Document and Entity Information
Document and Entity Information | 3 Months Ended |
Mar. 31, 2017shares | |
Document And Entity Information [Abstract] | |
Document Type | 10-Q |
Document period end date | Mar. 31, 2017 |
Amendment flag | false |
Document Fiscal Year Focus | 2,017 |
Document Period Focus | Q1 |
Current fiscal year end date | --12-31 |
Entity central index key | 81,362 |
Entity current reporting status | Yes |
Entity filer category | Large Accelerated Filer |
Entity registrant name | Quaker Chemical Corporation |
Entity voluntary filers | No |
Entity well known seasoned issuer | Yes |
Entity common stock shares outstanding | 13,290,807 |
Trading Symbol | KWR |
Condensed Consolidated Statemen
Condensed Consolidated Statement of Income - USD ($) $ in Thousands | 3 Months Ended | |
Mar. 31, 2017 | Mar. 31, 2016 | |
Income Statement [Abstract] | ||
Net Sales | $ 194,909 | $ 178,077 |
Cost of goods sold | 124,022 | 110,096 |
Gross profit | 70,887 | 67,981 |
Selling, general and administrative expenses | 48,054 | 48,143 |
Combination-related expenses | 9,075 | 0 |
Operating income | 13,758 | 19,838 |
Other (expense) income, net | (105) | 102 |
Interest Expense | (656) | (741) |
Interest Income | 523 | 348 |
Income Before Taxes and Equity in Net Income of Associated Companies | 13,520 | 19,547 |
Taxes on income before equity in net income of associated companies | 6,865 | 6,305 |
Income before equity in net income of associated companies | 6,655 | 13,242 |
Equity in net income of associated companies | 959 | 102 |
Net Income | 7,614 | 13,344 |
Less: Net income attributable to noncontrolling interest | 622 | 398 |
Net Income Attributable to Quaker Chemical Corporation | $ 6,992 | $ 12,946 |
Per share data: | ||
Basic Earnings Per Common Share | $ 0.53 | $ 0.98 |
Diluted Earnings per Common Share | 0.52 | 0.98 |
Dividends Declared | $ 0.345 | $ 0.32 |
Condensed Consolidated Stateme3
Condensed Consolidated Statement of Comprehensive Income - USD ($) $ in Thousands | 3 Months Ended | |
Mar. 31, 2017 | Mar. 31, 2016 | |
Statement of Comprehensive Income [Abstract] | ||
Net Income | $ 7,614 | $ 13,344 |
Currency Translation Adjustments | 5,448 | 4,733 |
Defined Benefit Retirement Plans | 318 | 187 |
Unrealized Gain (loss) on Available-for-Sale Securities | 200 | 456 |
Other Comprehensive (loss) income | 5,966 | 5,376 |
Comprehensive Income | 13,580 | 18,720 |
Less: Comprehensive Income Attributable to Noncontrolling Interest | (1,142) | (460) |
Comprehensive Income Attributable to Quaker Chemical Corporation | $ 12,438 | $ 18,260 |
Condensed Consolidated Balance
Condensed Consolidated Balance Sheet - USD ($) $ in Thousands | Mar. 31, 2017 | Dec. 31, 2016 |
Current assets | ||
Cash and cash equivalents | $ 90,593 | $ 88,818 |
Accounts receivable, net | 201,929 | 195,225 |
Inventories | ||
Raw materials and supplies | 41,938 | 37,772 |
Work-in-process and finished goods | 45,179 | 39,310 |
Prepaid expenses and other current assets | 15,237 | 15,343 |
Total current assets | 394,876 | 376,468 |
Property, plant and equipment, at cost | 239,827 | 236,006 |
Less accumulated depreciation | (154,594) | (150,272) |
Net property, plant and equipment | 85,233 | 85,734 |
Goodwill | 81,683 | 80,804 |
Other intangible assets, net | 71,850 | 73,071 |
Investments in associated companies | 24,063 | 22,817 |
Non-current deferred tax assets | 22,460 | 24,382 |
Other assets | 28,841 | 28,752 |
Total assets | 709,006 | 692,028 |
Current liabilities | ||
Short-term borrowings and current portion of long-term debt | 726 | 707 |
Accounts and other payables | 90,215 | 82,164 |
Accrued compensation | 13,754 | 19,356 |
Accrued restructuring | 530 | 670 |
Other current liabilities | 33,963 | 24,514 |
Total current liabilities | 139,188 | 127,411 |
Long-term debt | 65,649 | 65,769 |
Non-current deferred tax liabilities | 12,101 | 12,008 |
Other non-current liabilities | 70,093 | 74,234 |
Total liabilities | 287,031 | 279,422 |
Equity | ||
Common stock $1 par value; authorized 30,000,000 shares; issued and outstanding 2017 - 13,290,807 shares; 2016 - 13,277,832 shares | 13,291 | 13,278 |
Capital in excess of par value | 112,838 | 112,475 |
Retained earnings | 366,819 | 364,414 |
Accumulated Other Comprehensive Loss | (81,961) | (87,407) |
Total Quaker shareholders' equity | 410,987 | 402,760 |
Noncontrolling interest | 10,988 | 9,846 |
Total equity | 421,975 | 412,606 |
Total liabilities and equity | $ 709,006 | $ 692,028 |
Condensed Consolidated Balance5
Condensed Consolidated Balance Sheet (Parentheticals) - $ / shares | Mar. 31, 2017 | Dec. 31, 2016 |
Statement Of Financial Position [Abstract] | ||
Common Stock Par Value | $ 1 | $ 1 |
Common Stock, Shares Authorized | 30,000,000 | 30,000,000 |
Common Stock, Shares, Issued | 13,290,807 | 13,277,832 |
Condensed Consolidated Stateme6
Condensed Consolidated Statement of Cash Flows - USD ($) $ in Thousands | 3 Months Ended | |
Mar. 31, 2017 | Mar. 31, 2016 | |
Cash flows from operating activities | ||
Net Income | $ 7,614 | $ 13,344 |
Adjustments to reconcile net income to net cash provided by operating activities: | ||
Depreciation | 3,157 | 3,157 |
Amortization | 1,773 | 1,777 |
Equity in undistributed (earnings) losses of associated companies, net of dividends | (829) | (27) |
Deferred compensation and other, net | (696) | 980 |
Stock-based compensation | 1,153 | 1,798 |
(Gain) loss on disposal of property, plant and equipment and other assets | (15) | (20) |
Insurance settlement realized | (240) | (279) |
Combination-related expenses | 9,075 | 0 |
Pension and other postretirement benefits contributions | (2,263) | (2,685) |
(Decrease) increase in cash from changes in current assets and current liabilities, net of acquisitions: | ||
Accounts receivable | (3,813) | 2,602 |
Inventories | (8,820) | (1,800) |
Prepaid expenses and other current assets | 755 | 1,183 |
Accounts payable and accrued liabilities | 2,279 | (8,647) |
Change in combination-related liabilities | (660) | 0 |
Change in restructuring liabilities | (148) | (509) |
Net cash provided by operating activities | 8,322 | 10,874 |
Cash flows from investing activities | ||
Investments in property, plant and equipment | (2,531) | (2,172) |
Payments related to acquisitions, net of cash acquired | 0 | (1,384) |
Proceeds from disposition of assets | 15 | 26 |
Insurance settlement interest earned | 9 | 8 |
Change in restricted cash, net | 231 | 271 |
Net cash used in investing activities | (2,276) | (3,251) |
Cash flows from financing activities | ||
Proceeds from long-term debt | 0 | 14,687 |
Repayment of long-term debt | (474) | (159) |
Dividends paid | (4,583) | (4,243) |
Stock options exercised, other | (777) | (253) |
Payments for repurchase of common stock | 0 | (5,859) |
Excess tax benefit related to stock option exercises, cash flow | 0 | 104 |
Net cash (used in) provided by financing activities | (5,834) | 4,277 |
Effect of exchange rate changes on cash | 1,563 | 1,421 |
Net increase in cash and cash equivalents | 1,775 | 13,321 |
Cash and cash equivalents at beginning of period | 88,818 | 81,053 |
Cash and cash equivalents at end of period | $ 90,593 | $ 94,374 |
Condensed Financial Information
Condensed Financial Information | 3 Months Ended |
Mar. 31, 2017 | |
Organization Consolidation And Presentation Of Financial Statements [Abstract] | |
Organization, Consolidation and Presentation of Financial Statements Disclosure [Text Block] | Note 1 – Condensed Financial Information The condensed consolidated financial statements included herein are unaudited and have been prepared in accordance with generally accepted accounting principles in the United States (“U.S. GAAP”) for interim financial reporting and the United States Securities and Exchange Commission (“SEC”) regulations. Certai n information and footnote disclosures normally included in financial statements prepared in accordance with U.S. GAAP have been condensed or omitted pursuant to such rules and regulations. In the opinion of management, the financial statements reflect al l adjustments (consisting only of normal recurring adjustments, except certain material adjustments, as discussed below) which are necessary for a fair statement of the financial position, results of operations and cash flows for the interim periods. The results for the three months ended March 31, 2017 are not necessarily indicative of the results to be expected for the full year. These financial statements should be read in conjunction with the Company’s Annual Report filed on Form 10-K for the yea r ended December 31, 2016 . During the first quarter of 2017, the Company early adopted an accounting standard update regarding the classification of pension costs. The guidance in this accounting standard update was required to be applied retrosp ectively, which resulted in a reclassification to the Company’s Condensed Consolidated Statement of Income for the three months ended March 31, 2016. See Note 2 of Notes to Condensed Consolidated Financial Statements. Venezuela’s economy has been consi dered hyper inflationary under U.S. GAAP since 2010, at which time the Company’s Venezuela equity affiliate, Kelko Quaker Chemical, S.A. (“Kelko Venezuela”), changed its functional currency from the bolivar f uerte (“BsF”) to the U.S. d ollar. Accordingly, all gains and losses resulting from the remeasurement of Kelko Venezuela’s monetary assets and liabilities to published exchange rates are required to be recorded directly to the Condensed Con solidated Statements of Income. During the first quarter of 201 6, the Venezuela government announced changes to its foreign exchange controls, including eliminating the CADIVI, SICAD and SIMADI exchange rate mechanisms and replacing them with a dual exchange rate system, which consists of a protected DIPRO exchange ra te, with a rate fixed at 10 Bsf per U.S. dollars and, also, a floating exchange rate known as the DICOM. The DIPRO rate is only available for payment of certain imports of essential goods in the food and health sectors while the DICOM governs all other tr ansactions not covered by the DIPRO. In light of these changes to the foreign exchange controls, during the first quarter of 2016 the Company re-assessed Kelko Venezuela’s access to U.S. dollars, the impact on the operations of Kelko Venezuela, and the im pact on the Company’s equity investment and other related assets. The Company did not believe it had access to the DIPRO and, therefore, believed the DICOM to be the exchange rate system available to Kelko Venezuela , which resulted in a currency conversio n charge of $0.1 million, or $0.01 per diluted share , in the first quarter of 2016 . As of March 31, 2017 , the Company’s equity investment in Kelko Venezuela was $0. 3 million, valued at the current DICOM exchange rate of approximately 709 BsF per U.S. dollar. As part of the Company’s chemical management services, certain third-party product sales to customers are managed by the Company. Where the Company acts as a principal, revenue is recognized on a gross reporting basis at the selling price negotiated with customers. Where the Company acts as an agent, such revenue is recorded using net reporting of service revenue , at the amount of the administrative fee earned by the Company for ordering the goods. Third-party products transferred under arrangements res ulting in net reporting totaled $10.4 million and $11.1 million for the three months ended March 31, 2017 and 2016 , respectively. |
Recently Issued Accounting Stan
Recently Issued Accounting Standards | 3 Months Ended |
Mar. 31, 2017 | |
New Accounting Pronouncements And Changes In Accounting Principles [Abstract] | |
