Cover
Cover - shares | 3 Months Ended | |
Mar. 31, 2020 | Apr. 20, 2020 | |
Cover [Abstract] | ||
Document Type | 10-Q | |
Document Quarterly Report | true | |
Document Period End Date | Mar. 31, 2020 | |
Document Transition Report | false | |
Entity File Number | 1-11442 | |
Entity Incorporation, State or Country Code | DE | |
Entity Tax Identification Number | 34-1712937 | |
Street Address | 3055 Torrington Drive | |
Entity City or Town | Ball Ground | |
Entity State or Province | GA | |
Entity Postal Zip Code | 30107 | |
City Area Code | 770 | |
Local Phone Number | 721-8800 | |
Title of 12(b) Security | Common Stock, par value $0.01 | |
Trading Symbol | GTLS | |
Security Exchange Name | NASDAQ | |
Entity Current Reporting Status | Yes | |
Entity Interactive Data Current | Yes | |
Entity Filer Category | Large Accelerated Filer | |
Entity Small Business | false | |
Entity Emerging Growth Company | false | |
Entity Shell Company | false | |
Entity Common Stock, Shares Outstanding | 35,955,740 | |
Amendment Flag | false | |
Document Fiscal Year Focus | 2020 | |
Document Fiscal Period Focus | Q1 | |
Entity Registrant Name | CHART INDUSTRIES INC | |
Entity Central Index Key | 0000892553 | |
Current Fiscal Year End Date | --12-31 |
Condensed Consolidated Balance
Condensed Consolidated Balance Sheets (Unaudited) - USD ($) $ in Millions | Mar. 31, 2020 | Dec. 31, 2019 |
Current Assets | ||
Cash and cash equivalents | $ 89.3 | $ 119 |
Accounts receivable, less allowances of $8.2 and $8.8, respectively | 195.1 | 202.6 |
Inventories, net | 235.4 | 219.4 |
Unbilled contract revenue | 88.5 | 86.1 |
Prepaid expenses | 15.9 | 17.8 |
Other current assets | 26.9 | 28.7 |
Total Current Assets | 651.1 | 673.6 |
Property, plant, and equipment, net | 399.3 | 404.6 |
Goodwill | 841.2 | 844.9 |
Identifiable intangible assets, net | 512.4 | 529.1 |
Investments | 8.1 | 13.4 |
Other assets | 10.9 | 15.8 |
TOTAL ASSETS | 2,423 | 2,481.4 |
Current Liabilities | ||
Accounts payable | 120.3 | 125 |
Customer advances and billings in excess of contract revenue | 124.3 | 127.8 |
Accrued salaries, wages, and benefits | 28.8 | 41.5 |
Accrued income taxes | 13 | 11.8 |
Current portion of warranty reserve | 10.7 | 10.4 |
Short-term debt and current portion of long-term debt | 12.9 | 16.3 |
Operating lease liabilities, current | 5.4 | 6.3 |
Other current liabilities | 42.7 | 39.2 |
Total Current Liabilities | 358.1 | 378.3 |
Long-term debt | 741.5 | 761 |
Long-term deferred tax liabilities | 52.6 | 52.1 |
Accrued pension liabilities | 10 | 10.2 |
Operating lease liabilities, non-current | 26.6 | 27.8 |
Other long-term liabilities | 19.3 | 19.6 |
Total Liabilities | 1,208.1 | 1,249 |
Equity | ||
Common stock, par value $0.01 per share – 150,000,000 shares authorized, 35,950,085 and 35,799,994 shares issued and outstanding at March 31, 2020 and December 31, 2019, respectively | 0.4 | 0.4 |
Additional paid-in capital | 766 | 762.8 |
Treasury stock; 760,782 shares at March 31, 2020 | (19.3) | 0 |
Retained earnings | 508.8 | 500.3 |
Accumulated other comprehensive loss | (45.8) | (35.9) |
Total Chart Industries, Inc. Shareholders’ Equity | 1,210.1 | 1,227.6 |
Noncontrolling interests | 4.8 | 4.8 |
Total Equity | 1,214.9 | 1,232.4 |
TOTAL LIABILITIES AND EQUITY | $ 2,423 | $ 2,481.4 |
Condensed Consolidated Balanc_2
Condensed Consolidated Balance Sheets (Unaudited) (Parentheticals) - USD ($) $ in Millions | Mar. 31, 2020 | Dec. 31, 2019 |
Statement of Financial Position [Abstract] | ||
Common stock, par value (usd per share) | $ 0.01 | $ 0.01 |
Common stock, shares authorized (shares) | 150,000,000 | 150,000,000 |
Common stock, shares issued (shares) | 35,950,085 | 35,799,994 |
Common stock, shares outstanding (shares) | 35,950,085 | 35,799,994 |
Treasury stock (shares) | 760,782 | 0 |
Allowance for doubtful accounts | $ 8.2 | $ 8.8 |
Condensed Consolidated Statemen
Condensed Consolidated Statements of Income and Comprehensive Loss (Unaudited) - USD ($) shares in Thousands, $ in Millions | 3 Months Ended | |
Mar. 31, 2020 | Mar. 31, 2019 | |
Income Statement [Abstract] | ||
Sales | $ 321.1 | $ 289.3 |
Cost of sales | 229.7 | 222.2 |
Gross profit | 91.4 | 67.1 |
Selling, general, and administrative expenses | 53.9 | 55.3 |
Amortization expense | 14 | 7.2 |
Operating expenses | 67.9 | 62.5 |
Operating income | 23.5 | 4.6 |
Interest expense, net | 7.2 | 5.3 |
Unrealized loss on investment in equity securities | 4.8 | 0 |
Financing costs amortization | 1 | 0.4 |
Foreign currency loss (gain) | 0.3 | (0.1) |
Income (loss) before income taxes | 10.2 | (1) |
Income tax expense (benefit) | 1.7 | (2) |
Net income | 8.5 | 1 |
Less: Income attributable to noncontrolling, net of taxes | 0 | 0.1 |
Net income attributable to Chart Industries, Inc. | $ 8.5 | $ 0.9 |
Net income attributable to Chart Industries, Inc. per common share: | ||
Basic (usd per share) | $ 0.24 | $ 0.03 |
Diluted (usd per share) | $ 0.24 | $ 0.03 |
Weighted-average number of common shares outstanding: | ||
Basic (shares) | 35,770 | 31,570 |
Diluted (shares) | 36,010 | 33,810 |
Comprehensive loss, net of taxes | $ (1.4) | $ (3.5) |
Less: Comprehensive income attributable to noncontrolling interests, net of taxes | 0 | 0.2 |
Comprehensive loss attributable to Chart Industries, Inc., net of taxes | $ (1.4) | $ (3.7) |
Condensed Consolidated Statem_2
Condensed Consolidated Statements of Cash Flows (Unaudited) - USD ($) $ in Millions | 3 Months Ended | ||
Mar. 31, 2020 | Mar. 31, 2019 | ||
OPERATING ACTIVITIES | |||
Net income | $ 8.5 | $ 1 | |
Adjustments to reconcile net income to net cash provided by (used in) operating activities: | |||
Depreciation and amortization | 23.9 | 16 | |
Interest accretion of convertible notes discount | 1.9 | 1.8 | |
Employee share-based compensation expense | 2.9 | 2.4 | |
Financing costs amortization | 1 | 0.4 | |
Unrealized foreign currency transaction gain | 0 | (0.3) | |
Unrealized loss on investment in equity securities | 4.8 | 0 | |
Other non-cash operating activities | 3.2 | 2.5 | |
Changes in assets and liabilities, net of acquisitions: | |||
Accounts receivable | 7.5 | (12.2) | |
Inventories | (16.1) | (10.4) | |
Unbilled contract revenues and other assets | 8.4 | (11.2) | |
Accounts payable and other liabilities | (17) | (20.7) | |
Customer advances and billings in excess of contract revenue | (3.5) | (2.5) | |
Net Cash Provided By (Used In) Operating Activities | 25.5 | (33.2) | |
INVESTING ACTIVITIES | |||
Capital expenditures | (10.3) | (5.9) | |
Acquisition of businesses, net of cash acquired | 0 | (2.8) | |
Government grants | 0.1 | (0.2) | |
Net Cash Used In Investing Activities | (10.2) | (8.9) | |
FINANCING ACTIVITIES | |||
Borrowings on revolving credit facilities | 64.5 | 18.8 | |
Repayments on revolving credit facilities | (84.7) | (27) | |
Repayments on term loan | (2.8) | 0 | |
Proceeds from exercise of stock options | 2 | 8.3 | |
Common stock repurchases | [1] | (19.3) | 0 |
Common stock repurchases from share-based compensation plans | (1.7) | (2.7) | |
Net Cash Used In Financing Activities | (42) | (2.6) | |
Effect of exchange rate changes on cash and cash equivalents | (3) | (1.5) | |
Net decrease in cash, cash equivalents, restricted cash, and restricted cash equivalents | (29.7) | (46.2) | |
Cash, cash equivalents, restricted cash, and restricted cash equivalents at beginning of period | [2] | 120 | 119.1 |
CASH, CASH EQUIVALENTS, RESTRICTED CASH, AND RESTRICTED CASH EQUIVALENTS AT END OF PERIOD | [2] | $ 90.3 | $ 72.9 |
[1] | Includes $19.3 in shares repurchased through our share repurchase program. | ||
[2] | Includes restricted cash and restricted cash equivalents of $1.0 in other assets for each of the periods presented. For further information regarding restricted cash and restricted cash equivalents balances, refer to Note 8 , “ Debt and Credit Arrangements .” |
Condensed Consolidated Statem_3
Condensed Consolidated Statements of Cash Flows (Unaudited) (Parentheticals) - USD ($) $ in Millions | 3 Months Ended | ||
Mar. 31, 2020 | Dec. 31, 2019 | Mar. 31, 2019 | |
Statement of Cash Flows [Abstract] | |||
Shares repurchase in share repurchase program | $ 19.3 | ||
Restricted cash and cash equivalents, noncurrent | $ 1 | $ 1 | $ 1 |
Condensed Consolidated Statem_4
Condensed Consolidated Statements of Equity (Unaudited) - USD ($) $ in Millions | Total | Common Stock | Additional Paid-in Capital | Treasury Stock | Retained Earnings | Accumulated Other Comprehensive Loss | Non-controlling Interests | ||
Beginning balance at Dec. 31, 2018 | $ 889 | $ 0.3 | $ 460.2 | $ 453.9 | $ (29.9) | $ 4.5 | |||
Beginning balance (shares) at Dec. 31, 2018 | 31,360,000 | ||||||||
Increase (Decrease) in Stockholders' Equity | |||||||||
Net income (loss) | 1 | 0.9 | 0.1 | ||||||
Other comprehensive (loss) income | (4.5) | (4.6) | 0.1 | ||||||
Share-based compensation expense | 2.4 | 2.4 | |||||||
Common stock issued from share-based compensation plans | 8.3 | 8.3 | |||||||
Common stock issued from share-based compensation plans (shares) | 410,000 | ||||||||
Common stock repurchases (1) | (2.7) | (2.7) | |||||||
Common stock repurchases (shares) | (40,000) | ||||||||
Ending balance at Mar. 31, 2019 | 893.5 | $ 0.3 | 468.2 | 454.8 | (34.5) | 4.7 | |||
Ending balance (shares) at Mar. 31, 2019 | 31,730,000 | ||||||||
Beginning balance at Dec. 31, 2019 | $ 1,232.4 | $ 0.4 | 762.8 | $ 0 | 500.3 | (35.9) | 4.8 | ||
Beginning balance (shares) at Dec. 31, 2019 | 35,799,994 | 35,800,000 | |||||||
Increase (Decrease) in Stockholders' Equity | |||||||||
Net income (loss) | $ 8.5 | 8.5 | |||||||
Other comprehensive (loss) income | (9.9) | (9.9) | |||||||
Share-based compensation expense | 2.9 | 2.9 | |||||||
Common stock issued from share-based compensation plans | 2 | 2 | |||||||
Common stock issued from share-based compensation plans (shares) | 160,000 | ||||||||
Common stock repurchases (1) | (1.7) | $ (19.3) | [1] | (1.7) | (19.3) | [1] | |||
Common stock repurchases (shares) | (10,000) | ||||||||
Ending balance at Mar. 31, 2020 | $ 1,214.9 | $ 0.4 | $ 766 | $ (19.3) | $ 508.8 | $ (45.8) | $ 4.8 | ||
Ending balance (shares) at Mar. 31, 2020 | 35,950,085 | 35,950,000 | |||||||
[1] | Includes $19.3 in shares repurchased through our share repurchase program. |
Condensed Consolidated Statem_5
Condensed Consolidated Statements of Equity (Unaudited) (Parentheticals) $ in Millions | 3 Months Ended |
Mar. 31, 2020USD ($) | |
Statement of Stockholders' Equity [Abstract] | |
Shares repurchase in share repurchase program | $ 19.3 |
Basis of Preparation
Basis of Preparation | 3 Months Ended |
Mar. 31, 2020 | |
Accounting Policies [Abstract] | |
Basis of Preparation | Basis of Preparation The accompanying unaudited condensed consolidated financial statements of Chart Industries, Inc. and its consolidated subsidiaries (herein referred to as the “Company,” “Chart,” “we,” “us,” or “our”) have been prepared in accordance with U.S. generally accepted accounting principles (“GAAP”) for interim financial information and with the instructions to Form 10-Q and Article 10 of Regulation S-X. Accordingly, they do not include all of the information and footnotes required by U.S. generally accepted accounting principles for annual financial statements. These financial statements should be read in conjunction with the audited financial statements and notes thereto included in our Annual Report on Form 10-K for the year ended December 31, 2019 . In the opinion of management, all adjustments (consisting of normal recurring accruals) considered necessary for a fair presentation have been included. Operating results for the three months ended March 31, 2020 are not necessarily indicative of the results that may be expected for the year ending December 31, 2020 . Nature of Operations : We are a leading diversified global manufacturer of highly engineered equipment servicing multiple market applications in energy and industrial gas. Our unique product portfolio is used throughout the liquid gas supply chain in the production, storage, distribution and end-use of atmospheric, hydrocarbon, and industrial gases. Chart has domestic operations located across the United States and an international presence in Asia, Australia, Europe and the Americas. Principles of Consolidation: The unaudited condensed consolidated financial statements include the accounts of Chart Industries, Inc. and its subsidiaries. Intercompany accounts and transactions are eliminated in consolidation. Reclassifications : Certain reclassifications have been made to prior year financial information in the unaudited condensed consolidated financial statements in order to conform to the reportable segments restructuring as further discussed in Note 2 , “ Reportable Segments .” Use of Estimates: The preparation of financial statements in conformity with GAAP requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities and the disclosure of contingent assets and liabilities at the date of the financial statements. These estimates may also affect the reported amounts of revenues and expenses during the reporting period. Actual results could differ from those estimates and assumptions. Furthermore, we considered the impact of the COVID-19 pandemic on the use of estimates and assumptions used for financial reporting and determined that there was no adverse material impact to our results of operations for the first quarter of 2020. While our production is considered “essential” in all locations we operate in, we have experienced, and may experience in the future, temporary facility closures while awaiting appropriate government approvals in certain jurisdictions. The COVID-19 outbreak could also disrupt our supply chain and materially adversely impact our ability to secure supplies for our facilities, which could materially adversely affect our operations. There may also be long-term effects on our customers in and the economies of affected countries. As a result of these uncertainties, actual results could differ from those estimates and assumptions. If the economy or markets in which we operate remain weak or deteriorate further, our business, financial condition and results of operations may be materially and adversely impacted. On March 27, 2020, the Coronavirus Aid, Relief, and Economic Security Act (the “CARES Act”) was signed into law in the United States. The CARES Act, among other things, includes modifications to net operating loss carryforwards provisions and the net interest expense deduction, and deferment of social security tax payments. We are currently evaluating the provisions of the CARES Act and how certain elections may impact our financial position, results of operations, and disclosures if elected. Share Repurchase Program: On March 11, 2020, our Board of Directors authorized a share repurchase program for up to $75 million of the Company’s common stock over the next twelve months through various means, including open market transactions, block purchases, privately negotiated transactions or otherwise in accordance with applicable federal securities laws, including Rule 10b-18 and Rule 10b5-1 of the Securities Exchange Act of 1934, as amended. During the three months ended March 31, 2020 , we repurchased 0.76 shares of our common stock at an average price of $25.40 per share. We suspended the program on March 20, 2020 in light of uncertainty resulting from the COVID-19 pandemic and the desire to conserve cash resources. As of March 31, 2020 , we had approximately $55.7 available for additional repurchases under the share repurchase program. Recently Issued Accounting Standards (Not Yet Adopted): In January 2020, the FASB issued ASU 2020-01, “Investments - Equity Securities (Topic 321), Investments - Equity Method and Joint Ventures (Topic 323), and Derivatives and Hedging (Topic 815).” This ASU clarifies the interactions between the measurement alternative in Topic 321, the equity method of accounting in Topic 323 and the application of guidance for certain forward contracts and purchased options that upon settlement or exercise would be accounted for under the equity method of accounting in Topic 815. This guidance is effective for fiscal years ending after December 15, 2020. Early adoption is permitted. We are currently assessing the effect that this ASU will have on our financial position, results of operations, and disclosures. Recently Adopted Accounting Standards: In August 2018, the Financial Accounting Standards Board (“FASB”) issued Accounting Standards Update (“ASU”) 2018-15, “Intangibles – Goodwill and Other – Internal-Use Software (Subtopic 350-40): Customer’s Accounting for Implementation Costs Incurred in a Cloud Computing Arrangement That Is a Service Contract.” This ASU clarifies the accounting treatment for implementation costs for cloud computing arrangements (hosting arrangements) that is a service contract. This guidance is effective for fiscal years beginning after December 15, 2019, including interim periods within that fiscal year. We adopted this guidance effective January 1, 2020. The adoption of this guidance did not have a material impact our financial position, results of operations or disclosures. In August 2018, the FASB issued ASU 2018-14, “Compensation – Retirement Benefits – Defined Benefit Plans – General (Subtopic 715-20): Disclosure Framework—Changes to the Disclosure Requirements for Defined Benefit Plans.” This ASU adds, modifies and clarifies several disclosure requirements for employers that sponsor defined benefit pension or other postretirement plans. This guidance is effective for fiscal years ending after December 15, 2020. We early adopted this guidance effective January 1, 2020. The adoption of this guidance did not have a significant impact on our first quarter 2020 interim disclosures and are not expected to have a significant impact on our annual disclosures. In August 2018, the FASB issued ASU 2018-13, “Fair Value Measurement (Topic 820): Disclosure Framework – Changes to the Disclosure Requirements for Fair Value Measurement.” This ASU adds, modifies and removes several disclosure requirements relative to the three levels of inputs used to measure fair value in accordance with Topic 820, “Fair Value Measurement.” This guidance is effective for fiscal years beginning after December 15, 2019, including interim periods within that fiscal year. We adopted this guidance effective January 1, 2020. The adoption of this guidance did not impact our financial position, results of operations or disclosures. In June 2016, the FASB issued ASU 2016-13, “Financial Instruments—Credit Losses (Topic 326): Measurement of Credit Losses on Financial Instruments” and subsequently issued additional guidance that modified ASU 2016-13. ASU 2016-13 and the subsequent modifications are identified as Accounting Standards Codification (“ASC”) 326. The standard requires an entity to change its accounting approach in determining impairment of certain financial instruments, including trade receivables, from an “incurred loss” to a “current expected credit loss” model. The standard is effective for fiscal years beginning after December 15, 2019, including interim periods within such fiscal years. We adopted this guidance effective January 1, 2020. The adoption of this guidance did not have a material impact our financial position, results of operations or disclosures. We maintain an allowance for doubtful accounts to provide for the estimated amount of receivables that will not be collected as discussed in significant accounting policies in our Annual Report on Form 10-K for the year ended December 31, 2019 . In addition, we estimate expected credit losses based on historical loss information then adjust the estimates based on current, reasonable and supportable forecast economic conditions. |
