COVER
COVER - USD ($) | 12 Months Ended | ||
Dec. 31, 2022 | Feb. 20, 2023 | Jun. 30, 2022 | |
Document Information [Line Items] | |||
Document Type | 10-K | ||
Document Annual Report | true | ||
Document Period End Date | Dec. 31, 2022 | ||
Current Fiscal Year End Date | --12-31 | ||
Document Transition Report | false | ||
Entity File Number | 1-11442 | ||
Entity Registrant Name | CHART INDUSTRIES, INC | ||
Entity Incorporation, State | DE | ||
Entity Tax Identification Number | 34-1712937 | ||
Entity Address, Street Address | 2200 Airport Industrial Drive, Suite 100 | ||
Entity Address, City | Ball Ground | ||
Entity Address, State | GA | ||
Entity Address, Zip Code | 30107 | ||
City Area Code | 770 | ||
Local Phone Number | 721-8800 | ||
Entity Well-known Seasoned Issuer | Yes | ||
Entity Voluntary Filers | No | ||
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 | ||
ICFR Auditor Attestation Flag | true | ||
Entity Shell Company | false | ||
Entity Public Float | $ 6,102,449,841 | ||
Entity Common Stock, Shares Outstanding | 42,721,378 | ||
Documents Incorporated by Reference | Portions of the following document are incorporated by reference into Part III of this Annual Report on Form 10-K: the definitive Proxy Statement to be used in connection with the Registrant’s Annual Meeting of Stockholders to be held on May 25, 2023 (the “2023 Proxy Statement”). | ||
Amendment Flag | false | ||
Document Fiscal Year Focus | 2022 | ||
Document Fiscal Period Focus | FY | ||
Entity Central Index Key | 0000892553 | ||
Common Stock | |||
Document Information [Line Items] | |||
Title of each class | Common Stock, par value $0.01 | ||
Trading Symbol(s) | GTLS | ||
Name of each exchange on which registered | NYSE | ||
Convertible Preferred Stock | |||
Document Information [Line Items] | |||
Title of each class | Depositary shares, each representing 1/20th interest in a share of 6.75% Series B Mandatory Convertible Preferred Stock, par value $0.01 | ||
Trading Symbol(s) | GTLS.PRB | ||
Name of each exchange on which registered | NYSE |
AUDIT INFORMATION
AUDIT INFORMATION | 12 Months Ended |
Dec. 31, 2022 | |
Auditor Information [Abstract] | |
Auditor Name | Deloitte & Touche LLP |
Auditor Firm ID | 34 |
Auditor Location | Atlanta, Georgia |
CONSOLIDATED BALANCE SHEETS
CONSOLIDATED BALANCE SHEETS - USD ($) $ in Millions | Dec. 31, 2022 | Dec. 31, 2021 |
Current Assets | ||
Cash and cash equivalents | $ 663.6 | $ 122.2 |
Restricted cash | 1,941.7 | 0.2 |
Accounts receivable, less allowances of $4.5 and $6.0, respectively | 278.4 | 236.3 |
Inventories, net | 357.9 | 321.5 |
Unbilled contract revenue | 133.7 | 93.5 |
Prepaid expenses | 37.5 | 20.9 |
Insurance receivable | 234.4 | 0 |
Other current assets | 43.7 | 58.9 |
Total Current Assets | 3,690.9 | 853.5 |
Property, plant and equipment, net | 430 | 416 |
Goodwill | 992 | 994.6 |
Identifiable intangible assets, net | 535.3 | 556.1 |
Equity method investments | 93 | 99.6 |
Investments in equity securities | 96.5 | 77.8 |
Other assets | 64.2 | 46.2 |
TOTAL ASSETS | 5,901.9 | 3,043.8 |
Current Liabilities | ||
Accounts payable | 211.1 | 175.9 |
Customer advances and billings in excess of contract revenue | 170.6 | 148.5 |
Accrued salaries, wages and benefits | 31.5 | 27.1 |
Accrued income taxes | 3.5 | 16.1 |
Current portion of warranty reserve | 4.1 | 9.7 |
Current convertible notes | 256.9 | 255.9 |
Operating lease liabilities, current | 5.4 | 5.8 |
Accrued legal settlement | 305.6 | 0 |
Other current liabilities | 92.9 | 54.9 |
Total Current Liabilities | 1,081.6 | 693.9 |
Long-term debt | 2,039.8 | 600.8 |
Long-term deferred tax liabilities | 46.1 | 59.8 |
Accrued pension liabilities | 0.9 | 1.6 |
Operating lease liabilities, non-current | 15.6 | 21.4 |
Other long-term liabilities | 33.6 | 41.1 |
Total Liabilities | 3,217.6 | 1,418.6 |
Equity | ||
Preferred stock, par value $0.01 per share, $1,000 aggregate liquidation preference — 10,000,000 shares authorized, 402,500 and 0 shares issued and outstanding at December 31, 2022 and 2021, respectively | 0 | 0 |
Common stock, par value $0.01 per share — 150,000,000 shares authorized, 42,563,032 and 36,548,330 shares issued and outstanding at December 31, 2022 and 2021, respectively | 0.4 | 0.4 |
Additional paid-in capital | 1,850.2 | 779 |
Treasury Stock; 760,782 shares at both December 31, 2022 and 2021 | (19.3) | (19.3) |
Retained earnings | 902.2 | 878.2 |
Accumulated other comprehensive loss | (58) | (21.7) |
Total Chart Industries, Inc. Shareholders’ Equity | 2,675.5 | 1,616.6 |
Noncontrolling interests | 8.8 | 8.6 |
Total Equity | 2,684.3 | 1,625.2 |
TOTAL LIABILITIES AND EQUITY | $ 5,901.9 | $ 3,043.8 |
CONSOLIDATED BALANCE SHEETS (Pa
CONSOLIDATED BALANCE SHEETS (Parentheticals) - USD ($) | Dec. 31, 2022 | Dec. 31, 2021 |
Statement of Financial Position [Abstract] | ||
Allowances for doubtful accounts | $ 4,500,000 | $ 6,000,000 |
Preferred stock,par value ( usd per share) | $ 0.01 | |
Liquidation preference | $ 1,000 | |
Preferred stock, shares authorized (shares) | 10,000,000 | |
Preferred stock, shares issued (shares) | 402,500 | 0 |
Preferred stock shares outstanding (shares) | 402,500 | 0 |
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) | 42,563,032 | 36,548,330 |
Common stock, shares outstanding (shares) | 42,563,032 | 36,548,330 |
Treasury stock (shares) | 760,782 | 760,782 |
CONSOLIDATED STATEMENTS OF INCO
CONSOLIDATED STATEMENTS OF INCOME - USD ($) shares in Thousands, $ in Thousands | 12 Months Ended | ||