Description of New Accounting Pronouncements Not yet Adopted [Text Block] | Note 2 – Recently Issued Accounting Standards The Financial Accounting Standards Board ("FASB") issued an accounting standard update in March 2017, to improve the presentation of net periodic pension and postretirement benefit cost. Defined benefit pension and postretirement benefit costs “(net benefit cost”) comprise several components that reflect different aspects of an employer’s financial arrangements as well as the cost of benefits provided to employees. This accounting standard update requir e s that an employer disaggregate the service cost component from the other components of net benefit cost, provide s explicit guidance on how to present the service cost component and the other components of net benefit cost in the income statement and allo w s only the service cost component of net benefit cost to be eligible for capitalization. The guidance within this accounting standa rd update should be applied retrospectively for the presentation of the service cost component and the other components of net periodic benefit cost in the income statement and prospectively for the capitalization of the service cost component of net periodic benefit in assets. This accounting standard update is effective for annual periods beginning after December 15, 2017, including interim periods within those annual periods. Early adoption is permitted as of the beginning of an annual period for which financial statements (interim or annual) have not been issued or made available for issuance. The Company’s non-service c ost components of net periodic benefit cost during the three months ended March 31, 2016 were $0.6 million. During the first quarter of 2017, the Company elected to early adopt the guidance within this accounting standard update which resulted in a reclas sification to the Company’s Condensed Consolidated Statement of Income for the three months ended March 31, 2016, as previously reported cost of goods sold (“COGS”) were reduced by $0.1 million and selling, general and administrative expenses (“SG&A”) were reduced by $0.5 million, with a corresponding $0.6 million reduction to other income. The Company utilized a practical expedient included in the accounting standard update which allowed the Company to use amounts previously disclosed in its pension and o ther postretirement benefits note for the prior period as the estimation basis for applying the required retrospective presentation requirements. In addition, these required retrospective reclassifications resulted in an immaterial adjustment to previousl y reported direct operating earnings within the Company’s reportable operating segment disclosures for the three months ended March 31, 2016. See Note 3, Note 6 and Note 7 of Notes to Condensed Consolidated Financial Statements. The FASB issued an account ing standard update in January 2017, simplifying the test for goodwill impairment by eliminating the Step 2 computation. The accounting standard update modifies the concept of impairment from the condition that exists when the carrying amount of goodwill exceeds its implied fair value to the condition that exists when the carrying amount of a reporting unit exceeds its fair value. The guidance removes the requirement to determine a goodwill impairment by calculating the implied fair value of goodwill by a ssigning the fair value of a reporting unit to all of its assets and liabilities as if that reporting unit had been acquired in a business combination. The guidance within this accounting standard update should be applied on a prospective basis, and is ef fective for annual or interim goodwill impairment tests in fiscal years beginning after December 15, 2019. Early adoption is permitted for interim or annual goodwill impairment tests performed on testing dates after January 1, 2017. The Company is still evaluating the guidance but currently anticipates early adoption of the accounting standard update for its next annual goodwill impairment test during 2017, and does not expect a material impact to its financial statements. The FASB issued an account ing standard update in January 2017 to clarify the definition of a business with the objective of adding guidance to assist companies with evaluating whether transactions should be accounted for as acquisitions (or disposals) of assets or businesses. The amendments in this accounting standard update provide a more robust framework to use in determining when a set of assets and activities is a business. The guidance within this accounting standard update is effective for annual and interim periods beginnin g after December 15, 2017. Early adoption is permitted in limited circumstances, and the amendments in this accounting standard update should be applied prospectively, with no disclosures required at transition. The Company does not currently meet the cr iteria for early application of the amendments and therefore has not early adopted the guidance. The Company will evaluate the potential impact of this guidance on future transactions, as applicable. The FASB issued an accounting standard update in Nove mber 2016 requiring that the statement of cash flows explain both the change in the total cash and cash equivalents, and, also, the amounts generally described as restricted cash or restricted cash equivalents. This will require amounts generally describe d as restricted cash or restricted cash equivalents be included with cash and cash equivalents when reconciling the beginning and ending amounts shown on the statement of cash flows. The guidance within this accounting standard update is effective for ann ual and interim periods beginning after December 15, 2017. Early adoption is permitted and the guidance requires application using a retrospective transition method to each period presented when adopted. While permitted, the Company has not early adopted the guidance and is currently evaluating the appropriate implementation strategy. Adoption of the guidance will not have an impact on the Company’s earnings or balance sheet but will result in changes to certain disclosures within the statement of cash f lows, notably cash flows from investing activities. The FASB issued an accounting standard update in August 2016 to standardize how certain transactions are classified in the statement of cash flows. Specific transactions covered by the accounting standard update include debt prepayment or debt extinguishment costs, settlement of zero-coupon debt instruments, contingent consideration payments made after a business combination, proceeds from the settlement of insurance claims, proceeds from the settl ement of corporate and bank owned life insurance policies, distributions received from equity method investments and beneficial interest in securitization transactions. The guidance within this accounting standard update is effective for annual and interi m periods beginning after December 15, 2017. Early adoption is permitted, provided that all of the amendments are adopted in the same period. The guidance requires application using a retrospective transition method. While permitted, the Company has not early adopted the guidance and is currently evaluating the appropriate implementation strategy. Adoption of the guidance will not have an impact on the Company’s earnings or balance sheet but may result in certain reclassifications on the statement of cas h flows, including reclassifications between cash flows from operating activities, investing activities and financing activities, respectively. The FASB issued an accounting standard update in March 2016 involving several aspects of the accounting for sha re-based payment transactions, including the income tax consequences, classification of awards as either equity or liabilities, use of a forfeiture rate, and classification on the statement of cash flows. The guidance within this accounting standard updat e was effective for annual and interim periods beginning after December 15, 2016. When adopted, application of the guidance will vary based on each aspect of the update , including adoption under retrospective, modified retrospective or prospective approac hes . Early adoption was permitted . During the first quarter of 2017, the Company adopted the guidance within the accounting standard update as required. The impact of adoption for the Company included the elimination of recording the tax effects of dedu ctions in excess of compensation cost (“windfalls”) through equity as the guidance in this accounting standard update requires all tax effects related to share-based payments to now be recorded through the income statement. The tax effects of awards are r equired to be treated as discrete items in the interim reporting period in which the windfalls occur. In addition, when applying the treasury stock method for computing diluted earnings per share, there are no longer assumed proceeds from windfall tax ben efits and as a result, there are fewer shares considered to be repurchased in the calculation. This results in an assumption of more incremental shares being issued upon the exercise of share-based payment awards, therefore, equity awards will have a more dilutive effect on earnings per share. As required, the Company has applied these changes in the guidance prospectively, beginning in the first quarter of 2017. The result of these changes was an immaterial tax benefit recorded during the three months e nded March 31, 2017 and an immater ial number of dilutive shares added to the Company’s earnings per share calculation for the three months ended March 31, 2017. In addition, all tax-related cash flows resulting from share-based payments are now required t o be reported as operating activities in the statement of cash flows under this new guidance. Either prospective or retrospective transition of this provision was permitted, and the Company has elected to apply the cash flow classification guidance on a p rospective basis, consistent with the prospective transition for the treatment of excess tax benefits in the income statement. Lastly, the accounting standard update permitted Company’s to make an accounting policy election to account for forfeitures as t hey occur for service condition aspects of certain share-based awards, rather than estimating forfeitures each period. While permitted, the Company has not elected to make this accounting policy decision, and instead has elected to continue utilizing a for feiture rate assumption. Based on historical experience, the Company has assumed a forfeiture rate of 13% on certain of its nonvested stock awards. See Note 5, Note 8 and Note 9 of Notes to Condensed Consolidated Financial Statements. The FASB issu ed an accounting standard update in February 2016 regarding the accounting and disclosure for leases. Specifically, the update will require entities that lease assets to recognize the assets and liabilities for the rights and obligations created by those leases on the balance sheet, in most instances. The guidance within this accounting standard update is effective for annual and interim periods beginning after December 15, 2018, and should be applied on a modified retrospective basis for the reporting pe riods presented. Early adoption is permitted. The Company has not early adopted and is currently evaluating the potential impact of this guidance and an appropriate implementation strategy. The Company has begun its impact assessment, including taking a n inventory of its outstanding leases globally. While the Company’s evaluation of this guidance is in the early stages, the Company currently expects adoption of this guidance to have an impact on its balance sheet. The FASB issued an accounting standard update in May 2014 regarding the accounting for and disclosure of revenue recognition. Specifically, the update outlined a single comprehensive model for entities to use in accounting for revenue arising from contracts with customers, which will be common to both U.S. GAAP and International Financial Reporting Standards (“IFRS”). The guidance was effective for annual and interim periods beginning after December 15, 2016, and allowed for full retrospective adoption of prior period data or a modified retros pective adoption. Early adoption was not permitted. In August 2015, the FASB issued an accounting standard update to delay the effective date of the new revenue standard by one year, or, in other words, to be effective for annual and interim periods begi nning after December 15, 2017. Entities will be permitted to adopt the new revenue standard early but not before the original effective date. During 2016, the FASB issued a series of accounting standard updates to clarify and expand on the implementation guidance, including principal versus agent considerations, identification of performance obligations, licensing, other technical corrections and adding certain practical expedients. The amendments in these 2016 updates do not change the core principle of the previously issued guidance in May 2014. During 2016, the Company reviewed its historical accounting policies and practices to identify potential differences with the requirements of the new revenue standard, as it relates to the Company’s contracts a nd sales arrangements. As of March 31, 201 7 , the Company has progressed its impact assessment for the implementation of the new revenue recognition guidance, including contract reviews and preliminary considerations for the Company’s future financial repo rting and disclosure requirements. While the impact assessment continues, the Company has not yet selected a method, and, also, has yet to conclude on the impact of the accounting standard update. The Company currently expects its determination will be n ear completion during the first half of 2017. The Company is still assessing the materiality and the potential impact on its earnings, cash flows, and balance sheet, however; the Company does expect its adoption to increase the amount and level of disclos ures concerning the Company’s net sales. |
