Cover
Cover | Aug. 03, 2023 |
Cover [Abstract] | |
Document Type | 8-K |
Document Period End Date | Aug. 03, 2023 |
Entity Registrant Name | QUAKER CHEMICAL CORPORATION |
Entity File Number | 001-12019 |
Entity Incorporation, State or Country Code | PA |
Entity Tax Identification Number | 23-0993790 |
Entity Address, Address Line One | 901 E. Hector Street |
Entity Address, City or Town | Conshohocken |
Entity Address, State or Province | PA |
Entity Address, Postal Zip Code | 19428 |
City Area Code | 610 |
Local Phone Number | 832-4000 |
Written Communications | false |
Soliciting Material | false |
Pre-commencement Tender Offer | false |
Pre-commencement Issuer Tender Offer | false |
Title of 12(b) Security | Common Stock, $1 par value |
Trading Symbol | KWR |
Security Exchange Name | NYSE |
Entity Emerging Growth Company | false |
Entity Central Index Key | 0000081362 |
Amendment Flag | true |
Amendment Description | As previously disclosed, during the first quarter of 2023, the Company reorganized its executive management team to align with its new business structure. The Company’s new structure includes three reportable segments: (i) Americas; (ii) Europe, Middle East and Africa (“EMEA”); and (iii) Asia/Pacific. Prior to the Company’s reorganization, the Company’s historical reportable segments were: (i) Americas; (ii) EMEA; (iii) Asia/Pacific; and (iv) Global Specialty Businesses.This Current Report on Form 8-K (the “Report”) updates the information in the following sections of the Company’s Annual Report on Form 10-K for the fiscal year ended December 31, 2022 (the “2022 Form 10-K”), as filed with the Securities and Exchange Commission (the “SEC”) on February 23, 2023 to reflect retrospective application of the change in reportable segments to conform to the new segment presentation:•Part I. Item 1, Business.•Part I. Item 2, Properties.•Part II. Item 7, Management's Discussion and Analysis of Financial Condition and Results of Operations.•Part II. Item 8, Financial Statements and Supplementary Data.This Report does not reflect any subsequent information or events other than the change in segment reporting noted above. Without limiting the foregoing, this Form 8-K does not purport to update Management’s Discussion and Analysis of Financial Condition and Results of Operations contained in the 2022 Form 10-K for any information, uncertainties, transactions, risks, events, or trends occurring, or known to management, other than the events described above. More current information is contained in our Quarterly Reports on Form 10-Q for the periods ended March 31, 2023 and June 30, 2023 (the “2023 Form 10-Qs”) and other filings with the SEC. This Form 8-K should be read in conjunction with the 2022 Form 10-K, the 2023 Form 10-Qs, and any other documents filed with the SEC subsequent to February 23, 2023. |
Consolidated Statements of Oper
Consolidated Statements of Operations - USD ($) $ in Thousands | 12 Months Ended | ||
Dec. 31, 2022 | Dec. 31, 2021 | Dec. 31, 2020 | |
Income Statement [Abstract] | |||
Net sales | $ 1,943,585 | $ 1,761,158 | $ 1,417,677 |
Cost of goods sold (excluding amortization expense - See Note 16) | 1,330,931 | 1,166,518 | 904,234 |
Gross profit | 612,654 | 594,640 | 513,443 |
Selling, general and administrative expenses | 455,408 | 418,856 | 380,752 |
Impairment charges | 93,000 | 0 | 38,000 |
Restructuring and related charges | 3,163 | 1,433 | 5,541 |
Combination, integration and other acquisition-related expenses | 8,779 | 23,885 | 29,790 |
Operating income | 52,304 | 150,466 | 59,360 |
Other (expense) income, net | (12,607) | 18,851 | (5,618) |
Interest expense, net | 32,579 | 22,326 | 26,603 |
Income before taxes and equity in net income of associated companies | 7,118 | 146,991 | 27,139 |
Taxes on income (loss) before equity in net income of associated companies | 24,925 | 34,939 | (5,296) |
(Loss) income before equity in net income of associated companies | (17,807) | 112,052 | 32,435 |
Equity in net income of associated companies | 1,965 | 9,379 | 7,352 |
Net (loss) income | (15,842) | 121,431 | 39,787 |
Less: Net income attributable to noncontrolling interest | 89 | 62 | 129 |
Net (loss) income attributable to Quaker Chemical Corporation | $ (15,931) | $ 121,369 | $ 39,658 |
Per share data: | |||
Net (loss) income attributable to Quaker Chemical Corporation common shareholders – basic (in dollars per share) | $ (0.89) | $ 6.79 | $ 2.23 |
Net (loss) income attributable to Quaker Chemical Corporation common shareholders – diluted (in dollars per share) | $ (0.89) | $ 6.77 | $ 2.22 |
Consolidated Statements of Comp
Consolidated Statements of Comprehensive (Loss) Income - USD ($) $ in Thousands | 12 Months Ended | ||
Dec. 31, 2022 | Dec. 31, 2021 | Dec. 31, 2020 | |
Statement of Comprehensive Income [Abstract] | |||
Net (loss) income | $ (15,842) | $ 121,431 | $ 39,787 |
Other comprehensive (loss) income, net of tax | |||
Currency translation adjustments | (82,368) | (46,952) | 41,601 |
Defined benefit retirement plans | |||
Net gain (loss) arising during the period, other | 8,177 | 9,210 | 8,827 |
Amortization of actuarial loss | 628 | 1,078 | 2,308 |
Amortization of prior service (gain) cost | (228) | 7 | (69) |
Current period change in fair value of derivatives | 1,372 | 2,226 | (3,278) |
Unrealized (loss) gain on available-for-sale securities | (1,881) | (2,945) | 2,091 |
Other comprehensive (loss) income | (74,300) | (37,376) | 51,480 |
Comprehensive (loss) income | (90,142) | 84,055 | 91,267 |
Less: Comprehensive income attributable to noncontrolling interest | (39) | (78) | (37) |
Comprehensive (loss) income attributable to Quaker Chemical Corporation | $ (90,181) | $ 83,977 | $ 91,230 |
Consolidated Balance Sheets
Consolidated Balance Sheets - USD ($) $ in Thousands | Dec. 31, 2022 | Dec. 31, 2021 |
Current assets | ||
Cash and cash equivalents | $ 180,963 | $ 165,176 |
Accounts receivable, net | 472,888 | 430,676 |
Inventories, net | 284,848 | 264,531 |
Prepaid expenses and other current assets | 55,438 | 59,871 |
Total current assets | 994,137 | 920,254 |
Property, plant and equipment, net | 198,595 | 197,520 |
Right of use lease assets | 43,766 | 36,635 |
Goodwill | 515,008 | 631,194 |
Other intangible assets, net | 942,925 | 1,027,782 |
Investments in associated companies | 88,234 | 95,278 |
Deferred tax assets | 11,218 | 16,138 |
Other non-current assets | 27,739 | 30,959 |
Total assets | 2,821,622 | 2,955,760 |
Current liabilities | ||
Short-term borrowings and current portion of long-term debt | 19,245 | 56,935 |
Accounts payable | 193,983 | 226,656 |
Dividends payable | 7,808 | 7,427 |
Accrued compensation | 39,834 | 38,197 |
Accrued restructuring | 5,483 | 4,087 |
Accrued pension and postretirement benefits | 1,560 | 1,548 |
Other accrued liabilities | 86,873 | 95,617 |
Total current liabilities | 354,786 | 430,467 |
Long-term debt | 933,561 | 836,412 |
Long-term lease liabilities | 26,967 | 26,335 |
Deferred tax liabilities | 160,294 | 179,025 |
Non-current accrued pension and postretirement benefits | 28,765 | 45,984 |
Other non-current liabilities | 38,664 | 49,615 |
Total liabilities | 1,543,037 | 1,567,838 |
Commitments and contingencies (Note 26) | ||
Equity | ||
Common stock, $1 par value; authorized 30,000,000 shares; issued and outstanding 2022 – 17,950,264 shares; 2021 – 17,897,033 shares | 17,950 | 17,897 |
Capital in excess of par value | 928,288 | 917,053 |
Retained earnings | 469,920 | 516,334 |
Accumulated other comprehensive loss | (138,240) | (63,990) |
Total Quaker shareholders’ equity | 1,277,918 | 1,387,294 |
Noncontrolling interest | 667 | 628 |
Total equity | 1,278,585 | 1,387,922 |
Total liabilities and equity | $ 2,821,622 | $ 2,955,760 |
Consolidated Balance Sheets (Pa
Consolidated Balance Sheets (Parentheticals) - $ / shares | Dec. 31, 2022 | Dec. 31, 2021 |
Statement of Financial Position [Abstract] | ||
Common stock, par value (in dollars per share) | $ 1 | $ 1 |
Common stock, shares authorized (in shares) | 30,000,000 | 30,000,000 |
Common stock, shares issued (in shares) | 17,950,264 | 17,897,033 |
Common stock, shares outstanding (in shares) | 17,950,264 | 17,897,033 |
Consolidated Statements of Cash
Consolidated Statements of Cash Flows - USD ($) $ in Thousands | 12 Months Ended | ||
Dec. 31, 2022 | Dec. 31, 2021 | Dec. 31, 2020 | |
Cash flows from operating activities | |||
Net (loss) income | $ (15,842) | $ 121,431 | $ 39,787 |
Adjustments to reconcile net income to net cash provided by operating activities: | |||
Amortization of debt issuance costs | 2,942 | 4,749 | 4,749 |
Depreciation and amortization | 80,467 | 86,550 | 83,246 |
Equity in undistributed earnings of associated companies, net of dividends | 1,005 | (8,971) | 4,862 |
Acquisition-related fair value adjustments related to inventory | 0 | 801 | 229 |
Deferred income taxes | (10,552) | (12,506) | (38,281) |
Uncertain tax positions (non-deferred portion) | (6,398) | (922) | 1,075 |
Deferred compensation and other, net | 2,613 | (5,325) | (471) |
Share-based compensation | 11,666 | 11,038 | 10,996 |
Loss on extinguishment of debt | 5,246 | 0 | 0 |
(Gain) loss on disposal of property, plant, equipment and other assets | (168) | (4,695) | 871 |
Insurance settlement realized | 0 | 0 | (1,035) |
Impairment charges | 93,000 | 0 | 38,000 |
Gain on inactive subsidiary litigation and settlement reserve | 0 | 0 | (18,144) |
Combination and other acquisition-related expenses, net of payments | (4,460) | (1,974) | 860 |
Restructuring and related charges | 3,163 | 1,433 | 5,541 |
Pension and other postretirement benefits | (7,964) | (6,330) | 16,535 |
(Decrease) increase in cash from changes in current assets and current liabilities, net of acquisitions: | |||
Accounts receivable | (59,112) | (67,473) | 17,170 |
Inventories | (29,858) | (84,428) | (3,854) |
Prepaid expenses and other current assets | 3,705 | (21,174) | 927 |
Change in restructuring liabilities | (1,532) | (5,266) | (15,745) |
Accounts payable and accrued liabilities | (23,439) | 37,998 | 22,308 |
Estimated taxes on (loss) income | (2,688) | 3,997 | 8,763 |
Net cash provided by operating activities | 41,794 | 48,933 | 178,389 |
Cash flows from investing activities | |||
Investments in property, plant and equipment | (28,539) | (21,457) | (17,901) |
Payments related to acquisitions, net of cash acquired | (13,115) | (42,417) | (56,230) |
Proceeds from disposition of assets | 1,463 | 14,744 | 2,702 |
Insurance settlement interest earned | 0 | 0 | 44 |
Net cash used in investing activities | (40,191) | (49,130) | (71,385) |
Cash flows from financing activities | |||
Payments of long-term debt | (673,203) | (38,011) | (37,615) |
Proceeds from term loan debt | 750,000 | 0 | 0 |
(Repayments) borrowings on revolving credit facilities, net | (16,281) | 53,031 | (11,485) |
Repayments on other debt, net | (1,629) | (776) | (661) |
Financing-related debt issuance costs | (3,734) | 0 | 0 |
Dividends paid | (30,103) | (28,599) | (27,563) |
Stock options exercised, other | (378) | 890 | 3,867 |
Purchase of noncontrolling interest in affiliates | 0 | 0 | (1,047) |
Distributions to noncontrolling affiliate shareholders | 0 | 0 | (751) |
Net cash provided by (used in) financing activities | 24,672 | (13,465) | (75,255) |
Effect of foreign exchange rate changes on cash | (10,488) | (3,057) | 6,591 |
Net increase (decrease) in cash, cash equivalents and restricted cash | 15,787 | (16,719) | 38,340 |
Cash, cash equivalents and restricted cash at the beginning of the period | 165,176 | 181,895 | 143,555 |
Cash, cash equivalents and restricted cash at the end of the period | 180,963 | 165,176 | 181,895 |
Supplemental cash flow disclosures: | |||
Income taxes, net of refunds | 35,327 | 34,775 | 20,253 |
Interest | 29,074 | 19,298 | 23,653 |
Non-cash activities: | |||
Change in accrued purchases of property, plant and equipment, net | $ 278 | $ 2,132 | $ (1,376) |
Consolidated Statements of Chan
Consolidated Statements of Changes in Equity - USD ($) $ in Thousands | Total | Cumulative Effect, Period of Adoption, Adjustment | Cumulative Effect, Period of Adoption, Adjusted Balance | Common stock | Common stock Cumulative Effect, Period of Adoption, Adjusted Balance | Capital in excess of par value | Capital in excess of par value Cumulative Effect, Period of Adoption, Adjusted Balance | Retained earnings | Retained earnings Cumulative Effect, Period of Adoption, Adjustment | Retained earnings Cumulative Effect, Period of Adoption, Adjusted Balance | Accumulated other comprehensive loss | Accumulated other comprehensive loss Cumulative Effect, Period of Adoption, Adjusted Balance | Noncontrolling interest | Noncontrolling interest Cumulative Effect, Period of Adoption, Adjusted Balance |
Beginning balance at Dec. 31, 2019 | $ 1,242,366 | $ (911) | $ 1,241,455 | $ 17,735 | $ 17,735 | $ 888,218 | $ 888,218 | $ 412,979 | $ (911) | $ 412,068 | $ (78,170) | $ (78,170) | $ 1,604 | $ 1,604 |
Increase (Decrease) in Stockholders' Equity [Roll Forward] | ||||||||||||||
Net (loss) income | 39,787 | 39,658 | 129 | |||||||||||
Amounts reported in other comprehensive income (loss) | 51,480 | 51,572 | (92) | |||||||||||
Dividends declared | (27,786) | (27,786) | ||||||||||||
Acquisition of noncontrolling interest | (1,047) | (707) | (340) | |||||||||||
Distributions to noncontrolling affiliate shareholders | (751) | (751) | ||||||||||||
Shares issued upon exercise of stock options and other | 6,780 | 66 | 6,714 | |||||||||||
Share-based compensation plans | 10,996 | 50 | 10,946 | |||||||||||
Ending balance at Dec. 31, 2020 | 1,320,914 | 17,851 | 905,171 | 423,940 | (26,598) | 550 | ||||||||
Increase (Decrease) in Stockholders' Equity [Roll Forward] | ||||||||||||||
Net (loss) income | 121,431 | 121,369 | 62 | |||||||||||
Amounts reported in other comprehensive income (loss) | (37,376) | (37,392) | 16 | |||||||||||
Dividends declared | (28,975) | (28,975) | ||||||||||||
Shares issued upon exercise of stock options and other | 1,694 | 17 | 1,677 | |||||||||||
Share-based compensation plans | 10,234 | 29 | 10,205 | |||||||||||
Ending balance at Dec. 31, 2021 | 1,387,922 | 17,897 | 917,053 | 516,334 | (63,990) | 628 | ||||||||
Increase (Decrease) in Stockholders' Equity [Roll Forward] | ||||||||||||||
Net (loss) income | (15,842) | (15,931) | 89 | |||||||||||
Amounts reported in other comprehensive income (loss) | (74,300) | (74,250) | (50) | |||||||||||
Dividends declared | (30,483) | (30,483) | ||||||||||||
Shares issued upon exercise of stock options and other | (354) | 1 | (355) | |||||||||||
Share-based compensation plans | 11,642 | 52 | 11,590 | |||||||||||
Ending balance at Dec. 31, 2022 | $ 1,278,585 | $ 17,950 | $ 928,288 | $ 469,920 | $ (138,240) | $ 667 |
Consolidated Statements of Ch_2
Consolidated Statements of Changes in Equity (Parentheticals) - $ / shares | 12 Months Ended | ||
Dec. 31, 2022 | Dec. 31, 2021 | Dec. 31, 2020 | |
Consolidated Statement Of Changes In Equity Parentheticals [Abstract] | |||
Dividends declared (in dollars per share) | $ 1.70 | $ 1.62 | $ 1.56 |
Significant Accounting Policies
Significant Accounting Policies | 12 Months Ended |
Dec. 31, 2022 | |
Accounting Policies [Abstract] | |
Significant Accounting Policies | Significant Accounting Policies As used in these Notes to Consolidated Financial Statements, the terms “Quaker,” “Quaker Houghton,” the “Company,” “we,” and “our” refer to Quaker Chemical Corporation (doing business as Quaker Houghton), its subsidiaries, and associated companies, unless the context otherwise requires. The “Combination” refers to the Quaker combination with Houghton International, Inc. (“Houghton”). Segments: The Company’s operating segments, which are consistent with its reportable segments, reflect the structure of the Company’s internal organization, the method by which the Company’s resources are allocated and the manner by which the chief operating decision maker assesses the Company’s performance. During the first quarter of 2023, the Company reorganized its executive management team to align with its new business structure. The Company’s new structure includes three reportable segments: (i) Americas; (ii) Europe, Middle East and Africa (“EMEA”); and (iii) Asia/Pacific. Prior to the Company’s reorganization, the Company’s historical reportable segments were: (i) Americas; (ii) EMEA; (iii) Asia/Pacific; and (iv) Global Specialty Businesses. Prior period segment financial information has been recast to align with segment change, including reportable segments and customer industry disaggregation. See Notes 2, 4, 5, and 16 of Notes to Consolidated Financial Statements . Principles of consolidation: All majority-owned subsidiaries are included in the Company’s consolidated financial statements, with appropriate elimination of intercompany balances and transactions. Investments in associated companies (less than majority-owned and in which the Company has significant influence) are accounted for under the equity method. The Company’s share of net income or losses in these investments in associated companies is included in the Consolidated Statements of Operations. The Company periodically reviews these investments for impairments and, if necessary, would adjust these investments to their fair value when a decline in market value or other impairment indicators are deemed to be other than temporary. See Note 17 of Notes to Consolidated Financial Statements. The Company is not the primary beneficiary of any variable interest entities (“VIEs”) and therefore the Company’s consolidated financial statements do not include the accounts of any VIEs. Translation of foreign currency: Assets and liabilities of non-U.S. subsidiaries and associated companies are translated into U.S. dollars at the respective rates of exchange prevailing at the end of the year. Income and expense accounts are translated at average exchange rates prevailing during the year. Translation adjustments resulting from this process are recorded directly in equity as accumulated other comprehensive (loss) income (“AOCI”) and will be included as income or expense only upon sale or liquidation of the underlying entity or asset. Generally, all of the Company’s non-U.S. subsidiaries use their local currency as their functional currency. Cash and cash equivalents: The Company invests temporary and excess funds in money market securities and financial instruments having maturities within 90 days. The Company considers all highly liquid investments with original maturities of three months or less to be cash equivalents. The Company has not experienced losses from the aforementioned investments. Accounts receivable and allowance for credit losses: Trade accounts receivable subject the Company to credit risk. Trade accounts receivable are recorded at the invoiced amount and generally do not bear interest. The Company recognizes an allowance for credit losses, which represents the portion of the receivable that the Company does not expect to collect over its contractual life, considering past events and reasonable and supportable forecasts of future economic conditions. The Company’s allowance for credit losses on its trade accounts receivable is based on specific collectability facts and circumstances for each outstanding receivable and customer, the aging of outstanding receivables, and the associated collection risk the Company estimates for certain past due aging categories, and also, the general risk to all outstanding accounts receivable based on historical amounts determined to be uncollectible. The Company does not have any off-balance-sheet credit exposure related to its customers. See Note 13 of Notes to Consolidated Financial Statements. Inventories: Inventories are valued at the lower of cost or net realizable value, and are valued using the first-in, first-out method. See Note 14 of Notes to Consolidated Financial Statements. Right of use lease assets and lease liabilities: The Company determines if an arrangement is a lease at its inception. This determination generally depends on whether the arrangement conveys the right to control the use of an identified fixed asset explicitly or implicitly for a period of time in exchange for consideration. Control of an underlying asset is conveyed if the Company obtains the rights to direct the use of, and obtains substantially all of the economic benefits from the use of, the underlying asset. Lease expense for variable leases and short-term leases is recognized when the obligation is incurred. The lease term for all of the Company’s leases includes the non-cancellable period of the lease plus any additional periods covered by an option to extend the lease that the Company is reasonably certain it will exercise. Operating leases are included in right of use lease assets, other accrued liabilities and long-term lease liabilities on the Consolidated Balance Sheet. Right of use lease assets and liabilities are recognized at each lease’s commencement date based on the present value of its lease payments over its respective lease term. Operating lease expense is recognized on a straight-line basis over the lease term. The Company uses the stated borrowing rate for a lease when readily determinable. When a stated borrowing rate is not available in a lease agreement, the Company uses its incremental borrowing rate based on information available at the lease’s commencement date to determine the present value of its lease payments. In determining the incremental borrowing rate used to present value each of its leases, the Company considers certain information including fully secured borrowing rates readily available to the Company and its subsidiaries. The Company includes finance leases in Property, plant and equipment (“PP&E”), current portion of long-term debt and long-term debt on the Consolidated Balance Sheet. Long-lived assets: PP&E is stated at gross cost, less accumulated depreciation. Depreciation is computed using the straight-line method on an individual asset basis over the following estimated useful lives: buildings and improvements, 10 to 33 years, or the remaining term of the lease; and machinery and equipment, 4 to 10 years, or the remaining term of the lease. The carrying values of long-lived assets are evaluated whenever changes in circumstances or current events indicate the carrying amount of such assets may not be recoverable. An estimate of undiscounted cash flows produced by the asset, or the appropriate group of assets, is compared with the carrying value to determine whether an impairment exists. If necessary, the Company recognizes an impairment loss for the difference between the carrying amount of the assets and their estimated fair value. Fair value is based on current and anticipated future cash flows. Upon sale or other dispositions of long-lived assets, the applicable amounts of asset cost and accumulated depreciation are removed from the accounts and the net amount, less proceeds from disposals, is recorded in the Consolidated Statements of Operations. Expenditures for renewals or improvements that increase the estimated useful life or capacity of the assets are capitalized, whereas expenditures for repairs and maintenance are expensed when incurred. See Notes 9 and 15 of Notes to Consolidated Financial Statements. Capitalized software: The Company capitalizes certain costs in connection with developing or obtaining software for internal use, depending on the associated project. These costs are amortized over a period of 3 to 5 years once the assets are ready for their intended use. In connection with the implementations and upgrades to the Company’s global transaction, consolidation and other related systems, approximately $3.5 million and $3.6 million of net costs were capitalized in PP&E on the Company’s Consolidated Balance Sheets at December 31, 2022 and 2021, respectively. Goodwill and other intangible assets: The Company records goodwill, definite-lived intangible assets and indefinite-lived intangible assets at fair value at the date of acquisition. Goodwill and indefinite-lived intangible assets are not amortized but tested for impairment at least annually. These tests will be performed more frequently if triggering events indicate potential impairment. Definite-lived intangible assets are amortized on a straight-line basis over their estimated useful lives, generally for periods ranging from 3 to 24 years. The Company continually evaluates the reasonableness of the useful lives of these assets, consistent with the discussion of long-lived assets, above. See Note 16 of Notes to Consolidated Financial Statements. Revenue recognition: The Company recognizes revenue in an amount that reflects the consideration to which the Company expects to be entitled in exchange for goods or services transferred to its customers. To do this, the Company applies a five-step model, which requires the Company to: (i) identify the contract with a customer; (ii) identify the performance obligations in the contract; (iii) determine the transaction price; (iv) allocate the transaction price to the performance obligations in the contract; and (v) recognize revenue when, or as, the Company satisfies a performance obligation. The Company identifies a contract with a customer when a sales agreement indicates approval and commitment of the parties; identifies the rights of the parties; identifies the payment terms; has commercial substance; and it is probable that the Company will collect the consideration to which it will be entitled in exchange for the goods or services that will be transferred to the customer. The Company identifies a performance obligation in a contract for each promised good or service that is separately identifiable from other obligations in the contract and for which the customer can benefit from the good or service either on its own or together with other resources that are readily available to the customer. The Company determines the transaction price as the amount of consideration it expects to be entitled to in exchange for fulfilling the performance obligations, including the effects of any variable consideration, significant financing elements, amounts payable to the customer or noncash consideration. For any contracts that have more than one performance obligation, the Company allocates the transaction price to each performance obligation in an amount that depicts the amount of consideration to which the Company expects to be entitled in exchange for satisfying each performance obligation. In accordance with the last step of the five-step model, the Company recognizes revenue when, or as, it satisfies the performance obligation in a contract by transferring control of a promised good or providing the service to the customer. The Company typically satisfies its performance obligations and recognizes revenue at a point in time for product sales, generally when products are shipped or delivered to the customer, depending on the terms underlying each arrangement. In circumstances where the Company’s products are on consignment, revenue is generally recognized upon usage or consumption by the customer. For any Fluidcare TM or other services provided by the Company to the customer, the Company typically satisfies its performance obligations and recognizes revenue over time, as the promised services are performed. The Company uses input methods to recognize revenue over time related to these services, including labor costs and time incurred. The Company believes that these input methods represent the most indicative measure of the Fluidcare TM or other service work performed by the Company. The Company does not have standard payment terms for all customers, however the Company’s general payment terms require customers to pay for products or services provided after the performance obligation is satisfied. The Company does not have significant financing arrangements with its customers. Therefore, the Company does not adjust the promised amount of consideration for the effects of a significant financing component as the Company expects, at contract inception, that the period between when the Company transfers a promised good or service to the customer and when the customer pays for that good or service will be one year or less. In addition, the Company expenses costs to obtain a contract as incurred when the expected period of benefit, and therefore the amortization period, is one year or less. In addition, the Company excludes from the measurement of the transaction price all taxes assessed by a governmental authority that are both imposed on and concurrent with a specific revenue-producing transaction and collected by the entity from a customer, including sales, use, value added, excise and various other taxes. Lastly, the Company has elected to account for shipping and handling activities that occur after the customer has obtained control of a good as a fulfillment cost, rather than an additional promised service. The Company does not have significant amounts of variable consideration in its contracts with customers and where applicable, the Company’s estimates of variable consideration are not constrained. The Company records certain third-party license fees in other income (expense), net, in its Consolidated Statement of Operations, which generally include sales-based royalties in exchange for the license of intellectual property. These license fees are recognized in accordance with their agreed-upon terms and when performance obligations are satisfied, which is generally when the third party has a subsequent sale. The Company recognizes a contract asset or receivable on its Consolidated Balance Sheet when the Company performs a service or transfers a good in advance of receiving consideration. A receivable is the Company’s right to consideration that is unconditional and only the passage of time is required before payment of that consideration is due. A contract asset is the Company’s right to consideration in exchange for goods or services that the Company has transferred to a customer. A contract liability is recognized when the Company receives consideration, or if it has the unconditional right to receive consideration, in advance of performance. A contract liability is the Company’s obligation to transfer goods or services to a customer for which the Company has received consideration, or a specified amount of consideration is due, from the customer. See Note 5 of Notes to Consolidated Financial Statements. Research and development costs: Research and development costs are expensed as incurred and are included in selling, general and administrative expenses (“SG&A”). Research and development expenses were $46.0 million, $44.9 million and $40.0 million for the years ended December 31, 2022, 2021 and 2020, respectively. Environmental liabilities and expenditures: Accruals for environmental matters are recorded when it is probable that a liability has been incurred and the amount of the liability can be reasonably estimated. If there is a range of estimated liability and no amount in that range is considered more probable than another, then the Company records the lowest amount in the range. Environmental costs and remediation costs are capitalized if the costs extend the life, increase the capacity or improve safety or efficiency of the property from the date acquired or constructed, and/or mitigate or prevent contamination in the future. See Note 26 of Notes to Consolidated Financial Statements. Asset retirement obligations: The Company assesses whether it has legal or conditional obligations associated with the retirement of tangible long-lived assets that result from the acquisition, construction, or development and/or the normal operation of a long-lived asset, including any legal obligations that require disposal of a replaced part that is a component of a tangible long-lived asset. As of December 31, 2022 and 2021, the Company had no significant exposure or liabilities recorded on its Consolidated Balance Sheets. Pension and other postretirement benefits: The Company maintains various noncontributory retirement plans, covering a portion of its employees in the U.S. and certain other countries, including the Netherlands, the United Kingdom (“U.K.”), Mexico, Sweden, Germany and France. The plans of the remaining non-U.S. subsidiaries are, for the most part, either fully insured or integrated with the local governments’ plans. The Company recognizes on a prospective basis the funded status of the defined benefit pension and other postretirement plans on its Consolidated Balance Sheets and, also, recognize as a component of AOCI, net of tax, the gains or losses and prior service costs or credits that arise during the period but are not recognized as components of net periodic benefit cost. In addition, the Company recognizes a settlement charge in its Consolidated Statements of Operations when certain events occur, including plan termination or the settlement of certain plan liabilities. A settlement charge represents the immediate recognition into expense of a portion of the unrecognized loss within AOCI on the balance sheet in proportion to the share of the projected benefit obligation that was settled. The measurement date for the Company’s postretirement benefits plan is December 31. The Company’s global pension investment policies are designed to ensure that pension assets are invested in a manner consistent with meeting the future benefit obligations of the pension plans and maintaining compliance with various laws and regulations including the Employee Retirement Income Security Act of 1974. The Company establishes strategic asset allocation percentage targets and benchmarks for significant asset classes with the aim of achieving a prudent balance between return and risk. The Company’s investment horizon is generally long term, and, accordingly, the target asset allocations encompass a long-term perspective of capital markets, expected risk and return and perceived future economic conditions while also considering the profile of plan liabilities. To the extent feasible, the short-term investment portfolio is managed to match the short-term obligations, the intermediate portfolio duration is matched to reduce the risk of volatility in intermediate plan distributions, and the total return portfolio is managed to maximize the long-term real growth of plan assets. The critical investment principles of diversification, assessment of risk and targeting the optimal expected returns for given levels of risk are applied. The Company’s investment guidelines prohibit the use of securities such as letter stock and other unregistered securities, commodities or commodity contracts, short sales, margin transactions, private placements (unless specifically addressed by addendum), or any derivatives, options or futures for the purpose of portfolio leveraging. The target asset allocation is reviewed periodically and is determined based on a long-term projection of capital market outcomes, inflation rates, fixed income yields, returns, volatilities and correlation relationships. The interaction between plan assets and benefit obligations is periodically studied to assist in establishing such strategic asset allocation targets. Asset performance is monitored with an overall expectation that plan assets will meet or exceed benchmark performance over rolling five year periods. The Company’s pension committee, as authorized by the Company’s Board of Directors (the “Board”), has discretion to manage the assets within established asset allocation ranges approved by senior management of the Company. See Note 21 of Notes to Consolidated Financial Statements. Comprehensive income (loss): The Company presents Other comprehensive (loss) income in its Statements of Comprehensive (Loss) Income. The Company discloses significant amounts reclassified from each component of AOCI, the related tax amounts and the income statement line items affected by such reclassifications. See Note 23 of Notes to Consolidated Financial Statements. Income taxes and uncertain tax positions: The provision for income taxes is determined using the asset and liability approach of accounting for income taxes. Under this approach, deferred taxes represent the future tax consequences expected to occur when the reported amounts of assets and liabilities are recovered or paid. The provision for income taxes represents income taxes paid or payable for the current year and the change in deferred taxes during the year. Deferred taxes result from differences between the financial and tax bases of the Company’s assets and liabilities and are adjusted for changes in tax rates and tax laws when changes are enacted. Valuation allowances are recorded to reduce deferred tax assets when it is more likely than not that a tax benefit will not be realized. The Company accounts for uncertainty in income taxes by applying the recognition threshold and measurement attributes for financial statement recognition and measurement of tax positions taken or expected to be taken on a tax return. The Company determines whether the benefits of tax positions are probable or more likely than not sustained upon audit based upon the technical merits of the tax position. For tax positions that are determined to be more likely than not sustained upon audit, the Company recognizes the largest amount of benefit that is greater than 50% likely of being realized upon ultimate settlement in the financial statements. For tax positions that are not determined to be more likely than not sustained upon audit, the Company does not recognize any portion of the benefit in the financial statements. Additionally, the Company monitors and adjusts for derecognition, classification, and penalties and interest in interim periods, with appropriate disclosure and transition thereto. Also, the amount of interest expense and income related to uncertain tax positions is computed by applying the applicable statutory rate of interest to the difference between the tax position recognized, including timing differences, and the amount previously taken or expected to be taken in a tax return. The Company recognizes interest and/or penalties related to income tax matters in income tax expense. Finally, when applicable, the Company nets its liability for unrecognized tax benefits against deferred tax assets related to net operating losses or other tax credit carryforwards that would apply if the uncertain tax position were settled for the presumed amount at the balance sheet date. Pursuant to the Tax Cuts and Jobs Act (“U.S. Tax Reform”), specifically the one-time tax on deemed repatriation (the “Transition Tax”), the Company has provided for U.S. income tax on its undistributed earnings of non-U.S. subsidiaries, however, the Company is subject to and will incur other taxes, such as withholding taxes and dividend distribution taxes, if these undistributed earnings were ultimately remitted to the U.S. The Company currently intends to reinvest its future undistributed earnings of non-U.S. subsidiaries to support working capital needs and certain other growth initiatives of those subsidiaries. However, in certain cases the Company has and may in the future change its indefinite reinvestment assertion for any or all of these undistributed earnings. In this case, the Company would estimate and record a tax liability and corresponding tax expense for the amount of non-U.S. income taxes it would incur to ultimately remit these earnings to the U.S. See Note 10 of Notes to Consolidated Financial Statements. Derivatives: The Company is exposed to the impact of changes in interest rates, foreign currency fluctuations, changes in commodity prices and credit risk. Historically, the Company has utilized interest rate swap agreements to enhance its ability to manage risk, including exposure to variability in interest payments associated with its variable rate debt. Derivative instruments are entered into for periods consistent with the related underlying exposures and do not constitute positions independent of those exposures. In October 2022, the Company’s interest rate swap contracts expired. As of December 31, 2022, the Company has not entered into any similar interest rate swap contracts. The Company previously recorded these instruments on a net basis within the Consolidated Balance Sheets. The effective portion of the change in fair value of the agreement was recorded in AOCI and was recognized in the Consolidated Statements of Operations when cash was paid from the counterparties. See Note 25 of Notes to Consolidated Financial Statements. Fair value measurements: The Company utilizes a fair value hierarchy that prioritizes the inputs to valuation techniques used to measure fair value into three broad levels. See Notes 21 and 24 of Notes to Consolidated Financial Statements. The following is a brief description of those three levels: • Level 1: Observable inputs such as quoted prices (unadjusted) in active markets for identical assets or liabilities. • Level 2: Inputs other than quoted prices that are observable for the asset or liability, either directly or indirectly. These include quoted prices for similar assets or liabilities in active markets and quoted prices for identical or similar assets or liabilities in markets that are not active. • Level 3: Unobservable inputs that reflect the reporting entity's own assumptions. Share-based compensation: The Company recognizes the fair value of share-based compensation as a component of expense. The Company has a long-term incentive program (“LTIP”) for key employees which provides for the granting of options to purchase stock at prices not less than its market value on the date of the grant. Most options become exercisable within three years after the date of the grant for a period of time determined by the Company, but not to exceed seven years from the date of grant. Restricted stock awards and restricted stock units issued under the LTIP program are subject to time vesting generally over a one two In addition, while the Company is permitted to make an accounting policy election to account for forfeitures as they occur for service condition aspects of certain share-based awards, the Company has decided not to elect this accounting policy and instead has elected to continue utilizing a forfeiture rate assumption. Based on historical experience, the Company generally has assumed a forfeiture rate of 13% on certain of its nonvested stock awards. The Company will record additional expense if the actual forfeiture rate is lower than estimated and will record a recovery of prior expense if the actual forfeiture is higher than estimated. The Company also issues performance-dependent stock awards as a component of its LTIP. The fair value of the performance-dependent stock awards is based on their grant-date market value adjusted for the likelihood of attaining certain predetermined performance goals and is calculated by utilizing a Monte Carlo simulation model. Compensation expense is recognized on a straight-line basis over the vesting period, generally three years. See Note 8 of the Notes to Consolidated Financial Statements. Earnings per share: The Company calculates earnings per share for nonvested stock awards with rights to non-forfeitable dividends, which requires nonvested stock awards with rights to non-forfeitable dividends to be included as part of the basic weighted average share calculation under the two-class method. See Note 11 of Notes to Consolidated Financial Statements. Hyper-inflationary accounting: Economies that have a cumulative three year rate of inflation exceeding 100% are considered hyper-inflationary. A legal entity that operates within an economy deemed to be hyper-inflationary is required to remeasure its monetary assets and liabilities to the applicable published exchange rates and record the associated gains or losses resulting from the remeasurement directly to the Consolidated Statements of Operations. Argentina’s and Türkiye’s economies were considered hyper-inflationary effective July 1, 2018 and April 1, 2022, respectively. As of, and for the year ended December 31, 2022, the Company's Argentine and Turkish subsidiaries represented a combined 1% and 2% of the Company’s consolidated total assets and net sales, respectively. For the years ended December 31, 2022, 2021 and 2020, the Company recorded $1.6 million, $0.6 million, and $0.4 million, respectively, of remeasurement losses associated with the applicable currency conversions related to Argentina and Türkiye. These losses were recorded within foreign exchange losses, net, which is a component of Other (expense) income, net, in the Company’s Consolidated Statements of Operations. Business combinations: The Company accounts for business combinations under the acquisition method of accounting. This method requires the recording of acquired assets, including separately identifiable intangible assets, and assumed liabilities at their respective acquisition date estimated fair values. Any excess of the purchase price over the estimated fair value of the identifiable net assets acquired is recorded as goodwill. The determination of the estimated fair value of assets acquired and liabilities assumed requires significant estimates and assumptions. Based on the assessment of additional information during the measurement period, which may be up to one year from the acquisition date, the Company may record adjustments to the estimated fair value of assets acquired and liabilities assumed. See Note 2 of Notes to Consolidated Financial Statements. Restructuring activities: Restructuring programs consist of employee severance, rationalization of manufacturing or other facilities and other related items. To account for such programs, the Company recognizes a liability for a cost associated with an exit or disposal activity, when the liability is incurred, is estimable, and payment is probable. See Note 7 of Notes to Consolidated Financial Statements. Reclassifications: Certain information has been reclassified to conform to the current year presentation. Accounting estimates: The preparation of financial statements in conformity with generally accepted accounting principles in the United States (“U.S. GAAP”) requires management to make estimates and assumptions that affect the reported amounts of assets, liabilities and disclosure of contingencies at the date of the financial statements and the reported amounts of net sales and expenses during the reporting period. Actual results could differ from such estimates. |