Dec. 31, 2022 | Dec. 31, 2021 | Dec. 31, 2020 | |
Income Statement [Abstract] | |||
Sales | $ 1,612,400 | $ 1,317,700 | $ 1,177,100 |
Cost of sales | 1,205,000 | 993,500 | 845,000 |
Gross profit | 407,400 | 324,200 | 332,100 |
Selling, general and administrative expenses | 214,500 | 196,800 | 178,200 |
Amortization expense | 41,400 | 38,900 | 45,700 |
Asset impairments | 0 | 0 | 16,000 |
Operating expenses | 255,900 | 235,700 | 239,900 |
Operating income | 151,500 | 88,500 | 92,200 |
Acquisition related finance fees | 37,000 | 0 | 0 |
Interest expense, net | 28,800 | 10,700 | 17,700 |
Financing costs amortization | 2,900 | 8,300 | 4,300 |
Unrealized gain on investment in equity securities | (13,100) | (3,200) | (13,100) |
Realized gain on equity method investment | (300) | 0 | 0 |
Realized gain on investment in equity securities | 0 | (2,600) | 0 |
Foreign currency (gain) loss | (800) | 900 | 900 |
Gain on bargain purchase | 0 | 0 | (5,000) |
Other (income) expense, net | (1,900) | 300 | 2,200 |
Income from continuing operations before income taxes and equity in earnings of unconsolidated affiliates, net | 98,900 | 74,100 | 85,200 |
Income tax expense (benefit): | |||
Current | 17,600 | 21,400 | 13,900 |
Deferred | (1,700) | (7,900) | 1,000 |
Income tax expense, net | 15,900 | 13,500 | 14,900 |
Income from continuing operations before equity in earnings of unconsolidated affiliates, net | 83,000 | 60,600 | 70,300 |
Equity in (loss) earnings of unconsolidated affiliates, net | (400) | 300 | 0 |
Net income from continuing operations | 82,600 | 60,900 | 70,300 |
(Loss) income from discontinued operations, net of tax | (57,600) | 0 | 239,200 |
Net income | 25,000 | 60,900 | 309,500 |
Less: Income attributable to noncontrolling interests of continuing operations, net of taxes | 1,000 | 1,800 | 1,400 |
Net income attributable to Chart Industries, Inc. | 24,000 | 59,100 | 308,100 |
Income (Loss) from Continuing Operations, Net of Tax, Excluding Portion Attributable to Noncontrolling Interest | 81,600 | 59,100 | 68,900 |
Amounts attributable to Chart common stockholders | |||
Income from continuing operations | 24,000 | 59,100 | 308,100 |
Less: Mandatory convertible preferred stock dividend requirement | 1,400 | 0 | 0 |
Income from continuing operations attributable to Chart | 80,200 | 59,100 | 68,900 |
(Loss) income from discontinued operations, net of tax | (57,600) | 0 | 239,200 |
Net income attributable to Chart common stockholders, basic | 22,600 | 59,100 | 308,100 |
Net income attributable to Chart common stockholders, diluted | $ 22,600 | $ 59,100 | $ 308,100 |
Basic earnings per common share attributable to Chart Industries, Inc. | |||
Income from continuing operations (usd per share) | $ 2.21 | $ 1.66 | $ 1.95 |
(Loss) income from discontinued operations (usd per share) | (1.59) | 0 | 6.76 |
Net income attributable to Chart Industries, Inc. (usd per share) | 0.62 | 1.66 | 8.71 |
Diluted earnings per common share attributable to Chart Industries, Inc. | |||
Income from continuing operations (usd per share) | 1.92 | 1.44 | 1.89 |
(Loss) income from discontinued operations (usd per share) | (1.38) | 0 | 6.56 |
Net income attributable to Chart Industries, Inc. (usd per share) | $ 0.54 | $ 1.44 | $ 8.45 |
Weighted-average number of common shares outstanding: | |||
Basic (shares) | 36,250 | 35,610 | 35,380 |
Diluted (shares) | 41,800 | 41,110 | 36,450 |
CONSOLIDATED STATEMENTS OF COMP
CONSOLIDATED STATEMENTS OF COMPREHENSIVE INCOME - USD ($) $ in Millions | 12 Months Ended | ||
Dec. 31, 2022 | Dec. 31, 2021 | Dec. 31, 2020 | |
Statement of Comprehensive Income [Abstract] | |||
Net income | $ 25 | $ 60.9 | $ 309.5 |
Other comprehensive (loss) income: | |||
Foreign currency translation adjustments | (35.3) | (29) | 38.8 |
Defined benefit pension plan: | |||
Actuarial (loss) gain on remeasurement | (1.7) | 5.9 | (1.9) |
Amortization of net loss | 0.5 | 1 | 1.2 |
Defined benefit pension plan | (1.2) | 6.9 | (0.7) |
Other comprehensive (loss) income, before tax | (36.5) | (22.1) | 38.1 |
Income tax (expense) benefit related to defined benefit pension plan | 0.2 | (2) | 0.2 |
Other comprehensive (loss) income, net of taxes | (36.3) | (24.1) | 38.3 |
Comprehensive (loss) income | (11.3) | 36.8 | 347.8 |
Less: Comprehensive income attributable to noncontrolling interests, net of taxes | (1) | (1.8) | (1.4) |
Comprehensive (loss) income attributable to Chart Industries, Inc. | $ (12.3) | $ 35 | $ 346.4 |
CONSOLIDATED STATEMENTS OF CASH
CONSOLIDATED STATEMENTS OF CASH FLOWS - USD ($) $ in Thousands | 12 Months Ended | |||||
Dec. 31, 2022 | Dec. 31, 2021 | Dec. 31, 2020 | ||||
OPERATING ACTIVITIES | ||||||
Net income | $ 25,000 | $ 60,900 | $ 309,500 | |||
Adjustments to reconcile net income to net cash provided by operating activities: | ||||||
Depreciation and amortization | 81,900 | 80,600 | 85,200 | |||
Employee share-based compensation expense | 10,600 | 11,200 | 8,900 | |||
Financing costs amortization | 2,900 | 8,300 | 4,300 | |||
Interest accretion of convertible notes discount | 0 | 0 | 8,000 | |||
Unrealized gain on investment in equity securities | (13,100) | (3,200) | (13,100) | |||
Equity Method Investment, Realized Gain (Loss) on Disposal | (300) | 0 | 0 | |||
Realized gain on investment in equity securities | 0 | (2,600) | 0 | |||
Unrealized foreign currency transaction (gain) loss | (4,100) | (1,100) | 2,300 | |||
Equity in loss (earnings) of unconsolidated affiliates, net | 500 | (300) | 0 | |||