Business Segments
Business Segments | 3 Months Ended |
Mar. 31, 2017 | |
Segment Reporting Measurement Disclosures [Abstract] | |
Segment Reporting Disclosure [Text Block] | Note 3 – Business Segments The Company’s reportable operating segments are organized by geography as follows: (i) North America, (ii) Europe, Middle East and Africa (“EMEA”), (iii) Asia/Pacific and (iv) South America. Operating earnings, excluding indirect operating expenses, for the Company’s reportable operating segments is comprised of revenues less COGS and SG&A directly related to the resp ective region’s product sales. The indirect ope rating expense s consist of SG&A not directly attributable to the product sales of each respective report able operating segment. Other items not specifically identified with the Company’s reportable operating segments include interest expense, interest income, license f ees from non-co nsolidated affiliates, amortization expense and other income (expense) . The following table presents information about the performance of the Company’s reportable operating segments for the three months ended March 31, 2017 and 2016 : Three Months Ended March 31, 2017 2016 Net sales North America $ 87,341 $ 82,372 EMEA 53,927 47,649 Asia/Pacific 45,150 41,512 South America 8,491 6,544 Total net sales $ 194,909 $ 178,077 Operating earnings, excluding indirect operating expenses North America $ 20,637 $ 18,682 EMEA 9,246 8,109 Asia/Pacific 10,243 11,048 South America 797 (315) Total operating earnings, excluding indirect operating expenses 40,923 37,524 Combination-related expenses (9,075) — Non-operating charges (16,317) (15,909) Amortization expense (1,773) (1,777) Consolidated operating income 13,758 19,838 Other (expense) income, net (105) 102 Interest expense (656) (741) Interest income 523 348 Consolidated income before taxes and equity in net income of associated companies $ 13,520 $ 19,547 Inter-segment revenue s for the three months ended March 31, 2017 an d 2016 were $2.1 million and $1.8 million for North America, $4.8 million and $3.9 million for EMEA, $0.1 million and $0.3 million for Asia/Pacific , respectively, and less than $0.1 million for South America in both periods . However, all inter-segment transactions have been eliminated from each reportable operating segment’s net sales and earnings for all periods prese nted above . |
Restructuring and Related Activ
Restructuring and Related Activities | 3 Months Ended |
Mar. 31, 2017 | |
Restructuring And Related Activities [Abstract] | |
Restructuring And Related Activities Disclosure [TextBlock] | Note 4 – Restructuring and Related Activities In response to weak economic conditions and market declines in many regions, Quaker’s management approved a global restructuring plan in the fourth quarter of 2015 (the “2015 Program”) to reduce its operating costs. The 2015 Program included the re-organization of certain commercial functions, the consolidation of certain distribution, laboratory and administrative offices, and other related severance charges. The 2015 Program included provisions fo r the reduction of total headcount of approximately 65 employees globally. Employee separation benefits varied depending on local regulations within certain foreign countries and included severance and other benefits. The Company substantially completed all of the initiatives under the 2015 Program during 2016, with only minimal settlements and cash payments still to occur during the first half of 2017. At this time the Company does n ot expect to incur material additional restructuring charges or credits under the 2015 Program. Restructuring activity recognized by reportable operating segment in connection with the 2015 Program during the three months ended March 31, 2017 is as follows: North America EMEA Total Accrued restructuring as of December 31, 2016 $ 196 $ 474 $ 670 Cash payments (70) (78) (148) Currency translation adjustments — 8 8 Accrued restructuring as of March 31, 2017 $ 126 $ 404 $ 530 |
Stock-Based Compensation
Stock-Based Compensation | 3 Months Ended |
Mar. 31, 2017 | |
Share Based Compensation [Abstract] | |
Disclosure Of Compensation Related Costs Share Based Payments [Text Block] | Note 5 – Stock-Based Compensation The Company recognized the following stock -based compensation expense in SG&A in its Condensed Consolidated Stateme nts of Income for the three months ended March 31, 2017 and 2016 : Three Months Ended March 31, 2017 2016 Stock options $ 227 $ 201 Nonvested stock awards and restricted stock units 802 848 Employee stock purchase plan 23 23 Non-elective and elective 401(k) matching contribution in stock 64 689 Director stock ownership plan 37 37 Total stock-based compensation expense $ 1,153 $ 1,798 The Company’s estimated taxes payable as of March 31, 2016 were sufficient to fully recognize $0.1 million of excess tax benefits related to stock option exercises a s a cash inflow from financing activities in its Condensed Consoli dated Statement of Cash Flows for the three months ended March 31, 2016 . During the first quarter of 2017, the Company granted stock options under its long- term incentive plan (“ LTIP ”) that are subject only to time vesting over a three-year period. For the purposes of determining the fair value of stock option awards, the Company use d the Black-Scholes option pricing model and the assumptions set forth in the table below: Number of options granted 42,477 Dividend yield 1.49 % Expected volatility 25.52 % Risk-free interest rate 1.67 % Expected term (years) 4.0 The fair value of these stocks options is amortized on a straight-line basis over the vesting period. As of March 31, 2017 , unrecognized compensation expense related to stock options granted was $1.9 million, to be recognized over a weighted average remaining period of 2.3 years. During the first quarter of 2017, the Company granted 13,697 nonvested restricted shares and 1,332 nonvested restricted stock units under its LTIP that are subject only to time vesting, generally over a three-year period. The fair value of these awards is based on the trading price of the Company’s common stock on the date of grant. The Company adjusts the grant date fair value of these awards for expected forfeitures based on historical experien ce. As of March 31, 2017 , unrecognized compensation expense related to the nonvested shares was $3.6 million, to be recognized over a weighted average remaining period of 2.0 years, and unrecognized compensation expense related to n onvested restricted stock units was $0.3 million, to be recognized over a weighted average remaining period of 2.3 years. |
Pension and Postretirement Bene
Pension and Postretirement Benefits | 3 Months Ended |
Mar. 31, 2017 | |
General Discussion Of Pension And Other Postretirement Benefits [Abstract] | |
Pension And Other Postretirement Benefits Disclosure [Text Block] | Note 6 – Pension and Other Postretirement Benefits The components of net periodic benefit cost for the three months ended March 31, 2017 and 2016 are as follows: Three Months Ended March 31, Other Pension Benefits Postretirement Benefits 2017 2016 2017 2016 Service cost $ 918 $ 670 $ 3 $ 4 Interest cost 1,008 1,111 33 39 Expected return on plan assets (1,326) (1,344) — — Actuarial loss amortization 869 808 5 15 Prior service cost amortization (23) (25) — — Net periodic benefit cost $ 1,446 $ 1,220 $ 41 $ 58 Employer Contributions The Company previously disclosed in its financial statements for the year ended December 31, 2016 , that it expected to make minimum cash contributions of $7.8 million to its pension plans and $0.5 million to its other postretirement benefit plan s in 2017 . As of March 31, 2017 , $3.4 million and $0.2 million of contributions have been made to the Company’s pension plans and its postretirement benefit plans, respectively. |
Other Income (Expense)
Other Income (Expense) | 3 Months Ended |
Mar. 31, 2017 | |
Other Income And Expenses [Abstract] | |
Other Income And Other Expense Disclosure [Text Block] | Note 7 – Other (Expense) Income , Net The components of other (expense) income , net for the three months ended March 31, 2017 and 2016 are as follows: Three Months Ended March 31, 2017 2016 Income from third party license fees $ 269 $ 272 Foreign exchange (losses) gains, net (214) 312 Gain on fixed asset disposals, net 15 5 Non-income tax refunds and other related credits 294 21 Pension and postretirement benefit costs, non-service components (566) (604) Other non-operating income 131 124 Other non-operating expense (34) (28) Total other (expense) income, net $ (105) $ 102 |
Income Taxes and Uncertain Tax
Income Taxes and Uncertain Tax Positions | 3 Months Ended |
Mar. 31, 2017 | |
Income Tax Disclosure [Abstract] | |
Income Tax Disclosure [Text Block] | Note 8 – Income Taxes and Uncertain Income Tax Positions The Company’s effective tax rate for the three months ended March 31, 2017 was 50.8% compared t o 32.3% for the three months ended March 31, 2016 . The increase in the first quarter of the 2017 effective tax rate was primarily due to non - deductible costs related to the previously announced Houghton International, Inc. (“Houghton”) combination. As of March 31, 2017 , the Company’s cumulative liab ility for gross unrecognized tax benefits was $6.5 million. As of December 31, 2016 , the Company’s cumulative liability for gross unrecognized tax benefits was $6.2 million. The Company continues to recognize interest and p enalties associated with uncertain tax positions as a component of taxes on income before equity in net income of associated companies in its C ondensed Consolidated Statements of Income. The Comp any recognized a credit of $0.2 million for inte rest and an expense of less than $0.1 million for penalties in its Condensed Consolidated Statement of Income for the three months ended March 31, 2017 , and recognized credits of $0.1 million for interest and less than $0.1 million for penalties in its Condensed Consolidated Statement of Income for the three months ended March 31, 2016 . As of March 31, 2017 , the Company had accrued $0.6 million for cumulative interest and $1.7 million for cumulative penalties in its Condensed Consolidated Balance Sheets , compared to $0.7 million for cumulative interest and $1.6 million for cumulative penalties accrued at December 31, 2016 . During the three months ended March 31, 2017 and 2016 , the Company recognized a decrease of $0.4 million and $0.8 million, respectively, in its cumulative liability for gross unrecognized tax benefits due to the expiration of the applicable statutes of limitations for certain t ax years. The Company estimates that during the year ending December 31, 2017 it will reduce its cumulative liability for gross unrecognized tax benefits by approximately $1.2 to $1.3 million due to the expiration of the statute of limitations with regard to certain tax positions. This estimated reduction in the cumulative liability for unrecognized tax benefits does not consider any increase in liability for unrecognized tax benefits with regard to existing tax positions or any increase in cumulative liability for unrecognized tax benefits with regard to new tax positions for the year ending December 31, 2017 . The Company and its subsidiaries are subject to U.S. Federal income tax, as well as the income tax of various s tate and foreign tax jurisdictions. Tax years that remain subject to examination by major tax jurisdictions include Brazil from 2000, Italy from 2007, the Ne therlands and the United Kingdom from 2011, Spain and China from 2012, the United States from 2013, and various domestic sta te tax jurisdictions from 2007. As previously reported, t he Italian tax authorities have assessed additional tax due from the Company’s subsidiary, Quaker Italia S.r.l., relating to the tax years 2007, 2008, 2009 and 2010. In th e fourth quarter of 2016, the Italian tax authorities assessed Quaker Italia S.r.l. for additional tax due relating to the tax years 2011, 2012, and 2013. The Company has filed for competent authority relief from these assessments under the Mutual Agreeme nt Procedures of the Organization for Economic Co-Operation and Development. As of March 31, 201 7 , the Company believes it has adequate reserves, where merited, for uncertain tax positions with respect to all of these audits. |