Business Combinations
Business Combinations | 12 Months Ended |
Dec. 31, 2022 | |
Business Combination and Asset Acquisition [Abstract] | |
Business Combinations | Business Combinations 2022 Acquisitions In October 2022, the Company acquired a business that provides pickling and rinsing products and services, which is part of the EMEA reportable segment, for approximately 3.5 million EUR or approximately $3.5 million. This acquisition, along with the Company’s January 2022 acquisition in the Americas reportable segment (described below), which had similar specializations and product offerings, strengthens Quaker Houghton’s position in pickling inhibitors and additives, enabling the Company to better support and optimize production processes for customers across the Metals industry. The Company allocated $2.8 million of the purchase price to intangible assets, comprised of $2.3 million of customer relationships to be amortized over 10 years; $0.2 million of existing product technologies to be amortized over 10 years; and $0.3 million of licensed trademarks to be amortized over 10 years. In addition, the Company recorded $0.8 million of goodwill related to expected value not allocated to other acquired assets. In January 2022, the Company acquired a business that provides pickling inhibitor technologies, drawing lubricants and stamping oil, and various other lubrication, rust preventative, and cleaner applications, which is part of the Americas reportable segment for approximately $8.0 million. This business broadens the Company’s product offerings within its existing metals and metalworking business in the Americas region. The Company allocated $5.6 million of the purchase price to intangible assets, comprised of $5.1 million of customer relationships to be amortized over 14 years; and $0.5 million of existing product technologies to be amortized over 14 years. In addition, the Company recorded $1.8 million of goodwill related to expected value not allocated to other acquired assets, all of which is expected to be tax deductible in various jurisdictions in which the Company operates. During the third quarter of 2022 the Company finalized post-closing adjustments that resulted in the Company paying less than $0.1 million of additional purchase consideration. Factors contributing to the purchase price that resulted in goodwill included the acquisition of business processes and personnel that will allow Quaker Houghton to better serve its customers. In January 2022, the Company acquired a business related to the sealing and impregnation of metal castings for the automotive sector, as well as impregnation resin and impregnation systems for metal parts in Europe for approximately 1.2 million EUR or approximately $1.4 million. This business broadens its product offerings and service capabilities within its existing impregnation business. Other Previous Acquisitions In November 2021, the Company acquired Baron Industries (“Baron”), a privately held company that provides vacuum impregnation services of castings, powder metals and electrical components in the United States for $11.0 million, including an initial cash payment of $7.1 million, subject to post-closing adjustments as well as certain earn-out provisions that are payable at various times from 2022 through 2025. The earn-out provisions could total a maximum of $4.5 million. In September 2022, the Company paid $2.5 million related to certain of these earnout provisions. The Company recorded an incremental earn-out expense of $0.1 million during the year ended December 31, 2022 related to these earnout provisions, recorded within the financial statement caption “Combination, integration and other acquisition-related expenses” on the Company’s Condensed Consolidated Statements of Operations. As of December 31, 2022, the Company has remaining earnout liabilities recorded on its Condensed Consolidated Balance Sheet of $1.6 million. The Company allocated $8.0 million of the purchase price to intangible assets, $1.1 million of property, plant and equipment and $1.5 million of other assets acquired net of liabilities assumed, which includes $0.3 million of cash acquired. In addition, the Company recorded $0.4 million of goodwill, none of which is expected to be tax deductible. Intangible assets comprised $7.2 million of customer relationships to be amortized over 15 years; and $0.8 million of existing product technology to be amortized over 13 years. Factors contributing to the purchase price that resulted in goodwill included the acquisition of business processes and personnel that will allow Quaker Houghton to better serve its customers. During the third quarter of 2022 the Company finalized post-closing adjustments that resulted in the Company receiving less than $0.1 million. In November 2021, the Company acquired a business that provides hydraulic fluids, coolants, cleaners, and rust preventative oils in Türkiye for its EMEA reportable segment for 3.2 million EUR or approximately $3.7 million. In September 2021, the Company acquired the remaining interest in Grindaix-GmbH (“Grindaix”), a Germany-based, high-tech provider of coolant control and delivery systems for its EMEA reportable segment for 2.4 million EUR or approximately $2.9 million, which is gross of approximately $0.3 million of cash acquired. Previously, in February 2021, the Company acquired a 38% ownership interest in Grindaix for 1.4 million EUR or approximately $1.7 million. The Company recorded its initial investment as an equity method investment within the Consolidated Financial Statements and accounted for the purchase of the remaining interest as a step acquisition whereby the Company remeasured the previously held equity method investment to its fair value. In June 2021, the Company acquired certain assets for its chemical milling maskants product line in Europe for 2.3 million EUR or approximately $2.8 million. In February 2021, the Company acquired a tin-plating solutions business for the steel end market for $25.0 million. This acquisition is part of each of the Company’s reportable segments. The Company allocated $19.6 million of the purchase price to intangible assets, comprised of $18.3 million of customer relationships, to be amortized over 19 years; $0.9 million of existing product technology to be amortized over 14 years; and $0.4 million of a licensed trademark to be amortized over 3 years. In addition, the Company recorded $5.0 million of goodwill, all of which is expected to be tax deductible in various jurisdictions in which we operate. Factors contributing to the purchase price that resulted in goodwill included the acquisition of business processes and personnel that will allow Quaker Houghton to better serve its customers. In December 2020, the Company completed its acquisition of Coral Chemical Company (“Coral”), a privately held, U.S.-based provider of metal finishing fluid solutions. The acquisition provides technical expertise and product solutions for pre-treatment, metalworking and wastewater treatment applications to the beverage cans and general industrial end markets. The original purchase price was approximately $54.1 million, subject to routine and customary post-closing adjustments related to working capital and net indebtedness levels. Subsequent to the acquisition, the Company and the sellers of Coral (the “Sellers”) have worked to finalize certain post-closing adjustments. During the second quarter of 2022, after failing to reach resolution, the Sellers filed suit asserting certain amounts owed related to tax attributes of the acquisition. Since the second quarter of 2022, there have been no material changes to the facts and circumstances of the claim asserted by the Sellers, and the Company continues to believe the potential range of exposure for this claim is $0 to $1.5 million. In May 2020, the Company acquired Tel Nordic ApS (“TEL”), a company that specializes in lubricants and engineering primarily in high pressure aluminum die casting for its EMEA reportable segment. Consideration paid was in the form of a convertible promissory note in the amount of 20.0 million DKK, or approximately $2.9 million, which was subsequently converted into shares of the Company’s common stock. An adjustment to the purchase price of approximately 0.4 million DKK, or less than $0.1 million, was made as a result of finalizing a post-closing settlement in the second quarter of 2020. The Company allocated approximately $2.4 million of the purchase price to intangible assets to be amortized over 17 years. In addition, the Company recorded approximately $0.5 million of goodwill, related to expected value not allocated to other acquired assets, none of which will be tax deductible. In March 2020, the Company acquired the remaining 49% ownership interest in one of its South African affiliates, Quaker Chemical South Africa Limited (“QSA”) for 16.7 million ZAR, or approximately $1.0 million, from its joint venture partner PQ Holdings South Africa. QSA is a part of the Company’s EMEA reportable segment. As this acquisition was a change in an existing controlling ownership, the Company recorded $0.7 million of excess purchase price over the carrying value of the noncontrolling interest in Capital in excess of par value. During the first quarter of 2020, the Company finalized its post-closing adjustments for the Norman Hay plc (“Norman Hay”) acquisition and paid approximately 2.5 million GBP to settle post-closing adjustments. As of December 31, 2022, the allocation of the purchase price of each of the 2022 acquisitions has not been finalized and the one year measurement period has not ended for any of these acquisitions. Further adjustments may be necessary as a result of the Company’s on-going assessment of additional information related to the fair value of assets acquired and liabilities assumed. As of December 31, 2022, the allocation of the purchase price for all other previous acquisitions was finalized and the one year measurement period ended. The results of operations of each acquisition subsequent to the respective acquisition dates are included in the Consolidated Statements of Operations. Applicable transaction expenses associated with these acquisitions are included in Combination, integration and other acquisition-related expenses in the Company’s Consolidated Statements of Operations. Certain pro forma and other information is not presented, as the operations of the acquired assets and businesses are not considered material to the overall operations of the Company for the periods presented. |
Recently Issued Accounting Stan
Recently Issued Accounting Standards | 12 Months Ended |
Dec. 31, 2022 | |
Accounting Changes and Error Corrections [Abstract] | |
Recently Issued Accounting Standards | Recently Issued Accounting Standards Recently Issued Accounting Standards Adopted The FASB issued ASU 2020-04 , Reference Rate Reform (Topic 848): Facilitation of the Effects of Reference Rate Reform on Financial Reporting in March 2020. The FASB subsequently issued ASU 2021-01 , Reference Rate Reform (Topic 848): Scope in January 2021, which clarified the guidance, and ASU 2022-06, Reference Rate Reform (Topic 848): Deferral of the Sunset Date of Topic 848, which defers the sunset date of Topic 848 from December 31, 2022 to December 31, 2024. Neither ASU materially changed the guidance or its applicability to the Company. The amendments provide temporary optional expedients and exceptions for applying U.S. GAAP to contract modifications, hedging relationships, and other transactions to ease the potential accounting and financial reporting burden associated with transitioning away from reference rates that are expected to be discontinued, including the London Interbank Offered Rate (“LIBOR”). ASU 2020-04 is effective for the Company as of March 12, 2020 and generally can be applied through December 31, 2024. On June 17, 2022, the Company entered into an amendment to its primary credit facility, which, among other things, provided for the use of a USD currency LIBOR successor rate (the Term Secured Overnight Financing Rate (“Term SOFR”)). See Note 20 of Notes to Consolidated Financial Statements. |
Business Segments
Business Segments | 12 Months Ended |
Dec. 31, 2022 | |
Segment Reporting [Abstract] | |
Business Segments | Business Segments The Company’s operating segments, which are consistent with its reportable segments, reflect the structure of the Company’s internal organization, the method by which the Company’s resources are allocated and the manner by which the chief operating decision maker assesses the Company’s performance. The Company has three reportable segments: (i) Americas; (ii) EMEA; and (iii) Asia/Pacific. The segments are composed of the net sales and operations in each respective region. All prior period information has been recast to reflect the Company’s new reportable segments. Segment operating earnings for each of the Company’s reportable segments are comprised of the segment’s net sales less directly related COGS and SG&A. Operating expenses not directly attributable to the net sales of each respective segment, such as certain corporate and administrative costs, Combination, integration and other acquisition-related expenses, and Restructuring and related charges, are not included in segment operating earnings. The figures presented for all periods reflect the Company’s current definition of directly related segment operating expenses and operating expenses not directly attributable to the net sales of each respective segment. As applicable, immaterial prior year reclassifications have been reflected to conform with the current year presentation. Other items not specifically identified with the Company’s reportable segments include Interest expense, net and Other (expense) income, net. The following tables present information about the performance of the Company’s reportable segments for the years ended December 31, 2022, 2021 and 2020. 2022 2021 2020 Net sales Americas $ 946,516 $ 762,211 $ 607,043 EMEA 562,508 564,128 455,939 Asia/Pacific 434,561 434,819 354,695 Total net sales $ 1,943,585 $ 1,761,158 $ 1,417,677 2022 2021 2020 Segment operating earnings Americas $ 223,629 $ 176,253 $ 141,870 EMEA 76,364 110,981 92,493 Asia/Pacific 105,842 109,233 100,196 Total segment operating earnings 405,835 396,467 334,559 Combination, integration and other acquisition-related expenses (8,779) (23,885) (29,790) Restructuring and related charges (3,163) (1,433) (5,541) Fair value step up of acquired inventory sold — (801) (226) Impairment charges (93,000) — (38,000) Non-operating and administrative expenses (187,841) (157,309) (144,173) Depreciation of corporate assets and amortization (60,748) (62,573) (57,469) Operating income 52,304 150,466 59,360 Other (expense) income, net (12,607) 18,851 (5,618) Interest expense, net (32,579) (22,326) (26,603) Income before taxes and equity in net income of associated companies $ 7,118 $ 146,991 $ 27,139 The following tables present information regarding the Company’s reportable segments’ assets and long-lived assets, excluding goodwill, as of December 31, 2022, 2021 and 2020. Management does not use goodwill by segment to evaluate performance or allocate resources. 2022 2021 2020 Segment assets, excluding goodwill Americas $ 1,196,906 $ 1,160,921 $ 1,147,783 EMEA 583,861 685,812 539,598 Asia/Pacific 525,847 477,833 573,241 Total segment assets $ 2,306,614 $ 2,324,566 $ 2,260,622 2022 2021 2020 Segment long-lived assets Americas $ 150,294 $ 145,390 $ 146,074 EMEA 87,279 89,637 94,969 Asia/Pacific 120,761 125,365 128,927 Total segment long-lived assets $ 358,334 $ 360,392 $ 369,970 The following tables present information regarding the Company’s reportable segments’ capital expenditures and depreciation for identifiable assets for the years ended December 31, 2022, 2021 and 2020: 2022 2021 2020 Capital expenditures Americas $ 19,121 $ 11,716 $ 7,834 EMEA 6,065 7,428 4,377 Asia/Pacific 3,353 2,313 5,690 Total segment capital expenditures $ 28,539 $ 21,457 $ 17,901 2022 2021 2020 Depreciation Americas $ 11,723 $ 13,599 $ 14,512 EMEA 6,608 8,294 8,035 Asia/Pacific 4,593 4,756 4,805 Total segment depreciation $ 22,924 $ 26,649 $ 27,352 During the years ended December 31, 2022, 2021 and 2020, the Company had approximately $1,246.7 million, $1,198.4 million and $963.2 million of net sales, respectively, attributable to non-U.S. operations. As of December 31, 2022, 2021 and 2020, the Company had approximately $156.4 million, $155.2 million and $176.6 million of long-lived assets, respectively, attributable to non-U.S. operations. Inter-segment revenue for the years ended December 31, 2022, 2021 and 2020 was $11.6 million, $13.3 million and $16.8 million for Americas, $44.6 million, $40.4 million and $28.1 million for EMEA, $1.0 million, and $2.0 million and $0.9 million for Asia/Pacific, respectively. However, all inter-segment transactions have been eliminated from each reportable operating segment’s net sales and earnings for all periods presented in the above tables. |
Net Sales and Revenue Recogniti
Net Sales and Revenue Recognition | 12 Months Ended |
Dec. 31, 2022 | |
Revenue from Contract with Customer [Abstract] | |
Net Sales and Revenue Recognition | Net Sales and Revenue Recognition Arrangements Resulting in Net Reporting As part of the Company’s Fluidcare TM business, certain third-party product sales to customers are managed by the Company. The Company transferred third-party products under arrangements resulting in net reporting of $83.8 million, $71.7 million and $42.5 million for the years ended December 31, 2022, 2021 and 2020, respectively. Customer Concentration A significant portion of the Company’s revenues are realized from the sale of process fluids and services to manufacturers of steel, aluminum, automobiles, aircraft, industrial equipment, and durable goods. During the year ended December 31, 2022, the Company’s five largest customers (each composed of multiple subsidiaries or divisions with semiautonomous purchasing authority) accounted for approximately 11% of consolidated net sales, with its largest customer accounting for approximately 3% of consolidated net sales. Contract Assets and Liabilities The Company had no material contract assets recorded on its Consolidated Balance Sheets as of December 31, 2022 and 2021. The Company had approximately $5.7 million and $7.0 million of deferred revenue as of December 31, 2022 and 2021, respectively. During the years ended December 31, 2022 and 2021, respectively, the Company satisfied all of the associated performance obligations and recognized into revenue the advance payments received and recorded as of December 31, 2021 and 2020, respectively. Disaggregated Revenue The Company sells its various industrial process fluids, its specialty chemicals and its technical expertise as a global product portfolio. The Company generally manages and evaluates its performance by segment first, and then by customer industry, rather than by individual product lines. Also, net sales of each of the Company’s major product lines are generally spread throughout all three of the Company’s geographic regions, and in most cases, approximately proportionate to the level of total sales in each region. The following tables present disaggregated information regarding the Company’s net sales, first by major product lines that represent more than 10% of the Company’s consolidated net sales for any of the years ended December 31, 2022, 2021 and 2020, and followed then by a disaggregation of the Company’s net sales by segment, geographic region, customer industry, and timing of revenue recognized for the years ended December 31, 2022, 2021 and 2020. 2022 2021 2020 Metal removal fluids 22.9 % 23.4 % 23.9 % Rolling lubricants 20.8 % 22.2 % 21.8 % Hydraulic fluids 14.1 % 13.6 % 13.3 % Net sales for the year ending December 31, 2022 Americas EMEA Asia/Pacific Consolidated Customer Industries Metals $ 252,513 $ 137,767 $ 214,377 $ 604,657 Metalworking and other 694,003 424,741 220,184 1,338,928 $ 946,516 $ 562,508 $ 434,561 $ 1,943,585 Timing of Revenue Recognized Product sales at a point in time $ 902,969 $ 551,013 $ 393,931 $ 1,847,913 Services transferred over time 43,547 11,495 40,630 95,672 $ 946,516 $ 562,508 $ 434,561 $ 1,943,585 Net sales for the year ending December 31, 2021 Americas EMEA Asia/Pacific Consolidated Customer Industries Metals $ 210,340 $ 141,950 $ 207,160 $ 559,450 Metalworking and other 551,871 422,178 227,659 1,201,708 $ 762,211 $ 564,128 $ 434,819 $ 1,761,158 Timing of Revenue Recognized Product sales at a point in time $ 726,229 $ 525,623 $ 420,003 $ 1,671,855 Services transferred over time 35,982 38,505 14,816 89,303 $ 762,211 $ 564,128 $ 434,819 $ 1,761,158 Net sales for the year ending December 31, 2020 Americas EMEA Asia/Pacific Consolidated Customer Industries Metals $ 163,135 $ 107,880 $ 168,096 $ 439,111 Metalworking and other 443,908 348,059 186,599 978,566 $ 607,043 $ 455,939 $ 354,695 $ 1,417,677 Timing of Revenue Recognized Product sales at a point in time $ 570,152 $ 417,725 $ 341,104 $ 1,328,981 Services transferred over time 36,891 38,214 13,591 88,696 $ 607,043 $ 455,939 $ 354,695 $ 1,417,677 |
Leases
Leases | 12 Months Ended |
Dec. 31, 2022 | |
Leases [Abstract] | |
Leases | Leases The Company has operating leases for certain facilities, vehicles and machinery and equipment with remaining lease terms up to 9 years. In addition, the Company has certain land use leases with remaining lease terms up to 93 years. The Company’s finance leases are included in PP&E on the Consolidated Balance Sheet. See Note 15 of Notes to Consolidated Financial Statements. The Company has no material variable lease costs or sublease income for the years ended December 31, 2022, 2021 and 2020. The following table sets forth the components of the Company’s lease cost for the years ended December 31, 2022, 2021 and 2020: December 31, 2022 December 31, 2021 December 31, 2020 Operating lease expense $ 15,171 $ 14,061 $ 14,247 Short-term lease expense 816 861 1,308 Supplemental cash flow information related to the Company’s leases is as follows: December 31, December 31, December 31, Cash paid for amounts included in the measurement of lease liabilities: Operating cash flows from operating leases $ 19,215 $ 13,859 $ 14,101 Non-cash lease liabilities activity: Leased assets obtained in exchange for new operating lease liabilities 23,356 11,142 6,949 Supplemental balance sheet information related to the Company’s leases is as follows: December 31, 2022 December 31, 2021 Right of use lease assets $ 43,766 $ 36,635 Other accrued liabilities 12,024 9,976 Long-term lease liabilities 26,967 26,335 Total operating lease liabilities $ 38,991 $ 36,311 Weighted average remaining lease term (years) 5.1 5.6 Weighted average discount rate 4.36 % 4.22 % Maturities of operating lease liabilities as of December 31, 2022 were as follows: December 31, 2022 For the year ended December 31, 2023 $ 13,551 For the year ended December 31, 2024 11,149 For the year ended December 31, 2025 7,266 For the year ended December 31, 2026 5,280 For the year ended December 31, 2027 2,457 For the year ended December 31, 2028 and beyond 5,299 Total lease payments 45,002 Less: imputed interest (6,011) Present value of lease liabilities $ 38,991 |
Restructuring and Related Activ
Restructuring and Related Activities | 12 Months Ended |
Dec. 31, 2022 | |
Restructuring and Related Activities [Abstract] | |
Restructuring and Related Activities | Restructuring and Related Activities The Company’s Management approved a global restructuring plan (the “QH Program”) as part of its initial plan to realize certain cost synergies associated with the Combination in the third quarter of 2019. The QH Program included restructuring and associated severance costs to reduce total headcount by approximately 400 people globally, as well as plans for the closure of certain manufacturing and non-manufacturing facilities. As of December 31, 2022, the Company has substantially completed all of the initiatives under the QH Program with only an immaterial amount of remaining severance still to be paid, which is expected to be completed during 2023. In response to current macroeconomic headwinds and softer operating conditions, in 2022, the Company’s Management initiated a global cost and optimization program to improve its cost structure and drive a more profitable and productive organization. This program has and will include certain restructuring activities as part of the plan to further optimize and strengthen the Company’s footprint, optimize the go-to-market strategy, simplify the portfolio and organization, and enable the Company to deliver on its strategic plan. During the fourth quarter of 2022, initial actions under this program included restructuring and associated severance costs to reduce headcount by approximately 40 positions globally. These headcount reductions began in the fourth quarter of 2022 and are expected to be completed in 2023. Under the Company’s restructuring programs, employee separation benefits varied depending on local regulations within certain foreign countries and included severance and other benefits. The exact timing to complete all actions and final costs associated will depend on a number of factors and are subject to change. Restructuring costs incurred during the years ended December 31, 2022, 2021 and 2020 include severance costs to reduce headcount, including customary and routine adjustments to initial estimates for employee separation costs, as well as costs to close certain facilities and are recorded in Restructuring and related charges in the Company’s Consolidated Statements of Operations. In connection with the plans for closure of certain manufacturing and non-manufacturing facilities, the Company has made available for sale certain facilities and property. During the years ended December 31, 2022, 2021 and 2020, certain of these facilities were sold and the Company recognized a gain of $0.2 million in 2022 and $5.4 million in 2021 and a loss of approximately $0.6 million in 2020, which is included within Other (expense) income, net on the Consolidated Statements of Operations. Additionally, certain land with an aggregate book value of approximately $0.6 million continues to be held-for-sale as of December 31, 2022 and is recorded in Prepaid expenses and other current assets on the Company’s Consolidated Balance Sheets. The Company expects to complete the sale of this land in 2023. The Company will continue to evaluate actions to strengthen and optimize its existing facilities and footprint and this may include making certain other facilities or property available for sale in the future. As described in Note 4 of Notes to Consolidated Financial Statements, Restructuring and related charges are not included in the Company’s calculation of reportable segments’ measure of operating earnings and therefore these costs are not reviewed by or recorded to reportable segments. Activity in the Company’s accrual for restructuring for the years ended December 31, 2022 and 2021 are as follows: Restructuring Programs Accrued restructuring as of December 31, 2020 $ 8,248 Restructuring and related charges 1,433 Cash payments (5,266) Currency translation adjustments (328) Accrued restructuring as of December 31, 2021 4,087 Restructuring and related charges 3,163 Cash payments (1,532) Currency translation adjustments (235) Accrued restructuring as of December 31, 2022 $ 5,483 |
Share-Based Compensation
Share-Based Compensation | 12 Months Ended |
Dec. 31, 2022 | |
Share-Based Payment Arrangement [Abstract] | |
Share-Based Compensation | Share-Based Compensation The Company recognized the following share-based compensation expense in its Consolidated Statements of Operations for the years ended December 31, 2022, 2021 and 2020: 2022 2021 2020 Stock options $ 1,774 $ 1,235 $ 1,491 Non-vested stock awards and restricted stock units 6,679 5,438 5,012 Non-elective and elective 401(k) matching contribution in stock — 1,553 3,112 Director stock ownership plan 63 901 541 Performance stock units 3,150 1,911 840 Total share-based compensation expense $ 11,666 $ 11,038 $ 10,996 Share-based compensation expense is recorded in SG&A, except for $0.2 million, $0.9 million and $1.5 million during the years ended December 31, 2022, 2021 and 2020, respectively, recorded within Combination, integration and other acquisition-related expenses. Stock Options Stock option activity under all plans is as follows: Number of Weighted Weighted Aggregate Options outstanding as of January 1, 2022 109,684 $ 165.47 Options granted 31,914 222.82 Options exercised (11,801) 133.10 Options forfeited (10,315) 172.41 Options outstanding as of December 31, 2022 119,482 $ 183.39 4.7 $ (373) Options expected to vest after December 31, 2022 54,245 $ 182.20 5.5 $ (830) Options exercisable as of December 31, 2022 65,237 $ 159.93 3.9 $ 455 The total intrinsic value of options exercised during the years ended December 31, 2022, 2021 and 2020 was approximately $0.8 million, $2.7 million and $6.5 million, respectively. Intrinsic value is calculated as the difference between the current market price of the underlying security and the strike price of a related option. A summary of the Company’s outstanding stock options as of December 31, 2022 is as follows: Range of Number Weighted Weighted Number Weighted $ 120.01 - $ 150.00 40,781 4.5 137.28 23,262 136.64 $ 150.01 - $ 180.00 56,834 4.6 164.63 33,833 155.35 $ 220.01 - $ 250.00 21,867 5.2 245.10 8,142 245.49 119,482 4.7 183.39 65,237 159.93 As of December 31, 2022, unrecognized compensation expense related to options granted during the years ended December 31, 2022, 2021 and 2020 was $0.8 million, $0.5 million and $0.1 million, respectively, to be recognized over a weighted average period of 1.3 years. The Company granted stock options under its LTIP plan that are subject only to time vesting generally over a three year period during 2022, 2021, 2020 and 2019. For the purposes of determining the fair value of stock option awards, the Company used a Black-Scholes option pricing model and primarily used the assumptions set forth in the table below: July 2022 Grant March 2022 Grant 2021 2020 2019 Number of stock options granted 4,837 27,077 25,250 49,115 51,610 Dividend yield 0.79 % 0.80 % 0.85 % 0.99 % 1.12 % Expected volatility 40.47 % 38.60 % 37.33 % 31.57 % 26.29 % Risk-free interest rate 2.87 % 2.07 % 0.60 % 0.36 % 1.52 % Expected term (years) 4.0 4.0 4.0 4.0 4.0 The fair value of these options is being amortized on a straight-line basis over the respective vesting period of each award. The compensation expense recorded on each award during the years ended December 31, 2022, 2021 and 2020, respectively, is as follows: 2022 2021 2020 2022 Stock option awards $ 783 $ — $ — 2021 Stock option awards 521 429 — 2020 Stock option awards 443 516 385 2019 Stock option awards 27 234 698 2018 Stock option awards — 56 357 Restricted Stock Awards Activity of non-vested restricted stock awards granted under the Company’s LTIP plan is shown below: Number of Weighted Average Grant Date Fair Value (per share) Nonvested awards, December 31, 2021 68,693 $ 179.26 Granted 54,433 166.07 Vested (38,583) 175.80 Forfeited (5,088) 184.64 Nonvested awards, December 31, 2022 79,455 $ 171.61 The fair value of the non-vested stock 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 for expected forfeitures based on historical experience for similar awards. As of December 31, 2022, unrecognized compensation expense related to these awards was $7.4 million, to be recognized over a weighted average remaining period of 1.6 years. Restricted Stock Units Activity of non-vested restricted stock units granted under the Company’s LTIP plan is shown below: Number of Weighted Average Grant Date Fair Value (per unit) Nonvested awards, December 31, 2021 10,977 $ 170.82 Granted 10,703 169.29 Vested (3,009) 158.09 Forfeited (171) 190.37 Nonvested awards, December 31, 2022 18,500 $ 171.83 The fair value of the non-vested restricted stock units 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 for expected forfeitures based on historical experience for similar awards. As of December 31, 2022, unrecognized compensation expense related to these awards was $1.7 million, to be recognized over a weighted average remaining period of 1.9 years. Performance Stock Units The Company grants performance-dependent stock awards (“PSUs”) as a component of its LTIP, which will be settled in a certain number of shares subject to market-based and time-based vesting conditions. The number of fully vested shares that may ultimately be issued as settlement for each award may range from 0% up to 200% of the target award, subject to the achievement of the Company’s total shareholder return (“TSR”) relative to the performance of the Company’s peer group, the S&P Midcap 400 Materials group. The service period required for the PSUs is three years and the TSR measurement period for the PSUs is generally from January 1 of the year of grant through December 31 of the year prior to issuances of the shares upon settlement. Compensation expense for PSUs is measured based on their grant date fair value and is recognized on a straight-line basis over the three year vesting period. The grant-date fair value of the PSUs was estimated using a Monte Carlo simulation on the grant date and using the following assumptions set forth in the table below: 2022 CEO Grant 2021 (1) 2021 2020 Number of PSUs granted 18,462 3,775 12,103 18,485 Risk-free interest rate 2.11 % 0.65 % 0.29 % 0.28 % Dividend yield 0.93 % 0.72 % 0.64 % 1.13 % Expected term (years) 3.0 3.0 3.0 3.0 (1) On September 2, 2021, the Board appointed Andrew Tometich to serve as CEO and entered into an Employment Agreement, and granted an equity award consisting of a mix of time-based restricted stock and PSUs. As of December 31, 2022, there was approximately $4.0 million of total unrecognized compensation cost related to PSUs which the Company expects to recognize over a weighted-average period of 1.8 years. Defined Contribution Plan Beginning in April 2020 and continuing through March 2021, the Company matched both non-elective and elective 401(k) contributions in fully vested shares of the Company’s common stock rather than cash. There were no matching contributions in stock for the year ended December 31, 2022. For the years ended December 31, 2021 and 2020, total contributions in stock were $1.5 million and $3.1 million, respectively. 2013 Director Stock Ownership Plan In 2013, the Company adopted the 2013 Director Stock Ownership Plan (the “Plan”), to encourage the Directors to increase their investment in the Company, which was approved at the Company’s May 2013 shareholders’ meeting. The Plan authorizes the issuance of up to 75,000 shares of Quaker common stock in accordance with the terms of the Plan in payment of all or a portion of the annual cash retainer payable to each of the Company’s non-employee directors in 2013 and subsequent years during the term of the Plan. Under the Plan, each director who, on May 1 of the applicable calendar year, owns less than 400% of the annual cash retainer for the applicable calendar year, divided by the average of the closing price of a share of Quaker Common Stock as reported by the composite tape of the New York Stock Exchange for the previous calendar year (the “Threshold Amount”), is required to receive 75% of the annual cash retainer in Quaker common stock and 25% of the retainer in cash, unless the director elects to receive a greater percentage of Quaker common stock, up to 100% of the annual cash retainer for the applicable year. Each director who owns more than the Threshold Amount may elect to receive common stock in payment of a percentage (up to 100%) of the annual cash retainer. The annual retainer is $0.1 million and the retainer payment date is June 1. |
Other (Expense) Income, net
Other (Expense) Income, net | 12 Months Ended |
Dec. 31, 2022 | |
Other Income and Expenses [Abstract] | |
Other (Expense) Income, net | Other (Expense) Income, net Other (expense) income, net, for the years ended December 31, 2022, 2021 and 2020 are as follows: 2022 2021 2020 Income from third party license fees $ 1,268 $ 1,367 $ 999 Foreign exchange losses, net (9,399) (3,821) (6,082) Gain (loss) on disposals of property, plant, equipment and other assets, net 168 4,695 (871) Non-income tax refunds and other related (expense) credits (1,613) 15,155 3,345 Pension and postretirement benefit income (costs), non-service components 1,704 759 (21,592) Loss on extinguishment of debt (6,763) — — Gain on insurance recoveries 1,804 — 18,144 Other non-operating income, net 224 696 439 Total other (expense) income, net $ (12,607) $ 18,851 $ (5,618) Foreign exchange losses, net, during the years ended December 31, 2022, 2021 and 2020, include foreign currency transaction losses of approximately $1.6 million, $0.6 million and $0.4 million, respectively, related to hyper-inflationary accounting. See Note 1 of Notes to Consolidated Financial Statements. Gain (loss) on disposals of property, plant, equipment and other assets, net, includes losses related to certain fixed asset disposals resulting from the property damage caused by flooding of the Company’s Conshohocken, Pennsylvania headquarters in 2021, described in Note 26 of Notes to Consolidated Financial Statements. This caption also includes a gain in 2022 and 2021 and a loss in 2020 on the sale of certain held-for-sale real property assets related to the Combination, described in Note 7 of Notes to Consolidated Financial Statements. Non-income tax refunds and other related (expense) credits during the year ended December 31, 2022 includes adjustments to Combination-related indemnification assets associated with the settlement of certain income tax audits at certain of the Company’s Italian and German affiliates for tax periods prior to August 1, 2019, whereas during the year ended December 31, 2021 this includes certain non-income tax credits for the Company’s Brazilian subsidiaries described in Note 26 of Notes to Consolidated Financial Statements. Pension and postretirement benefit income (costs), non-service components during the year ended December 31, 2020 include a $1.6 million refund in premium and a $22.7 million non-cash settlement charge related to the termination of a noncontributory U.S. pension plan, as described in Note 21 of Notes to Consolidated Financial Statements. Loss on extinguishment of debt during the year ended December 31, 2022 includes the write-off of certain previously unamortized deferred financing costs as well as a portion of the third party and creditor debt issuance costs incurred to execute an amendment to the Company’s primary credit facility. See Note 20 of Notes to Consolidated Financial Statements. Gain on insurance recoveries for the year ended December 31, 2022 reflects payments received from insurers related to the property damage incurred during 2021, noted above, whereas for the year ended December 31, 2020, this amount relates to the termination of restrictions over certain cash that was previously designated solely to be used for settlement of asbestos claims at an inactive subsidiary of the Company and cash proceeds from an insolvent insurance carrier with respect to previously filed recovery claims. See Note 12, Note 19 and Note 26 of Notes to Consolidated Financial Statements. |
Taxes on Income
Taxes on Income | 12 Months Ended |
Dec. 31, 2022 | |
Income Tax Disclosure [Abstract] | |
