.93 for the year ended December 31, 2014. | ||||||||||||||
Our Participation in Parent's Incentive Plans | ||||||||||||||
SunEdison maintains a number of stock-based compensation programs at the corporate level. Our employees have historically participated in those programs and, as such, we were allocated expenses associated with those programs based on the actual number of stock-based compensation awards granted to our employees. Our consolidated balance sheets do not include any Parent outstanding equity related to the stock-based compensation programs. Our employees retained the rights to those equity incentive awards for so long as our Parent maintained a majority ownership interest in us. Therefore, they are accounted as equity-classified awards. A result of this is that we have included this stock-based compensation expense in our consolidated financial statements. Stock-based compensation expense of $3.4 million was reported as net parent investment in the combined statement of equity prior to the Offering. | ||||||||||||||
On January 20, 2015, in connection with the secondary offering, the Company and SunEdison agreed to replace 25% of the equity-based compensation awards relating to SunEdison stock that were unvested and held by our employees with adjusted stock options and RSUs, as applicable, for the Company’s ordinary shares. See Note 19 for additional discussion regarding the replacement awards. | ||||||||||||||
Stock-based compensation expense recorded for the years ended December 31, 2014, 2013, and 2012 was allocated as follows: | ||||||||||||||
For the Year Ended December 31, | ||||||||||||||
2014 | 2013 | 2012 | ||||||||||||
In millions | ||||||||||||||
Cost of goods sold | $ | 3.6 | $ | 4.4 | $ | 4.8 | ||||||||
Marketing and administration | 5.1 | 7.4 | 6.2 | |||||||||||
Research and development | 2.6 | 2.1 | 2 | |||||||||||
Stock-based employee compensation | $ | 11.3 | $ | 13.9 | $ | 13 | ||||||||
The amount of stock-based compensation cost capitalized into inventory and fixed assets was not material for the years ended December 31, 2014, 2013, and 2012. Further, the recognition of excess tax benefits from share-based payment arrangements was not material for the years ended December 31, 2014, 2013, and 2012. |
Loss_Earnings_Per_Share_Notes
(Loss) Earnings Per Share (Notes) | 12 Months Ended | ||||||||||||||||||||||||
Dec. 31, 2014 | |||||||||||||||||||||||||
(Loss) Earnings Per Share [Abstract] | |||||||||||||||||||||||||
Earnings Per Share [Text Block] | (LOSS) EARNINGS PER SHARE | ||||||||||||||||||||||||
Basic (loss) earnings per share is computed by dividing net income by the number of weighted-average ordinary shares outstanding during the period. Diluted (loss) earnings per share is computed using the weighted-average ordinary shares outstanding and, if dilutive, potential ordinary shares outstanding during the period. Potential ordinary shares represent the incremental ordinary shares issuable for RSUs and stock option exercises. The Company calculates the dilutive effect of outstanding RSUs and stock options on (loss) earnings per share by application of the treasury stock method. | |||||||||||||||||||||||||
The computations of basic and diluted (loss) earnings per share assumes that the number of ordinary shares outstanding for all periods prior to the closing of the Offering on May 28, 2014 was equal to the number of ordinary shares of SunEdison Semiconductor Limited outstanding on May 28, 2014. | |||||||||||||||||||||||||
Basic and diluted (loss) earnings per share ("EPS") for the years ended December 31, 2014, 2013, and 2012 were calculated as follows: | |||||||||||||||||||||||||
2014 | 2013 | 2012 | |||||||||||||||||||||||
In millions, except per share amounts | Basic | Diluted | Basic | Diluted | Basic | Diluted | |||||||||||||||||||
EPS Numerator: | |||||||||||||||||||||||||
Net (loss) income attributable to SunEdison Semiconductor Limited | $ | (90.2 | ) | $ | (90.2 | ) | $ | (57.7 | ) | $ | (57.7 | ) | $ | 121.3 | $ | 121.3 | |||||||||
EPS Denominator: | |||||||||||||||||||||||||
Weighted-average shares outstanding | 41.5 | 41.5 | 41.5 | 41.5 | 41.5 | 41.5 | |||||||||||||||||||
(Loss) earnings per share | $ | (2.17 | ) | $ | (2.17 | ) | $ | (1.39 | ) | $ | (1.39 | ) | $ | 2.92 | $ | 2.92 | |||||||||
The computations for diluted loss per share for the year ended December 31, 2014 excludes approximately 1.7 million options to purchase SunEdison Semiconductor shares and 1.6 million RSUs because the effect would have been anti-dilutive. No SunEdison Semiconductor options or RSUs were outstanding during the years ended December 31, 2013 and 2012. |
Accumulated_Other_Comprehensiv
Accumulated Other Comprehensive Loss | 12 Months Ended | ||||||||||||||
Dec. 31, 2014 | |||||||||||||||
Accumulated Other Comprehensive Loss [Abstract] | |||||||||||||||
Comprehensive Income (Loss) Note [Text Block] | ACCUMULATED OTHER COMPREHENSIVE LOSS | ||||||||||||||
Comprehensive income (loss) represents a measure of all changes in equity that result from recognized transactions and economic events other than transactions with owners in their capacity as owners. Other comprehensive income (loss) from the Company includes foreign currency translation and pension adjustments. | |||||||||||||||
The following table presents the changes in each component of accumulated other comprehensive loss, net of tax: | |||||||||||||||
Year Ended December 31, | |||||||||||||||
In millions | 2014 | 2013 | 2012 | ||||||||||||
Foreign Currency Items (1) | |||||||||||||||
Beginning balance | $ | (76.3 | ) | $ | (28.1 | ) | $ | (10.6 | ) | ||||||
Other comprehensive loss before reclassifications | (40.2 | ) | (48.2 | ) | (17.5 | ) | |||||||||
Amounts reclassified from accumulated other comprehensive loss | — | — | — | ||||||||||||
Net other comprehensive loss | (40.2 | ) | (48.2 | ) | (17.5 | ) | |||||||||
Balance at December 31 | $ | (116.5 | ) | $ | (76.3 | ) | $ | (28.1 | ) | ||||||
Available-for-sale Securities | |||||||||||||||
Beginning balance | $ | — | $ | 0.2 | $ | 0.2 | |||||||||
Other comprehensive loss before reclassifications | — | (0.2 | ) | — | |||||||||||
Amounts reclassified from accumulated other comprehensive loss | — | — | — | ||||||||||||
Net other comprehensive loss | — | (0.2 | ) | — | |||||||||||
Balance at December 31 | $ | — | $ | — | $ | 0.2 | |||||||||
Pension Plans | |||||||||||||||
Beginning balance | $ | (33.9 | ) | $ | (67.3 | ) | $ | (65.9 | ) | ||||||
Other comprehensive (loss) income before reclassifications | (30.7 | ) | 31.3 | (4.3 | ) | ||||||||||
Amounts reclassified from accumulated other comprehensive loss | (0.1 | ) | 2.1 | 2.9 | |||||||||||
Net other comprehensive (loss) income | (30.8 | ) | 33.4 | (1.4 | ) | ||||||||||
Amount of accumulated other comprehensive income transferred from SunEdison (2) | 7.1 | — | — | ||||||||||||
Balance at December 31 | $ | (57.6 | ) | $ | (33.9 | ) | $ | (67.3 | ) | ||||||
Accumulated other comprehensive loss at December 31 | $ | (174.1 | ) | $ | (110.2 | ) | $ | (95.2 | ) | ||||||
(1) Excludes foreign currency adjustments as it relates to noncontrolling interests. See the consolidated statements of comprehensive (loss) income. | |||||||||||||||
(2) Amount represents the non-cash transfer of accumulated other comprehensive income from SunEdison as part of the Formation Transactions. | |||||||||||||||
The following table presents reclassifications from accumulated other comprehensive loss and the affected line in the consolidated statement of operations: | |||||||||||||||
Year Ended December 31, | |||||||||||||||
In millions | 2014 | 2013 | 2012 | Consolidated Statement of Operations | |||||||||||
Amortization of net actuarial gain (loss) and prior service credit (cost) | $ | 0.1 | $ | (2.1 | ) | $ | (2.9 | ) | Marketing and administration expense | ||||||
Employee_Related_Liabilities
Employee Related Liabilities | 12 Months Ended | ||||||||||||||||||||||||
Dec. 31, 2014 | |||||||||||||||||||||||||
Employee Related Liabilities [Abstract] | |||||||||||||||||||||||||
Pension and Other Postretirement Benefits Disclosure [Text Block] | POST-EMPLOYMENT AND OTHER EMPLOYEE-RELATED LIABILITIES | ||||||||||||||||||||||||
Pension and Post-Employment Benefit Plans | |||||||||||||||||||||||||
We sponsor a defined benefit pension plan covering certain U.S. employees and a non-qualified pension plan under the Employee Retirement Income Security Act of 1974. The U.S. defined benefit plan covered most U.S. employees prior to January 2, 2002 when we ceased adding new participants to the plan and amended the plan to discontinue future benefit accruals for certain participants. Effective January 1, 2012, the accumulation of new benefits for all participants under the U.S. defined benefit pension plan was frozen. The non-qualified pension plan provides pension benefits in addition to the benefits provided by the U.S. defined benefit pension plan. Eligibility for participation in this plan requires coverage under the U.S. defined benefit plan and other specific circumstances. The non-qualified plan has also been amended to discontinue future benefit accruals. | |||||||||||||||||||||||||
We also sponsor defined benefit pension plans for our eligible employees in Japan and Taiwan. | |||||||||||||||||||||||||
Additionally, we provide post-retirement health care benefits and post-employment disability benefits to certain eligible U.S. employees. We amended the health care plan on January 1, 2002 to discontinue benefits for certain participants. Effective January 2, 2002, no new participants will be eligible for post-retirement health care benefits under the plan. The health care plan is contributory, with retiree contributions adjusted annually, and contains other cost-sharing features such as deductibles and coinsurance. | |||||||||||||||||||||||||
Effective January 1, 2012, the amortization period for the unamortized unrealized loss was changed to the remaining life expectancy of the plan participants, which was derived from an actuarial mortality table. This change was triggered since substantially all the plan participants are now inactive or retired. Prior to 2012, the amortization period was derived based on the average remaining service period of the active participants expected to receive benefits. | |||||||||||||||||||||||||
Net periodic post-retirement benefit (income) cost consists of the following: | |||||||||||||||||||||||||
Pension Plans | Health Care and Other Plans | ||||||||||||||||||||||||
Year ended December 31, | 2014 | 2013 | 2012 | 2014 | 2013 | 2012 | |||||||||||||||||||
In millions | |||||||||||||||||||||||||
Service cost | $ | 1 | $ | 1 | $ | 1.1 | $ | — | $ | — | $ | — | |||||||||||||
Interest cost | 7.1 | 6.7 | 7.8 | 0.7 | 0.7 | 0.8 | |||||||||||||||||||
Expected return on plan assets | (14.5 | ) | (13.7 | ) | (13.8 | ) | — | — | — | ||||||||||||||||
Amortization of prior service credit | — | — | — | (0.7 | ) | (0.7 | ) | (0.7 | ) | ||||||||||||||||
Net actuarial loss (gain) | 1.8 | 2.9 | 4.1 | (1.2 | ) | (0.1 | ) | (0.5 | ) | ||||||||||||||||
Settlement charges | 3.1 | — | 6.7 | — | — | — | |||||||||||||||||||
Net periodic benefit (income) cost | $ | (1.5 | ) | $ | (3.1 | ) | $ | 5.9 | $ | (1.2 | ) | $ | (0.1 | ) | $ | (0.4 | ) | ||||||||
Our pension plans experienced increased lump sum payment activity in 2014 related to the 2014 reductions in force described in Note 4. This event triggered settlement accounting with the U.S. plan in 2014 because there were significant pension benefit obligations settled during 2014. Significant lump sum payment activity was also experienced in our pension plans in 2012 related to the 2011 global reduction in force described in Note 4. This event triggered settlement accounting in both the U.S. and foreign plans because there were significant pension benefit obligations settled during 2012. Settlement accounting was not triggered in 2013. | |||||||||||||||||||||||||
We use a measurement date of December 31 to determine pension and post-employment benefit measurements for the plans. Our pension and post-employment benefit (income) cost and obligations are actuarially determined, and we use various actuarial assumptions, including the interest rate used to discount the liabilities, the rate of compensation increase, and the expected return on plan assets to estimate our pension (income) cost and obligations. The following is a table of actuarial assumptions used to determine the net periodic benefit (income) cost: | |||||||||||||||||||||||||
Pension Plans | Health Care and Other Plans | ||||||||||||||||||||||||
Year ended December 31, | 2014 | 2013 | 2012 | 2014 | 2013 | 2012 | |||||||||||||||||||
Weighted-average assumptions: | |||||||||||||||||||||||||
Discount rate | 3.8 | % | 3.14 | % | 3.65 | % | 4.27 | % | 3.38 | % | 3.93 | % | |||||||||||||
Expected return on plan assets | 8.39 | % | 8.38 | % | 8.34 | % | NA | NA | NA | ||||||||||||||||
Rate of compensation increase [1] | 0.6 | % | 0.44 | % | 3.59 | % | 3.75 | % | 3.75 | % | 3.75 | % | |||||||||||||
Current medical cost trend rate | NA | NA | NA | 7.8 | % | 8 | % | 8 | % | ||||||||||||||||
Ultimate medical cost trend rate | NA | NA | NA | 4.5 | % | 4.5 | % | 5 | % | ||||||||||||||||
Year the rate reaches ultimate trend rate | NA | NA | NA | 2022 | 2022 | 2018 | |||||||||||||||||||
[1] Effective January 1, 2012, the accumulation of new benefits for all participants under the U.S. defined benefit pension plan was frozen. | |||||||||||||||||||||||||
We determine the expected return on plan assets based on our pension plans’ intended long-term asset mix. The expected investment return assumption used for the pension plans reflects what the plans can reasonably expect to earn over a long-term period considering plan target allocations. The expected return includes an inflation assumption and adds real returns for the asset mix and a premium for active management, and subtracts expenses. While the assumed expected rate of return on the U.S. pension plan assets in 2014 and 2013 was 8.5%, the actual return experienced on our U.S. pension plan assets in 2014 and 2013 was 4.6% and 14.6%, respectively. | |||||||||||||||||||||||||
We consult with the plans’ actuaries to determine a discount rate assumption for pension and other post-retirement and post-employment plans that reflects the characteristics of our plans, including expected cash outflows from our plans, and utilize an analytical tool that incorporates the concept of a hypothetical yield curve. | |||||||||||||||||||||||||
The following summarizes the change in benefit obligation, change in plan assets, and funded status of the plans: | |||||||||||||||||||||||||
Pension Plans | Health Care and Other Plans | ||||||||||||||||||||||||
Year ended December 31, | 2014 | 2013 | 2014 | 2013 | |||||||||||||||||||||
In millions | |||||||||||||||||||||||||
Change in benefit obligation: | |||||||||||||||||||||||||
Benefit obligation at beginning of year | $ | 197 | $ | 223.5 | $ | 17.1 | $ | 21.5 | |||||||||||||||||
Service cost | 1 | 1 | — | — | |||||||||||||||||||||
Interest cost | 7.1 | 6.7 | 0.7 | 0.7 | |||||||||||||||||||||
Plan participants’ contributions | — | — | 0.4 | 0.4 | |||||||||||||||||||||
Actuarial loss (gain) | 25.9 | (16.2 | ) | 1.1 | (4.2 | ) | |||||||||||||||||||
Gross benefits paid | (9.3 | ) | (15.0 | ) | (1.2 | ) | (1.3 | ) | |||||||||||||||||
Settlements | (7.7 | ) | — | — | — | ||||||||||||||||||||
Currency exchange gain | (2.7 | ) | (3.0 | ) | — | — | |||||||||||||||||||
Benefit obligation at end of year | $ | 211.3 | $ | 197 | $ | 18.1 | $ | 17.1 | |||||||||||||||||
Change in plan assets: | |||||||||||||||||||||||||
Fair value of plan assets at beginning of year | $ | 181.2 | $ | 171.8 | $ | — | $ | — | |||||||||||||||||
Actual gain on plan assets | 8 | 23.7 | — | — | |||||||||||||||||||||
Employer contributions | 1 | 0.8 | 0.8 | 0.9 | |||||||||||||||||||||
Plan participants’ contributions | — | — | 0.4 | 0.4 | |||||||||||||||||||||
Settlements | (7.6 | ) | — | — | — | ||||||||||||||||||||
Gross benefits paid | (9.3 | ) | (15.0 | ) | (1.2 | ) | (1.3 | ) | |||||||||||||||||
Currency exchange loss | (0.2 | ) | (0.1 | ) | — | — | |||||||||||||||||||
Fair value of plan assets at end of year | $ | 173.1 | $ | 181.2 | $ | — | $ | — | |||||||||||||||||
Net amount recognized | $ | (38.2 | ) | $ | (15.8 | ) | $ | (18.1 | ) | $ | (17.1 | ) | |||||||||||||
Amounts recognized in statement of financial position: | |||||||||||||||||||||||||
Other assets, noncurrent | $ | — | $ | 18.4 | $ | — | $ | — | |||||||||||||||||
Accrued liabilities, current | (0.5 | ) | (0.8 | ) | (1.1 | ) | (1.3 | ) | |||||||||||||||||
Pension and post-employment liabilities, noncurrent | (37.7 | ) | (33.4 | ) | (17.0 | ) | (15.8 | ) | |||||||||||||||||
Net amount recognized | $ | (38.2 | ) | $ | (15.8 | ) | $ | (18.1 | ) | $ | (17.1 | ) | |||||||||||||
Amounts recognized in accumulated other comprehensive loss (before tax): | |||||||||||||||||||||||||
Pension Plans | Health Care and Other Plans | ||||||||||||||||||||||||
As of December 31, | 2014 | 2013 | 2014 | 2013 | |||||||||||||||||||||
In millions | |||||||||||||||||||||||||
Net actuarial loss (gain) | $ | 84.6 | $ | 57.1 | $ | (2.3 | ) | $ | (4.4 | ) | |||||||||||||||
Prior service credit | — | — | (10.6 | ) | (11.4 | ) | |||||||||||||||||||
Net amount recognized | $ | 84.6 | $ | 57.1 | $ | (12.9 | ) | $ | (15.8 | ) | |||||||||||||||
The estimated amounts that will be amortized from accumulated other comprehensive loss into net periodic benefit cost (income) in 2015 are as follows: | |||||||||||||||||||||||||
Pension Plans | Health Care and | ||||||||||||||||||||||||
Other Plans | |||||||||||||||||||||||||
In millions | |||||||||||||||||||||||||
Actuarial loss (gain) | $ | 3 | $ | (0.2 | ) | ||||||||||||||||||||
Prior service credit | — | (0.7 | ) | ||||||||||||||||||||||
Total | $ | 3 | $ | (0.9 | ) | ||||||||||||||||||||
The following is a table of the actuarial assumptions used to determine the benefit obligations of our pension and other post-employment plans: | |||||||||||||||||||||||||
Pension Plans | Health Care and Other Plans | ||||||||||||||||||||||||
As of December 31, | 2014 | 2013 | 2014 | 2013 | |||||||||||||||||||||
Weighted-average assumptions: | |||||||||||||||||||||||||
Discount rate | 3.24 | % | 3.8 | % | 3.58 | % | 4.28 | % | |||||||||||||||||
Rate of compensation increase [1] | 0.51 | % | 0.54 | % | 3.75 | % | 3.75 | % | |||||||||||||||||
[1] Effective January 1, 2012, the accumulation of new benefits for all participants under the U.S. defined benefit pension plan was frozen. | |||||||||||||||||||||||||
The composition of our plans and age of our participants are such that, as of December 31, 2014 and 2013, the health care cost trend rate no longer has a significant effect on the valuation of our other post-employment benefits plans. | |||||||||||||||||||||||||
The investment objectives of our pension plan assets are as follows: | |||||||||||||||||||||||||
• | Preservation of capital through a broad diversification among asset classes which react as nearly as possible, independently to varying economic and market circumstances, | ||||||||||||||||||||||||
• | Long-term growth, with a degree of emphasis on stable growth, rather than short-term capital gains, | ||||||||||||||||||||||||
• | To achieve a favorable relative return as compared with inflation, and | ||||||||||||||||||||||||
• | To achieve an above average total rate of return relative to capital markets. | ||||||||||||||||||||||||
The pension plans are invested primarily in marketable securities, including common stocks, bonds. and interest-bearing deposits. The weighted-average allocation of our defined-benefit pension plan assets at year ended December 31 was as follows: | |||||||||||||||||||||||||
Actual Allocation | |||||||||||||||||||||||||
Asset Category | 2014 Target Allocation | 2014 | 2013 | ||||||||||||||||||||||
Cash | — | % | — | % | 2 | % | |||||||||||||||||||
Group annuity contract | — | % | 36 | % | 28 | % | |||||||||||||||||||
Equity securities | 30 | % | 26 | % | 59 | % | |||||||||||||||||||
Fixed income securities | 70 | % | 38 | % | 11 | % | |||||||||||||||||||
Total | 100 | % | 100 | % | 100 | % | |||||||||||||||||||
Judgment is required in evaluating both quantitative and qualitative factors in the determination of significance for purposes of fair value level classification. Valuation techniques used are generally required to maximize the use of observable inputs and minimize the use of unobservable inputs. | |||||||||||||||||||||||||
A description of the valuation techniques and inputs used for instruments measured at fair value, including the general classification of such instruments pursuant to the valuation hierarchy follows. | |||||||||||||||||||||||||
Mutual Funds | |||||||||||||||||||||||||
Mutual funds are valued at the closing price reported on the active market on which they are traded and are classified within Level 1 of the valuation hierarchy. | |||||||||||||||||||||||||
Group Annuity Contract | |||||||||||||||||||||||||
This investment represents a fully benefit-responsive guaranteed group annuity contract, with no maturity date. The group annuity contract is designed to provide safety of principal, liquidity and a competitive rate of return. The fair value of the group annuity contract is estimated to be the contract value, which represents contributions plus earnings, less participant withdrawals and administrative expenses. Contract value is the relevant measurement attributable to fully benefit-responsive investment contracts because contract value is the amount participants would receive if they were to initiate permitted transactions under the terms of the arrangement. The crediting interest rate is reset quarterly to prevailing market rates, and the pension plan can make withdrawals from the group annuity contract subject to certain provisions and restrictions. These restrictions did not result in an impairment of value below contract value as of December 31, 2014 and 2013. | |||||||||||||||||||||||||
While we believe the valuation methods are appropriate and consistent with other market participants’ methods, the use of different methodologies or assumptions to determine the fair value of certain financial instruments could result in a different fair value measurement at the reporting date. | |||||||||||||||||||||||||
The following table sets forth by level within the fair value hierarchy the investments held by pension plans at December 31, 2014. This table does not include $3.6 million in cash and $0.9 million in pending dispositions receivables in accordance with the disclosure requirements of ASC 820, Fair Value Measurements and Disclosures. | |||||||||||||||||||||||||
Quoted Prices in Active Markets for Identical Assets (Level 1) | Significant Other Observable Inputs (Level 2) | Significant Unobservable Inputs (Level 3) | Total | ||||||||||||||||||||||
In millions | |||||||||||||||||||||||||
Equity mutual funds: | |||||||||||||||||||||||||
Large cap funds | $ | 15.6 | $ | — | $ | — | $ | 15.6 | |||||||||||||||||
Mid cap funds | 3.7 | — | — | 3.7 | |||||||||||||||||||||
Small cap funds | 3.8 | — | — | 3.8 | |||||||||||||||||||||
International funds | 13.6 | — | — | 13.6 | |||||||||||||||||||||
Emerging market funds | 6.7 | — | — | 6.7 | |||||||||||||||||||||
Fixed income funds: | |||||||||||||||||||||||||
Investment grade bond funds | 58.7 | — | — | 58.7 | |||||||||||||||||||||
Corporate bond funds | 3.7 | — | — | 3.7 | |||||||||||||||||||||
Emerging market bond funds | 2.4 | — | — | 2.4 | |||||||||||||||||||||
Group annuity contract | — | — | 60.4 | 60.4 | |||||||||||||||||||||
Total assets at fair value | $ | 108.2 | $ | — | $ | 60.4 | $ | 168.6 | |||||||||||||||||
The following table sets forth by Level within the fair value hierarchy the investments held by the pension plans at December 31, 2013. This table does not include the $4.1 million in cash in accordance with the disclosure requirements of ASC 820. | |||||||||||||||||||||||||
Quoted Prices in Active Markets for Identical Assets (Level 1) | Significant Other Observable Inputs (Level 2) | Significant Unobservable Inputs (Level 3) | Total | ||||||||||||||||||||||
In millions | |||||||||||||||||||||||||
Equity mutual funds: | |||||||||||||||||||||||||
Large cap funds | $ | 46.9 | $ | — | $ | — | $ | 46.9 | |||||||||||||||||
Mid cap funds | 13.7 | — | — | 13.7 | |||||||||||||||||||||
Small cap funds | 13.8 | — | — | 13.8 | |||||||||||||||||||||
International funds | 22.8 | — | — | 22.8 | |||||||||||||||||||||
Emerging market funds | 9.3 | — | — | 9.3 | |||||||||||||||||||||
Fixed income funds: | |||||||||||||||||||||||||
Investment grade bond funds | 6.9 | — | — | 6.9 | |||||||||||||||||||||
Corporate bond funds | 13.3 | — | — | 13.3 | |||||||||||||||||||||
Group annuity contract | — | — | 50.4 | 50.4 | |||||||||||||||||||||
Total assets at fair value | $ | 126.7 | $ | — | $ | 50.4 | $ | 177.1 | |||||||||||||||||
The table below sets forth a summary of changes in the fair value of the Plan's Level 3 assets for the years ended December 31, 2014 and 2013. | |||||||||||||||||||||||||
Year Ended | |||||||||||||||||||||||||
December 31, 2014 | December 31, 2013 | ||||||||||||||||||||||||
In millions | |||||||||||||||||||||||||
Balance, beginning of year | $ | 50.4 | $ | 53.7 | |||||||||||||||||||||
Purchases | 14.9 | 0.2 | |||||||||||||||||||||||
Sales | (6.2 | ) | (4.6 | ) | |||||||||||||||||||||
Interest credit during the year | 1.3 | 1.1 | |||||||||||||||||||||||
Balance, end of year | $ | 60.4 | $ | 50.4 | |||||||||||||||||||||
The Plans had no transfers between Levels 1, 2, and 3 for the years ended December 31, 2014 and 2013. | |||||||||||||||||||||||||
Our pension obligations are funded in accordance with provisions of applicable laws. The U.S pension plan was underfunded by $7.0 million and overfunded by $18.4 million as of December 31, 2014 and 2013, respectively. Our foreign pension plans and health care and other plans were in an underfunded status as of December 31, 2014 and 2013. The accumulated benefit obligation for the U.S. pension plan was $176.5 million and the fair value of plan assets was $169.5 million as of December 31, 2014. | |||||||||||||||||||||||||
The U.S. pension plan assets exceeded the accumulated benefit obligation at December 31, 2013. The projected benefit obligation, accumulated benefit obligation, and fair value of plan assets for pension plans with an accumulated benefit obligation in excess of plan assets as of December 31, 2014 and 2013 were as follows: | |||||||||||||||||||||||||