Earnings Per Share
Earnings Per Share | 3 Months Ended |
Mar. 31, 2017 | |
Earnings Per Share [Abstract] | |
Earnings Per Share [Text Block] | Note 9 – Earnings Per Share The following table summarizes earnings per share calculations for the three months ended March 31, 2017 and 2016 : Three Months Ended March 31, 2017 2016 Basic earnings per common share Net income attributable to Quaker Chemical Corporation $ 6,992 $ 12,946 Less: income allocated to participating securities (55) (113) Net income available to common shareholders $ 6,937 $ 12,833 Basic weighted average common shares outstanding 13,176,096 13,116,807 Basic earnings per common share $ 0.53 $ 0.98 Diluted earnings per common share Net income attributable to Quaker Chemical Corporation $ 6,992 $ 12,946 Less: income allocated to participating securities (54) (113) Net income available to common shareholders $ 6,938 $ 12,833 Basic weighted average common shares outstanding 13,176,096 13,116,807 Effect of dilutive securities 44,965 12,587 Diluted weighted average common shares outstanding 13,221,061 13,129,394 Diluted earnings per common share $ 0.52 $ 0.98 Certain stock options and restricted stock units are not included in the diluted earnings per share calculation since the effect would have been anti-dilutive . The calculated amount of anti-dilutive shares not included were 3,507 and 11,742 for the three months ended March 31, 2017 and 2016 , respectively. |
Goodwill and Intangible Assets
Goodwill and Intangible Assets | 3 Months Ended |
Mar. 31, 2017 | |
Goodwill And Intangible Assets Disclosure [Abstract] | |
Goodwill And Intangible Assets Disclosure [Text Block] | Note 10 – Goodwill and Other Intangible Assets The Company completes its annual impairment test as of the end of the third quarter of each year, or more frequently if triggering events indicate a possible impairment in one or more of its reporting units. The Company continually evaluates financial performance, economic conditions and other relevant developments in assessing if an interim period impairment test for one or more of its reporting units is necessary. T he Company has recorded no impairment charges in its past. C hanges in the carrying amount of goodwill for the three months ended March 31, 2017 were as follow s : North South America EMEA Asia/Pacific America Total Balance as of December 31, 2016 $ 45,490 $ 18,189 $ 14,566 $ 2,559 $ 80,804 Goodwill additions 44 — — — 44 Currency translation adjustments 161 295 291 88 835 Balance as of March 31, 2017 $ 45,695 $ 18,484 $ 14,857 $ 2,647 $ 81,683 Gross carrying amounts and accumulated amortization for definite-lived intangible assets as of March 31, 2017 and December 31, 2016 were as follows: Gross Carrying Accumulated Amount Amortization 2017 2016 2017 2016 Customer lists and rights to sell $ 71,919 $ 71,454 $ 21,272 $ 20,043 Trademarks, formulations and product technology 31,684 31,436 12,374 11,748 Other 6,059 6,023 5,266 5,151 Total definite-lived intangible assets $ 109,662 $ 108,913 $ 38,912 $ 36,942 The Compan y recorded $1.8 million of amortization expense for both the three months ended March 31, 2017 and 2016 , respectively. Estimated annual aggregate amortization expense for the current year and subsequent five years is as follows: For the year ended December 31, 2017 $ 7,063 For the year ended December 31, 2018 6,829 For the year ended December 31, 2019 6,728 For the year ended December 31, 2020 6,455 For the year ended December 31, 2021 6,092 For the year ended December 31, 2022 5,971 The Company has two indefinite-lived intangible assets totaling $1.1 million for trademarks at March 31, 2017 and December 31, 2016 . |
Debt
Debt | 3 Months Ended |
Mar. 31, 2017 | |
Debt [Abstract] | |
Debt Disclosure [Text Block] | Note 11 – Debt The Company’s primary credit facility is a $300.0 million syndicated multicurrency credit agreement with a group of lenders which matures in June 2018 (“the Credit Facility”) . The maximum amount available under th e Credit F a cility can be increased to $400.0 million at the Company’s option if the lenders agree and the Company satisfies certain conditions. Borrowings under the Credit Facility generally bear interest at a base rate or LIBOR rate plus a margin. Access to the Credit F acil ity is dependent on meeting certain financial and other covenants, but primarily depends on the Company’s consolidated leverage ratio calculation, which cannot exceed 3.50 to 1. As of March 31, 2017 and December 31, 2016 , the Company’s consolidated leverage ratio was below 1. 0 to 1, and the Company was also in compl iance with all of its other covenants. A s of both March 31, 2017 and December 31, 2016 , the Company had total credit facility borrowings of $47.9 million , primarily under the Credit F acility. The Company’s other debt obligations were primarily industrial development bonds and municipality-related loans as of March 31, 2017 and December 31, 2016 . |
Equity and Noncontrolling Inter
Equity and Noncontrolling Interest | 3 Months Ended |
Mar. 31, 2017 | |
Stockholders Equity [Abstract] | |
Stockholders Equity Note Disclosure [Text Block] | Note 12 – Equity In May 2015, the Company’s Board of Directors authorized a share repurchase program for the repurchase of up to $100.0 million of Quaker Chemical Corporation common stock (the “2015 Share Repurchase Program”). The 2015 Share Repurchase Program has no expiration date. The 2015 Share Repurchase Program provides a framework of conditions under which management can repurchase shares of the Company’s common stock. These purchases may be made in the open market or in private and negotiated transactions and will be in accordance with applicable laws, rules and regulations. In connection with the 2015 Share Repurchase Program, the Compan y acquired 83,879 shares of common stock for $ 5.9 million during the three months ended March 31, 2016 . There were no share repurchases under the 2015 Share Repurchase Program during the three months ended March 31, 2017. The Company has elected not to hold treasury shares, and, therefore, has retired the shares as they are repurchased. It is the Company’s accounting policy to record the excess paid over par value as a reduction in retained earnings for all shares repurchased . The following table s present the changes in equity , net of tax, for the three months ended March 31, 2017 and 2016 : Accumulated Capital in Other Common Excess of Retained Comprehensive Noncontrolling Stock Par Value Earnings Loss Interest Total Balance at December 31, 2016 $ 13,278 $ 112,475 $ 364,414 $ (87,407) $ 9,846 $ 412,606 Net income — — 6,992 — 622 7,614 Amounts reported in other comprehensive income — — — 5,446 520 5,966 Dividends ($0.345 per share) — — (4,587) — — (4,587) Share issuance and equity-based compensation plans 13 363 — — — 376 Balance at March 31, 2017 $ 13,291 $ 112,838 $ 366,819 $ (81,961) $ 10,988 $ 421,975 Balance at December 31, 2015 $ 13,288 $ 106,333 $ 326,740 $ (73,316) $ 8,198 $ 381,243 Net income — — 12,946 — 398 13,344 Amounts reported in other comprehensive income — — — 5,314 62 5,376 Repurchases of common stock (84) — (5,775) — — (5,859) Dividends ($0.32 per share) — — (4,227) — — (4,227) Share issuance and equity-based compensation plans 32 1,513 — — — 1,545 Excess tax benefit from stock option exercises — 104 — — — 104 Balance at March 31, 2016 $ 13,236 $ 107,950 $ 329,684 $ (68,002) $ 8,658 $ 391,526 The following tables show the reclassifications from and resulting balances of accumulated other comprehensive loss (“AOCI”) for the three months ended March 31, 2017 and 2016 : Unrealized Currency Defined Gain (Loss) in Translation Benefit Available-for- Adjustments Pension Plans Sale Securities Total Balance at December 31, 2016 $ (52,255) $ (36,168) $ 1,016 $ (87,407) Other comprehensive income (loss) before reclassifications 4,928 (341) 665 5,252 Amounts reclassified from AOCI — 850 (360) 490 Current period other comprehensive income 4,928 509 305 5,742 Related tax amounts — (191) (105) (296) Net current period other comprehensive income 4,928 318 200 5,446 Balance at March 31, 2017 $ (47,327) $ (35,850) $ 1,216 $ (81,961) Balance at December 31, 2015 $ (38,544) $ (35,251) $ 479 $ (73,316) Other comprehensive income (loss) before reclassifications 4,671 (477) 192 4,386 Amounts reclassified from AOCI — 798 498 1,296 Current period other comprehensive income 4,671 321 690 5,682 Related tax amounts — (134) (234) (368) Net current period other comprehensive income 4,671 187 456 5,314 Balance at March 31, 2016 $ (33,873) $ (35,064) $ 935 $ (68,002) Approximately 75 % and 25 % of the amounts reclassified from accumulated other comprehensive loss to the Condensed Consolidated Statement s of Income for defined benefit retirement plans during the three months ended March 31, 2017 and 2016 were recorded in SG&A and COGS , respectively. See Note 6 of Notes to Condensed Consolidated Financial Statements for further information. All reclassifications related to unrealized gain (loss) in available-for-sale securiti es relate to the Company’s equity interest in a captive insurance company and are recorded in equity in net income of associated companies. The amounts reported in other comprehensive income for non-controlling interest are related to currency translation adjustments. |
Business Acquisitions
Business Acquisitions | 3 Months Ended |
Mar. 31, 2017 | |
Business Combinations [Abstract] | |
Business Combination Disclosure [Text Block] | Note 13 – Business Acquisitions In November 2016, the Company acquired Lubricor Inc. and its affiliated entities (“Lubricor”), a metalworking fluids manufacturer headquartered in Waterloo, Ontario for its North America reportable operating segment for 1 6.0 million CAD, or approximately $1 2.0 million. In May 2016, the Company acquired a business that is associated with dust control products for the mining industry for its North America reportable operating segment for $ 1 .9 million. During the first q uarter of 2017, the Company identified and recorded an adjustment to the allocation of the purchase price for the Lubricor acquisition. The adjustment was the result of finalizing a post-closing settlement based on the Company’s assessment of additional i nformation related to assets acquired and liabilities assumed. As of March 31, 2017, the allocation of the purchase price for the 2016 acquisitions have not been finalized and the one-year measurement periods have not ended. Further adjustments may be ne cessary as a result of the Company’s on-going assessment of additional information related to the fair value of assets acquired and liabilities assumed. The following table presents the current allocations of the purchase prices of the assets acquired an d liabilities assumed in all of the Company’s acquisitions in 2016: 2016 Acquisitions Current assets (includes cash acquired) $ 3,443 Property, plant and equipment 2,574 Intangibles Customer lists and rights to sell 5,041 Trademarks, formulations and product technology 2,543 Other intangibles 127 Goodwill 3,355 Total assets purchased 17,083 Current liabilities (1,198) Other long-term liabilities (2,019) Total liabilities assumed (3,217) Gross cash paid for acquisition $ 13,866 Less: cash acquired 105 Net cash paid for acquisition $ 13,761 In July 2015, the Company acquired Verkol, S.A.U., a leading specialty grease and other lubricants manufacturer based in northern Spain, included in its EMEA reportable operating segment, for 37.7 million EUR, or approximately $41.4 million. This included a post-closing adjustment of 1.3 million EUR, or approximately $1.4 million that was accrued as of December 31, 2015 and paid during the first quarter of 2016. The purchase included cash acquired of 14.1 million EUR, or approximately $15.4 millio n, and assumed long-term debt of 2.2 million EUR, or approximately $2.4 million. The results of operations of the acquired businesses and assets are included in the Condensed Consolidated Statements of Income from their respective acquisition dates. Trans action expenses associated with these acquisitions are included in SG&A in the Company’s Condensed Consolidated Statements of Income. Certain pro forma and other information are not presented, as the operations of the acquired businesses are not material to the overall operations of the Company for the periods presented. |