Taxes on Income | Taxes on Income On December 22, 2017, the U.S. government enacted comprehensive tax legislation which we refer to as U.S. Tax Reform. U.S. Tax Reform implemented a new system of taxation for non-U.S. earnings which eliminated U.S. federal income taxes on dividends from certain foreign subsidiaries and imposed a one-time transition tax on the deemed repatriation of undistributed earnings of certain foreign subsidiaries that is payable over eight years. Following numerous regulations, notices, and other formal guidance published by the Internal Revenue Service (“IRS”), U.S. Department of Treasury, and various state taxing authorities, the Company completed its accounting for the transition tax and has elected to pay its $15.5 million transition tax in installments over eight years as permitted under U.S. Tax Reform. As of December 31, 2022, $6.9 million in installments have been paid with the remaining $8.6 million to be paid through installments in future years. As of December 31, 2022, the Company has a deferred tax liability of $6.8 million on certain undistributed foreign earnings, which primarily represents the Company’s estimate of the non-U.S. income taxes the Company will incur to ultimately remit certain earnings to the U.S. The Company’s reinvestment assertions as further explained below. Taxes on income before equity in net income of associated companies for the years ended December 31, 2022, 2021 and 2020 are as follows: 2022 2021 2020 Current: Federal $ (708) $ 955 $ (1,359) State 1,450 2,115 1,171 Foreign 34,735 44,375 33,173 35,477 47,445 32,985 Deferred: Federal (2,798) (3,863) (28,437) State (713) (3,117) (3,087) Foreign (7,041) (5,526) (6,757) Total $ 24,925 $ 34,939 $ (5,296) The components of earnings before income taxes for the years ended December 31, 2022, 2021 and 2020 are as follows: 2022 2021 2020 U.S. $ (4,933) $ 7,263 $ (66,585) Foreign 12,051 139,728 93,724 Total $ 7,118 $ 146,991 $ 27,139 Total deferred tax assets and liabilities are composed of the following as of December 31, 2022 and 2021: 2022 2021 Retirement benefits $ 8,469 $ 11,860 Allowance for credit losses 2,246 2,155 Insurance and litigation reserves 716 675 Performance incentives 3,327 2,881 Equity-based compensation 2,723 1,920 Prepaid expense 486 460 Operating loss carryforward 20,519 18,544 Foreign tax credit and other credits 5,506 16,285 Interest 9,928 9,940 Restructuring reserves 791 631 Right of use lease assets 8,440 8,322 Inventory reserves 2,967 2,941 Research and development 11,936 8,832 Other 4,307 2,846 82,361 88,292 Valuation allowance (11,730) (17,400) Total deferred tax assets, net $ 70,631 $ 70,892 Depreciation 11,935 11,580 Foreign pension and other 2,691 2,332 Intangibles 182,838 197,066 Lease liabilities 9,590 8,421 Outside basis in equity investment 5,886 5,999 Unremitted Earnings 6,766 8,381 Total deferred tax liabilities $ 219,706 $ 233,779 The Company has $7.4 million of deferred tax assets related to state net operating losses. Management analyzed the expected impact of the reversal of existing taxable temporary differences, considered expiration dates, analyzed current state tax laws, and determined that $1.7 million of state net operating loss carryforwards is expected to be realized as a future benefit based on the reversal of deferred tax liabilities. Accordingly, a partial valuation allowance of $5.7 million has been established. These state net operating losses are subject to various carryforward periods of 5 years to 20 years or an indefinite carryforward period. An additional $0.9 million of valuation allowance was established for other net state deferred tax assets. The Company has $13.1 million of deferred tax assets related to foreign net operating loss carryforwards. A partial valuation allowance of $2.3 million has been established against this amount resulting in a net $10.8 million expected future benefit. These foreign net operating losses are subject to various carryforward periods with the majority having an indefinite carryforward period. An additional partial valuation allowance of $1.5 million has been established against certain other foreign deferred tax assets. In conjunction with the Combination, the Company acquired foreign tax credit deferred tax assets of $41.8 million expiring between 2019 and 2028. Foreign tax credits may be carried forward for 10 years. Management analyzed the expected impact of the utilization of foreign tax credits based on certain assumptions such as projected U.S. taxable income, overall domestic loss recapture, and annual limitations due to the ownership change under the Internal Revenue Code. The Company had a foreign tax credit carry forward of $5.2 million and $15.9 million as of December 31, 2022 and 2021, respectively, with a $1.3 million and $5.8 million valuation allowance as of December 31, 2022 and 2021, respectively, reflecting the amount of credits that are not expected to be utilized before expiration. The Company also acquired disallowed interest deferred tax assets of $14.0 million as part of the Combination. Disallowed interest may be carried forward indefinitely. Management analyzed the expected impact of the utilization of disallowed interest carryforwards based on projected US taxable income and determined that the Company will utilize all expected future benefits by 2028. As of December 31, 2022, the Company had a net realizable disallowed interest carryforward of $10.1 million on its balance sheet related to its US operations and $0.6 million related to non-US operations. As of December 31, 2022, the Company had deferred tax liabilities of $169.4 million primarily related to the step-up in intangibles resulting from the Combination and Norman Hay acquisition. As part of the Combination, the Company acquired a 50% interest in the Korea Houghton Corporation joint venture and has recorded a $5.9 million deferred tax liability for its outside basis difference. The following are the changes in the Company’s deferred tax asset valuation allowance for the years ended December 31, 2022, 2021 and 2020: Balance at Purchase Additional Allowance Effect of Balance Valuation Allowance Year ended December 31, 2022 $ 17,400 $ — $ 1,326 $ (6,789) $ (207) $ 11,730 Year ended December 31, 2021 $ 21,511 $ — $ 29 $ (4,470) $ 330 $ 17,400 Year ended December 31, 2020 $ 13,834 $ 7,148 $ 2,738 $ (2,153) $ (56) $ 21,511 The Company’s net deferred tax assets and liabilities are classified in the Consolidated Balance Sheets as of December 31, 2022 and 2021 as follows: 2022 2021 Non-current deferred tax assets $ 11,218 $ 16,138 Non-current deferred tax liabilities 160,294 179,025 Net deferred tax liability $ (149,076) $ (162,887) The following is a reconciliation of income taxes at the Federal statutory rate with income taxes recorded by the Company for the years ended December 31, 2022, 2021 and 2020. Certain immaterial reclassifications within the presentation of the reconciliation of income taxes have been made to the years ended December 31, 2021 and 2020: 2022 2021 2020 Income tax provision at the Federal statutory tax rate $ 1,495 $ 30,868 $ 5,699 Unremitted earnings (1,839) 1,841 (2,308) Tax law changes / reform 823 1,955 (1,059) U.S. tax on foreign operations 4,864 10,479 5,140 Pension settlement — — (2,247) Foreign derived intangible income (917) (8,698) (7,339) Non-deductible acquisition expenses 45 129 131 Withholding taxes 7,785 6,584 7,809 Foreign tax credits (5,850) (14,725) (4,699) Share-based compensation 1,234 600 335 Foreign tax rate differential 4,782 1,712 332 Research and development credit (1,757) (1,685) (1,018) Audit Settlements 2,697 1,378 807 Uncertain tax positions (6,375) 519 1,990 State income tax provisions, net 432 (1,446) (2,245) Non-deductible meals and entertainment 146 426 290 Intercompany transfer of intangible assets (1,932) 4,347 (4,384) Goodwill Impairment 19,550 — — Miscellaneous items, net (258) 655 (2,530) Taxes on income before equity in net income of associated companies $ 24,925 $ 34,939 $ (5,296) Pursuant to U.S. Tax Reform, the Company recorded a $15.5 million transition tax liability for U.S. income taxes on the undistributed earnings of non-U.S. subsidiaries. However, the Company may also be subject to other taxes, such as withholding taxes and dividend distribution taxes, if these undistributed earnings are ultimately remitted to the U.S. As a result of the Combination, additional third-party debt was incurred resulting in the Company re-evaluating its global cash strategy in order to meet its goal of reducing leverage in upcoming years. As of December 31, 2022, the Company has a deferred tax liability $6.8 million, which primarily represents the estimate of the non-U.S. taxes the Company will incur to ultimately remit these earnings to the U.S. It is the Company’s current intention to reinvest its additional undistributed earnings of non-U.S. subsidiaries to support working capital needs and certain other growth initiatives outside of the U.S. The amount of such undistributed earnings at December 31, 2022 was approximately $424.7 million. Any tax liability which might result from ultimate remittance of these earnings is expected to be substantially offset by foreign tax credits (subject to certain limitations). It is currently impractical to estimate any such incremental tax expense. As of December 31, 2022, the Company’s cumulative liability for gross unrecognized tax benefits was $16.3 million. The Company had accrued approximately $1.3 million for cumulative penalties and $2.7 million for cumulative interest as of December 31, 2022. As of December 31, 2021, the Company’s cumulative liability for gross unrecognized tax benefits was $22.5 million. The Company had accrued approximately $3.1 million for cumulative penalties and $3.1 million for cumulative interest as of December 31, 2021. The Company continues to recognize interest and penalties associated with uncertain tax positions as a component of tax expense on income before equity in net income of associated companies in its Consolidated Statements of Operations. The Company recognized a benefit of $1.7 million for penalties and a benefit of $0.3 million for interest (net of expirations and settlements) in its Consolidated Statement of Income for the year ended December 31, 2022, a benefit of $0.5 million for penalties and an expense of $0.3 million for interest (net of expirations and settlements) in its Consolidated Statement of Income for the year ended December 31, 2021, and an expense of less than $0.1 million for penalties and an expense of $0.6 million for interest (net of expirations and settlements) in its Consolidated Statement of Income for the year ended December 31, 2020. The Company estimates that during the year ending December 31, 2022, it will reduce its cumulative liability for gross unrecognized tax benefits by approximately $4.9 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, 2022. A reconciliation of the beginning and ending amounts of unrecognized tax benefits for the years ended December 31, 2022, 2021 and 2020, respectively, is as follows: 2022 2021 2020 Unrecognized tax benefits as of January 1 $ 22,464 $ 22,152 $ 19,097 (Decrease) increase in unrecognized tax benefits taken in prior periods (1,174) 1,002 2,025 Increase in unrecognized tax benefits taken in current period 953 2,915 3,095 Decrease in unrecognized tax benefits due to lapse of statute of limitations (2,378) (1,527) (2,024) Decrease in unrecognized tax benefits due to audit settlements (2,509) (1,104) (1,635) Increase in unrecognized tax benefits due to acquisition — — 597 (Decrease) increase due to foreign exchange rates (1,016) (974) 997 Unrecognized tax benefits as of December 31 $ 16,340 $ 22,464 $ 22,152 The amount of net unrecognized tax benefits above that, if recognized, would impact the Company’s tax expense and effective tax rate is $10.2 million, $15.2 million and $14.7 million for the years ended December 31, 2022, 2021 and 2020, respectively. The Company and its subsidiaries are subject to U.S. Federal income tax, as well as the income tax of various state and foreign tax jurisdictions. Tax years that remain subject to examination by major tax jurisdictions include Italy from 2007, Brazil from 2011, the Netherlands from 2016, Canada, China, Mexico, Germany, Spain and the U.S. from 2018, the United Kingdom from 2019, India from fiscal year beginning April 1, 2017 and ending March 31, 2018, and various U.S. state tax jurisdictions from 2011. 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 through 2015. The Company has filed for competent authority relief from these assessments under the Mutual Agreement Procedures (“MAP”) of the Organization for Economic Co-Operation and Development for all years except 2007. In 2020, the respective tax authorities in Italy, Spain, and the Netherlands reached agreement with respect to the MAP proceedings, which the Company has accepted. As of December 31, 2022, the Company has received $1.6 million in refunds from the Netherlands and Spain. In February 2022, the Company received a settlement notice from the Italian taxing authorities confirming the amount due of $2.6 million, having granted the Company’s request to utilize its remaining net operating losses to partially offset the liability. As of December 31, 2022, the Company has paid the full settlement, of which approximately $0.2 million was refunded. Houghton Italia, S.r.l is also involved in a corporate income tax audit with the Italian tax authorities covering tax years 2014 through 2018. During the fourth quarter of 2021, the Company settled a portion of the Houghton Italia, S.r.l. corporate income tax audit with the Italian tax authorities for the tax years 2014 and 2015. During the year ended December 31, 2022, the Company settled tax years 2016 through 2018 for a total of $2.0 million. In total, the Company has now settled all years 2014 through 2018 for $3.7 million. Accordingly, the Company has released all reserves relating to this audit for the settled tax years. As a result of the settlement and reserve release the Company recognized a net benefit to the tax provision of $1.9 million during the year ended December 31, 2022. The Company has an indemnification receivable of $3.6 million in connection with its claim against the former owners of Houghton for any pre-Combination tax liabilities arising from this matter, as well as other audit settlements and tax matters. Houghton Deutschland GmbH was also under audit by the German tax authorities for tax years 2015 through 2017. In the second quarter of 2022, the Company settled the corporate tax audit for the tax years 2015-2017 with the German tax authorities for a total of $0.3 million. The Company has an indemnification receivable of $0.3 million in connection with its claim against the former owners of Houghton for any pre-Combination tax liabilities arising from this matter. |
Earnings Per Share
Earnings Per Share | 12 Months Ended |
Dec. 31, 2022 | |
Earnings Per Share [Abstract] | |
Earnings Per Share | Earnings Per Share The following table summarizes earnings per share calculations for the years ended December 31, 2022, 2021 and 2020: 2022 2021 2020 Basic earnings per common share Net (loss) income attributable to Quaker Chemical Corporation $ (15,931) $ 121,369 $ 39,658 Less: loss (income) allocated to participating securities 92 (480) (148) Net (loss) income available to common shareholders $ (15,839) $ 120,889 $ 39,510 Basic weighted average common shares outstanding 17,841,487 17,805,034 17,719,792 Basic (loss) earnings per common share $ (0.89) $ 6.79 $ 2.23 Diluted earnings per common share Net (loss) income attributable to Quaker Chemical Corporation $ (15,931) $ 121,369 $ 39,658 Less: loss (income) allocated to participating securities 92 (479) (148) Net (loss) income available to common shareholders $ (15,839) $ 120,890 $ 39,510 Basic weighted average common shares outstanding 17,841,487 17,805,034 17,719,792 Effect of dilutive securities 15,005 50,090 31,087 Diluted weighted average common shares outstanding 17,856,492 17,855,124 17,750,879 Diluted (loss) earnings per common share $ (0.89) $ 6.77 $ 2.22 Certain stock options, restricted stock units and PSUs are not included in the diluted earnings per share calculation when the effect would have been anti-dilutive. The calculated amount of anti-diluted shares not included were 28,222 in 2022, 4,070 in 2021 and 945 in 2020. |
Restricted Cash
Restricted Cash | 12 Months Ended |
Dec. 31, 2022 | |
Cash, Cash Equivalents, Restricted Cash, and Restricted Cash Equivalents [Abstract] | |
Restricted Cash | Restricted Cash Prior to December 2020, the Company had restricted cash recorded in other assets related to proceeds from an inactive subsidiary of the Company which previously executed separate settlement and release agreements with two of its insurance carriers for an original total value of $35.0 million. The proceeds of both settlements were restricted and could only be used to pay claims and costs of defense associated with the subsidiary’s asbestos litigation. The proceeds of the settlement and release agreements were deposited into interest bearing accounts which earned less than $0.1 million for the year ended December 31, 2020, offset by $1.0 million of net payments during 2020. Due to the restricted nature of the proceeds, a corresponding deferred credit was established in other non-current liabilities for an equal and offsetting amount that continued until the restrictions lapsed. During December 2020, the restrictions ended on these previously received insurance settlements and the Company transferred the cash into an operating account. In connection with the termination in restrictions, the Company recognized a $35.0 million gain on its Consolidated Statement of Income in Other income (expense), net, for the amount of previously restricted cash, net of the estimated liability to pay claims and associated with the inactive subsidiary’s asbestos litigation as of December 31, 2020. Therefore, due to these restrictions ending, there was no restricted cash for the years ended December 31, 2021 and 2022, respectively. See Notes 18, 22 and 26 of Notes to Consolidated Financial Statements. The following table provides a reconciliation of cash, cash equivalents and restricted cash as December 31, 2022, 2021, 2020 and 2019: 2022 2021 2020 2019 Cash and cash equivalents $ 180,963 $ 165,176 $ 181,833 $ 123,524 Restricted cash included in other current assets — — 62 353 Restricted cash included in other assets — — — 19,678 Cash, cash equivalents and restricted cash $ 180,963 $ 165,176 $ 181,895 $ 143,555 |
Accounts Receivable and Allowan
Accounts Receivable and Allowance for Credit Losses | 12 Months Ended |
Dec. 31, 2022 | |
Receivables [Abstract] | |
Accounts Receivable and Allowance for Credit Losses | Accounts Receivable and Allowance for Credit LossesAs of December 31, 2022 and 2021, the Company had gross trade accounts receivable totaling $486.4 million and $443.0 million, respectively. The following are changes in the allowance for credit losses during the years ended December 31, 2022, 2021 and 2020: Balance at Changes Write-Offs Exchange Rate Balance Allowance for Credit Losses Year ended December 31, 2022 $ 12,334 $ 4,319 $ (2,441) $ (685) $ 13,527 Year ended December 31, 2021 $ 13,145 $ 653 $ (946) $ (518) $ 12,334 Year ended December 31, 2020 $ 11,716 $ 3,582 $ (2,187) $ 34 $ 13,145 |
Inventories
Inventories | 12 Months Ended |
Dec. 31, 2022 | |
Inventory Disclosure [Abstract] | |
Inventories | Inventories Inventories, net, as of December 31, 2022 and 2021 were as follows: 2022 2021 Raw materials and supplies $ 151,105 $ 129,382 Work in process, finished goods and reserves 133,743 135,149 Total inventories, net $ 284,848 $ 264,531 |
Property, Plant and Equipment
Property, Plant and Equipment | 12 Months Ended |
Dec. 31, 2022 | |
Property, Plant and Equipment [Abstract] | |
Property, Plant and Equipment | Property, Plant and Equipment Property, plant and equipment as of December 31, 2022 and 2021 were as follows: 2022 2021 Land $ 29,010 $ 30,793 Building and improvements 138,759 134,313 Machinery and equipment 240,097 252,779 Construction in progress 20,324 16,459 Property, plant and equipment, at cost 428,190 434,344 Less: accumulated depreciation (229,595) (236,824) Total property, plant and equipment, net $ 198,595 $ 197,520 As of December 31, 2022, PP&E |
Goodwill and Other Intangible A
Goodwill and Other Intangible Assets | 12 Months Ended |
Dec. 31, 2022 | |
Goodwill and Intangible Assets Disclosure [Abstract] | |
Goodwill and Other Intangible Assets | Goodwill and Other Intangible Assets Changes in the carrying amount of goodwill for the years ended December 31, 2022 and 2021 were as follows: Americas EMEA Asia/Pacific Global Specialty Businesses Total Balance as of December 31, 2020 $ 213,242 $ 140,162 $ 158,090 $ 119,718 $ 631,212 Goodwill additions 1,490 3,380 1,308 2,624 8,802 Currency translation and other adjustments (709) (8,022) 3,060 (3,149) (8,820) Balance as of December 31, 2021 214,023 135,520 162,458 119,193 631,194 Goodwill additions (reductions) 1,853 251 — (59) 2,045 Goodwill impairments — (93,000) — — (93,000) Currency translation and other adjustments 23 (8,204) (12,083) (4,967) (25,231) Balance as of December 31, 2022 $ 215,899 $ 34,567 $ 150,375 $ 114,167 $ 515,008 As a result of the Company’s new organizational structure effective January 1, 2023, the Company reallocated goodwill previously held by the former Global Specialty Businesses segment to the remaining business segments as of January 1, 2023. Gross carrying amounts and accumulated amortization for definite-lived intangible assets as of December 31, 2022 and 2021 were as follows: Gross Carrying Accumulated Net Book Value 2022 2021 2022 2021 2022 2021 Customer lists and rights to sell $ 831,600 $ 853,122 $ 191,286 $ 147,858 $ 640,314 $ 705,264 Trademarks, formulations and product technology 158,564 163,974 46,281 38,747 112,283 125,227 Other 7,576 6,309 6,390 5,900 1,186 409 Total definite-lived intangible assets $ 997,740 $ 1,023,405 $ 243,957 $ 192,505 $ 753,783 $ 830,900 The Company recorded $57.5 million, $59.9 million and $55.9 million of amortization expense during the years ended December 31, 2022, 2021 and 2020, respectively. Amortization is recorded within SG&A in the Company’s Consolidated Statements of Operations. Estimated annual aggregate amortization expense for the subsequent five years is as follows: For the year ended December 31, 2023 $ 57,822 For the year ended December 31, 2024 57,218 For the year ended December 31, 2025 56,466 For the year ended December 31, 2026 56,194 For the year ended December 31, 2027 55,897 The Company has four indefinite-lived intangible assets totaling $189.1 million as of December 31, 2022, including $188.0 million of indefinite-lived intangible assets for trademarks and tradename associated with the Combination. Comparatively, the Company had four indefinite-lived intangible assets for trademarks and tradename totaling $196.9 million as of December 31, 2021. During the first quarter of 2020, the Company recorded a $38.0 million non-cash impairment charge to write down the value of certain indefinite-lived intangible assets related to certain acquired Houghton trademarks and tradenames and is primarily the result of the negative impacts of COVID-19 on their estimated fair values. The Company completes its annual goodwill and indefinite-lived intangible asset impairment test during the fourth quarter of each year, or more frequently if triggering events indicate a possible impairment in one or more of its reporting units. The Company completed its annual impairment assessment as of October 1, 2022 and concluded no impairment charge was warranted. The Company continually evaluates financial performance, economic conditions and other recent developments in assessing if a triggering event indicates that the carrying values of goodwill, indefinite-lived, or long-lived assets are impaired. The Company continues to monitor various financial, economic and geopolitical conditions impacting the Company, including the ongoing Russia-Ukraine war and the Company’s decision to cease operations in Russia, continued raw material cost escalation, supply chain constraints and disruptions, as well as rising interest rates and the Company’s cost of capital, among other factors. During the third quarter of 2022, the Company concluded that the escalation of these events adversely impacted the Company’s EMEA reporting unit’s financial performance and represented a triggering event. As a result of this conclusion, the Company completed an interim impairment assessment for its EMEA reporting unit, as well as the related asset group, during the third quarter of 2022. The Company concluded that the undiscounted cash flows exceeded the carrying value of the long-lived assets, and it was not more likely than not that an impairment exists. In completing a quantitative goodwill impairment test, the Company compares the reporting unit’s fair value, primarily based on future discounted cash flows, to its carrying value in order to determine if an impairment charge is warranted. The estimates of future discounted cash flows involve considerable judgment and are based upon certain significant assumptions including the weighted average cost of capital (“WACC”) as well as projected EBITDA, which includes assumptions related to revenue growth rates, gross margin levels and operating expenses. The estimated fair value of the EMEA reporting unit as of this interim impairment assessment exceeded its carrying value and the Company concluded no impairment was warranted. During the fourth quarter of 2022, subsequent to the Company completing its annual impairment test as of October 1, 2022, the Company concluded that the continued negative impacts of the aforementioned events, most notably the continued rise in interest rates which led to an increase in the Company’s cost of capital, as well as lower than expected financial performance driven by the ongoing lag in margin recovery represented an additional triggering event for the Company’s EMEA reporting unit and the associated goodwill, as well as the related asset group. As a result of this conclusion, the Company completed an interim impairment assessment as of December 31, 2022 for its EMEA reporting unit and the related asset group. The Company concluded that the undiscounted cash flows exceeded the carrying value of the long-lived assets, and it was not more likely than not that an impairment exists. In completing a quantitative goodwill impairment test, the Company compares the reporting unit’s fair value, primarily based on future discounted cash flows, to its carrying value in order to determine if an impairment charge is warranted. The estimates of future discounted cash flows involve considerable judgment and are based upon certain significant assumptions including the WACC as well as projected EBITDA, which includes assumptions related to revenue growth rates, gross margin levels and operating expenses. As a result of the impact of financial, economic, and geopolitical conditions driving a decrease in EMEA earnings in the current year, the impact of the current year decline on projected future earnings, as well as an increase in the WACC assumption utilized in this fourth quarter interim quantitative impairment assessment, the Company concluded that the estimated fair value of the EMEA reporting unit was less than its carrying value. As a result, a non-cash impairment charge of $93.0 million to write down the carrying value of the EMEA reporting unit Goodwill to its estimated fair values was recorded in the fourth quarter of 2022. Notwithstanding the results of the Company’s annual and trigger based interim impairment assessments during 2022 and the goodwill impairment charge taken in the fourth quarter of 2022, if the Company is unable to successfully implement actions aimed at more than offsetting raw material costs and ongoing inflationary pressures and the financial performance of the EMEA reporting unit declines further, or interest rates continue to rise and this leads to an increase in the cost of capital, then it is possible these financial, economic and geopolitical conditions could result in another triggering event for the EMEA reporting unit in the future and could potentially lead to an additional impairment of the EMEA reporting unit’s remaining goodwill or other indefinite-lived or long-lived assets. |
Investments in Associated Compa
Investments in Associated Companies | 12 Months Ended |
Dec. 31, 2022 | |
Equity Method Investments and Joint Ventures [Abstract] | |
Investments in Associated Companies | Investments in Associated Companies As of December 31, 2022, the Company held a 50% investment in and had significant influence over Nippon Quaker Chemical, Ltd. (“Nippon Japan”), Kelko Quaker Chemical, S.A. (“Kelko Panama”) and Houghton Korea, and held a 32% investment in and had significant influence over Primex, Ltd. (“Primex”). The carrying amount of the Company’s equity investments as of December 31, 2022 was $88.2 million, which includes investments of $62.9 million in Houghton Korea; $18.1 million in Primex; $6.6 million in Nippon Japan; and $0.6 million in Kelko Panama. The Company also has a 50% equity interest in Kelko Venezuela. Due to heightened foreign exchange controls, deteriorating economic circumstances and other restrictions in Venezuela, during 2018 the Company concluded that it no longer had significant influence over this affiliate. Prior to this determination, the Company historically accounted for this affiliate under the equity method. As of December 31, 2022 and 2021, the Company had no remaining carrying value for its investment in Kelko Venezuela. The following table is a summary of equity income in associated companies by investment for the years ending December 31, 2022, 2021 and 2020: Year Ended December 31, 2022 2021 2020 Houghton Korea $ 2,644 $ 3,808 $ 5,241 Nippon Japan 323 461 853 Kelko Panama 425 154 107 Grindaix (1) — (37) — Primex (1,427) 4,993 1,151 Total equity in net income of associated companies $ 1,965 $ 9,379 $ 7,352 (1) In February 2021, the Company acquired a 38% ownership interest in Grindaix. From that date through September 2021 when the Company purchased the remaining interest of Grindaix, the Company accounted for its 38% interest under the equity method of accounting and recorded equity in net income of associated companies. See Note 2 of Notes to Consolidated Financial Statements. |
Other Non-Current Assets
Other Non-Current Assets | 12 Months Ended |
Dec. 31, 2022 | |
Other Assets [Abstract] | |
Other Non-Current Assets | Other Non-Current Assets Other non-current assets as of December 31, 2022 and 2021 were as follows: 2022 2021 Pension assets (See Note 21) $ 8,639 $ 7,916 Uncertain tax positions (See Note 10) 5,803 6,931 Debt issuance costs (See Note 20) 4,305 4,267 Indemnification assets 3,909 6,630 Supplemental retirement income program (See Notes 21 and 24) 2,114 2,269 Other 2,969 2,946 Total other non -current assets $ 27,739 $ 30,959 |
Other Accrued Liabilities
Other Accrued Liabilities | 12 Months Ended |
Dec. 31, 2022 | |
Accrued Liabilities, Current [Abstract] | |
Other Accrued Liabilities | Other Accrued Liabilities Other accrued liabilities as of December 31, 2022 and 2021 were as follows: 2022 2021 Non-income taxes $ 25,525 $ 23,725 Current income taxes payable (See Note 10) 12,966 16,642 Short-term lease liabilities (See Note 6) 12,024 9,976 Selling expenses and freight accruals 9,822 11,695 Customer advances and sales return reserves 6,585 7,965 Professional fees, legal, and acquisition-related accruals 5,415 12,264 Accrued interest (See Note 20) 2,749 2,129 Interest rate swap (See Note 25) — 1,782 Other 11,787 9,439 Total other accrued liabilities $ 86,873 $ 95,617 |
Debt
Debt | 12 Months Ended |
Dec. 31, 2022 | |
Debt Disclosure [Abstract] | |
Debt | Debt Debt as of December 31, 2022 and 2021 includes the following: As of December 31, 2022 As of December 31, 2021 Interest Outstanding Interest Outstanding Credit Facilities: Original Revolver —% $ — 1.62% $ 211,955 Original U.S. Term Loan —% — 1.65% 540,000 Original EURO Term Loan —% — 1.50% 137,616 Amended Revolver 5.17% 195,673 —% — Amended U.S. Term Loan 5.70% 596,250 —% — Amended EURO Term Loan 1.50% 151,572 —% — Industrial development bonds 5.26% 10,000 5.26% 10,000 Bank lines of credit and other debt obligations Various 1,303 Various 1,777 Total debt $ 954,798 $ 901,348 Less: debt issuance costs (1,992) (8,001) Less: short-term and current portion of long-term debts (19,245) (56,935) Total long-term debt $ 933,561 $ 836,412 Credit facilities The Company, its wholly owned subsidiary, Quaker Chemical B.V., as borrowers, Bank of America, N.A., as administrative agent, U.S. Dollar swing line lender and letter of credit issuer, and the other lenders party thereto, entered into a credit agreement on August 1, 2019, as amended (the “Original Credit Facility”). The Original Credit Facility was comprised of a $400.0 million multicurrency revolver (the “Original Revolver”), a $600.0 million term loan (the “Original U.S. Term Loan”), each with the Company as borrower, and a $150.0 million (as of August 1, 2019) Euro equivalent term loan (the “Original EURO Term Loan”) with Quaker Chemical B.V., a Dutch subsidiary of the Company as borrower, each with a five year term, maturing in August 2024. During June 2022, the Company, and its wholly owned subsidiary, Quaker Houghton B.V., as borrowers, Bank of America, N.A., as administrative agent, U.S. Dollar swing line lender and letter of credit issuer, Bank of America Europe Designated Active Company, as Euro Swing Line Lender, certain guarantors and other lenders entered into an amendment to the Original Credit Facility (the “Amended Credit Facility”). The Amended Credit Facility established (A) a new $150.0 million Euro equivalent senior secured term loan (the “Amended Euro Term Loan”), (B) a new $600.0 million senior secured term loan (the “Amended U.S. Term Loan”), and (C) a new $500.0 million senior secured revolving credit facility (the “Amended Revolver”). The Company has the right to increase the amount of the Amended Credit Facility by an aggregate amount not to exceed the greater of $300.0 million or 100% of Consolidated EBITDA, subject to certain conditions including the agreement to provide financing by any lender providing such increase. In addition, the Amended Credit Facility also: (i) eliminated the requirement that material foreign subsidiaries must guaranty the Original Euro Term Loan; (ii) replaced the U.S. Dollar borrowings reference rate from LIBOR to SOFR; (iii) extended the maturity date of the Original Credit Facility from August 2024 to June 2027; and (iv) effected certain other changes to the Original Credit Facility as set forth in the Amended Credit Facility. The Company used the proceeds of the Amended Credit Facility to repay all outstanding loans under the Original Credit Facility, unpaid accrued interest and fees on the closing date under the Original Credit Facility and certain expenses and fees. U.S. Dollar-denominated borrowings under the Amended Credit Facility bear interest, at the Company’s election, at the base rate or term SOFR plus an applicable rate ranging from 1.00% to 1.75% for term SOFR loans and from 0.00% to 0.75% for base rate loans, depending upon the Company’s consolidated net leverage ratio. Loans based on term SOFR also include a spread adjustment equal to 0.10% per annum. Borrowings under the Amended Credit Facility denominated in currencies other than U.S. Dollars bear interest at the alternative currency term rate plus the applicable rate ranging from 1.00% to 1.75% The Amended Credit Facility contains affirmative and negative covenants, financial covenants and events of default, including without limitation restrictions on (a) the incurrence of additional indebtedness; (b) investments in and acquisitions of other businesses, lines of business and divisions; (c) the making of dividends or capital stock purchases; and (d) dispositions of assets. Dividends and share repurchases are permitted in annual amounts not exceeding the greater of $75 million annually and 25% of consolidated EBITDA if there is no default. If the consolidated net leverage ratio is less than 2.50 to 1.00, then the Company is no longer subject to restricted payments. Financial covenants contained in the Amended Credit Facility include a consolidated interest coverage ratio test and a consolidated net leverage ratio test. The consolidated net leverage ratio at the end of a quarter may not be greater than 4.00 to 1.00, subject to a permitted increase during a four-quarter period after certain acquisitions. The Company has the option of replacing the consolidated net leverage ratio test with a consolidated senior net leverage ratio test if the Company issues certain types of unsecured notes, subject to certain limitations. Events of default in the Amended Credit Facility include without limitation defaults for non-payment, breach of representations and warranties, non-performance of covenants, cross-defaults, insolvency, and a change of control in certain circumstances. The occurrence of an event of default under the Amended Credit Facility could result in all loans and other obligations becoming immediately due and payable and the Amended Credit Facility being terminated. As of December 31, 2022 and December 31, 2021, the Company was in compliance with all of the Amended and Original Credit Facility covenants. The weighted average variable interest rate incurred on the outstanding borrowings under the Original Credit Facility and the Amended Credit Facility during the twelve months ended December 31, 2022 was approximately 3.0%. As of December 31, 2022, the interest rate on the outstanding borrowings under the Amended Credit Facility was approximately 4.9%. In addition to paying interest on outstanding principal under the Original Credit Facility, the Company was required to pay a commitment fee ranging from 0.2% to 0.3% depending on the Company’s consolidated net leverage ratio under the Original Revolver in respect of the unutilized commitments thereunder. As part of the Amended Credit Facility, the Company is required to pay a commitment fee ranging from 0.150% to 0.275% related to unutilized commitments under the Amended Revolver, depending on the Company’s consolidated net leverage ratio. The Company had unused capacity under the Amended Revolver of approximately $301.1 million, which is net of bank letters of credit of approximately $3 million, as of December 31, 2022. The Company previously capitalized $23.7 million of certain third-party debt issuance costs in connection with executing the Original Credit Facility. Approximately $15.5 million of the capitalized costs were attributed to the Original Term Loans and recorded as a direct reduction of Long-term debt on the Company’s Consolidated Balance Sheet. Approximately $8.3 million of the capitalized costs were attributed to the Original Revolver and recorded within Other assets on the Company’s Consolidated Balance Sheet. These capitalized costs are being amortized into interest expense over the five year term of the Original Credit Facility. Prior to executing the Amended Credit Facility, as of December 31, 2021, the Company had $8.0 million of debt issuance costs recorded as a reduction of Long-term debt attributable to the Original Credit Facility and $4.3 million of debt issuance costs recorded within Other assets attributable to the Original Credit Facility. In connection with executing the Amended Credit Facility, the Company recorded a loss on extinguishment of debt of approximately $6.8 million which includes the write-off of certain previously unamortized deferred financing costs as well as a portion of the third-party and creditor debt issuance costs incurred to execute the Amended Credit Facility. Also in connection with executing the Amended Credit Facility, during the second quarter of 2022, the Company capitalized $2.2 million of certain third-party and creditor debt issuance costs. Approximately $0.7 million of the capitalized costs were attributed to the Amended Euro Term Loan and Amended U.S. Term Loan. These costs were recorded as a direct reduction of Long-term debt on the Consolidated Balance Sheet. Approximately $1.5 million of the capitalized costs were attributed to the Amended Revolver and recorded within Other assets on the Consolidated Balance Sheet. These capitalized costs, as well as the previously capitalized costs that were not written off will collectively be amortized into Interest expense over the five year term of the Amended Credit Facility. As of December 31, 2022, the Company had $2.0 million of debt issuance costs recorded as a reduction of Long-term debt on the Consolidated Balance Sheet and $4.3 million of debt issuance costs recorded within Other assets on the Consolidated Balance Sheet. The Original Credit Facility required the Company to fix its variable interest rates on at least 20% of its total Term Loans. In order to satisfy this requirement as well as to manage the Company’s exposure to variable interest rate risk associated with the Credit Facility, in November 2019, the Company entered into $170.0 million notional amounts of three year interest rate swaps at a base rate of 1.64% plus an applicable margin as provided in the Credit Facility, based on the Company’s consolidated net leverage ratio. At the time the Company entered into the swaps, the aggregate interest rate on the swaps, including the fixed base rate plus an applicable margin, was 3.1%. The Amended Credit Facility does not require the Company to fix variable interest rates on any portion of its borrowings. In October 2022, the Company’s interest rate swap contracts expired. Upon expiration, the Company received a cash payment from the counterparties of $0.2 million. See Note 25 of Notes to Consolidated Financial Statements. Industrial development bonds As of December 31, 2022 and 2021, the Company had fixed rate, industrial development authority bonds totaling $10.0 million in principal amount due in 2028. These bonds have similar covenants to the Amended Credit Facility noted above. Bank lines of credit and other debt obligations The Company has certain unsecured bank lines of credit and discounting facilities in certain foreign subsidiaries, which are not collateralized. The Company’s other debt obligations primarily consist of certain domestic and foreign low interest rate or interest-free municipality-related loans, local credit facilities of certain foreign subsidiaries and capital lease obligations. Total unused capacity under these arrangements as of December 31, 2022, was approximately $35 million. In addition to the bank letters of credit described in the “Credit facilities” subsection above, the Company’s only other off-balance sheet arrangements include certain financial and other guarantees. The Company’s total bank letters of credit and guarantees outstanding as of December 31, 2022 were approximately $5 million. The Company incurred the following debt related expenses included within Interest expense, net, in the Consolidated Statements of Operations: Year Ended December 31, 2022 2021 2020 Interest expense $ 33,691 $ 19,089 $ 23,552 Amortization of debt issuance costs 2,942 4,749 4,749 Total $ 36,633 $ 23,838 $ 28,301 Based on the variable interest rates associated with the Amended Credit Facility and the Original Credit Facility, as of December 31, 2022 and 2021, the amounts at which the Company’s total debt were recorded are not materially different from their fair market value. At December 31, 2022, annual maturities on long-term borrowings maturing in the next five fiscal years (excluding the reduction to long-term debt attributed to capitalized and unamortized debt issuance costs) are as follows: For the year ended December 31, 2023 $ 19,063 For the year ended December 31, 2024 23,740 For the year ended December 31, 2025 37,745 For the year ended December 31, 2026 37,705 For the year ended December 31, 2027 825,964 Total maturities on debt in the next five fiscal years 944,217 |
Pension and Other Postretiremen
Pension and Other Postretirement Benefits | 12 Months Ended |
Dec. 31, 2022 | |
Retirement Benefits [Abstract] | |