Pension Plans | |||||||||||||||||||||||||
2014 | 2013 | ||||||||||||||||||||||||
In millions | |||||||||||||||||||||||||
Projected benefit obligation, end of year | $ | 211.3 | $ | 37.6 | |||||||||||||||||||||
Accumulated benefit obligation, end of year | 200 | 25.4 | |||||||||||||||||||||||
Fair value of plan assets, end of year | 173.1 | 3.3 | |||||||||||||||||||||||
We expect contributions to our pension and post-employment plans in 2015 to be approximately $1.0 million and $1.1 million, respectively. We estimate that the future benefits payable for the pension and other post-retirement plans are as follows: | |||||||||||||||||||||||||
Pension Plans | Health Care and | ||||||||||||||||||||||||
Other Plans | |||||||||||||||||||||||||
In millions | |||||||||||||||||||||||||
2015 | $ | 19.5 | $ | 1.1 | |||||||||||||||||||||
2016 | 15.9 | 1.1 | |||||||||||||||||||||||
2017 | 13.7 | 1.1 | |||||||||||||||||||||||
2018 | 13.3 | 1.1 | |||||||||||||||||||||||
2019 | 12.3 | 1.1 | |||||||||||||||||||||||
2020-2024 | 59.9 | 5.3 | |||||||||||||||||||||||
SunEdison received a notice from the Pension Benefit Guaranty Corporation (“PBGC”) in May 2014 that it intended to require an additional contribution to our U.S. pension plan under ERISA section 4062(e), which was transferred to us upon the completion of the Offering. SunEdison has not received a formal assessment or concluded the negotiation process with the PBGC. The PBGC announced a moratorium through the end of 2014 on the enforcement of 4062(e) cases on July 8, 2014. In December 2014, a new law went into effect that states 90%-funded plans are not required to make additional contributions to cover liability shortages. Under this new ruling, we have not made any modifications to our U.S. pension plan assets because our U.S. pension plan is over 90%-funded. We do not expect any final resolution with the PBGC to have a material impact on our financial condition or results of operations. | |||||||||||||||||||||||||
Defined Contribution Plans | |||||||||||||||||||||||||
We sponsor a defined contribution plan under Section 401(k) of the Internal Revenue Code covering all U.S. salaried and hourly employees, and a defined contribution plan in Taiwan covering most salaried and hourly employees of our Taiwan subsidiary. Our costs under this plan including allocated costs prior to the Offering included in our consolidated statements of operations totaling $3.9 million for 2014 and $4.0 million for 2013 and 2012. | |||||||||||||||||||||||||
Other Employee-Related Liabilities | |||||||||||||||||||||||||
Employees of our subsidiaries in Italy and Korea are covered by an end of service entitlement that provides payment upon termination of employment. Contributions to these plans are based on statutory requirements and are not actuarially determined. The accrued liability was $18.0 million at December 31, 2014 and $22.2 million at December 31, 2013, and is included in other long-term liabilities and accrued liabilities on our consolidated balance sheet. The accrued liability is based on the vested benefits to which the employee is entitled assuming employee termination at the measurement date. |
Derivitives_and_Hedging_Instru
Derivitives and Hedging Instruments | 12 Months Ended | ||||||||||||||
Dec. 31, 2014 | |||||||||||||||
Derivative Instruments and Hedging Activities [Abstract] | |||||||||||||||
Derivative Instruments and Hedging Activities Disclosure [Text Block] | DERIVATIVES AND HEDGING INSTRUMENTS | ||||||||||||||
SunEdison Semiconductor’s derivatives and hedging activities consist of: | |||||||||||||||
Assets (Liabilities) Fair Value | |||||||||||||||
In millions | Balance Sheet Location | As of December 31, 2014 | As of December 31, 2013 | ||||||||||||
Derivatives not designated as hedging: | |||||||||||||||
Currency forward contracts (1) | Prepaid and other current assets | $ | 0.2 | $ | — | ||||||||||
Currency forward contracts (1) | Accrued liabilities | $ | (0.9 | ) | $ | (3.1 | ) | ||||||||
(1) Currency forward contracts are recorded in the consolidated balance sheet at fair value using Level 1 inputs. | |||||||||||||||
Losses | |||||||||||||||
Year Ended December 31, | |||||||||||||||
In millions | Statement of Operations Location | 2014 | 2013 | 2012 | |||||||||||
Derivatives not designated as hedging: | |||||||||||||||
Currency forward contracts | Other, net | $ | 2 | $ | 14.3 | $ | 5.2 | ||||||||
We utilize currency forward contracts to mitigate financial market risks of fluctuations in foreign currency exchange rates. We do not use derivative financial instruments for speculative or trading purposes. Gains and losses on these foreign currency exposures are generally offset by corresponding losses and gains on the related hedging instruments, reducing the net exposure to SunEdison Semiconductor. A substantial portion of our revenue and capital spending is transacted in the U.S. dollar. However, we do enter into transactions in other currencies, primarily the Japanese yen, euro, and South Korean won. We have established transaction-based hedging programs to protect against reductions in value and volatility of future cash flows caused by changes in foreign exchange rates. Our hedging programs reduce, but do not always eliminate, the impact of foreign currency exchange rate movements. We may have outstanding contracts with several major financial institutions for these hedging transactions at any point in time. Our maximum credit risk loss with these institutions is limited to any gain on our outstanding contracts. These currency forward contracts had net notional amounts of $65.1 million and $222.5 million as of December 31, 2014 and 2013, respectively, and are accounted for as economic hedges, for which hedge accounting was not applied. |
Commitments_and_Contingencies
Commitments and Contingencies | 12 Months Ended | ||||||||||||||||||||||||||||
Dec. 31, 2014 | |||||||||||||||||||||||||||||
Commitments and Contingencies Disclosure [Abstract] | |||||||||||||||||||||||||||||
Commitments and Contingencies Disclosure [Text Block] | COMMITMENTS AND CONTINGENCIES | ||||||||||||||||||||||||||||
Operating Leases | |||||||||||||||||||||||||||||
We lease buildings, equipment and automobiles under operating leases. Rental expense was $9.0 million, $7.2 million, and $4.6 million for the years ended December 31, 2014, 2013, and 2012, respectively. The total future commitments under operating leases as of December 31, 2014 were $19.3 million, of which $17.0 million is noncancellable. Our operating lease obligations as of December 31, 2014 were as follows: | |||||||||||||||||||||||||||||
Payments Due By Period | |||||||||||||||||||||||||||||
Total | 2015 | 2016 | 2017 | 2018 | 2019 | Thereafter | |||||||||||||||||||||||
In millions | |||||||||||||||||||||||||||||
Operating leases | $ | 19.3 | $ | 8.5 | $ | 5.9 | $ | 1.8 | $ | 1.4 | $ | 1.4 | $ | 0.3 | |||||||||||||||
Purchase Obligations and Commitments | |||||||||||||||||||||||||||||
In connection with the sale of the Merano, Italy facilities in December 2014 as discussed in Note 4, we signed a long-term supply contract with the buyer to purchase certain committed quantities of products totaling 26 million euro through 2024. Expected future purchase commitments pertaining to this long-term supply contract are included in the following table. | |||||||||||||||||||||||||||||
Our unconditional purchase obligations with terms greater than one year as of December 31, 2014 were as follows: | |||||||||||||||||||||||||||||
Payments Due By Period | |||||||||||||||||||||||||||||
Total | 2015 | 2016 | 2017 | 2018 | 2019 | Thereafter | |||||||||||||||||||||||
In millions | |||||||||||||||||||||||||||||
Unconditional purchase obligations | $ | 52.2 | $ | 12.5 | $ | 10 | $ | 8.9 | $ | 4.7 | $ | 4.4 | $ | 11.7 | |||||||||||||||
We provided notice to several of our vendors with whom we had long-term supply contracts that we would no longer be fulfilling our purchase obligations under those contracts as part of our 2011 Global Plan announced in the fourth quarter of 2011. See Note 4. We recorded significant restructuring liabilities associated with the estimated settlements arising from these actions based on management's best estimates of the ultimate outcome of these contract resolutions at that time in connection with the restructuring. We had liabilities of $10.5 million as of December 31, 2013 associated with the settlements arising from these take-or-pay supply agreements and estimated purchase obligations, all recorded as short-term restructuring liabilities in the consolidated balance sheet. There are no such purchase obligation liabilities as of December 31, 2014 pertaining to the 2011 restructuring activities as we have paid these liabilities in 2014 in accordance with the terms of those settlements. | |||||||||||||||||||||||||||||
Indemnification | |||||||||||||||||||||||||||||
We have agreed to indemnify some of our semiconductor customers against claims of infringement of the intellectual property rights of others in our sales contracts with these customers. Historically, we have not paid any claims under these indemnification obligations, and we do not have any pending indemnification claims as of December 31, 2014 and 2013. | |||||||||||||||||||||||||||||
Legal Proceedings | |||||||||||||||||||||||||||||
We are involved in various legal proceedings, claims, investigations and other legal matters which arise in the ordinary course of business. Although it is not possible to predict the outcome of these matters, we believe that the ultimate outcome of these proceedings, individually and in the aggregate, will not have a material adverse effect on our financial position, cash flows or results of operations. | |||||||||||||||||||||||||||||
S.O.I.TEC Silicon on Insulator Technologies S.A. v. MEMC, Inc. | |||||||||||||||||||||||||||||
S.O.I. TEC Silicon on Insulator Technologies S.A. ("Soitec") and Commissariat A L'Energie Atomique ("CEA") filed a complaint against MEMC on May 19, 2008 in the U.S. District Court for the District of Delaware (Civil Action No. 08-292) alleging infringement, including willful infringement, by MEMC of three U.S. patents related to silicon-on-insulator technology, and requested damages and an injunction. Soitec and CEA filed an amended complaint on July 21, 2009, adding a fourth, related patent to the lawsuit. MEMC filed a counterclaim against Soitec for infringement of one of MEMC's U.S. patents. The court bifurcated the case into two phases, a first liability phase, which, to the extent liability is found, would be followed by a second damages phase. In a memorandum opinion dated October 13, 2010, the court found that all of MEMC's current products and processes do not infringe any valid claim of the four asserted Soitec patents. | |||||||||||||||||||||||||||||
The only remaining claim that Soitec continued to assert at trial after the court's October 13, 2010 ruling in favor of MEMC, was a single patent claim directed against some mono-implant research and development efforts conducted by MEMC approximately six to eight years ago, none of which have occurred since 2006, and none of which are material or relevant to the current operations at MEMC. The court held a jury trial from October 25, 2010 to November 2, 2010. MEMC continued to assert at trial its counterclaim for infringement of MEMC's patent. The jury found on November 2, 2010, that certain of Soitec's wafers infringed the patent asserted by MEMC at trial. The jury also found that one of the Soitec patent claims was valid. This single patent claim covers MEMC's mono-implant research and development efforts that ended in 2006. The court denied all post trial motions on July 13, 2011. Soitec subsequently filed an appeal and MEMC filed a cross-appeal. The appeal was fully briefed in the U.S. Court of Appeals for the Federal Circuit. The appeal was stayed pending en banc review of a jurisdictional question unrelated to the merits of the appeal. | |||||||||||||||||||||||||||||
We, Soitec, and CEA entered into a settlement agreement to resolve all outstanding claims and disputes relating to this litigation matter in November 2013. We and Soitec also entered into (i) a patent cross-licensing agreement, pursuant to which certain patents owned by each party relating to silicon-on-insulator ("SOI") technologies will be licensed to the other party for research and development purposes, and (ii) a supply agreement, pursuant to which we will manufacture and sell to Soitec certain silicon wafer products at a discounted price in connection with the settlement agreement. The settlement included no upfront payment. However, in the event Soitec does not purchase a significant amount of wafers under the cross-license to receive the discount, we may be required to pay Soitec the maximum amount of $0.4 million in any future year. |
Income_Taxes
Income Taxes | 12 Months Ended | ||||||||||||
Dec. 31, 2014 | |||||||||||||
Income Tax [Abstract] | |||||||||||||
Income Tax Disclosure [Text Block] | INCOME TAXES | ||||||||||||
We were historically included in SunEdison's consolidated U.S. federal income tax return as discussed in Note 2 "Summary of Significant Accounting Policies"; our income taxes are computed and reported herein under the “separate return” method for 2013 and 2012. Use of the separate return method may result in differences when the sum of the amounts allocated to carve-out tax provisions are compared with amounts presented in SunEdison's consolidated financial statements. The related deferred tax assets and liabilities in that event, could be significantly different from those presented herein. Furthermore, certain tax attributes (i.e., net operating loss carryforwards) that were actually reflected in SunEdison's consolidated financial statements may or may not exist at the carve-out level. We will file our own U.S. tax returns during 2015 for 2014 and have computed and reported our 2014 results based on the filing methods we will employ as a separate company. | |||||||||||||
The net (loss) income before income tax (benefit) expense consists of the following: | |||||||||||||
For the year ended December 31, | |||||||||||||
2014 | 2013 | 2012 | |||||||||||
In millions | |||||||||||||
U.S. | $ | (23.5 | ) | $ | (126.5 | ) | $ | (117.1 | ) | ||||
Foreign | (64.3 | ) | 115.2 | 243.4 | |||||||||
Total | $ | (87.8 | ) | $ | (11.3 | ) | $ | 126.3 | |||||
Income tax expense (benefit) consists of the following: | |||||||||||||
Current | Deferred | Total | |||||||||||
In millions | |||||||||||||
Year ended December 31, 2014: | |||||||||||||
Parent Company | $ | 9.7 | $ | — | $ | 9.7 | |||||||
U.S. Federal and State | 0.8 | — | 0.8 | ||||||||||
Foreign | 18.8 | (26.7 | ) | (7.9 | ) | ||||||||
Total | $ | 29.3 | $ | (26.7 | ) | $ | 2.6 | ||||||
Year ended December 31, 2013: | |||||||||||||
U.S. Federal | $ | 1.6 | $ | 15.2 | $ | 16.8 | |||||||
U.S. State | 1.3 | (0.1 | ) | 1.2 | |||||||||
Foreign | 17.8 | 8.2 | 26 | ||||||||||
Total | $ | 20.7 | $ | 23.3 | $ | 44 | |||||||
Year ended December 31, 2012: | |||||||||||||
U.S. Federal | $ | (1.9 | ) | $ | — | $ | (1.9 | ) | |||||
Foreign | 22.1 | (16.6 | ) | 5.5 | |||||||||
Total | $ | 20.2 | $ | (16.6 | ) | $ | 3.6 | ||||||
Effective Tax Rate | |||||||||||||
Income tax (benefit) expense for 2014 and 2013, respectively, differed from the amounts computed by applying the Singapore income tax rate of 17% to loss before income taxes and noncontrolling interests as the parent company is now domiciled in Singapore. Income tax expense for 2012 differed from the amounts computed by applying the statutory U.S. federal income tax rate of 35% to income before income taxes and noncontrolling interests. | |||||||||||||
For the year ended December 31, | |||||||||||||
2014 | 2013 | 2012 | |||||||||||
Income tax at statutory rate | (17.0 | )% | (17.0 | )% | 35 | % | |||||||
Increase (reduction) in income taxes: | |||||||||||||
Effect of international operations (1) | 75.3 | 377.4 | (18.4 | ) | |||||||||
Foreign incentives | (0.4 | ) | (19.5 | ) | (3.5 | ) | |||||||
Tax authority positions, net | 8.5 | — | (3.1 | ) | |||||||||
Valuation allowance | (62.4 | ) | 48.2 | (6.7 | ) | ||||||||
Other, net | (1.0 | ) | 0.3 | (0.4 | ) | ||||||||
Effective tax expense rate | 3 | % | 389.4 | % | 2.9 | % | |||||||
(1) The Company determines the adjustment for taxes on international operations based on the difference between the statutory tax rate applicable to earnings in each foreign jurisdiction and the enacted rate of 17%, 17%, and 35% at December 31, 2014, 2013, and 2012, respectively. | |||||||||||||
The income tax expense for the year ended December 31, 2014 was primarily the result of the $62.7 million of tax expense associated with a favorable settlement of a polysilicon supply agreement with a subsidiary of SunEdison, a $7.5 million increase to the reserve for uncertain tax positions related to taxable income adjustments attributable to foreign operations, and taxes imposed on certain profitable operations in various foreign jurisdictions. This expense has been largely offset by the reduction of the valuation allowance of $86.9 million on certain deferred tax assets due to our ability to realize those benefits in the future. The 2013 net expense is primarily the result of the geographical mix of earnings from operations taxed at various rates. The 2012 net expense is primarily the result of the geographical mix of earnings from operations taxed at various rates, changes in valuation allowances, and a net decrease to the reserve for uncertain tax positions. | |||||||||||||
Certain of our subsidiaries have been granted a concessionary tax rate of zero percent on all qualifying income for periods of up to five to ten years based on investments in certain plant and equipment and other development and expansion activities, resulting in a tax benefit for 2014, 2013, and 2012 of $0.4 million, $2.2 million, and $4.6 million, respectively. The income tax rate for qualifying income under the incentive programs will be taxed at an incentive tax rate lower than the corporate tax rate. The Company is in compliance with the qualifying conditions of the tax incentives. The last of these incentives will expire in 2017. | |||||||||||||
SunEdison's U.S. operations are currently under examination by the IRS for the 2011 and 2012 tax years. We do not believe the finalization of this exam will result in any material adjustments to our tax positions. We also have statutes open for examination by certain international tax jurisdictions for tax years ranging between 2007 and 2013. We believe it is reasonably possible that examinations could be completed within the next twelve months and have recorded amounts in the financial statements that are reflective of the current status of open examinations. | |||||||||||||
We are domiciled in Singapore. Management has reviewed its repatriation policy during 2014 with respect to our planned legal structure. Recognition of Singapore or local withholding taxes on undistributed non-Singapore earnings would be triggered by a management decision to repatriate those earnings, although there is no current intention to do so. We plan foreign remittance amounts based on projected cash flow needs as well as the working capital and long-term investment requirements of our worldwide subsidiaries and operations, and after concluding that such remittances can be done in a tax-efficient manner. Determination of the amount of taxes that might be paid on these undistributed earnings if eventually remitted is not practicable. For the years ended December 31, 2013 and 2012, management reviewed its policy for repatriation of all our subsidiaries in view of the restructuring announcement made in December 2011 and determined that the undistributed earnings of all our foreign subsidiaries were not expected to be remitted to the United States in the foreseeable future. | |||||||||||||
Uncertain Tax Positions | |||||||||||||
A reconciliation of the beginning and ending balances of gross unrecognized tax benefits is as follows: | |||||||||||||
For the year ended December 31, | |||||||||||||
2014 | 2013 | ||||||||||||
In millions | |||||||||||||
Beginning of year | $ | 1.4 | $ | 1.6 | |||||||||
Additions based on tax positions related to the current year | 7.5 | — | |||||||||||
Reductions for tax positions of prior years | (0.2 | ) | (0.2 | ) | |||||||||
End of year | $ | 8.7 | $ | 1.4 | |||||||||
We had $8.9 million, $1.6 million, and $1.8 million as of December 31, 2014, 2013, and 2012, respectively, of unrecognized tax benefits, net of U.S. federal, state and local deductions, associated with open tax years for which we are subject to audit in various U.S. federal, state, and foreign jurisdictions. This also includes estimated interest and penalties. The change to the reserve for uncertain tax positions from December 31, 2013 to December 31, 2014 includes a net increase of $7.3 million primarily related to taxable income adjustments attributable to foreign operations. All of our unrecognized tax benefits as of December 31, 2014 and 2013 would favorably affect our effective tax rate if recognized. We are subject to examination in various jurisdictions for the 2007 through 2013 tax years. The Company recognized an immaterial amount in interest and penalties for the periods ended December 31, 2014, 2013, and 2012 and had $0.2 million accrued at December 31, 2014 and 2013, respectively, for the payment of interest and penalties. | |||||||||||||
Deferred Taxes | |||||||||||||
The tax effects of the major items recorded as deferred tax assets and liabilities are: | |||||||||||||
As of December 31, | |||||||||||||
2014 | 2013 | ||||||||||||
In millions | |||||||||||||
Deferred tax assets: | |||||||||||||
Inventories | $ | 4.8 | $ | 5.7 | |||||||||
Restructuring liabilities | 5.2 | 10.3 | |||||||||||
Expense accruals | 10.5 | 18.8 | |||||||||||
Property, plant, and equipment | 7 | 104.2 | |||||||||||
Pension, medical, and other employee benefits | 17.5 | 15.3 | |||||||||||
Net operating loss carryforwards | 67 | 19.7 | |||||||||||
Tax credits | 11.5 | 73.6 | |||||||||||
Other | 6.3 | 12.8 | |||||||||||
Total deferred tax assets | 129.8 | 260.4 | |||||||||||
Valuation allowance | (81.8 | ) | (224.8 | ) | |||||||||
Net deferred tax assets | 48 | 35.6 | |||||||||||
Deferred tax liabilities: | |||||||||||||
Pension | — | (6.6 | ) | ||||||||||
Other | (5.0 | ) | (7.5 | ) | |||||||||
Total deferred tax liabilities | (5.0 | ) | (14.1 | ) | |||||||||
Net deferred tax assets | $ | 43 | $ | 21.5 | |||||||||
Our deferred tax assets and liabilities, netted by taxing location, are in the following captions in the consolidated balance sheet: | |||||||||||||
As of December 31, | |||||||||||||
2014 | 2013 | ||||||||||||
In millions | |||||||||||||
Current deferred tax assets, net (recorded in deferred tax asset and accrued liabilities) | $ | 26.6 | $ | 5.9 | |||||||||
Non-current deferred tax assets, net (recorded in other assets and other liabilities) | 16.4 | 15.6 | |||||||||||
Total | $ | 43 | $ | 21.5 | |||||||||
Our net deferred tax assets totaled $43.0 million as of December 31, 2014, compared to $21.5 million as of December 31, 2013. The increase of $21.5 million in net deferred tax assets in 2014 is primarily attributable to the release of the valuation allowance on certain deferred tax assets due to our ability to realize those benefits in the future and an increase in net operating losses, partially offset by a reduction in deferred tax assets associated with property, plant, and equipment. We have valuation allowances of $81.8 million as of December 31, 2014. We believe that it is more likely than not, with our projections of future taxable income in certain foreign jurisdictions, that we will generate sufficient taxable income to realize the benefits of the net deferred tax assets of $43.0 million. |
Related_Party_Transactions
Related Party Transactions | 12 Months Ended |
Dec. 31, 2014 | |
Related Party Transactions [Abstract] | |
Related Party Transactions Disclosure [Text Block] | RELATED PARTY TRANSACTIONS |
Corporate Allocations | |
Refer to Note 1 for discussion on corporate expense allocations. | |
Transactions with Affiliates | |
We sell intermediate products such as polysilicon, trichlorosilane gas, ingots, scrap wafers, and other inventory items to SunEdison's subsidiaries in the United States, Europe, and Asia for use in their operations. We also provide limited services to SunEdison following the Offering as outlined in a transition services agreement. Any receivables related to these sales and services to SunEdison are recognized as accounts receivable, affiliate in the consolidated balance sheet and shipment of products is recognized as net sales to affiliates in the consolidated statement of operations. Net sales to affiliates were $2.4 million, $9.1 million, and $6.8 million for the years ended December 31, 2014, 2013, and 2012 respectively. We had $4.3 million and $14.1 million of accounts receivable, affiliate as of December 31, 2014 and 2013, respectively. | |
We purchase products, primarily polysilicon, from SunEdison and its subsidiaries. SunEdison had in the past also performed financing, cash management, treasury, and other services for us on a centralized basis, and continues to provide limited services to us following the Offering as outlined in a transition services agreement. Accounts payable, affiliate were $9.4 million and $106.8 million as of December 31, 2014 and 2013, respectively. | |
In connection with the Offering, $62.4 million of accounts payable, affiliate was settled through a cash payment to SunEdison, after offsetting certain accounts receivable, affiliate and notes receivable, affiliate balances against accounts payable, affiliate balances with certain SunEdison subsidiaries. The amounts included in the offsetting transactions included $26.3 million of accounts receivable, affiliate and $3.8 million of notes receivable, affiliate balances that were outstanding as of March 31, 2014. The $26.3 million and $3.8 million non-cash transactions are excluded from the consolidated statements of cash flows. | |
Notes Receivable and Debt - Affiliate | |
Prior to the Offering, certain intercompany loans were made to/by certain SunEdison and SunEdison Semiconductor subsidiaries. The related notes matured in less than one year, but were generally renewed and, therefore, considered long-term and recorded in notes receivable, affiliate and long-term debt, affiliate. Interest on the notes was calculated based on fixed rates ranging from 2.00% to 3.00%. There were no notes receivable, affiliate outstanding as of December 31, 2014 and $18.7 million of notes receivable, affiliate was outstanding as of December 31, 2013. There was no long-term debt payable, affiliate outstanding as of December 31, 2014 and 2013. | |