Fair Value Measurements
Fair Value Measurements | 3 Months Ended |
Mar. 31, 2017 | |
Fair Value Disclosures [Abstract] | |
Fair Value Disclosures [Text Block] | Note 14 – Fair Value Measurements The Company has valued its company-owned life insurance policies at fair value. These assets are subject to fair value measurement as follows: Fair Value Measurements at March 31, 2017 Total Using Fair Value Hierarchy Assets Fair Value Level 1 Level 2 Level 3 Company-owned life insurance $ 1,454 $ — $ 1,454 $ — Total $ 1,454 $ — $ 1,454 $ — Fair Value Measurements at December 31, 2016 Total Using Fair Value Hierarchy Assets Fair Value Level 1 Level 2 Level 3 Company-owned life insurance $ 1,410 $ — $ 1,410 $ — Total $ 1,410 $ — $ 1,410 $ — The fair values of Company-owned life insurance assets are based on quotes for like instruments with similar credit ratings and terms. The Company did not hold any Level 3 investments as of March 31, 2017 or December 31, 2016 , respectively, so related disclosures have not been included. |
Commitments and Contingencies
Commitments and Contingencies | 3 Months Ended |
Mar. 31, 2017 | |
Commitments And Contingencies Disclosure [Abstract] | |
Commitments And Contingencies Disclosure [Text Block] | Note 15 – Commitments and Contingencies The Company previously disclosed in its Annual Report filed on Form 10-K for the year ended December 31, 2016 that AC Products, Inc. (“ACP”), a wholly owned subsidiary, has been operating a groundwater treatment system to hydraulically contain groundwater contamination emanating from ACP’s site, the principal contaminant of wh ich is perchloroethylene (“PERC”). As of March 31, 2017, ACP believes it is close to meeting the conditions for closure of the groundwater treatment system, but continues to operate this system while in discussions with the relevant authorities. As of March 31, 2017 , the Company believes that the range of potential-known liabilities associated with the balance of the ACP water remediation program is approximately $0.1 million to $1.0 million. The low and high ends of the range are based on the length of operation of the treatment system as determined by groundwater modeling. Costs of operation include the operation and maintenance of the extraction well, groundwater monitoring and program management. The Company previously disclos ed in its Annual Report filed on Form 10-K for the year ended December 31, 2016 that an inactive subsidiary of the Company that was acquired in 1978 sold certain products containing asbestos, primarily on an installed basis, and is among the defendants in numerous lawsuits alleging injury due to exposure to asbestos. During the three months ended March 31, 2017, there have been no significant changes to the facts or circumstances of this matter previously disclosed, aside from on-going claims and routine p ayments associated with this litigation. Based on a continued analysis of the existing and anticipated future claims against this subsidiary, it is currently projected that the subsidiary’s total liability over the next 50 years for these claims is approx imately $2.2 million (excluding costs of defense). The Company believes, although there can be no assurance regarding the outcome of other unrelated environmental matters, that it has made adequate accruals for costs associated with other environmental pro blems of which it is aware. A pproximately $0.2 million were accrued at March 31, 2017 and December 31, 2016 , respectively, to provide for such anticipated future environmental assessments and remediation costs. The Company is p arty to other litigation which management currently believes will not have a material adverse effect on the Company’s results of operations, cash flows or financial condition. |
Subsequent Events
Subsequent Events | 3 Months Ended |
Mar. 31, 2017 | |
Subsequent Events [Abstract] | |
Subsequent Events [Text Block] | Note 16 – Subsequent Event On April 4, 2017, Quaker entered into a share purchase agreement with Gulf Houghton Lubricants, Ltd. to purchase the entire issued and outstanding share capital of Houghton (“the Combination”). The shares will be bought for aggregate purchase consideration consisting of: (i) $172.5 million in cash; (ii) a number of shares of common stock, $1.00 par value per share, of the Company comprising 24.5% of the common stock outstanding upon the closing of the Combination; and (iii) t he Company’s assumption of Houghton’s net indebtedness as of the closing of the Combination, which is estimated to be approximately $690 million. The total purchase consideration reflects an enterprise value for Houghton of approximately $1.42 billion. T he Company has secured approximately $1.15 billion in commitments from Bank of America Merrill Lynch and Deutsche Bank to fund the Combination and provide additional liquidity. The Company expects to replace these commitments with a syndicated bank agreem ent with customary terms and conditions during the second quarter of 2017. In addition, the issuance of the Company’s shares at closing of the Combination is subject to approval by Quaker’s shareholders under the rules of the New York Stock Exchange. The Company expects to seek such approval of the share issuance at a meeting of the Company’s shareholders in the near future. Also, the Combination is subject to regulatory approval in the United States, Europe and certain countries in Asia/Pacific. Depend ing on shareholder and regulatory approval noted above, as well as other customary terms and conditions set forth in the share purchase agreement, Quaker currently estimates closing of the Combination to occur either in the fourth quarter of 2017 or the fi rst quarter of 2018. During the first three months of 2017, the Company incurred $9.1 million, or $0.69 per diluted share, of certain legal, regulatory, environmental, financial, and other advisory and consultant costs related to the Combination. At March 31, 2017 and December 31, 2016 , the Company had liabilities related to the Combination of $8.9 million and $0.5 million, respectively, primarily recorded within other current liabilities on its Condensed Consolidated Balance Sheets. |
Accounting Policies (Policies)
Accounting Policies (Policies) | 3 Months Ended |
Mar. 31, 2017 | |
Organization Consolidation And Presentation Of Financial Statements [Abstract] | |
Basis Of Accounting Policy [Policy Text Block] | The condensed consolidated financial statements included herein are unaudited and have been prepared in accordance with generally accepted accounting principles in the United States (“U.S. GAAP”) for interim financial reporting and the United States Securities and Exchange Commission (“SEC”) regulations. Certai n information and footnote disclosures normally included in financial statements prepared in accordance with U.S. GAAP have been condensed or omitted pursuant to such rules and regulations. In the opinion of management, the financial statements reflect al l adjustments (consisting only of normal recurring adjustments, except certain material adjustments, as discussed below) which are necessary for a fair statement of the financial position, results of operations and cash flows for the interim periods. The results for the three months ended March 31, 2017 are not necessarily indicative of the results to be expected for the full year. These financial statements should be read in conjunction with the Company’s Annual Report filed on Form 10-K for the yea r ended December 31, 2016 . |
Revenue Recognition Accounting Policy, Gross and Net Revenue Disclosure [Policy Text Block] | As part of the Company’s chemical management services, certain third-party product sales to customers are managed by the Company. Where the Company acts as a principal, revenue is recognized on a gross reporting basis at the selling price negotiated with customers. Where the Company acts as an agent, such revenue is recorded using net reporting of service revenue , at the amount of the administrative fee earned by the Company for ordering the goods. |
Goodwill And Intangible Assets, Goodwill, Policy [Policy Text Block] | The Company completes its annual impairment test as of the end of the third quarter of each year, or more frequently if triggering events indicate a possible impairment in one or more of its reporting units. The Company continually evaluates financial performance, economic conditions and other relevant developments in assessing if an interim period impairment test for one or more of its reporting units is necessary. |
Business Segments (Tables)
Business Segments (Tables) | 3 Months Ended |
Mar. 31, 2017 | |
Segment Reporting Measurement Disclosures [Abstract] | |
Schedule of Segment Reporting Information, by Segment [Table Text Block] | Three Months Ended March 31, 2017 2016 Net sales North America $ 87,341 $ 82,372 EMEA 53,927 47,649 Asia/Pacific 45,150 41,512 South America 8,491 6,544 Total net sales $ 194,909 $ 178,077 Operating earnings, excluding indirect operating expenses North America $ 20,637 $ 18,682 EMEA 9,246 8,109 Asia/Pacific 10,243 11,048 South America 797 (315) Total operating earnings, excluding indirect operating expenses 40,923 37,524 Combination-related expenses (9,075) — Non-operating charges (16,317) (15,909) Amortization expense (1,773) (1,777) Consolidated operating income 13,758 19,838 Other (expense) income, net (105) 102 Interest expense (656) (741) Interest income 523 348 Consolidated income before taxes and equity in net income of associated companies $ 13,520 $ 19,547 |
Restructuring Activities (Table
Restructuring Activities (Tables) | 3 Months Ended |
Mar. 31, 2017 | |
Restructuring And Related Activities [Abstract] | |
Restructuring and Related Costs [Table Text Block] | North America EMEA Total Accrued restructuring as of December 31, 2016 $ 196 $ 474 $ 670 Cash payments (70) (78) (148) Currency translation adjustments — 8 8 Accrued restructuring as of March 31, 2017 $ 126 $ 404 $ 530 |
Stock Based Compensation (Table
Stock Based Compensation (Tables) | 3 Months Ended |
Mar. 31, 2017 | |
Share Based Compensation [Abstract] | |
Schedule of Compensation Cost for Share-based Payment Arrangements, Allocation of Share-based Compensation Costs by Plan [Table Text Block] | Three Months Ended March 31, 2017 2016 Stock options $ 227 $ 201 Nonvested stock awards and restricted stock units 802 848 Employee stock purchase plan 23 23 Non-elective and elective 401(k) matching contribution in stock 64 689 Director stock ownership plan 37 37 Total stock-based compensation expense $ 1,153 $ 1,798 |
Schedule of Share-based Payment Award, Stock Options, Valuation Assumptions [Table Text Block] | Number of options granted 42,477 Dividend yield 1.49 % Expected volatility 25.52 % Risk-free interest rate 1.67 % Expected term (years) 4.0 |
Pension and Postretirement Be27
Pension and Postretirement Benefits (Tables) | 3 Months Ended |
Mar. 31, 2017 | |
General Discussion Of Pension And Other Postretirement Benefits [Abstract] | |
Schedule of Defined Benefit Plans Disclosures [Table Text Block] | Three Months Ended March 31, Other Pension Benefits Postretirement Benefits 2017 2016 2017 2016 Service cost $ 918 $ 670 $ 3 $ 4 Interest cost 1,008 1,111 33 39 Expected return on plan assets (1,326) (1,344) — — Actuarial loss amortization 869 808 5 15 Prior service cost amortization (23) (25) — — Net periodic benefit cost $ 1,446 $ 1,220 $ 41 $ 58 |
Other Income (Expense) (Tables)
Other Income (Expense) (Tables) | 3 Months Ended |
Mar. 31, 2017 | |
Other Income And Expenses [Abstract] | |
Schedule Of Other Nonoperating Income (Expense) [Table Text Block] | Three Months Ended March 31, 2017 2016 Income from third party license fees $ 269 $ 272 Foreign exchange (losses) gains, net (214) 312 Gain on fixed asset disposals, net 15 5 Non-income tax refunds and other related credits 294 21 Pension and postretirement benefit costs, non-service components (566) (604) Other non-operating income 131 124 Other non-operating expense (34) (28) Total other (expense) income, net $ (105) $ 102 |
Earnings Per Share (Tables)
Earnings Per Share (Tables) | 3 Months Ended |
Mar. 31, 2017 | |
Earnings Per Share [Abstract] | |