Reportable Segments
Reportable Segments | 3 Months Ended |
Mar. 31, 2020 | |
Segment Reporting [Abstract] | |
Reportable Segments | Reportable Segments As reported in our Annual Report on Form 10-K for the year ended December 31, 2019 , the structure of our internal organization is divided into the following reportable segments, which are also our operating segments: Distribution and Storage Eastern Hemisphere (“D&S East”), Distribution and Storage Western Hemisphere (“D&S West”), Energy & Chemicals Cryogenics (“E&C Cryogenics”), and Energy & Chemicals FinFans (“E&C FinFans”). Our D&S East segment has principal operations in Europe and Asia and primarily serves the geographic regions of Europe, Middle East and Asia. Our D&S West segment has principal operations in the United States and Latin America and primarily serves the Americas geographic region. Our D&S West segment also includes cryobiological storage manufacturing and distribution operations in the U.S., Europe and Asia, which serve customers around the world. E&C Cryogenics supplies critical engineered equipment and systems used in the separation, liquefaction, and purification of hydrocarbon and industrial gases that span gas-to-liquid applications. The E&C FinFans segment is focused on our unique and broad product offering and capabilities in air cooled heat exchangers (“ACHX”) and fans. Corporate includes operating expenses for executive management, accounting, tax, treasury, corporate development, human resources, information technology, investor relations, legal, internal audit, and risk management. Corporate support functions are not currently allocated to the segments. All prior period amounts presented in the tables below have been reclassified based on our current reportable segments. We evaluate performance and allocate resources based on operating income as determined in our consolidated statements of income and comprehensive loss. Segment Financial Information Three Months Ended March 31, 2020 D&S East D&S West E&C Cryogenics E&C FinFans Intersegment Eliminations Corporate Consolidated Sales to external customers $ 70.0 $ 111.6 $ 62.2 $ 80.7 $ (3.4 ) $ — $ 321.1 Depreciation and amortization expense 3.6 3.0 3.8 13.1 — 0.4 23.9 Operating income (loss) (1) (2) 6.9 26.5 8.7 1.1 — (19.7 ) 23.5 Capital expenditures 5.1 1.7 1.0 0.5 — 2.0 10.3 Three Months Ended March 31, 2019 D&S East D&S West E&C Cryogenics E&C FinFans Intersegment Eliminations Corporate Consolidated Sales to external customers $ 68.7 $ 118.0 $ 35.1 $ 70.5 $ (3.0 ) $ — $ 289.3 Depreciation and amortization expense 4.2 2.9 4.5 4.1 — 0.3 16.0 Operating income (loss) (1) (2) (2.3 ) 25.6 (10.7 ) 9.4 (1.1 ) (16.3 ) 4.6 Capital expenditures 1.0 1.2 2.7 0.5 — 0.5 5.9 _______________ (1) Restructuring costs for the: • three months ended March 31, 2020 were $5.2 ( $1.0 - D&S East), $0.8 - D&S West, $0.4 - E&C Cryogenics, $2.4 - E&C FinFans, 0.6 - Corporate). • three months ended March 31, 2019 were $7.4 ( $2.4 - D&S East, $0.3 - D&S West, $3.4 - E&C Cryogenics, $1.1 - E&C FinFans, $0.2 - Corporate). (2) Corporate includes transaction-related costs of: (includes costs associated with business development and other one-time transactions) • $0.9 for the three months ended March 31, 2019 . Product Sales Information Three Months Ended March 31, 2020 D&S East D&S West E&C Cryogenics E&C FinFans Intersegment Eliminations Consolidated Natural gas processing (including petrochemical) and industrial gas applications $ — $ — $ 21.6 $ 62.0 $ (0.3 ) $ 83.3 Liquefied natural gas (LNG) applications 19.7 18.9 33.3 8.6 (1.1 ) 79.4 HVAC, power and refining applications — — 7.3 10.1 (0.1 ) 17.3 Bulk industrial gas applications 39.0 32.4 — — (0.9 ) 70.5 Packaged gas industrial applications 11.1 41.1 — — (0.9 ) 51.3 Cryobiological storage 0.2 19.2 — — (0.1 ) 19.3 Total $ 70.0 $ 111.6 $ 62.2 $ 80.7 $ (3.4 ) $ 321.1 Three Months Ended March 31, 2019 D&S East D&S West E&C Cryogenics E&C FinFans Intersegment Eliminations Consolidated Natural gas processing (including petrochemical) and industrial gas applications $ — $ — $ 25.9 $ 51.5 $ — $ 77.4 Liquefied natural gas (LNG) applications 12.1 22.1 4.2 10.4 — 48.8 HVAC, power and refining applications — — 5.0 8.6 — 13.6 Bulk industrial gas applications 40.2 37.8 — — (0.3 ) 77.7 Packaged gas industrial applications 16.4 36.1 — — (1.0 ) 51.5 Cryobiological storage — 22.0 — — (1.7 ) 20.3 Total $ 68.7 $ 118.0 $ 35.1 $ 70.5 $ (3.0 ) $ 289.3 Total Assets March 31, December 31, D&S East $ 511.9 $ 528.6 D&S West 423.3 414.9 E&C Cryogenics 428.1 430.3 E&C FinFans 1,032.3 1,028.0 Corporate 27.4 79.6 Total $ 2,423.0 $ 2,481.4 |
Revenue
Revenue | 3 Months Ended |
Mar. 31, 2020 | |
Revenue from Contract with Customer [Abstract] | |
Revenue | Revenue Disaggregation of Revenue The following table represents a disaggregation of revenue by timing of revenue along with the reportable segment for each category: Three Months Ended March 31, 2020 D&S East D&S West E&C Cryogenics E&C FinFans Intersegment Eliminations Consolidated Point in time $ 59.1 $ 102.4 $ — $ 21.2 $ (2.7 ) $ 180.0 Over time 10.9 9.2 62.2 59.5 (0.7 ) 141.1 Total $ 70.0 $ 111.6 $ 62.2 $ 80.7 $ (3.4 ) $ 321.1 Three Months Ended March 31, 2019 D&S East D&S West E&C Cryogenics E&C FinFans Intersegment Eliminations Consolidated Point in time $ 63.9 $ 107.4 $ 0.2 $ 18.8 $ (3.0 ) $ 187.3 Over time 4.8 10.6 34.9 51.7 — 102.0 Total $ 68.7 $ 118.0 $ 35.1 $ 70.5 $ (3.0 ) $ 289.3 Refer to Note 2 , “ Reportable Segments ,” for a table of revenue disaggregated by product application along with the reportable segment for each category. Contract Balances The following table represents changes in our contract assets and contract liabilities balances: March 31, 2020 December 31, 2019 Year-to-date Change ($) Year-to-date Change (%) Contract assets Accounts receivable, net of allowances $ 195.1 $ 202.6 $ (7.5 ) (3.7 )% Unbilled contract revenue 88.5 86.1 2.4 2.8 % Contract liabilities Customer advances and billings in excess of contract revenue $ 124.3 $ 127.8 $ (3.5 ) (2.7 )% Long-term deferred revenue 0.7 0.8 (0.1 ) (12.5 )% Revenue recognized for the three months ended March 31, 2020 and 2019 , that was included in the contract liabilities balance at the beginning of each year was $17.1 and $37.0 , respectively. The amount of revenue recognized during the three months ended March 31, 2020 from performance obligations satisfied or partially satisfied in previous periods as a result of changes in the estimates of variable consideration related to long-term contracts, was not significant. Remaining Performance Obligations Remaining performance obligations represent the transaction price of firm signed purchase orders or other written contractual commitments from customers for which work has not been performed, or is partially completed, and excludes unexercised contract options and potential orders. As of March 31, 2020 , the estimated revenue expected to be recognized in the future related to remaining performance obligations was $732.5 . We expect to recognize revenue on approximately 84% |
Investments
Investments | 3 Months Ended |
Mar. 31, 2020 | |
Investments, Debt and Equity Securities [Abstract] | |
Investments | Investments The following table summarizes the components of investments: March 31, December 31, Investment in equity securities $ 2.1 $ 6.9 Equity investments 6.0 6.5 Total investments $ 8.1 $ 13.4 Investment in equity securities During the third quarter of 2019, we made an investment in Stabilis Energy, Inc. (“Stabilis”) by converting $7.0 of a note receivable from Stabilis into an investment in their company stock. As of March 31, 2020 , the value of the investment was $2.1 , which reflects a $4.8 unrealized loss upon conversion and subsequent mark-to-market. Gains and losses for this investment in equity securities were recorded in unrealized loss on investment in equity securities on the consolidated statement of income and comprehensive loss during the three months ended March 31, 2020 . We categorize our financial assets and liabilities that are recorded at fair value into a hierarchy based on whether the inputs to valuation techniques are observable to unobservable. Level 2 inputs represent other than quoted prices included in Level 1, such as quoted prices for similar assets and liabilities in active markets, quoted prices for identical or similar assets and liabilities in markets that are not active, or other inputs that are observable or can be corroborated by observable market data. The Stabilis investment is measured at fair value on the condensed consolidated balance sheet as of March 31, 2020 using Level 2 inputs. Equity method accounting investments Our equity investments accounted for under the equity method of accounting include a 50% ownership interest in a joint venture with Hudson Products de Mexico S.A. de CV which totaled $2.9 at March 31, 2020 and December 31, 2019 . This investment is operated and managed by our joint venture partner and as such, we do not have control over the joint venture and therefore is not consolidated. Our equity in earnings from this investment were not material for both the three months ended March 31, 2020 and 2019 . Additionally, we have a 25% ownership interest in Liberty LNG which we invested in during the third quarter of 2019 which totaled $2.7 and $3.3 at March 31, 2020 and December 31, 2019 , respectively. Earnings for the three months ended March 31, 2020 |
Leases
Leases | 3 Months Ended |
Mar. 31, 2020 | |
Leases [Abstract] | |
Leases | Leases As of March 31, 2020 , operating right-of-use (“ROU”) assets and lease liabilities were $31.9 and $32.0 ( $5.4 of which was current), respectively. The weighted-average remaining term for lease contracts was 6.5 years at March 31, 2020 , with maturity dates ranging from May 2020 to February 2029. The weighted-average discount rate was 4.7% at March 31, 2020 . We incurred $3.1 and $2.0 of rental expense under operating leases for the quarters ended March 31, 2020 and 2019 , respectively. Certain operating leases contain rent escalation clauses and lease concessions that require additional rental payments in the later years of the term. Rent expense for these types of leases is recognized on a straight-line basis over the minimum lease term. Adjustments for straight-line rental expense for the respective periods was not material and as such, the majority of expense recognized was reflected in cash used in operating activities for the respective periods. This expense consisted primarily of payments for base rent on building and equipment leases. Payments related to short-term lease costs and taxes and variable service charges on leased properties were immaterial. In addition, we have the right, but no obligation, to renew certain leases for various renewal terms. The following table summarizes future minimum lease payments for non-cancelable operating leases as of March 31, 2020 : 2020 $ 6.0 2021 6.5 2022 6.1 2023 5.5 2024 5.3 Thereafter (1) 7.9 Total future minimum lease payments $ 37.3 _______________ (1) As of March 31, 2020 , future minimum lease payments for non-cancelable operating leases for period subsequent to 2024 relate to seven leased facilities. |
Inventories
Inventories | 3 Months Ended |
Mar. 31, 2020 | |
Inventory Disclosure [Abstract] | |
Inventories | Inventories The following table summarizes the components of inventory: March 31, December 31, Raw materials and supplies $ 111.6 $ 104.0 Work in process 56.9 47.5 Finished goods 66.9 67.9 Total inventories, net $ 235.4 $ 219.4 The allowance for excess and obsolete inventory balance at March 31, 2020 and December 31, 2019 was $10.2 and $10.8 |
Goodwill and Intangible Assets
Goodwill and Intangible Assets | 3 Months Ended |
Mar. 31, 2020 | |
Goodwill and Intangible Assets Disclosure [Abstract] | |
Goodwill and Intangible Assets | Goodwill and Intangible Assets Goodwill The following table represents the changes in goodwill by segment: D&S East D&S West E&C Cryogenics E&C FinFans Consolidated Balance at December 31, 2019 $ 117.0 $ 152.1 $ 176.2 $ 399.6 $ 844.9 Foreign currency translation adjustments (2.4 ) — (1.0 ) (0.3 ) (3.7 ) Balance at March 31, 2020 $ 114.6 $ 152.1 $ 175.2 $ 399.3 $ 841.2 Accumulated goodwill impairment loss at March 31, 2020 and December 31, 2019 $ — $ 82.5 $ 40.9 $ 23.7 $ 147.1 Intangible Assets The following table displays the gross carrying amount and accumulated amortization for finite-lived intangible assets and indefinite-lived intangible assets (exclusive of goodwill) (1) : March 31, 2020 December 31, 2019 Weighted-average Estimated Useful Life Gross Carrying Amount Accumulated Amortization Gross Carrying Amount Accumulated Amortization Finite-lived intangible assets: Customer relationships 13 years $ 379.1 $ (121.7 ) $ 380.3 $ (115.0 ) Unpatented technology 10 years 89.0 (15.0 ) 90.1 (13.0 ) Patents and other 2 years 20.9 (14.7 ) 20.9 (9.8 ) Trademarks and trade names 14 years 2.7 (1.4 ) 2.4 (1.2 ) Land use rights 50 years 11.8 (1.5 ) 12.0 (1.5 ) Total finite-lived intangible assets 13 years 503.5 (154.3 ) 505.7 (140.5 ) Indefinite-lived intangible assets: Trademarks and trade names 163.2 — 163.9 — Total intangible assets $ 666.7 $ (154.3 ) $ 669.6 $ (140.5 ) _______________ (1) Amounts include the impact of foreign currency translation. Fully amortized or impaired amounts are written off. Amortization expense for intangible assets subject to amortization was $14.0 and $7.2 for the three months ended March 31, 2020 and 2019 , respectively. We estimate amortization expense to be recognized during the next five years as follows: For the Year Ending December 31, 2020 $ 48.5 2021 35.5 2022 35.4 2023 35.1 2024 34.3 Government Grants We received certain government grants related to land use rights for capacity expansion in China (“China Government Grants”). China Government Grants are generally recorded in other current liabilities and other long-term liabilities in the unaudited condensed consolidated balance sheets and generally recognized into income over the useful life of the associated assets ( 10 to 50 years). China Government Grants are presented in our unaudited condensed consolidated balance sheets as follows: March 31, December 31, Current $ 0.5 $ 0.5 Long-term 7.0 7.2 Total China Government Grants $ 7.5 $ 7.7 We also received government grants from certain local jurisdictions within the United States, which are recorded in other assets in the unaudited condensed consolidated balance sheets and were not significant for the periods presented. |
Debt and Credit Arrangements
Debt and Credit Arrangements | 3 Months Ended |
Mar. 31, 2020 | |
Debt Disclosure [Abstract] | |