Pension and Other Postretirement Benefits | Pension and Other Postretirement Benefits The following table shows the funded status of the Company’s plans’ reconciled with amounts reported in the Consolidated Balance Sheets as of December 31, 2022 and 2021: Pension Benefits Other Post- 2022 2021 2022 2021 Foreign U.S. Total Foreign U.S. Total U.S. U.S. Change in benefit obligation Gross benefit obligation at beginning of year $ 228,752 $ 103,420 $ 332,172 $ 247,675 $ 109,969 $ 357,644 $ 2,010 $ 3,234 Service cost 465 47 512 698 547 1,245 — 1 Interest cost 3,079 2,145 5,224 2,594 1,737 4,331 37 27 Employee contributions 20 — 20 71 — 71 — — Effect of plan amendments 303 — 303 — — — (2) (78) Curtailment gain 207 — 207 — — — — — Plan settlements (1,726) — (1,726) (541) — (541) — — Benefits paid (5,343) (5,838) (11,181) (6,869) (5,064) (11,933) (176) (182) Plan expenses and premiums paid (66) — (66) (74) — (74) — — Transfer in of business acquisition — — — 231 — 231 — — Actuarial (gain) loss (77,244) (20,688) (97,932) (4,160) (3,769) (7,929) (263) (992) Translation differences and other (17,893) — (17,893) (10,873) — (10,873) — — Gross benefit obligation at end of year $ 130,554 $ 79,086 $ 209,640 $ 228,752 $ 103,420 $ 332,172 $ 1,606 $ 2,010 Pension Benefits Other Post- 2022 2021 2022 2021 Foreign U.S. Total Foreign U.S. Total U.S. U.S. Change in plan assets Fair value of plan assets at beginning of year $ 216,886 $ 77,680 $ 294,566 $ 228,789 $ 73,481 $ 302,270 $ — $ — Actual return on plan assets (65,396) (14,871) (80,267) 915 7,201 8,116 — — Employer contributions 3,241 2,620 5,861 4,289 2,063 6,352 176 182 Employee contributions 20 — 20 71 — 71 — — Plan settlements (1,726) — (1,726) (541) — (541) — — Benefits paid (5,343) (5,838) (11,181) (6,869) (5,065) (11,934) (176) (182) Plan expenses and premiums paid (66) — (66) (74) — (74) — — Translation differences (17,672) — (17,672) (9,694) — (9,694) — — Fair value of plan assets at end of year $ 129,944 $ 59,591 $ 189,535 $ 216,886 $ 77,680 $ 294,566 $ — $ — Net benefit obligation recognized $ (610) $ (19,495) $ (20,105) $ (11,866) $ (25,740) $ (37,606) $ (1,606) $ (2,010) Amounts recognized in the balance sheet consist of: Non-current assets $ 8,639 $ — $ 8,639 $ 7,916 $ — $ 7,916 $ — $ — Current liabilities (210) (1,128) (1,338) (191) (1,137) (1,328) (222) (220) Non-current liabilities (9,039) (18,367) (27,406) (19,591) (24,603) (44,194) (1,384) (1,790) Net benefit obligation recognized $ (610) $ (19,495) $ (20,105) $ (11,866) $ (25,740) $ (37,606) $ (1,606) $ (2,010) Amounts not yet reflected in net periodic benefit costs and included in accumulated other comprehensive loss: Prior service (cost) credit (333) (36) (369) (22) 43 21 16 46 Accumulated (loss) gain (10,387) 2,532 (7,855) (19,163) (9,763) (28,926) 1,218 1,034 AOCI (10,720) 2,496 (8,224) (19,185) (9,720) (28,905) 1,234 1,080 Cumulative employer contributions in excess of or (below) net periodic benefit cost 10,110 (21,991) (11,881) 7,319 (16,020) (8,701) (2,840) (3,090) Net benefit obligation recognized $ (610) $ (19,495) $ (20,105) $ (11,866) $ (25,740) $ (37,606) $ (1,606) $ (2,010) The accumulated benefit obligation for all defined benefit pension plans was $204.5 million ($79.1 million U.S. and $125.4 million Foreign) and $321.5 million ($103.4 million U.S. and approximately $218.1 million Foreign) as of December 31, 2022 and 2021, respectively. Information for pension plans with an accumulated benefit obligation in excess of plan assets: 2022 2021 Foreign U.S. Total Foreign U.S. Total Accumulated benefit obligation 5,983 79,086 85,069 128,268 103,420 231,688 Fair value of plan assets 1,842 59,591 61,433 119,181 77,680 196,861 Information for pension plans with a projected benefit obligation in excess of plan assets: 2022 2021 Foreign U.S. Total Foreign U.S. Total Projected benefit obligation $ 71,318 $ 79,086 $ 150,404 $ 138,963 $ 103,420 $ 242,383 Fair value of plan assets 61,805 59,591 121,396 119,181 77,680 196,861 Components of net periodic benefit costs – pension plans: 2022 2021 Foreign U.S. Total Foreign U.S. Total Service cost $ 465 $ 47 $ 512 $ 698 $ 547 $ 1,245 Interest cost 3,079 2,145 5,224 2,594 1,737 4,331 Expected return on plan assets (4,472) (3,509) (7,981) (4,686) (3,611) (8,297) Settlement loss (gain) (71) — (71) 35 — 35 Curtailment charge 207 — 207 — — — Actuarial loss amortization 658 323 981 996 2,252 3,248 Prior service cost (credit) amortization 3 7 10 3 7 10 Net periodic benefit (income) cost $ (131) $ (987) $ (1,118) $ (360) $ 932 $ 572 2020 Foreign U.S. Total Service cost $ 4,340 $ 491 $ 4,831 Interest cost 3,416 2,923 6,339 Expected return on plan assets (4,262) (4,810) (9,072) Settlement (gain) loss (88) 22,667 22,579 Curtailment charge (1,155) — (1,155) Actuarial loss amortization 886 2,110 2,996 Prior service credit amortization (167) — (167) Net periodic benefit cost $ 2,970 $ 23,381 $ 26,351 Other changes recognized in other comprehensive income – pension plans: 2022 2021 Foreign U.S. Total Foreign U.S. Total Net (gain) loss arising during the period $ (7,008) $ (3,555) $ (10,563) $ (388) $ (448) $ (836) Settlement loss — (323) (323) (83) (2,252) (2,335) Prior service (cost) credit 303 (7) 296 — (7) (7) Actuarial (loss) gain (587) 1,247 660 (954) (6,925) (7,879) Curtailment Recognition (3) — (3) (3) — (3) Effect of exchange rates on amounts included in AOCI (1,169) — (1,169) (1,390) — (1,390) Total recognized in other comprehensive (income) loss (8,464) (2,638) (11,102) (2,818) (9,632) (12,450) Total recognized in net periodic benefit cost and other comprehensive (income) loss $ (8,595) $ (3,625) $ (12,220) $ (3,178) $ (8,700) $ (11,878) 2020 Foreign U.S. Total Net (gain) loss arising during period $ (1,594) $ 1,536 $ (58) Recognition of amortization in net periodic benefit cost Settlement loss (39) (22,667) (22,706) Prior service credit 1,325 50 1,375 Actuarial (loss) gain (758) 3,967 3,209 Curtailment Recognition (3) — (3) Effect of exchange rates on amounts included in AOCI 1,535 — 1,535 Total recognized in other comprehensive loss 466 (17,114) (16,648) Total recognized in net periodic benefit cost and other comprehensive loss $ 3,436 $ 6,267 $ 9,703 Components of net periodic benefit costs – other postretirement plan: 2022 2021 2020 Service cost $ — $ 1 $ 5 Interest cost 37 27 77 Actuarial loss amortization (79) (82) (5) Prior service credit amortization (32) (31) — Net periodic benefit costs $ (74) $ (85) $ 77 Other changes recognized in other comprehensive income – other postretirement benefit plans: 2022 2021 2020 Net (gain) loss arising during period $ (263) $ (992) $ (864) Recognition of amortizations in net periodic benefit cost (2) (78) — Prior service credit 32 31 — Actuarial gain amortization 79 82 5 Total recognized in other comprehensive (income) loss (154) (957) (859) Total recognized in net periodic benefit cost and other comprehensive (income) loss $ (228) $ (1,042) $ (782) Weighted-average assumptions used to determine benefit obligations as of December 31, 2022 and 2021: Pension Benefits Other Postretirement 2022 2021 2022 2021 U.S. Plans: Discount rate 5.21% 2.58% 5.14% 2.45% Rate of compensation increase N/A N/A N/A N/A Foreign Plans: Discount rate 6.29% 1.71% N/A N/A Rate of compensation increase 3.93% 2.21% N/A N/A Weighted-average assumptions used to determine net periodic benefit costs for the years ended December 31, 2022, 2021 and 2020: Pension Benefits Other Postretirement 2022 2021 2020 2022 2021 2020 U.S. Plans: Discount rate 2.67 % 2.67 % 3.11 % 2.45 % 1.90 % 2.99 % Expected long-term return on plan assets 5.75 % 5.75 % 6.50 % N/A N/A N/A Rate of compensation increase N/A 6.00 % 6.00 % N/A N/A N/A Foreign Plans: Discount rate 3.97 % 1.38 % 2.30 % N/A N/A N/A Expected long-term return on plan assets 2.26 % 2.06 % 2.20 % N/A N/A N/A Rate of compensation increase 3.21 % 2.52 % 2.79 % N/A N/A N/A The long-term rates of return on assets were selected from within the reasonable range of rates determined by (a) historical real returns for the asset classes covered by the investment policy and (b) projections of inflation over the long-term period during which benefits are payable to plan participants. See Note 1 of Notes to Consolidated Financial Statements for further information. Assumed health care cost trend rates as of December 31, 2022, 2021 and 2020: 2022 2021 2020 Health care cost trend rate for next year 5.60 % 5.65 % 5.70 % Rate to which the cost trend rate is assumed to decline (the ultimate trend rate) 4.00 % 4.00 % 4.50 % Year that the rate reaches the ultimate trend rate 2047 2046 2037 Plan Assets and Fair Value The Company’s pension plan target asset allocation and the weighted-average asset allocations as of December 31, 2022 and 2021 by asset category were as follows: Asset Category Target 2022 2021 U.S. Plans Equity securities 32 % 32 % 46 % Debt securities 60 % 60 % 48 % Other 8 % 8 % 6 % Total 100 % 100 % 100 % Foreign Plans Equity securities 15 % 8 % 36 % Debt securities 79 % 79 % 43 % Other 6 % 13 % 21 % Total 100 % 100 % 100 % As of December 31, 2022 and 2021, “Other” consisted principally of cash and cash equivalents, and investments in real estate funds. The following is a description of the valuation methodologies used for the investments measured at fair value, including the general classification of such instruments pursuant to the valuation hierarchy, where applicable: Cash and Cash Equivalents Cash and cash equivalents consist of cash and money market funds and are classified as Level 1 investments. Commingled Funds Investments in the U.S. pooled separate accounts consist primarily of mutual funds, each of which follows a separate investment strategy, and are valued based on the reported unit value at year end. Foreign pension plan commingled funds represent pooled institutional investments, including primarily collective investment trusts. These commingled funds are not available on an exchange or in an active market and these investments are valued using their net asset value (“NAV”), which is generally based on the underlying asset values of the investments held in the trusts. As of December 31, 2022, the foreign pension plan commingled funds included approximately 34 percent of investments in equity securities, 50 percent of investments in fixed income securities, and 16 percent of other non-related investments, primarily real estate. As of December 31, 2021, the foreign pension plan commingled funds included approximately 35 percent of investments in equity securities, 51 percent of investments in fixed income securities, and 14 percent of other non-related investments, primarily real estate. Pooled Separate Accounts Investments in the U.S. pension plan pooled separate accounts consist of annuity contracts and are valued based on the reported unit value at year end. Units of the pooled separate account are not traded on an exchange or in an active market; however, valuation is based on the underlying investments of each pooled separate account and are classified as Level 2 investments. As of December 31, 2022, the U.S. pension plan pooled separate accounts included approximately 35 percent of investments in equity securities and 65 percent of investments in fixed income securities. Fixed Income Government Securities Investments in foreign pension plans fixed income government securities were valued using third party pricing services which are based on a combination of quoted market prices on an exchange in an active market as well as proprietary pricing models and inputs using observable market data and are classified as Level 2 investments. Insurance Contract Investments in the foreign pension plan insurance contract are valued at the highest value available for the Company at year end, either the reported cash surrender value of the contract or the vested benefit obligation. Both the cash surrender value and the vested benefit obligation are determined based on unobservable inputs, which are contractually or actuarially determined, regarding returns, fees, the present value of the future cash flows of the contract and benefit obligations. The contract is classified as a Level 3 investment. Diversified Equity Securities - Registered Investment Companies Investments in the foreign pension plans diversified equity securities of registered investment companies are based upon the quoted redemption value of shares in the fund owned by the plan at year end. The shares of the fund are not available on an exchange or in an active market; however, the fair value is determined based on the underlying investments in the fund as traded on an exchange in an active market and are classified as Level 2 investments. Fixed Income – Foreign Registered Investment Companies Investments in the foreign pension plans fixed income securities of foreign registered investment companies are based upon the quoted redemption value of shares in the fund owned by the plan at year end. The shares of the fund are not available on an exchange or in an active market; however, the fair value is determined based on the underlying investments in the fund as traded on an exchange in an active market and are classified as Level 2 investments. Diversified Investment Fund - Registered Investment Companies Investments in the foreign pension plan diversified investment fund of registered investment companies are based upon the quoted redemption value of shares in the fund owned by the plan at year end. This fund is not available on an exchange or in an active market and this investment is valued using its NAV, which is generally based on the underlying asset values of the investments held. As of December 31, 2021, the diversified investment funds included approximately 62 percent of investments in equity securities, 20 percent of investments in fixed income securities, and 18 percent of other alternative investments. There were no such investments as of December 31, 2022. Other – Alternative Investments Investments in the foreign pension plans include certain other alternative investments such as inflation and interest rate swaps. These investments are valued based on unobservable inputs, which are contractually or actuarially determined, regarding returns, fees, the present value of future cash flows of the contract and benefit obligations. These alternative investments are classified as Level 3 investments. Real Estate The U.S. and foreign pension plans’ investment in real estate consists of investments in property funds. The funds’ underlying investments consist of real property which are valued using unobservable inputs. These property funds are classified as a Level 3 investment. As of December 31, 2022 and 2021, the U.S. and foreign plans’ investments measured at fair value on a recurring basis were as follows: Fair Value Measurements at December 31, 2022 Total Using Fair Value Hierarchy U.S. Pension Assets Level 1 Level 2 Level 3 Pooled separate accounts $ 54,596 $ — $ 54,596 $ — Real estate 4,995 — — 4,995 Subtotal U.S. pension plan assets in fair value hierarchy $ 59,591 $ — $ 54,596 $ 4,995 Total U.S. pension plan assets $ 59,591 Foreign Pension Assets Cash and cash equivalents $ 4,923 $ 4,923 $ — $ — Insurance contract 59,963 — — 59,963 Diversified equity securities - registered investment companies 5,211 — 5,211 — Fixed income – foreign registered investment companies 54,098 — 54,098 — Real estate 3,907 — — 3,907 Sub-total of foreign pension assets in fair value hierarchy $ 128,102 $ 4,923 $ 59,309 $ 63,870 Commingled funds measured at NAV 1,842 Total foreign pension assets $ 129,944 Total pension assets in fair value hierarchy $ 187,693 $ 4,923 $ 113,905 $ 68,865 Total pension assets measured at NAV 1,842 Total pension assets $ 189,535 Fair Value Measurements at December 31, 2021 Total Using Fair Value Hierarchy U.S. Pension Assets Level 1 Level 2 Level 3 Pooled separate accounts $ 72,721 $ — $ 72,721 $ — Real estate 4,959 — — 4,959 Subtotal U.S. pension plan assets in fair value hierarchy $ 77,680 $ — $ 72,721 $ 4,959 Total U.S. pension plan assets $ 77,680 Foreign Pension Assets Cash and cash equivalents $ 1,989 $ 1,989 $ — $ — Insurance contract 99,527 — — 99,527 Diversified equity securities - registered investment companies 10,999 — 10,999 — Fixed income – foreign registered investment companies 3,593 — 3,593 — Fixed income government securities 35,339 — 35,339 — Real estate 6,588 — — 6,588 Other - alternative investments 6,979 — — 6,979 Sub-total of foreign pension assets in fair value hierarchy $ 165,014 $ 1,989 $ 49,931 $ 113,094 Commingled funds measured at NAV 2,300 Diversified investment fund - registered investment companies measured at NAV 49,572 Total foreign pension assets $ 216,886 Total pension assets in fair value hierarchy $ 242,694 $ 1,989 $ 122,652 $ 118,053 Total pension assets measured at NAV 51,872 Total pension assets $ 294,566 Certain investments that are measured at fair value using the NAV per share (or its equivalent) have not been classified in the fair value hierarchy. The fair value amounts presented for these investments in the preceding tables are intended to permit reconciliation of the fair value hierarchies to the line items presented in the statements of net assets available for benefits. Changes in the fair value of the plans’ Level 3 investments during the years ended December 31, 2022 and 2021 were as follows: Insurance Real Estate Alternative Total Balance as of December 31, 2020 $ 112,920 $ 9,775 $ 10,638 $ 133,333 Purchases 1,722 (78) (334) 1,310 Settlements (1,812) — — (1,812) Unrealized (losses) gains (5,031) 1,926 (3,282) (6,387) Currency translation adjustment (8,272) (76) (43) (8,391) Balance as of December 31, 2021 99,527 11,547 6,979 118,053 Purchases (1,136) (122) (6,979) (8,237) Unrealized losses (32,305) (1,842) — (34,147) Currency translation adjustment (6,123) (681) — (6,804) Balance as of December 31, 2022 $ 59,963 $ 8,902 $ — $ 68,865 In 2018, the Company began the process of terminating a noncontributory U.S. pension plan. During 2019, the Company received a favorable termination determination letter from the I.R.S. and completed the termination during 2020. In order to terminate the plan in accordance with I.R.S. and Pension Benefit Guaranty Corporation requirements, the Company was required to fully fund the plan on a termination basis and the amount necessary to do so was approximately $1.8 million, subject to final true up adjustments. In 2020, the Company finalized the amount of the liability and related annuity payments and received a refund in premium of approximately $1.6 million. In addition, the Company recorded a non-cash pension settlement charge at plan termination of approximately $22.7 million. This settlement charge included the immediate recognition into expense The Company contributes to a multiemployer defined benefit pension plan under terms of a collective bargaining union contract (the Cleveland Bakers and Teamsters Pension Fund, Employer Identification Number: 34-0904419-001). The expiration date of the collective bargaining contract is May 1, 2025. As of January 1, 2021, the last valuation date available for the multiemployer plan, total plan liabilities were approximately $583 million. As of December 31, 2021, the multiemployer pension plan had total plan assets of approximately $427 million. The Company’s contribution rate to the multiemployer pension plan is specified in the collective bargaining union contract and contributions are made to the plan based on its union employee payroll. The Company contributed $0.1 million during the year ended December 31, 2022. The Employee Retirement Income Security Act of 1974, as amended by the Multi-Employer Pension Plan Amendments Act of 1980, imposes certain contingent liabilities upon an employer who is a contributor to a multiemployer pension plan if the employer withdraws from the plan or the plan is terminated or experiences a mass withdrawal. While the Company may also have additional liabilities imposed by law as a result of its participation in the multiemployer defined benefit pension plan, there is no liability as of December 31, 2022. The Pension Protection Act of 2006 (the “PPA”) also added special funding and operational rules generally applicable to plan years beginning after 2007 for multiemployer plans with certain classifications based on a multitude of factors (including, for example, the plan’s funded percentage, cash flow position and whether the plan is projected to experience a minimum funding deficiency). The plan to which the Company contributes is in “critical” status. Plans in the “critical” status classification must adopt measures to improve their funded status through a funding improvement or rehabilitation plan which may require additional contributions from employers (which may take the form of a surcharge on benefit contributions) and/or modifications to retiree benefits. The amount of additional funds that the Company may be obligated to contribute to the plan in the future cannot be estimated as such amounts will be likely based on future levels of work that require the specific use of those union employees covered by the plan, and the amount of that future work and the number of affected employees that may be needed is not reasonably estimable. Cash Flows Contributions The Company expects to make minimum cash contributions of approximately $5.2 million to its pension plans (approximately $2.6 million U.S. and $2.6 million Foreign) and approximately $0.2 million to its other postretirement benefit plan in 2023. Estimated Future Benefit Payments Excluding any impact related to the PPA noted above, the following benefit payments, which reflect expected future service, as appropriate, are expected to be paid: Pension Benefits Other Post- Foreign U.S. Total 2023 $ 6,097 $ 6,868 $ 12,965 $ 222 2024 5,935 6,290 12,225 203 2025 6,423 6,271 12,694 190 2026 7,117 6,272 13,389 174 2027 6,844 6,254 13,098 151 2028 to 2032 41,304 29,868 71,172 597 The Company maintains a plan under which supplemental retirement benefits are provided to certain officers. Benefits payable under the plan are based on a combination of years of service and existing postretirement benefits. Included in total pension costs are charges of $0.7 million, $3.0 million and $2.5 million for the years ended December 31, 2022, 2021 and 2020, respectively, representing the annual accrued benefits under this plan. Defined Contribution Plan The Company sponsors various defined contribution plans in both its U.S. and non-U.S. subsidiaries, under which eligible participants may defer a portion of their compensation up to the allowable amount as determined by the plan. All contributions and Company matches are invested at the direction of the participant. The most significant plan is the Company's primary U.S. 401(k) plan with an employer match covering a majority of its U.S. employees. Beginning in April 2020 and continuing through March 2021, the Company matched both non-elective and elective 401(k) contributions in fully vested shared of the Company’s common stock rather than cash. See Note 8 of Notes to Consolidated Financial Statements. Total Company contributions under this U.S. 401(k) plan were $7.2 million, $4.8 million and $5.7 million for the years ended December 31, 2022, 2021 and 2020, respectively. Annual cash contributions to all other of the Company’s defined contribution plans is approximately $1 million. |
Other Non-Current Liabilities
Other Non-Current Liabilities | 12 Months Ended |
Dec. 31, 2022 | |
Other Liabilities Disclosure [Abstract] | |
Other Non-Current Liabilities | Other Non-Current Liabilities Other non-current liabilities as of December 31, 2022 and 2021 were as follows: 2022 2021 Uncertain tax positions (includes interest and penalties - See Note 10) $ 20,322 $ 28,665 Non-current income taxes payable (See Note 10) 8,883 8,500 Environmental reserves (See Note 26) 4,342 4,424 Deferred and other long-term compensation 3,132 4,820 Acquisition-related earnout liability (See Note 2) 1,024 1,568 Inactive subsidiary litigation and settlement reserve (See Note 26) 311 410 Other 650 1,228 Total other non-current liabilities $ 38,664 $ 49,615 |
Equity and Accumulated Other Co
Equity and Accumulated Other Comprehensive Loss | 12 Months Ended |
Dec. 31, 2022 | |
Equity [Abstract] | |
Equity and Accumulated Other Comprehensive Loss | Equity and Accumulated Other Comprehensive Loss The Company has 30,000,000 shares of common stock authorized with a par value of $1, and 17,950,264 and 17,897,033 shares issued and outstanding as of December 31, 2022 and 2021, respectively. The change in shares issued and outstanding during 2022 was primarily related to 52,653 shares issued for share-based compensation plans and 578 shares issued for the exercise of stock options and other share activity. The Company is authorized to issue 10,000,000 shares of preferred stock with $1 par value, subject to approval by the Board. The Board may designate one or more series of preferred stock and the number of shares, rights, preferences, and limitations of each series. As of December 31, 2022, no preferred stock had been issued. The Company has a share repurchase program that was approved by its Board in 2015 for the repurchase of up to $100.0 million of Quaker Chemical Corporation common stock. The Company has not repurchased any shares under the program for the years ended December 31, 2022, 2021 and 2020. As of December 31, 2022, there was approximately $86.9 million of common stock remaining to be purchased under this share repurchase program. The following table shows the reclassifications from and resulting balances of AOCI for the years ended December 31, 2022, 2021 and 2020: Currency Defined Unrealized Derivative Total Balance as of December 31, 2019 $ (44,568) $ (34,533) $ 1,251 $ (320) $ (78,170) Other comprehensive income (loss) before reclassifications 41,693 (6,617) 2,848 (4,257) 33,667 Amounts reclassified from AOCI — 24,141 (202) — 23,939 Related tax amounts — (6,458) (555) 979 (6,034) Balance as of December 31, 2020 (2,875) (23,467) 3,342 (3,598) (26,598) Other comprehensive (loss) income before reclassifications (46,968) 11,948 (531) 2,890 (32,661) Amounts reclassified from AOCI — 1,459 (3,197) — (1,738) Related tax amounts — (3,112) 783 (664) (2,993) Balance as of December 31, 2021 (49,843) (13,172) 397 (1,372) (63,990) Other comprehensive (loss) income before reclassifications (82,318) 10,789 (3,276) — (74,805) Amounts reclassified from AOCI — 479 895 1,372 2,746 Related tax amounts — (2,691) 500 — (2,191) Balance as of December 31, 2022 $ (132,161) $ (4,595) $ (1,484) $ — $ (138,240) All reclassifications related to Unrealized gain (loss) in available-for-sale securities 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 (loss) income for non-controlling interest are related to Currency translation adjustments. |
Fair Value Measures
Fair Value Measures | 12 Months Ended |
Dec. 31, 2022 | |
Fair Value Disclosures [Abstract] | |
Fair Value Measures | Fair Value Measures 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 December 31, 2022 Total Fair Value Using Fair Value Hierarchy Assets Level 1 Level 2 Level 3 Company-owned life insurance $ 2,114 $ — $ 2,114 $ — Total $ 2,114 $ — $ 2,114 $ — Fair Value Measurements at December 31, 2021 Total Fair Value Using Fair Value Hierarchy Assets Level 1 Level 2 Level 3 Company-owned life insurance $ 2,533 $ — $ 2,533 $ — Total $ 2,533 $ — $ 2,533 $ — 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 December 31, 2022 or 2021, respectively. |
Hedging Activities
Hedging Activities | 12 Months Ended |
Dec. 31, 2022 | |
Derivative Instruments and Hedging Activities Disclosure [Abstract] | |
Hedging Activities | Hedging Activities In order to satisfy certain requirements of the Original Credit Facility as well as to manage the Company’s exposure to variable interest rate risk associated with the Credit Facility, in November 2019, the Company entered into $170.0 million notional amounts of three year interest rate swaps. See Note 20 of Notes to Consolidated Financial Statements. These interest rate swaps were designated as cash flow hedges and, as such, the contracts were marked-to-market at each reporting date and any unrealized gains or losses were included in AOCI to the extent effective and reclassified to interest expense in the period during which the transaction effects earnings or it becomes probable that the forecasted transaction will not occur. In June 2022, the Company amended the Original Credit Facility. See Note 20 of Notes to the Consolidated Financial Statements. The Amended Credit Facility does not require the Company to fix variable interest rates on any portion of its borrowings. In October 2022, the Company’s interest rate swap contracts expired. Upon expiration, the Company received a cash payment from the counterparties for approximately $0.2 million. As of December 31, 2022, the Company has not entered into any similar interest rate swap contracts. The balance sheet classification and fair values of the Company’s derivative instruments, which are Level 2 measurements, are as follows: Fair Value Derivatives designed as Consolidated Balance Sheet December 31, 2022 2021 Interest rate swaps Prepaid expenses and other current assets $ — $ — Other non-current liabilities — 1,782 $ — $ 1,782 The following table presents the net unrealized loss deferred to AOCI: December 31, 2022 2021 Derivatives designated as cash flow hedges: Interest rate swaps AOCI $ — $ 1,372 $ — $ 1,372 The following table presents the net loss reclassified from AOCI to earnings: For the Years Ended 2022 2021 2020 Amount and location of expense reclassified from AOCI into expense (Effective Portion) Interest expense, net $ — $ (2,649) $ (1,754) Prior to expiration in October 2022, interest rate swaps were entered into with a limited number of counterparties, each of which allowed for net settlement of all contracts through a single payment in a single currency in the event of a default on or termination of any one contract. As such, in accordance with the Company’s accounting policy, these derivative instruments were recorded on a net basis within the Consolidated Balance Sheets. |
Commitments and Contingencies
Commitments and Contingencies | 12 Months Ended |
Dec. 31, 2022 | |
Commitments and Contingencies Disclosure [Abstract] | |
Commitments and Contingencies | Commitments and Contingencies In the early 1990s, the Company identified certain soil and groundwater contamination at AC Products, Inc. (“ACP”), a wholly owned subsidiary. In voluntary coordination with the Santa Ana California Regional Water Quality Board, ACP has been remediating the contamination, the principal contaminant of which is perchloroethylene (“PERC”). In 2004, the Orange County Water District (“OCWD”) filed a civil complaint against ACP and other parties seeking to recover compensatory and other damages related to the investigation and remediation of the contamination in the groundwater. Pursuant to a settlement agreement with OCWD, ACP agreed, among other things, to operate the two groundwater treatment systems to hydraulically contain groundwater contamination emanating from ACP’s site until the concentrations of PERC released by ACP fell below the current Federal maximum contaminant level for four consecutive quarterly sampling events. In 2014, ACP ceased operation at one of its two groundwater treatment systems, as it had met the above condition for closure. In 2020, the Santa Ana Regional Water Quality Control Board asked that ACP conduct some additional indoor and outdoor soil vapor testing on and near the ACP site to confirm that ACP continues to meet the applicable local standards and ACP performed such testing program work in 2022 and will continue into 2023. As of December 31, 2022, ACP believes it is close to meeting the conditions for closure of the remaining groundwater treatment system but continues to operate this system while in discussions with the relevant authorities. As of December 31, 2022, the Company believes that the range of potential-known liabilities associated with the balance of 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, program management, and soil vapor testing. An inactive subsidiary of the Company that was acquired in the late 1970s 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. The subsidiary discontinued operations in 1991 and has no remaining assets other than proceeds received from insurance settlements. To date, the overwhelming majority of these claims have been disposed of without payment and there have been no adverse judgments against the subsidiary. 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 approximately $0.2 million (excluding costs of defense). Although the Company has also been named as a defendant in certain of these cases, no claims have been actively pursued against the Company, and the Company has not contributed to the defense or settlement of any of these cases pursued against the subsidiary. These cases were originally handled by the subsidiary’s primary and excess insurers who had agreed in 1997 to pay all defense costs and be responsible for all damages assessed against the subsidiary arising out of existing and future asbestos claims up to the aggregate limits of their policies. A significant portion of this primary insurance coverage was provided by an insurer that is insolvent, and the other primary insurers asserted that the aggregate limits of their policies had been exhausted. The subsidiary challenged the applicability of these limits to the claims being brought against the subsidiary. In response, two of the three carriers entered into separate settlement and release agreements with the subsidiary in 2005 and 2007 for $15.0 million and $20.0 million, respectively. In 2007, the subsidiary and the remaining primary insurance carrier entered into a Claim Handling and Funding Agreement, under which the carrier is paying 27% of defense and indemnity costs incurred by or on behalf of the subsidiary in connection with asbestos bodily injury claims. The agreement continues until terminated and can only be terminated by either party by providing a minimum of two years prior written notice. As of December 31, 2022, no notice of termination has been given under this agreement. At the end of the term of the agreement, the subsidiary may choose to again pursue its claim against this insurer regarding the application of the policy limits. The Company believes that, if the coverage issues under the primary policies with the remaining carrier are resolved adversely to the subsidiary and all settlement proceeds were used, the subsidiary may have limited additional coverage from a state guarantee fund established following the insolvency of one of the subsidiary’s primary insurers. Nevertheless, liabilities in respect of claims may exceed the assets and coverage available to the subsidiary. If the subsidiary’s assets and insurance coverage were to be exhausted, claimants of the subsidiary may actively pursue claims against the Company because of the parent-subsidiary relationship. The Company does not believe that such claims would have merit or that the Company would be held to have liability for any unsatisfied obligations of the subsidiary as a result of such claims. After evaluating the nature of the claims filed against the subsidiary and the small number of such claims that have resulted in any payment, the potential availability of additional insurance coverage at the subsidiary level, the additional availability of the Company’s own insurance and the Company’s strong defenses to claims that it should be held responsible for the subsidiary’s obligations because of the parent-subsidiary relationship, the Company believes it is not probable that the Company will incur losses. The Company has been successful to date having claims naming it dismissed during initial proceedings. Since the Company may be in this stage of litigation for some time, it is not possible to estimate additional losses or range of loss, if any. The Company is party to environmental matters related to certain domestic and foreign properties. These environmental matters primarily require the Company to perform long-term monitoring as well as operating and maintenance at each of the applicable sites. During the year ended December 31, 2022, there have been no significant changes to the facts or circumstances of these matters, aside from ongoing monitoring and maintenance activities and routine payments associated with each of these sites. The Company continually evaluates its obligations related to such matters, and based on historical costs incurred and projected costs to be incurred over the next 26 years, has estimated the present value range of costs for all of these environmental matters, on a discounted basis, to be between approximately $5.0 million and $6.0 million as of December 31, 2022, for which $5.3 million is accrued within other accrued liabilities and other non-current liabilities on the Company’s Consolidated Balance Sheet as of December 31, 2022. Comparatively, as of December 31, 2021, the Company had $5.6 million accrued for with respect to these matters. The Company’s Sao Paulo, Brazil site was required under Brazilian environmental, health and safety regulations to perform an environmental assessment as part of a permit renewal process. Initial investigations identified soil and ground water contamination in select areas of the site. The site has conducted a multi-year soil and groundwater investigation and corresponding risk assessments based on the result of the investigations. In 2017, the site had to submit a new 5-year permit renewal request and was asked to complete additional investigations to further delineate the site based on review of the technical data by the local regulatory agency, Companhia Ambiental do Estado de São Paulo (“CETESB”). Based on review of the updated investigation data, CETESB issued a Technical Opinion regarding the investigation and remedial actions taken to date. The site developed an action plan and submitted it to CETESB in 2018 based on CETESB requirements. The site intervention plan primarily requires the site, amongst other actions, to conduct periodic monitoring for methane in soil vapors, source zone delineation, groundwater plume delineation, bedrock aquifer assessment, update the human health risk assessment, develop a current site conceptual model and conduct a remedial feasibility study and provide a revised intervention plan. In 2020, the site submitted a report on the activities completed including the revised site conceptual model and results of the remedial feasibility study and recommended remedial strategy for the site. Other environmental matters include participation in certain payments in connection with four currently active environmental consent orders related to certain hazardous waste cleanup activities under the U.S. Federal Superfund statute. The Company has been designated a potentially responsible party (“PRP”) by the Environmental Protection Agency along with other PRPs depending on the site, and has other obligations to perform cleanup activities at certain other foreign subsidiaries. These environmental matters primarily require the Company to perform long-term monitoring as well as operating and maintenance at each of the applicable sites. 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 problems of which it is aware. Approximately $0.3 million and $0.4 million were accrued as of December 31, 2022 and 2021, respectively, to provide for such anticipated future environmental assessments and remediation costs. During 2020, one of the Company’s subsidiaries received a notice of inspection from a taxing authority in a country where certain of its subsidiaries operate which related to a non-income (indirect) tax that may be applicable to certain products the subsidiary sells. During 2021, the Company’s subsidiary received notice from the taxing authority that the inspection was closed, with no tax assessment issued. Based on this development, during 2021, the Company reversed its previously recorded $1.8 million liability related to this matter. The Company also reversed the associated $1.1 million indemnification receivable, as the asserted tax liability in part related to a Houghton entity acquired in the Combination and for the periods prior to the Combination, for which the Company would have rights to indemnification from Houghton’s former owners. Based on all available information as of the date of this report, the Company does not anticipate further tax liabilities related to this matter to be asserted by the taxing authority. During 2021, one of the Company’s Brazilian subsidiaries received a notice that it had prevailed on an existing legal claim in regard to certain non-income (indirect) taxes that had been previously charged and paid. The matter specifically relates to companies’ rights to exclude the state tax on goods circulation (a valued-added-tax or VAT equivalent, known in Brazil as “ICMS”) from the calculation of certain additional indirect taxes (specifically the program of social integration (“PIS”) and contribution for the financing of social security (“COFINS”)) levied by the Brazilian States on the sale of goods. In May 2021, the Brazilian Supreme Court concluded that ICMS should not be included in the tax base of PIS and COFINS, and confirmed the methodology for calculating the PIS and COFINS tax credit claims to which taxpayers are entitled. The Company’s Brazilian entities had previously filed legal or administrative disputes on this matter and are entitled to receive tax credits and interest dating back to five years preceding the date of their legal claims. As a result of these court rulings, during 2021, the Company recognized non-income tax credits of 67.0 million BRL or approximately $13.3 million, which included approximately $8.4 million for the PIS and COFINS tax credits as well as interest on these tax credits of $4.9 million, and is recorded within prepaid and other current assets on the Company’s Consolidated Balance Sheet. The tax credits to which the Company’s Brazilian subsidiaries are entitled are claimable once registered with the Brazilian tax authorities. The Company submitted its formal claim for tax credits in 2021. These tax credits can be used to offset future Brazilian federal taxes. As of December 31, 2022, the Company has used the full amount of credits. Also during 2021, the Brazilian Supreme Court ruled that interest income to which companies are entitled for matters such as this claim should not be taxable, which resulted in a reduction to the estimated income tax expense associated with the tax credits recorded. In connection with obtaining regulatory approvals for the Combination, certain steel and aluminum related product lines of Houghton were divested in August 2019. In 2021, the entity that acquired these divested product lines submitted an indemnification claim for certain alleged breaches of representation made by Houghton in the agreement pursuant to which such assets had been divested. The Company responded to the subject matters of the indemnification claim and during 2022, the matter was resolved consistent with the Company’s expectations and position that there were no amounts owed by the Company. During 2021, two of the Company’s locations suffered property damages as a result of flooding and electrical fire, respectively. The Company maintains property insurance for all of its facilities globally. In Conshohocken, Pennsylvania, the Company’s global headquarters as well as its laboratory experienced property damages as a result of flooding from Hurricane Ida. Also, one of the Company’s North American production facilities in its Americas segment experienced a electrical fire that resulted in damage and the temporary shutdown of production, and also required remediation, cleaning and subsequent restoration. The Company, its insurance adjuster and insurance carrier are actively managing the remediation and restoration activities associated with these events and at this time the Company has concluded, based on all available information and discussions with its insurance adjuster and insurance carrier, that the losses incurred during 2021 will be covered under the Company’s property insurance coverage, net of an aggregate deductible of $2.0 million. Through December 31, 2022, the Company has received payments from its insurers of $4.6 million associated with these events. During 2022, the Company recognized a gain on insurance recoveries of $1.8 million. The Company has recorded an insurance receivable associated with these events of $0.2 million as of December 31, 2022. The Company and its insurance carrier continue to review the impact of the electrical fire on the production facility’s operations as it relates to a potential business interruption insurance claim; however, as of the date of this Report, the Company cannot reasonably estimate any probable amount of business interruption insurance claim recoverable. Therefore, the Company has not recorded a gain contingency for a possible business interruption insurance claim as of December 31, 2022. The Company is party 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. In addition, the Company has an immaterial amount of contractual purchase obligations. |
Significant Accounting Polici_2
Significant Accounting Policies (Policies) | 12 Months Ended |
Dec. 31, 2022 | |
Accounting Policies [Abstract] | |
Segments | Segments: The Company’s operating segments, which are consistent with its reportable segments, reflect the structure of the Company’s internal organization, the method by which the Company’s resources are allocated and the manner by which the chief operating decision maker assesses the Company’s performance. During the first quarter of 2023, the Company reorganized its executive management team to align with its new business structure. The Company’s new structure includes three reportable segments: (i) Americas; (ii) Europe, Middle East and Africa (“EMEA”); and (iii) Asia/Pacific. Prior to the Company’s reorganization, the Company’s historical reportable segments were: (i) Americas; (ii) EMEA; (iii) Asia/Pacific; and (iv) Global Specialty Businesses. Prior period segment financial information has been recast to align with segment change, including reportable segments and customer industry disaggregation. See Notes 2, 4, 5, and 16 of Notes to Consolidated Financial Statements . |
Principles of consolidation | Principles of consolidation: All majority-owned subsidiaries are included in the Company’s consolidated financial statements, |
Equity method investments | Investments in associated companies (less than majority-owned and in which the Company has significant influence) are accounted for under the equity method. The Company’s share of net income or losses in these investments in associated companies is included in the Consolidated Statements of Operations. The Company periodically reviews these investments for impairments and, if necessary, would adjust these investments to their fair value when a decline in market value or other impairment indicators are deemed to be other than temporary. |