Schedule of Earnings Per Share, Basic and Diluted [Table Text Block] | Three Months Ended March 31, 2017 2016 Basic earnings per common share Net income attributable to Quaker Chemical Corporation $ 6,992 $ 12,946 Less: income allocated to participating securities (55) (113) Net income available to common shareholders $ 6,937 $ 12,833 Basic weighted average common shares outstanding 13,176,096 13,116,807 Basic earnings per common share $ 0.53 $ 0.98 Diluted earnings per common share Net income attributable to Quaker Chemical Corporation $ 6,992 $ 12,946 Less: income allocated to participating securities (54) (113) Net income available to common shareholders $ 6,938 $ 12,833 Basic weighted average common shares outstanding 13,176,096 13,116,807 Effect of dilutive securities 44,965 12,587 Diluted weighted average common shares outstanding 13,221,061 13,129,394 Diluted earnings per common share $ 0.52 $ 0.98 |
Goodwill and Intangible Assets
Goodwill and Intangible Assets (Tables) | 3 Months Ended |
Mar. 31, 2017 | |
Goodwill And Intangible Assets Disclosure [Abstract] | |
Schedule of Goodwill [Table Text Block] | North South America EMEA Asia/Pacific America Total Balance as of December 31, 2016 $ 45,490 $ 18,189 $ 14,566 $ 2,559 $ 80,804 Goodwill additions 44 — — — 44 Currency translation adjustments 161 295 291 88 835 Balance as of March 31, 2017 $ 45,695 $ 18,484 $ 14,857 $ 2,647 $ 81,683 |
Schedule Of Finite Lived Intangible Assets [Table Text Block] | Gross Carrying Accumulated Amount Amortization 2017 2016 2017 2016 Customer lists and rights to sell $ 71,919 $ 71,454 $ 21,272 $ 20,043 Trademarks, formulations and product technology 31,684 31,436 12,374 11,748 Other 6,059 6,023 5,266 5,151 Total definite-lived intangible assets $ 109,662 $ 108,913 $ 38,912 $ 36,942 |
Schedule of Finite Lived Intangible Assets Future Amortization Expense [TableText Block] | For the year ended December 31, 2017 $ 7,063 For the year ended December 31, 2018 6,829 For the year ended December 31, 2019 6,728 For the year ended December 31, 2020 6,455 For the year ended December 31, 2021 6,092 For the year ended December 31, 2022 5,971 |
Equity and Noncontrolling Int31
Equity and Noncontrolling Interest (Tables) | 3 Months Ended |
Mar. 31, 2017 | |
Stockholders Equity [Abstract] | |
Schedule of Stockholders Equity [Table Text Block] | Accumulated Capital in Other Common Excess of Retained Comprehensive Noncontrolling Stock Par Value Earnings Loss Interest Total Balance at December 31, 2016 $ 13,278 $ 112,475 $ 364,414 $ (87,407) $ 9,846 $ 412,606 Net income — — 6,992 — 622 7,614 Amounts reported in other comprehensive income — — — 5,446 520 5,966 Dividends ($0.345 per share) — — (4,587) — — (4,587) Share issuance and equity-based compensation plans 13 363 — — — 376 Balance at March 31, 2017 $ 13,291 $ 112,838 $ 366,819 $ (81,961) $ 10,988 $ 421,975 Balance at December 31, 2015 $ 13,288 $ 106,333 $ 326,740 $ (73,316) $ 8,198 $ 381,243 Net income — — 12,946 — 398 13,344 Amounts reported in other comprehensive income — — — 5,314 62 5,376 Repurchases of common stock (84) — (5,775) — — (5,859) Dividends ($0.32 per share) — — (4,227) — — (4,227) Share issuance and equity-based compensation plans 32 1,513 — — — 1,545 Excess tax benefit from stock option exercises — 104 — — — 104 Balance at March 31, 2016 $ 13,236 $ 107,950 $ 329,684 $ (68,002) $ 8,658 $ 391,526 |
Schedule of Accumulated Other Comprehensive Income (Loss) [Table Text Block] | Unrealized Currency Defined Gain (Loss) in Translation Benefit Available-for- Adjustments Pension Plans Sale Securities Total Balance at December 31, 2016 $ (52,255) $ (36,168) $ 1,016 $ (87,407) Other comprehensive income (loss) before reclassifications 4,928 (341) 665 5,252 Amounts reclassified from AOCI — 850 (360) 490 Current period other comprehensive income 4,928 509 305 5,742 Related tax amounts — (191) (105) (296) Net current period other comprehensive income 4,928 318 200 5,446 Balance at March 31, 2017 $ (47,327) $ (35,850) $ 1,216 $ (81,961) Balance at December 31, 2015 $ (38,544) $ (35,251) $ 479 $ (73,316) Other comprehensive income (loss) before reclassifications 4,671 (477) 192 4,386 Amounts reclassified from AOCI — 798 498 1,296 Current period other comprehensive income 4,671 321 690 5,682 Related tax amounts — (134) (234) (368) Net current period other comprehensive income 4,671 187 456 5,314 Balance at March 31, 2016 $ (33,873) $ (35,064) $ 935 $ (68,002) |
Business Acquisitions (Tables)
Business Acquisitions (Tables) | 3 Months Ended |
Mar. 31, 2017 | |
Business Combinations [Abstract] | |
Schedule of Business Acquisitions, by Acquisition [Table Text Block] | 2016 Acquisitions Current assets (includes cash acquired) $ 3,443 Property, plant and equipment 2,574 Intangibles Customer lists and rights to sell 5,041 Trademarks, formulations and product technology 2,543 Other intangibles 127 Goodwill 3,355 Total assets purchased 17,083 Current liabilities (1,198) Other long-term liabilities (2,019) Total liabilities assumed (3,217) Gross cash paid for acquisition $ 13,866 Less: cash acquired 105 Net cash paid for acquisition $ 13,761 |
Fair Value Measurements (Tables
Fair Value Measurements (Tables) | 3 Months Ended |
Mar. 31, 2017 | |
Fair Value Disclosures [Abstract] | |
Fair Value, Assets Measured on Recurring Basis [Table Text Block] | Fair Value Measurements at March 31, 2017 Total Using Fair Value Hierarchy Assets Fair Value Level 1 Level 2 Level 3 Company-owned life insurance $ 1,454 $ — $ 1,454 $ — Total $ 1,454 $ — $ 1,454 $ — Fair Value Measurements at December 31, 2016 Total Using Fair Value Hierarchy Assets Fair Value Level 1 Level 2 Level 3 Company-owned life insurance $ 1,410 $ — $ 1,410 $ — Total $ 1,410 $ — $ 1,410 $ — |
Condensed Financial Informati34
Condensed Financial Information (Details) - USD ($) $ / shares in Units, $ in Thousands | 3 Months Ended | ||
Mar. 31, 2017 | Mar. 31, 2016 | Dec. 31, 2016 | |
Schedule of Equity Method Investments [Line Items] | |||
Equity Method Investment | $ 24,063 | $ 22,817 | |
Revenue Recognized Under Net Reporting Arrangements | 10,400 | $ 11,100 | |
Kelko (Venezuela) [Member] | |||
Schedule of Equity Method Investments [Line Items] | |||
Effect Of Currency Conversion, Amount | $ 100 | ||
Effect Of Currency Conversion, Per Diluted Share | $ 0.01 | ||
Equity Method Investment | $ 300 |
Condensed Financial Informati35
Condensed Financial Information - Foreign currency (Details) - VEF / $ | Mar. 31, 2017 | Mar. 31, 2016 |
DIPRO [Member] | ||
Schedule of Foreign Currency [Line Items] | ||
Venezuela Currency exchange rate | 10 | |
DICOM [Member] | ||
Schedule of Foreign Currency [Line Items] | ||
Venezuela Currency exchange rate | 709 |
Recently Issued Accounting St36
Recently Issued Accounting Standards - Narrative (Details) | 3 Months Ended |
Mar. 31, 2017 | |
Accounting Standards Update 2017 07 [Member] | |
New Accounting Pronouncements Or Change In Accounting Principle [Line Items] | |
New Accounting Pronouncement Or Change In Accounting Principle Description Of Prior period Information Retrospectively Adjusted | The Financial Accounting Standards Board ("FASB") issued an accounting standard update in March 2017, to improve the presentation of net periodic pension and postretirement benefit cost. Defined benefit pension and postretirement benefit costs “(net benefit cost”) comprise several components that reflect different aspects of an employer’s financial arrangements as well as the cost of benefits provided to employees. This accounting standard update requires that an employer disaggregate the service cost component from the other components of net benefit cost, provides explicit guidance on how to present the service cost component and the other components of net benefit cost in the income statement and allows only the service cost component of net benefit cost to be eligible for capitalization. The guidance within this accounting standard update should be applied retrospectively for the presentation of the service cost component and the other components of net periodic benefit cost in the income statement and prospectively for the capitalization of the service cost component of net periodic benefit in assets. This accounting standard update is effective for annual periods beginning after December 15, 2017, including interim periods within those annual periods. Early adoption is permitted as of the beginning of an annual period for which financial statements (interim or annual) have not been issued or made available for issuance. The Company’s non-service cost components of net periodic benefit cost during the three months ended March 31, 2016 were $0.6 million. During the first quarter of 2017, the Company elected to early adopt the guidance within this accounting standard update which resulted in a reclassification to the Company’s Condensed Consolidated Statement of Income for the three months ended March 31, 2016, as previously reported cost of goods sold (“COGS”) were reduced by $0.1 million and selling, general and administrative expenses (“SG&A”) were reduced by $0.5 million, with a corresponding $0.6 million reduction to other income. |
Business Segments (Details)
Business Segments (Details) - USD ($) $ in Thousands | 3 Months Ended | |
Mar. 31, 2017 | Mar. 31, 2016 | |
Segment Reporting Information [Line Items] | ||
Net Sales | $ 194,909 | $ 178,077 |
Operating Earnings, Excluding Indirect Operating Expenses | 40,923 | 37,524 |
Reconciliation from Segment Totals to Consolidated [Abstract] | ||
Combination-related expenses | (9,075) | 0 |
Indirect Operating Expenses | (16,317) | (15,909) |
Amortization | (1,773) | (1,777) |
Operating income | 13,758 | 19,838 |
Other (expense) income, net | (105) | 102 |
Interest Expense | (656) | (741) |
Interest Income | 523 | 348 |
Income Before Taxes and Equity in Net Income of Associated Companies | 13,520 | 19,547 |
North America [Member] | ||
Segment Reporting Information [Line Items] | ||
Net Sales | 87,341 | 82,372 |
Operating Earnings, Excluding Indirect Operating Expenses | 20,637 | 18,682 |
North America [Member] | Intersegment Sales Elimination [Member] | ||
Segment Reporting Information [Line Items] | ||
Net Sales | 2,100 | 1,800 |
EMEA [Member] | ||
Segment Reporting Information [Line Items] | ||
Net Sales | 53,927 | 47,649 |
Operating Earnings, Excluding Indirect Operating Expenses | 9,246 | 8,109 |
EMEA [Member] | Intersegment Sales Elimination [Member] | ||
Segment Reporting Information [Line Items] | ||
Net Sales | 4,800 | 3,900 |
Asia Pacific [Member] | ||
Segment Reporting Information [Line Items] | ||
Net Sales | 45,150 | 41,512 |
Operating Earnings, Excluding Indirect Operating Expenses | 10,243 | 11,048 |
Asia Pacific [Member] | Intersegment Sales Elimination [Member] | ||
Segment Reporting Information [Line Items] | ||
Net Sales | 100 | 300 |
South America [Member] | ||
Segment Reporting Information [Line Items] | ||
Net Sales | 8,491 | 6,544 |
Operating Earnings, Excluding Indirect Operating Expenses | 797 | (315) |
South America [Member] | Intersegment Sales Elimination [Member] | ||
Segment Reporting Information [Line Items] | ||
Net Sales | $ 100 | $ 100 |
Restructuring Activities (Detai
Restructuring Activities (Details) $ in Thousands | 3 Months Ended |
Mar. 31, 2017USD ($) | |
Restructuring Reserve [Roll Forward] | |
Accrued Restructuring, Beginning Balance | $ 670 |
Cash Payments | (148) |
Currency Translation Adjustments | 8 |
Accrued Restructuring, Ending Balance | 530 |
North America [Member] | |
Restructuring Reserve [Roll Forward] | |
Accrued Restructuring, Beginning Balance | 196 |
Cash Payments | (70) |
Currency Translation Adjustments | 0 |
Accrued Restructuring, Ending Balance | 126 |
EMEA [Member] | |
Restructuring Reserve [Roll Forward] | |
Accrued Restructuring, Beginning Balance | 474 |
Cash Payments | (78) |
Currency Translation Adjustments | 8 |
Accrued Restructuring, Ending Balance | $ 404 |
Stock Based Compensation - Expe
Stock Based Compensation - Expense Table (Details) - USD ($) $ in Thousands | 3 Months Ended | |
Mar. 31, 2017 | Mar. 31, 2016 | |
Employee Service Share-based Compensation, Allocation of Recognized Period Costs [Line Items] | ||
Allocated Share-based Compensation Expense | $ 1,153 | $ 1,798 |
Stock Options Compensation Expense [Member] | ||
Employee Service Share-based Compensation, Allocation of Recognized Period Costs [Line Items] | ||
Allocated Share-based Compensation Expense | 227 | 201 |
Nonvested Stock Awards and Restricted Stock Unit Compensation Expense [Member] | ||
Employee Service Share-based Compensation, Allocation of Recognized Period Costs [Line Items] | ||
Allocated Share-based Compensation Expense | 802 | 848 |