Debt and Credit Arrangements | Debt and Credit Arrangements Summary of Outstanding Borrowings The following table represents the components of our borrowings: March 31, December 31, Senior secured revolving credit facility and term loan: Term loan due June 2024 (1) $ 444.4 $ 447.2 Senior secured revolving credit facility due June 2024 (2) 100.1 119.0 Unamortized debt issuance costs (5.2 ) (5.5 ) Senior secured revolving credit facility and term loan, net of debt issuance costs 539.3 560.7 Convertible notes due November 2024: Principal amount $ 258.8 $ 258.8 Unamortized discount (40.8 ) (42.8 ) Unamortized debt issuance costs (3.6 ) (3.8 ) Convertible notes due November 2024, net of unamortized discount and debt issuance costs 214.4 212.2 Foreign facilities 0.7 4.4 Total debt, net of unamortized discount and debt issuance costs 754.4 777.3 Less: current maturities 12.0 15.7 Less: current portion of unamortized debt issuance costs 0.9 0.6 Long-term debt $ 741.5 $ 761.0 _______________ (1) As of March 31, 2020, there were $444.4 in borrowings outstanding under the term loan bearing an interest rate of 3.05% . The term loan is repayable annually in quarterly installments of 2.5% of the loan amount over the first two years, 5.0% for the third year, 7.5% for the fourth year and 10.0% for the fifth and final year. (2) The senior secured revolving credit facility due 2024 includes $100.0 sub limit for letters of credit, a $250.0 sub limit for discretionary letters of credit and $50.0 sub limit for swingline loans. As of March 31, 2020, there were $100.1 in borrowings outstanding under the senior secured revolving credit facility due 2024 bearing a weighted-average interest rate of 2.29% and $64.7 in letters of credit and bank guarantees outstanding supported by the senior secured revolving credit facility due 2024. As of March 31, 2020, the senior secured revolving credit facility due 2024 had availability of $385.2 . Senior Secured Revolving Credit Facility and Term Loan On June 14, 2019, we entered into the Fourth Amended and Restated Credit Agreement, which includes a senior secured revolving credit facility (the “SSRCF”) and a term loan (together, the “2024 Credit Facilities”). The 2024 Credit Facilities mature on June 14, 2024. • The SSRCF has a borrowing capacity of $550.0 . • The term loan has a borrowing capacity of $450.0 . • The 2024 Credit Facilities bear interest at a base rate margin determined on a leveraged-based scale which ranges from 25 to 125 basis points for alternative base rate loans and 125 to 225 basis points for LIBOR loans. • Interest and fees are payable on a quarterly basis (or if earlier, at the end of each interest period for LIBOR loans). Significant financial covenants for the 2024 Credit Facilities include financial maintenance covenants that, as of the last day of any fiscal quarter ending on and after June 30, 2019, (i) require the ratio of the amount of Chart and its subsidiaries’ consolidated total net indebtedness to consolidated EBITDA to be less than specified maximum ratio levels and (ii) require the ratio of the amount of Chart and its subsidiaries’ consolidated EBITDA to consolidated cash interest expense to be greater than a specified minimum ratio level. The 2024 Credit Facilities include a number of other customary covenants including, but not limited to, restrictions on our ability to incur additional indebtedness, create liens or other encumbrances, sell assets, enter into sale and lease-back transactions, make certain payments, investments, loans, advances or guarantees, make acquisitions and engage in mergers or consolidations and pay dividends or distributions. At March 31, 2020 , we were in compliance with all covenants. The 2024 Credit Facilities also contain customary events of default. If such an event of default occurs, the lenders thereunder would be entitled to take various actions, including the acceleration of amounts due and all actions permitted to be taken by a secured creditor. The 2024 Credit Facilities are guaranteed by Chart and substantially all of its U.S. subsidiaries and secured by substantially all of the assets of Chart and our U.S. subsidiaries and 65% of the capital stock of our material non-U.S. subsidiaries (as defined by the Fourth Amended and Restated Credit Agreement) that are owned by U.S. subsidiaries. Subsequent to the end of the first quarter of 2020, on April 20, 2020, we amended our 2024 Credit Facilities. The amendment, among other things, (i) adjusts the pricing grid in order to accommodate potentially higher leverage ratios, (ii) adjusts factoring related definitions and other related provisions to provide Chart with greater flexibility to enter into such arrangements in the future, (iii) incorporates a “cash hoarding” prevention covenant and (iv) incorporates various amendments to reflect interest rate floor and other changes to the Loan Syndications and Trading Association and Loan Market Association market standards for credit agreements. The terms and conditions under the 2024 Credit Facilities are otherwise substantially the same as those prior to the amendment. We recorded $6.1 in deferred debt issuance costs in conjunction with the 2024 Credit Facilities, which is included in long-term debt in the unaudited condensed consolidated balance sheet at March 31, 2020 , associated with the term loan, which is being amortized over its five-year term beginning in July 2019. We paid $7.5 in deferred debt issuance costs related to the SSCRF and included $2.5 of the unamortized debt issuance costs from the previous senior secured revolving credit facility, which are presented in other assets in the unaudited condensed consolidated balance sheet at March 31, 2020 and are being amortized over the five-year term of the SSRCF. At March 31, 2020 , unamortized debt issuance costs associated with the SSRCF were $8.5 . The following table summarizes interest expense and financing costs amortization related to the 2024 Credit Facilities and our previous senior secured revolving credit facility: Three Months Ended March 31, 2020 2019 Interest expense, term loan due June 2024 $ 4.2 $ — Interest expense, senior secured revolving credit facility 0.6 3.2 Interest expense, senior secured revolving credit facility and term loan due June 2024 $ 4.8 $ 3.2 Financing costs amortization, senior secured revolving credit facility and term loan due 2024 $ 0.8 $ 0.2 2024 Convertible Notes On November 6, 2017, we issued 1.00% Convertible Senior Subordinated Notes due November 2024 (the “2024 Notes”) in the aggregate principal amount of $258.8 , pursuant to an Indenture, dated as of such date (the “Indenture”). The 2024 Notes bear interest at an annual rate of 1.00% , payable on May 15 and November 15 of each year, beginning on May 15, 2018, and will mature on November 15, 2024 unless earlier converted or repurchased. The 2024 Notes are senior subordinated unsecured obligations of the Company and are not guaranteed by any of our subsidiaries. The 2024 Notes are senior in right of payment to our future subordinated debt, equal in right of payment with the Company’s future senior subordinated debt and are subordinated in right of payment to our existing and future senior indebtedness, including indebtedness under our existing credit agreement. A conversion of the 2024 Notes may be settled in cash, shares of our common stock or a combination of cash and shares of our common stock, at our election (subject to, and in accordance with, the settlement provisions of the Indenture). The initial conversion rate for the 2024 Notes is 17.0285 shares of common stock (subject to adjustment as provided for in the Indenture) per $1,000 principal amount of the 2024 Notes, which is equal to an initial conversion price of approximately $58.725 per share, representing a conversion premium of approximately 35% above the closing price of our common stock of $43.50 per share on October 31, 2017. In addition, following certain corporate events that occur prior to the maturity date as described in the Indenture, we will pay a make-whole premium by increasing the conversion rate for a holder who elects to convert its 2024 Notes in connection with such a corporate event in certain circumstances. For purposes of calculating earnings per share, if the average market price of our common stock exceeds the applicable conversion price during the periods reported, shares contingently issuable under the 2024 Notes will have a dilutive effect with respect to our common stock. Since the conversion price of $58.725 exceeded our closing common stock price of $28.98 at the end of the period, the if-converted value did not exceed the principal amount of the 2024 at March 31, 2020. As described below, we entered into convertible note hedge transactions, which are expected to reduce the potential dilution with respect to our common stock upon conversion of the 2024 Notes. Holders of the 2024 Notes may convert their 2024 Notes at their option at any time prior to the close of business on the business day immediately preceding August 15, 2024 only under the following circumstances: (1) during any fiscal quarter commencing after December 31, 2017 (and only during such fiscal quarter), if the last reported sale price of our common stock for at least 20 trading days (whether or not consecutive) during the period of 30 consecutive trading days ending on, and including, the last trading day of the immediately preceding fiscal quarter is greater than or equal to 130% of the applicable conversion price for the 2024 Notes on each applicable trading day; (2) during the five business day period after any 10 consecutive trading day period (the “measurement period”) in which the “trading price” (as defined in the Indenture) per one thousand U.S. dollar principal amount of Notes for each trading day of such measurement period was less than 97% of the product of the last reported sale price of our common stock and the applicable conversion rate for the 2024 Notes on each such trading day; or (3) upon the occurrence of specified corporate events described in the Indenture. On or after August 15, 2024 until the close of business on the second scheduled trading day immediately preceding November 15, 2024, holders may convert their 2024 Notes at the option of the holder regardless of the foregoing circumstances. Upon conversion, we may settle the conversion by paying or delivering either shares of our common stock, solely cash, or a combination of cash and shares of our common stock, at our election. It is our intention to settle the principal amount of the 2024 Notes in cash and excess conversion value in shares of our common stock. We reassess the convertibility of the 2024 Notes and the related balance sheet classification on a quarterly basis. As of March 31, 2020 , events for early conversion were not met, and thus the 2024 Notes were not convertible as of and for the fiscal quarter beginning April 1, 2020. There have been no conversions as of the date of this filing. We allocated the gross proceeds of the 2024 Notes between the liability and equity components of the 2024 Notes. The initial liability component of $200.1 , which was recorded as long-term debt, represents the fair value of similar debt instruments that have no conversion rights. The initial equity component of $58.7 , which was recorded as additional paid-in capital, represents the debt discount and was calculated as the difference between the fair value of the liability component and gross proceeds of the 2024 Notes. The liability component was recognized at the present value of its associated cash flows using a 4.8% straight-debt rate and is being accreted to interest expense over the term of the 2024 Notes. We recorded $5.3 in deferred debt issuance costs associated with the 2024 Notes, which are being amortized over the term of the 2024 Notes using the effective interest method. We also recorded $1.5 in equity issuance costs, which was recorded as a reduction to additional paid-in capital. The following table summarizes interest accretion of the 2024 Notes discount, 1.0% contractual interest coupon and financing costs amortization associated with the 2024 Notes: Three Months Ended March 31, 2020 2019 2024 Notes, interest accretion of convertible notes discount $ 1.9 $ 1.8 2024 Notes, 1.0% contractual interest coupon 0.6 0.6 2024 Notes, total interest expense $ 2.5 $ 2.4 2024 Notes, financing costs amortization $ 0.2 $ 0.2 Convertible Note Hedge and Warrant Transactions Associated with the 2024 Notes In connection with the pricing of the 2024 Notes, we entered into convertible note hedge transactions (the “Note Hedge Transactions”) with certain parties, including the initial purchasers of the 2024 Notes (the “Option Counterparties”). The Note Hedge Transactions are expected generally to reduce the potential dilution upon any future conversion of the 2024 Notes. Payments for the Note Hedge Transactions totaled approximately $59.5 and were recorded as a reduction to additional paid-in capital in the December 31, 2017 consolidated balance sheet. We also entered into separate, privately negotiated warrant transactions (the “Warrant Transactions”) with the Option Counterparties to acquire up to 4.41 shares of our common stock. Proceeds received from the issuance of the Warrant Transactions totaled approximately $46.0 and were recorded as an addition to additional paid-in capital in the December 31, 2017 consolidated balance sheet. The strike price of the Warrant Transactions will initially be $71.775 per share (subject to adjustment), which is approximately 65% above the last reported sale price of our common stock on October 31, 2017. The Warrant Transactions could have a dilutive effect to our stockholders to the extent that the market price per share of our common stock, as measured under the terms of the Warrant Transactions, exceeds the applicable strike price of the warrants. The Note Hedge Transactions and Warrant Transactions effectively increased the conversion price of the 2024 Notes. The net cost of the Note Hedge Transactions and Warrant Transactions was approximately $13.5 . Foreign Facilities In various markets where we do business, we have local credit facilities to meet local working capital demands, fund letters of credit and bank guarantees, and support other short-term cash requirements. The facilities generally have variable interest rates and are denominated in local currency but may, in some cases, facilitate borrowings in multiple currencies. As of March 31, 2020 and December 31, 2019 , respectively, we had USD equivalent $0.7 and $4.4 in borrowing outstanding under these facilitates, with additional capacity of USD equivalent $20.8 and $23.1 , respectively. The Company has foreign letters of credit and bank guarantees totaling USD equivalent $34.9 and $12.6 as of March 31, 2020 and December 31, 2019 , respectively. The weighted-average interest rate on these borrowings was 1.4% and 1.3% as of March 31, 2020 and December 31, 2019 , respectively. Letters of Credit Chart Energy & Chemicals, Inc., a wholly-owned subsidiary of the Company, had $1.0 in deposits in a bank outside of the SSRCF to secure letters of credit. The deposits are treated as restricted cash and restricted cash equivalents in the unaudited condensed consolidated balance sheets ( $1.0 in other assets at both March 31, 2020 and December 31, 2019 ). Fair Value Disclosures The fair value of the 2024 Notes was approximately 78% and 132% of their par value as of March 31, 2020 and December 31, 2019 , respectively. The 2024 Notes are actively quoted instruments and, accordingly, the fair value of the 2024 Notes was determined using Level 1 inputs. |
Product Warranties
Product Warranties | 3 Months Ended |
Mar. 31, 2020 | |
Product Warranties Disclosures [Abstract] | |
Product Warranties | Product Warranties We provide product warranties with varying terms and durations for the majority of our products. We estimate our warranty reserve by considering historical and projected warranty claims, historical and projected cost-per-claim, and knowledge of specific product issues that are outside our typical experience. We record warranty expense in cost of sales in the unaudited condensed consolidated statements of income and comprehensive loss. Product warranty claims not expected to occur within one year are included as part of other long-term liabilities in the unaudited condensed consolidated balance sheets. The following table represents changes in our consolidated warranty reserve: Balance at December 31, 2019 $ 11.7 Issued – warranty expense 1.3 Warranty usage (1.1 ) Balance at March 31, 2020 $ 11.9 |
Business Combinations
Business Combinations | 3 Months Ended |
Mar. 31, 2020 | |
Business Combinations [Abstract] | |