Consolidation, variable interest entity | The Company is not the primary beneficiary of any variable interest entities (“VIEs”) and therefore the Company’s consolidated financial statements do not include the accounts of any VIEs. |
Translation of foreign currency | Translation of foreign currency: Assets and liabilities of non-U.S. subsidiaries and associated companies are translated into U.S. dollars at the respective rates of exchange prevailing at the end of the year. Income and expense accounts are translated at average exchange rates prevailing during the year. Translation adjustments resulting from this process are recorded directly in equity as accumulated other comprehensive (loss) income (“AOCI”) and will be included as income or expense only upon sale or liquidation of the underlying entity or asset. Generally, all of the Company’s non-U.S. subsidiaries use their local currency as their functional currency. |
Cash and cash equivalents | Cash and cash equivalents: The Company invests temporary and excess funds in money market securities and financial instruments having maturities within 90 days. The Company considers all highly liquid investments with original maturities of three months or less to be cash equivalents. The Company has not experienced losses from the aforementioned investments. |
Accounts receivable and allowance for credit losses | Accounts receivable and allowance for credit losses: Trade accounts receivable subject the Company to credit risk. |
Inventories | Inventories: Inventories are valued at the lower of cost or net realizable value, and are valued using the first-in, first-out method. |
Right of use lease assets and lease liabilities | Right of use lease assets and lease liabilities: The Company determines if an arrangement is a lease at its inception. This determination generally depends on whether the arrangement conveys the right to control the use of an identified fixed asset explicitly or implicitly for a period of time in exchange for consideration. Control of an underlying asset is conveyed if the Company obtains the rights to direct the use of, and obtains substantially all of the economic benefits from the use of, the underlying asset. Lease expense for variable leases and short-term leases is recognized when the obligation is incurred. The lease term for all of the Company’s leases includes the non-cancellable period of the lease plus any additional periods covered by an option to extend the lease that the Company is reasonably certain it will exercise. Operating leases are included in right of use lease assets, other accrued liabilities and long-term lease liabilities on the Consolidated Balance Sheet. Right of use lease assets and liabilities are recognized at each lease’s commencement date based on the present value of its lease payments over its respective lease term. Operating lease expense is recognized on a straight-line basis over the lease term. The Company uses the stated borrowing rate for a lease when readily determinable. When a stated borrowing rate is not available in a lease agreement, the Company uses its incremental borrowing rate based on information available at the lease’s commencement date to determine the present value of its lease payments. In determining the incremental borrowing rate used to present value each of its leases, the Company considers certain information including fully secured borrowing rates readily available to the Company and its subsidiaries. The Company includes finance leases in Property, plant and equipment (“PP&E”), current portion of long-term debt and long-term debt on the Consolidated Balance Sheet. |
Long-lived assets | Long-lived assets: PP&E is stated at gross cost, less accumulated depreciation. Depreciation is computed using the straight-line method on an individual asset basis over the following estimated useful lives: buildings and improvements, 10 to 33 years, or the remaining term of the lease; and machinery and equipment, 4 to 10 years, or the remaining term of the lease. The carrying values of long-lived assets are evaluated whenever changes in circumstances or current events indicate the carrying amount of such assets may not be recoverable. An estimate of undiscounted cash flows produced by the asset, or the appropriate group of assets, is compared with the carrying value to determine whether an impairment exists. If necessary, the Company recognizes an impairment loss for the difference between the carrying amount of the assets and their estimated fair value. Fair value is based on current and anticipated future cash flows. Upon sale or other dispositions of long-lived assets, the applicable amounts of asset cost and accumulated depreciation are removed from the accounts and the net amount, less proceeds from disposals, is recorded in the Consolidated Statements of Operations. Expenditures for renewals or improvements that increase the estimated useful life or capacity of the assets are capitalized, whereas expenditures for repairs and maintenance are expensed when incurred |
Capitalized software | Capitalized software: The Company capitalizes certain costs in connection with developing or obtaining software for internal |
Goodwill and other intangible assets | Goodwill and other intangible assets: The Company records goodwill, definite-lived intangible assets and indefinite-lived |
Revenue recognition | Revenue recognition: The Company recognizes revenue in an amount that reflects the consideration to which the Company expects to be entitled in exchange for goods or services transferred to its customers. To do this, the Company applies a five-step model, which requires the Company to: (i) identify the contract with a customer; (ii) identify the performance obligations in the contract; (iii) determine the transaction price; (iv) allocate the transaction price to the performance obligations in the contract; and (v) recognize revenue when, or as, the Company satisfies a performance obligation. The Company identifies a contract with a customer when a sales agreement indicates approval and commitment of the parties; identifies the rights of the parties; identifies the payment terms; has commercial substance; and it is probable that the Company will collect the consideration to which it will be entitled in exchange for the goods or services that will be transferred to the customer. The Company identifies a performance obligation in a contract for each promised good or service that is separately identifiable from other obligations in the contract and for which the customer can benefit from the good or service either on its own or together with other resources that are readily available to the customer. The Company determines the transaction price as the amount of consideration it expects to be entitled to in exchange for fulfilling the performance obligations, including the effects of any variable consideration, significant financing elements, amounts payable to the customer or noncash consideration. For any contracts that have more than one performance obligation, the Company allocates the transaction price to each performance obligation in an amount that depicts the amount of consideration to which the Company expects to be entitled in exchange for satisfying each performance obligation. In accordance with the last step of the five-step model, the Company recognizes revenue when, or as, it satisfies the performance obligation in a contract by transferring control of a promised good or providing the service to the customer. The Company typically satisfies its performance obligations and recognizes revenue at a point in time for product sales, generally when products are shipped or delivered to the customer, depending on the terms underlying each arrangement. In circumstances where the Company’s products are on consignment, revenue is generally recognized upon usage or consumption by the customer. For any Fluidcare TM or other services provided by the Company to the customer, the Company typically satisfies its performance obligations and recognizes revenue over time, as the promised services are performed. The Company uses input methods to recognize revenue over time related to these services, including labor costs and time incurred. The Company believes that these input methods represent the most indicative measure of the Fluidcare TM or other service work performed by the Company. The Company does not have standard payment terms for all customers, however the Company’s general payment terms require customers to pay for products or services provided after the performance obligation is satisfied. The Company does not have significant financing arrangements with its customers. Therefore, the Company does not adjust the promised amount of consideration for the effects of a significant financing component as the Company expects, at contract inception, that the period between when the Company transfers a promised good or service to the customer and when the customer pays for that good or service will be one year or less. In addition, the Company expenses costs to obtain a contract as incurred when the expected period of benefit, and therefore the amortization period, is one year or less. In addition, the Company excludes from the measurement of the transaction price all taxes assessed by a governmental authority that are both imposed on and concurrent with a specific revenue-producing transaction and collected by the entity from a customer, including sales, use, value added, excise and various other taxes. Lastly, the Company has elected to account for shipping and handling activities that occur after the customer has obtained control of a good as a fulfillment cost, rather than an additional promised service. The Company does not have significant amounts of variable consideration in its contracts with customers and where applicable, the Company’s estimates of variable consideration are not constrained. The Company records certain third-party license fees in other income (expense), net, in its Consolidated Statement of Operations, which generally include sales-based royalties in exchange for the license of intellectual property. These license fees are recognized in accordance with their agreed-upon terms and when performance obligations are satisfied, which is generally when the third party has a subsequent sale. The Company recognizes a contract asset or receivable on its Consolidated Balance Sheet when the Company performs a service or transfers a good in advance of receiving consideration. A receivable is the Company’s right to consideration that is unconditional and only the passage of time is required before payment of that consideration is due. A contract asset is the Company’s right to consideration in exchange for goods or services that the Company has transferred to a customer. A contract liability is recognized when the Company receives consideration, or if it has the unconditional right to receive consideration, in advance of performance. A contract liability is the Company’s obligation to transfer goods or services to a customer for which the Company has received consideration, or a specified amount of consideration is due, from the customer. |
Research and development costs | Research and development costs: Research and development costs are expensed as incurred and are included in selling, general |
Environmental liabilities and expenditures | Environmental liabilities and expenditures: Accruals for environmental matters are recorded when it is probable that a liability |
Asset retirement obligations | Asset retirement obligations: The Company assesses whether it has legal or conditional obligations associated with the retirement of tangible long-lived assets that result from the acquisition, construction, or development and/or the normal operation of a long-lived asset, including any legal obligations that require disposal of a replaced part that is a component of a tangible long-lived asset. As of December 31, 2022 and 2021, the Company had no significant exposure or liabilities recorded on its Consolidated Balance Sheets. |
Pension and other postretirement benefits | Pension and other postretirement benefits: The Company maintains various noncontributory retirement plans, covering a portion of its employees in the U.S. and certain other countries, including the Netherlands, the United Kingdom (“U.K.”), Mexico, Sweden, Germany and France. The plans of the remaining non-U.S. subsidiaries are, for the most part, either fully insured or integrated with the local governments’ plans. The Company recognizes on a prospective basis the funded status of the defined benefit pension and other postretirement plans on its Consolidated Balance Sheets and, also, recognize as a component of AOCI, net of tax, the gains or losses and prior service costs or credits that arise during the period but are not recognized as components of net periodic benefit cost. In addition, the Company recognizes a settlement charge in its Consolidated Statements of Operations when certain events occur, including plan termination or the settlement of certain plan liabilities. A settlement charge represents the immediate recognition into expense of a portion of the unrecognized loss within AOCI on the balance sheet in proportion to the share of the projected benefit obligation that was settled. The measurement date for the Company’s postretirement benefits plan is December 31. The Company’s global pension investment policies are designed to ensure that pension assets are invested in a manner consistent with meeting the future benefit obligations of the pension plans and maintaining compliance with various laws and regulations including the Employee Retirement Income Security Act of 1974. The Company establishes strategic asset allocation percentage targets and benchmarks for significant asset classes with the aim of achieving a prudent balance between return and risk. The Company’s investment horizon is generally long term, and, accordingly, the target asset allocations encompass a long-term perspective of capital markets, expected risk and return and perceived future economic conditions while also considering the profile of plan liabilities. To the extent feasible, the short-term investment portfolio is managed to match the short-term obligations, the intermediate portfolio duration is matched to reduce the risk of volatility in intermediate plan distributions, and the total return portfolio is managed to maximize the long-term real growth of plan assets. The critical investment principles of diversification, assessment of risk and targeting the optimal expected returns for given levels of risk are applied. The Company’s investment guidelines prohibit the use of securities such as letter stock and other unregistered securities, commodities or commodity contracts, short sales, margin transactions, private placements (unless specifically addressed by addendum), or any derivatives, options or futures for the purpose of portfolio leveraging. The target asset allocation is reviewed periodically and is determined based on a long-term projection of capital market outcomes, inflation rates, fixed income yields, returns, volatilities and correlation relationships. The interaction between plan assets and benefit obligations is periodically studied to assist in establishing such strategic asset allocation targets. Asset performance is monitored with an overall expectation that plan assets will meet or exceed benchmark performance over rolling five year periods. The Company’s pension committee, as authorized by the Company’s Board of Directors (the “Board”), has discretion to manage the assets within established asset allocation ranges approved by senior management of the Company. See Note 21 of Notes to Consolidated Financial Statements. |
Comprehensive income (loss) | Comprehensive income (loss): The Company presents Other comprehensive (loss) income in its Statements of Comprehensive (Loss) Income. The Company discloses significant amounts reclassified from each component of AOCI, the related tax amounts and the income statement line items affected by such reclassifications. |
Income taxes and uncertain tax positions | Income taxes and uncertain tax positions: The provision for income taxes is determined using the asset and liability approach of accounting for income taxes. Under this approach, deferred taxes represent the future tax consequences expected to occur when the reported amounts of assets and liabilities are recovered or paid. The provision for income taxes represents income taxes paid or payable for the current year and the change in deferred taxes during the year. Deferred taxes result from differences between the financial and tax bases of the Company’s assets and liabilities and are adjusted for changes in tax rates and tax laws when changes are enacted. Valuation allowances are recorded to reduce deferred tax assets when it is more likely than not that a tax benefit will not be realized. The Company accounts for uncertainty in income taxes by applying the recognition threshold and measurement attributes for financial statement recognition and measurement of tax positions taken or expected to be taken on a tax return. The Company determines whether the benefits of tax positions are probable or more likely than not sustained upon audit based upon the technical merits of the tax position. For tax positions that are determined to be more likely than not sustained upon audit, the Company recognizes the largest amount of benefit that is greater than 50% likely of being realized upon ultimate settlement in the financial statements. For tax positions that are not determined to be more likely than not sustained upon audit, the Company does not recognize any portion of the benefit in the financial statements. Additionally, the Company monitors and adjusts for derecognition, classification, and penalties and interest in interim periods, with appropriate disclosure and transition thereto. Also, the amount of interest expense and income related to uncertain tax positions is computed by applying the applicable statutory rate of interest to the difference between the tax position recognized, including timing differences, and the amount previously taken or expected to be taken in a tax return. The Company recognizes interest and/or penalties related to income tax matters in income tax expense. Finally, when applicable, the Company nets its liability for unrecognized tax benefits against deferred tax assets related to net operating losses or other tax credit carryforwards that would apply if the uncertain tax position were settled for the presumed amount at the balance sheet date. |
Derivatives | Derivatives: The Company is exposed to the impact of changes in interest rates, foreign currency fluctuations, changes in commodity prices and credit risk. Historically, the Company has utilized interest rate swap agreements to enhance its ability to manage risk, including exposure to variability in interest payments associated with its variable rate debt. Derivative instruments are entered into for periods consistent with the related underlying exposures and do not constitute positions independent of those exposures. In October 2022, the Company’s interest rate swap contracts expired. As of December 31, 2022, the Company has not entered into any similar interest rate swap contracts. The Company previously recorded these instruments on a net basis within the Consolidated Balance Sheets. The effective portion of the change in fair value of the agreement was recorded in AOCI and was recognized in the Consolidated Statements of Operations when cash was paid from the counterparties. |
Fair value measurements | Fair value measurements: The Company utilizes a fair value hierarchy that prioritizes the inputs to valuation techniques used to measure fair value into three broad levels. See Notes 21 and 24 of Notes to Consolidated Financial Statements. The following is a brief description of those three levels: • Level 1: Observable inputs such as quoted prices (unadjusted) in active markets for identical assets or liabilities. • Level 2: Inputs other than quoted prices that are observable for the asset or liability, either directly or indirectly. These include quoted prices for similar assets or liabilities in active markets and quoted prices for identical or similar assets or liabilities in markets that are not active. • Level 3: Unobservable inputs that reflect the reporting entity's own assumptions. |
Share-based compensation | Share-based compensation: The Company recognizes the fair value of share-based compensation as a component of expense. The Company has a long-term incentive program (“LTIP”) for key employees which provides for the granting of options to purchase stock at prices not less than its market value on the date of the grant. Most options become exercisable within three years after the date of the grant for a period of time determined by the Company, but not to exceed seven years from the date of grant. Restricted stock awards and restricted stock units issued under the LTIP program are subject to time vesting generally over a one two In addition, while the Company is permitted to make an accounting policy election to account for forfeitures as they occur for service condition aspects of certain share-based awards, the Company has decided not to elect this accounting policy and instead has elected to continue utilizing a forfeiture rate assumption. Based on historical experience, the Company generally has assumed a forfeiture rate of 13% on certain of its nonvested stock awards. The Company will record additional expense if the actual forfeiture rate is lower than estimated and will record a recovery of prior expense if the actual forfeiture is higher than estimated. The Company also issues performance-dependent stock awards as a component of its LTIP. The fair value of the performance-dependent stock awards is based on their grant-date market value adjusted for the likelihood of attaining certain predetermined performance goals and is calculated by utilizing a Monte Carlo simulation model. Compensation expense is recognized on a straight-line basis over the vesting period, generally three years. |
Earnings per share | Earnings per share: The Company calculates earnings per share for nonvested |
Hyper-inflationary accounting | Hyper-inflationary accounting: Economies that have a cumulative three year rate of inflation exceeding 100% are considered hyper-inflationary. A legal entity that operates within an economy deemed to be hyper-inflationary is required to remeasure its monetary assets and liabilities to the applicable published exchange rates and record the associated gains or losses resulting from the remeasurement directly to the Consolidated Statements of Operations. |
Business combinations | Business combinations: The Company accounts for business combinations under the acquisition method of accounting. This |
Restructuring activities | Restructuring activities: Restructuring programs consist of employee severance, rationalization of manufacturing or other |
Reclassifications | Reclassifications: Certain information has been reclassified to conform to the current year presentation. |
Accounting estimates | Accounting estimates: The preparation of financial statements in conformity with generally accepted accounting principles in the United States (“U.S. GAAP”) requires management to make estimates and assumptions that affect the reported amounts of assets, liabilities and disclosure of contingencies at the date of the financial statements and the reported amounts of net sales and expenses during the reporting period. Actual results could differ from such estimates. |
Recently Issued Accounting Standards Adopted | Recently Issued Accounting Standards Adopted The FASB issued ASU 2020-04 , Reference Rate Reform (Topic 848): Facilitation of the Effects of Reference Rate Reform on Financial Reporting in March 2020. The FASB subsequently issued ASU 2021-01 , Reference Rate Reform (Topic 848): Scope in January 2021, which clarified the guidance, and ASU 2022-06, Reference Rate Reform (Topic 848): Deferral of the Sunset Date of Topic 848, which defers the sunset date of Topic 848 from December 31, 2022 to December 31, 2024. Neither ASU materially changed the guidance or its applicability to the Company. The amendments provide temporary optional expedients and exceptions for applying U.S. GAAP to contract modifications, hedging relationships, and other transactions to ease the potential accounting and financial reporting burden associated with transitioning away from reference rates that are expected to be discontinued, including the London Interbank Offered Rate (“LIBOR”). ASU 2020-04 is effective for the Company as of March 12, 2020 and generally can be applied through December 31, 2024. On June 17, 2022, the Company entered into an amendment to its primary credit facility, which, among other things, provided for the use of a USD currency LIBOR successor rate (the Term Secured Overnight Financing Rate (“Term SOFR”)). See Note 20 of Notes to Consolidated Financial Statements. |
Business Segments (Tables)
Business Segments (Tables) | 12 Months Ended |
Dec. 31, 2022 | |
Segment Reporting [Abstract] | |
Schedule of information about the performance of the Company's reportable segments, sales and total assets | The following tables present information about the performance of the Company’s reportable segments for the years ended December 31, 2022, 2021 and 2020. 2022 2021 2020 Net sales Americas $ 946,516 $ 762,211 $ 607,043 EMEA 562,508 564,128 455,939 Asia/Pacific 434,561 434,819 354,695 Total net sales $ 1,943,585 $ 1,761,158 $ 1,417,677 The following tables present information regarding the Company’s reportable segments’ assets and long-lived assets, excluding goodwill, as of December 31, 2022, 2021 and 2020. Management does not use goodwill by segment to evaluate performance or allocate resources. 2022 2021 2020 Segment assets, excluding goodwill Americas $ 1,196,906 $ 1,160,921 $ 1,147,783 EMEA 583,861 685,812 539,598 Asia/Pacific 525,847 477,833 573,241 Total segment assets $ 2,306,614 $ 2,324,566 $ 2,260,622 |
Schedule of information about the performance of the Company's reportable segments, operating earnings | 2022 2021 2020 Segment operating earnings Americas $ 223,629 $ 176,253 $ 141,870 EMEA 76,364 110,981 92,493 Asia/Pacific 105,842 109,233 100,196 Total segment operating earnings 405,835 396,467 334,559 Combination, integration and other acquisition-related expenses (8,779) (23,885) (29,790) Restructuring and related charges (3,163) (1,433) (5,541) Fair value step up of acquired inventory sold — (801) (226) Impairment charges (93,000) — (38,000) Non-operating and administrative expenses (187,841) (157,309) (144,173) Depreciation of corporate assets and amortization (60,748) (62,573) (57,469) Operating income 52,304 150,466 59,360 Other (expense) income, net (12,607) 18,851 (5,618) Interest expense, net (32,579) (22,326) (26,603) Income before taxes and equity in net income of associated companies $ 7,118 $ 146,991 $ 27,139 |
Schedule of reportable segments' long-lived assets, including certain identifiable assets | 2022 2021 2020 Segment long-lived assets Americas $ 150,294 $ 145,390 $ 146,074 EMEA 87,279 89,637 94,969 Asia/Pacific 120,761 125,365 128,927 Total segment long-lived assets $ 358,334 $ 360,392 $ 369,970 |
Reconciliation of capital expenditures and depreciation for identifiable assets | The following tables present information regarding the Company’s reportable segments’ capital expenditures and depreciation for identifiable assets for the years ended December 31, 2022, 2021 and 2020: 2022 2021 2020 Capital expenditures Americas $ 19,121 $ 11,716 $ 7,834 EMEA 6,065 7,428 4,377 Asia/Pacific 3,353 2,313 5,690 Total segment capital expenditures $ 28,539 $ 21,457 $ 17,901 2022 2021 2020 Depreciation Americas $ 11,723 $ 13,599 $ 14,512 EMEA 6,608 8,294 8,035 Asia/Pacific 4,593 4,756 4,805 Total segment depreciation $ 22,924 $ 26,649 $ 27,352 |
Net Sales and Revenue Recogni_2
Net Sales and Revenue Recognition (Tables) | 12 Months Ended |
Dec. 31, 2022 | |
Revenue from Contract with Customer [Abstract] | |
Disaggregation of Revenue | 2022 2021 2020 Metal removal fluids 22.9 % 23.4 % 23.9 % Rolling lubricants 20.8 % 22.2 % 21.8 % Hydraulic fluids 14.1 % 13.6 % 13.3 % Net sales for the year ending December 31, 2022 Americas EMEA Asia/Pacific Consolidated Customer Industries Metals $ 252,513 $ 137,767 $ 214,377 $ 604,657 Metalworking and other 694,003 424,741 220,184 1,338,928 $ 946,516 $ 562,508 $ 434,561 $ 1,943,585 Timing of Revenue Recognized Product sales at a point in time $ 902,969 $ 551,013 $ 393,931 $ 1,847,913 Services transferred over time 43,547 11,495 40,630 95,672 $ 946,516 $ 562,508 $ 434,561 $ 1,943,585 Net sales for the year ending December 31, 2021 Americas EMEA Asia/Pacific Consolidated Customer Industries Metals $ 210,340 $ 141,950 $ 207,160 $ 559,450 Metalworking and other 551,871 422,178 227,659 1,201,708 $ 762,211 $ 564,128 $ 434,819 $ 1,761,158 Timing of Revenue Recognized Product sales at a point in time $ 726,229 $ 525,623 $ 420,003 $ 1,671,855 Services transferred over time 35,982 38,505 14,816 89,303 $ 762,211 $ 564,128 $ 434,819 $ 1,761,158 Net sales for the year ending December 31, 2020 Americas EMEA Asia/Pacific Consolidated Customer Industries Metals $ 163,135 $ 107,880 $ 168,096 $ 439,111 Metalworking and other 443,908 348,059 186,599 978,566 $ 607,043 $ 455,939 $ 354,695 $ 1,417,677 Timing of Revenue Recognized Product sales at a point in time $ 570,152 $ 417,725 $ 341,104 $ 1,328,981 Services transferred over time 36,891 38,214 13,591 88,696 $ 607,043 $ 455,939 $ 354,695 $ 1,417,677 |
Leases (Tables)
Leases (Tables) | 12 Months Ended |
Dec. 31, 2022 | |
Leases [Abstract] | |
Lease, Cost | The following table sets forth the components of the Company’s lease cost for the years ended December 31, 2022, 2021 and 2020: December 31, 2022 December 31, 2021 December 31, 2020 Operating lease expense $ 15,171 $ 14,061 $ 14,247 Short-term lease expense 816 861 1,308 Supplemental balance sheet information related to the Company’s leases is as follows: December 31, 2022 December 31, 2021 Right of use lease assets $ 43,766 $ 36,635 Other accrued liabilities 12,024 9,976 Long-term lease liabilities 26,967 26,335 Total operating lease liabilities $ 38,991 $ 36,311 Weighted average remaining lease term (years) 5.1 5.6 Weighted average discount rate 4.36 % 4.22 % |
Schedule of Cash Flow, Supplemental Disclosures | Supplemental cash flow information related to the Company’s leases is as follows: December 31, December 31, December 31, Cash paid for amounts included in the measurement of lease liabilities: Operating cash flows from operating leases $ 19,215 $ 13,859 $ 14,101 Non-cash lease liabilities activity: Leased assets obtained in exchange for new operating lease liabilities 23,356 11,142 6,949 |
Lessee, Operating Lease, Liability, Maturity | Maturities of operating lease liabilities as of December 31, 2022 were as follows: December 31, 2022 For the year ended December 31, 2023 $ 13,551 For the year ended December 31, 2024 11,149 For the year ended December 31, 2025 7,266 For the year ended December 31, 2026 5,280 For the year ended December 31, 2027 2,457 For the year ended December 31, 2028 and beyond 5,299 Total lease payments 45,002 Less: imputed interest (6,011) Present value of lease liabilities $ 38,991 |
Restructuring and Related Act_2
Restructuring and Related Activities (Tables) | 12 Months Ended |
Dec. 31, 2022 | |
Restructuring and Related Activities [Abstract] | |
Restructuring and Related Costs | Activity in the Company’s accrual for restructuring for the years ended December 31, 2022 and 2021 are as follows: Restructuring Programs Accrued restructuring as of December 31, 2020 $ 8,248 Restructuring and related charges 1,433 Cash payments (5,266) Currency translation adjustments (328) Accrued restructuring as of December 31, 2021 4,087 Restructuring and related charges 3,163 Cash payments (1,532) Currency translation adjustments (235) Accrued restructuring as of December 31, 2022 $ 5,483 |
Share-Based Compensation (Table
Share-Based Compensation (Tables) | 12 Months Ended |
Dec. 31, 2022 | |
Share-Based Payment Arrangement [Abstract] | |
Share-based Payment Arrangement, Cost by Plan | The Company recognized the following share-based compensation expense in its Consolidated Statements of Operations for the years ended December 31, 2022, 2021 and 2020: 2022 2021 2020 Stock options $ 1,774 $ 1,235 $ 1,491 Non-vested stock awards and restricted stock units 6,679 5,438 5,012 Non-elective and elective 401(k) matching contribution in stock — 1,553 3,112 Director stock ownership plan 63 901 541 Performance stock units 3,150 1,911 840 Total share-based compensation expense $ 11,666 $ 11,038 $ 10,996 |
Share-based Payment Arrangement, Option, Activity | Stock option activity under all plans is as follows: Number of Weighted Weighted Aggregate Options outstanding as of January 1, 2022 109,684 $ 165.47 Options granted 31,914 222.82 Options exercised (11,801) 133.10 Options forfeited (10,315) 172.41 Options outstanding as of December 31, 2022 119,482 $ 183.39 4.7 $ (373) Options expected to vest after December 31, 2022 54,245 $ 182.20 5.5 $ (830) Options exercisable as of December 31, 2022 65,237 $ 159.93 3.9 $ 455 |
Share-based Payment Arrangement, Option, Exercise Price Range | A summary of the Company’s outstanding stock options as of December 31, 2022 is as follows: Range of Number Weighted Weighted Number Weighted $ 120.01 - $ 150.00 40,781 4.5 137.28 23,262 136.64 $ 150.01 - $ 180.00 56,834 4.6 164.63 33,833 155.35 $ 220.01 - $ 250.00 21,867 5.2 245.10 8,142 245.49 119,482 4.7 183.39 65,237 159.93 |
Schedule of Share-based Payment Award, Stock Options, Valuation Assumptions | For the purposes of determining the fair value of stock option awards, the Company used a Black-Scholes option pricing model and primarily used the assumptions set forth in the table below: July 2022 Grant March 2022 Grant 2021 2020 2019 Number of stock options granted 4,837 27,077 25,250 49,115 51,610 Dividend yield 0.79 % 0.80 % 0.85 % 0.99 % 1.12 % Expected volatility 40.47 % 38.60 % 37.33 % 31.57 % 26.29 % Risk-free interest rate 2.87 % 2.07 % 0.60 % 0.36 % 1.52 % Expected term (years) 4.0 4.0 4.0 4.0 4.0 2022 CEO Grant 2021 (1) 2021 2020 Number of PSUs granted 18,462 3,775 12,103 18,485 Risk-free interest rate 2.11 % 0.65 % 0.29 % 0.28 % Dividend yield 0.93 % 0.72 % 0.64 % 1.13 % Expected term (years) 3.0 3.0 3.0 3.0 (1) On September 2, 2021, the Board appointed Andrew Tometich to serve as CEO and entered into an Employment Agreement, and granted an equity award consisting of a mix of time-based restricted stock and PSUs. |
Share-based Payment Arrangement, Expensed and Capitalized, Amount | The fair value of these options is being amortized on a straight-line basis over the respective vesting period of each award. The compensation expense recorded on each award during the years ended December 31, 2022, 2021 and 2020, respectively, is as follows: 2022 2021 2020 2022 Stock option awards $ 783 $ — $ — 2021 Stock option awards 521 429 — 2020 Stock option awards 443 516 385 2019 Stock option awards 27 234 698 2018 Stock option awards — 56 357 |
Share-based Payment Arrangement, Restricted Stock and Restricted Stock Unit, Activity | Activity of non-vested restricted stock awards granted under the Company’s LTIP plan is shown below: Number of Weighted Average Grant Date Fair Value (per share) Nonvested awards, December 31, 2021 68,693 $ 179.26 Granted 54,433 166.07 Vested (38,583) 175.80 Forfeited (5,088) 184.64 Nonvested awards, December 31, 2022 79,455 $ 171.61 |
Share-based Payment Arrangement, Restricted Stock Unit, Activity | Activity of non-vested restricted stock units granted under the Company’s LTIP plan is shown below: Number of Weighted Average Grant Date Fair Value (per unit) Nonvested awards, December 31, 2021 10,977 $ 170.82 Granted 10,703 169.29 Vested (3,009) 158.09 Forfeited (171) 190.37 Nonvested awards, December 31, 2022 18,500 $ 171.83 |
Other (Expense) Income, net (Ta
Other (Expense) Income, net (Tables) | 12 Months Ended |
Dec. 31, 2022 | |
Other Income and Expenses [Abstract] | |
Schedule of Other (Expense) Income, net | Other (expense) income, net, for the years ended December 31, 2022, 2021 and 2020 are as follows: 2022 2021 2020 Income from third party license fees $ 1,268 $ 1,367 $ 999 Foreign exchange losses, net (9,399) (3,821) (6,082) Gain (loss) on disposals of property, plant, equipment and other assets, net 168 4,695 (871) Non-income tax refunds and other related (expense) credits (1,613) 15,155 3,345 Pension and postretirement benefit income (costs), non-service components 1,704 759 (21,592) Loss on extinguishment of debt (6,763) — — Gain on insurance recoveries 1,804 — 18,144 Other non-operating income, net 224 696 439 Total other (expense) income, net $ (12,607) $ 18,851 $ (5,618) |
Taxes on Income (Tables)
Taxes on Income (Tables) | 12 Months Ended |
Dec. 31, 2022 | |
Income Tax Disclosure [Abstract] | |
Schedule of Components of Income Tax Expense (Benefit) | Taxes on income before equity in net income of associated companies for the years ended December 31, 2022, 2021 and 2020 are as follows: 2022 2021 2020 Current: Federal $ (708) $ 955 $ (1,359) State 1,450 2,115 1,171 Foreign 34,735 44,375 33,173 35,477 47,445 32,985 Deferred: Federal (2,798) (3,863) (28,437) State (713) (3,117) (3,087) Foreign (7,041) (5,526) (6,757) Total $ 24,925 $ 34,939 $ (5,296) |
Schedule of Income before Income Tax, Domestic and Foreign | The components of earnings before income taxes for the years ended December 31, 2022, 2021 and 2020 are as follows: 2022 2021 2020 U.S. $ (4,933) $ 7,263 $ (66,585) Foreign 12,051 139,728 93,724 Total $ 7,118 $ 146,991 $ 27,139 |
Schedule of Deferred Tax Assets and Liabilities | Total deferred tax assets and liabilities are composed of the following as of December 31, 2022 and 2021: 2022 2021 Retirement benefits $ 8,469 $ 11,860 Allowance for credit losses 2,246 2,155 Insurance and litigation reserves 716 675 Performance incentives 3,327 2,881 Equity-based compensation 2,723 1,920 Prepaid expense 486 460 Operating loss carryforward 20,519 18,544 Foreign tax credit and other credits 5,506 16,285 Interest 9,928 9,940 Restructuring reserves 791 631 Right of use lease assets 8,440 8,322 Inventory reserves 2,967 2,941 Research and development 11,936 8,832 Other 4,307 2,846 82,361 88,292 Valuation allowance (11,730) (17,400) Total deferred tax assets, net $ 70,631 $ 70,892 Depreciation 11,935 11,580 Foreign pension and other 2,691 2,332 Intangibles 182,838 197,066 Lease liabilities 9,590 8,421 Outside basis in equity investment 5,886 5,999 Unremitted Earnings 6,766 8,381 Total deferred tax liabilities $ 219,706 $ 233,779 |
Summary of Valuation Allowance | The following are the changes in the Company’s deferred tax asset valuation allowance for the years ended December 31, 2022, 2021 and 2020: Balance at Purchase Additional Allowance Effect of Balance Valuation Allowance Year ended December 31, 2022 $ 17,400 $ — $ 1,326 $ (6,789) $ (207) $ 11,730 Year ended December 31, 2021 $ 21,511 $ — $ 29 $ (4,470) $ 330 $ 17,400 Year ended December 31, 2020 $ 13,834 $ 7,148 $ 2,738 $ (2,153) $ (56) $ 21,511 |
Schedule Of Deferred Tax Assets And Liabilities Balance Sheet Classification | The Company’s net deferred tax assets and liabilities are classified in the Consolidated Balance Sheets as of December 31, 2022 and 2021 as follows: 2022 2021 Non-current deferred tax assets $ 11,218 $ 16,138 Non-current deferred tax liabilities 160,294 179,025 Net deferred tax liability $ (149,076) $ (162,887) |
Schedule of Effective Income Tax Rate Reconciliation | The following is a reconciliation of income taxes at the Federal statutory rate with income taxes recorded by the Company for the years ended December 31, 2022, 2021 and 2020. Certain immaterial reclassifications within the presentation of the reconciliation of income taxes have been made to the years ended December 31, 2021 and 2020: 2022 2021 2020 Income tax provision at the Federal statutory tax rate $ 1,495 $ 30,868 $ 5,699 Unremitted earnings (1,839) 1,841 (2,308) Tax law changes / reform 823 1,955 (1,059) U.S. tax on foreign operations 4,864 10,479 5,140 Pension settlement — — (2,247) Foreign derived intangible income (917) (8,698) (7,339) Non-deductible acquisition expenses 45 129 131 Withholding taxes 7,785 6,584 7,809 Foreign tax credits (5,850) (14,725) (4,699) Share-based compensation 1,234 600 335 Foreign tax rate differential 4,782 1,712 332 Research and development credit (1,757) (1,685) (1,018) Audit Settlements 2,697 1,378 807 Uncertain tax positions (6,375) 519 1,990 State income tax provisions, net 432 (1,446) (2,245) Non-deductible meals and entertainment 146 426 290 Intercompany transfer of intangible assets (1,932) 4,347 (4,384) Goodwill Impairment 19,550 — — Miscellaneous items, net (258) 655 (2,530) Taxes on income before equity in net income of associated companies $ 24,925 $ 34,939 $ (5,296) |
Schedule of Unrecognized Tax Benefits Roll Forward | A reconciliation of the beginning and ending amounts of unrecognized tax benefits for the years ended December 31, 2022, 2021 and 2020, respectively, is as follows: 2022 2021 2020 Unrecognized tax benefits as of January 1 $ 22,464 $ 22,152 $ 19,097 (Decrease) increase in unrecognized tax benefits taken in prior periods (1,174) 1,002 2,025 Increase in unrecognized tax benefits taken in current period 953 2,915 3,095 Decrease in unrecognized tax benefits due to lapse of statute of limitations (2,378) (1,527) (2,024) Decrease in unrecognized tax benefits due to audit settlements (2,509) (1,104) (1,635) Increase in unrecognized tax benefits due to acquisition — — 597 (Decrease) increase due to foreign exchange rates (1,016) (974) 997 Unrecognized tax benefits as of December 31 $ 16,340 $ 22,464 $ 22,152 |
Earnings Per Share (Tables)
Earnings Per Share (Tables) | 12 Months Ended |
Dec. 31, 2022 | |
Earnings Per Share [Abstract] | |
Schedule of Earnings Per Share, Basic and Diluted | The following table summarizes earnings per share calculations for the years ended December 31, 2022, 2021 and 2020: 2022 2021 2020 Basic earnings per common share Net (loss) income attributable to Quaker Chemical Corporation $ (15,931) $ 121,369 $ 39,658 Less: loss (income) allocated to participating securities 92 (480) (148) Net (loss) income available to common shareholders $ (15,839) $ 120,889 $ 39,510 Basic weighted average common shares outstanding 17,841,487 17,805,034 17,719,792 Basic (loss) earnings per common share $ (0.89) $ 6.79 $ 2.23 Diluted earnings per common share Net (loss) income attributable to Quaker Chemical Corporation $ (15,931) $ 121,369 $ 39,658 Less: loss (income) allocated to participating securities 92 (479) (148) Net (loss) income available to common shareholders $ (15,839) $ 120,890 $ 39,510 Basic weighted average common shares outstanding 17,841,487 17,805,034 17,719,792 Effect of dilutive securities 15,005 50,090 31,087 Diluted weighted average common shares outstanding 17,856,492 17,855,124 17,750,879 Diluted (loss) earnings per common share $ (0.89) $ 6.77 $ 2.22 |
Restricted Cash (Tables)
Restricted Cash (Tables) | 12 Months Ended |
Dec. 31, 2022 | |
Cash, Cash Equivalents, Restricted Cash, and Restricted Cash Equivalents [Abstract] | |
Schedule of Cash and Cash Equivalents | The following table provides a reconciliation of cash, cash equivalents and restricted cash as December 31, 2022, 2021, 2020 and 2019: 2022 2021 2020 2019 Cash and cash equivalents $ 180,963 $ 165,176 $ 181,833 $ 123,524 Restricted cash included in other current assets — — 62 353 Restricted cash included in other assets — — — 19,678 Cash, cash equivalents and restricted cash $ 180,963 $ 165,176 $ 181,895 $ 143,555 |
Accounts Receivable and Allow_2
Accounts Receivable and Allowance for Credit Losses (Tables) | 12 Months Ended |
Dec. 31, 2022 | |
Receivables [Abstract] | |
Schedule of Accounts, Notes, Loans and Financing Receivable | The following are changes in the allowance for credit losses during the years ended December 31, 2022, 2021 and 2020: Balance at Changes Write-Offs Exchange Rate Balance Allowance for Credit Losses Year ended December 31, 2022 $ 12,334 $ 4,319 $ (2,441) $ (685) $ 13,527 Year ended December 31, 2021 $ 13,145 $ 653 $ (946) $ (518) $ 12,334 Year ended December 31, 2020 $ 11,716 $ 3,582 $ (2,187) $ 34 $ 13,145 |