Deferred income tax expense (benefit) | (1,700) | (7,900) | 1,000 | |||
Gain on sale of business | 0 | 0 | (249,400) | |||
Asset impairments | 0 | 0 | 16,000 | |||
Gain on bargain purchase | 0 | 0 | (5,000) | |||
Other non-cash operating activities | 11,300 | (4,800) | 1,500 | |||
Changes in assets and liabilities, net of acquisitions: | ||||||
Accounts receivable | (45,300) | (31,200) | (10,100) | |||
Inventory | (48,700) | (78,100) | (34,900) | |||
Unbilled contract revenue and other assets | (315,400) | (71,200) | (5,000) | |||
Accounts payable and other liabilities | [1] | 349,300 | (10,400) | 62,800 | ||
Customer advances and billings in excess of contract revenue | 27,900 | 28,500 | (9,300) | |||
Net Cash Provided By (Used In) Operating Activities | 80,800 | (21,300) | 172,700 | |||
INVESTING ACTIVITIES | ||||||
Proceeds from sale of businesses | 0 | 0 | 317,500 | |||
Acquisition of businesses, net of cash acquired | (25,800) | (205,100) | (51,900) | |||
Investments | (9,900) | (103,900) | (50,800) | |||
Capital expenditures | (74,200) | (52,700) | (37,900) | |||
Proceeds from sale of assets | 0 | 0 | 7,900 | |||
Cash received from settlement of cross-currency swap agreements | 9,400 | 0 | 0 | |||
Government grants and other | (1,100) | 500 | 200 | |||
Net Cash (Used In) Provided By Investing Activities | (101,600) | (361,200) | 185,000 | |||
FINANCING ACTIVITIES | ||||||
Borrowings on senior secured and senior unsecured notes | 1,940,000 | 0 | 0 | |||
Borrowings on revolving credit facilities | 635,300 | 1,361,100 | 215,000 | |||
Repayments on revolving credit facilities | (1,128,200) | (873,600) | (223,100) | |||
Repayments on term loan | 0 | (103,100) | (344,100) | |||
Payments for debt issuance costs | (4,700) | (3,000) | (1,000) | |||
Proceeds from issuance of common stock, net | 675,500 | 0 | 0 | |||
Proceeds from issuance of preferred stock, net | 388,400 | 0 | 0 | |||
Payments for equity issuance costs | (700) | 0 | 0 | |||
Proceeds from exercise of stock options | 2,200 | 6,900 | 11,000 | |||
Common stock repurchases from share-based compensation plans | (3,600) | (6,400) | (1,900) | |||
Common stock repurchases | [2] | 0 | 0 | (19,300) | ||
Net Cash Provided By (Used in) Financing Activities | 2,504,200 | 381,900 | (363,400) | |||
Effect of exchange rate changes on cash and cash equivalents | (500) | (3,100) | 11,800 | |||
Net increase (decrease) in cash, cash equivalents, restricted cash, and restricted cash equivalents | [3] | 2,482,900 | (3,700) | 6,100 | ||
Cash, cash equivalents, restricted cash, and restricted cash equivalents at beginning of period | 122,400 | [3] | 126,100 | [3] | 120,000 | |
CASH, CASH EQUIVALENTS, RESTRICTED CASH, AND RESTRICTED CASH EQUIVALENTS AT END OF PERIOD | [3] | $ 2,605,300 | $ 122,400 | $ 126,100 | ||
[1]Includes $37.0 of acquisition related financing fees for the year ended December 31, 2022.[2]Includes $19.3 in shares repurchased through our share repurchase program. On March 11, 2021, the share repurchase program expired with no further repurchases. Refer to Note 2, “Significant Accounting Policies” for further information.[3]Net increase (decrease) in cash, cash equivalents, restricted cash, and restricted cash equivalents represents cash flows of consolidated operations for all periods presented. For cash flows of discontinued operations, refer to Note 3, “Discontinued Operations.” |
CONSOLIDATED STATEMENTS OF CA_2
CONSOLIDATED STATEMENTS OF CASH FLOWS (Parenthetical) - USD ($) $ in Millions | 12 Months Ended | |||
Dec. 31, 2022 | Dec. 31, 2021 | Dec. 31, 2020 | ||
Statement of Cash Flows [Abstract] | ||||
Transaction related costs | $ 37 | $ 0 | $ 0 | |
Common stock repurchases | [1] | 0 | 0 | $ 19.3 |
Restricted cash | $ 1,941.7 | 0.2 | ||
Restricted cash and cash equivalents, current | $ 0.2 | |||
[1]Includes $19.3 in shares repurchased through our share repurchase program. On March 11, 2021, the share repurchase program expired with no further repurchases. Refer to Note 2, “Significant Accounting Policies” for further information. |
CONSOLIDATED STATEMENTS OF EQUI
CONSOLIDATED STATEMENTS OF EQUITY - USD ($) $ in Millions | Total | Common Stock | Preferred Stock | Cumulative effect of accounting change | [2] | Common Stock | Preferred Stock | Preferred Stock Preferred Stock | Additional Paid-in Capital | Additional Paid-in Capital Common Stock | Additional Paid-in Capital Preferred Stock | Additional Paid-in Capital Cumulative effect of accounting change | [2] | Treasury Stock | Retained Earnings | Retained Earnings Cumulative effect of accounting change | [2] | Accumulated Other Comprehensive (Loss) Income | Noncontrolling Interests | |
Beginning Balance at Dec. 31, 2019 | $ 1,232.4 | $ 0.4 | $ 0 | $ 762.8 | $ 0 | $ 500.3 | $ (35.9) | $ 4.8 | ||||||||||||
Beginning balance (shares) at Dec. 31, 2019 | 35,800,000 | |||||||||||||||||||
Preferred stock balance at the beginning (in shares) at Dec. 31, 2019 | 0 | |||||||||||||||||||
Increase (Decrease) in Stockholders' Equity | ||||||||||||||||||||
Net income | 309.5 | 308.1 | 1.4 | |||||||||||||||||
Other comprehensive loss | 38.3 | 38.3 | ||||||||||||||||||
Share-based compensation expense | 8.9 | 8.9 | ||||||||||||||||||
Common stock issued from share-based compensation plans | 11 | 11 | ||||||||||||||||||
Common stock issued from share-based compensation plans (shares) | 420,000 | |||||||||||||||||||
Common stock repurchases from share-based compensation plans | (1.9) | (1.9) | ||||||||||||||||||