Business Combinations | Business Combinations Air-X-Changers Acquisition On July 1, 2019, we completed the acquisition of AXC pursuant to the previously disclosed Asset Purchase Agreement dated as of May 8, 2019 (the “AXC acquisition”). The purchase price for AXC was $599.7 , including post-closing purchase price adjustments with respect to working capital. We paid $592.0 of the purchase price at closing and the final working capital adjustment of $7.7 was paid during the third quarter of 2019. We financed the purchase price for the AXC acquisition with proceeds from borrowings under the 2024 Credit Facilities and a public offering of Chart’s common stock in 2019. See Note 8 , “ Debt and Credit Arrangements ” and Note 11 “ Accumulated Other Comprehensive Loss ” for more information. AXC is a leading supplier of custom engineered and manufactured ACHX for the natural gas compression and processing industry and refining and petrochemical industry. The ACHX offered by AXC is used in conditioning natural gas during recovery, compression and transportation from underground reserves through major pipeline distribution channels. In addition to natural gas compression and processing, AXC’s products are also used in the turbine lube oil cooling, landfill gas compression and liquids cooling industries. AXC’s end markets include process industries, power generation and refineries. AXC was combined with Chart’s Hudson Products and Chart Cooler Service businesses from the prior E&C segment to create a new segment called E&C FinFans. The E&C FinFans segment is focused on our unique and broad product offering and capabilities in ACHX and fans. As defined in our significant policies for fair value measurements in Note 1 , we preliminarily allocated the acquisition consideration to tangible and identifiable intangible assets acquired and liabilities assumed based on their preliminary estimated fair values as of the acquisition date. The preliminary fair value of the acquired tangible and identifiable intangible assets were determined based on inputs that are unobservable and significant to the overall fair value measurement. It is also based on estimates and assumptions made by management at the time of the acquisition. As such, this was classified as Level 3 fair value hierarchy measurements and disclosures. We estimated the preliminary fair value of acquired unpatented technology and trademarks and trade names using the relief from royalty method. The preliminary fair values of acquired customer backlog and customer relationships were estimated using the multi-period excess earnings method. Under both the relief from royalty and multi-period excess earnings methods, the fair value models incorporated estimates of future cash flows, estimates of allocations of certain assets and cash flows, estimates of future growth rates, and management’s judgment regarding the applicable discount rates to use to discount such estimates of cash flows. The preliminary estimated useful lives of identifiable finite-lived intangible assets range from one to 14 years . The excess of the purchase price over the estimated fair values is assigned to goodwill. The preliminary estimated goodwill was established due to benefits including the combination of strong engineering and manufacturing cultures which will continue to further develop full service solutions for our worldwide customer base, as well as the benefits derived from the anticipated synergies of AXC integrating with our E&C FinFans segment. Goodwill recorded for the AXC acquisition is expected to be deductible for tax purposes. The acquisition consideration allocation below has been updated based on this valuation but remains preliminary. As additional information becomes available, we may further revise the preliminary acquisition consideration allocation during the remainder of the measurement period, which shall not exceed twelve months from the closing of the acquisition. We do not believe such revisions or changes will be material. The following table summarizes the preliminary estimated fair values of the assets acquired and liabilities assumed in the AXC acquisition as of the acquisition date: Preliminary Estimated Fair Value Net assets acquired: Identifiable intangible assets $ 256.4 Goodwill 287.5 Property, plant and equipment 34.2 Other assets 53.1 Liabilities (31.5 ) Net assets acquired $ 599.7 Information regarding preliminary identifiable intangible assets acquired in the AXC acquisition is presented below: Weighted-average Estimated Useful Life Preliminary Estimated Asset Fair Value Finite-lived intangible assets: Customer relationships 14.0 years $ 139.1 Unpatented technology 10.0 years 42.1 Backlog (1) 1.0 year 19.2 Other identifiable intangible assets (1) 4.0 years 1.0 Total finite-lived intangible assets acquired 11.0 years 201.4 Indefinite-lived intangible assets: Trademarks and trade names 55.0 Total identifiable intangible assets acquired $ 256.4 _______________ (1) Backlog and other identifiable intangible assets are included in “Patents and other” in Note 7 . “ Goodwill and Intangible Assets .” Unaudited Supplemental Pro Forma Information The following unaudited supplemental pro forma financial information is based on our historical consolidated financial statements and AXC’s historical consolidated financial statements as adjusted to give effect to the July 1, 2019 AXC acquisition. The unaudited supplemental pro forma financial information for the periods presented gives effect to the acquisition as if it had occurred on January 1, 2019. The following adjustments are reflected in the pro forma financial table below: • Adjustment for depreciation related to the step-up in basis of the acquired property, plant and equipment and change in estimated useful lives. • Adjustment for amortization of acquired intangible assets. • Adjustment for the change from last in, first out (LIFO) to weighted-average cost for the acquired inventory and the associated reduction of cost of sales. • Adjustment to reflect an increase in interest expense resulting from interest on the term loan under the 2024 Credit Facilities to finance the AXC acquisition and amortization of related debt issuance costs. • Adjustment to reflect the change in the estimated income tax rate for federal and state purposes. • Adjustment to reflect the increase in weighted-average shares in connection with the equity issuance. This unaudited pro forma financial information is presented for informational purposes only and is not necessarily indicative of the results of operations that actually would have resulted had the acquisition been in effect at the beginning of the periods presented. In addition, the unaudited pro forma results are not intended to be a projection of future results and do not reflect any operating efficiencies or cost savings that might be achievable. The following table presents pro forma sales, net income attributable to Chart Industries, Inc., and net income attributable to Chart Industries, Inc. per common share data assuming AXC was acquired at the beginning of the 2019 fiscal year: Three Months Ended March 31, 2019 Pro forma sales $ 365.5 Pro forma net income attributable to Chart Industries, Inc. 5.9 Pro forma net income attributable to Chart Industries, Inc. per common share, basic $ 0.17 Pro forma net income attributable to Chart Industries, Inc. per common share, diluted 0.16 |
Accumulated Other Comprehensive
Accumulated Other Comprehensive Loss | 3 Months Ended |
Mar. 31, 2020 | |
Equity [Abstract] | |
Accumulated Other Comprehensive Loss | Accumulated Other Comprehensive Loss The components of accumulated other comprehensive loss are as follows: Foreign currency translation adjustments Pension liability adjustments, net of taxes Accumulated other comprehensive loss Balance at December 31, 2019 $ (25.0 ) $ (10.9 ) $ (35.9 ) Other comprehensive loss (10.2 ) — (10.2 ) Amounts reclassified from accumulated other comprehensive loss, net of income taxes — 0.3 0.3 Net current-period other comprehensive (loss) income, net of taxes (10.2 ) 0.3 (9.9 ) Balance at March 31, 2020 $ (35.2 ) $ (10.6 ) $ (45.8 ) Foreign currency translation adjustments Pension liability adjustments, net of taxes Accumulated other comprehensive loss Balance at December 31, 2018 $ (17.5 ) $ (12.4 ) $ (29.9 ) Other comprehensive loss (4.9 ) — (4.9 ) Amounts reclassified from accumulated other comprehensive loss, net of income taxes — 0.3 0.3 Net current-period other comprehensive (loss) income, net of taxes (4.9 ) 0.3 (4.6 ) Balance at March 31, 2019 $ (22.4 ) $ (12.1 ) $ (34.5 ) |
Earnings Per Share
Earnings Per Share | 3 Months Ended |
Mar. 31, 2020 | |
Earnings Per Share [Abstract] | |
Earnings Per Share | Earnings Per Share The following table presents calculations of net earnings per share of common stock: Three Months Ended March 31, 2020 2019 Net income attributable to Chart Industries, Inc. $ 8.5 $ 0.9 Net income attributable to Chart Industries, Inc. per common share: Basic $ 0.24 $ 0.03 Diluted $ 0.24 $ 0.03 Weighted average number of common shares outstanding – basic 35.77 31.57 Incremental shares issuable upon assumed conversion and exercise of share-based awards 0.24 0.55 Incremental shares issuable due to dilutive effect of convertible notes — 1.20 Incremental shares issuable due to dilutive effect of warrants — 0.49 Weighted average number of common shares outstanding – diluted 36.01 33.81 Diluted earnings per share does not reflect the following potential common shares as the effect would be anti-dilutive: Three Months Ended March 31, 2020 2019 Share-based awards 0.50 0.14 Convertible note hedge and capped call transactions (1) — 1.20 Warrants 4.41 — Total anti-dilutive securities 4.91 1.34 _______________ (1) The convertible note hedge offsets any dilution upon actual conversion of the 2024 Notes up to a common stock price of $71.775 per share. For further information, refer to Note 8 , “ Debt and Credit Arrangements |
Income Taxes
Income Taxes | 3 Months Ended |
Mar. 31, 2020 | |
Income Tax Disclosure [Abstract] | |
Income Taxes | Income Taxes Income tax expense of $1.7 for the three months ended March 31, 2020 and income tax benefit of $2.0 for the three months ended March 31, 2019 , represents taxes on both U.S. and foreign earnings at a combined effective income tax rate of 16.7% and 200.0% , respectively. The effective income tax rate of 16.7% for the three months ended March 31, 2020 differed from the U.S. federal statutory rate of 21% primarily due to excess tax benefits associated with stock compensation, partially offset by the effect of income earned by certain of our foreign entities being taxed at higher rates than the U.S. federal statutory rate and losses incurred by certain of our Chinese operations for which no benefit was recorded. We expect our 2020 full year effective income tax rate to be approximately 20% . As of March 31, 2020 and December 31, 2019 , we had a liability for gross unrecognized tax benefits of $2.5 and $2.4 , respectively. This amount includes $1.8 of unrecognized tax benefits as of both March 31, 2020 and December 31, 2019 |
Share-based Compensation
Share-based Compensation | 3 Months Ended |
Mar. 31, 2020 | |
Share-based Payment Arrangement, Noncash Expense [Abstract] | |
Share-based Compensation | Share-based Compensation During the three months ended March 31, 2020 , we granted 0.11 stock options, 0.08 restricted stock units, and 0.04 performance units. The total fair value of awards granted to employees during the three months ended March 31, 2020 was $11.0 . In addition, our non-employee directors received stock awards with a total fair value of $0.2 . During the three months ended March 31, 2020 , participants in our stock option plans exercised options to purchase 0.09 shares of our common stock, while 0.03 stock options were forfeited. Stock options generally have a four -year graded vesting period. Restricted stock and restricted stock units generally vest ratably over a three -year period. Performance units generally vest at the end of a three -year performance period based on the attainment of certain pre-determined performance condition targets. During the three months ended March 31, 2020 , 0.09 restricted stock and restricted stock units vested while 0.01 restricted stock units were forfeited. Share-based compensation expense was $2.9 and $2.4 for the three months ended March 31, 2020 and 2019 , respectively. Share-based compensation expense is included in selling, general, and administrative expenses in the unaudited condensed consolidated statements of income and comprehensive loss. As of March 31, 2020 , total share-based compensation of $15.9 is expected to be recognized over the weighted-average period of approximately 2.4 years |
Commitment and Contingencies
Commitment and Contingencies | 3 Months Ended |
Mar. 31, 2020 | |
Commitments and Contingencies Disclosure [Abstract] | |
Commitments and Contingencies | Commitments and Contingencies Environmental We are subject to federal, state, local, and foreign environmental laws and regulations concerning, among other matters, waste water effluents, air emissions, and handling and disposal of hazardous materials, such as cleaning fluids. We are involved with environmental compliance, investigation, monitoring, and remediation activities at certain of our owned and formerly owned manufacturing facilities and at one owned facility that is leased to a third party, and, except for these continuing remediation efforts, believes we are currently in substantial compliance with all known environmental regulations. At March 31, 2020 and December 31, 2019 , we had undiscounted accrued environmental reserves of $0.4 and $0.6 , respectively. We accrue for certain environmental remediation-related activities for which commitments or remediation plans have been developed and for which costs can be reasonably estimated. These estimates are determined based upon currently available facts and circumstances regarding each facility. Actual costs incurred may vary from these estimates due to the inherent uncertainties involved. Future expenditures relating to these environmental remediation efforts are expected to be made over the next seven years as ongoing costs of remediation programs. Although we believe we have adequately provided for the cost of all known environmental conditions, the applicable regulatory agencies could insist upon different and more costly remediation than those we believe are adequate or required by existing law or third parties may seek to impose environmental liabilities on us. We believe that any additional liability in excess of amounts accrued which may result from the resolution of such matters will not have a material adverse effect on our financial position, liquidity, cash flows or results of operations. Legal Proceedings Stainless Steel Cryobiological Tank Legal Proceedings During the second quarter of 2018, Chart was named in lawsuits (including a class action lawsuit filed in the U.S. District Court for the Northern District of California) filed against Chart and other defendants with respect to the alleged failure of a stainless steel cryobiological storage tank (model MVE 808AF-GB) at the Pacific Fertility Center in San Francisco, California. We continue to evaluate the merits of such claims in light of the information available to date regarding use, maintenance and operation of the tank that was sold to the Pacific Fertility Center through an independent distributor and which has been out of our control for six years prior to the alleged failure. Accordingly, an accrual related to any damages that may result from the lawsuits has not been recorded because a potential loss is not currently probable or estimable. We have asserted various defenses against the claims in the lawsuits, including a defense that since manufacture, we were not in any way involved with the installation, ongoing maintenance or monitoring of the tank or related fertility center cryogenic systems at any time since the initial delivery of the tank. Aluminum Cryobiological Tank Legal Proceeding Chart has been named in a purported class action lawsuit filed in the Ontario Superior Court of Justice against the Company and other defendants with respect to the alleged failure of an aluminum cryobiological storage tank (model FNL XC 47/11-6 W/ 11) at The Toronto Institute for Reproductive Medicine in Etobicoke, Ontario. We have confirmed that the tank in question was part of the aluminum cryobiological tank recall commenced on April 23, 2018. As of March 31, 2020, a settlement was reached by the parties in the lawsuit with no material effect on the Company’s financial position, results of operations or cash flows. We are occasionally subject to various legal claims related to performance under contracts, product liability, taxes, employment matters, environmental matters, intellectual property, and other matters incidental to the normal course of our business. Based on our historical experience in litigating these claims, as well as our current assessment of the underlying merits of the claims and applicable insurance, if any, management believes that the final resolution of these matters will not have a material adverse effect on our financial position, liquidity, cash flows, or results of operations. Future developments may, however, result in resolution of these legal claims in a way that could have a material adverse effect. |
Restructuring Activities
Restructuring Activities | 3 Months Ended |
Mar. 31, 2020 | |
Restructuring and Related Activities [Abstract] | |