We settled $15.0 million of notes receivable, affiliate from certain SunEdison subsidiaries by offsetting a portion of those amounts against accounts payable, affiliate we have with certain other SunEdison subsidiaries during the year ended December 31, 2014. Of the $15.0 million in settlements of notes receivable, affiliate balances, $12.0 million are non-cash transactions which are excluded from the consolidated statements of cash flows. The remaining $3.8 million in intercompany notes between SunEdison and SunEdison Semiconductor were settled in connection with the Offering, as previously discussed, by offsetting a portion of the intercompany loans against accounts payable, affiliate balances with certain SunEdison subsidiaries. | |
Interest income on intercompany notes receivable and interest expense on intercompany borrowings is recorded as interest, net - affiliates in the consolidated statements of operations. |
Geographic_Segments
Geographic Segments | 12 Months Ended | |||||||||||||||||
Dec. 31, 2014 | ||||||||||||||||||
Segment Reporting [Abstract] | ||||||||||||||||||
Segment Reporting Disclosure [Text Block] | GEOGRAPHIC SEGMENTS | |||||||||||||||||
We are engaged in one reportable segment that includes the development, production, and marketing of semiconductor wafers with a wide variety of features satisfying numerous product specifications to meet our customers’ exacting requirements, which wafers are utilized in the manufacture of semiconductor devices. | ||||||||||||||||||
Net sales to non-affiliates (see Note 16 for discussion of sales to affiliates): | ||||||||||||||||||
For the Year Ended December 31, | ||||||||||||||||||
2014 | 2013 | 2012 | ||||||||||||||||
In millions | ||||||||||||||||||
United States | $ | 123 | $ | 130.3 | $ | 147.7 | ||||||||||||
Foreign | 714.7 | 781.2 | 779.7 | |||||||||||||||
Total | $ | 837.7 | $ | 911.5 | $ | 927.4 | ||||||||||||
Foreign sales to non-affiliates were derived from sales to the following countries: | ||||||||||||||||||
For the Year Ended December 31, | ||||||||||||||||||
2014 | 2013 | 2012 | ||||||||||||||||
In millions | ||||||||||||||||||
Taiwan | $ | 215.3 | $ | 219.2 | $ | 219.4 | ||||||||||||
Korea | 171.3 | 217.6 | 197.3 | |||||||||||||||
Germany | 67.4 | 62.4 | 48.6 | |||||||||||||||
Singapore | 57.6 | 63.1 | 56.7 | |||||||||||||||
China | 43.2 | 40.1 | 46.5 | |||||||||||||||
Italy | 33 | 36.7 | 42.8 | |||||||||||||||
France | 32.1 | 38.2 | 33 | |||||||||||||||
Japan | 23.3 | 25.6 | 55.7 | |||||||||||||||
Netherlands | 19.2 | 16.4 | 16.1 | |||||||||||||||
Other foreign countries | 52.3 | 61.9 | 63.6 | |||||||||||||||
Total | $ | 714.7 | $ | 781.2 | $ | 779.7 | ||||||||||||
Net sales are attributed to countries based on the location of the customer. | ||||||||||||||||||
Property, plant, and equipment, net of accumulated depreciation: | ||||||||||||||||||
As of December 31, | ||||||||||||||||||
2014 | 2013 | |||||||||||||||||
In millions | ||||||||||||||||||
Taiwan | $ | 195.2 | $ | 208.9 | ||||||||||||||
Korea | 111.4 | 125.8 | ||||||||||||||||
Malaysia | 95.2 | 98.6 | ||||||||||||||||
United States | 68.1 | 63.3 | ||||||||||||||||
Italy | 67.2 | 140.9 | ||||||||||||||||
Japan | 61.6 | 87.3 | ||||||||||||||||
Other foreign countries | 0.1 | 0.1 | ||||||||||||||||
Total | $ | 598.8 | $ | 724.9 | ||||||||||||||
Credit Concentration | ||||||||||||||||||
Our customers include semiconductor device manufacturers and are located in various geographic regions including North America, Europe, and the Asia-Pacific region. Our customers are generally well capitalized, and the concentration of credit risk is considered minimal. Sales to specific non-affiliate customers exceeding 10% of net sales for the years ended December 31, 2014, 2013, and 2012 were as follows: | ||||||||||||||||||
For the Year Ended December 31, | ||||||||||||||||||
2014 | 2013 | 2012 | ||||||||||||||||
Net Sales | Percent | Net Sales | Percent | Net Sales | Percent | |||||||||||||
In millions, except for percentages | ||||||||||||||||||
Customer A | $ | 160.5 | 19.2 | % | $ | 191.2 | 21 | % | $ | 183.1 | 19.7 | % | ||||||
Customer B | $ | 154.1 | 18.4 | % | $ | 144.4 | 15.8 | % | $ | 119.2 | 12.9 | % | ||||||
Customer C | $ | 87.9 | 10.5 | % | $ | 100.8 | 11.1 | % | $ | 102.1 | 11 | % | ||||||
Unaudited_Quarterly_Financial_
Unaudited Quarterly Financial Information (Notes) | 12 Months Ended | ||||||||||||||||
Dec. 31, 2014 | |||||||||||||||||
Unaudited Quarterly Financial Information [Abstract] | |||||||||||||||||
Quarterly Financial Information [Text Block] | UNAUDITED QUARTERLY FINANCIAL INFORMATION | ||||||||||||||||
Quarterly financial information for 2014 and 2013 is as follows: | |||||||||||||||||
2014 | First Quarter | Second Quarter | Third Quarter | Fourth Quarter | |||||||||||||
In millions, except per share amounts | |||||||||||||||||
Net sales | $ | 206.1 | $ | 214.9 | $ | 213.2 | $ | 205.9 | |||||||||
Gross profit | 8.3 | 20.4 | 26.8 | 23.5 | |||||||||||||
Net (loss) income | (15.2 | ) | 14.1 | (79.4 | ) | (10.5 | ) | ||||||||||
Net loss attributable to noncontrolling interests | 0.6 | 0.2 | — | — | |||||||||||||
Net (loss) income attributable to SunEdison Semiconductor Limited | (14.6 | ) | 14.3 | (79.4 | ) | (10.5 | ) | ||||||||||
Basic (loss) earnings per share | (0.35 | ) | 0.34 | (1.91 | ) | (0.25 | ) | ||||||||||
Diluted (loss) earnings per share | (0.35 | ) | 0.34 | (1.91 | ) | (0.25 | ) | ||||||||||
Market close share prices: | |||||||||||||||||
High | N/A | 17.76 | 19.35 | 19.76 | |||||||||||||
Low | N/A | 15 | 15.51 | 16.12 | |||||||||||||
2013 | First Quarter | Second Quarter | Third Quarter | Fourth Quarter | |||||||||||||
In millions, except per share amounts | |||||||||||||||||
Net sales | $ | 232.4 | $ | 244 | $ | 232.6 | $ | 211.6 | |||||||||
Gross profit | 22.5 | 31.4 | 21.1 | 6.7 | |||||||||||||
Net (loss) income | (9.7 | ) | (11.7 | ) | 9.3 | (43.2 | ) | ||||||||||
Net income attributable to noncontrolling interests | (0.8 | ) | (1.5 | ) | — | (0.1 | ) | ||||||||||
Net (loss) income attributable to SunEdison Semiconductor Limited | (10.5 | ) | (13.2 | ) | 9.3 | (43.3 | ) | ||||||||||
Basic (loss) earnings per share | (0.25 | ) | (0.32 | ) | 0.22 | (1.04 | ) | ||||||||||
Diluted (loss) earnings per share | (0.25 | ) | (0.32 | ) | 0.22 | (1.04 | ) | ||||||||||
Market close share prices: | |||||||||||||||||
High | N/A | N/A | N/A | N/A | |||||||||||||
Low | N/A | N/A | N/A | N/A | |||||||||||||
Sebsequent_Events
Sebsequent Events | 12 Months Ended |
Dec. 31, 2014 | |
Subsequent Events [Abstract] | |
Subsequent Events [Text Block] | SUBSEQUENT EVENTS |
On January 20, 2015, a secondary public offering of 17,250,000 ordinary shares was closed. In connection with this offering, SunEdison ceased to own more than 50% of our outstanding ordinary shares. We did not receive any of the proceeds from the sale of our ordinary shares in this offering. Upon completion of this offering, there continued to be 41,506,175 ordinary shares outstanding. | |
Additionally, the Company and SunEdison agreed, effective as of January 20, 2015, to replace 25% of the equity-based compensation awards relating to SunEdison stock that were unvested and held by our employees (including our non-U.S. employees, subject to applicable local laws) with adjusted stock options and RSUs, as applicable, for the Company’s ordinary shares, each of which generally preserves the value of the original awards. The Company issued options to purchase an aggregate of 442,791 ordinary shares with a weighted-average exercise price of $5.19 per share and an aggregate of 170,115 RSUs, in each case based on applicable SunEdison equity awards outstanding, and the Company’s and SunEdison’s share prices, as of market close on January 20, 2015. Each of the foregoing replacement awards was issued pursuant to the SunEdison Semiconductor Limited 2014 Long-Term Incentive Plan. The remaining 75% of each unvested option and RSU as well as all vested options remained as options and RSUs continuing to vest in accordance with their terms, with employment by us to be deemed employment by SunEdison. |
Summary_of_Significant_Account1
Summary of Significant Accounting Policies (Policies) | 12 Months Ended | ||||||||
Dec. 31, 2014 | |||||||||
Summary of Significant Accounting Policies [Abstract] | |||||||||
Significant Accounting Policies [Text Block] | SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES | ||||||||
Use of Estimates | |||||||||
We use estimates and assumptions in preparing our consolidated financial statements that may affect reported amounts and disclosures. Estimates are used when accounting for depreciation, amortization, impairments, leases, inventory valuation, accrued liabilities including restructuring, warranties, and employee benefits, derivatives, stock-based compensation, and income taxes and asset recoverability, including allowances, among others. These estimates and assumptions are based on current facts, historical experience, and various other factors we believe to be reasonable under the circumstances, the results of which form the basis for making judgments about the carrying values of assets and liabilities and the recognition of revenue, costs, and other expenses that are not readily apparent from other sources. Our future results of operations would be affected to the extent there are material differences between the estimates and actual results. | |||||||||
Reclassifications | |||||||||
Certain amounts in prior periods have been reclassified to conform with the presentation adopted in the current period. | |||||||||
Principles of Consolidation and Combination | |||||||||
We record noncontrolling interests for non-wholly owned subsidiaries included in our consolidated and combined financial statements. Noncontrolling interests in the consolidated and combined balance sheets were $1.2 million and $44.2 million as of December 31, 2014 and 2013, respectively. All significant intercompany balances and transactions have been eliminated. | |||||||||
Revenue Recognition | |||||||||
Revenue is recognized for wafer and other product sales when title transfers, the risks and rewards of ownership have been transferred to the customer, the fee is fixed or determinable, and collection of the related receivable is reasonably assured, which is generally at the time of shipment for non-consignment orders. Title passes, in the case of consignment orders, when the customer pulls the product from the assigned storage facility or, if the customer does not pull the product within a contractually stated period of time (generally 60–90 days), at the end of that period, or when the customer otherwise agrees to take title to the product. Our wafers are generally made to customer specifications, and we conduct rigorous quality control and testing procedures to ensure that the finished wafers meet the customer’s specifications before the product is shipped. We consider international shipping term definitions in our determination of when title passes. | |||||||||
Expense Allocations | |||||||||
Our historical combined financial statements include expenses of SunEdison that were allocated to us for certain functions, including general corporate expenses related to communications, corporate administration, finance, legal, information technology, human resources, compliance, employee benefits and incentives, operations, research and development, and stock compensation. These expenses were allocated in our historical results of operations on the basis of direct usage, where identifiable, with the remainder primarily allocated on the basis of revenue or other related sales metrics, headcount or number of our manufacturing plants. We consider the expense allocation methodology and results to be reasonable for all periods presented. However, these allocations may not necessarily be indicative of the actual expenses we would have incurred as a stand-alone public company during the periods prior to the Offering or of the costs we will incur in the future. No significant restructuring or impairment charges were included in these allocations from SunEdison. | |||||||||
Operating Leases | |||||||||
We enter into lease agreements for a variety of business purposes, including office and manufacturing space, office and manufacturing equipment, and computer equipment. A portion of these are noncancellable operating leases. See Note 14 for our operating lease obligations. | |||||||||
Shipping and Handling | |||||||||
Costs to ship products to customers are included in marketing and administration expense in the consolidated and combined statements of operations. Amounts billed to customers, if any, to cover shipping and handling are included in net sales. Costs to ship products to customers were $17.7 million, $18.2 million, and $23.4 million for the years ended December 31, 2014, 2013, and 2012, respectively. | |||||||||
Cash and Cash Equivalents | |||||||||
Cash and cash equivalents consist of all cash balances, time deposits, and money market funds with original maturity periods of three months or less when purchased. | |||||||||
Allowance for Doubtful Accounts | |||||||||
We establish an allowance for doubtful accounts to adjust our receivables to amounts considered to be ultimately collectible. Our allowance is based on a variety of factors, including the length of time receivables are past due, significant one-time events, the financial health of our customers and historical experience. The balance of our allowance for doubtful accounts was $3.1 million and $4.1 million as of December 31, 2014 and 2013, respectively. | |||||||||
The activity in the allowance for doubtful accounts is summarized as follows: | |||||||||
December 31, 2014 | December 31, 2013 | ||||||||
In millions | |||||||||
Balance, beginning of year | $ | 4.1 | $ | 3.8 | |||||
(Benefit) provision | (0.4 | ) | 0.3 | ||||||
Write-offs, credits, and adjustments | (0.6 | ) | — | ||||||
Balance, end of the period | $ | 3.1 | $ | 4.1 | |||||
Inventories | |||||||||
Inventories consist of raw materials, labor, and manufacturing overhead, and are valued at the lower of cost or market. Fixed overhead is allocated to the costs of conversion based on the normal capacity of our production facilities. Unallocated overhead during periods of abnormally low production levels is recognized as cost of goods sold in the period in which it is incurred. Raw materials and supplies are generally stated at weighted-average cost, and goods in process and finished goods inventories are stated at standard cost, as adjusted for variances, which approximates weighted-average actual cost. The valuation of inventory requires us to estimate excess and slow moving inventory. The determination of the value of excess and slow moving inventory is based upon assumptions of future demand and market conditions. If actual market conditions are less favorable than those projected by management, additional inventory write-downs may be required. | |||||||||
Property, Plant, and Equipment | |||||||||
We record property, plant, and equipment at cost and depreciate it on a straight-line basis over the assets’ estimated useful lives as follows: | |||||||||
Years | |||||||||
Software | 3 | - | 10 | ||||||
Buildings and improvements | 2 | - | 50 | ||||||
Machinery and equipment | 1 | - | 30 | ||||||
Expenditures for repairs and maintenance are charged to expense as incurred. Additions and betterments are capitalized. The cost and related accumulated depreciation on property, plant, and equipment sold or otherwise disposed of are removed from the capital accounts and any gain or loss is reported in current-year operations. Leasehold improvements are depreciated over the shorter of the estimated useful life of the asset or the remaining lease term, including renewal periods considered reasonably assured of execution. | |||||||||
Depreciation and amortization expense for the years ended December 31, 2014, 2013, and 2012 was $116.0 million, $119.6 million, and $118.7 million, respectively. | |||||||||
Impairment of Property, Plant, and Equipment | |||||||||
We periodically assess long-lived assets/asset groups for impairment when conditions indicate a possible loss. Reviews are performed to determine whether the carrying value of an asset is impaired, based on comparisons to undiscounted expected future cash flows. If this comparison indicates that there is impairment, the asset is written down to its estimated fair value, which is typically calculated using: (i) quoted market prices, including appraisals or (ii) discounted expected future cash flows utilizing an appropriate discount rate. Impairment is based on the excess of the carrying amount over the fair value of those assets. We recorded asset impairment charges of $59.4 million, $33.6 million, and $1.5 million in 2014, 2013, and 2012, respectively. See Notes 4 and 6 for additional discussion on the impairment charges on long-lived assets. | |||||||||
Cost and Equity Method Investments | |||||||||
Cost method investments are initially recorded and subsequently carried at their historical cost and income is recorded to the extent there are dividends. We use the equity method of accounting for our equity investments where we hold more than 20 percent of the outstanding stock of the investee or where we have the ability to significantly influence the operations or financial decisions of the investee. We initially record the investment at cost and adjust the carrying amount each period to recognize our share of the earnings or losses and other comprehensive income (losses) of the investee based on our ownership percentage. We review our equity and cost method investments periodically for indicators of impairment. | |||||||||
Intangible Assets | |||||||||
Intangible assets that have determinable estimated lives are amortized over those estimated lives. The straight-line method of amortization is used because it best reflects the pattern in which the economic benefits of the intangible asset are consumed or otherwise used. The amounts and useful lives assigned to intangible assets acquired impact the amount and timing of future amortization. Reviews are performed to determine whether the carrying value of an asset is impaired, based on comparisons to undiscounted expected future cash flows or some other fair value measure. If this comparison indicates that there is impairment, the impaired asset is written down to fair value, which is typically calculated using discounted expected future cash flows utilizing an appropriate discount rate. Impairment is calculated as the excess of the carrying amount over the fair value of those assets. The balance of our intangible assets subject to amortization is $4.0 million as of December 31, 2014. We did not have any indefinable intangible assets as of December 31, 2013. | |||||||||
Derivative Financial Instruments and Hedging Activities | |||||||||
We utilize currency forward contracts to mitigate financial market risks of fluctuations in foreign currency exchange rates. We do not use derivative financial instruments for speculative or trading purposes. All derivative instruments are recorded in the consolidated balance sheet at fair value. We have not designated any derivatives as hedge accounting. Derivatives not designated as hedge accounting and used to hedge foreign currency-denominated balance sheet items are reported directly in earnings along with offsetting transaction gains and losses on the items being hedged. See Note 13. | |||||||||
Income Taxes | |||||||||
SunEdison filed consolidated income tax returns in the United States which included us for tax years 2013 and 2012 and for purposes of the historical combined financial statements, our taxes are computed and reported using a “separate return” method, or as though we filed a separate return for jurisdictions in which its operations are included in consolidated returns filed by SunEdison. We will file our own U.S. tax returns during 2015 for 2014 and have computed and reported our 2014 results based on the filing methods we will employ as a separate company. We also record income taxes for foreign jurisdictions in which any of our consolidated subsidiaries files separate returns. Income taxes as presented herein allocate current and deferred income taxes of SunEdison to us in a manner that is systematic, rational and consistent with the asset and liability method in accordance with Financial Accounting Standards Board ("FASB") Accounting Standards Codification 740 (“ASC 740”), Accounting for Income Taxes. The sum of the amounts allocated to the carve-out tax provisions may not equal the historical consolidated provision. Under the separate return method, deferred tax assets and liabilities are recognized for the future tax consequences attributable to differences between the financial statement carrying amounts of existing assets and liabilities and their respective tax bases and operating loss carryforwards. Deferred tax assets and liabilities are measured using enacted tax rates expected to apply to taxable income in the years in which those temporary differences are expected to be recovered or settled. The effect on deferred tax assets and liabilities of a change in tax rate is recognized in operations in the period that includes the enactment date. Valuation allowances are established when management determines that it is more likely than not that some portion, or all of the deferred tax asset, will not be realized. The financial effect of changes in tax laws or rates is accounted for in the period of enactment. | |||||||||
Deferred income taxes arise primarily because of differences in the bases of assets or liabilities between financial accounting and tax accounting which are known as temporary differences. We record the tax effect of these temporary differences as deferred tax assets (generally items that can be used as a tax deduction or credit in future periods) and deferred tax liabilities (generally items for which we receive a tax deduction, but have not yet been recorded in the consolidated statement of operations). We regularly review our deferred tax assets for realizability, taking into consideration all available evidence, both positive and negative, including historical pre-tax and taxable income (losses), projected future pre-tax and taxable income (losses) and the expected timing of the reversals of existing temporary differences. In arriving at these judgments, the weight given to the potential effect of all positive and negative evidence is commensurate with the extent to which it can be objectively verified. | |||||||||
We believe our tax positions are in compliance with applicable tax laws and regulations. Tax benefits are recognized only for tax positions that are more likely than not to be sustained upon examination by tax authorities. The amount recognized is measured as the largest amount of benefit that is greater than 50 percent likely to be realized upon ultimate settlement. Unrecognized tax benefits are tax benefits claimed in our tax returns that do not meet these recognition and measurement standards. Uncertain tax benefits, including accrued interest and penalties, are included as a component of other long-term liabilities because we do not anticipate that settlement of the liabilities will require payment of cash within the next 12 months. The accrual of interest begins in the first reporting period that interest would begin to accrue under the applicable tax law. Penalties, when applicable, are accrued in the financial reporting period in which the uncertain tax position is taken on a tax return. We recognize interest and penalties related to uncertain tax positions in income tax expense, which is consistent with our historical policy. We believe that our accrued income tax liabilities, including related interest, are adequate in relation to the potential for additional tax assessments. There is a risk, however, that the amounts ultimately paid upon resolution of audits could be materially different from the amounts previously included in our income tax expense and, therefore, could have a material impact on our tax provision, net (loss) income and cash flows. We review our accrued tax liabilities quarterly, and we may adjust such liabilities due to proposed assessments by tax authorities, changes in facts and circumstances, issuance of new regulations or new case law, negotiations between tax authorities of different countries concerning our transfer prices between our subsidiaries, the resolution of entire audits, or the expiration of statutes of limitations. Adjustments are most likely to occur in the year during which major audits are closed. | |||||||||
We are domiciled in Singapore. We plan foreign remittance amounts based on projected cash flow needs as well as the working capital and long-term investment requirements of our worldwide subsidiaries and operations, after taking into consideration the tax effects of such remittances and whether they can be done in a tax-efficient manner. | |||||||||
We have made our best estimates of certain income tax amounts included in the consolidated financial statements. Application of our accounting policies and estimates, however, involves the exercise of judgment and the use of assumptions as to future uncertainties and, as a result, actual results could differ from these estimates. In arriving at our estimates, factors we consider include how accurate the estimate or assumptions have been in the past, how much the estimate or assumptions have changed, and how reasonably likely such change may have a material impact. | |||||||||
Our historical business consists of the combined operations of certain entities currently owned by SunEdison, which is incorporated in the State of Delaware. We have historically been included in SunEdison’s consolidated U.S. federal income tax return and our income taxes are computed and reported under the “separate return” method. In connection with the Formation Transactions, our tax structure has changed prospectively but there will be no changes to our historical financial statements. | |||||||||
Post-Employment and Other Employee-Related Liabilities | |||||||||