Common stock repurchases from share-based compensation plan (shares) | (30,000) | |||||||||||||||||||
Common stock repurchases | [1] | (19.3) | (19.3) | |||||||||||||||||
Other | (0.4) | 0.4 | ||||||||||||||||||
Ending Balance at Dec. 31, 2020 | 1,579.3 | $ (26.2) | $ 0.4 | $ 0 | 780.8 | $ (36.9) | (19.3) | 808.4 | $ 10.7 | 2.4 | 6.6 | |||||||||
Ending balance (shares) at Dec. 31, 2020 | 36,190,000 | |||||||||||||||||||
Preferred stock balance at the end (in shares) at Dec. 31, 2020 | 0 | |||||||||||||||||||
Increase (Decrease) in Stockholders' Equity | ||||||||||||||||||||
Net income | 60.9 | 59.1 | 1.8 | |||||||||||||||||
Other comprehensive loss | (24.1) | (24.1) | ||||||||||||||||||
Share-based compensation expense | 11.2 | 11.2 | ||||||||||||||||||
Common stock issued from share-based compensation plans | 6.9 | 6.9 | ||||||||||||||||||
Common stock issued from share-based compensation plans (shares) | 260,000 | |||||||||||||||||||
Common stock repurchases from share-based compensation plans | (6.4) | (6.4) | ||||||||||||||||||
Common stock repurchases from share-based compensation plan (shares) | (40,000) | |||||||||||||||||||
Acquisition of Earthly Labs Inc. | 23.4 | 23.4 | ||||||||||||||||||
Acquisition of Earthly Labs Inc. (in shares) | 140,000 | |||||||||||||||||||
Other | 0.2 | 0.2 | ||||||||||||||||||
Ending Balance at Dec. 31, 2021 | $ 1,625.2 | $ 0.4 | $ 0 | 779 | (19.3) | 878.2 | (21.7) | 8.6 | ||||||||||||
Ending balance (shares) at Dec. 31, 2021 | 36,548,330 | 36,550,000 | ||||||||||||||||||
Preferred stock balance at the end (in shares) at Dec. 31, 2021 | 0 | 0 | ||||||||||||||||||
Increase (Decrease) in Stockholders' Equity | ||||||||||||||||||||
Net income | $ 25 | 24 | 1 | |||||||||||||||||
Other comprehensive loss | (36.3) | (36.3) | ||||||||||||||||||
Share-based compensation expense | 10.6 | 10.6 | ||||||||||||||||||
Common stock issued from share-based compensation plans | $ 2.2 | 2.2 | ||||||||||||||||||
Common stock issued from share-based compensation plans (shares) | 30,000 | 110,000 | ||||||||||||||||||
Common stock repurchases from share-based compensation plans | $ (3.6) | (3.6) | ||||||||||||||||||
Common stock repurchases from share-based compensation plan (shares) | (20,000) | |||||||||||||||||||
Stock issuance, net of equity issuance costs | $ 675.1 | $ 388.1 | $ 675.1 | $ 388.1 | ||||||||||||||||
Stock issuance, net of equity issuance costs (shares) | 5,920,000 | 400,000 | ||||||||||||||||||
Acquisition of Earthly Labs Inc. | (1.2) | (1.2) | ||||||||||||||||||
Other | (0.8) | (0.8) | ||||||||||||||||||
Ending Balance at Dec. 31, 2022 | $ 2,684.3 | $ 0.4 | $ 0 | $ 1,850.2 | $ (19.3) | $ 902.2 | $ (58) | $ 8.8 | ||||||||||||
Ending balance (shares) at Dec. 31, 2022 | 42,563,032 | 42,560,000 | ||||||||||||||||||
Preferred stock balance at the end (in shares) at Dec. 31, 2022 | 402,500 | 400,000 | ||||||||||||||||||
[1]Includes $19.3 in shares repurchased through our share repurchase program. Refer to Note 2, “Significant Accounting Policies,” for further information.[2]Refer to Note 2, “Significant Accounting Policies” for discussion regarding cumulative effect of change in accounting principle. |
CONSOLIDATED STATEMENTS OF EQ_2
CONSOLIDATED STATEMENTS OF EQUITY (Parenthetical) - USD ($) $ in Millions | 3 Months Ended | 12 Months Ended | |
Mar. 31, 2020 | Dec. 31, 2020 | ||
Statement of Stockholders' Equity [Abstract] | |||
Common stock repurchases | $ 19.3 | $ 19.3 | [1] |
[1]Includes $19.3 in shares repurchased through our share repurchase program. Refer to Note 2, “Significant Accounting Policies,” for further information. |
Nature of Operations and Princi
Nature of Operations and Principles of Consolidation | 12 Months Ended |
Dec. 31, 2022 | |
Organization, Consolidation and Presentation of Financial Statements [Abstract] | |
Nature of Operations and Principles of Consolidation | Nature of Operations and Principles of Consolidation Nature of Operations: We are a leading independent global manufacturer of highly engineered cryogenic equipment servicing multiple applications in the industrial gas and clean energy markets. Our unique product portfolio is used in every phase of the liquid gas supply chain, including upfront engineering, service and repair. Being at the forefront of the clean energy transition, Chart is a leading provider of technology, equipment and services related to liquefied natural gas, hydrogen, biogas, CO2 Capture and water treatment, among other applications. We are committed to excellence in environmental, social and corporate governance (ESG) issues both for our company as well as our customers. With 29 global manufacturing locations from the United States to Asia, India and Europe, we maintain accountability and transparency to our team members, suppliers, customers and communities. Principles of Consolidation: The consolidated financial statements have been prepared in accordance with U.S. generally accepted accounting principles (“GAAP”) and include the accounts of Chart Industries, Inc. and its subsidiaries. Intercompany accounts and transactions are eliminated in consolidation. |
Significant Accounting Policies
Significant Accounting Policies | 12 Months Ended |
Dec. 31, 2022 | |
Accounting Policies [Abstract] | |