Restructuring Activities | Restructuring Activities During the first quarter of 2020 , we implemented certain cost reduction actions across all segments and corporate to appropriately size our workforce with demand as well as eliminate redundant work. Costs were primarily related to headcount reductions. These actions resulted in total restructuring costs of $5.2 , consisting of mainly employee severance costs. These restructuring activities were substantially completed by the end of the first quarter 2020. We are closely monitoring our end markets and order rates and will continue to take appropriate and timely actions as necessary. Restructuring charges of $7.4 in the first quarter of 2019 were related to the timing of recognizing costs related to facility consolidations and a streamlining of the commercial activities surrounding our Lifecycle business in E&C Cryogenics and E&C FinFans, geographic realignment of our manufacturing capacity in D&S East, as well as departmental restructuring, including headcount reductions. The following table is a summary of the severance and other restructuring costs, which included employee-related costs, facility rent and exit costs, relocation, recruiting, travel and other, for the three months ended March 31, 2020 and 2019 : Three Months Ended March 31, 2020 2019 Severance: Cost of sales $ 2.3 $ 0.5 Selling, general, and administrative expenses 2.9 1.0 Total severance costs 5.2 1.5 Other restructuring: Cost of sales — 5.0 Selling, general, and administrative expenses — 0.9 Total other restructuring costs — 5.9 Total restructuring costs $ 5.2 $ 7.4 The following tables summarize our restructuring activities for the three months ended March 31, 2020 and 2019 : Three Months Ended March 31, 2020 D&S East D&S West E&C Cryogenics E&C FinFans Corporate Consolidated Balance at December 31, 2019 $ 0.4 $ 0.1 $ 0.2 $ — $ 0.2 $ 0.9 Restructuring costs 1.0 0.8 0.4 2.4 0.6 5.2 Cash payments and other (0.7 ) (0.1 ) (0.1 ) (2.4 ) — (3.3 ) Balance at March 31, 2020 $ 0.7 $ 0.8 $ 0.5 $ — $ 0.8 $ 2.8 Three Months Ended March 31, 2019 D&S East D&S West E&C Cryogenics E&C FinFans Corporate Consolidated Balance at December 31, 2018 $ 0.8 $ — $ — $ — $ 0.1 $ 0.9 Restructuring costs 2.4 0.3 3.4 1.1 0.2 7.4 Property, plant and equipment impairment (1.9 ) — (3.2 ) — — (5.1 ) Cash payments and other (0.5 ) — 0.5 (1.1 ) (0.2 ) (1.3 ) Balance at March 31, 2019 $ 0.8 $ 0.3 $ 0.7 $ — $ 0.1 $ 1.9 |
Subsequent Events
Subsequent Events | 3 Months Ended |
Mar. 31, 2020 | |
Subsequent Events [Abstract] | |
Subsequent Events | Subsequent Event On April 20, 2020, we amended our 2024 Credit Facilities. The amendment, among other things, (i) adjusts the pricing grid in order to accommodate potentially higher leverage ratios, (ii) adjusts factoring related definitions and other related provisions to provide Chart with greater flexibility to enter into such arrangements in the future, (iii) incorporates a “cash hoarding” prevention covenant and (iv) incorporates various amendments to reflect interest rate floor and other changes to the Loan Syndications and Trading Association and Loan Market Association market standards for credit agreements. The terms and conditions under our 2024 Credit Facilities are otherwise substantially the same as those prior to the amendment. Refer to Note 8 , “ Debt and Credit Arrangements ” for further information. |
Basis of Preparation (Policies)
Basis of Preparation (Policies) | 3 Months Ended |
Mar. 31, 2020 | |
Accounting Policies [Abstract] | |
Principles of Consolidation | Principles of Consolidation: The unaudited condensed consolidated financial statements include the accounts of Chart Industries, Inc. and its subsidiaries. Intercompany accounts and transactions are eliminated in consolidation. |
Use of Estimates | Use of Estimates: |
Recently Issued and Adopted Accounting Standards | Recently Issued Accounting Standards (Not Yet Adopted): In January 2020, the FASB issued ASU 2020-01, “Investments - Equity Securities (Topic 321), Investments - Equity Method and Joint Ventures (Topic 323), and Derivatives and Hedging (Topic 815).” This ASU clarifies the interactions between the measurement alternative in Topic 321, the equity method of accounting in Topic 323 and the application of guidance for certain forward contracts and purchased options that upon settlement or exercise would be accounted for under the equity method of accounting in Topic 815. This guidance is effective for fiscal years ending after December 15, 2020. Early adoption is permitted. We are currently assessing the effect that this ASU will have on our financial position, results of operations, and disclosures. Recently Adopted Accounting Standards: In August 2018, the Financial Accounting Standards Board (“FASB”) issued Accounting Standards Update (“ASU”) 2018-15, “Intangibles – Goodwill and Other – Internal-Use Software (Subtopic 350-40): Customer’s Accounting for Implementation Costs Incurred in a Cloud Computing Arrangement That Is a Service Contract.” This ASU clarifies the accounting treatment for implementation costs for cloud computing arrangements (hosting arrangements) that is a service contract. This guidance is effective for fiscal years beginning after December 15, 2019, including interim periods within that fiscal year. We adopted this guidance effective January 1, 2020. The adoption of this guidance did not have a material impact our financial position, results of operations or disclosures. In August 2018, the FASB issued ASU 2018-14, “Compensation – Retirement Benefits – Defined Benefit Plans – General (Subtopic 715-20): Disclosure Framework—Changes to the Disclosure Requirements for Defined Benefit Plans.” This ASU adds, modifies and clarifies several disclosure requirements for employers that sponsor defined benefit pension or other postretirement plans. This guidance is effective for fiscal years ending after December 15, 2020. We early adopted this guidance effective January 1, 2020. The adoption of this guidance did not have a significant impact on our first quarter 2020 interim disclosures and are not expected to have a significant impact on our annual disclosures. In August 2018, the FASB issued ASU 2018-13, “Fair Value Measurement (Topic 820): Disclosure Framework – Changes to the Disclosure Requirements for Fair Value Measurement.” This ASU adds, modifies and removes several disclosure requirements relative to the three levels of inputs used to measure fair value in accordance with Topic 820, “Fair Value Measurement.” This guidance is effective for fiscal years beginning after December 15, 2019, including interim periods within that fiscal year. We adopted this guidance effective January 1, 2020. The adoption of this guidance did not impact our financial position, results of operations or disclosures. In June 2016, the FASB issued ASU 2016-13, “Financial Instruments—Credit Losses (Topic 326): Measurement of Credit Losses on Financial Instruments” and subsequently issued additional guidance that modified ASU 2016-13. ASU 2016-13 and the subsequent modifications are identified as Accounting Standards Codification (“ASC”) 326. The standard requires an entity to change its accounting approach in determining impairment of certain financial instruments, including trade receivables, from an “incurred loss” to a “current expected credit loss” model. The standard is effective for fiscal years beginning after December 15, 2019, including interim periods within such fiscal years. We adopted this guidance effective January 1, 2020. The adoption of this guidance did not have a material impact our financial position, results of operations or disclosures. We maintain an allowance for doubtful accounts to provide for the estimated amount of receivables that will not be collected as discussed in significant accounting policies in our Annual Report on Form 10-K for the year ended December 31, 2019 . In addition, we estimate expected credit losses based on historical loss information then adjust the estimates based on current, reasonable and supportable forecast economic conditions. |
Reportable Segments (Tables)
Reportable Segments (Tables) | 3 Months Ended |
Mar. 31, 2020 | |
Segment Reporting [Abstract] | |
Schedule of Reportable and Product Sales Information Segments | Three Months Ended March 31, 2020 D&S East D&S West E&C Cryogenics E&C FinFans Intersegment Eliminations Corporate Consolidated Sales to external customers $ 70.0 $ 111.6 $ 62.2 $ 80.7 $ (3.4 ) $ — $ 321.1 Depreciation and amortization expense 3.6 3.0 3.8 13.1 — 0.4 23.9 Operating income (loss) (1) (2) 6.9 26.5 8.7 1.1 — (19.7 ) 23.5 Capital expenditures 5.1 1.7 1.0 0.5 — 2.0 10.3 Three Months Ended March 31, 2019 D&S East D&S West E&C Cryogenics E&C FinFans Intersegment Eliminations Corporate Consolidated Sales to external customers $ 68.7 $ 118.0 $ 35.1 $ 70.5 $ (3.0 ) $ — $ 289.3 Depreciation and amortization expense 4.2 2.9 4.5 4.1 — 0.3 16.0 Operating income (loss) (1) (2) (2.3 ) 25.6 (10.7 ) 9.4 (1.1 ) (16.3 ) 4.6 Capital expenditures 1.0 1.2 2.7 0.5 — 0.5 5.9 _______________ (1) Restructuring costs for the: • three months ended March 31, 2020 were $5.2 ( $1.0 - D&S East), $0.8 - D&S West, $0.4 - E&C Cryogenics, $2.4 - E&C FinFans, 0.6 - Corporate). • three months ended March 31, 2019 were $7.4 ( $2.4 - D&S East, $0.3 - D&S West, $3.4 - E&C Cryogenics, $1.1 - E&C FinFans, $0.2 - Corporate). (2) Corporate includes transaction-related costs of: (includes costs associated with business development and other one-time transactions) • $0.9 for the three months ended March 31, 2019 . Product Sales Information Three Months Ended March 31, 2020 D&S East D&S West E&C Cryogenics E&C FinFans Intersegment Eliminations Consolidated Natural gas processing (including petrochemical) and industrial gas applications $ — $ — $ 21.6 $ 62.0 $ (0.3 ) $ 83.3 Liquefied natural gas (LNG) applications 19.7 18.9 33.3 8.6 (1.1 ) 79.4 HVAC, power and refining applications — — 7.3 10.1 (0.1 ) 17.3 Bulk industrial gas applications 39.0 32.4 — — (0.9 ) 70.5 Packaged gas industrial applications 11.1 41.1 — — (0.9 ) 51.3 Cryobiological storage 0.2 19.2 — — (0.1 ) 19.3 Total $ 70.0 $ 111.6 $ 62.2 $ 80.7 $ (3.4 ) $ 321.1 Three Months Ended March 31, 2019 D&S East D&S West E&C Cryogenics E&C FinFans Intersegment Eliminations Consolidated Natural gas processing (including petrochemical) and industrial gas applications $ — $ — $ 25.9 $ 51.5 $ — $ 77.4 Liquefied natural gas (LNG) applications 12.1 22.1 4.2 10.4 — 48.8 HVAC, power and refining applications — — 5.0 8.6 — 13.6 Bulk industrial gas applications 40.2 37.8 — — (0.3 ) 77.7 Packaged gas industrial applications 16.4 36.1 — — (1.0 ) 51.5 Cryobiological storage — 22.0 — — (1.7 ) 20.3 Total $ 68.7 $ 118.0 $ 35.1 $ 70.5 $ (3.0 ) $ 289.3 |
Segment Assets | Total Assets March 31, December 31, D&S East $ 511.9 $ 528.6 D&S West 423.3 414.9 E&C Cryogenics 428.1 430.3 E&C FinFans 1,032.3 1,028.0 Corporate 27.4 79.6 Total $ 2,423.0 $ 2,481.4 |
Revenue (Tables)
Revenue (Tables) | 3 Months Ended |
Mar. 31, 2020 | |
Revenue from Contract with Customer [Abstract] | |
Disaggregation of Revenue by Timing | The following table represents a disaggregation of revenue by timing of revenue along with the reportable segment for each category: Three Months Ended March 31, 2020 D&S East D&S West E&C Cryogenics E&C FinFans Intersegment Eliminations Consolidated Point in time $ 59.1 $ 102.4 $ — $ 21.2 $ (2.7 ) $ 180.0 Over time 10.9 9.2 62.2 59.5 (0.7 ) 141.1 Total $ 70.0 $ 111.6 $ 62.2 $ 80.7 $ (3.4 ) $ 321.1 Three Months Ended March 31, 2019 D&S East D&S West E&C Cryogenics E&C FinFans Intersegment Eliminations Consolidated Point in time $ 63.9 $ 107.4 $ 0.2 $ 18.8 $ (3.0 ) $ 187.3 Over time 4.8 10.6 34.9 51.7 — 102.0 Total $ 68.7 $ 118.0 $ 35.1 $ 70.5 $ (3.0 ) $ 289.3 |
Changes in Contract Assets and Contract Liabilities Balances | The following table represents changes in our contract assets and contract liabilities balances: March 31, 2020 December 31, 2019 Year-to-date Change ($) Year-to-date Change (%) Contract assets Accounts receivable, net of allowances $ 195.1 $ 202.6 $ (7.5 ) (3.7 )% Unbilled contract revenue 88.5 86.1 2.4 2.8 % Contract liabilities Customer advances and billings in excess of contract revenue $ 124.3 $ 127.8 $ (3.5 ) (2.7 )% Long-term deferred revenue 0.7 0.8 (0.1 ) (12.5 )% |
Investments (Tables)
Investments (Tables) | 3 Months Ended |
Mar. 31, 2020 | |
Investments, Debt and Equity Securities [Abstract] | |
Investments | The following table summarizes the components of investments: March 31, December 31, Investment in equity securities $ 2.1 $ 6.9 Equity investments 6.0 6.5 Total investments $ 8.1 $ 13.4 |
Leases (Tables)
Leases (Tables) | 3 Months Ended |
Mar. 31, 2020 | |
Leases [Abstract] | |
Schedule of Operating Lease Future Minimum Payments | The following table summarizes future minimum lease payments for non-cancelable operating leases as of March 31, 2020 : 2020 $ 6.0 2021 6.5 2022 6.1 2023 5.5 2024 5.3 Thereafter (1) 7.9 Total future minimum lease payments $ 37.3 _______________ (1) As of March 31, 2020 , future minimum lease payments for non-cancelable operating leases for period subsequent to 2024 relate to seven leased facilities. |
Inventories (Tables)
Inventories (Tables) | 3 Months Ended |
Mar. 31, 2020 | |
Inventory Disclosure [Abstract] | |
Summarized Components of Inventory | The following table summarizes the components of inventory: March 31, December 31, Raw materials and supplies $ 111.6 $ 104.0 Work in process 56.9 47.5 Finished goods 66.9 67.9 Total inventories, net $ 235.4 $ 219.4 |
Goodwill and Intangible Assets
Goodwill and Intangible Assets (Tables) | 3 Months Ended |
Mar. 31, 2020 | |
Goodwill and Intangible Assets Disclosure [Abstract] | |
Schedule of Goodwill by Segment | The following table represents the changes in goodwill by segment: D&S East D&S West E&C Cryogenics E&C FinFans Consolidated Balance at December 31, 2019 $ 117.0 $ 152.1 $ 176.2 $ 399.6 $ 844.9 Foreign currency translation adjustments (2.4 ) — (1.0 ) (0.3 ) (3.7 ) Balance at March 31, 2020 $ 114.6 $ 152.1 $ 175.2 $ 399.3 $ 841.2 Accumulated goodwill impairment loss at March 31, 2020 and December 31, 2019 $ — $ 82.5 $ 40.9 $ 23.7 $ 147.1 |
Schedule of Finite-Lived Intangible Assets | goodwill) (1) : March 31, 2020 December 31, 2019 Weighted-average Estimated Useful Life Gross Carrying Amount Accumulated Amortization Gross Carrying Amount Accumulated Amortization Finite-lived intangible assets: Customer relationships 13 years $ 379.1 $ (121.7 ) $ 380.3 $ (115.0 ) Unpatented technology 10 years 89.0 (15.0 ) 90.1 (13.0 ) Patents and other 2 years 20.9 (14.7 ) 20.9 (9.8 ) Trademarks and trade names 14 years 2.7 (1.4 ) 2.4 (1.2 ) Land use rights 50 years 11.8 (1.5 ) 12.0 (1.5 ) Total finite-lived intangible assets 13 years 503.5 (154.3 ) 505.7 (140.5 ) Indefinite-lived intangible assets: Trademarks and trade names 163.2 — 163.9 — Total intangible assets $ 666.7 $ (154.3 ) $ 669.6 $ (140.5 ) _______________ (1) Amounts include the impact of foreign currency translation. Fully amortized or impaired amounts are written off. |
Schedule of Indefinite-Lived Intangible Assets | The following table displays the gross carrying amount and accumulated amortization for finite-lived intangible assets and indefinite-lived intangible assets (exclusive of goodwill) (1) : March 31, 2020 December 31, 2019 Weighted-average Estimated Useful Life Gross Carrying Amount Accumulated Amortization Gross Carrying Amount Accumulated Amortization Finite-lived intangible assets: Customer relationships 13 years $ 379.1 $ (121.7 ) $ 380.3 $ (115.0 ) Unpatented technology 10 years 89.0 (15.0 ) 90.1 (13.0 ) Patents and other 2 years 20.9 (14.7 ) 20.9 (9.8 ) Trademarks and trade names 14 years 2.7 (1.4 ) 2.4 (1.2 ) Land use rights 50 years 11.8 (1.5 ) 12.0 (1.5 ) Total finite-lived intangible assets 13 years 503.5 (154.3 ) 505.7 (140.5 ) Indefinite-lived intangible assets: Trademarks and trade names 163.2 — 163.9 — Total intangible assets $ 666.7 $ (154.3 ) $ 669.6 $ (140.5 ) _______________ (1) Amounts include the impact of foreign currency translation. Fully amortized or impaired amounts are written off. |
Schedule of Estimated Future Amortization | We estimate amortization expense to be recognized during the next five years as follows: For the Year Ending December 31, 2020 $ 48.5 2021 35.5 2022 35.4 2023 35.1 2024 34.3 |
Schedule of Government Grants | China Government Grants are presented in our unaudited condensed consolidated balance sheets as follows: March 31, December 31, Current $ 0.5 $ 0.5 Long-term 7.0 7.2 Total China Government Grants $ 7.5 $ 7.7 |
Debt and Credit Arrangements (T
Debt and Credit Arrangements (Tables) | 3 Months Ended |
Mar. 31, 2020 | |
Debt Disclosure [Abstract] | |