We have a long-term net liability for our consolidated defined benefit pension and other post-employment benefit plans. Our obligations are funded in accordance with provisions of applicable laws. We recognize the overfunded or underfunded status of a defined benefit postretirement plan as an asset or liability in our statement of financial position and recognize changes in that funded status during the year in which the changes occur through comprehensive (loss) income in equity. | |||||||||
Our pension and other post-employment liabilities are determined using various actuarial assumptions, including the interest rate used to discount plan liabilities, the rate of compensation increase, and the expected return on plan assets, to estimate our costs and obligations. If the assumptions do not materialize as expected, expenditures and costs that we incur could differ from our current estimates. We determine the expected return on plan assets based on the pension plans’ actual asset mix as of the beginning of the year. While the assumed expected rate of return on the U.S. Pension plan assets was 8.5% in both 2014 and 2013, the actual returns experienced in the pension plan assets in the comparable periods in 2014 and 2013 were 4.6% and 14.6%, respectively. We consult with the plans’ actuaries to determine a discount rate assumption that reflects the characteristics of these plans, including expected cash outflows from the plans, and utilize an analytical tool that incorporates the concept of a hypothetical yield curve, developed from corporate bond (Standard and Poor's AA-rated quality) yield information. Assuming a 100 basis point increase in the assumed discount rate, our 2014 pension expense would have been $0.1 million higher. Assuming a 100 basis point decrease in this assumption, our 2014 pension expense would have been $0.2 million lower. | |||||||||
Effective January 1, 2012, the amortization period for the unamortized loss was changed to the average future life expectancy of the active plan participants, which was derived from an actuarial mortality table. This change was triggered by the small number of active plan participants relative to the total plan participants. Prior to 2012, the amortization period was derived based on the average remaining service period of the active participants expected to receive benefits. This change has reduced the amortization expense related to the unrealized loss. | |||||||||
Stock-Based Compensation | |||||||||
Our consolidated and combined financial statements include certain expenses of SunEdison that were allocated to us for stock-based compensation, as well as stock-based compensation expense for our stock. Stock-based compensation expense for all share-based payment awards is based on the estimated grant-date fair value. These compensation costs are recognized net of an estimated forfeiture rate for only those shares expected to vest on a straight-line basis over the requisite service period of the award, which is generally the option vesting term. Compensation costs, for ratable awards, are recognized for all grants on a straight-line basis over the requisite service period of the entire award. Forfeiture rates are estimated by taking into consideration the historical experience of SunEdison during the preceding four fiscal years. | |||||||||
The assumptions used are routinely examined in estimating the fair value of employee options granted. It was determined as part of this assessment, that the historical stock price volatility of guideline companies and the historical pattern of SunEdison option exercises are appropriate indicators of expected volatility and expected term since we did not have our own stock trading history prior to the Offering. The interest rate is determined based on the implied yield currently available on U.S. Treasury zero-coupon issues with a remaining term equal to the expected term of the award. The Black-Scholes option-pricing model is used to estimate the fair value of ratable and cliff vesting options. The grant date fair value was calculated for market condition awards using a probabilistic approach under a Monte Carlo simulation taking into consideration volatility, interest rates and expected term. | |||||||||
Translation of Foreign Currencies | |||||||||
We determine the functional currency of each subsidiary based on a number of factors, including the predominant currency for the subsidiary’s sales and expenditures and the subsidiary’s borrowings. When a subsidiary’s local currency is considered its functional currency, we translate its financial statements to U.S. dollars as follows: | |||||||||
• | Assets and liabilities using exchange rates in effect at the balance sheet date, and | ||||||||
• | Statement of operations accounts at weighted-average exchange rates for the period. | ||||||||
Adjustments from the translation process are presented in accumulated other comprehensive (loss) income in equity. | |||||||||
Contingencies | |||||||||
We are involved in conditions, situations, or circumstances in the ordinary course of business with possible gain or loss contingencies that will ultimately be resolved when one or more future events occur or fail to occur. If some amount within a range of loss appears at the time to be a better estimate than any other amount within the range, that amount will be accrued. When no amount within the range is a better estimate than any other amount, however, the minimum amount in the range will be accrued. We continually evaluate uncertainties associated with loss contingencies and record a charge equal to at least the minimum estimated liability for a loss contingency when both of the following conditions are met: (i) information available prior to issuance of the financial statements indicates that it is probable that an asset had been impaired or a liability had been incurred at the date of the financial statements; and (ii) the loss or range of loss can be reasonably estimated. Legal costs are expensed when incurred. Gain contingencies are not recorded until realized or realizable. | |||||||||
Fair Value Measurements | |||||||||
Fair value accounting guidance establishes a hierarchy for inputs used in measuring fair value that maximizes the use of observable inputs and minimizes the use of unobservable inputs by requiring that the most observable inputs be used when available. Observable inputs are inputs that market participants would use in pricing the asset or liability, and are based on market data obtained from sources independent of us. Unobservable inputs reflect assumptions market participants would use in pricing the asset or liability based on the best information available in the circumstances. The fair value hierarchy is broken down into three levels based on the reliability of inputs as follows: | |||||||||
• | Level 1—Valuations based on quoted prices in active markets for identical assets or liabilities that we have the ability to access. Valuation adjustments and block discounts are not applied to Level 1 instruments. Because valuations are based on quoted prices that are readily and regularly available in an active market, valuation of these instruments does not entail a significant degree of judgment. | ||||||||
• | Level 2—Valuations based on quoted prices in markets that are not active or for which all significant inputs are observable, either directly or indirectly. Valuations for Level 2 are prepared on an individual instrument basis using data obtained from recent transactions for identical securities in inactive markets or pricing data from similar instruments in active and inactive markets. | ||||||||
• | Level 3—Valuations based on inputs that are unobservable and significant to the overall fair value measurement. | ||||||||
We maintain various financial instruments recorded at cost in the December 31, 2014 and 2013 balance sheets that are not required to be recorded at fair value. For these instruments, we used the following methods and assumptions to estimate the fair value: | |||||||||
• | Cash equivalents, restricted cash, accounts receivable and payable, customer deposits, income taxes receivable and payable, short-term borrowings, and accrued liabilities are valued at cost, which approximates fair value because of the short maturity period; and | ||||||||
• | Long-term debt-fair value is based on the amount of future cash flows associated with each debt instrument discounted at a current estimated borrowing rate for similar debt instruments of comparable terms. | ||||||||
There were no transfers into or out of Level 1, Level 2, or Level 3 financial instruments during the periods ended December 31, 2014 and 2013. See Note 8 for debt fair value disclosure, see Note 12 for pension and other post-employment benefit plan asset fair value disclosures and see Note 13 for derivative fair value disclosures. | |||||||||
Accounting Standards Updates | |||||||||
The FASB issued Accounting Standards Update (“ASU”) No. 2014-08, Presentation of Financial Statements (Topic 205) and Property, Plant, and Equipment (Topic 360): Reporting Discontinued Operations and Disclosures of Disposals of Components of an Entity in April 2014. ASU 2014-08 limits the requirement to report discontinued operations to disposals of components of an entity that represent strategic shifts that have (or will have) a major effect on an entity’s operations and financial results. ASU 2014-08 also requires expanded disclosures concerning discontinued operations, disclosures of certain financial results attributable to a disposal of a significant component of an entity that does not qualify for discontinued operations reporting, and expanded disclosures for long-lived assets classified as held for sale or disposed of. ASU 2014-08 is effective for us on a prospective basis in the first quarter of 2015. Early adoption is permitted, but only for disposals (or assets classified as held for sale) that have not been reported in financial statements previously issued or available for issuance. We have evaluated the impact of ASU 2014-08 and do not anticipate a material impact on our consolidated financial statements and related disclosures upon adoption. | |||||||||
The FASB issued ASU No. 2014-09, Revenue from Contracts with Customers, on May 28, 2014, which requires an entity to recognize the amount of revenue to which it expects to be entitled for the transfer of promised goods or services to customers. This ASU will replace most existing revenue recognition guidance in U.S. generally accepted accounting principles ("US GAAP") when it becomes effective. The new standard is effective for us on January 1, 2017. Early application is not permitted. The standard permits the use of either the retrospective or cumulative effect transition method. We have not determined which transition method we will adopt, but do not anticipate a material impact to our consolidated financial statements and related disclosures upon adoption of ASU 2014-09. | |||||||||
The FASB issued ASU No. 2014-15, Presentation of Financial Statements - Going Concern (Subtopic 205-40): Disclosure of Uncertainties about an Entity’s Ability to Continue as a Going Concern, in August 2014, which requires management to evaluate, at each annual and interim reporting period, whether there are conditions or events that raise substantial doubt about the entity’s ability to continue as a going concern within one year after the date the financial statements are issued and to provide related disclosures. ASU 2014-15 is effective for us for the year ending December 31, 2016. We have evaluated the impact of this standard and do not anticipate a material impact on our consolidated financial statements and related disclosures upon adoption. | |||||||||
Use of Estimates, Policy [Policy Text Block] | Use of Estimates | ||||||||
We use estimates and assumptions in preparing our consolidated financial statements that may affect reported amounts and disclosures. Estimates are used when accounting for depreciation, amortization, impairments, leases, inventory valuation, accrued liabilities including restructuring, warranties, and employee benefits, derivatives, stock-based compensation, and income taxes and asset recoverability, including allowances, among others. These estimates and assumptions are based on current facts, historical experience, and various other factors we believe to be reasonable under the circumstances, the results of which form the basis for making judgments about the carrying values of assets and liabilities and the recognition of revenue, costs, and other expenses that are not readily apparent from other sources. Our future results of operations would be affected to the extent there are material differences between the estimates and actual results. | |||||||||
Reclassification, Policy [Policy Text Block] | Reclassifications | ||||||||
Certain amounts in prior periods have been reclassified to conform with the presentation adopted in the current period. | |||||||||
Consolidation, Policy [Policy Text Block] | Principles of Consolidation and Combination | ||||||||
We record noncontrolling interests for non-wholly owned subsidiaries included in our consolidated and combined financial statements. Noncontrolling interests in the consolidated and combined balance sheets were $1.2 million and $44.2 million as of December 31, 2014 and 2013, respectively. All significant intercompany balances and transactions have been eliminated. | |||||||||
Revenue Recognition, Policy [Policy Text Block] | Revenue Recognition | ||||||||
Revenue is recognized for wafer and other product sales when title transfers, the risks and rewards of ownership have been transferred to the customer, the fee is fixed or determinable, and collection of the related receivable is reasonably assured, which is generally at the time of shipment for non-consignment orders. Title passes, in the case of consignment orders, when the customer pulls the product from the assigned storage facility or, if the customer does not pull the product within a contractually stated period of time (generally 60–90 days), at the end of that period, or when the customer otherwise agrees to take title to the product. Our wafers are generally made to customer specifications, and we conduct rigorous quality control and testing procedures to ensure that the finished wafers meet the customer’s specifications before the product is shipped. We consider international shipping term definitions in our determination of when title passes. | |||||||||
Expense Allocations Policy [Policy Text Block] | Expense Allocations | ||||||||
Our historical combined financial statements include expenses of SunEdison that were allocated to us for certain functions, including general corporate expenses related to communications, corporate administration, finance, legal, information technology, human resources, compliance, employee benefits and incentives, operations, research and development, and stock compensation. These expenses were allocated in our historical results of operations on the basis of direct usage, where identifiable, with the remainder primarily allocated on the basis of revenue or other related sales metrics, headcount or number of our manufacturing plants. We consider the expense allocation methodology and results to be reasonable for all periods presented. However, these allocations may not necessarily be indicative of the actual expenses we would have incurred as a stand-alone public company during the periods prior to the Offering or of the costs we will incur in the future. No significant restructuring or impairment charges were included in these allocations from SunEdison. | |||||||||
Lease, Policy [Policy Text Block] | Operating Leases | ||||||||
We enter into lease agreements for a variety of business purposes, including office and manufacturing space, office and manufacturing equipment, and computer equipment. A portion of these are noncancellable operating leases. See Note 14 for our operating lease obligations. | |||||||||
Shipping and Handling Cost, Policy [Policy Text Block] | Shipping and Handling | ||||||||
Costs to ship products to customers are included in marketing and administration expense in the consolidated and combined statements of operations. Amounts billed to customers, if any, to cover shipping and handling are included in net sales. Costs to ship products to customers were $17.7 million, $18.2 million, and $23.4 million for the years ended December 31, 2014, 2013, and 2012, respectively. | |||||||||
Cash and Cash Equivalents, Policy [Policy Text Block] | Cash and Cash Equivalents | ||||||||
Cash and cash equivalents consist of all cash balances, time deposits, and money market funds with original maturity periods of three months or less when purchased. | |||||||||
Receivables, Trade and Other Accounts Receivable, Allowance for Doubtful Accounts, Policy [Policy Text Block] | Allowance for Doubtful Accounts | ||||||||
We establish an allowance for doubtful accounts to adjust our receivables to amounts considered to be ultimately collectible. Our allowance is based on a variety of factors, including the length of time receivables are past due, significant one-time events, the financial health of our customers and historical experience. The balance of our allowance for doubtful accounts was $3.1 million and $4.1 million as of December 31, 2014 and 2013, respectively. | |||||||||
The activity in the allowance for doubtful accounts is summarized as follows: | |||||||||
December 31, 2014 | December 31, 2013 | ||||||||
In millions | |||||||||
Balance, beginning of year | $ | 4.1 | $ | 3.8 | |||||
(Benefit) provision | (0.4 | ) | 0.3 | ||||||
Write-offs, credits, and adjustments | (0.6 | ) | — | ||||||
Balance, end of the period | $ | 3.1 | $ | 4.1 | |||||
Inventory, Policy [Policy Text Block] | Inventories | ||||||||
Inventories consist of raw materials, labor, and manufacturing overhead, and are valued at the lower of cost or market. Fixed overhead is allocated to the costs of conversion based on the normal capacity of our production facilities. Unallocated overhead during periods of abnormally low production levels is recognized as cost of goods sold in the period in which it is incurred. Raw materials and supplies are generally stated at weighted-average cost, and goods in process and finished goods inventories are stated at standard cost, as adjusted for variances, which approximates weighted-average actual cost. The valuation of inventory requires us to estimate excess and slow moving inventory. The determination of the value of excess and slow moving inventory is based upon assumptions of future demand and market conditions. If actual market conditions are less favorable than those projected by management, additional inventory write-downs may be required. | |||||||||
Property, Plant and Equipment, Policy [Policy Text Block] | Property, Plant, and Equipment | ||||||||
We record property, plant, and equipment at cost and depreciate it on a straight-line basis over the assets’ estimated useful lives as follows: | |||||||||
Years | |||||||||
Software | 3 | - | 10 | ||||||
Buildings and improvements | 2 | - | 50 | ||||||
Machinery and equipment | 1 | - | 30 | ||||||
Expenditures for repairs and maintenance are charged to expense as incurred. Additions and betterments are capitalized. The cost and related accumulated depreciation on property, plant, and equipment sold or otherwise disposed of are removed from the capital accounts and any gain or loss is reported in current-year operations. Leasehold improvements are depreciated over the shorter of the estimated useful life of the asset or the remaining lease term, including renewal periods considered reasonably assured of execution. | |||||||||
Depreciation and amortization expense for the years ended December 31, 2014, 2013, and 2012 was $116.0 million, $119.6 million, and $118.7 million, respectively. | |||||||||
Property, Plant and Equipment, Impairment [Policy Text Block] | Impairment of Property, Plant, and Equipment | ||||||||
We periodically assess long-lived assets/asset groups for impairment when conditions indicate a possible loss. Reviews are performed to determine whether the carrying value of an asset is impaired, based on comparisons to undiscounted expected future cash flows. If this comparison indicates that there is impairment, the asset is written down to its estimated fair value, which is typically calculated using: (i) quoted market prices, including appraisals or (ii) discounted expected future cash flows utilizing an appropriate discount rate. Impairment is based on the excess of the carrying amount over the fair value of those assets. We recorded asset impairment charges of $59.4 million, $33.6 million, and $1.5 million in 2014, 2013, and 2012, respectively. See Notes 4 and 6 for additional discussion on the impairment charges on long-lived assets. | |||||||||
Equity and Cost Method Investments, Policy [Policy Text Block] | Cost and Equity Method Investments | ||||||||
Cost method investments are initially recorded and subsequently carried at their historical cost and income is recorded to the extent there are dividends. We use the equity method of accounting for our equity investments where we hold more than 20 percent of the outstanding stock of the investee or where we have the ability to significantly influence the operations or financial decisions of the investee. We initially record the investment at cost and adjust the carrying amount each period to recognize our share of the earnings or losses and other comprehensive income (losses) of the investee based on our ownership percentage. We review our equity and cost method investments periodically for indicators of impairment. | |||||||||
Goodwill and Intangible Assets, Intangible Assets, Policy [Policy Text Block] | Intangible Assets | ||||||||
Intangible assets that have determinable estimated lives are amortized over those estimated lives. The straight-line method of amortization is used because it best reflects the pattern in which the economic benefits of the intangible asset are consumed or otherwise used. The amounts and useful lives assigned to intangible assets acquired impact the amount and timing of future amortization. Reviews are performed to determine whether the carrying value of an asset is impaired, based on comparisons to undiscounted expected future cash flows or some other fair value measure. If this comparison indicates that there is impairment, the impaired asset is written down to fair value, which is typically calculated using discounted expected future cash flows utilizing an appropriate discount rate. Impairment is calculated as the excess of the carrying amount over the fair value of those assets. The balance of our intangible assets subject to amortization is $4.0 million as of December 31, 2014. We did not have any indefinable intangible assets as of December 31, 2013. | |||||||||
Derivatives, Policy [Policy Text Block] | Derivative Financial Instruments and Hedging Activities | ||||||||
We utilize currency forward contracts to mitigate financial market risks of fluctuations in foreign currency exchange rates. We do not use derivative financial instruments for speculative or trading purposes. All derivative instruments are recorded in the consolidated balance sheet at fair value. We have not designated any derivatives as hedge accounting. Derivatives not designated as hedge accounting and used to hedge foreign currency-denominated balance sheet items are reported directly in earnings along with offsetting transaction gains and losses on the items being hedged. See Note 13. | |||||||||
Income Tax, Policy [Policy Text Block] | Income Taxes | ||||||||
SunEdison filed consolidated income tax returns in the United States which included us for tax years 2013 and 2012 and for purposes of the historical combined financial statements, our taxes are computed and reported using a “separate return” method, or as though we filed a separate return for jurisdictions in which its operations are included in consolidated returns filed by SunEdison. We will file our own U.S. tax returns during 2015 for 2014 and have computed and reported our 2014 results based on the filing methods we will employ as a separate company. We also record income taxes for foreign jurisdictions in which any of our consolidated subsidiaries files separate returns. Income taxes as presented herein allocate current and deferred income taxes of SunEdison to us in a manner that is systematic, rational and consistent with the asset and liability method in accordance with Financial Accounting Standards Board ("FASB") Accounting Standards Codification 740 (“ASC 740”), Accounting for Income Taxes. The sum of the amounts allocated to the carve-out tax provisions may not equal the historical consolidated provision. Under the separate return method, deferred tax assets and liabilities are recognized for the future tax consequences attributable to differences between the financial statement carrying amounts of existing assets and liabilities and their respective tax bases and operating loss carryforwards. Deferred tax assets and liabilities are measured using enacted tax rates expected to apply to taxable income in the years in which those temporary differences are expected to be recovered or settled. The effect on deferred tax assets and liabilities of a change in tax rate is recognized in operations in the period that includes the enactment date. Valuation allowances are established when management determines that it is more likely than not that some portion, or all of the deferred tax asset, will not be realized. The financial effect of changes in tax laws or rates is accounted for in the period of enactment. | |||||||||
Deferred income taxes arise primarily because of differences in the bases of assets or liabilities between financial accounting and tax accounting which are known as temporary differences. We record the tax effect of these temporary differences as deferred tax assets (generally items that can be used as a tax deduction or credit in future periods) and deferred tax liabilities (generally items for which we receive a tax deduction, but have not yet been recorded in the consolidated statement of operations). We regularly review our deferred tax assets for realizability, taking into consideration all available evidence, both positive and negative, including historical pre-tax and taxable income (losses), projected future pre-tax and taxable income (losses) and the expected timing of the reversals of existing temporary differences. In arriving at these judgments, the weight given to the potential effect of all positive and negative evidence is commensurate with the extent to which it can be objectively verified. | |||||||||