Significant Accounting Policies | Significant Accounting Policies Use of Estimates: The preparation of consolidated financial statements in conformity with U.S. generally accepted accounting principles 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 consolidated 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. We have experienced temporary facility closures while awaiting appropriate government approvals in certain jurisdictions. The Covid-19 pandemic 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. 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 first quarter of 2020, we repurchased 0.76 shares of our common stock at an average price of $25.40 per share for a total purchase price of $19.3. 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. On March 11, 2021, the share repurchase program expired with no further repurchases since the Suspension Date. Cash, Cash Equivalents, Restricted Cash, and Restricted Cash Equivalents: We consider all investments with an initial maturity of three months or less when purchased to be cash equivalents. Restricted cash and restricted cash equivalents are included within restricted cash as of December 31, 2022 and December 31, 2021 in the accompanying consolidated balance sheets. For further information regarding restricted cash and restricted cash equivalents balances, refer to Note 10, “Debt and Credit Arrangements.” Accounts Receivable, Net of Allowances: Accounts receivable includes amounts billed and currently due from customers. The amounts due are stated at their net estimated realizable value. We maintain an allowance for doubtful accounts to provide for the estimated amount of receivables that will not be collected. The allowance is based upon an assessment of customer creditworthiness, historical payment experience, the age of outstanding receivables and collateral to the extent applicable. 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. Past-due trade receivable balances are written off when our internal collection efforts have been unsuccessful. As a practical expedient, we do not adjust the promised amount of consideration for the effects of a significant financing component when we expect, at contract inception, that the period between our transfer of a promised product or service to a customer and when the customer pays for that product or service will be one year or less. We do not typically include extended payment terms in our contracts with customers. Inventories: Inventories are stated at the lower of cost or net realizable value with cost being determined by the first-in, first-out (“FIFO”) method. We determine inventory valuation reserves based on a combination of factors. In circumstances where we are aware of a specific problem in the valuation of a certain item, a specific reserve is recorded to reduce the item to its net realizable value. We also recognize reserves based on the actual usage in recent history and projected usage in the near-term. Unbilled Contract Revenue: Unbilled contract revenue represents contract assets resulting from revenue recognized over time in excess of the amount billed to the customer and the amount billed to the customer is not just subject to the passage of time. Billing requirements vary by contract but are generally structured around the completion of certain milestones. These contract assets are generally classified as current. Property, Plant and Equipment: Capital expenditures for property, plant and equipment are recorded at cost. Expenditures for maintenance and repairs are charged to expense as incurred, whereas major improvements that extend the useful life are capitalized. The cost of applicable assets is depreciated over their estimated useful lives. Depreciation is computed using the straight-line method for financial reporting purposes and accelerated methods for income tax purposes. Lessee Accounting: At lease inception, we determine if an arrangement is a lease and if it includes options to extend or terminate the lease if it is reasonably certain that the options will be exercised. Lease expense for lease payments is recognized on a straight-line basis over the lease term. Operating leases are recognized as right-of-use (“ROU”) assets and are included within property, plant and equipment, net, and lease liabilities are included in operating lease liabilities, current and operating lease liabilities, non-current in our consolidated balance sheets. ROU assets represent our right to use an underlying asset for the lease term, and lease liabilities represent our obligation to make lease payments arising from the lease. Operating lease ROU assets and liabilities are recognized on the lease commencement date based on the present value of lease payments over the lease term. As most of our leases do not provide an implicit rate, we use our incremental borrowing rate based on the information available on the lease commencement date in determining the present value of lease payments. Lessor Accounting: Similar to lessee accounting, at lease inception we determine if an arrangement is a lease. The net investment of our lease receivables is measured at the commencement date as the present value of the lease payments not yet received. Operating leases are reported at cost as equipment leased to others within property, plant and equipment, net in our consolidated balance sheets and depreciated based on their useful lives on a straight-line basis. Sales from sales-type and operating leases are presented net of sales tax and other related taxes. Interest income is recognized over the lease term using the effective interest method and is classified as interest