Summary of Outstanding Borrowings | The following table represents the components of our borrowings: March 31, December 31, Senior secured revolving credit facility and term loan: Term loan due June 2024 (1) $ 444.4 $ 447.2 Senior secured revolving credit facility due June 2024 (2) 100.1 119.0 Unamortized debt issuance costs (5.2 ) (5.5 ) Senior secured revolving credit facility and term loan, net of debt issuance costs 539.3 560.7 Convertible notes due November 2024: Principal amount $ 258.8 $ 258.8 Unamortized discount (40.8 ) (42.8 ) Unamortized debt issuance costs (3.6 ) (3.8 ) Convertible notes due November 2024, net of unamortized discount and debt issuance costs 214.4 212.2 Foreign facilities 0.7 4.4 Total debt, net of unamortized discount and debt issuance costs 754.4 777.3 Less: current maturities 12.0 15.7 Less: current portion of unamortized debt issuance costs 0.9 0.6 Long-term debt $ 741.5 $ 761.0 _______________ (1) As of March 31, 2020, there were $444.4 in borrowings outstanding under the term loan bearing an interest rate of 3.05% . The term loan is repayable annually in quarterly installments of 2.5% of the loan amount over the first two years, 5.0% for the third year, 7.5% for the fourth year and 10.0% for the fifth and final year. (2) The senior secured revolving credit facility due 2024 includes $100.0 sub limit for letters of credit, a $250.0 sub limit for discretionary letters of credit and $50.0 sub limit for swingline loans. As of March 31, 2020, there were $100.1 in borrowings outstanding under the senior secured revolving credit facility due 2024 bearing a weighted-average interest rate of 2.29% and $64.7 in letters of credit and bank guarantees outstanding supported by the senior secured revolving credit facility due 2024. As of March 31, 2020, the senior secured revolving credit facility due 2024 had availability of $385.2 . |
Schedule of Interest Expense and Financing Cost Amortization | The following table summarizes interest expense and financing costs amortization related to the 2024 Credit Facilities and our previous senior secured revolving credit facility: Three Months Ended March 31, 2020 2019 Interest expense, term loan due June 2024 $ 4.2 $ — Interest expense, senior secured revolving credit facility 0.6 3.2 Interest expense, senior secured revolving credit facility and term loan due June 2024 $ 4.8 $ 3.2 Financing costs amortization, senior secured revolving credit facility and term loan due 2024 $ 0.8 $ 0.2 |
Schedule of Interest Accretion | The following table summarizes interest accretion of the 2024 Notes discount, 1.0% contractual interest coupon and financing costs amortization associated with the 2024 Notes: Three Months Ended March 31, 2020 2019 2024 Notes, interest accretion of convertible notes discount $ 1.9 $ 1.8 2024 Notes, 1.0% contractual interest coupon 0.6 0.6 2024 Notes, total interest expense $ 2.5 $ 2.4 2024 Notes, financing costs amortization $ 0.2 $ 0.2 |
Product Warranties (Tables)
Product Warranties (Tables) | 3 Months Ended |
Mar. 31, 2020 | |
Product Warranties Disclosures [Abstract] | |
Rollforward of Consolidated Warranty Reserve | The following table represents changes in our consolidated warranty reserve: Balance at December 31, 2019 $ 11.7 Issued – warranty expense 1.3 Warranty usage (1.1 ) Balance at March 31, 2020 $ 11.9 |
Business Combinations (Tables)
Business Combinations (Tables) | 3 Months Ended |
Mar. 31, 2020 | |
Business Combinations [Abstract] | |
Schedule of Recognized Identified Assets Acquired In Business Combination | The following table summarizes the preliminary estimated fair values of the assets acquired and liabilities assumed in the AXC acquisition as of the acquisition date: Preliminary Estimated Fair Value Net assets acquired: Identifiable intangible assets $ 256.4 Goodwill 287.5 Property, plant and equipment 34.2 Other assets 53.1 Liabilities (31.5 ) Net assets acquired $ 599.7 |
Identifiable Intangible Assets Acquired | Information regarding preliminary identifiable intangible assets acquired in the AXC acquisition is presented below: Weighted-average Estimated Useful Life Preliminary Estimated Asset Fair Value Finite-lived intangible assets: Customer relationships 14.0 years $ 139.1 Unpatented technology 10.0 years 42.1 Backlog (1) 1.0 year 19.2 Other identifiable intangible assets (1) 4.0 years 1.0 Total finite-lived intangible assets acquired 11.0 years 201.4 Indefinite-lived intangible assets: Trademarks and trade names 55.0 Total identifiable intangible assets acquired $ 256.4 _______________ (1) Backlog and other identifiable intangible assets are included in “Patents and other” in Note 7 . “ Goodwill and Intangible Assets .” |
Pro Forma Information | The following table presents pro forma sales, net income attributable to Chart Industries, Inc., and net income attributable to Chart Industries, Inc. per common share data assuming AXC was acquired at the beginning of the 2019 fiscal year: Three Months Ended March 31, 2019 Pro forma sales $ 365.5 Pro forma net income attributable to Chart Industries, Inc. 5.9 Pro forma net income attributable to Chart Industries, Inc. per common share, basic $ 0.17 Pro forma net income attributable to Chart Industries, Inc. per common share, diluted 0.16 |
Accumulated Other Comprehensi_2
Accumulated Other Comprehensive Loss (Tables) | 3 Months Ended |
Mar. 31, 2020 | |
Equity [Abstract] | |
Changes in Accumulated Other Comprehensive Loss | The components of accumulated other comprehensive loss are as follows: Foreign currency translation adjustments Pension liability adjustments, net of taxes Accumulated other comprehensive loss Balance at December 31, 2019 $ (25.0 ) $ (10.9 ) $ (35.9 ) Other comprehensive loss (10.2 ) — (10.2 ) Amounts reclassified from accumulated other comprehensive loss, net of income taxes — 0.3 0.3 Net current-period other comprehensive (loss) income, net of taxes (10.2 ) 0.3 (9.9 ) Balance at March 31, 2020 $ (35.2 ) $ (10.6 ) $ (45.8 ) Foreign currency translation adjustments Pension liability adjustments, net of taxes Accumulated other comprehensive loss Balance at December 31, 2018 $ (17.5 ) $ (12.4 ) $ (29.9 ) Other comprehensive loss (4.9 ) — (4.9 ) Amounts reclassified from accumulated other comprehensive loss, net of income taxes — 0.3 0.3 Net current-period other comprehensive (loss) income, net of taxes (4.9 ) 0.3 (4.6 ) Balance at March 31, 2019 $ (22.4 ) $ (12.1 ) $ (34.5 ) |
Earnings Per Share (Tables)
Earnings Per Share (Tables) | 3 Months Ended |
Mar. 31, 2020 | |
Earnings Per Share [Abstract] | |
Calculation of Net Income Per Share | The following table presents calculations of net earnings per share of common stock: Three Months Ended March 31, 2020 2019 Net income attributable to Chart Industries, Inc. $ 8.5 $ 0.9 Net income attributable to Chart Industries, Inc. per common share: Basic $ 0.24 $ 0.03 Diluted $ 0.24 $ 0.03 Weighted average number of common shares outstanding – basic 35.77 31.57 Incremental shares issuable upon assumed conversion and exercise of share-based awards 0.24 0.55 Incremental shares issuable due to dilutive effect of convertible notes — 1.20 Incremental shares issuable due to dilutive effect of warrants — 0.49 Weighted average number of common shares outstanding – diluted 36.01 33.81 |
Schedule of Antidilutive Securities | Diluted earnings per share does not reflect the following potential common shares as the effect would be anti-dilutive: Three Months Ended March 31, 2020 2019 Share-based awards 0.50 0.14 Convertible note hedge and capped call transactions (1) — 1.20 Warrants 4.41 — Total anti-dilutive securities 4.91 1.34 _______________ (1) The convertible note hedge offsets any dilution upon actual conversion of the 2024 Notes up to a common stock price of $71.775 per share. For further information, refer to Note 8 , “ Debt and Credit Arrangements |
Restructuring Activities (Table
Restructuring Activities (Tables) | 3 Months Ended |
Mar. 31, 2020 | |
Restructuring and Related Activities [Abstract] | |
Summary of Severance and Other Restructuring Costs | The following table is a summary of the severance and other restructuring costs, which included employee-related costs, facility rent and exit costs, relocation, recruiting, travel and other, for the three months ended March 31, 2020 and 2019 : Three Months Ended March 31, 2020 2019 Severance: Cost of sales $ 2.3 $ 0.5 Selling, general, and administrative expenses 2.9 1.0 Total severance costs 5.2 1.5 Other restructuring: Cost of sales — 5.0 Selling, general, and administrative expenses — 0.9 Total other restructuring costs — 5.9 Total restructuring costs $ 5.2 $ 7.4 |
Rollforward of Restructuring Cost | The following tables summarize our restructuring activities for the three months ended March 31, 2020 and 2019 : Three Months Ended March 31, 2020 D&S East D&S West E&C Cryogenics E&C FinFans Corporate Consolidated Balance at December 31, 2019 $ 0.4 $ 0.1 $ 0.2 $ — $ 0.2 $ 0.9 Restructuring costs 1.0 0.8 0.4 2.4 0.6 5.2 Cash payments and other (0.7 ) (0.1 ) (0.1 ) (2.4 ) — (3.3 ) Balance at March 31, 2020 $ 0.7 $ 0.8 $ 0.5 $ — $ 0.8 $ 2.8 Three Months Ended March 31, 2019 D&S East D&S West E&C Cryogenics E&C FinFans Corporate Consolidated Balance at December 31, 2018 $ 0.8 $ — $ — $ — $ 0.1 $ 0.9 Restructuring costs 2.4 0.3 3.4 1.1 0.2 7.4 Property, plant and equipment impairment (1.9 ) — (3.2 ) — — (5.1 ) Cash payments and other (0.5 ) — 0.5 (1.1 ) (0.2 ) (1.3 ) Balance at March 31, 2019 $ 0.8 $ 0.3 $ 0.7 $ — $ 0.1 $ 1.9 |
Basis of Preparation - Narrativ
Basis of Preparation - Narratives (Details) - USD ($) $ / shares in Units, shares in Thousands, $ in Millions | 3 Months Ended | |
Mar. 31, 2020 | Mar. 11, 2020 | |
Accounting Policies [Abstract] | ||
Shares authorized for repurchase | $ 75 | |
Shares repurchased during the period (shares) | 760 | |
Weighted average share price of shares repurchased (per share) | $ 25.40 | |
Shares available for repurchase | $ 55.7 |
Reportable Segments - Segment I
Reportable Segments - Segment Income (Details) - USD ($) $ in Millions | 3 Months Ended | |
Mar. 31, 2020 | Mar. 31, 2019 | |
Segment Reporting Information | ||
Sales to external customers | $ 321.1 | $ 289.3 |
Depreciation and amortization expense | 23.9 | 16 |
Operating income (loss) | 23.5 | 4.6 |
Capital expenditures | 10.3 | 5.9 |
Restructuring costs | 5.2 | 7.4 |
Cryobiological storage | ||
Segment Reporting Information | ||
Sales to external customers | 19.3 | 20.3 |
Operating Segments | D&S East | ||
Segment Reporting Information | ||
Sales to external customers | 70 | 68.7 |
Depreciation and amortization expense | 3.6 | 4.2 |
Operating income (loss) | 6.9 | (2.3) |
Capital expenditures | 5.1 | 1 |
Restructuring costs | 1 | 2.4 |
Operating Segments | D&S East | Cryobiological storage | ||
Segment Reporting Information | ||
Sales to external customers | 0.2 | 0 |
Operating Segments | D&S West | ||
Segment Reporting Information | ||
Sales to external customers | 111.6 | 118 |
Depreciation and amortization expense | 3 | 2.9 |
Operating income (loss) | 26.5 | 25.6 |
Capital expenditures | 1.7 | 1.2 |
Restructuring costs | 0.8 | 0.3 |
Operating Segments | D&S West | Cryobiological storage | ||
Segment Reporting Information | ||
Sales to external customers | 19.2 | 22 |
Operating Segments | E&C Cryogenics | ||
Segment Reporting Information | ||
Sales to external customers | 62.2 | 35.1 |
Depreciation and amortization expense | 3.8 | 4.5 |
Operating income (loss) | 8.7 | (10.7) |
Capital expenditures | 1 | 2.7 |
Restructuring costs | 0.4 | 3.4 |
Operating Segments | E&C Cryogenics | Cryobiological storage | ||
Segment Reporting Information | ||
Sales to external customers | 0 | 0 |
Operating Segments | E&C FinFans | ||
Segment Reporting Information | ||
Sales to external customers | 80.7 | 70.5 |
Depreciation and amortization expense | 13.1 | 4.1 |
Operating income (loss) | 1.1 | 9.4 |
Capital expenditures | 0.5 | 0.5 |
Restructuring costs | 2.4 | 1.1 |
Operating Segments | E&C FinFans | Cryobiological storage | ||
Segment Reporting Information | ||
Sales to external customers | 0 | 0 |
Intersegment Eliminations | ||
Segment Reporting Information | ||
Sales to external customers | (3.4) | (3) |
Depreciation and amortization expense | 0 | 0 |
Operating income (loss) | 0 | (1.1) |
Capital expenditures | 0 | 0 |
Intersegment Eliminations | Cryobiological storage | ||
Segment Reporting Information | ||
Sales to external customers | (0.1) | (1.7) |
Corporate | ||
Segment Reporting Information | ||
Sales to external customers | 0 | 0 |
Depreciation and amortization expense | 0.4 | 0.3 |
Operating income (loss) | (19.7) | (16.3) |
Capital expenditures | 2 | 0.5 |
Restructuring costs | $ 0.6 | 0.2 |
Acquisition related costs | $ 0.9 |
Reportable Segments - Product S
Reportable Segments - Product Sales Information (Details) - USD ($) $ in Millions | 3 Months Ended | |
Mar. 31, 2020 | Mar. 31, 2019 | |
Segment Reporting Information | ||
Sales to external customers | $ 321.1 | $ 289.3 |
Natural gas processing (including petrochemical) and industrial gas applications | ||
Segment Reporting Information | ||
Sales to external customers | 83.3 | 77.4 |
Liquefied natural gas (LNG) applications | ||
Segment Reporting Information | ||
Sales to external customers | 79.4 | 48.8 |
HVAC, power and refining applications | ||
Segment Reporting Information | ||
Sales to external customers | 17.3 | 13.6 |
Bulk industrial gas applications | ||
Segment Reporting Information | ||
Sales to external customers | 70.5 | 77.7 |
Packaged gas industrial applications | ||
Segment Reporting Information | ||
Sales to external customers | 51.3 | 51.5 |
Cryobiological storage | ||
Segment Reporting Information | ||
Sales to external customers | 19.3 | 20.3 |
Operating Segments | D&S East | ||
Segment Reporting Information | ||
Sales to external customers | 70 | 68.7 |
Operating Segments | D&S East | Natural gas processing (including petrochemical) and industrial gas applications | ||
Segment Reporting Information | ||
Sales to external customers | 0 | 0 |
Operating Segments | D&S East | Liquefied natural gas (LNG) applications | ||
Segment Reporting Information | ||
Sales to external customers | 19.7 | 12.1 |
Operating Segments | D&S East | HVAC, power and refining applications | ||
Segment Reporting Information | ||
Sales to external customers | 0 | 0 |
Operating Segments | D&S East | Bulk industrial gas applications | ||
Segment Reporting Information | ||
Sales to external customers | 39 | 40.2 |
Operating Segments | D&S East | Packaged gas industrial applications | ||
Segment Reporting Information | ||
Sales to external customers | 11.1 | 16.4 |
Operating Segments | D&S East | Cryobiological storage | ||
Segment Reporting Information | ||
Sales to external customers | 0.2 | 0 |
Operating Segments | D&S West | ||
Segment Reporting Information | ||
Sales to external customers | 111.6 | 118 |
Operating Segments | D&S West | Natural gas processing (including petrochemical) and industrial gas applications | ||
Segment Reporting Information | ||
Sales to external customers | 0 | 0 |
Operating Segments | D&S West | Liquefied natural gas (LNG) applications | ||
Segment Reporting Information | ||
Sales to external customers | 18.9 | 22.1 |
Operating Segments | D&S West | HVAC, power and refining applications | ||
Segment Reporting Information | ||
Sales to external customers | 0 | 0 |
Operating Segments | D&S West | Bulk industrial gas applications | ||
Segment Reporting Information | ||
Sales to external customers | 32.4 | 37.8 |
Operating Segments | D&S West | Packaged gas industrial applications | ||
Segment Reporting Information | ||
Sales to external customers | 41.1 | 36.1 |
Operating Segments | D&S West | Cryobiological storage | ||
Segment Reporting Information | ||
Sales to external customers | 19.2 | 22 |
Operating Segments | E&C Cryogenics | ||
Segment Reporting Information | ||
Sales to external customers | 62.2 | 35.1 |
Operating Segments | E&C Cryogenics | Natural gas processing (including petrochemical) and industrial gas applications | ||
Segment Reporting Information | ||
Sales to external customers | 21.6 | 25.9 |
Operating Segments | E&C Cryogenics | Liquefied natural gas (LNG) applications | ||
Segment Reporting Information | ||
Sales to external customers | 33.3 | 4.2 |
Operating Segments | E&C Cryogenics | HVAC, power and refining applications | ||
Segment Reporting Information | ||
Sales to external customers | 7.3 | 5 |
Operating Segments | E&C Cryogenics | Bulk industrial gas applications | ||
Segment Reporting Information | ||
Sales to external customers | 0 | 0 |
Operating Segments | E&C Cryogenics | Packaged gas industrial applications | ||
Segment Reporting Information | ||
Sales to external customers | 0 | 0 |
Operating Segments | E&C Cryogenics | Cryobiological storage | ||
Segment Reporting Information | ||
Sales to external customers | 0 | 0 |
Operating Segments | E&C FinFans | ||
Segment Reporting Information | ||
Sales to external customers | 80.7 | 70.5 |
Operating Segments | E&C FinFans | Natural gas processing (including petrochemical) and industrial gas applications | ||
Segment Reporting Information | ||
Sales to external customers | 62 | 51.5 |
Operating Segments | E&C FinFans | Liquefied natural gas (LNG) applications | ||
Segment Reporting Information | ||
Sales to external customers | 8.6 | 10.4 |
Operating Segments | E&C FinFans | HVAC, power and refining applications | ||
Segment Reporting Information | ||
Sales to external customers | 10.1 | 8.6 |
Operating Segments | E&C FinFans | Bulk industrial gas applications | ||
Segment Reporting Information | ||
Sales to external customers | 0 | 0 |
Operating Segments | E&C FinFans | Packaged gas industrial applications | ||