Inventories (Tables)
Inventories (Tables) | 12 Months Ended |
Dec. 31, 2022 | |
Inventory Disclosure [Abstract] | |
Schedule of Inventory, Current | Inventories, net, as of December 31, 2022 and 2021 were as follows: 2022 2021 Raw materials and supplies $ 151,105 $ 129,382 Work in process, finished goods and reserves 133,743 135,149 Total inventories, net $ 284,848 $ 264,531 |
Property, Plant and Equipment (
Property, Plant and Equipment (Tables) | 12 Months Ended |
Dec. 31, 2022 | |
Property, Plant and Equipment [Abstract] | |
Property, Plant and Equipment | Property, plant and equipment as of December 31, 2022 and 2021 were as follows: 2022 2021 Land $ 29,010 $ 30,793 Building and improvements 138,759 134,313 Machinery and equipment 240,097 252,779 Construction in progress 20,324 16,459 Property, plant and equipment, at cost 428,190 434,344 Less: accumulated depreciation (229,595) (236,824) Total property, plant and equipment, net $ 198,595 $ 197,520 |
Goodwill and Other Intangible_2
Goodwill and Other Intangible Assets (Tables) | 12 Months Ended |
Dec. 31, 2022 | |
Goodwill and Intangible Assets Disclosure [Abstract] | |
Schedule of Goodwill | Changes in the carrying amount of goodwill for the years ended December 31, 2022 and 2021 were as follows: Americas EMEA Asia/Pacific Global Specialty Businesses Total Balance as of December 31, 2020 $ 213,242 $ 140,162 $ 158,090 $ 119,718 $ 631,212 Goodwill additions 1,490 3,380 1,308 2,624 8,802 Currency translation and other adjustments (709) (8,022) 3,060 (3,149) (8,820) Balance as of December 31, 2021 214,023 135,520 162,458 119,193 631,194 Goodwill additions (reductions) 1,853 251 — (59) 2,045 Goodwill impairments — (93,000) — — (93,000) Currency translation and other adjustments 23 (8,204) (12,083) (4,967) (25,231) Balance as of December 31, 2022 $ 215,899 $ 34,567 $ 150,375 $ 114,167 $ 515,008 |
Schedule of Finite-Lived Intangible Assets | Gross carrying amounts and accumulated amortization for definite-lived intangible assets as of December 31, 2022 and 2021 were as follows: Gross Carrying Accumulated Net Book Value 2022 2021 2022 2021 2022 2021 Customer lists and rights to sell $ 831,600 $ 853,122 $ 191,286 $ 147,858 $ 640,314 $ 705,264 Trademarks, formulations and product technology 158,564 163,974 46,281 38,747 112,283 125,227 Other 7,576 6,309 6,390 5,900 1,186 409 Total definite-lived intangible assets $ 997,740 $ 1,023,405 $ 243,957 $ 192,505 $ 753,783 $ 830,900 |
Schedule of Finite-Lived Intangible Assets, Future Amortization Expense | Amortization is recorded within SG&A in the Company’s Consolidated Statements of Operations. Estimated annual aggregate amortization expense for the subsequent five years is as follows: For the year ended December 31, 2023 $ 57,822 For the year ended December 31, 2024 57,218 For the year ended December 31, 2025 56,466 For the year ended December 31, 2026 56,194 For the year ended December 31, 2027 55,897 |
Investment in Associated Compan
Investment in Associated Companies (Tables) | 12 Months Ended |
Dec. 31, 2022 | |
Equity Method Investments and Joint Ventures [Abstract] | |
Equity Method Investments | The following table is a summary of equity income in associated companies by investment for the years ending December 31, 2022, 2021 and 2020: Year Ended December 31, 2022 2021 2020 Houghton Korea $ 2,644 $ 3,808 $ 5,241 Nippon Japan 323 461 853 Kelko Panama 425 154 107 Grindaix (1) — (37) — Primex (1,427) 4,993 1,151 Total equity in net income of associated companies $ 1,965 $ 9,379 $ 7,352 (1) In February 2021, the Company acquired a 38% ownership interest in Grindaix. From that date through September 2021 when the Company purchased the remaining interest of Grindaix, the Company accounted for its 38% interest under the equity method of accounting and recorded equity in net income of associated companies. See Note 2 of Notes to Consolidated Financial Statements. |
Other Non-Current Assets (Table
Other Non-Current Assets (Tables) | 12 Months Ended |
Dec. 31, 2022 | |
Other Assets [Abstract] | |
Schedule of Other Assets, Noncurrent | Other non-current assets as of December 31, 2022 and 2021 were as follows: 2022 2021 Pension assets (See Note 21) $ 8,639 $ 7,916 Uncertain tax positions (See Note 10) 5,803 6,931 Debt issuance costs (See Note 20) 4,305 4,267 Indemnification assets 3,909 6,630 Supplemental retirement income program (See Notes 21 and 24) 2,114 2,269 Other 2,969 2,946 Total other non -current assets $ 27,739 $ 30,959 |
Other Accrued Liabilities (Tabl
Other Accrued Liabilities (Tables) | 12 Months Ended |
Dec. 31, 2022 | |
Accrued Liabilities, Current [Abstract] | |
Schedule of Accrued Liabilities | Other accrued liabilities as of December 31, 2022 and 2021 were as follows: 2022 2021 Non-income taxes $ 25,525 $ 23,725 Current income taxes payable (See Note 10) 12,966 16,642 Short-term lease liabilities (See Note 6) 12,024 9,976 Selling expenses and freight accruals 9,822 11,695 Customer advances and sales return reserves 6,585 7,965 Professional fees, legal, and acquisition-related accruals 5,415 12,264 Accrued interest (See Note 20) 2,749 2,129 Interest rate swap (See Note 25) — 1,782 Other 11,787 9,439 Total other accrued liabilities $ 86,873 $ 95,617 |
Debt (Tables)
Debt (Tables) | 12 Months Ended |
Dec. 31, 2022 | |
Debt Disclosure [Abstract] | |
Schedule of Debt | Debt as of December 31, 2022 and 2021 includes the following: As of December 31, 2022 As of December 31, 2021 Interest Outstanding Interest Outstanding Credit Facilities: Original Revolver —% $ — 1.62% $ 211,955 Original U.S. Term Loan —% — 1.65% 540,000 Original EURO Term Loan —% — 1.50% 137,616 Amended Revolver 5.17% 195,673 —% — Amended U.S. Term Loan 5.70% 596,250 —% — Amended EURO Term Loan 1.50% 151,572 —% — Industrial development bonds 5.26% 10,000 5.26% 10,000 Bank lines of credit and other debt obligations Various 1,303 Various 1,777 Total debt $ 954,798 $ 901,348 Less: debt issuance costs (1,992) (8,001) Less: short-term and current portion of long-term debts (19,245) (56,935) Total long-term debt $ 933,561 $ 836,412 |
Interest Income and Interest Expense Disclosure | The Company incurred the following debt related expenses included within Interest expense, net, in the Consolidated Statements of Operations: Year Ended December 31, 2022 2021 2020 Interest expense $ 33,691 $ 19,089 $ 23,552 Amortization of debt issuance costs 2,942 4,749 4,749 Total $ 36,633 $ 23,838 $ 28,301 |
Schedule of Maturities of Long-term Debt | At December 31, 2022, annual maturities on long-term borrowings maturing in the next five fiscal years (excluding the reduction to long-term debt attributed to capitalized and unamortized debt issuance costs) are as follows: For the year ended December 31, 2023 $ 19,063 For the year ended December 31, 2024 23,740 For the year ended December 31, 2025 37,745 For the year ended December 31, 2026 37,705 For the year ended December 31, 2027 825,964 Total maturities on debt in the next five fiscal years 944,217 |
Pension and Other Post Retireme
Pension and Other Post Retirement Benefits (Tables) | 12 Months Ended |
Dec. 31, 2022 | |
Retirement Benefits [Abstract] | |
Schedule of funded status of Company's plans' reconciled with amounts reported in the Consolidated Balance Sheets | The following table shows the funded status of the Company’s plans’ reconciled with amounts reported in the Consolidated Balance Sheets as of December 31, 2022 and 2021: Pension Benefits Other Post- 2022 2021 2022 2021 Foreign U.S. Total Foreign U.S. Total U.S. U.S. Change in benefit obligation Gross benefit obligation at beginning of year $ 228,752 $ 103,420 $ 332,172 $ 247,675 $ 109,969 $ 357,644 $ 2,010 $ 3,234 Service cost 465 47 512 698 547 1,245 — 1 Interest cost 3,079 2,145 5,224 2,594 1,737 4,331 37 27 Employee contributions 20 — 20 71 — 71 — — Effect of plan amendments 303 — 303 — — — (2) (78) Curtailment gain 207 — 207 — — — — — Plan settlements (1,726) — (1,726) (541) — (541) — — Benefits paid (5,343) (5,838) (11,181) (6,869) (5,064) (11,933) (176) (182) Plan expenses and premiums paid (66) — (66) (74) — (74) — — Transfer in of business acquisition — — — 231 — 231 — — Actuarial (gain) loss (77,244) (20,688) (97,932) (4,160) (3,769) (7,929) (263) (992) Translation differences and other (17,893) — (17,893) (10,873) — (10,873) — — Gross benefit obligation at end of year $ 130,554 $ 79,086 $ 209,640 $ 228,752 $ 103,420 $ 332,172 $ 1,606 $ 2,010 Pension Benefits Other Post- 2022 2021 2022 2021 Foreign U.S. Total Foreign U.S. Total U.S. U.S. Change in plan assets Fair value of plan assets at beginning of year $ 216,886 $ 77,680 $ 294,566 $ 228,789 $ 73,481 $ 302,270 $ — $ — Actual return on plan assets (65,396) (14,871) (80,267) 915 7,201 8,116 — — Employer contributions 3,241 2,620 5,861 4,289 2,063 6,352 176 182 Employee contributions 20 — 20 71 — 71 — — Plan settlements (1,726) — (1,726) (541) — (541) — — Benefits paid (5,343) (5,838) (11,181) (6,869) (5,065) (11,934) (176) (182) Plan expenses and premiums paid (66) — (66) (74) — (74) — — Translation differences (17,672) — (17,672) (9,694) — (9,694) — — Fair value of plan assets at end of year $ 129,944 $ 59,591 $ 189,535 $ 216,886 $ 77,680 $ 294,566 $ — $ — Net benefit obligation recognized $ (610) $ (19,495) $ (20,105) $ (11,866) $ (25,740) $ (37,606) $ (1,606) $ (2,010) Amounts recognized in the balance sheet consist of: Non-current assets $ 8,639 $ — $ 8,639 $ 7,916 $ — $ 7,916 $ — $ — Current liabilities (210) (1,128) (1,338) (191) (1,137) (1,328) (222) (220) Non-current liabilities (9,039) (18,367) (27,406) (19,591) (24,603) (44,194) (1,384) (1,790) Net benefit obligation recognized $ (610) $ (19,495) $ (20,105) $ (11,866) $ (25,740) $ (37,606) $ (1,606) $ (2,010) Amounts not yet reflected in net periodic benefit costs and included in accumulated other comprehensive loss: Prior service (cost) credit (333) (36) (369) (22) 43 21 16 46 Accumulated (loss) gain (10,387) 2,532 (7,855) (19,163) (9,763) (28,926) 1,218 1,034 AOCI (10,720) 2,496 (8,224) (19,185) (9,720) (28,905) 1,234 1,080 Cumulative employer contributions in excess of or (below) net periodic benefit cost 10,110 (21,991) (11,881) 7,319 (16,020) (8,701) (2,840) (3,090) Net benefit obligation recognized $ (610) $ (19,495) $ (20,105) $ (11,866) $ (25,740) $ (37,606) $ (1,606) $ (2,010) |
Schedule of Information for pension plans with an accumulated benefit obligation in excess of plan assets | Information for pension plans with an accumulated benefit obligation in excess of plan assets: 2022 2021 Foreign U.S. Total Foreign U.S. Total Accumulated benefit obligation 5,983 79,086 85,069 128,268 103,420 231,688 Fair value of plan assets 1,842 59,591 61,433 119,181 77,680 196,861 |
Schedule of Benefit Obligations in Excess of Fair Value of Plan Assets | Information for pension plans with a projected benefit obligation in excess of plan assets: 2022 2021 Foreign U.S. Total Foreign U.S. Total Projected benefit obligation $ 71,318 $ 79,086 $ 150,404 $ 138,963 $ 103,420 $ 242,383 Fair value of plan assets 61,805 59,591 121,396 119,181 77,680 196,861 |
Schedule of components of net periodic benefit costs - pension plans | Components of net periodic benefit costs – pension plans: 2022 2021 Foreign U.S. Total Foreign U.S. Total Service cost $ 465 $ 47 $ 512 $ 698 $ 547 $ 1,245 Interest cost 3,079 2,145 5,224 2,594 1,737 4,331 Expected return on plan assets (4,472) (3,509) (7,981) (4,686) (3,611) (8,297) Settlement loss (gain) (71) — (71) 35 — 35 Curtailment charge 207 — 207 — — — Actuarial loss amortization 658 323 981 996 2,252 3,248 Prior service cost (credit) amortization 3 7 10 3 7 10 Net periodic benefit (income) cost $ (131) $ (987) $ (1,118) $ (360) $ 932 $ 572 2020 Foreign U.S. Total Service cost $ 4,340 $ 491 $ 4,831 Interest cost 3,416 2,923 6,339 Expected return on plan assets (4,262) (4,810) (9,072) Settlement (gain) loss (88) 22,667 22,579 Curtailment charge (1,155) — (1,155) Actuarial loss amortization 886 2,110 2,996 Prior service credit amortization (167) — (167) Net periodic benefit cost $ 2,970 $ 23,381 $ 26,351 Components of net periodic benefit costs – other postretirement plan: 2022 2021 2020 Service cost $ — $ 1 $ 5 Interest cost 37 27 77 Actuarial loss amortization (79) (82) (5) Prior service credit amortization (32) (31) — Net periodic benefit costs $ (74) $ (85) $ 77 |
Schedule of other changes recognized in other comprehensive income - pension plans | Other changes recognized in other comprehensive income – pension plans: 2022 2021 Foreign U.S. Total Foreign U.S. Total Net (gain) loss arising during the period $ (7,008) $ (3,555) $ (10,563) $ (388) $ (448) $ (836) Settlement loss — (323) (323) (83) (2,252) (2,335) Prior service (cost) credit 303 (7) 296 — (7) (7) Actuarial (loss) gain (587) 1,247 660 (954) (6,925) (7,879) Curtailment Recognition (3) — (3) (3) — (3) Effect of exchange rates on amounts included in AOCI (1,169) — (1,169) (1,390) — (1,390) Total recognized in other comprehensive (income) loss (8,464) (2,638) (11,102) (2,818) (9,632) (12,450) Total recognized in net periodic benefit cost and other comprehensive (income) loss $ (8,595) $ (3,625) $ (12,220) $ (3,178) $ (8,700) $ (11,878) 2020 Foreign U.S. Total Net (gain) loss arising during period $ (1,594) $ 1,536 $ (58) Recognition of amortization in net periodic benefit cost Settlement loss (39) (22,667) (22,706) Prior service credit 1,325 50 1,375 Actuarial (loss) gain (758) 3,967 3,209 Curtailment Recognition (3) — (3) Effect of exchange rates on amounts included in AOCI 1,535 — 1,535 Total recognized in other comprehensive loss 466 (17,114) (16,648) Total recognized in net periodic benefit cost and other comprehensive loss $ 3,436 $ 6,267 $ 9,703 Other changes recognized in other comprehensive income – other postretirement benefit plans: 2022 2021 2020 Net (gain) loss arising during period $ (263) $ (992) $ (864) Recognition of amortizations in net periodic benefit cost (2) (78) — Prior service credit 32 31 — Actuarial gain amortization 79 82 5 Total recognized in other comprehensive (income) loss (154) (957) (859) Total recognized in net periodic benefit cost and other comprehensive (income) loss $ (228) $ (1,042) $ (782) |
Schedule of Weighted-average assumptions used to determine benefit obligations | Weighted-average assumptions used to determine benefit obligations as of December 31, 2022 and 2021: Pension Benefits Other Postretirement 2022 2021 2022 2021 U.S. Plans: Discount rate 5.21% 2.58% 5.14% 2.45% Rate of compensation increase N/A N/A N/A N/A Foreign Plans: Discount rate 6.29% 1.71% N/A N/A Rate of compensation increase 3.93% 2.21% N/A N/A Weighted-average assumptions used to determine net periodic benefit costs for the years ended December 31, 2022, 2021 and 2020: Pension Benefits Other Postretirement 2022 2021 2020 2022 2021 2020 U.S. Plans: Discount rate 2.67 % 2.67 % 3.11 % 2.45 % 1.90 % 2.99 % Expected long-term return on plan assets 5.75 % 5.75 % 6.50 % N/A N/A N/A Rate of compensation increase N/A 6.00 % 6.00 % N/A N/A N/A Foreign Plans: Discount rate 3.97 % 1.38 % 2.30 % N/A N/A N/A Expected long-term return on plan assets 2.26 % 2.06 % 2.20 % N/A N/A N/A Rate of compensation increase 3.21 % 2.52 % 2.79 % N/A N/A N/A |
Schedule of Assumed health care cost trend rates | Assumed health care cost trend rates as of December 31, 2022, 2021 and 2020: 2022 2021 2020 Health care cost trend rate for next year 5.60 % 5.65 % 5.70 % Rate to which the cost trend rate is assumed to decline (the ultimate trend rate) 4.00 % 4.00 % 4.50 % Year that the rate reaches the ultimate trend rate 2047 2046 2037 |
Schedule of company's pension plan target asset allocation and pension plan investments measured at fair value on a recurring basis | The Company’s pension plan target asset allocation and the weighted-average asset allocations as of December 31, 2022 and 2021 by asset category were as follows: Asset Category Target 2022 2021 U.S. Plans Equity securities 32 % 32 % 46 % Debt securities 60 % 60 % 48 % Other 8 % 8 % 6 % Total 100 % 100 % 100 % Foreign Plans Equity securities 15 % 8 % 36 % Debt securities 79 % 79 % 43 % Other 6 % 13 % 21 % Total 100 % 100 % 100 % As of December 31, 2022 and 2021, the U.S. and foreign plans’ investments measured at fair value on a recurring basis were as follows: Fair Value Measurements at December 31, 2022 Total Using Fair Value Hierarchy U.S. Pension Assets Level 1 Level 2 Level 3 Pooled separate accounts $ 54,596 $ — $ 54,596 $ — Real estate 4,995 — — 4,995 Subtotal U.S. pension plan assets in fair value hierarchy $ 59,591 $ — $ 54,596 $ 4,995 Total U.S. pension plan assets $ 59,591 Foreign Pension Assets Cash and cash equivalents $ 4,923 $ 4,923 $ — $ — Insurance contract 59,963 — — 59,963 Diversified equity securities - registered investment companies 5,211 — 5,211 — Fixed income – foreign registered investment companies 54,098 — 54,098 — Real estate 3,907 — — 3,907 Sub-total of foreign pension assets in fair value hierarchy $ 128,102 $ 4,923 $ 59,309 $ 63,870 Commingled funds measured at NAV 1,842 Total foreign pension assets $ 129,944 Total pension assets in fair value hierarchy $ 187,693 $ 4,923 $ 113,905 $ 68,865 Total pension assets measured at NAV 1,842 Total pension assets $ 189,535 Fair Value Measurements at December 31, 2021 Total Using Fair Value Hierarchy U.S. Pension Assets Level 1 Level 2 Level 3 Pooled separate accounts $ 72,721 $ — $ 72,721 $ — Real estate 4,959 — — 4,959 Subtotal U.S. pension plan assets in fair value hierarchy $ 77,680 $ — $ 72,721 $ 4,959 Total U.S. pension plan assets $ 77,680 Foreign Pension Assets Cash and cash equivalents $ 1,989 $ 1,989 $ — $ — Insurance contract 99,527 — — 99,527 Diversified equity securities - registered investment companies 10,999 — 10,999 — Fixed income – foreign registered investment companies 3,593 — 3,593 — Fixed income government securities 35,339 — 35,339 — Real estate 6,588 — — 6,588 Other - alternative investments 6,979 — — 6,979 Sub-total of foreign pension assets in fair value hierarchy $ 165,014 $ 1,989 $ 49,931 $ 113,094 Commingled funds measured at NAV 2,300 Diversified investment fund - registered investment companies measured at NAV 49,572 Total foreign pension assets $ 216,886 Total pension assets in fair value hierarchy $ 242,694 $ 1,989 $ 122,652 $ 118,053 Total pension assets measured at NAV 51,872 Total pension assets $ 294,566 |
Schedule of changes in the fair value of the plans' Level 3 investments | Changes in the fair value of the plans’ Level 3 investments during the years ended December 31, 2022 and 2021 were as follows: Insurance Real Estate Alternative Total Balance as of December 31, 2020 $ 112,920 $ 9,775 $ 10,638 $ 133,333 Purchases 1,722 (78) (334) 1,310 Settlements (1,812) — — (1,812) Unrealized (losses) gains (5,031) 1,926 (3,282) (6,387) Currency translation adjustment (8,272) (76) (43) (8,391) Balance as of December 31, 2021 99,527 11,547 6,979 118,053 Purchases (1,136) (122) (6,979) (8,237) Unrealized losses (32,305) (1,842) — (34,147) Currency translation adjustment (6,123) (681) — (6,804) Balance as of December 31, 2022 $ 59,963 $ 8,902 $ — $ 68,865 |
Schedule of Expected Benefit Payments | Excluding any impact related to the PPA noted above, the following benefit payments, which reflect expected future service, as appropriate, are expected to be paid: Pension Benefits Other Post- Foreign U.S. Total 2023 $ 6,097 $ 6,868 $ 12,965 $ 222 2024 5,935 6,290 12,225 203 2025 6,423 6,271 12,694 190 2026 7,117 6,272 13,389 174 2027 6,844 6,254 13,098 151 2028 to 2032 41,304 29,868 71,172 597 |
Other Non-Current Liabilities (
Other Non-Current Liabilities (Tables) | 12 Months Ended |
Dec. 31, 2022 | |
Other Liabilities Disclosure [Abstract] | |
Other Noncurrent Liabilities | Other non-current liabilities as of December 31, 2022 and 2021 were as follows: 2022 2021 Uncertain tax positions (includes interest and penalties - See Note 10) $ 20,322 $ 28,665 Non-current income taxes payable (See Note 10) 8,883 8,500 Environmental reserves (See Note 26) 4,342 4,424 Deferred and other long-term compensation 3,132 4,820 Acquisition-related earnout liability (See Note 2) 1,024 1,568 Inactive subsidiary litigation and settlement reserve (See Note 26) 311 410 Other 650 1,228 Total other non-current liabilities $ 38,664 $ 49,615 |
Equity and Accumulated Other _2
Equity and Accumulated Other Comprehensive Loss (Tables) | 12 Months Ended |
Dec. 31, 2022 | |
Equity [Abstract] | |
Schedule of Accumulated Other Comprehensive Income (Loss) | Currency Defined Unrealized Derivative Total Balance as of December 31, 2019 $ (44,568) $ (34,533) $ 1,251 $ (320) $ (78,170) Other comprehensive income (loss) before reclassifications 41,693 (6,617) 2,848 (4,257) 33,667 Amounts reclassified from AOCI — 24,141 (202) — 23,939 Related tax amounts — (6,458) (555) 979 (6,034) Balance as of December 31, 2020 (2,875) (23,467) 3,342 (3,598) (26,598) Other comprehensive (loss) income before reclassifications (46,968) 11,948 (531) 2,890 (32,661) Amounts reclassified from AOCI — 1,459 (3,197) — (1,738) Related tax amounts — (3,112) 783 (664) (2,993) Balance as of December 31, 2021 (49,843) (13,172) 397 (1,372) (63,990) Other comprehensive (loss) income before reclassifications (82,318) 10,789 (3,276) — (74,805) Amounts reclassified from AOCI — 479 895 1,372 2,746 Related tax amounts — (2,691) 500 — (2,191) Balance as of December 31, 2022 $ (132,161) $ (4,595) $ (1,484) $ — $ (138,240) |
Fair Value Measures (Table)
Fair Value Measures (Table) | 12 Months Ended |
Dec. 31, 2022 | |
Fair Value Disclosures [Abstract] | |
Fair Value, Assets Measured on Recurring Basis | 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 December 31, 2022 Total Fair Value Using Fair Value Hierarchy Assets Level 1 Level 2 Level 3 Company-owned life insurance $ 2,114 $ — $ 2,114 $ — Total $ 2,114 $ — $ 2,114 $ — Fair Value Measurements at December 31, 2021 Total Fair Value Using Fair Value Hierarchy Assets Level 1 Level 2 Level 3 Company-owned life insurance $ 2,533 $ — $ 2,533 $ — Total $ 2,533 $ — $ 2,533 $ — |
Hedging Activities (Tables)
Hedging Activities (Tables) | 12 Months Ended |
Dec. 31, 2022 | |
Derivative Instruments and Hedging Activities Disclosure [Abstract] | |
Balance Sheet Classification and Fair Values of Derivative Instruments | The balance sheet classification and fair values of the Company’s derivative instruments, which are Level 2 measurements, are as follows: Fair Value Derivatives designed as Consolidated Balance Sheet December 31, 2022 2021 Interest rate swaps Prepaid expenses and other current assets $ — $ — Other non-current liabilities — 1,782 $ — $ 1,782 The following table presents the net unrealized loss deferred to AOCI: December 31, 2022 2021 Derivatives designated as cash flow hedges: Interest rate swaps AOCI $ — $ 1,372 $ — $ 1,372 The following table presents the net loss reclassified from AOCI to earnings: For the Years Ended 2022 2021 2020 Amount and location of expense reclassified from AOCI into expense (Effective Portion) Interest expense, net $ — $ (2,649) $ (1,754) |
Significant Accounting Polici_3
Significant Accounting Policies - Narrative (Details) $ in Millions | 3 Months Ended | 12 Months Ended | ||
Mar. 31, 2023 segment | Dec. 31, 2022 USD ($) | Dec. 31, 2021 USD ($) | Dec. 31, 2020 USD ($) | |
Accounting Policies [Abstract] | ||||
Number of reportable segments | segment | 3 | |||
Research and development costs | $ | $ 46 | $ 44.9 | $ 40 | |
Measurement of tax benefit, minimum likelihood of the largest amount being realized upon ultimate settlement | 50% |
Significant Accounting Polici_4
Significant Accounting Policies - Property, Plant and Equipment (Details) - USD ($) $ in Millions | Dec. 31, 2022 | Dec. 31, 2021 |
Building and Building Improvements | Minimum | ||
Property, Plant and Equipment [Line Items] | ||
Property, plant and equipment, useful life | 10 years | |
Building and Building Improvements | Maximum | ||
Property, Plant and Equipment [Line Items] | ||
Property, plant and equipment, useful life | 33 years | |
Machinery and Equipment | Minimum | ||
Property, Plant and Equipment [Line Items] | ||
Property, plant and equipment, useful life | 4 years | |
Machinery and Equipment | Maximum | ||
Property, Plant and Equipment [Line Items] | ||
Property, plant and equipment, useful life | 10 years | |
Software Development | ||
Property, Plant and Equipment [Line Items] | ||
Capitalized computer software, net | $ 3.5 | $ 3.6 |
Software Development | Minimum | ||
Property, Plant and Equipment [Line Items] | ||
Property, plant and equipment, useful life | 3 years | |
Software Development | Maximum | ||
Property, Plant and Equipment [Line Items] | ||
Property, plant and equipment, useful life | 5 years |
Significant Accounting Polici_5
Significant Accounting Policies - Intangible Assets (Details) | Dec. 31, 2022 |
Minimum | |
Finite-Lived Intangible Assets [Line Items] | |
Finite-lived intangible asset, useful life | 3 years |
Maximum | |
Finite-Lived Intangible Assets [Line Items] | |
Finite-lived intangible asset, useful life | 24 years |
Significant Accounting Polici_6
Significant Accounting Policies - Share-Based Compensation (Details) | 12 Months Ended |
Dec. 31, 2022 | |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |
Equity award vesting period | 3 years |
Forfeiture rate, nonvested stock awards | 13% |
Stock Options | Maximum | |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |
Equity award vesting period | 3 years |
Options, maximum exercisable life | 7 years |
Restricted Stock | Minimum | |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |
Equity award vesting period | 1 year |
Restricted Stock | Maximum | |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |
Equity award vesting period | 3 years |
Restricted Stock Units (RSUs) | Minimum | |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |
Equity award vesting period | 1 year |
Restricted Stock Units (RSUs) | Maximum | |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |
Equity award vesting period | 3 years |
Share-based Payment Arrangement | Minimum | |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |
Equity award vesting period | 2 years |
Share-based Payment Arrangement | Maximum | |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |
Equity award vesting period | 5 years |
Significant Accounting Polici_7
Significant Accounting Policies - Hyperinflationary accounting (Details) - Argentina - USD ($) $ in Millions | 12 Months Ended | ||
Dec. 31, 2022 | Dec. 31, 2021 | Dec. 31, 2020 | |
Concentration Risk [Line Items] | |||
Inflationary percentage | 100% | ||
Amount recognized in income due to inflationary accounting | $ 1.6 | $ 0.6 | $ 0.4 |
Assets Total | Geographic Concentration Risk | |||
Concentration Risk [Line Items] | |||
Concentration risk, percentage | 1% | ||
Sales Revenue Net | Geographic Concentration Risk | |||
Concentration Risk [Line Items] | |||
Concentration risk, percentage | 2% |
Business Combinations (Details)
Business Combinations (Details) € in Millions, £ in Millions, kr in Millions, R in Millions | 1 Months Ended | 3 Months Ended | 12 Months Ended | ||||||||||||||||||||||
Oct. 31, 2022 USD ($) | Oct. 31, 2022 EUR (€) | Sep. 30, 2022 USD ($) | Jan. 31, 2022 USD ($) | Jan. 31, 2022 EUR (€) | Nov. 30, 2021 USD ($) | Nov. 30, 2021 EUR (€) | Sep. 30, 2021 USD ($) | Sep. 30, 2021 EUR (€) | Jun. 30, 2021 USD ($) | Jun. 30, 2021 EUR (€) | Feb. 28, 2021 USD ($) | Feb. 28, 2021 EUR (€) | Dec. 31, 2020 USD ($) | May 31, 2020 USD ($) | May 31, 2020 DKK (kr) | Mar. 31, 2020 USD ($) | Mar. 31, 2020 ZAR (R) | Sep. 30, 2022 USD ($) | Jun. 30, 2020 USD ($) | Jun. 30, 2020 DKK (kr) | Mar. 31, 2020 GBP (£) | Dec. 31, 2022 USD ($) | Dec. 31, 2021 USD ($) | Dec. 31, 2020 USD ($) | |
Business Acquisition [Line Items] | |||||||||||||||||||||||||
Goodwill | $ 631,212,000 | $ 515,008,000 | $ 631,194,000 | $ 631,212,000 | |||||||||||||||||||||
Goodwill additions | 2,045,000 | 8,802,000 | |||||||||||||||||||||||
Acquisition-related earnout liability (See Note 2) | 1,024,000 | 1,568,000 | |||||||||||||||||||||||
Payments related to acquisitions | 13,115,000 | $ 42,417,000 | 56,230,000 | ||||||||||||||||||||||
Assets related to sealing and impregnation of metal castings | |||||||||||||||||||||||||
Business Acquisition [Line Items] | |||||||||||||||||||||||||
Asset acquisition, consideration transferred | $ 1,400,000 | € 1.2 | |||||||||||||||||||||||
Assets from 3-S Muhendislik A.S. | |||||||||||||||||||||||||
Business Acquisition [Line Items] | |||||||||||||||||||||||||
Asset acquisition, consideration transferred | $ 3,700,000 | € 3.2 | |||||||||||||||||||||||
Assets for chemical maskants | |||||||||||||||||||||||||
Business Acquisition [Line Items] | |||||||||||||||||||||||||
Asset acquisition, consideration transferred | $ 2,800,000 | € 2.3 | |||||||||||||||||||||||
Business Related to Pickling and Rinsing Products and Services | |||||||||||||||||||||||||
Business Acquisition [Line Items] | |||||||||||||||||||||||||
Business combination, consideration transferred | $ 3,500,000 | € 3.5 | |||||||||||||||||||||||
Acquired intangible assets | 2,800,000 | ||||||||||||||||||||||||
Goodwill | 800,000 | ||||||||||||||||||||||||
Business Related to Pickling and Rinsing Products and Services | Customer Relationships | |||||||||||||||||||||||||
Business Acquisition [Line Items] | |||||||||||||||||||||||||
Acquired intangible assets | $ 2,300,000 | ||||||||||||||||||||||||
Intangible assets, amortizable life | 10 years | 10 years | |||||||||||||||||||||||
Business Related to Pickling and Rinsing Products and Services | Product technology | |||||||||||||||||||||||||
Business Acquisition [Line Items] | |||||||||||||||||||||||||
Acquired intangible assets | $ 200,000 | ||||||||||||||||||||||||
Intangible assets, amortizable life | 10 years | 10 years | |||||||||||||||||||||||
Business Related to Pickling and Rinsing Products and Services | Trademarks | |||||||||||||||||||||||||
Business Acquisition [Line Items] | |||||||||||||||||||||||||
Acquired intangible assets | $ 300,000 | ||||||||||||||||||||||||
Intangible assets, amortizable life | 10 years | 10 years | |||||||||||||||||||||||
Business Related To Pickling Inhibitor Technologies | |||||||||||||||||||||||||
Business Acquisition [Line Items] | |||||||||||||||||||||||||
Business combination, consideration transferred | 8,000,000 | ||||||||||||||||||||||||
Acquired intangible assets | 5,600,000 | ||||||||||||||||||||||||
Goodwill additions | 1,800,000 | ||||||||||||||||||||||||
Goodwill, purchase accounting adjustments | $ 100,000 | ||||||||||||||||||||||||
Business Related To Pickling Inhibitor Technologies | Customer Relationships | |||||||||||||||||||||||||
Business Acquisition [Line Items] | |||||||||||||||||||||||||
Acquired intangible assets | $ 5,100,000 | ||||||||||||||||||||||||
Intangible assets, amortizable life | 14 years | 14 years | |||||||||||||||||||||||
Business Related To Pickling Inhibitor Technologies | Patented Technology | |||||||||||||||||||||||||
Business Acquisition [Line Items] | |||||||||||||||||||||||||
Acquired intangible assets | $ 500,000 | ||||||||||||||||||||||||
Intangible assets, amortizable life | 14 years | 14 years | |||||||||||||||||||||||
Baron Industries | |||||||||||||||||||||||||
Business Acquisition [Line Items] | |||||||||||||||||||||||||
Business combination, consideration transferred | 11,000,000 | ||||||||||||||||||||||||
Acquired intangible assets | 8,000,000 | ||||||||||||||||||||||||
Goodwill | 400,000 | ||||||||||||||||||||||||
Cash payments to acquire businesses | 7,100,000 | ||||||||||||||||||||||||
Post closing adjustment including earnouts | $ 100,000 | ||||||||||||||||||||||||
Acquisition-related earnout liability (See Note 2) | 1,600,000 | ||||||||||||||||||||||||
Payment for earnout provisions | $ 2,500,000 | ||||||||||||||||||||||||
Earn-out expense | $ 100,000 | ||||||||||||||||||||||||
Acquired property, plant, and equipment | 1,100,000 | ||||||||||||||||||||||||
Other assets acquired net of liabilities assumed | 1,500,000 | ||||||||||||||||||||||||
Cash assumed | 300,000 | ||||||||||||||||||||||||
Baron Industries | Maximum | |||||||||||||||||||||||||
Business Acquisition [Line Items] | |||||||||||||||||||||||||
Acquisition-related earnout liability (See Note 2) | 4,500,000 | ||||||||||||||||||||||||
Baron Industries | Customer Relationships | |||||||||||||||||||||||||
Business Acquisition [Line Items] | |||||||||||||||||||||||||
Acquired intangible assets | $ 7,200,000 | ||||||||||||||||||||||||
Intangible assets, amortizable life | 15 years | 15 years | |||||||||||||||||||||||
Baron Industries | Product technology | |||||||||||||||||||||||||
Business Acquisition [Line Items] | |||||||||||||||||||||||||
Acquired intangible assets | $ 800,000 | ||||||||||||||||||||||||
Intangible assets, amortizable life | 13 years | 13 years | |||||||||||||||||||||||
Grindaix | |||||||||||||||||||||||||
Business Acquisition [Line Items] | |||||||||||||||||||||||||
Business combination, consideration transferred | $ 2,400,000 | € 2.9 | $ 1,700,000 | € 1.4 | |||||||||||||||||||||
Cash assumed | $ 300,000 | ||||||||||||||||||||||||
Percentage of voting interests acquired | 38% | ||||||||||||||||||||||||
Tin-plating solutions business | |||||||||||||||||||||||||
Business Acquisition [Line Items] | |||||||||||||||||||||||||
Business combination, consideration transferred | $ 25,000,000 | ||||||||||||||||||||||||
Acquired intangible assets | 19,600,000 | ||||||||||||||||||||||||
Goodwill | 5,000,000 | ||||||||||||||||||||||||
Tin-plating solutions business | Customer Relationships | |||||||||||||||||||||||||
Business Acquisition [Line Items] | |||||||||||||||||||||||||
Acquired intangible assets | $ 18,300,000 | ||||||||||||||||||||||||
Intangible assets, amortizable life | 19 years | 19 years | |||||||||||||||||||||||
Tin-plating solutions business | Product technology | |||||||||||||||||||||||||
Business Acquisition [Line Items] | |||||||||||||||||||||||||
Acquired intangible assets | $ 900,000 | ||||||||||||||||||||||||
Intangible assets, amortizable life | 14 years | 14 years | |||||||||||||||||||||||
Tin-plating solutions business | Trademarks | |||||||||||||||||||||||||
Business Acquisition [Line Items] | |||||||||||||||||||||||||
Acquired intangible assets | $ 400,000 | ||||||||||||||||||||||||
Intangible assets, amortizable life | 3 years | 3 years | |||||||||||||||||||||||
Coral Chemical Company | Previously Reported | |||||||||||||||||||||||||
Business Acquisition [Line Items] | |||||||||||||||||||||||||
Business combination, consideration transferred | 54,100,000 | ||||||||||||||||||||||||
Coral Chemical Company | Maximum | |||||||||||||||||||||||||
Business Acquisition [Line Items] | |||||||||||||||||||||||||
Loss contingency, estimate of possible loss | 1,500,000 | 1,500,000 | |||||||||||||||||||||||
Coral Chemical Company | Minimum | |||||||||||||||||||||||||
Business Acquisition [Line Items] | |||||||||||||||||||||||||
Loss contingency, estimate of possible loss | $ 0 | $ 0 | |||||||||||||||||||||||
Tel Nordic ApS | |||||||||||||||||||||||||
Business Acquisition [Line Items] | |||||||||||||||||||||||||
Acquired intangible assets | $ 2,400,000 | ||||||||||||||||||||||||
Intangible assets, amortizable life | 17 years | 17 years | |||||||||||||||||||||||
Goodwill additions | $ 500,000 | ||||||||||||||||||||||||
Post closing adjustment including earnouts | $ 100,000 | kr 0.4 | |||||||||||||||||||||||
Payments related to acquisitions | $ 2,900,000 | kr 20 | |||||||||||||||||||||||
South Africa Equity Affiliate | |||||||||||||||||||||||||
Business Acquisition [Line Items] | |||||||||||||||||||||||||
Business combination, consideration transferred | $ 1,000,000 | R 16.7 | |||||||||||||||||||||||
Percentage of voting interests acquired | 49% | 49% | 49% | ||||||||||||||||||||||
Adjustments to additional paid in capital, other | $ 700,000 | ||||||||||||||||||||||||
Norman Hay | |||||||||||||||||||||||||
Business Acquisition [Line Items] | |||||||||||||||||||||||||
Post closing adjustment including earnouts | £ | £ 2.5 |
Business Segments - Narrative (
Business Segments - Narrative (Details) $ in Thousands | 3 Months Ended | 12 Months Ended | ||
Mar. 31, 2023 segment | Dec. 31, 2022 USD ($) | Dec. 31, 2021 USD ($) | Dec. 31, 2020 USD ($) | |
Segment Reporting Information [Line Items] | ||||
Number of reportable segments | segment | 3 | |||
Net sales | $ 1,943,585 | $ 1,761,158 | $ 1,417,677 | |
Total segment long-lived assets | 358,334 | 360,392 | 369,970 | |
Americas | ||||
Segment Reporting Information [Line Items] | ||||
Net sales | 946,516 | 762,211 | 607,043 | |
Total segment long-lived assets | 150,294 | 145,390 | 146,074 | |
EMEA | ||||
Segment Reporting Information [Line Items] | ||||
Net sales | 562,508 | 564,128 | 455,939 | |
Total segment long-lived assets | 87,279 | 89,637 | 94,969 | |
Asia/Pacific | ||||
Segment Reporting Information [Line Items] | ||||
Net sales | 434,561 | 434,819 | 354,695 | |
Total segment long-lived assets | 120,761 | 125,365 | 128,927 | |
Intersegment Sales Elimination | Americas | ||||
Segment Reporting Information [Line Items] | ||||
Net sales | 11,600 | 13,300 | 16,800 | |
Intersegment Sales Elimination | EMEA | ||||
Segment Reporting Information [Line Items] | ||||
Net sales | 44,600 | 40,400 | 28,100 | |
Intersegment Sales Elimination | Asia/Pacific | ||||
Segment Reporting Information [Line Items] | ||||
Net sales | 1,000 | 2,000 | 900 | |
Non-US | ||||
Segment Reporting Information [Line Items] | ||||
Net sales | 1,246,700 | 1,198,400 | 963,200 | |
Total segment long-lived assets | $ 156,400 | $ 155,200 | $ 176,600 |
Business Segments - Information
Business Segments - Information of Company's Reportable Segments (Details) - USD ($) $ in Thousands | 12 Months Ended | ||
Dec. 31, 2022 | Dec. 31, 2021 | Dec. 31, 2020 | |
Segment Reporting Information [Line Items] | |||
Total net sales | $ 1,943,585 | $ 1,761,158 | $ 1,417,677 |
Total segment operating earnings | 405,835 | 396,467 | 334,559 |
Combination, integration and other acquisition-related expenses | (8,779) | (23,885) | (29,790) |
Restructuring and related charges | (3,163) | (1,433) | (5,541) |
Fair value step up of acquired inventory sold | 0 | (801) | (226) |
Impairment charges | (93,000) | 0 | (38,000) |
Non-operating and administrative expenses | (187,841) | (157,309) | (144,173) |
Depreciation of corporate assets and amortization | (60,748) | (62,573) | (57,469) |
Operating income | 52,304 | 150,466 | 59,360 |
Other (expense) income, net | (12,607) | 18,851 | (5,618) |
Interest expense, net | (32,579) | (22,326) | (26,603) |
Income before taxes and equity in net income of associated companies | 7,118 | 146,991 | 27,139 |
Total segment assets | 2,306,614 | 2,324,566 | 2,260,622 |
Total segment long-lived assets | 358,334 | 360,392 | 369,970 |
Total segment capital expenditures | 28,539 | 21,457 | 17,901 |
Depreciation | 22,924 | 26,649 | 27,352 |
Americas | |||
Segment Reporting Information [Line Items] | |||
Total net sales | 946,516 | 762,211 | 607,043 |
Total segment operating earnings | 223,629 | 176,253 | 141,870 |
Total segment assets | 1,196,906 | 1,160,921 | 1,147,783 |
Total segment long-lived assets | 150,294 | 145,390 | 146,074 |
Total segment capital expenditures | 19,121 | 11,716 | 7,834 |
Depreciation | 11,723 | 13,599 | 14,512 |
EMEA | |||
Segment Reporting Information [Line Items] | |||
Total net sales | 562,508 | 564,128 | 455,939 |
Total segment operating earnings | 76,364 | 110,981 | 92,493 |
Total segment assets | 583,861 | 685,812 | 539,598 |
Total segment long-lived assets | 87,279 | 89,637 | 94,969 |
Total segment capital expenditures | 6,065 | 7,428 | 4,377 |
Depreciation | 6,608 | 8,294 | 8,035 |
Asia/Pacific | |||
Segment Reporting Information [Line Items] | |||
Total net sales | 434,561 | 434,819 | 354,695 |
Total segment operating earnings | 105,842 | 109,233 | 100,196 |
Total segment assets | 525,847 | 477,833 | 573,241 |
Total segment long-lived assets | 120,761 | 125,365 | 128,927 |
Total segment capital expenditures | 3,353 | 2,313 | 5,690 |
Depreciation | $ 4,593 | $ 4,756 | $ 4,805 |
Net Sales and Revenue Recogni_3
Net Sales and Revenue Recognition - Narrative (Details) - USD ($) $ in Millions | 12 Months Ended | ||
Dec. 31, 2022 | Dec. 31, 2021 | Dec. 31, 2020 | |
Concentration Risk [Line Items] | |||
Revenue recognized under net reporting arrangements | $ 83.8 | $ 71.7 | $ 42.5 |
Deferred revenue | $ 5.7 | $ 7 | |
Product line as percentage of consolidated net sales | 10% | ||
Top Customer Concentration Risk | Sales Revenue Net | Top Five Customers Concentration Risk | |||
Concentration Risk [Line Items] | |||
Concentration risk, percentage | 11% | ||
Top Customer Concentration Risk | Sales Revenue Net | Largest Customer | |||
Concentration Risk [Line Items] | |||
Concentration risk, percentage | 3% |
Net Sales and Revenue Recogni_4
Net Sales and Revenue Recognition - Major Product Lines (Details) - Sales Revenue Net - Top Customer Concentration Risk | 12 Months Ended | ||
Dec. 31, 2022 | Dec. 31, 2021 | Dec. 31, 2020 | |
Metal removal fluids | |||
Segment Reporting Information [Line Items] | |||
Concentration risk, percentage | 22.90% | 23.40% | 23.90% |
Rolling lubricants | |||
Segment Reporting Information [Line Items] | |||
Concentration risk, percentage | 20.80% | 22.20% | 21.80% |
Hydraulic fluids | |||
Segment Reporting Information [Line Items] | |||
Concentration risk, percentage | 14.10% | 13.60% | 13.30% |
Net Sales and Revenue Recogni_5
Net Sales and Revenue Recognition - Disaggregation of the Company's net sales (Details) - USD ($) $ in Thousands | 12 Months Ended | ||
Dec. 31, 2022 | Dec. 31, 2021 | Dec. 31, 2020 | |
Product Information [Line Items] | |||
Net sales | $ 1,943,585 | $ 1,761,158 | $ 1,417,677 |
Operating Segments | |||
Product Information [Line Items] | |||
Net sales | 1,943,585 | 1,761,158 | 1,417,677 |
Operating Segments | Product sales at a point in time | |||
Product Information [Line Items] | |||
Net sales | 1,847,913 | 1,671,855 | 1,328,981 |
Operating Segments | Services transferred over time | |||
Product Information [Line Items] | |||
Net sales | 95,672 | 89,303 | 88,696 |
Operating Segments | Metals | |||
Product Information [Line Items] | |||
Net sales | 604,657 | 559,450 | 439,111 |
Operating Segments | Metalworking and other | |||
Product Information [Line Items] | |||
Net sales | 1,338,928 | 1,201,708 | 978,566 |
Operating Segments | Americas | |||
Product Information [Line Items] | |||
Net sales | 946,516 | 762,211 | 607,043 |
Operating Segments | Americas | Product sales at a point in time | |||
Product Information [Line Items] | |||
Net sales | 902,969 | 726,229 | 570,152 |
Operating Segments | Americas | Services transferred over time | |||
Product Information [Line Items] | |||
Net sales | 43,547 | 35,982 | 36,891 |
Operating Segments | Americas | Metals | |||
Product Information [Line Items] | |||
Net sales | 252,513 | 210,340 | 163,135 |
Operating Segments | Americas | Metalworking and other | |||
Product Information [Line Items] | |||
Net sales | 694,003 | 551,871 | 443,908 |
Operating Segments | EMEA | |||
Product Information [Line Items] | |||
Net sales | 562,508 | 564,128 | 455,939 |
Operating Segments | EMEA | Product sales at a point in time | |||
Product Information [Line Items] | |||
Net sales | 551,013 | 525,623 | 417,725 |
Operating Segments | EMEA | Services transferred over time | |||
Product Information [Line Items] | |||
Net sales | 11,495 | 38,505 | 38,214 |
Operating Segments | EMEA | Metals | |||
Product Information [Line Items] | |||
Net sales | 137,767 | 141,950 | 107,880 |
Operating Segments | EMEA | Metalworking and other | |||
Product Information [Line Items] | |||
Net sales | 424,741 | 422,178 | 348,059 |
Operating Segments | Asia/Pacific | |||
Product Information [Line Items] | |||
Net sales | 434,561 | 434,819 | 354,695 |
Operating Segments | Asia/Pacific | Product sales at a point in time | |||
Product Information [Line Items] | |||
Net sales | 393,931 | 420,003 | 341,104 |
Operating Segments | Asia/Pacific | Services transferred over time | |||
Product Information [Line Items] | |||
Net sales | 40,630 | 14,816 | 13,591 |
Operating Segments | Asia/Pacific | Metals | |||
Product Information [Line Items] | |||
Net sales | 214,377 | 207,160 | 168,096 |