expense, net in our consolidated statements of income. Lease payments from operating leases are recorded as income on a straight-line basis over the lease term. Long-lived Assets: We monitor our property, plant, equipment, and finite-lived intangible assets for impairment indicators on an ongoing basis. Assets are grouped and tested at the lowest level for which identifiable cash flows are available. If impairment indicators exist, we perform the required analysis and record impairment charges, if applicable. In conducting our analysis, we compare the undiscounted cash flows expected to be generated from the long-lived assets to the related net book values. If the undiscounted cash flows exceed the net book value, the long-lived assets are considered not to be impaired. If the net book value exceeds the undiscounted cash flows, an impairment loss is measured and recognized. An impairment loss is measured as the difference between the net book value and the fair value of the long-lived assets. Fair value is estimated from discounted future net cash flows (for assets held and used) or net realizable value (for assets held for sale). Changes in economic or operating conditions impacting these estimates and assumptions could result in the impairment of long-lived assets. We amortize intangible assets that have finite lives over their estimated useful lives. Goodwill and Indefinite-Lived Intangible Assets: Goodwill is recognized as the excess cost of an acquired entity over the net amount assigned to assets acquired and liabilities assumed. We do not amortize goodwill or indefinite-lived intangible assets, but review them for impairment annually in the fourth quarter or whenever events or changes in circumstances indicate that an evaluation should be completed. Goodwill is analyzed on a reporting unit basis. The reporting units are the same as our operating and reportable segments, which are as follows: Cryo Tank Solutions, Heat Transfer Systems, Specialty Products and Repair, Service & Leasing. We first evaluate qualitative factors, such as macroeconomic conditions and our overall financial performance to determine whether it is more likely than not that the fair value of a reporting unit is less than its carrying amount, including goodwill. We then evaluate how significant each of the identified factors could be to the fair value or carrying amount of a reporting unit and weigh these factors in totality in forming a conclusion of whether it is more likely than not that the fair value of a reporting unit is less than its carrying amount (the “Step 0 Test”). If we determine that it is not more likely than not that the fair value of a reporting unit is less than its carrying amount, the first step of the goodwill impairment test is not necessary. Otherwise, we would proceed to the first step of the goodwill impairment test. Alternatively, we may also bypass the Step 0 Test and proceed directly to the first step of the goodwill impairment test. Under the first step (“Step 1”), we estimate the fair value of the reporting units by considering income and market approaches to develop fair value estimates, which are weighted to arrive at a fair value estimate for each reporting unit. With respect to the income approach, a model has been developed to estimate the fair value of each reporting unit. This fair value model incorporates estimates of future cash flows, estimates of allocations of certain assets and cash flows among reporting units, estimates of future growth rates and management’s judgment regarding the applicable discount rates to use to discount such estimates of cash flows. With respect to the market approach, a guideline company method is employed whereby pricing multiples are derived from companies with similar assets or businesses to estimate fair value of each reporting unit. If the fair value of the reporting unit exceeds the carrying amount of the net assets assigned to that reporting unit, then goodwill is not impaired and no further testing is required. However, if the fair value of the reporting unit is less than its carrying amount, the impairment charge is based on the excess of a reporting unit’s carrying amount over its fair value (i.e., we would measure the charge based on the result from Step 1). In order to assess the reasonableness of the calculated fair values of the reporting units, we also compare the sum of the reporting units’ fair values to the market capitalization and calculate an implied control premium (the excess of the sum of the reporting units’ fair values over the market capitalization). We evaluate the control premium by comparing it to control premiums of recent comparable transactions. If the implied control premium is not reasonable in light of this assessment, we reevaluate the fair value estimates of the reporting units by adjusting the discount rates and other assumptions as necessary. Changes to the assumptions and estimates used throughout the steps described above may result in a significantly different estimate of the fair value of the reporting units, which could result in a different assessment of the recoverability of goodwill and result in future impairment charges. With respect to indefinite-lived intangible assets, we first evaluate relevant events and circumstances to determine whether it is more likely than not that the fair value of an indefinite-lived intangible asset is less than its carrying amount. If, in weighing all relevant events and