Employee Stock Purchase Plan Compensation Expense [Member] | ||
Employee Service Share-based Compensation, Allocation of Recognized Period Costs [Line Items] | ||
Allocated Share-based Compensation Expense | 23 | 23 |
401 (k) Matching Stock Contribution Plan Compensation Expense [Member] | ||
Employee Service Share-based Compensation, Allocation of Recognized Period Costs [Line Items] | ||
Allocated Share-based Compensation Expense | 64 | 689 |
Directors Stock Ownership Plan Compensation Expense [Member] | ||
Employee Service Share-based Compensation, Allocation of Recognized Period Costs [Line Items] | ||
Allocated Share-based Compensation Expense | $ 37 | $ 37 |
Stock Based Compensation - Narr
Stock Based Compensation - Narrative (Details) - USD ($) $ in Thousands | 3 Months Ended | |
Mar. 31, 2017 | Mar. 31, 2016 | |
Share Based Compensation [Abstract] | ||
Option Award Vesting Period | 3 years | |
Share Based Compensation [Line Items] | ||
Share-based Compensation Expense in Period, Stock Option Awards | $ 1,153 | $ 1,798 |
Stock Options [Member] | ||
Share Based Compensation [Line Items] | ||
Unrecognized Share-Based Compensation Expense, Stock Option Awards | $ 1,900 | |
Weighted Average Remaining Life, Nonvested Stock Awards | 2 years 4 months | |
Restricted Stock LTIP Plan [Member] | ||
Share Based Compensation [Line Items] | ||
Unrecognized Share-based Compensation Expense, Nonvested Stock Award | $ 3,600 | |
Weighted Average Remaining Life, Nonvested Stock Awards | 2 years | |
Share-based Compensation Arrangement by Share-based Payment Award, Equity Instruments Other than Options, Grants in Period | 13,697 | |
Restricted Stock Units (RSUs) LTIP Plan [Member] | ||
Share Based Compensation [Line Items] | ||
Unrecognized Share-based Compensation Expense, Nonvested Stock Award | $ 300 | |
Weighted Average Remaining Life, Nonvested Stock Awards | 2 years 4 months | |
Share-based Compensation Arrangement by Share-based Payment Award, Equity Instruments Other than Options, Grants in Period | 1,332 |
Stock Based Compensation - Exce
Stock Based Compensation - Excess Tax Benefit (Details) - USD ($) $ in Thousands | 3 Months Ended | |
Mar. 31, 2017 | Mar. 31, 2016 | |
Share Based Compensation [Abstract] | ||
Excess Tax Benefit From Stock Option Exercises | $ 0 | $ 104 |
Excess tax benefit related to stock option exercises, cash flow | $ 0 | $ 104 |
Stock Based Compensation - Opti
Stock Based Compensation - Options Grant (Details) | 3 Months Ended |
Mar. 31, 2017shares | |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |
Options Granted | 42,477 |
Dividend Yield | 1.49% |
Expected Volatility | 25.52% |
Risk-free Interest Rate | 1.67% |
Expected Term (Years) | 4 years |
Pension and Postretirement Be43
Pension and Postretirement Benefits (Details) - USD ($) $ in Thousands | 3 Months Ended | |
Mar. 31, 2017 | Mar. 31, 2016 | |
Pension Plans, Defined Benefit [Member] | ||
Defined Benefit Plan Disclosure [Line Items] | ||
Defined Benefit Plan, Service Cost | $ 918 | $ 670 |
Defined Benefit Plan, Interest Cost | 1,008 | 1,111 |
Defined Benefit Plan, Expected Return on Plan Assets | (1,326) | (1,344) |
Defined Benefit Plan, Amortization of Losses | 869 | 808 |
Defined Benefit Plan, Amortization of Prior Service Cost | (23) | (25) |
Defined Benefit Plan, Net Periodic Benefit Cost | 1,446 | 1,220 |
Defined Benefit Plan, Estimated Future Employer Contributions in Current Fiscal Year | 7,800 | |
Defined Benefit Plan, Contributions by Employer | 3,400 | |
Other Postretirement Benefit Plans, Defined Benefit [Member] | ||
Defined Benefit Plan Disclosure [Line Items] | ||
Defined Benefit Plan, Service Cost | 3 | 4 |
Defined Benefit Plan, Interest Cost | 33 | 39 |
Defined Benefit Plan, Expected Return on Plan Assets | 0 | 0 |
Defined Benefit Plan, Amortization of Losses | 5 | 15 |
Defined Benefit Plan, Amortization of Prior Service Cost | 0 | 0 |
Defined Benefit Plan, Net Periodic Benefit Cost | 41 | $ 58 |
Defined Benefit Plan, Estimated Future Employer Contributions in Current Fiscal Year | 500 | |
Defined Benefit Plan, Contributions by Employer | $ 200 |
Other Income (Expense) - (Detai
Other Income (Expense) - (Details) - USD ($) $ in Thousands | 3 Months Ended | |
Mar. 31, 2017 | Mar. 31, 2016 | |
Other Income And Expenses [Abstract] | ||
Income From Third Party License Fees | $ 269 | $ 272 |
Foreign Exchange (Losses) Gains, Net | (214) | 312 |
Gain (loss) on Fixed Asset Disposals, Net | 15 | 5 |
Non-Income Tax Refunds and Other Related Credits | 294 | 21 |
Pension and Post Retirement Benefit Costs Non-service Components | (566) | (604) |
Other Nonoperating Income | 131 | 124 |
Other Nonoperating Expense | (34) | (28) |
Other (Expense) Income, Net | $ (105) | $ 102 |
Income Taxes and Uncertain Ta45
Income Taxes and Uncertain Tax Positions (Details) - USD ($) $ in Millions | 3 Months Ended | ||
Mar. 31, 2017 | Mar. 31, 2016 | Dec. 31, 2016 | |
Income Tax Disclosure [Abstract] | |||
Effective Income Tax Rate, Continuing Operations | 50.80% | 32.30% | |
Unrecognized Tax Benefits | $ 6.5 | $ 6.2 | |
Unrecognized Tax Benefits, Interest on Income Taxes Accrued | 0.6 | 0.7 | |
Unrecognized Tax Benefits, Income Tax Penalties Accrued | 1.7 | $ 1.6 | |
Unrecognized Tax Benefits, Income Tax Penalties Expense | 0.1 | ||
Unrecognized Tax Benefits Interest Income On Income Taxes | 0.2 | $ 0.1 | |
Unrecognized Tax Benefits Tax Penalties Income | 0.1 | ||
Significant Change In Unrecognized Tax Benefits Is Reasonably Possible [Line Items] | |||
Decrease In Unrecognized Tax Benefits Is Reasonably Possible | 0.4 | $ 0.8 | |
Maximum [Member] | Year End December 31, 2016 [Member] | |||
Significant Change In Unrecognized Tax Benefits Is Reasonably Possible [Line Items] | |||
Decrease In Unrecognized Tax Benefits Is Reasonably Possible | 1.3 | ||
Minimum [Member] | Year End December 31, 2016 [Member] | |||
Significant Change In Unrecognized Tax Benefits Is Reasonably Possible [Line Items] | |||
Decrease In Unrecognized Tax Benefits Is Reasonably Possible | $ 1.2 | ||
Internal Revenue Service (IRS) [Member] | |||
Income Tax Examination [Line Items] | |||
Income Tax Examination Year Under Examination | 2,013 | ||
Foreign Tax Authority [Member] | The Netherlands [Member] | |||
Income Tax Examination [Line Items] | |||
Income Tax Examination Year Under Examination | 2,011 | ||
Foreign Tax Authority [Member] | United Kingdom [Member] | |||
Income Tax Examination [Line Items] | |||
Income Tax Examination Year Under Examination | 2,011 | ||
Foreign Tax Authority [Member] | Brazil [Member] | |||
Income Tax Examination [Line Items] | |||
Income Tax Examination Year Under Examination | 2,000 | ||
Foreign Tax Authority [Member] | Spain [Member] | |||
Income Tax Examination [Line Items] | |||
Income Tax Examination Year Under Examination | 2,012 | ||
Foreign Tax Authority [Member] | China [Member] | |||
Income Tax Examination [Line Items] | |||
Income Tax Examination Year Under Examination | 2,012 | ||
Foreign Tax Authority [Member] | Italy [Member] | |||
Income Tax Examination [Line Items] | |||
Income Tax Examination Year Under Examination | 2,007 | ||
Income Tax Examination Description | As previously reported, the Italian tax authorities have assessed additional tax due from the Company’s subsidiary, Quaker Italia S.r.l., relating to the tax years 2007, 2008, 2009 and 2010. In the fourth quarter of 2016, the Italian tax authorities assessed Quaker Italia S.r.l. for additional tax due relating to the tax years 2011, 2012, and 2013. | ||
State and Local Jurisdiction [Member] | |||
Income Tax Examination [Line Items] | |||
Income Tax Examination Year Under Examination | 2,007 |
Earnings Per Share - Basic (Det
Earnings Per Share - Basic (Details) - USD ($) $ / shares in Units, $ in Thousands | 3 Months Ended | |
Mar. 31, 2017 | Mar. 31, 2016 | |
Earnings Per Share [Abstract] | ||
Net Income Attributable to Quaker Chemical Corporation | $ 6,992 | $ 12,946 |
Less: Income Allocated to Participating Securities | (55) | (113) |
Net Income Available to Common Shareholders | $ 6,937 | $ 12,833 |
Basic Weighted Average Common Shares Outstanding | 13,176,096 | 13,116,807 |
Basic Earnings Per Common Share | $ 0.53 | $ 0.98 |
Earnings Per Share - Diluted (D
Earnings Per Share - Diluted (Details) - USD ($) $ / shares in Units, $ in Thousands | 3 Months Ended | |
Mar. 31, 2017 | Mar. 31, 2016 | |
Earnings Per Share [Abstract] | ||
Net Income Attributable to Quaker Chemical Corporation | $ 6,992 | $ 12,946 |
Less: Income Allocated to Participating Securities | (54) | (113) |
Net Income Available to Common Shareholders | $ 6,938 | $ 12,833 |
Basic Weighted Average Common Shares Outstanding | 13,176,096 | 13,116,807 |
Effect of Dilutive Securities | 44,965 | 12,587 |
Diluted Weighted Average Common Shares Outstanding | 13,221,061 | 13,129,394 |
Diluted Earnings per Common Share | $ 0.52 | $ 0.98 |
Earnings Per Share - Antidiluti
Earnings Per Share - Antidilutive Shares (Details) - shares | 3 Months Ended | |
Mar. 31, 2017 | Mar. 31, 2016 | |
Earnings Per Share [Abstract] | ||
Antidilutive Securities Excluded from Computation of Earnings Per Share, Amount | 3,507 | 11,742 |
Goodwill Assets (Details)
Goodwill Assets (Details) $ in Thousands | 3 Months Ended |
Mar. 31, 2017USD ($) | |
Goodwill [Roll Forward] | |
Goodwill, Beginning Balance | $ 80,804 |
Goodwill additions | 44 |
Goodwill, Translation Adjustments | 835 |
Goodwill, Ending Balance | 81,683 |
North America [Member] | |
Goodwill [Roll Forward] | |
Goodwill, Beginning Balance | 45,490 |
Goodwill additions | 44 |
Goodwill, Translation Adjustments | 161 |
Goodwill, Ending Balance | 45,695 |
EMEA [Member] | |
Goodwill [Roll Forward] | |
Goodwill, Beginning Balance | 18,189 |
Goodwill reductions | 0 |
Goodwill, Translation Adjustments | 295 |
Goodwill, Ending Balance | 18,484 |
Asia Pacific [Member] | |
Goodwill [Roll Forward] | |
Goodwill, Beginning Balance | 14,566 |
Goodwill additions | 0 |
Goodwill, Translation Adjustments | 291 |
Goodwill, Ending Balance | 14,857 |
South America [Member] | |
Goodwill [Roll Forward] | |
Goodwill, Beginning Balance | 2,559 |
Goodwill additions | 0 |
Goodwill, Translation Adjustments | 88 |
Goodwill, Ending Balance | $ 2,647 |
Intangible Assets (Details)
Intangible Assets (Details) - USD ($) $ in Thousands | Mar. 31, 2017 | Dec. 31, 2016 |
Finite-Lived Intangible Assets, Gross [Abstract] | ||
Finite-Lived Customer Lists, Gross | $ 71,919 | $ 71,454 |
Trademarks, Formulations And Product Technology | 31,684 | 31,436 |
Other Finite-Lived Intangible Assets, Gross | 6,059 | 6,023 |
Total | 109,662 | 108,913 |
Finite Lived Intangible Assets [Line Items] | ||
Finite-Lived Intangible Assets, Accumulated Amortization | 38,912 | 36,942 |
Customer Lists [Member] | ||
Finite Lived Intangible Assets [Line Items] | ||
Finite-Lived Intangible Assets, Accumulated Amortization | 21,272 | 20,043 |
Formulations And Product Technology [Member] | ||
Finite Lived Intangible Assets [Line Items] | ||
Finite-Lived Intangible Assets, Accumulated Amortization | 12,374 | 11,748 |
Other Intangible Assets [Member] | ||
Finite Lived Intangible Assets [Line Items] | ||
Finite-Lived Intangible Assets, Accumulated Amortization | $ 5,266 | $ 5,151 |
Intangible Assets - Amortizatio
Intangible Assets - Amortization (Details) - USD ($) $ in Thousands | 3 Months Ended | |
Mar. 31, 2017 | Mar. 31, 2016 | |
Goodwill And Intangible Assets Disclosure [Abstract] | ||
Amortization | $ 1,773 | $ 1,777 |
Intangible Assets - Future Amor
Intangible Assets - Future Amortization (Details) $ in Thousands | Mar. 31, 2017USD ($) |
Finite-Lived Intangible Assets, Future Amortization Expense [Abstract] | |
For the year ended December 31, 2017 | $ 7,063 |
For the year ended December 31, 2018 | 6,829 |
For the year ended December 31, 2019 | 6,728 |
For the year ended December 31, 2020 | 6,455 |
For the year ended December 31, 2021 | 6,092 |
For the year ended December 31, 2022 | $ 5,971 |
Intangible Assets - Finite Live
Intangible Assets - Finite Lived (Details) - USD ($) $ in Millions | Mar. 31, 2017 | Dec. 31, 2016 |
Indefinite-Lived Intangible Assets (Excluding Goodwill) [Abstract] | ||
Indefinite-Lived Trademarks | $ 1.1 | $ 1.1 |
Debt - Narrative (Details)
Debt - Narrative (Details) - Line of Credit [Member] - USD ($) $ in Millions | 3 Months Ended | |
Mar. 31, 2017 | Dec. 31, 2016 | |
Debt Instrument [Line Items] | ||
Line of Credit Facility Current Borrowing Capacity | $ 300 | |
Line of Credit Facility Maximum Borrowing Capacity | $ 400 | |
Line Of Credit Maturity Date | Jun. 14, 2018 | |