Operating Segments | Asia/Pacific | Metalworking and other | |||
Product Information [Line Items] | |||
Net sales | $ 220,184 | $ 227,659 | $ 186,599 |
Leases - Narrative (Details)
Leases - Narrative (Details) - USD ($) | 12 Months Ended | ||
Dec. 31, 2022 | Dec. 31, 2021 | Dec. 31, 2020 | |
Lessee, Lease, Description [Line Items] | |||
Variable lease, cost | $ 0 | $ 0 | $ 0 |
Sublease income | $ 0 | $ 0 | $ 0 |
Maximum | |||
Lessee, Lease, Description [Line Items] | |||
Lessee, operating lease, remaining lease term | 9 years | ||
Land | Maximum | |||
Lessee, Lease, Description [Line Items] | |||
Lessee, operating lease, remaining lease term | 93 years |
Leases - Supplemental Cash Flow
Leases - Supplemental Cash Flow Information (Details) - USD ($) $ in Thousands | 12 Months Ended | ||
Dec. 31, 2022 | Dec. 31, 2021 | Dec. 31, 2020 | |
Leases [Abstract] | |||
Operating lease expense | $ 15,171 | $ 14,061 | $ 14,247 |
Short-term lease expense | 816 | 861 | 1,308 |
Operating cash flows from operating leases | 19,215 | 13,859 | 14,101 |
Leased assets obtained in exchange for new operating lease liabilities | $ 23,356 | $ 11,142 | $ 6,949 |
Leases - Supplemental Balance S
Leases - Supplemental Balance Sheet Information (Details) - USD ($) $ in Thousands | Dec. 31, 2022 | Dec. 31, 2021 |
Leases [Abstract] | ||
Right of use lease assets | $ 43,766 | $ 36,635 |
Other accrued liabilities | 12,024 | 9,976 |
Long-term lease liabilities | 26,967 | 26,335 |
Total operating lease liabilities | $ 38,991 | $ 36,311 |
Weighted average remaining lease term (years) | 5 years 1 month 6 days | 5 years 7 months 6 days |
Weighted average discount rate | 4.36% | 4.22% |
Operating Lease, Liability, Current, Statement of Financial Position [Extensible Enumeration] | Other accrued liabilities | Other accrued liabilities |
Leases - Maturities of Operatin
Leases - Maturities of Operating Lease Liabilities (Details) - USD ($) $ in Thousands | Dec. 31, 2022 | Dec. 31, 2021 |
Lessee, Operating Lease, Liability, Payment, Due [Abstract] | ||
For the year ended December 31, 2023 | $ 13,551 | |
For the year ended December 31, 2024 | 11,149 | |
For the year ended December 31, 2025 | 7,266 | |
For the year ended December 31, 2026 | 5,280 | |
For the year ended December 31, 2027 | 2,457 | |
For the year ended December 31, 2028 and beyond | 5,299 | |
Total lease payments | 45,002 | |
Less: imputed interest | (6,011) | |
Present value of lease liabilities | $ 38,991 | $ 36,311 |
Restructuring and Related Act_3
Restructuring and Related Activities - Narrative (Details) $ in Millions | 3 Months Ended | 12 Months Ended | ||
Dec. 31, 2022 USD ($) person | Dec. 31, 2022 USD ($) person | Dec. 31, 2021 USD ($) | Dec. 31, 2020 USD ($) | |
Restructuring and Related Activities [Abstract] | ||||
Number of positions eliminated | person | 40 | 400 | ||
Gain (loss) on disposition of other assets | $ 0.2 | $ 5.4 | $ (0.6) | |
Real estate held-for-sale | $ 0.6 | $ 0.6 |
Restructuring and Related Act_4
Restructuring and Related Activities (Details) - USD ($) $ in Thousands | 12 Months Ended | ||
Dec. 31, 2022 | Dec. 31, 2021 | Dec. 31, 2020 | |
Restructuring Reserve [Roll Forward] | |||
Restructuring and related charges | $ 3,163 | $ 1,433 | $ 5,541 |
Restructuring Programs | |||
Restructuring Reserve [Roll Forward] | |||
Accrued restructuring, beginning balance | 4,087 | 8,248 | |
Restructuring and related charges | 3,163 | 1,433 | |
Cash payments | (1,532) | (5,266) | |
Currency translation adjustments | (235) | (328) | |
Accrued restructuring, ending balance | $ 5,483 | $ 4,087 | $ 8,248 |
Share-Based Compensation - Expe
Share-Based Compensation - Expense Table (Details) - USD ($) $ in Thousands | 12 Months Ended | ||
Dec. 31, 2022 | Dec. 31, 2021 | Dec. 31, 2020 | |
Share-based Payment Arrangement, Expensed and Capitalized, Amount [Line Items] | |||
Total share-based compensation expense | $ 11,666 | $ 11,038 | $ 10,996 |
Stock options | |||
Share-based Payment Arrangement, Expensed and Capitalized, Amount [Line Items] | |||
Total share-based compensation expense | 1,774 | 1,235 | 1,491 |
Non-vested stock awards and restricted stock units | |||
Share-based Payment Arrangement, Expensed and Capitalized, Amount [Line Items] | |||
Total share-based compensation expense | 6,679 | 5,438 | 5,012 |
Non-elective and elective 401(k) matching contribution in stock | |||
Share-based Payment Arrangement, Expensed and Capitalized, Amount [Line Items] | |||
Total share-based compensation expense | 0 | 1,553 | 3,112 |
Director stock ownership plan | |||
Share-based Payment Arrangement, Expensed and Capitalized, Amount [Line Items] | |||
Total share-based compensation expense | 63 | 901 | 541 |
Performance stock units | |||
Share-based Payment Arrangement, Expensed and Capitalized, Amount [Line Items] | |||
Total share-based compensation expense | $ 3,150 | $ 1,911 | $ 840 |
Share-Based Compensation - Narr
Share-Based Compensation - Narrative (Details) - USD ($) | 12 Months Ended | |||
Dec. 31, 2022 | Dec. 31, 2021 | Dec. 31, 2020 | Dec. 31, 2019 | |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||
Total share-based compensation expense | $ 11,666,000 | $ 11,038,000 | $ 10,996,000 | |
Exercised options, intrinsic value | $ 800,000 | $ 2,700,000 | $ 6,500,000 | |
Expected term (years) | 4 years | 4 years | 4 years | |
Equity award vesting period | 3 years | |||
Director stock ownership plan maximum number of shares authorized under plan | 75,000 | |||
Director stock ownership percentage threshold | 400% | |||
Director stock ownership plan percentage stock | 75% | |||
Director stock ownership plan percentage cash | 25% | |||
Director stock ownership plan percentage total | 100% | |||
Director retainer annual fee | $ 100,000 | |||
Combination And Other Acquisition-Related | ||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||
Total share-based compensation expense | 200,000 | $ 900,000 | $ 1,500,000 | |
Stock Options | ||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||
Unrecognized compensation expense | $ 800,000 | $ 500,000 | $ 100,000 | |
Weighted average period, cost not yet recognized, period for recognition | 1 year 3 months 18 days | |||
Restricted Stock | ||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||
Weighted average period, cost not yet recognized, period for recognition | 1 year 7 months 6 days | |||
Options award vesting period | 3 years | 3 years | 3 years | 3 years |
Unrecognized compensation expense | $ 7,400,000 | |||
Restricted Stock Units (RSUs) | ||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||
Weighted average period, cost not yet recognized, period for recognition | 1 year 10 months 24 days | |||
Unrecognized compensation expense | $ 1,700,000 | |||
Performance stock units | ||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||
Total share-based compensation expense | 3,150,000 | $ 1,911,000 | $ 840,000 | |
Unrecognized compensation expense | $ 4,000,000 | |||
Weighted average period, cost not yet recognized, period for recognition | 1 year 9 months 18 days | |||
Vesting shares target, lower percent | 0% | |||
Vesting shares target, upper percent | 200% | |||
Expected term (years) | 3 years | 3 years | 3 years | |
Equity award vesting period | 3 years | |||
Defined Contribution Plan | ||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||
Matching contribution expense | $ 0 | $ 1,500,000 | $ 3,100,000 |
Share-Based Compensation - Opti
Share-Based Compensation - Option Rollforward (Details) - USD ($) $ / shares in Units, $ in Thousands | 12 Months Ended | |||
Dec. 31, 2022 | Dec. 31, 2021 | Dec. 31, 2020 | Dec. 31, 2019 | |
Number of Options | ||||
Options outstanding, beginning balance | 109,684 | |||
Options granted (in shares) | 31,914 | 25,250 | 49,115 | 51,610 |
Options exercised (in shares) | (11,801) | |||
Options forfeited (in shares) | (10,315) | |||
Options outstanding, ending balance | 119,482 | 109,684 | ||
Weighted Average Exercise Price (per option) | ||||
Options outstanding, beginning balance (in dollars per share) | $ 165.47 | |||
Options granted (in dollars per share) | 222.82 | |||
Options exercised (in dollars per share) | 133.10 | |||
Options forfeited (in dollars per share) | 172.41 | |||
Options outstanding, ending balance (in dollars per share) | $ 183.39 | $ 165.47 | ||
Share-based Compensation Arrangement by Share-based Payment Award, Options, Additional Disclosures [Abstract] | ||||
Options outstanding, weighted average remaining contractual term | 4 years 8 months 12 days | |||
Options outstanding, aggregate intrinsic value | $ (373) | |||
Options expected to vest, number of options (in shares) | 54,245 | |||
Options exercisable, number of options, (in shares) | 65,237 | |||
Options expected to vest, weighted average exercise price (in dollars per share) | $ 182.20 | |||
Options exercisable, weighted average exercise price (in dollars per share) | $ 159.93 | |||
Options expected to vest, weighted average remaining contractual term | 5 years 6 months | |||
Options exercisable, weighted average remaining contractual term | 3 years 10 months 24 days | |||
Options expected to vest, aggregate intrinsic value | $ (830) | |||
Options exercisable, aggregate intrinsic value | $ 455 |
Share-Based Compensation - Op_2
Share-Based Compensation - Option Summary (Details) | 12 Months Ended |
Dec. 31, 2022 $ / shares shares | |
Share-based Payment Arrangement, Option, Exercise Price Range [Line Items] | |
Number of Outstanding Options (in shares) | shares | 119,482 |
Weighted Average Remaining Contractual Term (years) | 4 years 8 months 12 days |
Weighted Average Exercise Price (per option) (in dollars per share) | $ 183.39 |
Number of Options Exercisable (in shares) | shares | 65,237 |
Weighted Average Exercise Price (per option) (in dollars per share) | $ 159.93 |
$120.01 - $150.00 | |
Share-based Payment Arrangement, Option, Exercise Price Range [Line Items] | |
Exercise Price, minimum (in dollars per share) | 120.01 |
Exercise Price, maximum (in dollars per share) | $ 150 |
Number of Outstanding Options (in shares) | shares | 40,781 |
Weighted Average Remaining Contractual Term (years) | 4 years 6 months |
Weighted Average Exercise Price (per option) (in dollars per share) | $ 137.28 |
Number of Options Exercisable (in shares) | shares | 23,262 |
Weighted Average Exercise Price (per option) (in dollars per share) | $ 136.64 |
$150.01 - $180.00 | |
Share-based Payment Arrangement, Option, Exercise Price Range [Line Items] | |
Exercise Price, minimum (in dollars per share) | 150.01 |
Exercise Price, maximum (in dollars per share) | $ 180 |
Number of Outstanding Options (in shares) | shares | 56,834 |
Weighted Average Remaining Contractual Term (years) | 4 years 7 months 6 days |
Weighted Average Exercise Price (per option) (in dollars per share) | $ 164.63 |
Number of Options Exercisable (in shares) | shares | 33,833 |
Weighted Average Exercise Price (per option) (in dollars per share) | $ 155.35 |
$220.01 - $250.00 | |
Share-based Payment Arrangement, Option, Exercise Price Range [Line Items] | |
Exercise Price, minimum (in dollars per share) | 220.01 |
Exercise Price, maximum (in dollars per share) | $ 250 |
Number of Outstanding Options (in shares) | shares | 21,867 |
Weighted Average Remaining Contractual Term (years) | 5 years 2 months 12 days |
Weighted Average Exercise Price (per option) (in dollars per share) | $ 245.10 |
Number of Options Exercisable (in shares) | shares | 8,142 |
Weighted Average Exercise Price (per option) (in dollars per share) | $ 245.49 |
Share-Based Compensation - Op_3
Share-Based Compensation - Options Grants (LTIP and PSUs Plans) (Details) - shares | 12 Months Ended | |||
Dec. 31, 2022 | Dec. 31, 2021 | Dec. 31, 2020 | Dec. 31, 2019 | |
Share-based Compensation Arrangement by Share-based Payment Award, Fair Value Assumptions and Methodology [Abstract] | ||||
Number of stock options granted (in shares) | 31,914 | 25,250 | 49,115 | 51,610 |
Dividend yield | 0.85% | 0.99% | 1.12% | |
Expected volatility | 37.33% | 31.57% | 26.29% | |
Risk-free interest rate | 0.60% | 0.36% | 1.52% | |
Expected term (years) | 4 years | 4 years | 4 years | |
July 2022 Grant | ||||
Share-based Compensation Arrangement by Share-based Payment Award, Fair Value Assumptions and Methodology [Abstract] | ||||
Number of stock options granted (in shares) | 4,837 | |||
Dividend yield | 0.79% | |||
Expected volatility | 40.47% | |||
Risk-free interest rate | 2.87% | |||
Expected term (years) | 4 years | |||
March 2022 Grant | ||||
Share-based Compensation Arrangement by Share-based Payment Award, Fair Value Assumptions and Methodology [Abstract] | ||||
Number of stock options granted (in shares) | 27,077 | |||
Dividend yield | 0.80% | |||
Expected volatility | 38.60% | |||
Risk-free interest rate | 2.07% | |||
Expected term (years) | 4 years | |||
Performance stock units | ||||
Share-based Compensation Arrangement by Share-based Payment Award, Fair Value Assumptions and Methodology [Abstract] | ||||
Granted (in shares) | 18,462 | 12,103 | 18,485 | |
Dividend yield | 0.93% | 0.64% | 1.13% | |
Risk-free interest rate | 2.11% | 0.29% | 0.28% | |
Expected term (years) | 3 years | 3 years | 3 years | |
Performance stock units | Chief Executive Officer | ||||
Share-based Compensation Arrangement by Share-based Payment Award, Fair Value Assumptions and Methodology [Abstract] | ||||
Granted (in shares) | 3,775 | |||
Dividend yield | 0.72% | |||
Risk-free interest rate | 0.65% | |||
Expected term (years) | 3 years |
Share-Based Compensation - Op_4
Share-Based Compensation - Option Expense (Details) - USD ($) $ in Thousands | 12 Months Ended | ||
Dec. 31, 2022 | Dec. 31, 2021 | Dec. 31, 2020 | |
Share-based Payment Arrangement, Expensed and Capitalized, Amount [Line Items] | |||
Total share-based compensation expense | $ 11,666 | $ 11,038 | $ 10,996 |
2022 Stock option awards | |||
Share-based Payment Arrangement, Expensed and Capitalized, Amount [Line Items] | |||
Total share-based compensation expense | 783 | 0 | 0 |
2021 Stock option awards | |||
Share-based Payment Arrangement, Expensed and Capitalized, Amount [Line Items] | |||
Total share-based compensation expense | 521 | 429 | 0 |
2020 Stock option awards | |||
Share-based Payment Arrangement, Expensed and Capitalized, Amount [Line Items] | |||
Total share-based compensation expense | 443 | 516 | 385 |
2019 Stock option awards | |||
Share-based Payment Arrangement, Expensed and Capitalized, Amount [Line Items] | |||
Total share-based compensation expense | 27 | 234 | 698 |
2018 Stock option awards | |||
Share-based Payment Arrangement, Expensed and Capitalized, Amount [Line Items] | |||
Total share-based compensation expense | $ 0 | $ 56 | $ 357 |
Share-Based Compensation - Rest
Share-Based Compensation - Restricted Stock Rollforward (Details) | 12 Months Ended |
Dec. 31, 2022 $ / shares shares | |
Restricted Stock | |
Number of Shares | |
Nonvested awards, beginning balance (in shares) | shares | 68,693 |
Granted (in shares) | shares | 54,433 |
Vested (in shares) | shares | (38,583) |
Forfeited (in shares) | shares | (5,088) |
Nonvested awards, ending balance (in shares) | shares | 79,455 |
Weighted Average Grant Date Fair Value (per share) | |
Nonvested awards, beginning balance (in dollars per share) | $ / shares | $ 179.26 |
Granted (in dollars per share) | $ / shares | 166.07 |
Vested (in dollars per share) | $ / shares | 175.80 |
Forfeited (in dollars per share) | $ / shares | 184.64 |
Nonvested awards, ending balance (in dollars per share) | $ / shares | $ 171.61 |
Restricted Stock Units (RSUs) | |
Number of Shares | |
Nonvested awards, beginning balance (in shares) | shares | 10,977 |
Granted (in shares) | shares | 10,703 |
Vested (in shares) | shares | (3,009) |
Forfeited (in shares) | shares | (171) |
Nonvested awards, ending balance (in shares) | shares | 18,500 |
Weighted Average Grant Date Fair Value (per share) | |
Nonvested awards, beginning balance (in dollars per share) | $ / shares | $ 170.82 |
Granted (in dollars per share) | $ / shares | 169.29 |
Vested (in dollars per share) | $ / shares | 158.09 |
Forfeited (in dollars per share) | $ / shares | 190.37 |
Nonvested awards, ending balance (in dollars per share) | $ / shares | $ 171.83 |
Other (Expense) Income, net - S
Other (Expense) Income, net - Schedule of Other Income (Expense), net (Details) - USD ($) $ in Thousands | 12 Months Ended | ||
Dec. 31, 2022 | Dec. 31, 2021 | Dec. 31, 2020 | |
Other Income and Expenses [Abstract] | |||
Income from third party license fees | $ 1,268 | $ 1,367 | $ 999 |
Foreign exchange losses, net | (9,399) | (3,821) | (6,082) |
Gain (loss) on disposals of property, plant, equipment and other assets, net | 168 | 4,695 | (871) |
Non-income tax refunds and other related (expense) credits | (1,613) | 15,155 | 3,345 |
Pension and postretirement benefit income (costs), non-service components | 1,704 | 759 | (21,592) |
Loss on extinguishment of debt | (6,763) | 0 | 0 |
Gain on insurance recoveries | 1,804 | 0 | 18,144 |
Other non-operating income, net | 224 | 696 | 439 |
Total other (expense) income, net | $ (12,607) | $ 18,851 | $ (5,618) |
Other (Expense) Income, net - N
Other (Expense) Income, net - Narrative (Details) - USD ($) $ in Millions | 3 Months Ended | 12 Months Ended | ||
Sep. 30, 2020 | Dec. 31, 2022 | Dec. 31, 2021 | Dec. 31, 2020 | |
Other Income and Expenses [Abstract] | ||||
Foreign currency transaction losses | $ 1.6 | $ 0.6 | $ 0.4 | |
Defined benefit plan premium refund | $ 1.6 | 1.6 | ||
Pension settlement charge | $ 22.7 |
Taxes on Income - Narrative (De
Taxes on Income - Narrative (Details) - USD ($) $ in Thousands | 12 Months Ended | 60 Months Ended | ||||
Dec. 31, 2022 | Dec. 31, 2021 | Dec. 31, 2020 | Dec. 31, 2018 | Feb. 28, 2022 | Dec. 31, 2019 | |
Income Tax Examination [Line Items] | ||||||
Transition tax | $ 15,500 | |||||
Foreign earnings liability, installments paid | 6,900 | |||||
Foreign earnings liability, remaining installments | 8,600 | |||||
Deferred tax liabilities | 219,706 | $ 233,779 | ||||
Deferred tax assets, state net operating losses | 7,400 | |||||
Deferred tax assets, state net operating losses based on reversal of deferred tax liabilities | 1,700 | |||||
Partial valuation allowance against state net operating losses | 5,700 | |||||
Additional valuation allowance for state deferred tax assets | 900 | |||||
Deferred tax assets, foreign net operating loss carryforwards | 13,100 | |||||
Deferred tax assets, foreign net operating loss carryforwards, partial valuation | 2,300 | |||||
Deferred tax assets, foreign net operating loss carryforwards | 10,800 | |||||
Additional valuation allowance for other foreign deferred tax assets | 1,500 | |||||
Foreign tax credit and other credits | $ 5,506 | 16,285 | ||||
Foreign tax credits carryforward period | 10 years | |||||
Deferred tax assets, foreign tax credit carryforward expected to expire | $ 5,200 | 15,900 | ||||
Operating loss carryforward, valuation allowance | 1,300 | 5,800 | ||||
Unremitted Earnings | 6,766 | 8,381 | ||||
Undistributed earnings | 424,700 | |||||
Unrecognized tax benefits | 16,340 | 22,464 | $ 22,152 | $ 19,097 | ||
Accrued penalties | 1,300 | 3,100 | ||||
Accrued interest | 2,700 | 3,100 | ||||
Unrecognized tax benefit, penalties expense | 1,700 | 500 | 100 | |||
Unrecognized tax benefit, interest expense | 300 | 300 | 600 | |||
Decrease in unrecognized tax benefits is reasonably possible | 4,900 | |||||
Unrecognized tax benefits if recognized | 10,200 | 15,200 | $ 14,700 | |||
Current income taxes payable (See Note 10) | 12,966 | 16,642 | ||||
Combination And Norman Hay | ||||||
Income Tax Examination [Line Items] | ||||||
Foreign tax credit and other credits | 41,800 | |||||
Deferred tax assets, acquired disallowed interest | 14,000 | |||||
Deferred tax liabilities | 169,400 | |||||
Houghton Korea | ||||||
Income Tax Examination [Line Items] | ||||||
Deferred tax liabilities | $ 5,900 | |||||
Percentage of voting interests acquired | 50% | |||||
Houghton | ||||||
Income Tax Examination [Line Items] | ||||||
Indemnification assets | $ 3,909 | $ 6,630 | ||||
Expiration In Year Five | ||||||
Income Tax Examination [Line Items] | ||||||
State net operating losses carryforward period | 5 years | |||||
Expiration In Twenty Years | ||||||
Income Tax Examination [Line Items] | ||||||
State net operating losses carryforward period | 20 years | |||||
Foreign Tax Authority | ||||||
Income Tax Examination [Line Items] | ||||||
Deferred tax liabilities | $ 6,800 | |||||
Deferred tax assets, acquired disallowed interest | 600 | |||||
Foreign Tax Authority | The Netherlands and Spain | ||||||
Income Tax Examination [Line Items] | ||||||
Proceeds from income tax refunds | 1,600 | |||||
Foreign Tax Authority | Italy | ||||||
Income Tax Examination [Line Items] | ||||||
Tax settlement final amount due to tax authorities | $ 2,600 | |||||
Current income taxes payable (See Note 10) | 2,000 | |||||
Tax settlement final amount due to tax authorities, refundable amount | $ 200 | |||||
Foreign Tax Authority | Houghton | Italy | ||||||
Income Tax Examination [Line Items] | ||||||
Income taxes paid, net | $ 3,700 | |||||
Unrecognized tax benefits reserve | 1,900 | |||||
Indemnification assets | 3,600 | |||||
Foreign Tax Authority | Houghton | Germany | ||||||
Income Tax Examination [Line Items] | ||||||
Unrecognized tax benefits reserve | 300 | |||||
Indemnification assets | 300 | |||||
Domestic Tax Authority | ||||||
Income Tax Examination [Line Items] | ||||||
Deferred tax assets, acquired disallowed interest | $ 10,100 |
Taxes on Income- Components of
Taxes on Income- Components of Expense and Earnings (Details) - USD ($) $ in Thousands | 12 Months Ended | ||
Dec. 31, 2022 | Dec. 31, 2021 | Dec. 31, 2020 | |
Current: | |||
Federal | $ (708) | $ 955 | $ (1,359) |
State | 1,450 | 2,115 | 1,171 |
Foreign | 34,735 | 44,375 | 33,173 |
Total current income tax expense | 35,477 | 47,445 | 32,985 |
Deferred: | |||
Federal | (2,798) | (3,863) | (28,437) |
State | (713) | (3,117) | (3,087) |
Foreign | (7,041) | (5,526) | (6,757) |
Total | 24,925 | 34,939 | (5,296) |
Income (Loss) from Continuing Operations before Equity Method Investments, Income Taxes, Noncontrolling Interest [Abstract] | |||
U.S. | (4,933) | 7,263 | (66,585) |
Foreign | 12,051 | 139,728 | 93,724 |
Income before taxes and equity in net income of associated companies | $ 7,118 | $ 146,991 | $ 27,139 |
Taxes on Income - Deferred Tax
Taxes on Income - Deferred Tax Balances (Details) - USD ($) $ in Thousands | Dec. 31, 2022 | Dec. 31, 2021 | Dec. 31, 2020 | Dec. 31, 2019 |
Income Tax Disclosure [Abstract] | ||||
Retirement benefits | $ 8,469 | $ 11,860 | ||
Allowance for credit losses | 2,246 | 2,155 | ||
Insurance and litigation reserves | 716 | 675 | ||
Performance incentives | 3,327 | 2,881 | ||
Equity-based compensation | 2,723 | 1,920 | ||
Prepaid expense | 486 | 460 | ||
Operating loss carryforward | 20,519 | 18,544 | ||
Foreign tax credit and other credits | 5,506 | 16,285 | ||
Interest | 9,928 | 9,940 | ||
Restructuring reserves | 791 | 631 | ||
Right of use lease assets | 8,440 | 8,322 | ||
Inventory reserves | 2,967 | 2,941 | ||
Research and development | 11,936 | 8,832 | ||
Other | 4,307 | 2,846 | ||
Total deferred tax assets, gross | 82,361 | 88,292 | ||
Valuation allowance | (11,730) | (17,400) | $ (21,511) | $ (13,834) |
Total deferred tax assets, net | 70,631 | 70,892 | ||
Depreciation | 11,935 | 11,580 | ||
Foreign pension and other | 2,691 | 2,332 | ||
Intangibles | 182,838 | 197,066 | ||
Lease liabilities | 9,590 | 8,421 | ||
Outside basis in equity investment | 5,886 | 5,999 | ||
Unremitted Earnings | 6,766 | 8,381 | ||
Total deferred tax liabilities | $ 219,706 | $ 233,779 |
Taxes on Income- Valuation Allo
Taxes on Income- Valuation Allowance Rollforward (Details) - USD ($) $ in Thousands | 12 Months Ended | ||
Dec. 31, 2022 | Dec. 31, 2021 | Dec. 31, 2020 | |
Deferred Tax Assets, Valuation Allowance [Roll Forward] | |||
Balance at Beginning of Period | $ 17,400 | $ 21,511 | $ 13,834 |
Purchase Accounting Adjustments | 0 | 0 | 7,148 |
Additional Valuation Allowance | 1,326 | 29 | 2,738 |
Allowance Utilization and Other | (6,789) | (4,470) | (2,153) |
Effect of Exchange Rate Changes | (207) | 330 | (56) |
Balance at End of Period | $ 11,730 | $ 17,400 | $ 21,511 |
Taxes on Income - Net Deferred
Taxes on Income - Net Deferred Balances (Details) - USD ($) $ in Thousands | Dec. 31, 2022 | Dec. 31, 2021 |
Income Tax Disclosure [Abstract] | ||
Deferred tax assets | $ 11,218 | $ 16,138 |
Deferred tax liabilities | 160,294 | 179,025 |
Net deferred tax liability | $ (149,076) | $ (162,887) |
Taxes on Income - Rate Reconcil
Taxes on Income - Rate Reconciliation (Details) - USD ($) $ in Thousands | 12 Months Ended | ||
Dec. 31, 2022 | Dec. 31, 2021 | Dec. 31, 2020 | |
Effective Income Tax Rate Reconciliation, Amount [Abstract] | |||
Income tax provision at the Federal statutory tax rate | $ 1,495 | $ 30,868 | $ 5,699 |
Unremitted earnings | (1,839) | 1,841 | (2,308) |
Tax law changes / reform | 823 | 1,955 | (1,059) |
U.S. tax on foreign operations | 4,864 | 10,479 | 5,140 |
Pension settlement | 0 | 0 | (2,247) |
Foreign derived intangible income | (917) | (8,698) | (7,339) |
Non-deductible acquisition expenses | 45 | 129 | 131 |
Withholding taxes | 7,785 | 6,584 | 7,809 |
Foreign tax credits | (5,850) | (14,725) | (4,699) |
Share-based compensation | 1,234 | 600 | 335 |
Foreign tax rate differential | 4,782 | 1,712 | 332 |
Research and development credit | (1,757) | (1,685) | (1,018) |
Audit Settlements | 2,697 | 1,378 | 807 |
Uncertain tax positions | (6,375) | 519 | 1,990 |
State income tax provisions, net | 432 | (1,446) | (2,245) |
Non-deductible meals and entertainment | 146 | 426 | 290 |
Intercompany transfer of intangible assets | (1,932) | 4,347 | (4,384) |
Goodwill Impairment | 19,550 | 0 | 0 |
Miscellaneous items, net | (258) | 655 | (2,530) |
Total | $ 24,925 | $ 34,939 | $ (5,296) |
Taxes on Income - Uncertain Tax
Taxes on Income - Uncertain Tax Positions - Tabular Reconciliation (Details) - USD ($) $ in Thousands | 12 Months Ended | ||
Dec. 31, 2022 | Dec. 31, 2021 | Dec. 31, 2020 | |
Reconciliation of Unrecognized Tax Benefits, Excluding Amounts Pertaining to Examined Tax Returns [Roll Forward] | |||
Unrecognized tax benefits as of January 1 | $ 22,464 | $ 22,152 | $ 19,097 |
Decrease in unrecognized tax benefits taken in prior periods | (1,174) | ||
Increase in unrecognized tax benefits taken in prior periods | 1,002 | 2,025 | |
Increase in unrecognized tax benefits taken in current period | 953 | 2,915 | 3,095 |
Decrease in unrecognized tax benefits due to lapse of statute of limitations | (2,378) | (1,527) | (2,024) |
Decrease in unrecognized tax benefits due to audit settlements | (2,509) | (1,104) | (1,635) |
Increase in unrecognized tax benefits due to acquisition | 0 | 0 | 597 |
Decrease due to foreign exchange rates | (1,016) | (974) | |
Increase due to foreign exchange rates | 997 | ||
Unrecognized tax benefits as of December 31 | $ 16,340 | $ 22,464 | $ 22,152 |
Earnings Per Share - Basic (Det
Earnings Per Share - Basic (Details) - USD ($) $ / shares in Units, $ in Thousands | 12 Months Ended | ||
Dec. 31, 2022 | Dec. 31, 2021 | Dec. 31, 2020 | |
Earnings Per Share [Abstract] | |||
Net (loss) income attributable to Quaker Chemical Corporation | $ (15,931) | $ 121,369 | $ 39,658 |
Less: loss (income) allocated to participating securities | 92 | (480) | (148) |
Net (loss) income available to common shareholders | $ (15,839) | $ 120,889 | $ 39,510 |
Basic weighted average common shares outstanding (in shares) | 17,841,487 | 17,805,034 | 17,719,792 |
Basic (loss) earnings per common share (in dollars per share) | $ (0.89) | $ 6.79 | $ 2.23 |
Earnings Per Share - Diluted (D
Earnings Per Share - Diluted (Details) - USD ($) $ / shares in Units, $ in Thousands | 12 Months Ended | ||
Dec. 31, 2022 | Dec. 31, 2021 | Dec. 31, 2020 | |
Earnings Per Share [Abstract] | |||
Net (loss) income attributable to Quaker Chemical Corporation | $ (15,931) | $ 121,369 | $ 39,658 |
Less: loss (income) allocated to participating securities | 92 | (479) | (148) |
Net (loss) income available to common shareholders | $ (15,839) | $ 120,890 | $ 39,510 |
Basic weighted average common shares outstanding (in shares) | 17,841,487 | 17,805,034 | 17,719,792 |
Effect of dilutive securities (in shares) | 15,005 | 50,090 | 31,087 |
Diluted weighted average common shares outstanding (in shares) | 17,856,492 | 17,855,124 | 17,750,879 |
Diluted (loss) earnings per common share (in dollars per share) | $ (0.89) | $ 6.77 | $ 2.22 |
Earnings Per Share - Antidiluti
Earnings Per Share - Antidilutive Shares (Details) - shares | 12 Months Ended | ||
Dec. 31, 2022 | Dec. 31, 2021 | Dec. 31, 2020 | |
Earnings Per Share [Abstract] | |||
Antidilutive shares (in shares) | 28,222 | 4,070 | 945 |
Restricted Cash - Narrative (De
Restricted Cash - Narrative (Details) - USD ($) | 1 Months Ended | 12 Months Ended | ||||
Nov. 30, 2020 | Dec. 31, 2020 | Dec. 31, 2020 | Dec. 31, 2022 | Dec. 31, 2021 | Dec. 31, 2019 | |
Cash, Cash Equivalents, Restricted Cash, and Restricted Cash Equivalents [Abstract] | ||||||
Loss contingency, receivable, proceeds | $ 35,000,000 | $ 35,000,000 | ||||
Interest income | $ 100,000 | |||||
Loss contingency accrual payments | 1,000,000 | |||||
Restricted cash included in other assets | $ 0 | $ 0 | $ 0 | $ 0 | $ 19,678,000 |
Restricted Cash - Schedule of C
Restricted Cash - Schedule of Cash, Cash Equivalents, and Restricted Cash (Details) - USD ($) | Dec. 31, 2022 | Dec. 31, 2021 | Dec. 31, 2020 | Dec. 31, 2019 |
Cash, Cash Equivalents, Restricted Cash, and Restricted Cash Equivalents [Abstract] | ||||
Cash and cash equivalents | $ 180,963,000 | $ 165,176,000 | $ 181,833,000 | $ 123,524,000 |
Restricted cash included in other current assets | 0 | 0 | 62,000 | 353,000 |
Restricted cash included in other assets | 0 | 0 | 0 | 19,678,000 |
Cash, cash equivalents and restricted cash | $ 180,963,000 | $ 165,176,000 | $ 181,895,000 | $ 143,555,000 |
Accounts Receivable and Allow_3
Accounts Receivable and Allowance for Credit Losses - Accounts Receivable - Narrative (Details) - USD ($) $ in Millions | Dec. 31, 2022 | Dec. 31, 2021 |
Receivables [Abstract] | ||
Gross trade accounts receivable | $ 486.4 | $ 443 |
Accounts Receivable and Allow_4
Accounts Receivable and Allowance for Credit Losses - Allowance For Doubtful Accounts Rollforward (Details) - USD ($) $ in Thousands | 12 Months Ended | ||
Dec. 31, 2022 | Dec. 31, 2021 | Dec. 31, 2020 | |
Accounts Receivable, Allowance for Credit Loss [Roll Forward] | |||
Balance at Beginning of Period | $ 12,334 | $ 13,145 | $ 11,716 |
Changes to Costs and Expenses | 4,319 | 653 | 3,582 |
Write-Offs Charged to Allowance | (2,441) | (946) | (2,187) |
Exchange Rate Changes and Other Adjustments | (685) | (518) | 34 |
Balance at End of Period | $ 13,527 | $ 12,334 | $ 13,145 |
Inventory (Details)
Inventory (Details) - USD ($) $ in Thousands | Dec. 31, 2022 | Dec. 31, 2021 |
Inventory Disclosure [Abstract] | ||
Raw materials and supplies | $ 151,105 | $ 129,382 |
Work in process, finished goods and reserves | 133,743 | 135,149 |
Total inventories, net | $ 284,848 | $ 264,531 |
Property, Plant and Equipment -
Property, Plant and Equipment - Schedule of Property, Plant and Equipment (Details) - USD ($) $ in Thousands | Dec. 31, 2022 | Dec. 31, 2021 |
Property, Plant and Equipment, Gross [Abstract] | ||
Land | $ 29,010 | $ 30,793 |
Building and improvements | 138,759 | 134,313 |
Machinery and equipment | 240,097 | 252,779 |
Construction in progress | 20,324 | 16,459 |
Property, plant and equipment, at cost | 428,190 | 434,344 |
Less: accumulated depreciation | (229,595) | (236,824) |
Total property, plant and equipment, net | $ 198,595 | $ 197,520 |
Property, Plant and Equipment_2
Property, Plant and Equipment - Narrative (Details) $ in Millions | Dec. 31, 2022 USD ($) |
Property, Plant and Equipment [Abstract] | |
Finance Lease, Right-of-Use Asset, Statement of Financial Position [Extensible Enumeration] | Property, plant and equipment, net |
Finance lease assets | $ 0.6 |
Real estate held-for-sale | $ 0.6 |
Goodwill and Other Intangible_3
Goodwill and Other Intangible Assets - Schedule of Goodwill (Details) - USD ($) $ in Thousands | 12 Months Ended | |
Dec. 31, 2022 | Dec. 31, 2021 | |
Goodwill [Roll Forward] | ||
Goodwill beginning balance | $ 631,194 | $ 631,212 |
Goodwill additions | 2,045 | 8,802 |
Goodwill Impairment | (93,000) | |
Currency translation and other adjustments | (25,231) | (8,820) |
Goodwill ending balance | 515,008 | 631,194 |
Americas | Operating Segments | ||
Goodwill [Roll Forward] | ||
Goodwill beginning balance | 214,023 | 213,242 |
Goodwill additions | 1,853 | 1,490 |
Goodwill Impairment | 0 | |
Currency translation and other adjustments | 23 | (709) |
Goodwill ending balance | 215,899 | 214,023 |
EMEA | Operating Segments | ||
Goodwill [Roll Forward] | ||
Goodwill beginning balance | 135,520 | 140,162 |
Goodwill additions | 251 | 3,380 |
Goodwill Impairment | (93,000) | |
Currency translation and other adjustments | (8,204) | (8,022) |
Goodwill ending balance | 34,567 | 135,520 |
Asia/Pacific | Operating Segments | ||
Goodwill [Roll Forward] | ||
Goodwill beginning balance | 162,458 | 158,090 |
Goodwill additions | 0 | 1,308 |
Goodwill Impairment | 0 | |
Currency translation and other adjustments | (12,083) | 3,060 |
Goodwill ending balance | 150,375 | 162,458 |
Global Specialty Businesses | Operating Segments | ||
Goodwill [Roll Forward] | ||
Goodwill beginning balance | 119,193 | 119,718 |
Goodwill additions | (59) | 2,624 |
Goodwill Impairment | 0 | |
Currency translation and other adjustments | (4,967) | (3,149) |
Goodwill ending balance | $ 114,167 | $ 119,193 |
Goodwill and Other Intangible_4
Goodwill and Other Intangible Assets - Intangible Assets (Details) - USD ($) $ in Thousands | Dec. 31, 2022 | Dec. 31, 2021 |
Finite-Lived Intangible Assets [Line Items] | ||
Gross Carrying Amount | $ 997,740 | $ 1,023,405 |
Accumulated Amortization | 243,957 | 192,505 |
Net Book Value | 753,783 | 830,900 |
Customer lists and rights to sell | ||
Finite-Lived Intangible Assets [Line Items] | ||
Gross Carrying Amount | 831,600 | 853,122 |
Accumulated Amortization | 191,286 | 147,858 |
Net Book Value | 640,314 | 705,264 |
Trademarks, formulations and product technology | ||
Finite-Lived Intangible Assets [Line Items] | ||
Gross Carrying Amount | 158,564 | 163,974 |
Accumulated Amortization | 46,281 | 38,747 |
Net Book Value | 112,283 | 125,227 |
Other | ||
Finite-Lived Intangible Assets [Line Items] | ||
Gross Carrying Amount | 7,576 | 6,309 |
Accumulated Amortization | 6,390 | 5,900 |
Net Book Value | $ 1,186 | $ 409 |
Goodwill and Other Intangible_5
Goodwill and Other Intangible Assets - Narrative (Details) - USD ($) $ in Thousands | 3 Months Ended | 12 Months Ended | ||
Mar. 31, 2020 | Dec. 31, 2022 | Dec. 31, 2021 | Dec. 31, 2020 | |
Goodwill and Intangible Assets Disclosure [Abstract] | ||||
Amortization | $ 57,500 | $ 59,900 | $ 55,900 | |
Indefinite lived intangible assets | 189,100 | |||
Indefinite-lived trademarks | 188,000 | 196,900 | ||
Impairment charges | $ 38,000 | |||
Impairment charges | $ 93,000 | $ 0 | $ 38,000 |
Goodwill and Other Intangible_6
Goodwill and Other Intangible Assets - Future Amortization (Details) $ in Thousands | Dec. 31, 2022 USD ($) |
Finite-Lived Intangible Assets, Net, Amortization Expense, Fiscal Year Maturity [Abstract] | |
For the year ended December 31, 2023 | $ 57,822 |
For the year ended December 31, 2024 | 57,218 |
For the year ended December 31, 2025 | 56,466 |
For the year ended December 31, 2026 | 56,194 |
For the year ended December 31, 2027 | $ 55,897 |
Investment in Associated Comp_2
Investment in Associated Companies - Narrative (Details) - USD ($) | Dec. 31, 2022 | Dec. 31, 2021 | Feb. 28, 2021 |
Schedule of Equity Method Investments [Line Items] | |||
Investments in associated companies | $ 88,234,000 | $ 95,278,000 | |
Nippon Japan | Asia/Pacific | |||
Schedule of Equity Method Investments [Line Items] | |||
Equity method investment, ownership percentage | 50% | ||
Investments in associated companies | $ 6,600,000 | ||
Kelko Panama | Americas | |||
Schedule of Equity Method Investments [Line Items] | |||
Equity method investment, ownership percentage | 50% | ||
Investments in associated companies | $ 600,000 | ||
Grindaix | |||
Schedule of Equity Method Investments [Line Items] | |||
Equity method investment, ownership percentage | 38% | ||
Primex | Americas | |||
Schedule of Equity Method Investments [Line Items] | |||
Equity method investment, ownership percentage | 32% | ||
Investments in associated companies | $ 18,100,000 | ||
Houghton Korea [Member] | Asia/Pacific | |||
Schedule of Equity Method Investments [Line Items] | |||
Equity method investment, ownership percentage | 50% | ||
Investments in associated companies | $ 62,900,000 | ||
Kelko Venezuela [Member] | |||
Schedule of Equity Method Investments [Line Items] | |||
Investments in associated companies | $ 0 | $ 0 | |
Kelko Venezuela [Member] | Americas | |||
Schedule of Equity Method Investments [Line Items] | |||
Equity method investment, ownership percentage | 50% |
Investments in Associated Com_2
Investments in Associated Companies - Summarized Financial Information (Details) - USD ($) $ in Thousands | 12 Months Ended | |||
Dec. 31, 2022 | Dec. 31, 2021 | Dec. 31, 2020 | Feb. 28, 2021 | |
Equity in net income of associated companies | $ 1,965 | $ 9,379 | $ 7,352 | |
Houghton Korea | ||||
Equity in net income of associated companies | 2,644 | 3,808 | 5,241 | |
Nippon Japan | ||||
Equity in net income of associated companies | 323 | 461 | 853 | |
Kelko Panama | ||||
Equity in net income of associated companies | 425 | 154 | 107 | |
Grindaix | ||||
Equity in net income of associated companies | 0 | (37) | 0 | |
Equity method investment, ownership percentage | 38% | |||
Primex | ||||
Equity in net income of associated companies | $ (1,427) | $ 4,993 | $ 1,151 |
Other Non-Current Assets (Detai
Other Non-Current Assets (Details) - USD ($) $ in Thousands | Dec. 31, 2022 | Dec. 31, 2021 |
Business Acquisition [Line Items] | ||
Pension assets (See Note 21) | $ 8,639 | $ 7,916 |
Uncertain tax positions (See Note 10) | 5,803 | 6,931 |
Debt issuance costs (See Note 20) | 4,305 | 4,267 |
Supplemental retirement income program (See Notes 21 and 24) | 2,114 | 2,269 |
Other | 2,969 | 2,946 |
Total other non -current assets | 27,739 | 30,959 |
Houghton | ||
Business Acquisition [Line Items] | ||
Indemnification assets | $ 3,909 | $ 6,630 |
Other Accrued Liabilities (Deta
Other Accrued Liabilities (Details) - USD ($) $ in Thousands | Dec. 31, 2022 | Dec. 31, 2021 |
Accrued Liabilities, Current [Abstract] | ||
Non-income taxes | $ 25,525 | $ 23,725 |
Current income taxes payable (See Note 10) | 12,966 | 16,642 |
Short-term lease liabilities (See Note 6) | 12,024 | 9,976 |
Selling expenses and freight accruals | 9,822 | 11,695 |
Customer advances and sales return reserves | 6,585 | 7,965 |
Professional fees, legal, and acquisition-related accruals | 5,415 | 12,264 |
Accrued interest (See Note 20) | 2,749 | 2,129 |
Interest rate swap (See Note 25) | 0 | 1,782 |
Other | 11,787 | 9,439 |
Total other accrued liabilities | $ 86,873 | $ 95,617 |
Derivative Liability, Current, Statement of Financial Position [Extensible Enumeration] | Total other accrued liabilities | Total other accrued liabilities |
Debt - Schedule of Debt (Detail
Debt - Schedule of Debt (Details) - USD ($) $ in Thousands | Dec. 31, 2022 | Dec. 31, 2021 |
Debt Instrument [Line Items] | ||
Total debt | $ 954,798 | $ 901,348 |
Less: debt issuance costs | (1,992) | (8,001) |
Less: short-term and current portion of long-term debts | (19,245) | (56,935) |
Total long-term debt | $ 933,561 | $ 836,412 |
Original Revolver | ||
Debt Instrument [Line Items] | ||
Interest Rate | 0% | 1.62% |
Total debt | $ 0 | $ 211,955 |
Original U.S. Term Loan | ||
Debt Instrument [Line Items] | ||
Interest Rate | 0% | 1.65% |
Total debt | $ 0 | $ 540,000 |
Original EURO Term Loan | ||
Debt Instrument [Line Items] | ||
Interest Rate | 0% | 1.50% |
Total debt | $ 0 | $ 137,616 |
Amended Revolver | ||
Debt Instrument [Line Items] | ||
Interest Rate | 5.17% | 0% |
Total debt | $ 195,673 | $ 0 |
Amended U.S. Term Loan | ||
Debt Instrument [Line Items] | ||
Interest Rate | 5.70% | 0% |
Total debt | $ 596,250 | $ 0 |
Amended EURO Term Loan | ||
Debt Instrument [Line Items] | ||
Interest Rate | 1.50% | 0% |
Total debt | $ 151,572 | $ 0 |
Industrial development bonds | ||
Debt Instrument [Line Items] | ||
Interest Rate | 5.26% | 5.26% |
Total debt | $ 10,000 | $ 10,000 |
Bank lines of credit and other debt obligations | ||
Debt Instrument [Line Items] | ||
Total debt | $ 1,303 | $ 1,777 |
Debt - Narrative (Details)
Debt - Narrative (Details) - USD ($) $ in Thousands | 1 Months Ended | 12 Months Ended | ||||
Oct. 31, 2022 | Jun. 30, 2022 | Dec. 31, 2022 | Dec. 31, 2021 | Dec. 31, 2020 | Aug. 01, 2019 | |
Debt Instrument [Line Items] | ||||||
Unused borrowing capacity | $ 35,000 | |||||
Letters of credit outstanding amount | 5,000 | |||||
Capitalized debt issuance costs | 23,700 | |||||
Loss on extinguishment of debt | (6,763) | $ 0 | $ 0 | |||
Interest rate swaps | ||||||
Debt Instrument [Line Items] | ||||||
Cash payments from interest rate swaps | $ 200 | |||||
Other Assets | ||||||
Debt Instrument [Line Items] | ||||||
Debt issuance costs | $ 4,300 | |||||
Minimum | ||||||
Debt Instrument [Line Items] | ||||||
Commitment fee percentage | 0.20% | |||||
Maximum | ||||||
Debt Instrument [Line Items] | ||||||
Commitment fee percentage | 0.30% | |||||
Revolving Credit Facility | ||||||
Debt Instrument [Line Items] | ||||||
Credit facilities | $ 400,000 | |||||
Long-term debt, term | 5 years | |||||
Capitalized debt issuance costs | $ 8,300 | |||||
Revolving Credit Facility | Letter of Credit | ||||||
Debt Instrument [Line Items] | ||||||
Unused borrowing capacity | 301,100 | |||||
Original U.S. Term Loan | ||||||
Debt Instrument [Line Items] | ||||||
Credit facilities | 600,000 | |||||
Line of credit facility, current borrowing capacity | 600,000 | |||||
Capitalized debt issuance costs | 15,500 | |||||
Derivative liability, notional amount | $ 170,000 | |||||
Derivative variable interest rate | 1.64% | |||||
Derivative fixed interest rate | 3.10% | |||||
Original EURO Term Loan | ||||||
Debt Instrument [Line Items] | ||||||
Credit facilities | $ 150,000 | |||||
Line of credit facility, current borrowing capacity | $ 150,000 | |||||
Amended EURO Term Loan | ||||||
Debt Instrument [Line Items] | ||||||
Credit facilities | $ 150,000 | |||||
Debt issuance costs | 700 | |||||
Amended U.S. Term Loan | ||||||
Debt Instrument [Line Items] | ||||||
Credit facilities | 600,000 | |||||
Debt issuance costs | 700 | |||||
Amended Revolver | ||||||
Debt Instrument [Line Items] | ||||||
Credit facilities | $ 500,000 | |||||
Credit facility as percentage of consolidated EBITDA | 100% | |||||
Debt issuance costs | $ 2,000 | |||||
Amended Revolver | Other Assets | ||||||
Debt Instrument [Line Items] | ||||||
Debt issuance costs | $ 1,500 | |||||
Amended Credit Facility | ||||||
Debt Instrument [Line Items] | ||||||
Long-term debt, term | 5 years | |||||
Maximum increase in borrowing capacity | $ 300,000 | |||||
Interest rate adjustment | 0.10% | |||||
Maximum amount of dividends and share purchases under covenant | $ 75,000 | |||||
Percentage of dividends and share repurchase of consolidated adjusted EBITDA | 25% | |||||
Debt issuance costs | $ 2,200 | |||||
Loss on extinguishment of debt | $ 6,800 | |||||
Amended Credit Facility | Minimum | ||||||
Debt Instrument [Line Items] | ||||||
Commitment fee percentage | 0.15% | |||||
Amended Credit Facility | Minimum | Alternative currency term rate plus the applicable rate | ||||||
Debt Instrument [Line Items] | ||||||
Variable interest rate | 1.75% | |||||
Amended Credit Facility | Minimum | Term SOFR loans | ||||||
Debt Instrument [Line Items] | ||||||
Variable interest rate | 1% | |||||
Amended Credit Facility | Minimum | Base rate loans rate | ||||||
Debt Instrument [Line Items] | ||||||
Variable interest rate | 0% | |||||
Amended Credit Facility | Maximum | ||||||
Debt Instrument [Line Items] | ||||||
Consolidated net leverage ratio | 2.50 | |||||
Commitment fee percentage | 0.275% | |||||
Amended Credit Facility | Maximum | Alternative currency term rate plus the applicable rate | ||||||