circumstances in totality, we determine that it is more likely than not that an indefinite-lived intangible asset is not impaired, no further action is necessary. Otherwise, we would determine the fair value of indefinite-lived intangible assets and perform a quantitative impairment assessment by comparing the indefinite-lived intangible asset’s fair value to its carrying amount. We may bypass such a qualitative assessment and proceed directly to the quantitative assessment. We estimate the fair value of the indefinite-lived assets using the income approach. This may include the relief from royalty method or use of a model similar to the one described above related to goodwill which estimates the future cash flows attributed to the indefinite-lived intangible asset and then discounting these cash flows back to a present value. Under the relief from royalty method, fair value is estimated by discounting the royalty savings, as well as any tax benefits related to ownership to a present value. The fair value from either approach is compared to the carrying value and an impairment is recorded if the fair value is determined to be less than the carrying value. Equity Method Investments: Investments, including certain of our joint ventures, where Chart has the ability to exercise significant influence over, but does not possess control, are accounted for using the equity method of accounting. Judgment regarding the level of influence over each investment includes considering key factors such as our ownership interest, our representation on the investee’s board of directors and participation in policy-making decisions. We recognize the equity method investee’s proportionate share of the earnings and losses and classify as equity in earnings of unconsolidated affiliates, net in our consolidated statements of income and comprehensive income. We evaluate our equity method investments for impairment whenever events or changes in circumstances indicate that the carrying amounts of such investments may not be recoverable. If a decline in the value of an equity method investment is determined to be other than temporary, an impairment loss is recognized in earnings for the amount by which the carrying amount of the investment exceeds its estimated fair value. Investments in Equity Securities: We measure certain of our investments in equity securities where we have no significant influence and generally less than 20% ownership interest at fair value on a recurring basis according to the fair value hierarchy as defined below. We reassess measurement options for these investments on a quarterly basis. Mark-to-market fair value adjustments in these investments in equity securities are classified as unrealized loss (gain) on investments in equity securities in our consolidated statements of income and comprehensive income. Investments in equity securities for which there is no readily determinable fair value are measured at cost minus impairment, if any, plus or minus changes resulting from observable price changes in orderly transactions for the identical or a similar investment of the same issuer. Customer Advances and Billings in Excess of Contract Revenue: Our contract liabilities consist of advance customer payments, billings in excess of revenue recognized and deferred revenue. Our contract assets and liabilities are reported in a net position on a contract-by-contract basis at the end of each reporting period. We classify advance customer payments and billings in excess of revenue recognized as current. We classify deferred revenue as current or non-current based on the timing of when we expect to recognize revenue. The current portion of deferred revenue is included in customer advances and billings in excess of contract revenue in our consolidated balance sheets. Long-term deferred revenue is included in other long-term liabilities in our consolidated balance sheets. Convertible Debt: The $258.8 principal amount of the convertible notes due November 2024 is classified as a current liability in the consolidated balance sheet at December 31, 2022 since the holders of the convertible notes due November 2024 could potentially convert their notes at their option during the three month period subsequent to December 31, 2022. We reassess the convertibility of the 2024 Notes and the related balance sheet classification on a quarterly basis. We amortize debt issuance costs over the term of the 2024 Notes using the effective interest method. We use the if-converted method to compute diluted earnings per share for our convertible notes due November 2024 such that the denominator includes incremental shares that would be issued upon conversion. Refer to Note 10, “Debt and Credit Arrangements” for further discussion of our convertible notes. Preferred Stock and Dividends: Preferred stock is evaluated to determine balance sheet classification, and all conversion and redemption features are evaluated for bifurcation treatment. Proceeds received net of issuance costs are recognized on the settlement date. Cash dividends become a liability once declared. Income available to common stockholders is computed by deducting from net income the dividends accumulated and earned during the period on cumulative preferred stock. Financial Instruments: The fair values of cash equivalents, accounts receivable, accounts payable and short-term bank debt approximate their carrying amount because of the short maturity of these instruments. To