Line of Credit Facility, Covenant Terms | Access to the Credit Facility is dependent on meeting certain financial and other covenants, but primarily depends on the Company’s consolidated leverage ratio calculation, which cannot exceed 3.50 to 1. | |
Line of Credit Facility, Covenant Compliance | As of March 31, 2017 and December 31, 2016, the Company’s consolidated leverage ratio was below 1.0 to 1, and the Company was also in compliance with all of its other covenants. | |
Line of Credit Facility, Amount Outstanding | $ 47.9 | $ 47.9 |
Equity and Noncontrolling Int55
Equity and Noncontrolling Interest (Details) - USD ($) $ in Thousands | 3 Months Ended | |
Mar. 31, 2017 | Mar. 31, 2016 | |
Beginning Balance | $ 412,606 | $ 381,243 |
Net Income | 7,614 | 13,344 |
Amounts reported in other comprehensive income (loss) | 5,966 | 5,376 |
Repurchases of common stock | 0 | (5,859) |
Dividends, Common Stock | (4,587) | (4,227) |
Share Issuance and Equity-Based Compensation Plans | 376 | 1,545 |
Excess Tax Benefit From Stock Option Exercises | 0 | 104 |
Ending Balance | 421,975 | 391,526 |
Common Stock [Member] | ||
Beginning Balance | 13,278 | 13,288 |
Net Income | 0 | 0 |
Amounts reported in other comprehensive income (loss) | 0 | 0 |
Repurchases of common stock | 0 | (84) |
Dividends, Common Stock | 0 | 0 |
Share Issuance and Equity-Based Compensation Plans | 13 | 32 |
Excess Tax Benefit From Stock Option Exercises | 0 | 0 |
Ending Balance | 13,291 | 13,236 |
Additional Paid-in Capital [Member] | ||
Beginning Balance | 112,475 | 106,333 |
Net Income | 0 | 0 |
Amounts reported in other comprehensive income (loss) | 0 | 0 |
Repurchases of common stock | 0 | 0 |
Dividends, Common Stock | 0 | 0 |
Share Issuance and Equity-Based Compensation Plans | 363 | 1,513 |
Excess Tax Benefit From Stock Option Exercises | 0 | 104 |
Ending Balance | 112,838 | 107,950 |
Retained Earnings [Member] | ||
Beginning Balance | 364,414 | 326,740 |
Net Income | 6,992 | 12,946 |
Amounts reported in other comprehensive income (loss) | 0 | 0 |
Repurchases of common stock | 0 | (5,775) |
Dividends, Common Stock | (4,587) | (4,227) |
Share Issuance and Equity-Based Compensation Plans | 0 | 0 |
Excess Tax Benefit From Stock Option Exercises | 0 | 0 |
Ending Balance | 366,819 | 329,684 |
Accumulated Other Comprehensive Income (Loss) [Member] | ||
Beginning Balance | (87,407) | (73,316) |
Net Income | 0 | 0 |
Amounts reported in other comprehensive income (loss) | 5,446 | 5,314 |
Repurchases of common stock | 0 | 0 |
Dividends, Common Stock | 0 | 0 |
Share Issuance and Equity-Based Compensation Plans | 0 | 0 |
Excess Tax Benefit From Stock Option Exercises | 0 | 0 |
Ending Balance | (81,961) | (68,002) |
Noncontrolling Interest [Member] | ||
Beginning Balance | 9,846 | 8,198 |
Net Income | 622 | 398 |
Amounts reported in other comprehensive income (loss) | 520 | 62 |
Repurchases of common stock | 0 | 0 |
Dividends, Common Stock | 0 | 0 |
Share Issuance and Equity-Based Compensation Plans | 0 | 0 |
Excess Tax Benefit From Stock Option Exercises | 0 | 0 |
Ending Balance | $ 10,988 | $ 8,658 |
Equity and Noncontrolling Int56
Equity and Noncontrolling Interest - Parentheticals (Details) - $ / shares | 3 Months Ended | |
Mar. 31, 2017 | Mar. 31, 2016 | |
Stockholders Equity [Abstract] | ||
Dividends Declared | $ 0.345 | $ 0.32 |
Equity and Noncontrolling Int57
Equity and Noncontrolling Interest - Reclassifications (Details) - USD ($) $ in Thousands | 3 Months Ended | |
Mar. 31, 2017 | Mar. 31, 2016 | |
Accumulated Other Comprehensive Loss, Balance at Beginning of Period | $ (87,407) | $ (73,316) |
Other Comprehensive Income (Loss) Before Reclassifications | 5,252 | 4,386 |
Amounts Reclassified from AOCI | 490 | 1,296 |
Other Comprehensive Income (Loss), before Tax, Portion Attributable to Parent | 5,742 | 5,682 |
Related Tax Amounts | (296) | (368) |
Other Comprehensive Income (Loss), Net of Tax, Portion Attributable to Parent | 5,446 | 5,314 |
Accumulated Other Comprehensive Loss, Balance at End of Period | (81,961) | (68,002) |
Accumulated Translation Adjustment [Member] | ||
Accumulated Other Comprehensive Loss, Balance at Beginning of Period | (52,255) | (38,544) |
Other Comprehensive Income (Loss) Before Reclassifications | 4,928 | 4,671 |
Amounts Reclassified from AOCI | 0 | 0 |
Other Comprehensive Income (Loss), before Tax, Portion Attributable to Parent | 4,928 | 4,671 |
Related Tax Amounts | 0 | 0 |
Other Comprehensive Income (Loss), Net of Tax, Portion Attributable to Parent | 4,928 | 4,671 |
Accumulated Other Comprehensive Loss, Balance at End of Period | (47,327) | (33,873) |
Accumulated Defined Benefit Plans Adjustment [Member] | ||
Accumulated Other Comprehensive Loss, Balance at Beginning of Period | (36,168) | (35,251) |
Other Comprehensive Income (Loss) Before Reclassifications | (341) | (477) |
Amounts Reclassified from AOCI | 850 | 798 |
Other Comprehensive Income (Loss), before Tax, Portion Attributable to Parent | 509 | 321 |
Related Tax Amounts | (191) | (134) |
Other Comprehensive Income (Loss), Net of Tax, Portion Attributable to Parent | 318 | 187 |
Accumulated Other Comprehensive Loss, Balance at End of Period | (35,850) | (35,064) |
Accumulated Net Unrealized Investment Gain (Loss) [Member] | ||
Accumulated Other Comprehensive Loss, Balance at Beginning of Period | 1,016 | 479 |
Other Comprehensive Income (Loss) Before Reclassifications | 665 | 192 |
Amounts Reclassified from AOCI | (360) | 498 |
Other Comprehensive Income (Loss), before Tax, Portion Attributable to Parent | 305 | 690 |
Related Tax Amounts | (105) | (234) |
Other Comprehensive Income (Loss), Net of Tax, Portion Attributable to Parent | 200 | 456 |
Accumulated Other Comprehensive Loss, Balance at End of Period | $ 1,216 | $ 935 |
Equity and Noncontrolling Int58
Equity and Noncontrolling Interest - Narrative (Details) - USD ($) $ in Thousands | 3 Months Ended | |
Mar. 31, 2017 | Mar. 31, 2016 | |
Equity Class Of Treasury Stock [Line Items] | ||
Shares Repurchased And Retired During Period | 0 | 83,879 |
Payments For Repurchase Of Common Stock | $ 0 | $ 5,859 |
2015 Share Repurchase Program [Member] | ||
Equity Class Of Treasury Stock [Line Items] | ||
Share Repurchase Program Authorized Amount | $ 100,000 | $ 100,000 |
Cost of Goods Sold [Member] | ||
Concentration Risk [Line Items] | ||
Reclassification Percentage | 25.00% | 25.00% |
Operating Expenses [Member] | ||
Concentration Risk [Line Items] | ||
Reclassification Percentage | 75.00% | 75.00% |
Business Acquisitions - Table (
Business Acquisitions - Table (Details) - USD ($) $ in Thousands | Mar. 31, 2017 | Dec. 31, 2016 |
Business Acquisition [Line Items] | ||
Finite-Lived Customer Lists, Gross | $ 71,919 | $ 71,454 |
Trademarks, Formulations And Product Technology | 31,684 | 31,436 |
Other Finite-Lived Intangible Assets, Gross | 6,059 | 6,023 |
Goodwill | 81,683 | $ 80,804 |
2016 Acquisitions [Member] | ||
Business Acquisition [Line Items] | ||
Current Assets (includes cash acquired) | 3,443 | |
Property, Plant & Equipment | 2,574 | |
Finite-Lived Customer Lists, Gross | 5,041 | |
Trademarks, Formulations And Product Technology | 2,543 | |
Other Finite-Lived Intangible Assets, Gross | 127 | |
Goodwill | 3,355 | |
Other Long-term Assets | 0 | |
Total Assets Purchased | 17,083 | |
Short-term Debt | 0 | |
Current Liabilities | (1,198) | |
Other Long-Term Liabilities | (2,019) | |
Total Liabilities Assumed | (3,217) | |
Business Acquisition, Cost of Acquired Entity, Purchase Price, Gross | 13,866 | |
Cash Acquired | 105 | |
Business Acquisition, Cost of Acquired Entity, Purchase Price | $ 13,761 |
Business Acquisitions - Narrati
Business Acquisitions - Narrative (Details) CAD in Thousands, $ in Thousands, € in Millions | 3 Months Ended | |||||||||
Mar. 31, 2017USD ($) | Dec. 31, 2016CAD | Dec. 31, 2016USD ($) | Jun. 30, 2016USD ($) | Mar. 31, 2016USD ($) | Dec. 31, 2015EUR (€) | Dec. 31, 2015USD ($) | Sep. 30, 2015EUR (€) | Sep. 30, 2015USD ($) | Sep. 30, 2015USD ($) | |
Business Acquisition [Line Items] | ||||||||||
Cash Paid for Acquisitions | $ 0 | $ 1,384 | ||||||||
Goodwill | 81,683 | $ 80,804 | ||||||||
Business Combination Transaction-Related Expenses | $ 9,100 | |||||||||
Mining [Member] | ||||||||||
Business Acquisition [Line Items] | ||||||||||
Cash Paid for Acquisitions | $ 1,900 | |||||||||
Verkol [Member] | ||||||||||
Business Acquisition [Line Items] | ||||||||||
Cash Paid for Acquisitions | € 37.7 | $ 41,400 | ||||||||
Long-Term Debt | 2.2 | $ 2,400 | ||||||||
Post Closing Adjustment | € 1.3 | $ 1,400 | ||||||||
Cash Acquired | € 14.1 | $ 15,400 | ||||||||
Lubricor [Member] | ||||||||||
Business Acquisition [Line Items] | ||||||||||
Cash Paid for Acquisitions | CAD 16,000 | $ 12,000 |
Fair Value Measurements - Asset
Fair Value Measurements - Assets (Details) - USD ($) $ in Thousands | Mar. 31, 2017 | Dec. 31, 2016 |
Fair Value Assets And Liabilities Measured On Recurring And Nonrecurring Basis [Line Items] | ||
Company Owned Life Insurance | $ 1,454 | $ 1,410 |
Assets, Fair Value Disclosure | 1,454 | 1,410 |
Fair Value, Inputs, Level 1 [Member] | ||
Fair Value Assets And Liabilities Measured On Recurring And Nonrecurring Basis [Line Items] | ||
Company Owned Life Insurance | 0 | 0 |
Assets, Fair Value Disclosure | 0 | 0 |
Fair Value, Inputs, Level 2 [Member] | ||
Fair Value Assets And Liabilities Measured On Recurring And Nonrecurring Basis [Line Items] | ||
Company Owned Life Insurance | 1,454 | 1,410 |
Assets, Fair Value Disclosure | 1,454 | 1,410 |
Fair Value, Inputs, Level 3 [Member] | ||
Fair Value Assets And Liabilities Measured On Recurring And Nonrecurring Basis [Line Items] | ||
Company Owned Life Insurance | 0 | 0 |
Assets, Fair Value Disclosure | $ 0 | $ 0 |
Commitments and Contingencies (
Commitments and Contingencies (Details) - USD ($) $ in Millions | Mar. 31, 2017 | Dec. 31, 2016 |
Loss Contingencies [Line Items] | ||
Loss Contingency Accrual At Carrying Value | $ 0.2 | $ 0.2 |
ACP [Member] | Maximum [Member] | ||
Loss Contingencies [Line Items] | ||
Loss Contingency, Estimate of Possible Loss | 1 | |
ACP [Member] | Minimum [Member] | ||
Loss Contingencies [Line Items] | ||
Loss Contingency, Estimate of Possible Loss | 0.1 | |
SB Decking [Member] | ||
Loss Contingencies [Line Items] | ||
Loss Contingency, Estimate of Possible Loss | $ 2.2 |
Subsequent Event - Narrative (D
Subsequent Event - Narrative (Details) - USD ($) $ / shares in Units, $ in Millions | Apr. 04, 2017 | Mar. 31, 2017 | Dec. 31, 2016 |
Subsequent Event [Line Items] | |||
Business Combination Transaction-Related Expenses | $ 9.1 | ||
Effect Of Combination Related Expenses Per Diluted Share | $ 0.69 | ||
Business Combination Liabilities | $ 8.9 | $ 0.5 | |
Subsequent Event [Member] | |||
Subsequent Event [Line Items] | |||
Subsequent Event Description | On April 4, 2017, Quaker entered into a share purchase agreement with Gulf Houghton Lubricants, Ltd. to purchase the entire issued and outstanding share capital of Houghton (“the Combination”). The shares will be bought for aggregate purchase consideration consisting of: (i) $172.5 million in cash; (ii) a number of shares of common stock, $1.00 par value per share, of the Company comprising 24.5% of the common stock outstanding upon the closing of the Combination; and (iii) the Company’s assumption of Houghton’s net indebtedness as of the closing of the Combination, which is estimated to be approximately $690 million. The total purchase consideration reflects an enterprise value for Houghton of approximately $1.42 billion. The Company has secured approximately $1.15 billion in commitments from Bank of America Merrill Lynch and Deutsche Bank to fund the Combination and provide additional liquidity. The Company expects to replace these commitments with a syndicated bank agreement with customary terms and conditions during the second quarter of 2017. In addition, the issuance of the Company’s shares at closing of the Combination is subject to approval by Quaker’s shareholders under the rules of the New York Stock Exchange. The Company expects to seek such approval of the share issuance at a meeting of the Company’s shareholders in the near future. Also, the Combination is subject to regulatory approval in the United States, Europe and certain countries in Asia/Pacific. Depending on shareholder and regulatory approval noted above, as well as other customary terms and conditions set forth in the share purchase agreement, Quaker currently estimates closing of the Combination to occur either in the fourth quarter of 2017 or the first quarter of 2018. |