We believe our tax positions are in compliance with applicable tax laws and regulations. Tax benefits are recognized only for tax positions that are more likely than not to be sustained upon examination by tax authorities. The amount recognized is measured as the largest amount of benefit that is greater than 50 percent likely to be realized upon ultimate settlement. Unrecognized tax benefits are tax benefits claimed in our tax returns that do not meet these recognition and measurement standards. Uncertain tax benefits, including accrued interest and penalties, are included as a component of other long-term liabilities because we do not anticipate that settlement of the liabilities will require payment of cash within the next 12 months. The accrual of interest begins in the first reporting period that interest would begin to accrue under the applicable tax law. Penalties, when applicable, are accrued in the financial reporting period in which the uncertain tax position is taken on a tax return. We recognize interest and penalties related to uncertain tax positions in income tax expense, which is consistent with our historical policy. We believe that our accrued income tax liabilities, including related interest, are adequate in relation to the potential for additional tax assessments. There is a risk, however, that the amounts ultimately paid upon resolution of audits could be materially different from the amounts previously included in our income tax expense and, therefore, could have a material impact on our tax provision, net (loss) income and cash flows. We review our accrued tax liabilities quarterly, and we may adjust such liabilities due to proposed assessments by tax authorities, changes in facts and circumstances, issuance of new regulations or new case law, negotiations between tax authorities of different countries concerning our transfer prices between our subsidiaries, the resolution of entire audits, or the expiration of statutes of limitations. Adjustments are most likely to occur in the year during which major audits are closed. | |||||||||
We are domiciled in Singapore. We plan foreign remittance amounts based on projected cash flow needs as well as the working capital and long-term investment requirements of our worldwide subsidiaries and operations, after taking into consideration the tax effects of such remittances and whether they can be done in a tax-efficient manner. | |||||||||
We have made our best estimates of certain income tax amounts included in the consolidated financial statements. Application of our accounting policies and estimates, however, involves the exercise of judgment and the use of assumptions as to future uncertainties and, as a result, actual results could differ from these estimates. In arriving at our estimates, factors we consider include how accurate the estimate or assumptions have been in the past, how much the estimate or assumptions have changed, and how reasonably likely such change may have a material impact. | |||||||||
Our historical business consists of the combined operations of certain entities currently owned by SunEdison, which is incorporated in the State of Delaware. We have historically been included in SunEdison’s consolidated U.S. federal income tax return and our income taxes are computed and reported under the “separate return” method. In connection with the Formation Transactions, our tax structure has changed prospectively but there will be no changes to our historical financial statements. | |||||||||
Compensation Related Costs, Policy [Policy Text Block] | Post-Employment and Other Employee-Related Liabilities | ||||||||
We have a long-term net liability for our consolidated defined benefit pension and other post-employment benefit plans. Our obligations are funded in accordance with provisions of applicable laws. We recognize the overfunded or underfunded status of a defined benefit postretirement plan as an asset or liability in our statement of financial position and recognize changes in that funded status during the year in which the changes occur through comprehensive (loss) income in equity. | |||||||||
Our pension and other post-employment liabilities are determined using various actuarial assumptions, including the interest rate used to discount plan liabilities, the rate of compensation increase, and the expected return on plan assets, to estimate our costs and obligations. If the assumptions do not materialize as expected, expenditures and costs that we incur could differ from our current estimates. We determine the expected return on plan assets based on the pension plans’ actual asset mix as of the beginning of the year. While the assumed expected rate of return on the U.S. Pension plan assets was 8.5% in both 2014 and 2013, the actual returns experienced in the pension plan assets in the comparable periods in 2014 and 2013 were 4.6% and 14.6%, respectively. We consult with the plans’ actuaries to determine a discount rate assumption that reflects the characteristics of these plans, including expected cash outflows from the plans, and utilize an analytical tool that incorporates the concept of a hypothetical yield curve, developed from corporate bond (Standard and Poor's AA-rated quality) yield information. Assuming a 100 basis point increase in the assumed discount rate, our 2014 pension expense would have been $0.1 million higher. Assuming a 100 basis point decrease in this assumption, our 2014 pension expense would have been $0.2 million lower. | |||||||||
Effective January 1, 2012, the amortization period for the unamortized loss was changed to the average future life expectancy of the active plan participants, which was derived from an actuarial mortality table. This change was triggered by the small number of active plan participants relative to the total plan participants. Prior to 2012, the amortization period was derived based on the average remaining service period of the active participants expected to receive benefits. This change has reduced the amortization expense related to the unrealized loss. | |||||||||
Share-based Compensation, Option and Incentive Plans Policy [Policy Text Block] | Stock-Based Compensation | ||||||||
Our consolidated and combined financial statements include certain expenses of SunEdison that were allocated to us for stock-based compensation, as well as stock-based compensation expense for our stock. Stock-based compensation expense for all share-based payment awards is based on the estimated grant-date fair value. These compensation costs are recognized net of an estimated forfeiture rate for only those shares expected to vest on a straight-line basis over the requisite service period of the award, which is generally the option vesting term. Compensation costs, for ratable awards, are recognized for all grants on a straight-line basis over the requisite service period of the entire award. Forfeiture rates are estimated by taking into consideration the historical experience of SunEdison during the preceding four fiscal years. | |||||||||
The assumptions used are routinely examined in estimating the fair value of employee options granted. It was determined as part of this assessment, that the historical stock price volatility of guideline companies and the historical pattern of SunEdison option exercises are appropriate indicators of expected volatility and expected term since we did not have our own stock trading history prior to the Offering. The interest rate is determined based on the implied yield currently available on U.S. Treasury zero-coupon issues with a remaining term equal to the expected term of the award. The Black-Scholes option-pricing model is used to estimate the fair value of ratable and cliff vesting options. The grant date fair value was calculated for market condition awards using a probabilistic approach under a Monte Carlo simulation taking into consideration volatility, interest rates and expected term. | |||||||||
Foreign Currency Transactions and Translations Policy [Policy Text Block] | Translation of Foreign Currencies | ||||||||
We determine the functional currency of each subsidiary based on a number of factors, including the predominant currency for the subsidiary’s sales and expenditures and the subsidiary’s borrowings. When a subsidiary’s local currency is considered its functional currency, we translate its financial statements to U.S. dollars as follows: | |||||||||
• | Assets and liabilities using exchange rates in effect at the balance sheet date, and | ||||||||
• | Statement of operations accounts at weighted-average exchange rates for the period. | ||||||||
Adjustments from the translation process are presented in accumulated other comprehensive (loss) income in equity. | |||||||||
Commitments and Contingencies, Policy [Policy Text Block] | Contingencies | ||||||||
We are involved in conditions, situations, or circumstances in the ordinary course of business with possible gain or loss contingencies that will ultimately be resolved when one or more future events occur or fail to occur. If some amount within a range of loss appears at the time to be a better estimate than any other amount within the range, that amount will be accrued. When no amount within the range is a better estimate than any other amount, however, the minimum amount in the range will be accrued. We continually evaluate uncertainties associated with loss contingencies and record a charge equal to at least the minimum estimated liability for a loss contingency when both of the following conditions are met: (i) information available prior to issuance of the financial statements indicates that it is probable that an asset had been impaired or a liability had been incurred at the date of the financial statements; and (ii) the loss or range of loss can be reasonably estimated. Legal costs are expensed when incurred. Gain contingencies are not recorded until realized or realizable. | |||||||||
Fair Value Measurement, Policy [Policy Text Block] | Fair Value Measurements | ||||||||
Fair value accounting guidance establishes a hierarchy for inputs used in measuring fair value that maximizes the use of observable inputs and minimizes the use of unobservable inputs by requiring that the most observable inputs be used when available. Observable inputs are inputs that market participants would use in pricing the asset or liability, and are based on market data obtained from sources independent of us. Unobservable inputs reflect assumptions market participants would use in pricing the asset or liability based on the best information available in the circumstances. The fair value hierarchy is broken down into three levels based on the reliability of inputs as follows: | |||||||||
• | Level 1—Valuations based on quoted prices in active markets for identical assets or liabilities that we have the ability to access. Valuation adjustments and block discounts are not applied to Level 1 instruments. Because valuations are based on quoted prices that are readily and regularly available in an active market, valuation of these instruments does not entail a significant degree of judgment. | ||||||||
• | Level 2—Valuations based on quoted prices in markets that are not active or for which all significant inputs are observable, either directly or indirectly. Valuations for Level 2 are prepared on an individual instrument basis using data obtained from recent transactions for identical securities in inactive markets or pricing data from similar instruments in active and inactive markets. | ||||||||
• | Level 3—Valuations based on inputs that are unobservable and significant to the overall fair value measurement. | ||||||||
We maintain various financial instruments recorded at cost in the December 31, 2014 and 2013 balance sheets that are not required to be recorded at fair value. For these instruments, we used the following methods and assumptions to estimate the fair value: | |||||||||
• | Cash equivalents, restricted cash, accounts receivable and payable, customer deposits, income taxes receivable and payable, short-term borrowings, and accrued liabilities are valued at cost, which approximates fair value because of the short maturity period; and | ||||||||
• | Long-term debt-fair value is based on the amount of future cash flows associated with each debt instrument discounted at a current estimated borrowing rate for similar debt instruments of comparable terms. | ||||||||
There were no transfers into or out of Level 1, Level 2, or Level 3 financial instruments during the periods ended December 31, 2014 and 2013. See Note 8 for debt fair value disclosure, see Note 12 for pension and other post-employment benefit plan asset fair value disclosures and see Note 13 for derivative fair value disclosures. | |||||||||
New Accounting Pronouncements, Policy [Policy Text Block] | Accounting Standards Updates | ||||||||
The FASB issued Accounting Standards Update (“ASU”) No. 2014-08, Presentation of Financial Statements (Topic 205) and Property, Plant, and Equipment (Topic 360): Reporting Discontinued Operations and Disclosures of Disposals of Components of an Entity in April 2014. ASU 2014-08 limits the requirement to report discontinued operations to disposals of components of an entity that represent strategic shifts that have (or will have) a major effect on an entity’s operations and financial results. ASU 2014-08 also requires expanded disclosures concerning discontinued operations, disclosures of certain financial results attributable to a disposal of a significant component of an entity that does not qualify for discontinued operations reporting, and expanded disclosures for long-lived assets classified as held for sale or disposed of. ASU 2014-08 is effective for us on a prospective basis in the first quarter of 2015. Early adoption is permitted, but only for disposals (or assets classified as held for sale) that have not been reported in financial statements previously issued or available for issuance. We have evaluated the impact of ASU 2014-08 and do not anticipate a material impact on our consolidated financial statements and related disclosures upon adoption. | |||||||||
The FASB issued ASU No. 2014-09, Revenue from Contracts with Customers, on May 28, 2014, which requires an entity to recognize the amount of revenue to which it expects to be entitled for the transfer of promised goods or services to customers. This ASU will replace most existing revenue recognition guidance in U.S. generally accepted accounting principles ("US GAAP") when it becomes effective. The new standard is effective for us on January 1, 2017. Early application is not permitted. The standard permits the use of either the retrospective or cumulative effect transition method. We have not determined which transition method we will adopt, but do not anticipate a material impact to our consolidated financial statements and related disclosures upon adoption of ASU 2014-09. | |||||||||
The FASB issued ASU No. 2014-15, Presentation of Financial Statements - Going Concern (Subtopic 205-40): Disclosure of Uncertainties about an Entity’s Ability to Continue as a Going Concern, in August 2014, which requires management to evaluate, at each annual and interim reporting period, whether there are conditions or events that raise substantial doubt about the entity’s ability to continue as a going concern within one year after the date the financial statements are issued and to provide related disclosures. ASU 2014-15 is effective for us for the year ending December 31, 2016. We have evaluated the impact of this standard and do not anticipate a material impact on our consolidated financial statements and related disclosures upon adoption. |
Summary_of_Significant_Account2
Summary of Significant Accounting Policies (Tables) | 12 Months Ended | ||||||||
Dec. 31, 2014 | |||||||||
Summary of Significant Accounting Policies [Abstract] | |||||||||
Allowance for Doubtful Accounts [Table Text Block] | The activity in the allowance for doubtful accounts is summarized as follows: | ||||||||
December 31, 2014 | December 31, 2013 | ||||||||
In millions | |||||||||
Balance, beginning of year | $ | 4.1 | $ | 3.8 | |||||
(Benefit) provision | (0.4 | ) | 0.3 | ||||||
Write-offs, credits, and adjustments | (0.6 | ) | — | ||||||
Balance, end of the period | $ | 3.1 | $ | 4.1 | |||||
Property, Plant and Equipment, Estimated Useful Lives [Table Text Block] | We record property, plant, and equipment at cost and depreciate it on a straight-line basis over the assets’ estimated useful lives as follows: | ||||||||
Years | |||||||||
Software | 3 | - | 10 | ||||||
Buildings and improvements | 2 | - | 50 | ||||||
Machinery and equipment | 1 | - | 30 |
Equity_Financing_Transactions_1
Equity Financing Transactions (Tables) | 12 Months Ended | ||||||
Dec. 31, 2014 | |||||||
Equity Financing Transactions [Abstract] | |||||||
Equity ownership [Table Text Block] | Immediately following the Offering, the Company's equity ownership consisted of the following: | ||||||
Shareholder | Ordinary Shares | % Ownership | |||||
SunEdison, Inc. | 23,560,251 | 56.8 | % | ||||
Public | 8,280,000 | 20 | % | ||||
Samsung Fine Chemicals Co., Ltd. | 7,200,000 | 17.3 | % | ||||
Samsung Electronics Co., Ltd. | 2,425,578 | 5.8 | % | ||||
Other | 40,346 | 0.1 | % | ||||
Total Ordinary Shares | 41,506,175 | 100 | % | ||||
Restructuring_Impairment_and_O1
Restructuring, Impairment, and Other Charges (Tables) | 12 Months Ended | ||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||
Dec. 31, 2014 | Dec. 31, 2013 | Dec. 31, 2012 | |||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||
Restructuring and Related Activities [Abstract] | |||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||
Restructuring and Related Costs [Table Text Block] | Details of the 2014 expenses, cash payments, and expected costs incurred related to the 2011 Global Plan are set out in the following table: | Details of the 2013 expenses, cash payments and expected costs incurred related to the 2011 Global Plan are set out in the following table: | Details of the 2012 expenses, cash payments and expected costs incurred related to the 2011 Global Plan are set out in the following table: | ||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||
As of December 31, 2014 | As of December 31, 2013 | As of December 31, 2012 | |||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||
In millions | Accrued December 31, 2013 | Year-to-date Restructuring Reversals | Cash Payments | Non-cash Settlements | Currency | Accrued December 31, 2014 | Cumulative Costs Incurred | Total Costs Expected to be Incurred | In millions | Accrued December 31, 2012 | Year-to-date Restructuring Reversals | Cash Payments | Non-Cash Settlements | Currency | Accrued December 31, 2013 | Cumulative Costs Incurred | Total Costs Expected to be Incurred | In millions | Accrued December 31, 2011 | Year-to-date Restructuring Reversals | Cash Payments | Currency | Accrued December 31, 2012 | Cumulative Costs Incurred | Total Costs Expected to be Incurred | ||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||
2011 Global Plan | 2011 Global Plan | 2011 Global Plan | |||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||
Severance and employee benefits | $ | 21 | $ | (14.3 | ) | $ | (3.3 | ) | $ | (0.9 | ) | $ | (1.8 | ) | $ | 0.7 | $ | 22.3 | $ | 22.3 | Severance and employee Benefits | $ | 31 | $ | (11.5 | ) | $ | (0.7 | ) | $ | — | $ | 2.2 | $ | 21 | $ | 36.6 | $ | 36.6 | Severance and employee benefits | $ | 54.5 | $ | (6.4 | ) | $ | (17.4 | ) | $ | 0.3 | $ | 31 | $ | 48.1 | $ | 48.1 | |||||||||||||||||||||||||||||||||||||||
Contract termination | 10.5 | — | (10.5 | ) | — | — | — | 106.5 | 106.5 | Contract termination | 69.5 | — | (59.4 | ) | — | 0.4 | 10.5 | 106.5 | 106.5 | Contract termination | 178.3 | (76.4 | ) | (33.2 | ) | 0.8 | 69.5 | 106.5 | 106.5 | ||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||
Other | 24.2 | (0.3 | ) | (12.7 | ) | 2 | (1.7 | ) | 11.5 | 37.6 | 37.6 | Other | 37 | (1.5 | ) | (4.8 | ) | (7.6 | ) | 1.1 | 24.2 | 37.9 | 37.9 | Other | 48.1 | (5.1 | ) | (6.7 | ) | 0.7 | 37 | 39.4 | 39.4 | ||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||
Total | $ | 55.7 | $ | (14.6 | ) | $ | (26.5 | ) | $ | 1.1 | $ | (3.5 | ) | $ | 12.2 | $ | 166.4 | $ | 166.4 | Total | $ | 137.5 | $ | (13.0 | ) | $ | (64.9 | ) | $ | (7.6 | ) | $ | 3.7 | $ | 55.7 | $ | 181 | $ | 181 | Total | $ | 280.9 | $ | (87.9 | ) | $ | (57.3 | ) | $ | 1.8 | $ | 137.5 | $ | 194 | $ | 194 | |||||||||||||||||||||||||||||||||||||||
Inventories_Tables
Inventories (Tables) | 12 Months Ended | ||||||||
Dec. 31, 2014 | |||||||||
Inventory [Abstract] | |||||||||
Schedule of Inventory, Current [Table Text Block] | Inventories consist of the following: | ||||||||
As of December 31, | |||||||||
2014 | 2013 | ||||||||
In millions | |||||||||
Raw materials and supplies | $ | 29.9 | $ | 37.5 | |||||
Goods in process | 49.7 | 48.1 | |||||||
Finished goods | 42.5 | 42.5 | |||||||
Total inventories | $ | 122.1 | $ | 128.1 | |||||
Property_Plant_and_Equipment_T
Property, Plant, and Equipment (Tables) | 12 Months Ended | ||||||||
Dec. 31, 2014 | |||||||||
Property, Plant and Equipment [Abstract] | |||||||||
Property, Plant and Equipment [Table Text Block] | Property, plant, and equipment consists of the following: | ||||||||
As of December 31, | |||||||||
2014 | 2013 | ||||||||
In millions | |||||||||
Land | $ | 5.1 | $ | 5.9 | |||||
Software | 23.2 | 26.7 | |||||||
Buildings and improvements | 188.3 | 245.8 | |||||||
Machinery and equipment | 1,106.20 | 1,206.90 | |||||||
1,322.80 | 1,485.30 | ||||||||
Less accumulated depreciation | (788.3 | ) | (811.0 | ) | |||||
534.5 | 674.3 | ||||||||
Construction in progress | 64.3 | 50.6 | |||||||
Total property, plant, and equipment, net | $ | 598.8 | $ | 724.9 | |||||
Equity_Method_Investment_Equit
Equity Method Investment Equity Method Investment (Tables) | 12 Months Ended | |||
Dec. 31, 2014 | ||||
Equity Method Investment [Abstract] | ||||
Schedule of Equity Method Investment Summarized Financial Information [Table Text Block] | Summarized financial information for SMP as of and for the year ended December 31, 2014 was as follows: | |||
December 31, | ||||
2014 | ||||
In millions | ||||
Revenues | $ | — | ||
Gross profit | — | |||
Loss from continuing operations | 2.8 | |||
Net loss | 2.8 | |||
Total current assets | 34.6 | |||
Total noncurrent assets | 782.9 | |||
Total current liabilities | 201.2 | |||
Total noncurrent liabilities | 249.1 | |||
Total equity | 367.2 | |||
Debt_Tables
Debt (Tables) | 12 Months Ended | ||||||||||||||||||||||||
Dec. 31, 2014 | |||||||||||||||||||||||||
Debt Disclosure [Abstract] | |||||||||||||||||||||||||
Schedule of Debt [Table Text Block] | Debt outstanding consists of the following: | ||||||||||||||||||||||||
As of December 31, 2014 | As of December 31, 2013 | ||||||||||||||||||||||||
Total Principal | Current and Short-Term | Long-Term | Total Principal | Current and Short-Term | Long-Term | ||||||||||||||||||||
In millions | |||||||||||||||||||||||||
Long-term notes | $ | 207.1 | $ | 2.1 | $ | 205 | $ | 10.4 | $ | 2.8 | $ | 7.6 | |||||||||||||
Schedule of Maturities of Long-term Debt [Table Text Block] | The aggregate amounts of payments on long-term debt, excluding affiliate debt, after December 31, 2014 are as follows: | ||||||||||||||||||||||||
2015 | 2016 | 2017 | 2018 | 2019 | Total | ||||||||||||||||||||
In millions | |||||||||||||||||||||||||
Maturities of long-term debt | $ | 2.1 | $ | 2.1 | $ | 2.1 | $ | 2.1 | $ | 200.6 | $ | 209 | |||||||||||||
StockBased_Compensation_Tables
Stock-Based Compensation (Tables) | 12 Months Ended | |||||||||||||
Dec. 31, 2014 | ||||||||||||||
Stock Based Compensation [Abstract] | ||||||||||||||
Schedule of Share-based Compensation, Stock Options, Activity [Table Text Block] | The following table presents information regarding outstanding stock options as of December 31, 2014, and changes during the year ended December 31, 2014: | |||||||||||||
Shares | Weighted-Average Exercise Price | Aggregate Intrinsic Value (in millions) | Weighted-Average Remaining Contractual Life (years) | |||||||||||
Outstanding at December 31, 2013 | — | $ | — | |||||||||||
Granted | 1,794,002 | 15.83 | ||||||||||||
Exercised | — | — | ||||||||||||
Forfeited | (67,648 | ) | 17.39 | |||||||||||
Expired | — | — | ||||||||||||
Outstanding at December 31, 2014 | 1,726,354 | $ | 15.77 | $ | 4.8 | 9 | ||||||||
Options exercisable at December 31, 2014 | 57,692 | $ | 13 | $ | 0.3 | 9 | ||||||||
Schedule of Share-based Payment Award, Stock Options, Valuation Assumptions [Table Text Block] | The weighted-average assumptions are as follows: | |||||||||||||
2014 | ||||||||||||||
Risk-free interest rate | 1.2 | % | ||||||||||||
Expected stock price volatility | 39.6 | % | ||||||||||||
Expected term until exercise (years) | 4 | |||||||||||||
Expected dividends | — | % | ||||||||||||
Schedule of Share-based Compensation, Restricted Stock and Restricted Stock Units Activity [Table Text Block] | The following table presents information regarding outstanding RSUs as of December 31, 2014, and changes during the year ended December 31, 2014: | |||||||||||||
Restricted Stock Units | Aggregate Intrinsic Value (in millions) | Weighted-Average Remaining Contractual Life (years) | ||||||||||||
Outstanding at December 31, 2013 | — | |||||||||||||
Granted | 1,604,725 | |||||||||||||
Converted | — | |||||||||||||
Forfeited | (43,313 | ) | ||||||||||||
Outstanding at December 31, 2014 | 1,561,412 | $ | 28.9 | 2.1 | ||||||||||
Schedule of Employee Service Share-based Compensation, Allocation of Recognized Period Costs [Table Text Block] | Stock-based compensation expense recorded for the years ended December 31, 2014, 2013, and 2012 was allocated as follows: | |||||||||||||
For the Year Ended December 31, | ||||||||||||||
2014 | 2013 | 2012 | ||||||||||||
In millions | ||||||||||||||
Cost of goods sold | $ | 3.6 | $ | 4.4 | $ | 4.8 | ||||||||
Marketing and administration | 5.1 | 7.4 | 6.2 | |||||||||||
Research and development | 2.6 | 2.1 | 2 | |||||||||||
Stock-based employee compensation | $ | 11.3 | $ | 13.9 | $ | 13 | ||||||||
Loss_Earnings_Per_Share_Tables
(Loss) Earnings Per Share (Tables) | 12 Months Ended | ||||||||||||||||||||||||
Dec. 31, 2014 | |||||||||||||||||||||||||
(Loss) Earnings Per Share [Abstract] | |||||||||||||||||||||||||