Debt Instrument [Line Items] | ||||||
Variable interest rate | 1% | |||||
Amended Credit Facility | Maximum | Term SOFR loans | ||||||
Debt Instrument [Line Items] | ||||||
Variable interest rate | 1.75% | |||||
Amended Credit Facility | Maximum | Base rate loans rate | ||||||
Debt Instrument [Line Items] | ||||||
Variable interest rate | 0.75% | |||||
Original Revolver | Letter of Credit | ||||||
Debt Instrument [Line Items] | ||||||
Letters of credit outstanding amount | $ 3,000 | |||||
Original Revolver | Maximum | ||||||
Debt Instrument [Line Items] | ||||||
Initial consolidated net debt to consolidated EBITDA ratio | 4 | |||||
Original Credit Facility and the Amended Credit Facility | ||||||
Debt Instrument [Line Items] | ||||||
Weighted average variable interest rate | 3% | |||||
Previous Credit Facility | ||||||
Debt Instrument [Line Items] | ||||||
Weighted average variable interest rate | 4.90% | |||||
Bank lines of credit and other debt obligations | ||||||
Debt Instrument [Line Items] | ||||||
Debt issuance costs | 8,000 | |||||
Bank lines of credit and other debt obligations | Other Assets | ||||||
Debt Instrument [Line Items] | ||||||
Debt issuance costs | 4,300 | |||||
Term loan | Minimum | ||||||
Debt Instrument [Line Items] | ||||||
Percentage of term loan borrowings | 20% | |||||
Industrial Development Bond Due 2028 | ||||||
Debt Instrument [Line Items] | ||||||
Industrial development revenue bond | $ 10,000 | $ 10,000 |
Debt - Debt related expenses in
Debt - Debt related expenses included within Interest expense (Details) - USD ($) $ in Thousands | 12 Months Ended | ||
Dec. 31, 2022 | Dec. 31, 2021 | Dec. 31, 2020 | |
Debt related expenses included within Interest expense: | |||
Interest expense | $ 33,691 | $ 19,089 | $ 23,552 |
Amortization of debt issuance costs | 2,942 | 4,749 | 4,749 |
Total | $ 36,633 | $ 23,838 | $ 28,301 |
Debt - Maturity Schedules (Deta
Debt - Maturity Schedules (Details) $ in Thousands | Dec. 31, 2022 USD ($) |
Long-term Debt, Fiscal Year Maturity [Abstract] | |
For the year ended December 31, 2023 | $ 19,063 |
For the year ended December 31, 2024 | 23,740 |
For the year ended December 31, 2025 | 37,745 |
For the year ended December 31, 2026 | 37,705 |
For the year ended December 31, 2027 | 825,964 |
Total maturities on debt in the next five fiscal years | $ 944,217 |
Pension and Other Post Retire_2
Pension and Other Post Retirement Benefits - Change In Benefit Obligation and Plan Assets (Details) - USD ($) $ in Thousands | 12 Months Ended | ||
Dec. 31, 2022 | Dec. 31, 2021 | Dec. 31, 2020 | |
Change in benefit obligation | |||
Employee contributions | $ 20 | $ 71 | |
Benefits paid | (11,181) | (11,934) | |
Change in plan assets | |||
Fair value of plan assets at beginning of year | 294,566 | 302,270 | |
Actual return on plan assets | (80,267) | 8,116 | |
Employer contributions | 5,861 | 6,352 | |
Employee contributions | 20 | 71 | |
Plan settlements | (1,726) | (541) | |
Benefits paid | (11,181) | (11,934) | |
Plan expenses and premiums paid | (66) | (74) | |
Currency translation adjustment | (17,672) | (9,694) | |
Fair value of plan assets at end of year | 189,535 | 294,566 | $ 302,270 |
Amounts recognized in the balance sheet consist of: | |||
Non-current assets | 8,639 | 7,916 | |
Current liabilities | (1,560) | (1,548) | |
Non-current liabilities | (28,765) | (45,984) | |
Pension Benefits | |||
Change in benefit obligation | |||
Gross benefit obligation at beginning of year | 332,172 | 357,644 | |
Service cost | 512 | 1,245 | 4,831 |
Interest cost | 5,224 | 4,331 | 6,339 |
Employee contributions | 20 | 71 | |
Effect of plan amendments | 303 | 0 | |
Curtailment gain | 207 | 0 | |
Plan settlements | (1,726) | (541) | |
Benefits paid | (11,181) | (11,933) | |
Plan expenses and premiums paid | (66) | (74) | |
Transfer in of business acquisition | 0 | 231 | |
Actuarial (gain) loss | (97,932) | (7,929) | |
Translation differences and other | (17,893) | (10,873) | |
Gross benefit obligation at end of year | 209,640 | 332,172 | 357,644 |
Change in plan assets | |||
Employee contributions | 20 | 71 | |
Benefits paid | (11,181) | (11,933) | |
Net benefit obligation recognized | (20,105) | (37,606) | |
Amounts recognized in the balance sheet consist of: | |||
Non-current assets | 8,639 | 7,916 | |
Current liabilities | (1,338) | (1,328) | |
Non-current liabilities | (27,406) | (44,194) | |
Net benefit obligation recognized | (20,105) | (37,606) | |
Prior service (cost) credit | (369) | 21 | |
Accumulated (loss) gain | (7,855) | (28,926) | |
AOCI | (8,224) | (28,905) | |
Cumulative employer contributions in excess of or (below) net periodic benefit cost | (11,881) | (8,701) | |
Other Postretirement Benefits | |||
Change in benefit obligation | |||
Curtailment gain | 0 | ||
U.S. | |||
Change in benefit obligation | |||
Employee contributions | 0 | 0 | |
Benefits paid | (5,838) | (5,065) | |
Change in plan assets | |||
Fair value of plan assets at beginning of year | 77,680 | 73,481 | |
Actual return on plan assets | (14,871) | 7,201 | |
Employer contributions | 2,620 | 2,063 | |
Employee contributions | 0 | 0 | |
Plan settlements | 0 | 0 | |
Benefits paid | (5,838) | (5,065) | |
Plan expenses and premiums paid | 0 | 0 | |
Currency translation adjustment | 0 | 0 | |
Fair value of plan assets at end of year | 59,591 | 77,680 | 73,481 |
U.S. | Pension Benefits | |||
Change in benefit obligation | |||
Gross benefit obligation at beginning of year | 103,420 | 109,969 | |
Service cost | 47 | 547 | 491 |
Interest cost | 2,145 | 1,737 | 2,923 |
Employee contributions | 0 | 0 | |
Effect of plan amendments | 0 | 0 | |
Curtailment gain | 0 | 0 | |
Plan settlements | 0 | 0 | |
Benefits paid | (5,838) | (5,064) | |
Plan expenses and premiums paid | 0 | 0 | |
Transfer in of business acquisition | 0 | 0 | |
Actuarial (gain) loss | (20,688) | (3,769) | |
Translation differences and other | 0 | 0 | |
Gross benefit obligation at end of year | 79,086 | 103,420 | 109,969 |
Change in plan assets | |||
Employee contributions | 0 | 0 | |
Benefits paid | (5,838) | (5,064) | |
Net benefit obligation recognized | (19,495) | (25,740) | |
Amounts recognized in the balance sheet consist of: | |||
Non-current assets | 0 | 0 | |
Current liabilities | (1,128) | (1,137) | |
Non-current liabilities | (18,367) | (24,603) | |
Net benefit obligation recognized | (19,495) | (25,740) | |
Prior service (cost) credit | (36) | 43 | |
Accumulated (loss) gain | 2,532 | (9,763) | |
AOCI | 2,496 | (9,720) | |
Cumulative employer contributions in excess of or (below) net periodic benefit cost | (21,991) | (16,020) | |
U.S. | Other Postretirement Benefits | |||
Change in benefit obligation | |||
Gross benefit obligation at beginning of year | 2,010 | 3,234 | |
Service cost | 0 | 1 | 5 |
Interest cost | 37 | 27 | 77 |
Employee contributions | 0 | 0 | |
Effect of plan amendments | (2) | (78) | |
Curtailment gain | 0 | ||
Plan settlements | 0 | 0 | |
Benefits paid | (176) | (182) | |
Plan expenses and premiums paid | 0 | 0 | |
Transfer in of business acquisition | 0 | 0 | |
Actuarial (gain) loss | (263) | (992) | |
Translation differences and other | 0 | 0 | |
Gross benefit obligation at end of year | 1,606 | 2,010 | 3,234 |
Change in plan assets | |||
Fair value of plan assets at beginning of year | 0 | 0 | |
Actual return on plan assets | 0 | 0 | |
Employer contributions | 176 | 182 | |
Employee contributions | 0 | 0 | |
Plan settlements | 0 | 0 | |
Benefits paid | (176) | (182) | |
Plan expenses and premiums paid | 0 | 0 | |
Currency translation adjustment | 0 | 0 | |
Fair value of plan assets at end of year | 0 | 0 | 0 |
Net benefit obligation recognized | (1,606) | (2,010) | |
Amounts recognized in the balance sheet consist of: | |||
Non-current assets | 0 | 0 | |
Current liabilities | (222) | (220) | |
Non-current liabilities | (1,384) | (1,790) | |
Net benefit obligation recognized | (1,606) | (2,010) | |
Prior service (cost) credit | 16 | 46 | |
Accumulated (loss) gain | 1,218 | 1,034 | |
AOCI | 1,234 | 1,080 | |
Cumulative employer contributions in excess of or (below) net periodic benefit cost | (2,840) | (3,090) | |
Foreign | |||
Change in benefit obligation | |||
Employee contributions | 20 | 71 | |
Benefits paid | (5,343) | (6,869) | |
Change in plan assets | |||
Fair value of plan assets at beginning of year | 216,886 | 228,789 | |
Actual return on plan assets | (65,396) | 915 | |
Employer contributions | 3,241 | 4,289 | |
Employee contributions | 20 | 71 | |
Plan settlements | (1,726) | (541) | |
Benefits paid | (5,343) | (6,869) | |
Plan expenses and premiums paid | (66) | (74) | |
Currency translation adjustment | (17,672) | (9,694) | |
Fair value of plan assets at end of year | 129,944 | 216,886 | 228,789 |
Foreign | Pension Benefits | |||
Change in benefit obligation | |||
Gross benefit obligation at beginning of year | 228,752 | 247,675 | |
Service cost | 465 | 698 | 4,340 |
Interest cost | 3,079 | 2,594 | 3,416 |
Employee contributions | 20 | 71 | |
Effect of plan amendments | 303 | 0 | |
Curtailment gain | 207 | 0 | |
Plan settlements | (1,726) | (541) | |
Benefits paid | (5,343) | (6,869) | |
Plan expenses and premiums paid | (66) | (74) | |
Transfer in of business acquisition | 0 | 231 | |
Actuarial (gain) loss | (77,244) | (4,160) | |
Translation differences and other | (17,893) | (10,873) | |
Gross benefit obligation at end of year | 130,554 | 228,752 | $ 247,675 |
Change in plan assets | |||
Employee contributions | 20 | 71 | |
Benefits paid | (5,343) | (6,869) | |
Net benefit obligation recognized | (610) | (11,866) | |
Amounts recognized in the balance sheet consist of: | |||
Non-current assets | 8,639 | 7,916 | |
Current liabilities | (210) | (191) | |
Non-current liabilities | (9,039) | (19,591) | |
Net benefit obligation recognized | (610) | (11,866) | |
Prior service (cost) credit | (333) | (22) | |
Accumulated (loss) gain | (10,387) | (19,163) | |
AOCI | (10,720) | (19,185) | |
Cumulative employer contributions in excess of or (below) net periodic benefit cost | $ 10,110 | $ 7,319 |
Pension and Other Postretirem_2
Pension and Other Postretirement Benefits - Narrative (Details) - USD ($) | 3 Months Ended | 12 Months Ended | ||||
Sep. 30, 2020 | Mar. 31, 2020 | Dec. 31, 2022 | Dec. 31, 2021 | Dec. 31, 2020 | Jan. 01, 2020 | |
Defined Benefit Plan Disclosure [Line Items] | ||||||
Prior service cost charge | $ 1,800,000 | |||||
Defined benefit plan premium refund | $ 1,600,000 | $ 1,600,000 | ||||
Non-cash pension settlement charge | $ 22,700,000 | |||||
Defined Benefit Plan, Net Periodic Benefit (Cost) Credit, Settlement and Curtailment Gain (Loss), Statement of Income or Comprehensive Income [Extensible Enumeration] | Other (expense) income, net | |||||
Pension and other postretirement benefits | $ (7,964,000) | $ (6,330,000) | 16,535,000 | |||
Total contribution amount | 7,200,000 | 4,800,000 | 5,700,000 | |||
Pension Benefits | ||||||
Defined Benefit Plan Disclosure [Line Items] | ||||||
Accumulated benefit obligation | 204,500,000 | 321,500,000 | ||||
Pension and other postretirement benefits | (1,118,000) | 572,000 | 26,351,000 | |||
Pension Benefits | Cleveland Bakers and Teamsters Pension Fund | ||||||
Defined Benefit Plan Disclosure [Line Items] | ||||||
Multiemployer plan liabilities | 0 | $ 583,000,000 | ||||
Multiemployer plan pension assets | 427,000,000 | |||||
Multiemployer plan contributions | 100,000 | |||||
Pension Benefits | U.S. | ||||||
Defined Benefit Plan Disclosure [Line Items] | ||||||
Accumulated benefit obligation | 79,100,000 | 103,400,000 | ||||
Pension and other postretirement benefits | (987,000) | 932,000 | 23,381,000 | |||
Pension Benefits | Foreign | ||||||
Defined Benefit Plan Disclosure [Line Items] | ||||||
Accumulated benefit obligation | 125,400,000 | 218,100,000 | ||||
Pension and other postretirement benefits | $ (131,000) | $ (360,000) | 2,970,000 | |||
Commingled funds measured at NAV | Defined Benefit Plan, Equity Securities | ||||||
Defined Benefit Plan Disclosure [Line Items] | ||||||
Investments percentage | 34% | 35% | ||||
Commingled funds measured at NAV | Fixed Income Securities | ||||||
Defined Benefit Plan Disclosure [Line Items] | ||||||
Investments percentage | 50% | 51% | ||||
Commingled funds measured at NAV | Other Debt Obligations | ||||||
Defined Benefit Plan Disclosure [Line Items] | ||||||
Investments percentage | 16% | 14% | ||||
Pooled separate accounts | Defined Benefit Plan, Equity Securities | ||||||
Defined Benefit Plan Disclosure [Line Items] | ||||||
Investments percentage | 35% | |||||
Pooled separate accounts | Fixed Income Securities | ||||||
Defined Benefit Plan Disclosure [Line Items] | ||||||
Investments percentage | 65% | |||||
Diversified investment fund - registered investment companies measured at NAV | Defined Benefit Plan, Equity Securities | ||||||
Defined Benefit Plan Disclosure [Line Items] | ||||||
Investments percentage | 62% | |||||
Diversified investment fund - registered investment companies measured at NAV | Fixed Income Securities | ||||||
Defined Benefit Plan Disclosure [Line Items] | ||||||
Investments percentage | 20% | |||||
Diversified investment fund - registered investment companies measured at NAV | Other Debt Obligations | ||||||
Defined Benefit Plan Disclosure [Line Items] | ||||||
Investments percentage | 18% | |||||
Supplemental Retirement Benefits Plan | U.S. | ||||||
Defined Benefit Plan Disclosure [Line Items] | ||||||
Pension and other postretirement benefits | $ 700,000 | $ 3,000,000 | $ 2,500,000 | |||
Other Pension Plan | ||||||
Defined Benefit Plan Disclosure [Line Items] | ||||||
Total contribution amount | $ 1,000,000 |
Pension and Other Postretirem_3
Pension and Other Postretirement Benefits - Information About Accumulated and Projected Benefit Obligations In Excess of Plan Assets (Details) - Pension Benefits - USD ($) $ in Thousands | Dec. 31, 2022 | Dec. 31, 2021 |
Defined Benefit Plan, Plan with Accumulated Benefit Obligation in Excess of Plan Assets [Abstract] | ||
Accumulated benefit obligation | $ 85,069 | $ 231,688 |
Fair value of plan assets | 61,433 | 196,861 |
Defined Benefit Plan, Pension Plan with Project Benefit Obligation in Excess of Plan Assets [Abstract] | ||
Projected benefit obligation | 150,404 | 242,383 |
Fair value of plan assets | 121,396 | 196,861 |
U.S. | ||
Defined Benefit Plan, Plan with Accumulated Benefit Obligation in Excess of Plan Assets [Abstract] | ||
Accumulated benefit obligation | 79,086 | 103,420 |
Fair value of plan assets | 59,591 | 77,680 |
Defined Benefit Plan, Pension Plan with Project Benefit Obligation in Excess of Plan Assets [Abstract] | ||
Projected benefit obligation | 79,086 | 103,420 |
Fair value of plan assets | 59,591 | 77,680 |
Foreign | ||
Defined Benefit Plan, Plan with Accumulated Benefit Obligation in Excess of Plan Assets [Abstract] | ||
Accumulated benefit obligation | 5,983 | 128,268 |
Fair value of plan assets | 1,842 | 119,181 |
Defined Benefit Plan, Pension Plan with Project Benefit Obligation in Excess of Plan Assets [Abstract] | ||
Projected benefit obligation | 71,318 | 138,963 |
Fair value of plan assets | $ 61,805 | $ 119,181 |
Pension and Other Postretirem_4
Pension and Other Postretirement Benefits - Net Periodic Benefit Cost and Changes in Other Comprehensive Income (Details) - USD ($) $ in Thousands | 12 Months Ended | ||
Dec. 31, 2022 | Dec. 31, 2021 | Dec. 31, 2020 | |
Defined Benefit Plan, Net Periodic Benefit Cost (Credit) [Abstract] | |||
Net periodic benefit costs | $ (7,964) | $ (6,330) | $ 16,535 |
Pension Benefits | |||
Defined Benefit Plan, Net Periodic Benefit Cost (Credit) [Abstract] | |||
Service cost | 512 | 1,245 | 4,831 |
Interest cost | 5,224 | 4,331 | 6,339 |
Expected return on plan assets | (7,981) | (8,297) | (9,072) |
Settlement loss (gain) | (71) | 35 | 22,579 |
Curtailment charge | 207 | 0 | (1,155) |
Actuarial loss amortization | 981 | 3,248 | 2,996 |
Prior service cost (credit) amortization | 10 | 10 | (167) |
Net periodic benefit costs | (1,118) | 572 | 26,351 |
Defined Benefit Plan, Amounts Recognized in Other Comprehensive Income (Loss) [Abstract] | |||
Net (gain) loss arising during period | (10,563) | (836) | (58) |
Settlement loss | (323) | (2,335) | (22,706) |
Prior service (cost) credit | 296 | (7) | 1,375 |
Actuarial gain amortization | 660 | (7,879) | 3,209 |
Curtailment Recognition | (3) | (3) | (3) |
Effect of exchange rates on amounts included in AOCI | (1,169) | (1,390) | 1,535 |
Total recognized in other comprehensive (income) loss | (11,102) | (12,450) | (16,648) |
Total recognized in net periodic benefit cost and other comprehensive (income) loss | (12,220) | (11,878) | 9,703 |
Foreign | Pension Benefits | |||
Defined Benefit Plan, Net Periodic Benefit Cost (Credit) [Abstract] | |||
Service cost | 465 | 698 | 4,340 |
Interest cost | 3,079 | 2,594 | 3,416 |
Expected return on plan assets | (4,472) | (4,686) | (4,262) |
Settlement loss (gain) | (71) | 35 | (88) |
Curtailment charge | 207 | 0 | (1,155) |
Actuarial loss amortization | 658 | 996 | 886 |
Prior service cost (credit) amortization | 3 | 3 | (167) |
Net periodic benefit costs | (131) | (360) | 2,970 |
Defined Benefit Plan, Amounts Recognized in Other Comprehensive Income (Loss) [Abstract] | |||
Net (gain) loss arising during period | (7,008) | (388) | (1,594) |
Settlement loss | 0 | (83) | (39) |
Prior service (cost) credit | 303 | 0 | 1,325 |
Actuarial gain amortization | (587) | (954) | (758) |
Curtailment Recognition | (3) | (3) | (3) |
Effect of exchange rates on amounts included in AOCI | (1,169) | (1,390) | 1,535 |
Total recognized in other comprehensive (income) loss | (8,464) | (2,818) | 466 |
Total recognized in net periodic benefit cost and other comprehensive (income) loss | (8,595) | (3,178) | 3,436 |
U.S. | Pension Benefits | |||
Defined Benefit Plan, Net Periodic Benefit Cost (Credit) [Abstract] | |||
Service cost | 47 | 547 | 491 |
Interest cost | 2,145 | 1,737 | 2,923 |
Expected return on plan assets | (3,509) | (3,611) | (4,810) |
Settlement loss (gain) | 0 | 0 | 22,667 |
Curtailment charge | 0 | 0 | 0 |
Actuarial loss amortization | 323 | 2,252 | 2,110 |
Prior service cost (credit) amortization | 7 | 7 | 0 |
Net periodic benefit costs | (987) | 932 | 23,381 |
Defined Benefit Plan, Amounts Recognized in Other Comprehensive Income (Loss) [Abstract] | |||
Net (gain) loss arising during period | (3,555) | (448) | 1,536 |
Settlement loss | (323) | (2,252) | (22,667) |
Prior service (cost) credit | (7) | (7) | 50 |
Actuarial gain amortization | 1,247 | (6,925) | 3,967 |
Curtailment Recognition | 0 | 0 | 0 |
Effect of exchange rates on amounts included in AOCI | 0 | 0 | 0 |
Total recognized in other comprehensive (income) loss | (2,638) | (9,632) | (17,114) |
Total recognized in net periodic benefit cost and other comprehensive (income) loss | (3,625) | (8,700) | 6,267 |
U.S. | Other Postretirement Benefits | |||
Defined Benefit Plan, Net Periodic Benefit Cost (Credit) [Abstract] | |||
Service cost | 0 | 1 | 5 |
Interest cost | 37 | 27 | 77 |
Actuarial loss amortization | 79 | 82 | 5 |
Prior service cost (credit) amortization | 32 | 31 | 0 |
Net periodic benefit costs | (74) | (85) | 77 |
Defined Benefit Plan, Amounts Recognized in Other Comprehensive Income (Loss) [Abstract] | |||
Net (gain) loss arising during period | 263 | 992 | 864 |
Prior service (cost) credit | (2) | (78) | 0 |
Prior service credit | 32 | 31 | 0 |
Actuarial gain amortization | 79 | 82 | 5 |
Total recognized in other comprehensive (income) loss | (154) | (957) | (859) |
Total recognized in net periodic benefit cost and other comprehensive (income) loss | $ (228) | $ (1,042) | $ (782) |
Pension and Other Postretirem_5
Pension and Other Postretirement Benefits - Assumptions Used in Determining Benefit Obligations and Net Periodic Pension Costs (Details) | 12 Months Ended | ||
Dec. 31, 2022 | Dec. 31, 2021 | Dec. 31, 2020 | |
Defined Benefit Plan, Assumed Health Care Cost Trend Rates [Abstract] | |||
Health care cost trend rate for next year | 5.60% | 5.65% | 5.70% |
Rate to which the cost trend rate is assumed to decline (the ultimate trend rate) | 4% | 4% | 4.50% |
Year that the rate reaches the ultimate trend rate | 2047 | 2046 | 2037 |
U.S. | Pension Benefits | |||
Defined Benefit Plan, Weighted Average Assumptions Used in Calculating Benefit Obligation [Abstract] | |||
Discount rate | 5.21% | 2.58% | |
Defined Benefit Plan, Weighted Average Assumptions Used in Calculating Net Periodic Benefit Cost [Abstract] | |||
Discount rate | 2.67% | 2.67% | 3.11% |
Expected long-term return on plan assets | 5.75% | 5.75% | 6.50% |
Rate of compensation increase | 6% | 6% | |
U.S. | Other Postretirement Benefits | |||
Defined Benefit Plan, Weighted Average Assumptions Used in Calculating Benefit Obligation [Abstract] | |||
Discount rate | 5.14% | 2.45% | |
Defined Benefit Plan, Weighted Average Assumptions Used in Calculating Net Periodic Benefit Cost [Abstract] | |||
Discount rate | 2.45% | 1.90% | 2.99% |
Foreign | Pension Benefits | |||
Defined Benefit Plan, Weighted Average Assumptions Used in Calculating Benefit Obligation [Abstract] | |||
Discount rate | 6.29% | 1.71% | |
Rate of compensation increase | 3.93% | 2.21% | |
Defined Benefit Plan, Weighted Average Assumptions Used in Calculating Net Periodic Benefit Cost [Abstract] | |||
Discount rate | 3.97% | 1.38% | 2.30% |
Expected long-term return on plan assets | 2.26% | 2.06% | 2.20% |
Rate of compensation increase | 3.21% | 2.52% | 2.79% |
Pension and Other Postretirem_6
Pension and Other Postretirement Benefits - Asset Allocations (Details) - Pension Benefits | Dec. 31, 2022 | Dec. 31, 2021 |
U.S. | ||
Defined Benefit Plan Disclosure [Line Items] | ||
Target Plan Asset Allocations | 100% | |
Actual Plan Asset Allocations | 100% | 100% |
U.S. | Equity securities | ||
Defined Benefit Plan Disclosure [Line Items] | ||
Target Plan Asset Allocations | 32% | |
Actual Plan Asset Allocations | 32% | 46% |
U.S. | Debt securities | ||
Defined Benefit Plan Disclosure [Line Items] | ||
Target Plan Asset Allocations | 60% | |
Actual Plan Asset Allocations | 60% | 48% |
U.S. | Other | ||
Defined Benefit Plan Disclosure [Line Items] | ||
Target Plan Asset Allocations | 8% | |
Actual Plan Asset Allocations | 8% | 6% |
Foreign | ||
Defined Benefit Plan Disclosure [Line Items] | ||
Target Plan Asset Allocations | 100% | |
Actual Plan Asset Allocations | 100% | 100% |
Foreign | Equity securities | ||
Defined Benefit Plan Disclosure [Line Items] | ||
Target Plan Asset Allocations | 15% | |
Actual Plan Asset Allocations | 8% | 36% |
Foreign | Debt securities | ||
Defined Benefit Plan Disclosure [Line Items] | ||
Target Plan Asset Allocations | 79% | |
Actual Plan Asset Allocations | 79% | 43% |
Foreign | Other | ||
Defined Benefit Plan Disclosure [Line Items] | ||
Target Plan Asset Allocations | 6% | |
Actual Plan Asset Allocations | 13% | 21% |
Pension and Other Postretirem_7
Pension and Other Postretirement Benefits - Fair Value Hierarchy - Assets (Details) - USD ($) $ in Thousands | Dec. 31, 2022 | Dec. 31, 2021 | Dec. 31, 2020 |
Defined Benefit Plan Disclosure [Line Items] | |||
Fair value of plan assets | $ 189,535 | $ 294,566 | $ 302,270 |
Level 3 | |||
Defined Benefit Plan Disclosure [Line Items] | |||
Fair value of plan assets | 68,865 | 118,053 | 133,333 |
Real estate | Level 3 | |||
Defined Benefit Plan Disclosure [Line Items] | |||
Fair value of plan assets | 8,902 | 11,547 | 9,775 |
Insurance contract | Level 3 | |||
Defined Benefit Plan Disclosure [Line Items] | |||
Fair value of plan assets | 59,963 | 99,527 | 112,920 |
Other - alternative investments | Level 3 | |||
Defined Benefit Plan Disclosure [Line Items] | |||
Fair value of plan assets | 0 | 6,979 | 10,638 |
U.S. | |||
Defined Benefit Plan Disclosure [Line Items] | |||
Fair value of plan assets | 59,591 | 77,680 | 73,481 |
Foreign | |||
Defined Benefit Plan Disclosure [Line Items] | |||
Fair value of plan assets | 129,944 | 216,886 | $ 228,789 |
Fair Value, Recurring | |||
Defined Benefit Plan Disclosure [Line Items] | |||
Fair value of plan assets | 189,535 | 294,566 | |
Fair Value, Recurring | Fair Value, Inputs, Level 1, 2 and 3 | |||
Defined Benefit Plan Disclosure [Line Items] | |||
Fair value of plan assets | 187,693 | 242,694 | |
Fair Value, Recurring | Level 1 | |||
Defined Benefit Plan Disclosure [Line Items] | |||
Fair value of plan assets | 4,923 | 1,989 | |
Fair Value, Recurring | Level 2 | |||
Defined Benefit Plan Disclosure [Line Items] | |||
Fair value of plan assets | 113,905 | 122,652 | |
Fair Value, Recurring | Level 3 | |||
Defined Benefit Plan Disclosure [Line Items] | |||
Fair value of plan assets | 68,865 | 118,053 | |
Fair Value, Recurring | Measured at NAV | |||
Defined Benefit Plan Disclosure [Line Items] | |||
Fair value of plan assets | 1,842 | 51,872 | |
Fair Value, Recurring | U.S. | |||
Defined Benefit Plan Disclosure [Line Items] | |||
Fair value of plan assets | 59,591 | 77,680 | |
Fair Value, Recurring | U.S. | Fair Value, Inputs, Level 1, 2 and 3 | |||
Defined Benefit Plan Disclosure [Line Items] | |||
Fair value of plan assets | 59,591 | 77,680 | |
Fair Value, Recurring | U.S. | Level 1 | |||
Defined Benefit Plan Disclosure [Line Items] | |||
Fair value of plan assets | 0 | 0 | |
Fair Value, Recurring | U.S. | Level 2 | |||
Defined Benefit Plan Disclosure [Line Items] | |||
Fair value of plan assets | 54,596 | 72,721 | |
Fair Value, Recurring | U.S. | Level 3 | |||
Defined Benefit Plan Disclosure [Line Items] | |||
Fair value of plan assets | 4,995 | 4,959 | |
Fair Value, Recurring | U.S. | Pooled separate accounts | Fair Value, Inputs, Level 1, 2 and 3 | |||
Defined Benefit Plan Disclosure [Line Items] | |||
Fair value of plan assets | 54,596 | 72,721 | |
Fair Value, Recurring | U.S. | Pooled separate accounts | Level 1 | |||
Defined Benefit Plan Disclosure [Line Items] | |||
Fair value of plan assets | 0 | 0 | |
Fair Value, Recurring | U.S. | Pooled separate accounts | Level 2 | |||
Defined Benefit Plan Disclosure [Line Items] | |||
Fair value of plan assets | 54,596 | 72,721 | |
Fair Value, Recurring | U.S. | Pooled separate accounts | Level 3 | |||
Defined Benefit Plan Disclosure [Line Items] | |||
Fair value of plan assets | 0 | 0 | |
Fair Value, Recurring | U.S. | Real estate | Fair Value, Inputs, Level 1, 2 and 3 | |||
Defined Benefit Plan Disclosure [Line Items] | |||
Fair value of plan assets | 4,995 | 4,959 | |
Fair Value, Recurring | U.S. | Real estate | Level 1 | |||
Defined Benefit Plan Disclosure [Line Items] | |||
Fair value of plan assets | 0 | 0 | |
Fair Value, Recurring | U.S. | Real estate | Level 2 | |||
Defined Benefit Plan Disclosure [Line Items] | |||
Fair value of plan assets | 0 | 0 | |
Fair Value, Recurring | U.S. | Real estate | Level 3 | |||
Defined Benefit Plan Disclosure [Line Items] | |||
Fair value of plan assets | 4,995 | 4,959 | |
Fair Value, Recurring | Foreign | |||
Defined Benefit Plan Disclosure [Line Items] | |||
Fair value of plan assets | 129,944 | 216,886 | |
Fair Value, Recurring | Foreign | Fair Value, Inputs, Level 1, 2 and 3 | |||
Defined Benefit Plan Disclosure [Line Items] | |||
Fair value of plan assets | 128,102 | 165,014 | |
Fair Value, Recurring | Foreign | Level 1 | |||
Defined Benefit Plan Disclosure [Line Items] | |||
Fair value of plan assets | 4,923 | 1,989 | |
Fair Value, Recurring | Foreign | Level 2 | |||
Defined Benefit Plan Disclosure [Line Items] | |||
Fair value of plan assets | 59,309 | 49,931 | |
Fair Value, Recurring | Foreign | Level 3 | |||
Defined Benefit Plan Disclosure [Line Items] | |||
Fair value of plan assets | 63,870 | 113,094 | |
Fair Value, Recurring | Foreign | Real estate | Fair Value, Inputs, Level 1, 2 and 3 | |||
Defined Benefit Plan Disclosure [Line Items] | |||
Fair value of plan assets | 3,907 | 6,588 | |
Fair Value, Recurring | Foreign | Real estate | Level 1 | |||
Defined Benefit Plan Disclosure [Line Items] | |||
Fair value of plan assets | 0 | 0 | |
Fair Value, Recurring | Foreign | Real estate | Level 2 | |||
Defined Benefit Plan Disclosure [Line Items] | |||
Fair value of plan assets | 0 | 0 | |
Fair Value, Recurring | Foreign | Real estate | Level 3 | |||
Defined Benefit Plan Disclosure [Line Items] | |||
Fair value of plan assets | 3,907 | 6,588 | |
Fair Value, Recurring | Foreign | Cash and cash equivalents | Fair Value, Inputs, Level 1, 2 and 3 | |||
Defined Benefit Plan Disclosure [Line Items] | |||
Fair value of plan assets | 4,923 | 1,989 | |
Fair Value, Recurring | Foreign | Cash and cash equivalents | Level 1 | |||
Defined Benefit Plan Disclosure [Line Items] | |||
Fair value of plan assets | 4,923 | 1,989 | |
Fair Value, Recurring | Foreign | Cash and cash equivalents | Level 2 | |||
Defined Benefit Plan Disclosure [Line Items] | |||
Fair value of plan assets | 0 | 0 | |
Fair Value, Recurring | Foreign | Cash and cash equivalents | Level 3 | |||
Defined Benefit Plan Disclosure [Line Items] | |||
Fair value of plan assets | 0 | 0 | |
Fair Value, Recurring | Foreign | Insurance contract | Fair Value, Inputs, Level 1, 2 and 3 | |||
Defined Benefit Plan Disclosure [Line Items] | |||
Fair value of plan assets | 59,963 | 99,527 | |
Fair Value, Recurring | Foreign | Insurance contract | Level 1 | |||
Defined Benefit Plan Disclosure [Line Items] | |||
Fair value of plan assets | 0 | 0 | |
Fair Value, Recurring | Foreign | Insurance contract | Level 2 | |||
Defined Benefit Plan Disclosure [Line Items] | |||
Fair value of plan assets | 0 | 0 | |
Fair Value, Recurring | Foreign | Insurance contract | Level 3 | |||
Defined Benefit Plan Disclosure [Line Items] | |||
Fair value of plan assets | 59,963 | 99,527 | |
Fair Value, Recurring | Foreign | Diversified equity securities - registered investment companies | Fair Value, Inputs, Level 1, 2 and 3 | |||
Defined Benefit Plan Disclosure [Line Items] | |||
Fair value of plan assets | 5,211 | 10,999 | |
Fair Value, Recurring | Foreign | Diversified equity securities - registered investment companies | Level 1 | |||
Defined Benefit Plan Disclosure [Line Items] | |||
Fair value of plan assets | 0 | 0 | |
Fair Value, Recurring | Foreign | Diversified equity securities - registered investment companies | Level 2 | |||
Defined Benefit Plan Disclosure [Line Items] | |||
Fair value of plan assets | 5,211 | 10,999 | |
Fair Value, Recurring | Foreign | Diversified equity securities - registered investment companies | Level 3 | |||
Defined Benefit Plan Disclosure [Line Items] | |||
Fair value of plan assets | 0 | 0 | |
Fair Value, Recurring | Foreign | Fixed income – foreign registered investment companies | Fair Value, Inputs, Level 1, 2 and 3 | |||
Defined Benefit Plan Disclosure [Line Items] | |||
Fair value of plan assets | 54,098 | 3,593 | |
Fair Value, Recurring | Foreign | Fixed income – foreign registered investment companies | Level 1 | |||
Defined Benefit Plan Disclosure [Line Items] | |||
Fair value of plan assets | 0 | 0 | |
Fair Value, Recurring | Foreign | Fixed income – foreign registered investment companies | Level 2 | |||
Defined Benefit Plan Disclosure [Line Items] | |||
Fair value of plan assets | 54,098 | 3,593 | |
Fair Value, Recurring | Foreign | Fixed income – foreign registered investment companies | Level 3 | |||
Defined Benefit Plan Disclosure [Line Items] | |||
Fair value of plan assets | 0 | 0 | |
Fair Value, Recurring | Foreign | Fixed income government securities | Fair Value, Inputs, Level 1, 2 and 3 | |||
Defined Benefit Plan Disclosure [Line Items] | |||
Fair value of plan assets | 35,339 | ||
Fair Value, Recurring | Foreign | Fixed income government securities | Level 1 | |||
Defined Benefit Plan Disclosure [Line Items] | |||
Fair value of plan assets | 0 | ||
Fair Value, Recurring | Foreign | Fixed income government securities | Level 2 | |||
Defined Benefit Plan Disclosure [Line Items] | |||
Fair value of plan assets | 35,339 | ||
Fair Value, Recurring | Foreign | Fixed income government securities | Level 3 | |||
Defined Benefit Plan Disclosure [Line Items] | |||
Fair value of plan assets | 0 | ||
Fair Value, Recurring | Foreign | Other - alternative investments | Fair Value, Inputs, Level 1, 2 and 3 | |||
Defined Benefit Plan Disclosure [Line Items] | |||
Fair value of plan assets | 6,979 | ||
Fair Value, Recurring | Foreign | Other - alternative investments | Level 1 | |||
Defined Benefit Plan Disclosure [Line Items] | |||
Fair value of plan assets | 0 | ||
Fair Value, Recurring | Foreign | Other - alternative investments | Level 2 | |||
Defined Benefit Plan Disclosure [Line Items] | |||
Fair value of plan assets | 0 | ||
Fair Value, Recurring | Foreign | Other - alternative investments | Level 3 | |||
Defined Benefit Plan Disclosure [Line Items] | |||
Fair value of plan assets | 6,979 | ||
Fair Value, Recurring | Foreign | Commingled funds measured at NAV | Measured at NAV | |||
Defined Benefit Plan Disclosure [Line Items] | |||
Fair value of plan assets | $ 1,842 | 2,300 | |
Fair Value, Recurring | Foreign | Diversified investment fund - registered investment companies measured at NAV | Measured at NAV | |||
Defined Benefit Plan Disclosure [Line Items] | |||
Fair value of plan assets | $ 49,572 |
Pension and Other Postretirem_8
Pension and Other Postretirement Benefits - Level 3 Asset Rollforward (Details) - USD ($) $ in Thousands | 12 Months Ended | |
Dec. 31, 2022 | Dec. 31, 2021 | |
Change in plan assets | ||
Fair value of plan assets at beginning of year | $ 294,566 | $ 302,270 |
Currency translation adjustment | (17,672) | (9,694) |
Fair value of plan assets at end of year | 189,535 | 294,566 |
Level 3 | ||
Change in plan assets | ||
Fair value of plan assets at beginning of year | 118,053 | 133,333 |
Purchases | (8,237) | 1,310 |
Settlements | (1,812) | |
Unrealized (losses) gains | (34,147) | (6,387) |
Currency translation adjustment | (6,804) | (8,391) |
Fair value of plan assets at end of year | 68,865 | 118,053 |
Insurance contract | Level 3 | ||
Change in plan assets | ||
Fair value of plan assets at beginning of year | 99,527 | 112,920 |
Purchases | (1,136) | 1,722 |
Settlements | (1,812) | |
Unrealized (losses) gains | (32,305) | (5,031) |
Currency translation adjustment | (6,123) | (8,272) |
Fair value of plan assets at end of year | 59,963 | 99,527 |
Real estate | Level 3 | ||
Change in plan assets | ||
Fair value of plan assets at beginning of year | 11,547 | 9,775 |
Purchases | (122) | (78) |
Settlements | 0 | |
Unrealized (losses) gains | (1,842) | 1,926 |
Currency translation adjustment | (681) | (76) |
Fair value of plan assets at end of year | 8,902 | 11,547 |
Other - alternative investments | Level 3 | ||
Change in plan assets | ||
Fair value of plan assets at beginning of year | 6,979 | 10,638 |
Purchases | (6,979) | (334) |
Settlements | 0 | |
Unrealized (losses) gains | 0 | (3,282) |
Currency translation adjustment | 0 | (43) |
Fair value of plan assets at end of year | $ 0 | $ 6,979 |
Pension and Other Postretirem_9
Pension and Other Postretirement Benefits - Cash Flow (Details) $ in Thousands | Dec. 31, 2022 USD ($) |
Pension Benefits | |
Defined Benefit Plan Disclosure [Line Items] | |
Minimum expected cash contributions in next fiscal year | $ 5,200 |
2023 | 12,965 |
2024 | 12,225 |
2025 | 12,694 |
2026 | 13,389 |
2027 | 13,098 |
2028 to 2032 | 71,172 |
Other Postretirement Benefits | |
Defined Benefit Plan Disclosure [Line Items] | |
Minimum expected cash contributions in next fiscal year | 200 |
U.S. | Pension Benefits | |
Defined Benefit Plan Disclosure [Line Items] | |
Minimum expected cash contributions in next fiscal year | 2,600 |
2023 | 6,868 |
2024 | 6,290 |
2025 | 6,271 |
2026 | 6,272 |
2027 | 6,254 |
2028 to 2032 | 29,868 |
U.S. | Other Postretirement Benefits | |
Defined Benefit Plan Disclosure [Line Items] | |
2023 | 222 |
2024 | 203 |
2025 | 190 |
2026 | 174 |
2027 | 151 |
2028 to 2032 | 597 |
Foreign | Pension Benefits | |
Defined Benefit Plan Disclosure [Line Items] | |
Minimum expected cash contributions in next fiscal year | 2,600 |
2023 | 6,097 |
2024 | 5,935 |
2025 | 6,423 |
2026 | 7,117 |
2027 | 6,844 |
2028 to 2032 | $ 41,304 |
Other Noncurrent Liabilities (D
Other Noncurrent Liabilities (Details) - USD ($) $ in Thousands | Dec. 31, 2022 | Dec. 31, 2021 |
Other Liabilities Disclosure [Abstract] | ||
Uncertain tax positions (includes interest and penalties - See Note 10) | $ 20,322 | $ 28,665 |
Non-current income taxes payable (See Note 10) | 8,883 | 8,500 |
Environmental reserves (See Note 26) | 4,342 | 4,424 |
Deferred and other long-term compensation | 3,132 | 4,820 |
Acquisition-related earnout liability (See Note 2) | 1,024 | 1,568 |
Inactive subsidiary litigation and settlement reserve (See Note 26) | 311 | 410 |
Other | 650 | 1,228 |
Total other non-current liabilities | $ 38,664 | $ 49,615 |
Equity and Accumulated Other _3
Equity and Accumulated Other Comprehensive Loss - Narrative (Details) - USD ($) $ / shares in Units, $ in Millions | 12 Months Ended | |||
Dec. 31, 2022 | Dec. 31, 2021 | Dec. 31, 2020 | Dec. 31, 2015 | |
Accumulated Other Comprehensive Income (Loss) [Line Items] | ||||
Common stock, shares authorized (in shares) | 30,000,000 | 30,000,000 | ||
Common stock, par value (in dollars per share) | $ 1 | $ 1 | ||
Common stock, shares issued (in shares) | 17,950,264 | 17,897,033 | ||
Shares issued for equity based comp plans | 52,653 | |||
Shares issued for Options exercise and Other activity | 578 | |||
Preferred stock, shares authorized (in shares) | 10,000,000 | |||
Preferred stock, par value (in dollars per share) | $ 1 | |||
Shares issued for ESPP (in shares) | 0 | |||
2015 Share Repurchase | ||||
Accumulated Other Comprehensive Income (Loss) [Line Items] | ||||
Stock repurchase program, authorized amount | $ 100 | |||
Stock repurchased and retired during period (in shares) | 0 | 0 | 0 | |
Stock repurchase program, remaining authorized repurchase amount | $ 86.9 |
Equity and Accumulated Other _4
Equity and Accumulated Other Comprehensive Loss - AOCI Reclassifications (Details) - USD ($) $ in Thousands | 12 Months Ended | ||
Dec. 31, 2022 | Dec. 31, 2021 | Dec. 31, 2020 | |
AOCI Attributable to Parent, Net of Tax [Roll Forward] | |||
Beginning balance | $ (63,990) | $ (26,598) | $ (78,170) |
Other comprehensive income (loss) before reclassifications | (74,805) | (32,661) | 33,667 |
Amounts reclassified from AOCI | 2,746 | (1,738) | 23,939 |
Related tax amounts | (2,191) | (2,993) | (6,034) |
Ending balance | (138,240) | (63,990) | (26,598) |
Currency Translation Adjustments | |||
AOCI Attributable to Parent, Net of Tax [Roll Forward] | |||
Beginning balance | (49,843) | (2,875) | (44,568) |
Other comprehensive income (loss) before reclassifications | (82,318) | (46,968) | 41,693 |
Amounts reclassified from AOCI | 0 | 0 | 0 |
Related tax amounts | 0 | 0 | 0 |
Ending balance | (132,161) | (49,843) | (2,875) |
Defined Benefit Pension Plans | |||
AOCI Attributable to Parent, Net of Tax [Roll Forward] | |||
Beginning balance | (13,172) | (23,467) | (34,533) |
Other comprehensive income (loss) before reclassifications | 10,789 | 11,948 | (6,617) |
Amounts reclassified from AOCI | 479 | 1,459 | 24,141 |
Related tax amounts | (2,691) | (3,112) | (6,458) |
Ending balance | (4,595) | (13,172) | (23,467) |
Unrealized Gain (Loss) in Available-for- Sale Securities | |||
AOCI Attributable to Parent, Net of Tax [Roll Forward] | |||
Beginning balance | 397 | 3,342 | 1,251 |
Other comprehensive income (loss) before reclassifications | (3,276) | (531) | 2,848 |
Amounts reclassified from AOCI | 895 | (3,197) | (202) |
Related tax amounts | 500 | 783 | (555) |
Ending balance | (1,484) | 397 | 3,342 |
Derivative Instruments | |||
AOCI Attributable to Parent, Net of Tax [Roll Forward] | |||
Beginning balance | (1,372) | (3,598) | (320) |
Other comprehensive income (loss) before reclassifications | 0 | 2,890 | (4,257) |
Amounts reclassified from AOCI | 1,372 | 0 | 0 |
Related tax amounts | 0 | (664) | 979 |
Ending balance | $ 0 | $ (1,372) | $ (3,598) |
Fair Value Measures - Assets (D
Fair Value Measures - Assets (Details) - USD ($) $ in Thousands | 12 Months Ended | ||
Dec. 31, 2022 | Dec. 31, 2021 | Dec. 31, 2020 | |
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | |||
Company-owned life insurance | $ 2,114 | $ 2,533 | |
Total | 2,114 | 2,533 | |
Impairment charges | $ 93,000 | 0 | $ 38,000 |
Weighted average cost of capital percentage | 12% | ||
Level 1 | |||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | |||
Company-owned life insurance | $ 0 | 0 | |
Total | 0 | 0 | |
Level 2 | |||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | |||
Company-owned life insurance | 2,114 | 2,533 | |
Total | 2,114 | 2,533 | |
Level 3 | |||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | |||
Company-owned life insurance | 0 | 0 | |
Total | $ 0 | $ 0 |
Hedging Activities - Narrative
Hedging Activities - Narrative (Details) - Interest rate swaps - USD ($) $ in Millions | 1 Months Ended | |
Oct. 31, 2022 | Nov. 30, 2019 | |
Derivatives, Fair Value [Line Items] | ||
Cash payments from interest rate swaps | $ 0.2 | |
Other Current Liabilities | ||
Derivatives, Fair Value [Line Items] | ||
Derivative liability, notional amount | $ 170 |
Hedging Activities - Schedule o
Hedging Activities - Schedule of Derivative Instruments (Details) - USD ($) $ in Thousands | 12 Months Ended | ||
Dec. 31, 2022 | Dec. 31, 2021 | Dec. 31, 2020 | |
Derivative Instruments, Gain (Loss) [Line Items] | |||
Net unrealized loss deferred to AOCI | $ 0 | $ 1,372 | |
Interest expense, net | |||
Derivative Instruments, Gain (Loss) [Line Items] | |||
Amount and location of expense reclassified from AOCI into expense (Effective Portion) | 0 | (2,649) | $ (1,754) |
Interest rate swaps | |||
Derivative Instruments, Gain (Loss) [Line Items] | |||
Fair Value | 0 | 1,782 | |
Net unrealized loss deferred to AOCI | 0 | 1,372 | |
Interest rate swaps | Prepaid expenses and other current assets | |||
Derivative Instruments, Gain (Loss) [Line Items] | |||
Fair Value | 0 | 0 | |
Interest rate swaps | Other non-current liabilities | |||
Derivative Instruments, Gain (Loss) [Line Items] | |||
Fair Value | $ 0 | $ 1,782 |
Commitments and Contingencies -
Commitments and Contingencies - Narrative (Details) $ in Thousands, R$ in Millions | 3 Months Ended | 12 Months Ended | ||||||
Sep. 30, 2021 USD ($) | Jun. 30, 2021 USD ($) | Jun. 30, 2021 BRL (R$) | Dec. 31, 2022 USD ($) | Dec. 31, 2021 USD ($) | Dec. 31, 2020 USD ($) | Dec. 31, 2007 USD ($) | Dec. 31, 2005 USD ($) | |
Loss Contingencies [Line Items] | ||||||||
Percentage of defense and indemnity costs | 27% | |||||||
Tax credit | $ (24,925) | $ (34,939) | $ 5,296 | |||||
Interest income | $ 100 | |||||||
Asbestos claims | ||||||||
Loss Contingencies [Line Items] | ||||||||
Litigation settlement | $ 20,000 | $ 15,000 | ||||||
Loss contingency accrual | 300 | 400 | ||||||
Houghton environmental matters | ||||||||
Loss Contingencies [Line Items] | ||||||||
Loss contingency, estimate of possible loss | 5,300 | $ 5,600 | ||||||
Foreign Tax Authority non-income (indirect) tax | ||||||||
Loss Contingencies [Line Items] | ||||||||
Loss contingency accrual reversal | $ 1,800 | |||||||
Loss contingency receivable reversal | 1,100 | |||||||
Brazilian Indirect Taxes | ||||||||
Loss Contingencies [Line Items] | ||||||||
Litigation settlement | $ 13,300 | R$ 67.0 | ||||||
Tax credit | 8,400 | |||||||
Interest income | $ 4,900 | |||||||
Insurance Claims | ||||||||
Loss Contingencies [Line Items] | ||||||||
Insurance Settlements Receivable | $ 2,000 | 200 | ||||||
Proceeds from insurance receivable | 4,600 | |||||||
Gain on insurance recoveries | 1,800 | |||||||
Minimum | ACP | ||||||||
Loss Contingencies [Line Items] | ||||||||
Loss contingency, estimate of possible loss | 100 | |||||||
Minimum | Houghton environmental matters | ||||||||
Loss Contingencies [Line Items] | ||||||||
Loss contingency, estimate of possible loss | 5,000 | |||||||
Maximum | ACP | ||||||||
Loss Contingencies [Line Items] | ||||||||
Loss contingency, estimate of possible loss | 1,000 | |||||||
Maximum | Asbestos claims | ||||||||
Loss Contingencies [Line Items] | ||||||||
Loss contingency, estimate of possible loss | 200 | |||||||
Maximum | Houghton environmental matters | ||||||||
Loss Contingencies [Line Items] | ||||||||
Loss contingency, estimate of possible loss | $ 6,000 |
Uncategorized Items - _IXDS
Label | Element | Value |
Accounting Standards Update [Extensible Enumeration] | us-gaap_AccountingStandardsUpdateExtensibleList | Accounting Standards Update 2016-13 [Member] |