Segment Reporting Information | ||
Sales to external customers | 0 | 0 |
Operating Segments | E&C FinFans | Cryobiological storage | ||
Segment Reporting Information | ||
Sales to external customers | 0 | 0 |
Intersegment Eliminations | ||
Segment Reporting Information | ||
Sales to external customers | (3.4) | (3) |
Intersegment Eliminations | Natural gas processing (including petrochemical) and industrial gas applications | ||
Segment Reporting Information | ||
Sales to external customers | (0.3) | 0 |
Intersegment Eliminations | Liquefied natural gas (LNG) applications | ||
Segment Reporting Information | ||
Sales to external customers | (1.1) | 0 |
Intersegment Eliminations | HVAC, power and refining applications | ||
Segment Reporting Information | ||
Sales to external customers | (0.1) | 0 |
Intersegment Eliminations | Bulk industrial gas applications | ||
Segment Reporting Information | ||
Sales to external customers | (0.9) | (0.3) |
Intersegment Eliminations | Packaged gas industrial applications | ||
Segment Reporting Information | ||
Sales to external customers | (0.9) | (1) |
Intersegment Eliminations | Cryobiological storage | ||
Segment Reporting Information | ||
Sales to external customers | $ (0.1) | $ (1.7) |
Reportable Segments - Assets (D
Reportable Segments - Assets (Details) - USD ($) $ in Millions | Mar. 31, 2020 | Dec. 31, 2019 |
Assets | ||
Assets | $ 2,423 | $ 2,481.4 |
Operating Segments | Continuing Operations | D&S East | ||
Assets | ||
Assets | 511.9 | 528.6 |
Operating Segments | Continuing Operations | D&S West | ||
Assets | ||
Assets | 423.3 | 414.9 |
Operating Segments | Continuing Operations | E&C Cryogenics | ||
Assets | ||
Assets | 428.1 | 430.3 |
Operating Segments | Continuing Operations | E&C FinFans | ||
Assets | ||
Assets | 1,032.3 | 1,028 |
Corporate | Continuing Operations | ||
Assets | ||
Assets | $ 27.4 | $ 79.6 |
Revenue - Disaggregation of Rev
Revenue - Disaggregation of Revenue (Details) - USD ($) $ in Millions | 3 Months Ended | |
Mar. 31, 2020 | Mar. 31, 2019 | |
Disaggregation of Revenue | ||
Sales | $ 321.1 | $ 289.3 |
Point in time | ||
Disaggregation of Revenue | ||
Sales | 180 | 187.3 |
Over time | ||
Disaggregation of Revenue | ||
Sales | 141.1 | 102 |
Operating Segments | D&S East | ||
Disaggregation of Revenue | ||
Sales | 70 | 68.7 |
Operating Segments | D&S East | Point in time | ||
Disaggregation of Revenue | ||
Sales | 59.1 | 63.9 |
Operating Segments | D&S East | Over time | ||
Disaggregation of Revenue | ||
Sales | 10.9 | 4.8 |
Operating Segments | D&S West | ||
Disaggregation of Revenue | ||
Sales | 111.6 | 118 |
Operating Segments | D&S West | Point in time | ||
Disaggregation of Revenue | ||
Sales | 102.4 | 107.4 |
Operating Segments | D&S West | Over time | ||
Disaggregation of Revenue | ||
Sales | 9.2 | 10.6 |
Operating Segments | E&C Cryogenics | ||
Disaggregation of Revenue | ||
Sales | 62.2 | 35.1 |
Operating Segments | E&C Cryogenics | Point in time | ||
Disaggregation of Revenue | ||
Sales | 0 | 0.2 |
Operating Segments | E&C Cryogenics | Over time | ||
Disaggregation of Revenue | ||
Sales | 62.2 | 34.9 |
Operating Segments | E&C FinFans | ||
Disaggregation of Revenue | ||
Sales | 80.7 | 70.5 |
Operating Segments | E&C FinFans | Point in time | ||
Disaggregation of Revenue | ||
Sales | 21.2 | 18.8 |
Operating Segments | E&C FinFans | Over time | ||
Disaggregation of Revenue | ||
Sales | 59.5 | 51.7 |
Intersegment Eliminations | ||
Disaggregation of Revenue | ||
Sales | (3.4) | (3) |
Intersegment Eliminations | Point in time | ||
Disaggregation of Revenue | ||
Sales | (2.7) | (3) |
Intersegment Eliminations | Over time | ||
Disaggregation of Revenue | ||
Sales | $ (0.7) | $ 0 |
Revenue - Change in Contract As
Revenue - Change in Contract Assets and Liabilities (Details) $ in Millions | 3 Months Ended |
Mar. 31, 2020USD ($) | |
Contract assets | |
Beginning accounts receivable, net of allowances | $ 202.6 |
Change in accounts receivable | (7.5) |
Ending accounts receivable, net of allowances | 195.1 |
Beginning unbilled contract revenue | 86.1 |
Change in unbilled contract revenue | 2.4 |
Ending unbilled contract revenue | $ 88.5 |
Change in accounts receivable (as a percentage) | (3.70%) |
Change in unbilled contract revenue (as a percentage) | 2.80% |
Contract liabilities | |
Begining balance customer advances and billings in excess of contract revenue | $ 127.8 |
Change in customer advances and billings in excess of contract revenue | (3.5) |
Ending balance customer advances and billings in excess of contract revenue | 124.3 |
Beginning long-term deferred revenue | 0.8 |
Change in long-term deferred revenue | (0.1) |
Ending long-term deferred revenue | $ 0.7 |
Change in customer advances and billings in excess of contract revenue (as a percentage) | (2.70%) |
Change in long-term deferred revenue (as a percentage) | (12.50%) |
Revenue - Narratives (Details)
Revenue - Narratives (Details) - USD ($) $ in Millions | 3 Months Ended | |
Mar. 31, 2020 | Mar. 31, 2019 | |
Revenue from Contract with Customer [Abstract] | ||
Contract revenue recognized | $ 17.1 | $ 37 |
Remaining performance obligation | $ 732.5 | |
Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction, Start Date [Axis]: 2020-04-01 | ||
Disaggregation of Revenue | ||
Revenue, remaining performance obligation | 84.00% | |
Performance obligations expected to be satisfied, expected timing | 1 year |
Investments (Details)
Investments (Details) - USD ($) $ in Millions | Mar. 31, 2020 | Dec. 31, 2019 |
Investments, Debt and Equity Securities [Abstract] | ||
Investment in equity securities | $ 2.1 | $ 6.9 |
Equity investments | 6 | 6.5 |
Total investments | $ 8.1 | $ 13.4 |
Investments - Narratives (Detai
Investments - Narratives (Details) - USD ($) | 3 Months Ended | |||
Mar. 31, 2020 | Mar. 31, 2019 | Dec. 31, 2019 | Sep. 30, 2019 | |
Investments | ||||
Notes receivable | $ 7,000,000 | |||
Investment in equity securities | $ 2,100,000 | $ 6,900,000 | ||
Unrealized loss on investment in equity securities | 4,800,000 | $ 0 | ||
Equity investments | $ 6,000,000 | 6,500,000 | ||
Liberty LNG | ||||
Investments | ||||
Equity investments, ownership interest (percent) | 25.00% | |||
Equity investments | $ 2,700,000 | 3,300,000 | ||
Hudson Products de Mexico S.A. de CV | Investment in Joint Venture | ||||
Investments | ||||
Equity investments, ownership interest (percent) | 50.00% | |||
Equity investments | $ 2,900,000 | $ 2,900,000 |
Leases - Narratives (Details)
Leases - Narratives (Details) $ in Millions | 3 Months Ended | ||
Mar. 31, 2020USD ($)facility | Mar. 31, 2019USD ($) | Dec. 31, 2019USD ($) | |
Leases [Abstract] | |||
Right of use assets | $ 31.9 | ||
Operating lease liability | 32 | ||
Operating lease liabilities, current | $ 5.4 | $ 6.3 | |
Weighted average lease term | 6 years 6 months | ||
Operating lease weighted average discount rate (percent) | 4.70% | ||
Operating lease rent expense | $ 3.1 | $ 2 | |
Number of operating contracts | facility | 7 |
Leases - Future Minimum Payment
Leases - Future Minimum Payments (Details) $ in Millions | Mar. 31, 2020USD ($) |
Future minimum lease payments for non-cancelable operating leases | |
2020 | $ 6 |
2021 | 6.5 |
2022 | 6.1 |
2023 | 5.5 |
2024 | 5.3 |
Thereafter | 7.9 |
Total future minimum lease payments | $ 37.3 |
Inventories (Details)
Inventories (Details) - USD ($) $ in Millions | Mar. 31, 2020 | Dec. 31, 2019 |
Inventory Disclosure [Abstract] | ||
Raw materials and supplies | $ 111.6 | $ 104 |
Work in process | 56.9 | 47.5 |
Finished goods | 66.9 | 67.9 |
Total inventories, net | 235.4 | 219.4 |
Inventory valuation reserve | $ 10.2 | $ 10.8 |
Goodwill and Intangible Asset_2
Goodwill and Intangible Assets - Narratives (Details) - USD ($) $ in Millions | 3 Months Ended | |
Mar. 31, 2020 | Mar. 31, 2019 | |
Finite-Lived Intangible Assets | ||
Amortization expense | $ 14 | $ 7.2 |
Government grants | Minimum | ||
Finite-Lived Intangible Assets | ||
Finite lived intangible assets useful life | 10 years | |
Government grants | Maximum | ||
Finite-Lived Intangible Assets | ||
Finite lived intangible assets useful life | 50 years |
Goodwill and Intangible Asset_3
Goodwill and Intangible Assets - Goodwill (Details) $ in Millions | 3 Months Ended |
Mar. 31, 2020USD ($) | |
Goodwill | |
Beginning Balance, Goodwill | $ 844.9 |
Foreign currency translation adjustments | (3.7) |
Ending Balance, Goodwill | 841.2 |
Beginning Balance, Accumulated goodwill impairment loss | 147.1 |
Ending Balance, Accumulated goodwill impairment loss | 147.1 |
D&S East | |
Goodwill | |
Beginning Balance, Goodwill | 117 |
Foreign currency translation adjustments | (2.4) |
Ending Balance, Goodwill | 114.6 |
Beginning Balance, Accumulated goodwill impairment loss | 0 |
Ending Balance, Accumulated goodwill impairment loss | 0 |
D&S West | |
Goodwill | |
Beginning Balance, Goodwill | 152.1 |
Foreign currency translation adjustments | 0 |
Ending Balance, Goodwill | 152.1 |
Beginning Balance, Accumulated goodwill impairment loss | 82.5 |
Ending Balance, Accumulated goodwill impairment loss | 82.5 |
E&C Cryogenics | |
Goodwill | |
Beginning Balance, Goodwill | 176.2 |
Foreign currency translation adjustments | (1) |
Ending Balance, Goodwill | 175.2 |
Beginning Balance, Accumulated goodwill impairment loss | 40.9 |
Ending Balance, Accumulated goodwill impairment loss | 40.9 |
E&C FinFans | |
Goodwill | |
Beginning Balance, Goodwill | 399.6 |
Foreign currency translation adjustments | (0.3) |
Ending Balance, Goodwill | 399.3 |
Beginning Balance, Accumulated goodwill impairment loss | 23.7 |
Ending Balance, Accumulated goodwill impairment loss | $ 23.7 |
Goodwill and Intangible Asset_4
Goodwill and Intangible Assets - Intangible Assets (Excluding Goodwill) (Details) - USD ($) $ in Millions | 3 Months Ended | |
Mar. 31, 2020 | Dec. 31, 2019 | |
Schedule of Finite-lived and Indefinite-lived Intangible Assets | ||
Weighted-average Estimated Useful Life | 13 years | |
Gross Carrying Amount | $ 503.5 | $ 505.7 |
Accumulated Amortization | (154.3) | (140.5) |
Total intangible assets | 666.7 | 669.6 |
Trademarks and trade names | ||
Schedule of Finite-lived and Indefinite-lived Intangible Assets | ||
Indefinite-lived intangible assets | $ 163.2 | 163.9 |
Use Rights [Member] | ||
Schedule of Finite-lived and Indefinite-lived Intangible Assets | ||
Weighted-average Estimated Useful Life | 50 years | |
Gross Carrying Amount | $ 11.8 | 12 |
Accumulated Amortization | $ (1.5) | (1.5) |
Customer relationships | ||
Schedule of Finite-lived and Indefinite-lived Intangible Assets | ||
Weighted-average Estimated Useful Life | 13 years | |
Gross Carrying Amount | $ 379.1 | 380.3 |
Accumulated Amortization | $ (121.7) | (115) |
Unpatented technology | ||
Schedule of Finite-lived and Indefinite-lived Intangible Assets | ||
Weighted-average Estimated Useful Life | 10 years | |
Gross Carrying Amount | $ 89 | 90.1 |
Accumulated Amortization | $ (15) | (13) |
Trademarks and trade names | ||
Schedule of Finite-lived and Indefinite-lived Intangible Assets | ||
Weighted-average Estimated Useful Life | 14 years | |
Gross Carrying Amount | $ 2.7 | 2.4 |
Accumulated Amortization | $ (1.4) | (1.2) |
Land use rights | ||
Schedule of Finite-lived and Indefinite-lived Intangible Assets | ||
Weighted-average Estimated Useful Life | 2 years | |
Gross Carrying Amount | $ 20.9 | 20.9 |
Accumulated Amortization | $ (14.7) | $ (9.8) |
Goodwill and Intangible Asset_5
Goodwill and Intangible Assets - Future Amortization Expense (Details) $ in Millions | Mar. 31, 2020USD ($) |
Estimated Amortization Expense for Intangible Assets | |
2020 | $ 48.5 |
2021 | 35.5 |
2022 | 35.4 |
2023 | 35.1 |
2024 | $ 34.3 |
Goodwill and Intangible Asset_6
Goodwill and Intangible Assets - Government Grants (Details) - USD ($) $ in Millions | Mar. 31, 2020 | Dec. 31, 2019 |
Finite-Lived Intangible Assets | ||
Gross carrying amount | $ 503.5 | $ 505.7 |
Government grants | ||
Finite-Lived Intangible Assets | ||
Gross carrying amount | 7.5 | 7.7 |
Government grants | Current | ||
Finite-Lived Intangible Assets | ||
Gross carrying amount | 0.5 | 0.5 |
Government grants | Long-term | ||
Finite-Lived Intangible Assets | ||
Gross carrying amount | $ 7 | $ 7.2 |
Debt and Credit Arrangements -
Debt and Credit Arrangements - Summary of Outstanding Borrowings (Details) - USD ($) | Mar. 31, 2020 | Dec. 31, 2019 | Jun. 14, 2019 | Nov. 06, 2017 |
Debt Instrument | ||||
Total debt, net of unamortized discount and debt issuance costs | $ 754,400,000 | $ 777,300,000 | ||
Less: current maturities | 12,000,000 | 15,700,000 | ||
Less: current portion of unamortized debt issuance costs | 900,000 | 600,000 | ||
Long-term debt | 741,500,000 | 761,000,000 | ||
Foreign facilities | ||||
Debt Instrument | ||||
Foreign facilities | 700,000 | 4,400,000 | ||
Revolving Credit Facility | Credit Facilities 2019 | ||||
Debt Instrument | ||||
Unamortized debt issuance costs | (5,200,000) | (5,500,000) | ||
Senior secured revolving credit facility and term loan, net of debt issuance costs | 539,300,000 | 560,700,000 | ||
Revolving Credit Facility | Term loan | ||||
Debt Instrument | ||||
Long term debt | $ 444,400,000 | 447,200,000 | ||
Debt instrument stated interest rate (percent) | 3.05% | |||
Debt instrument percentage of principal due annually, through year two (percent) | 2.50% | |||
Debt instrument percentage of principal due annually, year three (percent) | 5.00% | |||
Debt instrument percentage of principal due annually, year four (percent) | 7.50% | |||
Debt instrument percentage of principal due annually, year three (percent) | 10.00% | |||
Maximum borrowing capacity | $ 450,000,000 | |||
Revolving Credit Facility | Senior secured revolving credit facility | ||||
Debt Instrument | ||||
Long term debt | $ 100,100,000 | $ 119,000,000 | ||
Unamortized debt issuance costs | $ (8,500,000) | |||
Maximum borrowing capacity | 550,000,000 | |||
Weighted average interest rate (percent) | 2.29% | |||
Letters of credit outstanding | $ 64,700,000 | |||
Line of credit remaining borrowing amount | $ 385,200,000 | |||
Revolving Credit Facility | Foreign facilities | ||||
Debt Instrument | ||||
Weighted average interest rate (percent) | 1.40% | 1.30% | ||
Letters of credit outstanding | $ 34,900,000 | $ 12,600,000 | ||
Line of credit remaining borrowing amount | 20,800,000 | 23,100,000 | ||
Revolving Credit Facility Sub-limit - Letters of Credit | Senior secured revolving credit facility | ||||
Debt Instrument | ||||
Maximum borrowing capacity | 100,000,000 | |||
Revolving Credit Facility Sub-limit - Discretionary Letters of Credit | Senior secured revolving credit facility | ||||
Debt Instrument | ||||
Maximum borrowing capacity | 250,000,000 | |||
Revolving Credit Facility Sub-limit - Swingline | Senior secured revolving credit facility | ||||
Debt Instrument | ||||
Maximum borrowing capacity | $ 50,000,000 | |||
Convertible Debt | Convertible Notes, due 2024 | ||||
Debt Instrument | ||||
Unamortized debt issuance costs | (3,600,000) | (3,800,000) | ||
Principal amount | 258,800,000 | 258,800,000 | $ 258,800,000 | |
Unamortized discount | (40,800,000) | (42,800,000) | ||
Convertible Debt | $ 214,400,000 | $ 212,200,000 | ||
Debt instrument stated interest rate (percent) | 1.00% |
Debt and Credit Arrangements _2
Debt and Credit Arrangements - Senior Secured Revolving Credit Facility and Term Loan (Details) - USD ($) | Jun. 14, 2019 | Mar. 31, 2020 | Dec. 31, 2019 |
Revolving Credit Facility | Credit Facilities 2019 | |||
Debt Instrument | |||
Maximum percentage of capital stock guaranteed by company | 65.00% | ||
Unamortized debt issuance costs | $ 5,200,000 | $ 5,500,000 | |
Revolving Credit Facility | Credit Facilities 2019 | Adjusted Base Rate | Minimum | |||
Debt Instrument | |||
Debt instrument variable interest rate (percent) | 0.25% | ||
Revolving Credit Facility | Credit Facilities 2019 | Adjusted Base Rate | Maximum | |||
Debt Instrument | |||
Debt instrument variable interest rate (percent) | 1.25% | ||
Revolving Credit Facility | Credit Facilities 2019 | LIBOR | Minimum | |||
Debt Instrument | |||
Debt instrument variable interest rate (percent) | 1.25% | ||
Revolving Credit Facility | Credit Facilities 2019 | LIBOR | Maximum | |||
Debt Instrument | |||
Debt instrument variable interest rate (percent) | 2.25% | ||
Revolving Credit Facility | Term loan | |||
Debt Instrument | |||
Maximum borrowing capacity | $ 450,000,000 | ||
Debt issuance costs | $ 6,100,000 | ||
Debt instrument term | 5 years | ||
Revolving Credit Facility | Senior secured revolving credit facility | |||
Debt Instrument | |||
Maximum borrowing capacity | 550,000,000 | ||
Payments for debt issuance costs | $ 7,500,000 | ||
Unamortized debt issuance costs | $ 8,500,000 | ||
Debt instrument term | 5 years | ||
Revolving Credit Facility | Senior secured revolving credit facility due 2022 | |||
Debt Instrument | |||
Unamortized debt issuance costs | $ 2,500,000 | ||
Revolving Credit Facility Sub-limit - Letters of Credit | Senior secured revolving credit facility | |||
Debt Instrument | |||
Maximum borrowing capacity | 100,000,000 | ||
Revolving Credit Facility Sub-limit - Discretionary Letters of Credit | Senior secured revolving credit facility | |||
Debt Instrument | |||