Schedule of Earnings Per Share, Basic and Diluted [Table Text Block] | Basic and diluted (loss) earnings per share ("EPS") for the years ended December 31, 2014, 2013, and 2012 were calculated as follows: | ||||||||||||||||||||||||
2014 | 2013 | 2012 | |||||||||||||||||||||||
In millions, except per share amounts | Basic | Diluted | Basic | Diluted | Basic | Diluted | |||||||||||||||||||
EPS Numerator: | |||||||||||||||||||||||||
Net (loss) income attributable to SunEdison Semiconductor Limited | $ | (90.2 | ) | $ | (90.2 | ) | $ | (57.7 | ) | $ | (57.7 | ) | $ | 121.3 | $ | 121.3 | |||||||||
EPS Denominator: | |||||||||||||||||||||||||
Weighted-average shares outstanding | 41.5 | 41.5 | 41.5 | 41.5 | 41.5 | 41.5 | |||||||||||||||||||
(Loss) earnings per share | $ | (2.17 | ) | $ | (2.17 | ) | $ | (1.39 | ) | $ | (1.39 | ) | $ | 2.92 | $ | 2.92 | |||||||||
Accumulated_Other_Comprehensiv1
Accumulated Other Comprehensive Loss (Tables) | 12 Months Ended | ||||||||||||||
Dec. 31, 2014 | |||||||||||||||
Accumulated Other Comprehensive Loss [Abstract] | |||||||||||||||
Schedule of Accumulated Other Comprehensive Income (Loss) [Table Text Block] | The following table presents the changes in each component of accumulated other comprehensive loss, net of tax: | ||||||||||||||
Year Ended December 31, | |||||||||||||||
In millions | 2014 | 2013 | 2012 | ||||||||||||
Foreign Currency Items (1) | |||||||||||||||
Beginning balance | $ | (76.3 | ) | $ | (28.1 | ) | $ | (10.6 | ) | ||||||
Other comprehensive loss before reclassifications | (40.2 | ) | (48.2 | ) | (17.5 | ) | |||||||||
Amounts reclassified from accumulated other comprehensive loss | — | — | — | ||||||||||||
Net other comprehensive loss | (40.2 | ) | (48.2 | ) | (17.5 | ) | |||||||||
Balance at December 31 | $ | (116.5 | ) | $ | (76.3 | ) | $ | (28.1 | ) | ||||||
Available-for-sale Securities | |||||||||||||||
Beginning balance | $ | — | $ | 0.2 | $ | 0.2 | |||||||||
Other comprehensive loss before reclassifications | — | (0.2 | ) | — | |||||||||||
Amounts reclassified from accumulated other comprehensive loss | — | — | — | ||||||||||||
Net other comprehensive loss | — | (0.2 | ) | — | |||||||||||
Balance at December 31 | $ | — | $ | — | $ | 0.2 | |||||||||
Pension Plans | |||||||||||||||
Beginning balance | $ | (33.9 | ) | $ | (67.3 | ) | $ | (65.9 | ) | ||||||
Other comprehensive (loss) income before reclassifications | (30.7 | ) | 31.3 | (4.3 | ) | ||||||||||
Amounts reclassified from accumulated other comprehensive loss | (0.1 | ) | 2.1 | 2.9 | |||||||||||
Net other comprehensive (loss) income | (30.8 | ) | 33.4 | (1.4 | ) | ||||||||||
Amount of accumulated other comprehensive income transferred from SunEdison (2) | 7.1 | — | — | ||||||||||||
Balance at December 31 | $ | (57.6 | ) | $ | (33.9 | ) | $ | (67.3 | ) | ||||||
Accumulated other comprehensive loss at December 31 | $ | (174.1 | ) | $ | (110.2 | ) | $ | (95.2 | ) | ||||||
(1) Excludes foreign currency adjustments as it relates to noncontrolling interests. See the consolidated statements of comprehensive (loss) income. | |||||||||||||||
(2) Amount represents the non-cash transfer of accumulated other comprehensive income from SunEdison as part of the Formation Transactions. | |||||||||||||||
Reclassification out of Accumulated Other Comprehensive Income [Table Text Block] | The following table presents reclassifications from accumulated other comprehensive loss and the affected line in the consolidated statement of operations: | ||||||||||||||
Year Ended December 31, | |||||||||||||||
In millions | 2014 | 2013 | 2012 | Consolidated Statement of Operations | |||||||||||
Amortization of net actuarial gain (loss) and prior service credit (cost) | $ | 0.1 | $ | (2.1 | ) | $ | (2.9 | ) | Marketing and administration expense | ||||||
Employee_Related_Liabilities_T
Employee Related Liabilities (Tables) | 12 Months Ended | |||||||||||||||||||||||||||||||||||||||||
Dec. 31, 2014 | Dec. 31, 2013 | |||||||||||||||||||||||||||||||||||||||||
Employee Related Liabilities [Abstract] | ||||||||||||||||||||||||||||||||||||||||||
Schedule of Net Benefit Costs [Table Text Block] | Net periodic post-retirement benefit (income) cost consists of the following: | |||||||||||||||||||||||||||||||||||||||||
Pension Plans | Health Care and Other Plans | |||||||||||||||||||||||||||||||||||||||||
Year ended December 31, | 2014 | 2013 | 2012 | 2014 | 2013 | 2012 | ||||||||||||||||||||||||||||||||||||
In millions | ||||||||||||||||||||||||||||||||||||||||||
Service cost | $ | 1 | $ | 1 | $ | 1.1 | $ | — | $ | — | $ | — | ||||||||||||||||||||||||||||||
Interest cost | 7.1 | 6.7 | 7.8 | 0.7 | 0.7 | 0.8 | ||||||||||||||||||||||||||||||||||||
Expected return on plan assets | (14.5 | ) | (13.7 | ) | (13.8 | ) | — | — | — | |||||||||||||||||||||||||||||||||
Amortization of prior service credit | — | — | — | (0.7 | ) | (0.7 | ) | (0.7 | ) | |||||||||||||||||||||||||||||||||
Net actuarial loss (gain) | 1.8 | 2.9 | 4.1 | (1.2 | ) | (0.1 | ) | (0.5 | ) | |||||||||||||||||||||||||||||||||
Settlement charges | 3.1 | — | 6.7 | — | — | — | ||||||||||||||||||||||||||||||||||||
Net periodic benefit (income) cost | $ | (1.5 | ) | $ | (3.1 | ) | $ | 5.9 | $ | (1.2 | ) | $ | (0.1 | ) | $ | (0.4 | ) | |||||||||||||||||||||||||
Schedule of Assumptions Used [Table Text Block] | The following is a table of actuarial assumptions used to determine the net periodic benefit (income) cost: | |||||||||||||||||||||||||||||||||||||||||
Pension Plans | Health Care and Other Plans | |||||||||||||||||||||||||||||||||||||||||
Year ended December 31, | 2014 | 2013 | 2012 | 2014 | 2013 | 2012 | ||||||||||||||||||||||||||||||||||||
Weighted-average assumptions: | ||||||||||||||||||||||||||||||||||||||||||
Discount rate | 3.8 | % | 3.14 | % | 3.65 | % | 4.27 | % | 3.38 | % | 3.93 | % | ||||||||||||||||||||||||||||||
Expected return on plan assets | 8.39 | % | 8.38 | % | 8.34 | % | NA | NA | NA | |||||||||||||||||||||||||||||||||
Rate of compensation increase [1] | 0.6 | % | 0.44 | % | 3.59 | % | 3.75 | % | 3.75 | % | 3.75 | % | ||||||||||||||||||||||||||||||
Current medical cost trend rate | NA | NA | NA | 7.8 | % | 8 | % | 8 | % | |||||||||||||||||||||||||||||||||
Ultimate medical cost trend rate | NA | NA | NA | 4.5 | % | 4.5 | % | 5 | % | |||||||||||||||||||||||||||||||||
Year the rate reaches ultimate trend rate | NA | NA | NA | 2022 | 2022 | 2018 | ||||||||||||||||||||||||||||||||||||
[1] Effective January 1, 2012, the accumulation of new benefits for all participants under the U.S. defined benefit pension plan was frozen. | ||||||||||||||||||||||||||||||||||||||||||
Schedule of Benefit Obligations in Excess of Fair Value of Plan Assets [Table Text Block] | The following summarizes the change in benefit obligation, change in plan assets, and funded status of the plans: | |||||||||||||||||||||||||||||||||||||||||
Pension Plans | Health Care and Other Plans | |||||||||||||||||||||||||||||||||||||||||
Year ended December 31, | 2014 | 2013 | 2014 | 2013 | ||||||||||||||||||||||||||||||||||||||
In millions | ||||||||||||||||||||||||||||||||||||||||||
Change in benefit obligation: | ||||||||||||||||||||||||||||||||||||||||||
Benefit obligation at beginning of year | $ | 197 | $ | 223.5 | $ | 17.1 | $ | 21.5 | ||||||||||||||||||||||||||||||||||
Service cost | 1 | 1 | — | — | ||||||||||||||||||||||||||||||||||||||
Interest cost | 7.1 | 6.7 | 0.7 | 0.7 | ||||||||||||||||||||||||||||||||||||||
Plan participants’ contributions | — | — | 0.4 | 0.4 | ||||||||||||||||||||||||||||||||||||||
Actuarial loss (gain) | 25.9 | (16.2 | ) | 1.1 | (4.2 | ) | ||||||||||||||||||||||||||||||||||||
Gross benefits paid | (9.3 | ) | (15.0 | ) | (1.2 | ) | (1.3 | ) | ||||||||||||||||||||||||||||||||||
Settlements | (7.7 | ) | — | — | — | |||||||||||||||||||||||||||||||||||||
Currency exchange gain | (2.7 | ) | (3.0 | ) | — | — | ||||||||||||||||||||||||||||||||||||
Benefit obligation at end of year | $ | 211.3 | $ | 197 | $ | 18.1 | $ | 17.1 | ||||||||||||||||||||||||||||||||||
Change in plan assets: | ||||||||||||||||||||||||||||||||||||||||||
Fair value of plan assets at beginning of year | $ | 181.2 | $ | 171.8 | $ | — | $ | — | ||||||||||||||||||||||||||||||||||
Actual gain on plan assets | 8 | 23.7 | — | — | ||||||||||||||||||||||||||||||||||||||
Employer contributions | 1 | 0.8 | 0.8 | 0.9 | ||||||||||||||||||||||||||||||||||||||
Plan participants’ contributions | — | — | 0.4 | 0.4 | ||||||||||||||||||||||||||||||||||||||
Settlements | (7.6 | ) | — | — | — | |||||||||||||||||||||||||||||||||||||
Gross benefits paid | (9.3 | ) | (15.0 | ) | (1.2 | ) | (1.3 | ) | ||||||||||||||||||||||||||||||||||
Currency exchange loss | (0.2 | ) | (0.1 | ) | — | — | ||||||||||||||||||||||||||||||||||||
Fair value of plan assets at end of year | $ | 173.1 | $ | 181.2 | $ | — | $ | — | ||||||||||||||||||||||||||||||||||
Net amount recognized | $ | (38.2 | ) | $ | (15.8 | ) | $ | (18.1 | ) | $ | (17.1 | ) | ||||||||||||||||||||||||||||||
Amounts recognized in statement of financial position: | ||||||||||||||||||||||||||||||||||||||||||
Other assets, noncurrent | $ | — | $ | 18.4 | $ | — | $ | — | ||||||||||||||||||||||||||||||||||
Accrued liabilities, current | (0.5 | ) | (0.8 | ) | (1.1 | ) | (1.3 | ) | ||||||||||||||||||||||||||||||||||
Pension and post-employment liabilities, noncurrent | (37.7 | ) | (33.4 | ) | (17.0 | ) | (15.8 | ) | ||||||||||||||||||||||||||||||||||
Net amount recognized | $ | (38.2 | ) | $ | (15.8 | ) | $ | (18.1 | ) | $ | (17.1 | ) | ||||||||||||||||||||||||||||||
Schedule of Amounts Recognized in Other Comprehensive Income (Loss) [Table Text Block] | Amounts recognized in accumulated other comprehensive loss (before tax): | |||||||||||||||||||||||||||||||||||||||||
Pension Plans | Health Care and Other Plans | |||||||||||||||||||||||||||||||||||||||||
As of December 31, | 2014 | 2013 | 2014 | 2013 | ||||||||||||||||||||||||||||||||||||||
In millions | ||||||||||||||||||||||||||||||||||||||||||
Net actuarial loss (gain) | $ | 84.6 | $ | 57.1 | $ | (2.3 | ) | $ | (4.4 | ) | ||||||||||||||||||||||||||||||||
Prior service credit | — | — | (10.6 | ) | (11.4 | ) | ||||||||||||||||||||||||||||||||||||
Net amount recognized | $ | 84.6 | $ | 57.1 | $ | (12.9 | ) | $ | (15.8 | ) | ||||||||||||||||||||||||||||||||
Schedule of Amounts in Accumulated Other Comprehensive Income (Loss) to be Recognized over Next Fiscal Year [Table Text Block] | The estimated amounts that will be amortized from accumulated other comprehensive loss into net periodic benefit cost (income) in 2015 are as follows: | |||||||||||||||||||||||||||||||||||||||||
Pension Plans | Health Care and | |||||||||||||||||||||||||||||||||||||||||
Other Plans | ||||||||||||||||||||||||||||||||||||||||||
In millions | ||||||||||||||||||||||||||||||||||||||||||
Actuarial loss (gain) | $ | 3 | $ | (0.2 | ) | |||||||||||||||||||||||||||||||||||||
Prior service credit | — | (0.7 | ) | |||||||||||||||||||||||||||||||||||||||
Total | $ | 3 | $ | (0.9 | ) | |||||||||||||||||||||||||||||||||||||
ScheduleOfWeightedAverageAssumptionsUsedInCalculatingBenefitObligationTableTextBlock [Table Text Block] | The following is a table of the actuarial assumptions used to determine the benefit obligations of our pension and other post-employment plans: | |||||||||||||||||||||||||||||||||||||||||
Pension Plans | Health Care and Other Plans | |||||||||||||||||||||||||||||||||||||||||
As of December 31, | 2014 | 2013 | 2014 | 2013 | ||||||||||||||||||||||||||||||||||||||
Weighted-average assumptions: | ||||||||||||||||||||||||||||||||||||||||||
Discount rate | 3.24 | % | 3.8 | % | 3.58 | % | 4.28 | % | ||||||||||||||||||||||||||||||||||
Rate of compensation increase [1] | 0.51 | % | 0.54 | % | 3.75 | % | 3.75 | % | ||||||||||||||||||||||||||||||||||
[1] Effective January 1, 2012, the accumulation of new benefits for all participants under the U.S. defined benefit pension plan was frozen. | ||||||||||||||||||||||||||||||||||||||||||
Schedule of Allocation of Plan Assets [Table Text Block] | The weighted-average allocation of our defined-benefit pension plan assets at year ended December 31 was as follows: | |||||||||||||||||||||||||||||||||||||||||
Actual Allocation | ||||||||||||||||||||||||||||||||||||||||||
Asset Category | 2014 Target Allocation | 2014 | 2013 | |||||||||||||||||||||||||||||||||||||||
Cash | — | % | — | % | 2 | % | ||||||||||||||||||||||||||||||||||||
Group annuity contract | — | % | 36 | % | 28 | % | ||||||||||||||||||||||||||||||||||||
Equity securities | 30 | % | 26 | % | 59 | % | ||||||||||||||||||||||||||||||||||||
Fixed income securities | 70 | % | 38 | % | 11 | % | ||||||||||||||||||||||||||||||||||||
Total | 100 | % | 100 | % | 100 | % | ||||||||||||||||||||||||||||||||||||
Schedule of Fair Value of Plan Assets [Table Text Block] | The following table sets forth by level within the fair value hierarchy the investments held by pension plans at December 31, 2014. This table does not include $3.6 million in cash and $0.9 million in pending dispositions receivables in accordance with the disclosure requirements of ASC 820, Fair Value Measurements and Disclosures. | The following table sets forth by Level within the fair value hierarchy the investments held by the pension plans at December 31, 2013. This table does not include the $4.1 million in cash in accordance with the disclosure requirements of ASC 820. | ||||||||||||||||||||||||||||||||||||||||
Quoted Prices in Active Markets for Identical Assets (Level 1) | Significant Other Observable Inputs (Level 2) | Significant Unobservable Inputs (Level 3) | Total | Quoted Prices in Active Markets for Identical Assets (Level 1) | Significant Other Observable Inputs (Level 2) | Significant Unobservable Inputs (Level 3) | Total | |||||||||||||||||||||||||||||||||||
In millions | ||||||||||||||||||||||||||||||||||||||||||
Equity mutual funds: | In millions | |||||||||||||||||||||||||||||||||||||||||
Large cap funds | $ | 15.6 | $ | — | $ | — | $ | 15.6 | Equity mutual funds: | |||||||||||||||||||||||||||||||||
Mid cap funds | 3.7 | — | — | 3.7 | Large cap funds | $ | 46.9 | $ | — | $ | — | $ | 46.9 | |||||||||||||||||||||||||||||
Small cap funds | 3.8 | — | — | 3.8 | Mid cap funds | 13.7 | — | — | 13.7 | |||||||||||||||||||||||||||||||||
International funds | 13.6 | — | — | 13.6 | Small cap funds | 13.8 | — | — | 13.8 | |||||||||||||||||||||||||||||||||
Emerging market funds | 6.7 | — | — | 6.7 | International funds | 22.8 | — | — | 22.8 | |||||||||||||||||||||||||||||||||
Fixed income funds: | Emerging market funds | 9.3 | — | — | 9.3 | |||||||||||||||||||||||||||||||||||||
Investment grade bond funds | 58.7 | — | — | 58.7 | Fixed income funds: | |||||||||||||||||||||||||||||||||||||
Corporate bond funds | 3.7 | — | — | 3.7 | Investment grade bond funds | 6.9 | — | — | 6.9 | |||||||||||||||||||||||||||||||||
Emerging market bond funds | 2.4 | — | — | 2.4 | Corporate bond funds | 13.3 | — | — | 13.3 | |||||||||||||||||||||||||||||||||
Group annuity contract | — | — | 60.4 | 60.4 | Group annuity contract | — | — | 50.4 | 50.4 | |||||||||||||||||||||||||||||||||
Total assets at fair value | $ | 108.2 | $ | — | $ | 60.4 | $ | 168.6 | Total assets at fair value | $ | 126.7 | $ | — | $ | 50.4 | $ | 177.1 | |||||||||||||||||||||||||
Fair Value, Assets Measured on Recurring Basis, Unobservable Input Reconciliation [Table Text Block] | The table below sets forth a summary of changes in the fair value of the Plan's Level 3 assets for the years ended December 31, 2014 and 2013. | |||||||||||||||||||||||||||||||||||||||||
Year Ended | ||||||||||||||||||||||||||||||||||||||||||
December 31, 2014 | December 31, 2013 | |||||||||||||||||||||||||||||||||||||||||
In millions | ||||||||||||||||||||||||||||||||||||||||||
Balance, beginning of year | $ | 50.4 | $ | 53.7 | ||||||||||||||||||||||||||||||||||||||
Purchases | 14.9 | 0.2 | ||||||||||||||||||||||||||||||||||||||||
Sales | (6.2 | ) | (4.6 | ) | ||||||||||||||||||||||||||||||||||||||
Interest credit during the year | 1.3 | 1.1 | ||||||||||||||||||||||||||||||||||||||||
Balance, end of year | $ | 60.4 | $ | 50.4 | ||||||||||||||||||||||||||||||||||||||
Schedule of Accumulated Benefit Obligations in Excess of Fair Value of Plan Assets [Table Text Block] | The projected benefit obligation, accumulated benefit obligation, and fair value of plan assets for pension plans with an accumulated benefit obligation in excess of plan assets as of December 31, 2014 and 2013 were as follows: | |||||||||||||||||||||||||||||||||||||||||
Pension Plans | ||||||||||||||||||||||||||||||||||||||||||
2014 | 2013 | |||||||||||||||||||||||||||||||||||||||||
In millions | ||||||||||||||||||||||||||||||||||||||||||
Projected benefit obligation, end of year | $ | 211.3 | $ | 37.6 | ||||||||||||||||||||||||||||||||||||||
Accumulated benefit obligation, end of year | 200 | 25.4 | ||||||||||||||||||||||||||||||||||||||||
Fair value of plan assets, end of year | 173.1 | 3.3 | ||||||||||||||||||||||||||||||||||||||||
Schedule of Expected Benefit Payments [Table Text Block] | We estimate that the future benefits payable for the pension and other post-retirement plans are as follows: | |||||||||||||||||||||||||||||||||||||||||
Pension Plans | Health Care and | |||||||||||||||||||||||||||||||||||||||||
Other Plans | ||||||||||||||||||||||||||||||||||||||||||
In millions | ||||||||||||||||||||||||||||||||||||||||||
2015 | $ | 19.5 | $ | 1.1 | ||||||||||||||||||||||||||||||||||||||
2016 | 15.9 | 1.1 | ||||||||||||||||||||||||||||||||||||||||
2017 | 13.7 | 1.1 | ||||||||||||||||||||||||||||||||||||||||
2018 | 13.3 | 1.1 | ||||||||||||||||||||||||||||||||||||||||
2019 | 12.3 | 1.1 | ||||||||||||||||||||||||||||||||||||||||
2020-2024 | 59.9 | 5.3 | ||||||||||||||||||||||||||||||||||||||||
Derivitives_and_Hedging_Instru1
Derivitives and Hedging Instruments (Tables) | 12 Months Ended | ||||||||||||||
Dec. 31, 2014 | |||||||||||||||
Derivative Instruments and Hedging Activities [Abstract] | |||||||||||||||
Schedule of Derivative Instruments in Statement of Financial Position, Fair Value [Table Text Block] | SunEdison Semiconductor’s derivatives and hedging activities consist of: | ||||||||||||||
Assets (Liabilities) Fair Value | |||||||||||||||
In millions | Balance Sheet Location | As of December 31, 2014 | As of December 31, 2013 | ||||||||||||
Derivatives not designated as hedging: | |||||||||||||||
Currency forward contracts (1) | Prepaid and other current assets | $ | 0.2 | $ | — | ||||||||||
Currency forward contracts (1) | Accrued liabilities | $ | (0.9 | ) | $ | (3.1 | ) | ||||||||
(1) Currency forward contracts are recorded in the consolidated balance sheet at fair value using Level 1 inputs. | |||||||||||||||
Losses | |||||||||||||||
Year Ended December 31, | |||||||||||||||
In millions | Statement of Operations Location | 2014 | 2013 | 2012 | |||||||||||
Derivatives not designated as hedging: | |||||||||||||||
Currency forward contracts | Other, net | $ | 2 | $ | 14.3 | $ | 5.2 | ||||||||
Commitments_and_Contingencies_
Commitments and Contingencies (Tables) | 12 Months Ended | ||||||||||||||||||||||||||||
Dec. 31, 2014 | |||||||||||||||||||||||||||||
Commitments and Contingencies Disclosure [Abstract] | |||||||||||||||||||||||||||||
Schedule of Future Minimum Rental Payments for Operating Leases [Table Text Block] | Our operating lease obligations as of December 31, 2014 were as follows: | ||||||||||||||||||||||||||||
Payments Due By Period | |||||||||||||||||||||||||||||
Total | 2015 | 2016 | 2017 | 2018 | 2019 | Thereafter | |||||||||||||||||||||||
In millions | |||||||||||||||||||||||||||||
Operating leases | $ | 19.3 | $ | 8.5 | $ | 5.9 | $ | 1.8 | $ | 1.4 | $ | 1.4 | $ | 0.3 | |||||||||||||||
Unrecorded Unconditional Purchase Obligations Disclosure [Table Text Block] | Our unconditional purchase obligations with terms greater than one year as of December 31, 2014 were as follows: | ||||||||||||||||||||||||||||
Payments Due By Period | |||||||||||||||||||||||||||||
Total | 2015 | 2016 | 2017 | 2018 | 2019 | Thereafter | |||||||||||||||||||||||
In millions | |||||||||||||||||||||||||||||
Unconditional purchase obligations | $ | 52.2 | $ | 12.5 | $ | 10 | $ | 8.9 | $ | 4.7 | $ | 4.4 | $ | 11.7 | |||||||||||||||
Income_Taxes_Tables
Income Taxes (Tables) | 12 Months Ended | ||||||||||||
Dec. 31, 2014 | |||||||||||||
Income Tax [Abstract] | |||||||||||||
Schedule of Income before Income Tax, Domestic and Foreign [Table Text Block] | The net (loss) income before income tax (benefit) expense consists of the following: | ||||||||||||
For the year ended December 31, | |||||||||||||
2014 | 2013 | 2012 | |||||||||||
In millions | |||||||||||||
U.S. | $ | (23.5 | ) | $ | (126.5 | ) | $ | (117.1 | ) | ||||
Foreign | (64.3 | ) | 115.2 | 243.4 | |||||||||
Total | $ | (87.8 | ) | $ | (11.3 | ) | $ | 126.3 | |||||
Schedule of Components of Income Tax Expense (Benefit) [Table Text Block] | Income tax expense (benefit) consists of the following: | ||||||||||||
Current | Deferred | Total | |||||||||||
In millions | |||||||||||||
Year ended December 31, 2014: | |||||||||||||
Parent Company | $ | 9.7 | $ | — | $ | 9.7 | |||||||
U.S. Federal and State | 0.8 | — | 0.8 | ||||||||||
Foreign | 18.8 | (26.7 | ) | (7.9 | ) | ||||||||
Total | $ | 29.3 | $ | (26.7 | ) | $ | 2.6 | ||||||
Year ended December 31, 2013: | |||||||||||||
U.S. Federal | $ | 1.6 | $ | 15.2 | $ | 16.8 | |||||||
U.S. State | 1.3 | (0.1 | ) | 1.2 | |||||||||
Foreign | 17.8 | 8.2 | 26 | ||||||||||
Total | $ | 20.7 | $ | 23.3 | $ | 44 | |||||||
Year ended December 31, 2012: | |||||||||||||
U.S. Federal | $ | (1.9 | ) | $ | — | $ | (1.9 | ) | |||||
Foreign | 22.1 | (16.6 | ) | 5.5 | |||||||||
Total | $ | 20.2 | $ | (16.6 | ) | $ | 3.6 | ||||||
Schedule of Effective Income Tax Rate Reconciliation [Table Text Block] | |||||||||||||
For the year ended December 31, | |||||||||||||
2014 | 2013 | 2012 | |||||||||||
Income tax at statutory rate | (17.0 | )% | (17.0 | )% | 35 | % | |||||||
Increase (reduction) in income taxes: | |||||||||||||
Effect of international operations (1) | 75.3 | 377.4 | (18.4 | ) | |||||||||
Foreign incentives | (0.4 | ) | (19.5 | ) | (3.5 | ) | |||||||
Tax authority positions, net | 8.5 | — | (3.1 | ) | |||||||||
Valuation allowance | (62.4 | ) | 48.2 | (6.7 | ) | ||||||||
Other, net | (1.0 | ) | 0.3 | (0.4 | ) | ||||||||
Effective tax expense rate | 3 | % | 389.4 | % | 2.9 | % | |||||||
(1) The Company determines the adjustment for taxes on international operations based on the difference between the statutory tax rate applicable to earnings in each foreign jurisdiction and the enacted rate of 17%, 17%, and 35% at December 31, 2014, 2013, and 2012, respectively. | |||||||||||||
Schedule of Unrecognized Tax Benefits Roll Forward [Table Text Block] | A reconciliation of the beginning and ending balances of gross unrecognized tax benefits is as follows: | ||||||||||||
For the year ended December 31, | |||||||||||||
2014 | 2013 | ||||||||||||
In millions | |||||||||||||
Beginning of year | $ | 1.4 | $ | 1.6 | |||||||||
Additions based on tax positions related to the current year | 7.5 | — | |||||||||||
Reductions for tax positions of prior years | (0.2 | ) | (0.2 | ) | |||||||||
End of year | $ | 8.7 | $ | 1.4 | |||||||||
Tax Effects of Deferred Tax Assets and Liabilities [Table Text Block] | The tax effects of the major items recorded as deferred tax assets and liabilities are: | ||||||||||||
As of December 31, | |||||||||||||
2014 | 2013 | ||||||||||||
In millions | |||||||||||||
Deferred tax assets: | |||||||||||||
Inventories | $ | 4.8 | $ | 5.7 | |||||||||
Restructuring liabilities | 5.2 | 10.3 | |||||||||||
Expense accruals | 10.5 | 18.8 | |||||||||||
Property, plant, and equipment | 7 | 104.2 | |||||||||||
Pension, medical, and other employee benefits | 17.5 | 15.3 | |||||||||||
Net operating loss carryforwards | 67 | 19.7 | |||||||||||
Tax credits | 11.5 | 73.6 | |||||||||||
Other | 6.3 | 12.8 | |||||||||||
Total deferred tax assets | 129.8 | 260.4 | |||||||||||
Valuation allowance | (81.8 | ) | (224.8 | ) | |||||||||
Net deferred tax assets | 48 | 35.6 | |||||||||||
Deferred tax liabilities: | |||||||||||||
Pension | — | (6.6 | ) | ||||||||||
Other | (5.0 | ) | (7.5 | ) | |||||||||
Total deferred tax liabilities | (5.0 | ) | (14.1 | ) | |||||||||
Net deferred tax assets | $ | 43 | $ | 21.5 | |||||||||
Schedule of Deferred Tax Assets and Liabilities [Table Text Block] | Our deferred tax assets and liabilities, netted by taxing location, are in the following captions in the consolidated balance sheet: | ||||||||||||
As of December 31, | |||||||||||||
2014 | 2013 | ||||||||||||
In millions | |||||||||||||
Current deferred tax assets, net (recorded in deferred tax asset and accrued liabilities) | $ | 26.6 | $ | 5.9 | |||||||||
Non-current deferred tax assets, net (recorded in other assets and other liabilities) | 16.4 | 15.6 | |||||||||||
Total | $ | 43 | $ | 21.5 | |||||||||
Geographic_Segments_Tables
Geographic Segments (Tables) | 12 Months Ended | |||||||||||||||||
Dec. 31, 2014 | ||||||||||||||||||
Segment Reporting [Abstract] | ||||||||||||||||||
Schedule of Revenue from External Customers and Long-Lived Assets, by Geographical Areas [Table Text Block] | Net sales to non-affiliates (see Note 16 for discussion of sales to affiliates): | |||||||||||||||||
For the Year Ended December 31, | ||||||||||||||||||
2014 | 2013 | 2012 | ||||||||||||||||
In millions | ||||||||||||||||||
United States | $ | 123 | $ | 130.3 | $ | 147.7 | ||||||||||||
Foreign | 714.7 | 781.2 | 779.7 | |||||||||||||||
Total | $ | 837.7 | $ | 911.5 | $ | 927.4 | ||||||||||||
Schedule of Revenue from External Customers Attributed to Foreign Countries by Geographic Area [Table Text Block] | Foreign sales to non-affiliates were derived from sales to the following countries: | |||||||||||||||||
For the Year Ended December 31, | ||||||||||||||||||
2014 | 2013 | 2012 | ||||||||||||||||
In millions | ||||||||||||||||||
Taiwan | $ | 215.3 | $ | 219.2 | $ | 219.4 | ||||||||||||
Korea | 171.3 | 217.6 | 197.3 | |||||||||||||||
Germany | 67.4 | 62.4 | 48.6 | |||||||||||||||
Singapore | 57.6 | 63.1 | 56.7 | |||||||||||||||
China | 43.2 | 40.1 | 46.5 | |||||||||||||||
Italy | 33 | 36.7 | 42.8 | |||||||||||||||
France | 32.1 | 38.2 | 33 | |||||||||||||||
Japan | 23.3 | 25.6 | 55.7 | |||||||||||||||
Netherlands | 19.2 | 16.4 | 16.1 | |||||||||||||||
Other foreign countries | 52.3 | 61.9 | 63.6 | |||||||||||||||
Total | $ | 714.7 | $ | 781.2 | $ | 779.7 | ||||||||||||
Schedule of Disclosure on Geographic Areas, Long-Lived Assets in Individual Foreign Countries by Country [Table Text Block] | Property, plant, and equipment, net of accumulated depreciation: | |||||||||||||||||
As of December 31, | ||||||||||||||||||
2014 | 2013 | |||||||||||||||||
In millions | ||||||||||||||||||
Taiwan | $ | 195.2 | $ | 208.9 | ||||||||||||||
Korea | 111.4 | 125.8 | ||||||||||||||||
Malaysia | 95.2 | 98.6 | ||||||||||||||||
United States | 68.1 | 63.3 | ||||||||||||||||
Italy | 67.2 | 140.9 | ||||||||||||||||
Japan | 61.6 | 87.3 | ||||||||||||||||
Other foreign countries | 0.1 | 0.1 | ||||||||||||||||
Total | $ | 598.8 | $ | 724.9 | ||||||||||||||
Schedule of Revenue by Major Customers by Reporting Segments [Table Text Block] | Sales to specific non-affiliate customers exceeding 10% of net sales for the years ended December 31, 2014, 2013, and 2012 were as follows: | |||||||||||||||||
For the Year Ended December 31, | ||||||||||||||||||
2014 | 2013 | 2012 | ||||||||||||||||
Net Sales | Percent | Net Sales | Percent | Net Sales | Percent | |||||||||||||
In millions, except for percentages | ||||||||||||||||||
Customer A | $ | 160.5 | 19.2 | % | $ | 191.2 | 21 | % | $ | 183.1 | 19.7 | % | ||||||
Customer B | $ | 154.1 | 18.4 | % | $ | 144.4 | 15.8 | % | $ | 119.2 | 12.9 | % | ||||||
Customer C | $ | 87.9 | 10.5 | % | $ | 100.8 | 11.1 | % | $ | 102.1 | 11 | % | ||||||
Unaudited_Quarterly_Financial_1
Unaudited Quarterly Financial Information (Tables) | 12 Months Ended | ||||||||||||||||
Dec. 31, 2014 | |||||||||||||||||
Unaudited Quarterly Financial Information [Abstract] | |||||||||||||||||
Schedule of Quarterly Financial Information [Table Text Block] | Quarterly financial information for 2014 and 2013 is as follows: | ||||||||||||||||
2014 | First Quarter | Second Quarter | Third Quarter | Fourth Quarter | |||||||||||||
In millions, except per share amounts | |||||||||||||||||
Net sales | $ | 206.1 | $ | 214.9 | $ | 213.2 | $ | 205.9 | |||||||||
Gross profit | 8.3 | 20.4 | 26.8 | 23.5 | |||||||||||||
Net (loss) income | (15.2 | ) | 14.1 | (79.4 | ) | (10.5 | ) | ||||||||||
Net loss attributable to noncontrolling interests | 0.6 | 0.2 | — | — | |||||||||||||
Net (loss) income attributable to SunEdison Semiconductor Limited | (14.6 | ) | 14.3 | (79.4 | ) | (10.5 | ) | ||||||||||
Basic (loss) earnings per share | (0.35 | ) | 0.34 | (1.91 | ) | (0.25 | ) | ||||||||||
Diluted (loss) earnings per share | (0.35 | ) | 0.34 | (1.91 | ) | (0.25 | ) | ||||||||||
Market close share prices: | |||||||||||||||||
High | N/A | 17.76 | 19.35 | 19.76 | |||||||||||||
Low | N/A | 15 | 15.51 | 16.12 | |||||||||||||
2013 | First Quarter | Second Quarter | Third Quarter | Fourth Quarter | |||||||||||||
In millions, except per share amounts | |||||||||||||||||
Net sales | $ | 232.4 | $ | 244 | $ | 232.6 | $ | 211.6 | |||||||||
Gross profit | 22.5 | 31.4 | 21.1 | 6.7 | |||||||||||||
Net (loss) income | (9.7 | ) | (11.7 | ) | 9.3 | (43.2 | ) | ||||||||||
Net income attributable to noncontrolling interests | (0.8 | ) | (1.5 | ) | — | (0.1 | ) | ||||||||||
Net (loss) income attributable to SunEdison Semiconductor Limited | (10.5 | ) | (13.2 | ) | 9.3 | (43.3 | ) | ||||||||||
Basic (loss) earnings per share | (0.25 | ) | (0.32 | ) | 0.22 | (1.04 | ) | ||||||||||
Diluted (loss) earnings per share | (0.25 | ) | (0.32 | ) | 0.22 | (1.04 | ) | ||||||||||
Market close share prices: | |||||||||||||||||
High | N/A | N/A | N/A | N/A | |||||||||||||
Low | N/A | N/A | N/A | N/A | |||||||||||||
Summary_of_Significant_Account3
Summary of Significant Accounting Policies (Details) (USD $) | 12 Months Ended | ||
In Millions, unless otherwise specified | Dec. 31, 2014 | Dec. 31, 2013 | Dec. 31, 2012 |
Summary of Significant Accounting Policies [Abstract] | |||
Noncontrolling interests | $1.20 | $44.20 | |
Shipping, Handling and Transportation Costs | 17.7 | 18.2 | 23.4 |
Allowance for Doubtful Accounts [Roll Forward] | |||
Allowance for Doubtful Accounts Receivable | 4.1 | 3.8 | |
Provision for Doubtful Accounts | -0.4 | 0.3 | |
Allowance for Loan and Lease Losses Write-offs, Net | -0.6 | 0 | |
Allowance for Doubtful Accounts Receivable | 3.1 | 4.1 | 3.8 |
Property, Plant, and Equipment [Line Items] | |||
Change in expense due to 100 basis point increase in assumed discount rate on pension | 0.1 | ||
Change in expense due to 100 basis point decrease in assumed discount rate on pension | 0.2 | ||
Depreciation and amortization | 116 | 119.6 | 118.7 |
Long-lived asset impairment charges (see Note 4) | 59.4 | 33.6 | 1.5 |
Intangible Assets, Net (Excluding Goodwill) | $4 | ||
Computer Software, Intangible Asset [Member] | Minimum [Member] | |||
Property, Plant, and Equipment [Line Items] | |||
Property, Plant and Equipment, Estimated Useful Lives | 3 | ||
Computer Software, Intangible Asset [Member] | Maximum [Member] | |||
Property, Plant, and Equipment [Line Items] | |||
Property, Plant and Equipment, Estimated Useful Lives | 10 | ||
Building and Building Improvements [Member] | Minimum [Member] | |||
Property, Plant, and Equipment [Line Items] | |||
Property, Plant and Equipment, Estimated Useful Lives | 2 | ||
Building and Building Improvements [Member] | Maximum [Member] | |||
Property, Plant, and Equipment [Line Items] | |||
Property, Plant and Equipment, Estimated Useful Lives | 50 | ||
Machinery and Equipment [Member] | Minimum [Member] | |||
Property, Plant, and Equipment [Line Items] | |||
Property, Plant and Equipment, Estimated Useful Lives | 1 | ||
Machinery and Equipment [Member] | Maximum [Member] | |||
Property, Plant, and Equipment [Line Items] | |||
Property, Plant and Equipment, Estimated Useful Lives | 30 | ||
United States Pension Plan of US Entity, Defined Benefit [Member] | |||
Property, Plant, and Equipment [Line Items] | |||
Defined Benefit Plan, Assumptions Used Calculating Net Periodic Benefit Cost, Expected Long-term Return on Assets | 8.50% | 8.50% | |
Defined Benefit Plan, Actual Return on Plan Assets as a Percentage | 4.60% | 14.60% |
Equity_Financing_Transactions_2
Equity Financing Transactions (Details) (USD $) | 3 Months Ended | 12 Months Ended | |||
In Millions, except Share data, unless otherwise specified | Jun. 30, 2014 | Dec. 31, 2014 | Dec. 31, 2013 | Dec. 31, 2012 | 28-May-14 |
equity financing transactions [Line Items] | |||||
Stock Issued During Period, Shares, New Issues | 41,506,175 | ||||
Proceeds from issuance of ordinary shares | $186.30 | $0 | $0 | ||
Ownership percentage | 100.00% | ||||
Shares Issued, Price Per Share | $13 | ||||
Noncontrolling interest repurchase | 20.00% | ||||
Net proceeds from issuance of private placements | 87.3 | ||||
Payments for Fees | 6.3 | ||||
Proceeds from Issuance of Debt | 210 | 210 | |||
Repayments of Related Party Debt | 215.2 | ||||
Initial public offering [Member] | |||||
equity financing transactions [Line Items] | |||||
Stock Issued During Period, Shares, New Issues | 7,200,000 | ||||
Proceeds from issuance of ordinary shares | 85.9 | ||||
Payments of Stock Issuance Costs | 7.7 | ||||
Over-allotment [Member] | |||||
equity financing transactions [Line Items] | |||||
Stock Issued During Period, Shares, New Issues | 1,080,000 | ||||
Proceeds from issuance of ordinary shares | 13.1 | ||||
Payments of Stock Issuance Costs | 0.9 | ||||
Samsung Fine Chemicals Co., Ltd. | |||||
equity financing transactions [Line Items] | |||||
Stock Issued During Period, Shares, New Issues | 7,200,000 | ||||
Proceeds from Issuance of Private Placement | 93.6 | ||||
Ownership percentage | 17.30% | ||||
Samsung Electronics Co., Ltd. | |||||
equity financing transactions [Line Items] | |||||
Stock Issued During Period, Shares, New Issues | 2,425,578 | ||||
Proceeds from Issuance of Private Placement | $31.50 | ||||
Ownership percentage | 5.80% | ||||
SunEdison, Inc. | |||||
equity financing transactions [Line Items] | |||||
Stock Issued During Period, Shares, New Issues | 23,560,251 | ||||
Ownership percentage | 56.80% | ||||
Public | |||||
equity financing transactions [Line Items] | |||||
Stock Issued During Period, Shares, New Issues | 8,280,000 | ||||
Ownership percentage | 20.00% | ||||
Other | |||||
equity financing transactions [Line Items] | |||||
Stock Issued During Period, Shares, New Issues | 40,346 | ||||
Ownership percentage | 0.10% |
Restructuring_Impairment_and_O2
Restructuring, Impairment, and Other Charges (Details) | 3 Months Ended | 12 Months Ended | 3 Months Ended | 12 Months Ended | 12 Months Ended | ||||||||||||||||||||||||||||||||||
In Millions, unless otherwise specified | Jun. 30, 2014 | Dec. 31, 2014 | Dec. 31, 2013 | Dec. 31, 2012 | Dec. 31, 2011 | Dec. 31, 2014 | Dec. 31, 2014 | Dec. 31, 2013 | Dec. 31, 2014 | Dec. 31, 2013 | Sep. 30, 2014 | Dec. 31, 2014 | Dec. 31, 2013 | Dec. 31, 2012 | Dec. 31, 2014 | Dec. 31, 2014 | Dec. 31, 2014 | Dec. 31, 2014 | Dec. 31, 2014 | Dec. 31, 2013 | Dec. 31, 2012 | Dec. 31, 2012 | Dec. 31, 2014 | Dec. 31, 2013 | Dec. 31, 2012 | Dec. 31, 2014 | Dec. 31, 2013 | Dec. 31, 2012 | Dec. 31, 2014 | Dec. 31, 2013 | Dec. 31, 2012 | Dec. 31, 2012 | Dec. 31, 2012 | Dec. 31, 2012 | Dec. 31, 2012 | Dec. 31, 2012 | Dec. 31, 2012 | Dec. 31, 2014 | Dec. 31, 2013 |
USD ($) | USD ($) | USD ($) | USD ($) | USD ($) | Merano Polysilicon Plant [Member] | Merano Polysilicon Plant [Member] | Merano Polysilicon Plant [Member] | Subsidiaries [Member] | Subsidiaries [Member] | 2011 US Plan [Member] | 2011 US Plan [Member] | 2011 US Plan [Member] | 2011 US Plan [Member] | 2011 US Plan [Member] | 2014 Plan [Member] | 2014 Plan [Member] | Q4 Workforce Restructuring Plan [Member] | 2009 US Plan [Member] | 2009 US Plan [Member] | 2009 US Plan [Member] | Evonik [Member] | Severance and employee Benefits | Severance and employee Benefits | Severance and employee Benefits | Contract termination | Contract termination | Contract termination | Other | Other | Other | Merano Shuttering [Member] | Merano Shuttering [Member] | Forfeited [Member] | 2012 Payment [Member] | 2013 Payment [Member] | Long-term Debt [Member] | Scenario, Actual [Member] | Scenario, Actual [Member] | |
amount | USD ($) | EUR (€) | USD ($) | USD ($) | USD ($) | USD ($) | USD ($) | USD ($) | USD ($) | Merano Polysilicon Plant [Member] | USD ($) | St. Peters [Member] | USD ($) | USD ($) | USD ($) | USD ($) | EUR (€) | 2011 US Plan [Member] | 2011 US Plan [Member] | 2011 US Plan [Member] | 2011 US Plan [Member] | 2011 US Plan [Member] | 2011 US Plan [Member] | 2011 US Plan [Member] | 2011 US Plan [Member] | 2011 US Plan [Member] | USD ($) | EUR (€) | Evonik [Member] | Evonik [Member] | Evonik [Member] | Merano Shuttering [Member] | USD ($) | 2011 US Plan [Member] | |||||
USD ($) | amount | USD ($) | amount | USD ($) | USD ($) | USD ($) | USD ($) | USD ($) | USD ($) | USD ($) | USD ($) | USD ($) | USD ($) | EUR (€) | EUR (€) | EUR (€) | USD ($) | ||||||||||||||||||||||
Restructuring Cost and Reserve [Line Items] | |||||||||||||||||||||||||||||||||||||||
Tangible Asset Impairment Charges | $59.40 | $33.60 | $1.50 | $57.30 | $33.60 | $57.30 | $2.10 | ||||||||||||||||||||||||||||||||
Sale price of property plant and equipment | 10 | ||||||||||||||||||||||||||||||||||||||
Loans provided to buyer | 7.5 | ||||||||||||||||||||||||||||||||||||||
Restructuring and Related Cost, Expected Number of Positions Eliminated | 500 | 120 | 120 | ||||||||||||||||||||||||||||||||||||
Restructuring Costs | 2.5 | ||||||||||||||||||||||||||||||||||||||
Cumulative Costs Incurred | 166.4 | 181 | 194 | 22.3 | 36.6 | 48.1 | 106.5 | 106.5 | 106.5 | 37.6 | 37.9 | 39.4 | |||||||||||||||||||||||||||
Total Costs Expected to be Incurred | 166.4 | 181 | 194 | 22.3 | 36.6 | 48.1 | 106.5 | 106.5 | 106.5 | 37.6 | 37.9 | 39.4 | |||||||||||||||||||||||||||
Restructuring Reserve [Roll Forward] | |||||||||||||||||||||||||||||||||||||||
Restructuring Reserve | 10.5 | 55.7 | 137.5 | 280.9 | 21 | 31 | 54.5 | 10.5 | 69.5 | 178.3 | 24.2 | 37 | 48.1 | ||||||||||||||||||||||||||
Year-to-date Restructuring Reversals | 22.9 | 75 | 149.6 | 14.4 | 62.9 | 14.6 | 13 | 87.9 | 12 | -3.9 | 0.2 | -0.9 | -1.8 | 14.3 | 11.5 | 6.4 | 0 | 0 | 76.4 | 0.3 | 1.5 | 5.1 | -17.9 | -40 | 2.6 | 75.9 | |||||||||||||
Cash Payments | 26.5 | 64.9 | 57.3 | 0.3 | 3 | 14.6 | 3.3 | 0.7 | 17.4 | 10.5 | 59.4 | 33.2 | 12.7 | 4.8 | 6.7 | ||||||||||||||||||||||||
Non-Cash Settlements | 1.1 | 7.6 | 0.9 | -2 | 7.6 | ||||||||||||||||||||||||||||||||||
Currency | -3.5 | 3.7 | 1.8 | -1.8 | 2.2 | 0.3 | 0 | 0.4 | 0.8 | -1.7 | 1.1 | 0.7 | |||||||||||||||||||||||||||
Restructuring Reserve | 10.5 | 12.2 | 55.7 | 137.5 | 0.7 | 21 | 31 | 0 | 10.5 | 69.5 | 11.5 | 24.2 | 37 | ||||||||||||||||||||||||||
Deposits | 10.2 | ||||||||||||||||||||||||||||||||||||||
Litigation Settlement, Amount | 70 | 25 | 45 | ||||||||||||||||||||||||||||||||||||
Restructuring Income | 10.5 | 75.7 | 57.9 | ||||||||||||||||||||||||||||||||||||
Deposit Contracts, Description of Liability Contracts | 24 | 24 | |||||||||||||||||||||||||||||||||||||
Gain on Receipt of Property Plant and Equipment | -4.7 | 0 | 31.7 | 4.7 | |||||||||||||||||||||||||||||||||||
Assets sold to VIE | 15.8 | ||||||||||||||||||||||||||||||||||||||
Liabilities sold to VIE | 5.4 | ||||||||||||||||||||||||||||||||||||||
Variable Interest Entity, Reporting Entity Involvement, Maximum Loss Exposure, Amount | 10 | ||||||||||||||||||||||||||||||||||||||
Additional exposure to loss as result of VIE | 7.5 | ||||||||||||||||||||||||||||||||||||||
Restructuring and Related Cost, Expected Number of Positions Eliminated, Percent | 0.11 | ||||||||||||||||||||||||||||||||||||||
Income related to Degussa Settlement | 65.8 | ||||||||||||||||||||||||||||||||||||||
Gain on Evomik Settlement | 31.7 | ||||||||||||||||||||||||||||||||||||||
Settlement of supply agreement with affiliate | $32.30 |
Inventories_Details
Inventories (Details) (USD $) | Dec. 31, 2014 | Dec. 31, 2013 |
In Millions, unless otherwise specified | ||
Inventory [Abstract] | ||
Raw materials and supplies | $29.90 | $37.50 |
Goods in process | 49.7 | 48.1 |
Finished goods | 42.5 | 42.5 |
Total inventories | 122.1 | 128.1 |
Other Inventory, Materials, Supplies and Merchandise under Consignment, Gross | $20.10 | $22.90 |
Property_Plant_and_Equipment_D
Property, Plant, and Equipment (Details) | 12 Months Ended | 12 Months Ended | ||||
In Millions, unless otherwise specified | Dec. 31, 2014 | Dec. 31, 2013 | Dec. 31, 2012 | Dec. 31, 2014 | Dec. 31, 2014 | Dec. 31, 2013 |
USD ($) | USD ($) | USD ($) | EUR (€) | Merano Polysilicon Plant [Member] | Merano Polysilicon Plant [Member] | |
USD ($) | USD ($) | |||||
Property, Plant and Equipment [Abstract] | ||||||
Land | $5.10 | $5.90 | ||||
Software | 23.2 | 26.7 | ||||
Buildings and improvements | 188.3 | 245.8 | ||||
Machinery and equipment | 1,106.20 | 1,206.90 | ||||
Property, Plant and Equipment, Gross | 1,322.80 | 1,485.30 | ||||
Less accumulated depreciation | -788.3 | -811 | ||||
Property Plant and Equipment, less Accumulated Depreciation, Before deduction for Construction in Progress | 534.5 | 674.3 | ||||
Construction in progress | 64.3 | 50.6 | ||||
Total property, plant, and equipment, net | 598.8 | 724.9 | ||||
Property, Plant, and Equipment [Line Items] | ||||||
Long-lived asset impairment charges (see Note 4) | 59.4 | 33.6 | 1.5 | 57.3 | 33.6 | |
Assets Held-for-sale, Long Lived | 15.8 | |||||
Asset Impairment Charges | $59.40 | $34.80 | $0 |
Equity_Method_Investment_Detai
Equity Method Investment (Details) | 12 Months Ended | |
In Millions, unless otherwise specified | Dec. 31, 2014 | Dec. 31, 2014 |
USD ($) | KRW | |
Equity Method Investment [Abstract] | ||
Equity Method Investment, Ownership Percentage | 35.00% | 35.00% |
Payments to Acquire Equity Method Investments | $140.70 | 143,900 |
Equity Method Investment, Summarized Financial Information, Revenue | 0 | |
Equity Method Investment, Summarized Financial Information, Gross Profit (Loss) | 0 | |
Equity Method Investment, Summarized Financial Information, Income (Loss) from Continuing Operations before Extraordinary Items | 2.8 | |
Equity Method Investment, Summarized Financial Information, Net Income (Loss) | 2.8 | |
Equity Method Investment, Summarized Financial Information, Current Assets | 34.6 | |
Equity Method Investment, Summarized Financial Information, Noncurrent Assets | 782.9 | |
Equity Method Investment, Summarized Financial Information, Current Liabilities | 201.2 | |
Equity Method Investment, Summarized Financial Information, Noncurrent Liabilities | 249.1 | |
Equity Method Investment Summarized Financial Information, Equity | $367.20 |
Debt_Details
Debt (Details) (USD $) | 3 Months Ended | 12 Months Ended | |
Jun. 30, 2014 | Dec. 31, 2014 | Dec. 31, 2013 | |
Debt Disclosure [Abstract] | |||
Total Principal | $207,100,000 | $10,400,000 | |
Current and Short-Term | 2,100,000 | 2,800,000 | |
Long-Term | 205,000,000 | 7,600,000 | |
Proceeds from Issuance of Debt | 210,000,000 | 210,000,000 | |
Line of Credit Facility, Maximum Borrowing Capacity | 50,000,000 | ||
Letters of credit maximum borrowing capacity | 15,000,000 | ||
Swing line loan maximum borrowing capacity | 15,000,000 | ||
Debt Instrument, Maturity Date, Description | The Term Facility has a five-year term, ending May 27, 2019, and the Revolving Facility has a three-year term, ending May 27, 2017. | ||
Letters of Credit Outstanding, Amount | 3,200,000 | ||
Debt Instrument, Periodic Payment, Principal | 525,000 | ||
Original issue discount percentage on debt | 1.00% | ||
Original issue discount amount on debt | 2,100,000 | ||
Debt Issuance Cost | 10,000,000 | ||
Debt Instrument [Line Items] | |||
Debt Instrument, Covenant Description | The Credit Facility contains customary representations, covenants, and events of default typical for credit arrangements of comparable size, including our maintenance of a consolidated leverage ratio of not greater than: (i) 3.5 to 1.0 for the quarters ended September 30, 2014 and December 31, 2014; (ii) 3.0 to 1.0 for the quarters ending March 31, 2015 and June 30, 2015; and (iii) 2.5 to 1.0 for the quarters ending on and after September 30, 2015. The Credit Facility also contains customary material adverse effects and cross-default clauses. The cross-default clause is applicable to defaults on other indebtedness in excess of $30.0 million. | ||
ShortTermCommittedFinancingArrangementsMaximumAmount | 30,100,000 | ||
ShortTermCommittedFinancingArrangementsUnavailableAmountDueToThirdPartyLettersOfCredit | 14,300,000 | ||
Long-term Debt, Fair Value | 200,600,000 | 9,800,000 | |
Long-term Debt, Maturities, Repayments of Principal in Next Twelve Months | 2,100,000 | ||
Long-term Debt, Maturities, Repayments of Principal in Year Two | 2,100,000 | ||
Long-term Debt, Maturities, Repayments of Principal in Year Three | 2,100,000 | ||
Long-term Debt, Maturities, Repayments of Principal in Year Four | 2,100,000 | ||
Long-term Debt, Maturities, Repayments of Principal in Year Five | 200,600,000 | ||
Repayments of Long-term Debt, Long-term Capital Lease Obligations, and Capital Securities | $209,000,000 | ||
Base Rate [Member] | |||
Debt Instrument [Line Items] | |||
Debt Instrument, Interest Rate, Stated Percentage | 4.50% | ||
Base Rate [Member] | Minimum [Member] | |||
Debt Instrument [Line Items] | |||
Debt Instrument, Interest Rate, Stated Percentage | 1.00% | ||
Spread over LIBOR [Member] | |||
Debt Instrument [Line Items] | |||
Debt Instrument, Interest Rate, Stated Percentage | 5.50% |
StockBased_Compensation_Detail
Stock-Based Compensation (Details) (USD $) | 5 Months Ended | 12 Months Ended | ||
In Millions, except Share data, unless otherwise specified | 28-May-14 | Dec. 31, 2014 | Dec. 31, 2013 | Dec. 31, 2012 |
Stock Based Compensation [Abstract] | ||||
Registered shares | 11,000,000 | |||
Shares available to be issued | 7,700,000 | |||
Share-based Compensation Arrangement by Share-based Payment Award, Options, Outstanding [Roll Forward] | ||||
Granted | 1,794,002 | |||
Share-based Compensation Arrangements by Share-based Payment Award, Options, Grants in Period, Weighted Average Exercise Price | $15.83 | |||
Share-based Compensation Arrangement by Share-based Payment Award, Options, Forfeitures in Period | -67,648 | |||
Share-based Compensation Arrangements by Share-based Payment Award, Options, Forfeitures in Period, Weighted Average Exercise Price | $17.39 | |||
Share-based Compensation Arrangement by Share-based Payment Award, Options, Outstanding, Number | 1,726,354 | |||
Share-based Compensation Arrangement by Share-based Payment Award, Options, Outstanding, Weighted Average Exercise Price | $15.77 | |||
Share-based Compensation Arrangement by Share-based Payment Award, Options, Outstanding, Intrinsic Value | $4.80 | |||
Share-based Compensation Arrangement by Share-based Payment Award, Options, Outstanding, Weighted Average Remaining Contractual Term | 9 years | |||
Share-based Compensation Arrangement by Share-based Payment Award, Options, Exercisable, Number | 57,692 | |||
Share-based Compensation, Shares Authorized under Stock Option Plans, Exercise Price Range, Exercisable Options, Weighted Average Exercise Price | $13 | |||
Share-based Compensation Arrangement by Share-based Payment Award, Options, Exercisable, Intrinsic Value | 0.3 | |||
Share-based Compensation Arrangement by Share-based Payment Award, Options, Exercisable, Weighted Average Remaining Contractual Term | 9 years | |||
Risk-free interest rate | 1.20% | |||
Expected stock price volatility | 39.60% | |||
Expected term until exercise (years) | 4 years | |||
Expected dividends | 0.00% | |||
Share-based Compensation Arrangement by Share-based Payment Award, Options, Grants in Period, Weighted Average Grant Date Fair Value | $5.15 | |||
Employee Service Share-based Compensation, Nonvested Awards, Compensation Not yet Recognized, Stock Options | 7.5 | |||
Employee Service Share-based Compensation, Nonvested Awards, Compensation Cost Not yet Recognized, Period for Recognition | 3 years 6 months | |||
Share-based Compensation Arrangement by Share-based Payment Award, Non-Option Equity Instruments, Outstanding [Roll Forward] | ||||
Granted | 1,604,725 | |||
Forfeited | -43,313 | |||
Share-based Compensation Arrangement by Share-based Payment Award, Equity Instruments Other than Options, Nonvested, Number | 1,561,412 | |||
Share-based Compensation Arrangement by Share-based Payment Award, Equity Instruments Other than Options, Nonvested, Intrinsic Value, Amount Per Share | 28.9 | |||
Share-based Compensation Arrangement by Share-based Payment Award, Equity Instruments Other than Options, Outstanding, Weighted Average Remaining Contractual Terms | 3 years 6 months | |||
Employee Service Share-based Compensation, Nonvested Awards, Compensation Not yet Recognized, Share-based Awards Other than Options | 23 | |||
Share-based Compensation Arrangement by Share-based Payment Award, Equity Instruments Other than Options, Grants in Period, Weighted Average Grant Date Fair Value | $16.93 | |||
Employee Service Share-based Compensation, Allocation of Recognized Period Costs [Line Items] | ||||
Allocated Share-based Compensation Expense | 3.4 | 11.3 | 13.9 | 13 |
Share-based Compensation Arrangement by Share-based Payment Award, Equity Instruments Other than Options, Outstanding, Weighted Average Remaining Contractual Terms | 2 years 1 month | |||
Cost of goods sold | ||||
Employee Service Share-based Compensation, Allocation of Recognized Period Costs [Line Items] | ||||
Allocated Share-based Compensation Expense | 3.6 | 4.4 | 4.8 | |
Marketing and administration | ||||
Employee Service Share-based Compensation, Allocation of Recognized Period Costs [Line Items] | ||||
Allocated Share-based Compensation Expense | 5.1 | 7.4 | 6.2 | |
Research and development | ||||
Employee Service Share-based Compensation, Allocation of Recognized Period Costs [Line Items] | ||||
Allocated Share-based Compensation Expense | $2.60 | $2.10 | $2 |
Loss_Earnings_Per_Share_Detail
(Loss) Earnings Per Share (Details) (USD $) | 3 Months Ended | 12 Months Ended | |||||||||
In Millions, except Per Share data, unless otherwise specified | Dec. 31, 2014 | Sep. 30, 2014 | Jun. 30, 2014 | Mar. 31, 2014 | Dec. 31, 2013 | Sep. 30, 2013 | Jun. 30, 2013 | Mar. 31, 2013 | Dec. 31, 2014 | Dec. 31, 2013 | Dec. 31, 2012 |
(Loss) Earnings Per Share [Abstract] | |||||||||||
Net (loss) income attributable to SunEdison Semiconductor Limited | ($10.50) | ($79.40) | $14.30 | ($14.60) | ($43.30) | $9.30 | ($13.20) | ($10.50) | ($90.20) | ($57.70) | $121.30 |
Weighted Average Number of Shares Outstanding, Basic | 41.5 | 41.5 | 41.5 | ||||||||
Weighted Average Number of Shares Outstanding, Diluted | 41.5 | 41.5 | 41.5 | ||||||||
Basic (loss) earnings per share (see Note 10) | ($0.25) | ($1.91) | $0.34 | ($0.35) | ($1.04) | $0.22 | ($0.32) | ($0.25) | ($2.17) | ($1.39) | $2.92 |
Diluted (loss) earnings per share (see Note 10) | ($0.25) | ($1.91) | $0.34 | ($0.35) | ($1.04) | $0.22 | ($0.32) | ($0.25) | ($2.17) | ($1.39) | $2.92 |
Employee Stock Option [Member] | |||||||||||
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items] | |||||||||||
Antidilutive Securities Excluded from Computation of Earnings Per Share, Amount | 1.7 | ||||||||||
Restricted Stock Units (RSUs) [Member] | |||||||||||
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items] | |||||||||||
Antidilutive Securities Excluded from Computation of Earnings Per Share, Amount | 1.6 |
Accumulated_Other_Comprehensiv2
Accumulated Other Comprehensive Loss (Details) (USD $) | 12 Months Ended | |||
In Millions, unless otherwise specified | Dec. 31, 2014 | Dec. 31, 2013 | Dec. 31, 2012 | Dec. 31, 2011 |
Accumulated Other Comprehensive Loss [Roll Forward] | ||||
Accumulated Other Comprehensive Income (Loss), Net of Tax | ($110.20) | ($95.20) | ||
Net other comprehensive (loss) income | -71.5 | -12.1 | -16.7 | |
Accumulated Other Comprehensive Income (Loss), Net of Tax | -174.1 | -110.2 | -95.2 | |
Foreign Currency Items (1) | ||||
Accumulated Other Comprehensive Loss [Roll Forward] | ||||
Accumulated Other Comprehensive Income (Loss), Net of Tax | -76.3 | -28.1 | -10.6 | |
Other comprehensive (loss) income before reclassifications | -40.2 | -48.2 | -17.5 | |
Net other comprehensive (loss) income | -40.2 | -48.2 | -17.5 | |
Accumulated Other Comprehensive Income (Loss), Net of Tax | -116.5 | -76.3 | -28.1 | |
Available-for-sale Securities | ||||
Accumulated Other Comprehensive Loss [Roll Forward] | ||||
Accumulated Other Comprehensive Income (Loss), Net of Tax | 0.2 | 0.2 | ||
Other comprehensive (loss) income before reclassifications | -0.2 | |||
Net other comprehensive (loss) income | -0.2 | |||
Accumulated Other Comprehensive Income (Loss), Net of Tax | 0.2 | |||
Pension Plans | ||||
Accumulated Other Comprehensive Loss [Roll Forward] | ||||
Accumulated Other Comprehensive Income (Loss), Net of Tax | -33.9 | -67.3 | -65.9 | |