Maximum borrowing capacity | 250,000,000 | ||
Revolving Credit Facility Sub-limit - Swingline | Senior secured revolving credit facility | |||
Debt Instrument | |||
Maximum borrowing capacity | $ 50,000,000 |
Debt and Credit Arrangements _3
Debt and Credit Arrangements - Interest Expense And Financing Cost Amortization (Details) - USD ($) $ in Millions | 3 Months Ended | |
Mar. 31, 2020 | Mar. 31, 2019 | |
Debt Instrument | ||
Interest expense exlculding amortization | $ 7.2 | $ 5.3 |
Financing costs amortization | 1 | 0.4 |
Revolving Credit Facility | ||
Debt Instrument | ||
Interest expense exlculding amortization | 4.8 | 3.2 |
Financing costs amortization | 0.8 | 0.2 |
Revolving Credit Facility | Term loan | ||
Debt Instrument | ||
Interest expense exlculding amortization | 4.2 | 0 |
Revolving Credit Facility | Senior secured revolving credit facility | ||
Debt Instrument | ||
Interest expense exlculding amortization | $ 0.6 | $ 3.2 |
Debt and Credit Arrangements _4
Debt and Credit Arrangements - 2024 Notes Narratives (Details) $ / shares in Units, shares in Thousands | Nov. 06, 2017USD ($) | Dec. 31, 2017USD ($)$ / shares | Mar. 31, 2020USD ($)day$ / shares | Dec. 31, 2019USD ($) | Dec. 31, 2018shares | Oct. 31, 2017$ / shares |
Debt Instrument | ||||||
Share price (usd per share) | $ / shares | $ 28.98 | $ 43.50 | ||||
Convertible Debt | Convertible Notes, due 2024 | ||||||
Debt Instrument | ||||||
Debt instrument stated interest rate (percent) | 1.00% | |||||
Debt instrument face amount | $ 258,800,000 | $ 258,800,000 | $ 258,800,000 | |||
Share conversion rate | 0.0170285 | |||||
Debt instrument, conversion price (usd per share) | $ / shares | $ 58.725 | |||||
Debt instrument, conversion premium | 35.00% | |||||
Debt instrument, threshold for consecutive trading days | day | 20 | |||||
Debt instrument, threshold for consecutive trading days | day | 30 | |||||
Applicable conversion price threshold (as percentage) | 130.00% | |||||
Maximum days after five trading days | 5 days | |||||
Applicable conversion price, less than (as percentage) | 97.00% | |||||
Debt instrument effective interest rate | 4.80% | |||||
Non cash payment for derivative instrument | $ 59,500,000 | |||||
Number of shares underlying warrant | shares | 4,410 | |||||
Proceeds from issuances of warrants | $ 46,000,000 | |||||
Percentage above previous sales price | 65.00% | |||||
Net cost of convertible note hedge and warrant | $ 13,500,000 | |||||
Convertible Debt | Convertible Notes, due 2024 | Maximum | ||||||
Debt Instrument | ||||||
Debt instrument, conversion price (usd per share) | $ / shares | $ 71.775 | |||||
Convertible Debt | Convertible Notes, due 2024 | Liability Component | ||||||
Debt Instrument | ||||||
Debt instrument face amount | $ 200,100,000 | |||||
Debt issuance costs | 5,300,000 | |||||
Convertible Debt | Convertible Notes, due 2024 | Equity Component | ||||||
Debt Instrument | ||||||
Debt instrument face amount | 58,700,000 | |||||
Debt issuance costs | $ 1,500,000 |
Debt and Credit Arrangements _5
Debt and Credit Arrangements - Notes Interest Accretion Schedule (Details) - USD ($) $ in Millions | 3 Months Ended | |
Mar. 31, 2020 | Mar. 31, 2019 | |
Debt Instrument | ||
Interest accretion of convertible notes discount | $ 1.9 | $ 1.8 |
Interest expense exlculding amortization | 7.2 | 5.3 |
Financing costs amortization | 1 | 0.4 |
Convertible Debt | Convertible Notes, due 2024 | ||
Debt Instrument | ||
Interest accretion of convertible notes discount | 1.9 | 1.8 |
Interest expense exlculding amortization | 0.6 | 0.6 |
Total interest expense | 2.5 | 2.4 |
Financing costs amortization | $ 0.2 | $ 0.2 |
Debt and Credit Arrangements _6
Debt and Credit Arrangements - Foreign Facilities (Details) - Foreign facilities - USD ($) $ in Millions | Mar. 31, 2020 | Dec. 31, 2019 |
Debt Instrument | ||
Foreign facilities | $ 0.7 | $ 4.4 |
Revolving Credit Facility | ||
Debt Instrument | ||
Line of credit remaining borrowing amount | 20.8 | 23.1 |
Letters of credit outstanding | $ 34.9 | $ 12.6 |
Weighted average interest rate (percent) | 1.40% | 1.30% |
Debt and Credit Arrangements _7
Debt and Credit Arrangements - Letters of Credit (Details) - USD ($) $ in Millions | Mar. 31, 2020 | Dec. 31, 2019 | Mar. 31, 2019 |
Debt Disclosure [Abstract] | |||
Restricted cash | $ 1 | $ 1 | |
Restricted cash, noncurrent | $ 1 | $ 1 | $ 1 |
Debt and Credit Arrangements _8
Debt and Credit Arrangements - Fair Value Disclosures about Debt (Details) | Mar. 31, 2020 | Dec. 31, 2019 |
Convertible Debt | Convertible Notes, due 2024 | ||
Debt Instrument | ||
Debt instrument percentage over par value | 78.00% | 132.00% |
Product Warranties (Details)
Product Warranties (Details) $ in Millions | 3 Months Ended |
Mar. 31, 2020USD ($) | |
Movement in Standard Product Warranty Accrual | |
Beginning balance standard product warranty accrual | $ 11.7 |
Issued – warranty expense | 1.3 |
Warranty usage | (1.1) |
Ending balance standard product warranty accrual | $ 11.9 |
Business Combinations - Air-X-C
Business Combinations - Air-X-Changers Narratives (Details) - USD ($) $ in Millions | Jul. 01, 2019 | Mar. 31, 2020 | Sep. 30, 2019 | Mar. 31, 2019 |
Business Acquisition | ||||
Payment for acquisition of businesses, net of cash acquired | $ 0 | $ 2.8 | ||
AXC | ||||
Business Acquisition | ||||
Payment for acquisition of businesses, net of cash acquired | $ 599.7 | |||
Payments for acquisition of business excluding working capital adjustments | $ 592 | |||
Payment for working capital adjustments | $ 7.7 | |||
AXC | Minimum | ||||
Business Acquisition | ||||
Finite lived intangible assets useful life | 1 year | |||
AXC | Maximum | ||||
Business Acquisition | ||||
Finite lived intangible assets useful life | 14 years |
Business Combinations - Net Ass
Business Combinations - Net Asset Acquired (Details) - USD ($) $ in Millions | Mar. 31, 2020 | Dec. 31, 2019 | Jul. 01, 2019 |
Net assets acquired: | |||
Goodwill | $ 841.2 | $ 844.9 | |
AXC | |||
Net assets acquired: | |||
Identifiable intangible assets | $ 256.4 | ||
Property, plant and equipment | 287.5 | ||
Goodwill | 34.2 | ||
Other net assets | 53.1 | ||
Debt | (31.5) | ||
Net assets acquired | $ 599.7 |
Business Combinations - Intangi
Business Combinations - Intangible Assets Acquired (Details) - USD ($) $ in Millions | Jul. 01, 2019 | Mar. 31, 2020 |
Acquired Finite-Lived Intangible Assets | ||
Weighted-average Estimated Useful Life | 13 years | |
Customer relationships | ||
Acquired Finite-Lived Intangible Assets | ||
Weighted-average Estimated Useful Life | 13 years | |
AXC | ||
Acquired Finite-Lived Intangible Assets | ||
Weighted-average Estimated Useful Life | 11 years | |
Finite lived intangible assets acquired | $ 201.4 | |
Indefinite-lived intangible assets: | ||
Trademarks | 55 | |
Total identifiable intangible assets acquired | $ 256.4 | |
AXC | Customer relationships | ||
Acquired Finite-Lived Intangible Assets | ||
Weighted-average Estimated Useful Life | 14 years | |
Finite lived intangible assets acquired | $ 139.1 | |
AXC | Unpatented technology | ||
Acquired Finite-Lived Intangible Assets | ||
Weighted-average Estimated Useful Life | 10 years | |
Finite lived intangible assets acquired | $ 42.1 | |
AXC | Backlog | ||
Acquired Finite-Lived Intangible Assets | ||
Weighted-average Estimated Useful Life | 1 year | |
Finite lived intangible assets acquired | $ 19.2 | |
AXC | Non-compete agreements | ||
Acquired Finite-Lived Intangible Assets | ||
Weighted-average Estimated Useful Life | 4 years | |
Finite lived intangible assets acquired | $ 1 |
Business Combinations - Pro For
Business Combinations - Pro Forma Information (Details) - AXC $ / shares in Units, $ in Millions | 3 Months Ended |
Mar. 31, 2019USD ($)$ / shares | |
Business Acquisition, Pro Forma Information | |
Pro forma sales | $ | $ 365.5 |
Pro forma net income attributable to Chart Industries, Inc. | $ | $ 5.9 |
Pro forma net income attributable to Chart Industries, Inc. per common share, basic (usd per share) | $ / shares | $ 0.17 |
Pro forma net income attributable to Chart Industries, Inc. per common share, diluted (usd per share) | $ / shares | $ 0.16 |
Accumulated Other Comprehensi_3
Accumulated Other Comprehensive Loss - Accumulated Other Comprehensive Loss Rollforward (Details) - USD ($) $ in Millions | 3 Months Ended | |
Mar. 31, 2020 | Mar. 31, 2019 | |
Accumulated Other Comprehensive Loss | ||
Beginning balance | $ 1,232.4 | $ 889 |
Ending balance | 1,214.9 | 893.5 |
Accumulated other comprehensive loss | ||
Accumulated Other Comprehensive Loss | ||
Beginning balance | (35.9) | (29.9) |
Other comprehensive loss | (10.2) | (4.9) |
Amounts reclassified from accumulated other comprehensive loss, net of income taxes | 0.3 | 0.3 |
Net current-period other comprehensive (loss) income, net of taxes | (9.9) | (4.6) |
Ending balance | (45.8) | (34.5) |
Foreign currency translation adjustments | ||
Accumulated Other Comprehensive Loss | ||
Beginning balance | (25) | (17.5) |
Other comprehensive loss | (10.2) | (4.9) |
Amounts reclassified from accumulated other comprehensive loss, net of income taxes | 0 | 0 |
Net current-period other comprehensive (loss) income, net of taxes | (10.2) | (4.9) |
Ending balance | (35.2) | (22.4) |
Pension liability adjustments, net of taxes | ||
Accumulated Other Comprehensive Loss | ||
Beginning balance | (10.9) | (12.4) |
Other comprehensive loss | 0 | 0 |
Amounts reclassified from accumulated other comprehensive loss, net of income taxes | 0.3 | 0.3 |
Net current-period other comprehensive (loss) income, net of taxes | 0.3 | 0.3 |
Ending balance | $ (10.6) | $ (12.1) |
Earnings Per Share (Details)
Earnings Per Share (Details) - USD ($) $ / shares in Units, shares in Thousands, $ in Millions | 3 Months Ended | |
Mar. 31, 2020 | Mar. 31, 2019 | |
Net income attributable to Chart Industries, Inc. | ||
Net income attributable to Chart Industries, Inc. | $ 8.5 | $ 0.9 |
Net income attributable to Chart Industries, Inc. per common share: | ||
Basic (usd per share) | $ 0.24 | $ 0.03 |
Diluted (usd per share) | $ 0.24 | $ 0.03 |
Weighted average number of common shares outstanding — basic (shares) | 35,770 | 31,570 |
Incremental shares issuable upon assumed conversion and exercise of share-based awards (shares) | 240 | 550 |
Incremental shares issuable due to dilutive effect of convertible (shares) | 0 | 1,200 |
Incremental shares issuable due to dilutive effect of warrants (shares) | 0 | 490 |
Weighted average number of common shares outstanding – diluted (shares) | 36,010 | 33,810 |
Earnings Per Share - Antidiluti
Earnings Per Share - Antidilutive Securities (Details) - shares shares in Thousands | 3 Months Ended | |
Mar. 31, 2020 | Mar. 31, 2019 | |
Antidilutive Securities Excluded from Computation of Earnings Per Share | ||
Total anti-dilutive securities | 4,910 | 1,340 |
Share-based awards | ||
Antidilutive Securities Excluded from Computation of Earnings Per Share | ||
Total anti-dilutive securities | 500 | 140 |
Convertible note hedge and capped call transactions | ||
Antidilutive Securities Excluded from Computation of Earnings Per Share | ||
Total anti-dilutive securities | 0 | 1,200 |
Warrants | ||
Antidilutive Securities Excluded from Computation of Earnings Per Share | ||
Total anti-dilutive securities | 4,410 | 0 |
Earnings Per Share - Narratives
Earnings Per Share - Narratives (Details) - Convertible Notes, due 2024 - Convertible Debt - $ / shares | Mar. 31, 2020 | Dec. 31, 2017 |
Antidilutive Securities Excluded from Computation of Earnings Per Share | ||
Debt instrument, conversion price (usd per share) | $ 58.725 | |
Maximum | ||
Antidilutive Securities Excluded from Computation of Earnings Per Share | ||
Debt instrument, conversion price (usd per share) | $ 71.775 |
Income Taxes (Details)
Income Taxes (Details) - USD ($) $ in Millions | 3 Months Ended | 12 Months Ended | ||
Mar. 31, 2020 | Mar. 31, 2019 | Dec. 31, 2020 | Dec. 31, 2019 | |
Income Tax Contingency | ||||
Income tax expense (benefit) | $ 1.7 | $ (2) | ||
Effective income tax rate (percent) | 16.70% | 200.00% | ||
Liability for gross unrecognized tax benefits | $ 2.5 | $ 2.4 | ||
Unrecognized tax benefit that would impact effective tax rate | $ 1.8 | $ 1.8 | ||
Forecast | ||||
Income Tax Contingency | ||||
Effective income tax rate (percent) | 20.00% |
Share-based Compensation (Detai
Share-based Compensation (Details) - USD ($) shares in Thousands, $ in Millions | 3 Months Ended | |
Mar. 31, 2020 | Mar. 31, 2019 | |
Share-based Compensation Arrangement by Share-based Payment Award | ||
Allocated share-based compensation expense | $ 2.9 | $ 2.4 |
Share based compensation expense not yet recognized | $ 15.9 | |
Period in which unrecognized share based compensation will be recognized | 2 years 4 months 24 days | |
Management | ||
Share-based Compensation Arrangement by Share-based Payment Award | ||
Share-based compensation, fair value of awards granted | $ 11 | |
Director | ||
Share-based Compensation Arrangement by Share-based Payment Award | ||
Share-based compensation, fair value of restricted shares granted | $ 0.2 | |
Stock Options | ||
Share-based Compensation Arrangement by Share-based Payment Award | ||
Share-based compensation, shares granted (shares) | 110 | |
Share-based compensation, shares exercised (shares) | 90 | |
Share-based compensation, stock option forfeited (shares) | 30 | |
Share-based compensation, vesting period | 4 years | |
Restricted Stock Units (RSUs) | ||
Share-based Compensation Arrangement by Share-based Payment Award | ||
Share-based compensation, restricted shares granted (shares) | 80 | |
Share-based compensation, vesting period | 3 years | |
Share-based compensation, shares vested other than options (shares) | 90 | |
Share-based compensation, shares forfeited other than options (shares) | 10 | |
Performance Shares | ||
Share-based Compensation Arrangement by Share-based Payment Award | ||
Share-based compensation, restricted shares granted (shares) | 40 | |
Share-based compensation, vesting period | 3 years | |
Restricted Stock | ||
Share-based Compensation Arrangement by Share-based Payment Award | ||
Share-based compensation, shares vested other than options (shares) | 90 |
Commitment and Contingencies -
Commitment and Contingencies - Narratives (Details) - USD ($) $ in Millions | 3 Months Ended | |
Mar. 31, 2020 | Dec. 31, 2019 | |
Commitments and Contingencies Disclosure [Abstract] | ||
Accrued environmental reserve | $ 0.4 | $ 0.6 |
Number of years expected for future environmental remediation expenditures duration | 7 years |
Restructuring Activities - Narr
Restructuring Activities - Narratives (Details) - USD ($) $ in Millions | 3 Months Ended | |
Mar. 31, 2020 | Mar. 31, 2019 | |
Restructuring and Related Activities [Abstract] | ||
Restructuring costs | $ 5.2 | $ 7.4 |
Restructuring Activities - Rest
Restructuring Activities - Restructuring Charges (Details) - USD ($) $ in Millions | 3 Months Ended | |
Mar. 31, 2020 | Mar. 31, 2019 | |
Restructuring Cost and Reserve | ||
Severance costs | $ 5.2 | $ 1.5 |
Other restructuring costs | 0 | 5.9 |
Restructuring costs | 5.2 | 7.4 |
Cost of sales | ||
Restructuring Cost and Reserve | ||
Severance costs | 2.3 | 0.5 |
Other restructuring costs | 0 | 5 |
Selling, general, and administrative expenses | ||
Restructuring Cost and Reserve | ||
Severance costs | 2.9 | 1 |
Other restructuring costs | $ 0 | $ 0.9 |
Restructuring Activities - Roll
Restructuring Activities - Rollforward (Details) - USD ($) $ in Millions | 3 Months Ended | |
Mar. 31, 2020 | Mar. 31, 2019 | |
Restructuring Reserve | ||
Beginning balance, restructuring accrual | $ 0.9 | $ 0.9 |
Restructuring costs | 5.2 | 7.4 |
Property, plant and equipment impairment | (5.1) | |
Cash payments and other | (3.3) | (1.3) |
Ending balance, restructuring accrual | 2.8 | 1.9 |
Operating Segments | D&S East | ||
Restructuring Reserve | ||
Beginning balance, restructuring accrual | 0.4 | 0.8 |
Restructuring costs | 1 | 2.4 |
Property, plant and equipment impairment | (1.9) | |
Cash payments and other | (0.7) | (0.5) |
Ending balance, restructuring accrual | 0.7 | 0.8 |
Operating Segments | D&S West | ||
Restructuring Reserve | ||
Beginning balance, restructuring accrual | 0.1 | 0 |
Restructuring costs | 0.8 | 0.3 |
Property, plant and equipment impairment | 0 | |
Cash payments and other | (0.1) | 0 |
Ending balance, restructuring accrual | 0.8 | 0.3 |
Operating Segments | E&C Cryogenics | ||
Restructuring Reserve | ||
Beginning balance, restructuring accrual | 0.2 | 0 |
Restructuring costs | 0.4 | 3.4 |
Property, plant and equipment impairment | (3.2) | |
Cash payments and other | (0.1) | 0.5 |
Ending balance, restructuring accrual | 0.5 | 0.7 |
Operating Segments | E&C FinFans | ||
Restructuring Reserve | ||
Beginning balance, restructuring accrual | 0 | 0 |
Restructuring costs | 2.4 | 1.1 |
Property, plant and equipment impairment | 0 | |
Cash payments and other | (2.4) | (1.1) |
Ending balance, restructuring accrual | 0 | 0 |
Corporate | ||
Restructuring Reserve | ||
Beginning balance, restructuring accrual | 0.2 | 0.1 |
Restructuring costs | 0.6 | 0.2 |
Property, plant and equipment impairment | 0 | |
Cash payments and other | 0 | (0.2) |
Ending balance, restructuring accrual | $ 0.8 | $ 0.1 |