Other comprehensive (loss) income before reclassifications | -30.7 | 31.3 | -4.3 | |
Amounts reclassified from accumulated other comprehensive loss | -0.1 | 2.1 | 2.9 | |
Net other comprehensive (loss) income | -30.8 | 33.4 | -1.4 | |
Amount of accumulated other comprehensive income transferred from SunEdison (2) | 7.1 | |||
Accumulated Other Comprehensive Income (Loss), Net of Tax | -57.6 | -33.9 | -67.3 | |
Amortization of net actuarial gain (loss) and prior service credit (cost) | $0.10 | ($2.10) | ($2.90) |
Employee_Related_Liabilities_D
Employee Related Liabilities (Details) (USD $) | 12 Months Ended | ||
In Millions, unless otherwise specified | Dec. 31, 2014 | Dec. 31, 2013 | Dec. 31, 2012 |
Defined Benefit Plan, Change in Fair Value of Plan Assets [Roll Forward] | |||
Defined Benefit Plan, Fair Value of Plan Assets | $177.10 | ||
Defined Benefit Plan, Fair Value of Plan Assets | 168.6 | 177.1 | |
Pension and post-employment liabilities, noncurrent | -54.7 | -49.2 | |
2014 Target Allocation | 100.00% | ||
Actual Allocation | 100.00% | 100.00% | |
Deferred Compensation Arrangement with Individual, Recorded Liability | 18 | 22.2 | |
Defined Contribution Plan, Cost Recognized | 3.9 | 4 | 4 |
Large cap funds | |||
Defined Benefit Plan, Change in Fair Value of Plan Assets [Roll Forward] | |||
Defined Benefit Plan, Fair Value of Plan Assets | 15.6 | 46.9 | |
Mid cap funds | |||
Defined Benefit Plan, Change in Fair Value of Plan Assets [Roll Forward] | |||
Defined Benefit Plan, Fair Value of Plan Assets | 3.7 | 13.7 | |
Small cap funds | |||
Defined Benefit Plan, Change in Fair Value of Plan Assets [Roll Forward] | |||
Defined Benefit Plan, Fair Value of Plan Assets | 3.8 | 13.8 | |
International funds | |||
Defined Benefit Plan, Change in Fair Value of Plan Assets [Roll Forward] | |||
Defined Benefit Plan, Fair Value of Plan Assets | 13.6 | 22.8 | |
Emerging market funds | |||
Defined Benefit Plan, Change in Fair Value of Plan Assets [Roll Forward] | |||
Defined Benefit Plan, Fair Value of Plan Assets | 6.7 | 9.3 | |
Investment grade bond funds | |||
Defined Benefit Plan, Change in Fair Value of Plan Assets [Roll Forward] | |||
Defined Benefit Plan, Fair Value of Plan Assets | 58.7 | 6.9 | |
Corporate bond funds | |||
Defined Benefit Plan, Change in Fair Value of Plan Assets [Roll Forward] | |||
Defined Benefit Plan, Fair Value of Plan Assets | 3.7 | 13.3 | |
Emerging Market Bond Funds [Member] | |||
Defined Benefit Plan, Change in Fair Value of Plan Assets [Roll Forward] | |||
Defined Benefit Plan, Fair Value of Plan Assets | 2.4 | ||
Group annuity contract | |||
Defined Benefit Plan, Change in Fair Value of Plan Assets [Roll Forward] | |||
Defined Benefit Plan, Fair Value of Plan Assets | 60.4 | 50.4 | |
Quoted Prices in Active Markets for Identical Assets (Level 1) | |||
Defined Benefit Plan, Change in Fair Value of Plan Assets [Roll Forward] | |||
Defined Benefit Plan, Fair Value of Plan Assets | 108.2 | 126.7 | |
Quoted Prices in Active Markets for Identical Assets (Level 1) | Large cap funds | |||
Defined Benefit Plan, Change in Fair Value of Plan Assets [Roll Forward] | |||
Defined Benefit Plan, Fair Value of Plan Assets | 15.6 | 46.9 | |
Quoted Prices in Active Markets for Identical Assets (Level 1) | Mid cap funds | |||
Defined Benefit Plan, Change in Fair Value of Plan Assets [Roll Forward] | |||
Defined Benefit Plan, Fair Value of Plan Assets | 3.7 | 13.7 | |
Quoted Prices in Active Markets for Identical Assets (Level 1) | Small cap funds | |||
Defined Benefit Plan, Change in Fair Value of Plan Assets [Roll Forward] | |||
Defined Benefit Plan, Fair Value of Plan Assets | 3.8 | 13.8 | |
Quoted Prices in Active Markets for Identical Assets (Level 1) | International funds | |||
Defined Benefit Plan, Change in Fair Value of Plan Assets [Roll Forward] | |||
Defined Benefit Plan, Fair Value of Plan Assets | 13.6 | 22.8 | |
Quoted Prices in Active Markets for Identical Assets (Level 1) | Emerging market funds | |||
Defined Benefit Plan, Change in Fair Value of Plan Assets [Roll Forward] | |||
Defined Benefit Plan, Fair Value of Plan Assets | 6.7 | 9.3 | |
Quoted Prices in Active Markets for Identical Assets (Level 1) | Investment grade bond funds | |||
Defined Benefit Plan, Change in Fair Value of Plan Assets [Roll Forward] | |||
Defined Benefit Plan, Fair Value of Plan Assets | 58.7 | 6.9 | |
Quoted Prices in Active Markets for Identical Assets (Level 1) | Corporate bond funds | |||
Defined Benefit Plan, Change in Fair Value of Plan Assets [Roll Forward] | |||
Defined Benefit Plan, Fair Value of Plan Assets | 3.7 | 13.3 | |
Quoted Prices in Active Markets for Identical Assets (Level 1) | Emerging Market Bond Funds [Member] | |||
Defined Benefit Plan, Change in Fair Value of Plan Assets [Roll Forward] | |||
Defined Benefit Plan, Fair Value of Plan Assets | 2.4 | ||
Significant Unobservable Inputs (Level 3) | |||
Defined Benefit Plan, Change in Fair Value of Plan Assets [Roll Forward] | |||
Defined Benefit Plan, Fair Value of Plan Assets | 60.4 | 50.4 | 53.7 |
Significant Unobservable Inputs (Level 3) | Purchases | |||
Defined Benefit Plan, Change in Fair Value of Plan Assets [Roll Forward] | |||
Defined Benefit Plan, Purchases, Sales, and Settlements | 14.9 | 0.2 | |
Significant Unobservable Inputs (Level 3) | Sales | |||
Defined Benefit Plan, Change in Fair Value of Plan Assets [Roll Forward] | |||
Defined Benefit Plan, Purchases, Sales, and Settlements | -6.2 | -4.6 | |
Significant Unobservable Inputs (Level 3) | Interest credit during the year | |||
Defined Benefit Plan, Change in Fair Value of Plan Assets [Roll Forward] | |||
Defined Benefit Plan, Purchases, Sales, and Settlements | 1.3 | 1.1 | |
Significant Unobservable Inputs (Level 3) | Group annuity contract | |||
Defined Benefit Plan, Change in Fair Value of Plan Assets [Roll Forward] | |||
Defined Benefit Plan, Fair Value of Plan Assets | 60.4 | 50.4 | |
Cash | |||
Defined Benefit Plan, Change in Fair Value of Plan Assets [Roll Forward] | |||
2014 Target Allocation | 0.00% | ||
Actual Allocation | 0.00% | 2.00% | |
Cash | 3.6 | 4.1 | |
Nontrade Receivables, Current | 0.9 | ||
Group annuity contract | |||
Defined Benefit Plan, Change in Fair Value of Plan Assets [Roll Forward] | |||
2014 Target Allocation | 0.00% | ||
Actual Allocation | 36.00% | 28.00% | |
Equity securities | |||
Defined Benefit Plan, Change in Fair Value of Plan Assets [Roll Forward] | |||
2014 Target Allocation | 30.00% | ||
Actual Allocation | 26.00% | 59.00% | |
Fixed income securities | |||
Defined Benefit Plan, Change in Fair Value of Plan Assets [Roll Forward] | |||
2014 Target Allocation | 70.00% | ||
Actual Allocation | 38.00% | 11.00% | |
Pension Plans | |||
Defined Benefit Plans and Other Postretirement Benefit Plans Table Text Block [Line Items] | |||
Defined Benefit Plan, Expected Return on Plan Assets | -14.5 | -13.7 | -13.8 |
Service cost | 1 | 1 | 1.1 |
Interest cost | 7.1 | 6.7 | 7.8 |
Net actuarial loss (gain) | 1.8 | 2.9 | 4.1 |
Settlement charges | 3.1 | 6.7 | |
Discount rate | 3.80% | 3.14% | 3.65% |
Defined Benefit Plan, Assumptions Used Calculating Net Periodic Benefit Cost, Expected Long-term Return on Assets | 8.39% | 8.38% | 8.34% |
Rate of compensation increase [1] | 0.60% | 0.44% | 3.59% |
Defined Benefit Plan, Change in Benefit Obligation [Roll Forward] | |||
Defined Benefit Plan, Benefit Obligation | 197 | 223.5 | |
Service cost | 1 | 1 | 1.1 |
Interest cost | 7.1 | 6.7 | 7.8 |
Plan participantsb contributions | 0 | 0 | |
Actuarial loss (gain) | 25.9 | -16.2 | |
Gross benefits paid | -9.3 | -15 | |
Settlements | 7.7 | 0 | |
Currency exchange gain | -2.7 | -3 | |
Defined Benefit Plan, Benefit Obligation | 211.3 | 197 | 223.5 |
Defined Benefit Plan, Change in Fair Value of Plan Assets [Roll Forward] | |||
Defined Benefit Plan, Fair Value of Plan Assets | 181.2 | 171.8 | |
Actual gain on plan assets | 8 | 23.7 | |
Employer contributions | 1 | 0.8 | |
Plan participantsb contributions | 0 | 0 | |
Settlements | 7.6 | 0 | |
Gross benefits paid | -9.3 | -15 | |
Currency exchange loss | -0.2 | -0.1 | |
Defined Benefit Plan, Fair Value of Plan Assets | 173.1 | 181.2 | 171.8 |
Net amount recognized | -38.2 | -15.8 | |
Other assets, noncurrent | 0 | 18.4 | |
Accrued liabilities, current | -0.5 | -0.8 | |
Pension and post-employment liabilities, noncurrent | -37.7 | -33.4 | |
Net amount recognized | -38.2 | -15.8 | |
Net actuarial loss (gain) | 84.6 | 57.1 | |
Prior service credit | 0 | 0 | |
Net amount recognized | 84.6 | 57.1 | |
Actuarial loss (gain) | -3 | ||
Prior service credit | 0 | ||
Defined Benefit Plan, Amount to be Amortized from Accumulated Other Comprehensive Income (Loss) Next Fiscal Year | 3 | ||
Discount rate | 3.24% | 3.80% | |
Rate of compensation increase [1] | 0.51% | 0.54% | |
Projected benefit obligation, end of year | 211.3 | 37.6 | |
Accumulated benefit obligation, end of year | 200 | 25.4 | |
Fair value of plan assets, end of year | 173.1 | 3.3 | |
Defined Benefit Plans, Estimated Future Employer Contributions in Next Fiscal Year | 1 | ||
Defined Benefit Plan, Expected Future Benefit Payments, Next Twelve Months | 19.5 | ||
Defined Benefit Plan, Expected Future Benefit Payments, Year Two | 15.9 | ||
Defined Benefit Plan, Expected Future Benefit Payments, Year Three | 13.7 | ||
Defined Benefit Plan, Expected Future Benefit Payments, Year Four | 13.3 | ||
Defined Benefit Plan, Expected Future Benefit Payments, Year Five | 12.3 | ||
Defined Benefit Plan, Expected Future Benefit Payments, Five Fiscal Years Thereafter | 59.9 | ||
Defined Benefit Plan, Net Periodic Benefit Cost | -1.5 | -3.1 | 5.9 |
Health Care and Other Plans | |||
Defined Benefit Plans and Other Postretirement Benefit Plans Table Text Block [Line Items] | |||
Service cost | 0 | 0 | |
Interest cost | 0.7 | 0.7 | 0.8 |
Amortization of prior service credit | -0.7 | -0.7 | -0.7 |
Net actuarial loss (gain) | -1.2 | -0.1 | -0.5 |
Discount rate | 4.27% | 3.38% | 3.93% |
Rate of compensation increase [1] | 3.75% | 3.75% | 3.75% |
Current medical cost trend rate | 7.80% | 8.00% | 8.00% |
Ultimate medical cost trend rate | 4.50% | 4.50% | 5.00% |
Year the rate reaches ultimate trend rate | 2022 | 2022 | 2018 |
Defined Benefit Plan, Change in Benefit Obligation [Roll Forward] | |||
Defined Benefit Plan, Benefit Obligation | 17.1 | 21.5 | |
Service cost | 0 | 0 | |
Interest cost | 0.7 | 0.7 | 0.8 |
Plan participantsb contributions | 0.4 | 0.4 | |
Actuarial loss (gain) | 1.1 | -4.2 | |
Gross benefits paid | -1.2 | -1.3 | |
Settlements | 0 | 0 | |
Currency exchange gain | 0 | 0 | |
Defined Benefit Plan, Benefit Obligation | 18.1 | 17.1 | 21.5 |
Defined Benefit Plan, Change in Fair Value of Plan Assets [Roll Forward] | |||
Defined Benefit Plan, Fair Value of Plan Assets | 0 | 0 | |
Actual gain on plan assets | 0 | 0 | |
Employer contributions | 0.8 | 0.9 | |
Plan participantsb contributions | 0.4 | 0.4 | |
Settlements | 0 | 0 | |
Gross benefits paid | -1.2 | -1.3 | |
Currency exchange loss | 0 | 0 | |
Defined Benefit Plan, Fair Value of Plan Assets | 0 | 0 | 0 |
Net amount recognized | -18.1 | -17.1 | |
Other assets, noncurrent | 0 | 0 | |
Accrued liabilities, current | -1.1 | -1.3 | |
Pension and post-employment liabilities, noncurrent | -17 | -15.8 | |
Net amount recognized | -18.1 | -17.1 | |
Net actuarial loss (gain) | -2.3 | -4.4 | |
Prior service credit | -10.6 | -11.4 | |
Net amount recognized | -12.9 | -15.8 | |
Actuarial loss (gain) | 0.2 | ||
Prior service credit | -0.7 | ||
Defined Benefit Plan, Amount to be Amortized from Accumulated Other Comprehensive Income (Loss) Next Fiscal Year | -0.9 | ||
Discount rate | 3.58% | 4.28% | |
Rate of compensation increase [1] | 3.75% | 3.75% | |
Defined Benefit Plans, Estimated Future Employer Contributions in Next Fiscal Year | 1.1 | ||
Defined Benefit Plan, Expected Future Benefit Payments, Next Twelve Months | 1.1 | ||
Defined Benefit Plan, Expected Future Benefit Payments, Year Two | 1.1 | ||
Defined Benefit Plan, Expected Future Benefit Payments, Year Three | 1.1 | ||
Defined Benefit Plan, Expected Future Benefit Payments, Year Four | 1.1 | ||
Defined Benefit Plan, Expected Future Benefit Payments, Year Five | 1.1 | ||
Defined Benefit Plan, Expected Future Benefit Payments, Five Fiscal Years Thereafter | 5.3 | ||
Defined Benefit Plan, Net Periodic Benefit Cost | -1.2 | -0.1 | -0.4 |
United States Pension Plan of US Entity, Defined Benefit [Member] | |||
Defined Benefit Plans and Other Postretirement Benefit Plans Table Text Block [Line Items] | |||
Defined Benefit Plan, Assumptions Used Calculating Net Periodic Benefit Cost, Expected Long-term Return on Assets | 8.50% | 8.50% | |
Defined Benefit Plan, Actual Return on Plan Assets as a Percentage | 4.60% | 14.60% | |
Defined Benefit Plan, Change in Fair Value of Plan Assets [Roll Forward] | |||
Defined Benefit Plan, Fair Value of Plan Assets | 169.5 | ||
Other assets, noncurrent | 7 | 18.4 | |
Defined Benefit Plan, Accumulated Benefit Obligation | $176.50 |
Derivitives_and_Hedging_Instru2
Derivitives and Hedging Instruments (Details) (USD $) | 12 Months Ended | ||
In Millions, unless otherwise specified | Dec. 31, 2014 | Dec. 31, 2013 | Dec. 31, 2012 |
Foreign Exchange Forward [Member] | |||
Derivative [Line Items] | |||
Derivative, Notional Amount | $65.10 | $222.50 | |
Derivatives not designated as hedging: | Currency forward contracts | Other, net | |||
Derivative [Line Items] | |||
Derivative, Gain (Loss) on Derivative, Net | 2 | 14.3 | 5.2 |
Derivatives not designated as hedging: | Currency forward contracts | Prepaid and other current assets | |||
Derivative [Line Items] | |||
Derivative, Fair Value, Net | 0.2 | 0 | |
Derivatives not designated as hedging: | Currency forward contracts | Accrued liabilities | |||
Derivative [Line Items] | |||
Derivative, Fair Value, Net | ($0.90) | ($3.10) |
Commitments_and_Contingencies_1
Commitments and Contingencies (Details) | 12 Months Ended | |||
In Millions, unless otherwise specified | Dec. 31, 2014 | Dec. 31, 2013 | Dec. 31, 2012 | Dec. 31, 2014 |
USD ($) | USD ($) | USD ($) | Merano Polysilicon Plant [Member] | |
EUR (€) | ||||
Entity Information [Line Items] | ||||
Unrecorded Unconditional Purchase Obligation | € 26 | |||
Operating Leases, Rent Expense, Net | 9 | 7.2 | 4.6 | |
Operating Leases, Future Minimum Payments Due | 19.3 | |||
Operating Leases, Future Minimum Payments Due, Noncancellable | 17 | |||
Operating Leases, Future Minimum Payments Due, Next Twelve Months | 8.5 | |||
Operating Leases, Future Minimum Payments, Due in Two Years | 5.9 | |||
Operating Leases, Future Minimum Payments, Due in Three Years | 1.8 | |||
Operating Leases, Future Minimum Payments, Due in Four Years | 1.4 | |||
Operating Leases, Future Minimum Payments, Due in Five Years | 1.4 | |||
Operating Leases, Future Minimum Payments, Due Thereafter | 0.3 | |||
Purchase Obligation | 52.2 | |||
Purchase Obligation, Due in Next Twelve Months | 12.5 | |||
Purchase Obligation, Due in Second Year | 10 | |||
Purchase Obligation, Due in Third Year | 8.9 | |||
Purchase Obligation, Due in Fourth Year | 4.7 | |||
Purchase Obligation, Due in Fifth Year | 4.4 | |||
Purchase Obligation, Due after Fifth Year | 11.7 | |||
Restructuring Reserve | 10.5 | |||
Business Combination, Contingent Consideration Arrangements, Range of Outcomes, Value, High | $0.40 |
Income_Taxes_Income_Taxes_Deta
Income Taxes Income Taxes (Details) (USD $) | 12 Months Ended | ||
Dec. 31, 2014 | Dec. 31, 2013 | Dec. 31, 2012 | |
Income Taxes [Line Items] | |||
Income Tax Expense (Benefit) | $2,600,000 | $44,000,000 | $3,600,000 |
Unrecognized Tax Benefits, Income Tax Penalties and Interest Accrued | 200,000 | 200,000 | |
U.S. | -23,500,000 | -126,500,000 | -117,100,000 |
Foreign | -64,300,000 | 115,200,000 | 243,400,000 |
Total | -87,800,000 | -11,300,000 | 126,300,000 |
Parent current tax expense (benefit) | 9,700,000 | ||
Parent deferred income tax expense (benefit) | 0 | ||
Parent income tax expense (benefit) | 9,700,000 | ||
Current Federal and state tax expense (benefit) | 800,000 | ||
Deferred federal and state tax expense (benefit) | 0 | ||
Federal and State Income Tax Expense Benefit Continuing Operations | 800,000 | ||
Current Foreign Tax Expense (Benefit) | 18,800,000 | 17,800,000 | 22,100,000 |
Deferred Foreign Income Tax Expense (Benefit) | -26,700,000 | 8,200,000 | -16,600,000 |
Foreign Income Tax Expense (Benefit), Continuing Operations | -7,900,000 | 26,000,000 | 5,500,000 |
Current Income Tax Expense (Benefit) | 29,300,000 | 20,700,000 | 20,200,000 |
Deferred Income Tax Expense (Benefit) | -26,700,000 | 23,300,000 | -16,600,000 |
increase to reserve for uncertain tax positions | 7,500,000 | ||
Current Federal Tax Expense (Benefit) | 1,600,000 | -1,900,000 | |
Deferred Federal Income Tax Expense (Benefit) | 15,200,000 | 0 | |
Federal Income Tax Expense (Benefit), Continuing Operations | 16,800,000 | -1,900,000 | |
Current State and Local Tax Expense (Benefit) | 1,300,000 | ||
Deferred State and Local Income Tax Expense (Benefit) | -100,000 | ||
State and Local Income Tax Expense (Benefit), Continuing Operations | 1,200,000 | ||
Effective Income Tax Rate Reconciliation, at Federal Statutory Income Tax Rate, Percent | 17.00% | 17.00% | -35.00% |
Income tax at statutory rate | -17.00% | -17.00% | 35.00% |
Effect of international operations (1) | 75.30% | 377.40% | -18.40% |
Foreign incentives | -0.40% | -19.50% | -3.50% |
Valuation allowance | -62.40% | 48.20% | -6.70% |
Other, net | -1.00% | 0.30% | -0.40% |
Effective tax (benefit) expense rate | 3.00% | 389.40% | 2.90% |
Reduction valuation allowance | 86,900,000 | ||
ConcessionaryTaxRateOnQualifyingIncome | 0.00% | ||
Tax authority positions, net | 8.50% | 0.00% | -3.10% |
Income Tax Expense (Benefit) | 400,000 | 2,200,000 | 4,600,000 |
Reconciliation of Unrecognized Tax Benefits, Excluding Amounts Pertaining to Examined Tax Returns [Roll Forward] | |||
Beginning of year | 1,400,000 | 1,600,000 | |
Additions based on tax positions related to the current year | 7,500,000 | 0 | |
Reductions for tax positions of prior years | -200,000 | -200,000 | |
End of year | 8,700,000 | 1,400,000 | 1,600,000 |
Unrecognized Tax Benefits Subject To Audit | 8,900,000 | 1,600,000 | 1,800,000 |
UnrecognizedTaxBenefitsIncreasesResultingFromCostAllocationsAndTaxableIncomeAdjustments,Foreign Operations | 7,300,000 | ||
Inventories | 4,800,000 | 5,700,000 | |
Restructuring liabilities | 5,200,000 | 10,300,000 | |
Expense accruals | 10,500,000 | 18,800,000 | |
Property, plant and equipment | 7,000,000 | 104,200,000 | |
Pension, medical, and other employee benefits | 17,500,000 | 15,300,000 | |
Net operating loss carryforwards | 67,000,000 | 19,700,000 | |
Tax credits | 11,500,000 | 73,600,000 | |
Other | 6,300,000 | 12,800,000 | |
Total deferred tax assets | 129,800,000 | 260,400,000 | |
Valuation allowance | -81,800,000 | -224,800,000 | |
Net deferred tax assets | 48,000,000 | 35,600,000 | |
Pension | 0 | -6,600,000 | |
Other | -5,000,000 | -7,500,000 | |
Total deferred tax liabilities | -5,000,000 | -14,100,000 | |
Net deferred tax assets | 43,000,000 | 21,500,000 | |
Current deferred tax assets, net (recorded in deferred tax asset and accrued liabilities) | 26,600,000 | 5,900,000 | |
Non-current deferred tax assets, net (recorded in other assets and other liabilities) | 16,400,000 | 15,600,000 | |
IncreaseDecreaseInDeferredTaxAssetsNet | 21,500,000 | ||
Settlement of supply agreement [Member] | |||
Income Taxes [Line Items] | |||
Income Tax Expense (Benefit) | $62,700,000 |
Related_Party_Transactions_Det
Related Party Transactions (Details) (USD $) | 3 Months Ended | 12 Months Ended | |||||||||
In Millions, unless otherwise specified | Dec. 31, 2014 | Sep. 30, 2014 | Jun. 30, 2014 | Mar. 31, 2014 | Dec. 31, 2013 | Sep. 30, 2013 | Jun. 30, 2013 | Mar. 31, 2013 | Dec. 31, 2014 | Dec. 31, 2013 | Dec. 31, 2012 |
Related Party Transactions [Abstract] | |||||||||||
Revenue, Net | $205.90 | $213.20 | $214.90 | $206.10 | $211.60 | $232.60 | $244 | $232.40 | $837.70 | $911.50 | $927.40 |
Accounts receivable, affiliate | 4.3 | 26.3 | 14.1 | 4.3 | 14.1 | ||||||
Accounts payable, affiliate | 9.4 | 106.8 | 9.4 | 106.8 | |||||||
Accounts payable settled with affiliate | 62.4 | ||||||||||
Notes receivable, affiliate | 0 | 3.8 | 18.7 | 0 | 18.7 | ||||||
Debt Instrument, Interest Rate, Effective Percentage Rate Range, Minimum | 2.00% | ||||||||||
Debt Instrument, Interest Rate, Effective Percentage Rate Range, Maximum | 3.00% | ||||||||||
Notes receivable settled with affiliate | 15 | ||||||||||
Non cash settlements with affiliate | $12 |
Geographic_Segments_Details
Geographic Segments (Details) (USD $) | 3 Months Ended | 12 Months Ended | |||||||||
In Millions, unless otherwise specified | Dec. 31, 2014 | Sep. 30, 2014 | Jun. 30, 2014 | Mar. 31, 2014 | Dec. 31, 2013 | Sep. 30, 2013 | Jun. 30, 2013 | Mar. 31, 2013 | Dec. 31, 2014 | Dec. 31, 2013 | Dec. 31, 2012 |
Geographic Segments [Line Items] | |||||||||||
Revenue, Net | $205.90 | $213.20 | $214.90 | $206.10 | $211.60 | $232.60 | $244 | $232.40 | $837.70 | $911.50 | $927.40 |
Property, Plant and Equipment, Net | 598.8 | 724.9 | 598.8 | 724.9 | |||||||
Concentration Risk, Percentage | 10.00% | ||||||||||
Customer A | |||||||||||
Geographic Segments [Line Items] | |||||||||||
Revenue, Net | 160.5 | 191.2 | 183.1 | ||||||||
Concentration Risk, Percentage | 19.20% | 21.00% | 19.70% | ||||||||
Customer B | |||||||||||
Geographic Segments [Line Items] | |||||||||||
Revenue, Net | 154.1 | 144.4 | 119.2 | ||||||||
Concentration Risk, Percentage | 18.40% | 15.80% | 12.90% | ||||||||
Customer C | |||||||||||
Geographic Segments [Line Items] | |||||||||||
Revenue, Net | 87.9 | 100.8 | 102.1 | ||||||||
Concentration Risk, Percentage | 10.50% | 11.10% | 11.00% | ||||||||
United States | |||||||||||
Geographic Segments [Line Items] | |||||||||||
Revenue, Net | 123 | 130.3 | 147.7 | ||||||||
Property, Plant and Equipment, Net | 68.1 | 63.3 | 68.1 | 63.3 | |||||||
Foreign | |||||||||||
Geographic Segments [Line Items] | |||||||||||
Revenue, Net | 714.7 | 781.2 | 779.7 | ||||||||
Taiwan | |||||||||||
Geographic Segments [Line Items] | |||||||||||
Revenue, Net | 215.3 | 219.2 | 219.4 | ||||||||
Property, Plant and Equipment, Net | 195.2 | 208.9 | 195.2 | 208.9 | |||||||
Korea | |||||||||||
Geographic Segments [Line Items] | |||||||||||
Revenue, Net | 171.3 | 217.6 | 197.3 | ||||||||
Property, Plant and Equipment, Net | 111.4 | 125.8 | 111.4 | 125.8 | |||||||
Germany | |||||||||||
Geographic Segments [Line Items] | |||||||||||
Revenue, Net | 67.4 | 62.4 | 48.6 | ||||||||
Singapore | |||||||||||
Geographic Segments [Line Items] | |||||||||||
Revenue, Net | 57.6 | 63.1 | 56.7 | ||||||||
China | |||||||||||
Geographic Segments [Line Items] | |||||||||||
Revenue, Net | 43.2 | 40.1 | 46.5 | ||||||||
Italy | |||||||||||
Geographic Segments [Line Items] | |||||||||||
Revenue, Net | 33 | 36.7 | 42.8 | ||||||||
Property, Plant and Equipment, Net | 67.2 | 140.9 | 67.2 | 140.9 | |||||||
France | |||||||||||
Geographic Segments [Line Items] | |||||||||||
Revenue, Net | 32.1 | 38.2 | 33 | ||||||||
Japan | |||||||||||
Geographic Segments [Line Items] | |||||||||||
Revenue, Net | 23.3 | 25.6 | 55.7 | ||||||||
Property, Plant and Equipment, Net | 61.6 | 87.3 | 61.6 | 87.3 | |||||||
Netherlands | |||||||||||
Geographic Segments [Line Items] | |||||||||||
Revenue, Net | 19.2 | 16.4 | 16.1 | ||||||||
Other foreign countries | |||||||||||
Geographic Segments [Line Items] | |||||||||||
Revenue, Net | 52.3 | 61.9 | 63.6 | ||||||||
Property, Plant and Equipment, Net | 0.1 | 0.1 | 0.1 | 0.1 | |||||||
Malaysia | |||||||||||
Geographic Segments [Line Items] | |||||||||||
Property, Plant and Equipment, Net | $95.20 | $98.60 | $95.20 | $98.60 |
Unaudited_Quarterly_Financial_2
Unaudited Quarterly Financial Information (Details) (USD $) | 3 Months Ended | 12 Months Ended | |||||||||
In Millions, except Per Share data, unless otherwise specified | Dec. 31, 2014 | Sep. 30, 2014 | Jun. 30, 2014 | Mar. 31, 2014 | Dec. 31, 2013 | Sep. 30, 2013 | Jun. 30, 2013 | Mar. 31, 2013 | Dec. 31, 2014 | Dec. 31, 2013 | Dec. 31, 2012 |
Unaudited Quarterly Financial Information [Abstract] | |||||||||||
Revenue, Net | $205.90 | $213.20 | $214.90 | $206.10 | $211.60 | $232.60 | $244 | $232.40 | $837.70 | $911.50 | $927.40 |
Gross Profit | 23.5 | 26.8 | 20.4 | 8.3 | 6.7 | 21.1 | 31.4 | 22.5 | 79 | 81.7 | 81.8 |
Net (loss) income | -10.5 | -79.4 | 14.1 | -15.2 | -43.2 | 9.3 | -11.7 | -9.7 | -91 | -55.3 | 122.7 |
Net Income (Loss) Attributable to Noncontrolling Interest | 0.2 | 0.6 | -0.1 | -1.5 | -0.8 | 0.8 | -2.4 | -1.4 | |||
Net Income (Loss) Attributable to Parent | ($10.50) | ($79.40) | $14.30 | ($14.60) | ($43.30) | $9.30 | ($13.20) | ($10.50) | ($90.20) | ($57.70) | $121.30 |
Earnings Per Share, Basic | ($0.25) | ($1.91) | $0.34 | ($0.35) | ($1.04) | $0.22 | ($0.32) | ($0.25) | ($2.17) | ($1.39) | $2.92 |
Earnings Per Share, Diluted | ($0.25) | ($1.91) | $0.34 | ($0.35) | ($1.04) | $0.22 | ($0.32) | ($0.25) | ($2.17) | ($1.39) | $2.92 |
Maximum [Member] | |||||||||||
Market Close Share Price [Line Items] | |||||||||||
Share Price | $19.76 | $19.35 | $17.76 | $19.76 | |||||||
Minimum [Member] | |||||||||||
Market Close Share Price [Line Items] | |||||||||||
Share Price | $16.12 | $15.51 | $15 | $16.12 |
Sebsequent_Events_Details
Sebsequent Events (Details) (USD $) | 12 Months Ended | 3 Months Ended | |
Dec. 31, 2014 | Mar. 31, 2015 | Jun. 30, 2014 | |
Subsequent Event [Line Items] | |||
Ownership percentage | 100.00% | ||
Ordinary shares outstanding | 41,506,175 | ||
Share-based Compensation Arrangement by Share-based Payment Award, Options, Grants in Period, Net of Forfeitures | 1,794,002 | ||
Share-based Compensation Arrangement by Share-based Payment Award, Options, Grants in Period, Weighted Average Grant Date Fair Value | $15.83 | ||
Subsequent Event [Member] | |||
Subsequent Event [Line Items] | |||
Secondary public offering | 17,250,000 | ||
Percentage of equity based compensation awards exchanged | 25.00% | ||
Share-based Compensation Arrangement by Share-based Payment Award, Options, Grants in Period, Net of Forfeitures | 442,791 | ||
Share-based Compensation Arrangement by Share-based Payment Award, Options, Grants in Period, Weighted Average Grant Date Fair Value | $5.19 | ||
Share-based Compensation Arrangement by Share-based Payment Award, Non-Option Equity Instruments, Granted | 170,115 | ||
Percentageofequitybasedcompensationawardsnotexchanged | 75.00% | ||
less than 50% [Member] | Subsequent Event [Member] | |||
Subsequent Event [Line Items] | |||
Ownership percentage | 50.00% |