minimize credit risk from trade receivables, we review the financial condition of potential customers in relation to established credit requirements before sales credit is extended and monitor the financial condition and payment history of customers to help ensure timely collections and to minimize losses. Additionally, for certain domestic and foreign customers, we require advance payments, letters of credit, bankers’ acceptances, and other such guarantees of payment. Certain customers also require us to issue letters of credit or performance bonds, particularly in instances where advance payments are involved, as a condition of placing the order. Fair Value Measurements: We measure our financial assets and liabilities at fair value on a recurring basis using a three-tier fair value hierarchy, which prioritizes the inputs used in the valuation methodologies. The three levels of inputs used to measure fair value are as follows: Level 1 — Valuations based on quoted prices for identical assets and liabilities in active markets. Level 2 — Valuations based on observable inputs 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. Level 3 — Valuations based on unobservable inputs reflecting our own assumptions, consistent with reasonably available assumptions made by other market participants. These valuations require significant judgment. Derivative Financial Instruments: We utilize certain derivative financial instruments to enhance our ability to manage foreign currency risk that exists as part of ongoing business operations. Derivative instruments are entered into for periods consistent with related underlying exposures and do not constitute positions independent of those exposures. We do not enter into contracts for speculative purposes nor are we a party to any leveraged derivative instrument. We are exposed to foreign currency exchange risk as a result of transactions in currencies other than the functional currency of certain subsidiaries. We utilize foreign currency forward purchase and sale contracts to manage the volatility associated with foreign currency purchases and certain intercompany transactions in the normal course of business. Contracts typically have maturities of less than one year. Principal currencies include the U.S. dollar, the euro, the Chinese yuan, the Czech koruna, the Australian dollar, the British pound, the Canadian dollar, the Indian rupee and the Japanese yen. Our foreign currency forward contracts do not qualify as hedges as defined by accounting guidance. Foreign currency forward contracts are measured at fair value and recorded on the consolidated balance sheets as other current liabilities or assets. Changes in their fair value are recorded in the consolidated statements of income as foreign currency gains or losses. Our foreign currency forward contracts are not exchange traded instruments and, accordingly, the valuation is performed using Level 2 inputs as defined above. Gains or losses on settled or expired contracts are recorded in the consolidated statements of income as foreign currency gains or losses. We enter into a combination of cross-currency swaps and foreign exchange collars as a net investment hedge of our investments in certain international subsidiaries that use the euro as their functional currency in order to reduce the volatility caused by changes in exchange rates. Our cross-currency swaps and foreign exchange collars are measured at fair value and recorded on the consolidated balance sheets within other assets or other long-term liabilities. Changes in fair value are recorded as foreign currency translation adjustments within accumulated other comprehensive loss. See Note 10, “Debt and Credit Arrangements,” for further information regarding the cross-currency swaps and foreign exchange collars. Product Warranties: We provide product warranties with varying terms and durations for the majority of our products. We estimate product warranty costs and accrue for these costs as products are sold with a charge to cost of sales. Factors considered in estimating warranty costs include historical and projected warranty claims, historical and projected cost-per-claim, and knowledge of specific product issues that are outside of typical experience. Warranty accruals are evaluated and adjusted as necessary based on actual claims experience and changes in future claim and cost estimates. Business Combinations: We account for business combinations in accordance with Accounting Standards Codification (“ASC”) ASC 805, “Business Combinations.” We recognize and measure identifiable assets acquired and liabilities assumed based on their estimated fair values. The excess of the consideration transferred over the fair value of the net assets acquired, including identifiable intangible assets, is assigned to goodwill. 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. Identifiable finite-lived intangible assets generally consist of customer relationships, unpatented technology, patents and trademarks and trade names and are amortized over their estimated useful lives which generally range from 2 to 15 years. Identifiable indefinite-lived intangible assets generally consist of trademarks and trade names and are subject to impairment testing on at least an annual basis. We estimate the fair value of identifiable intangible assets under income approaches where the fair value models incorporate 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. As such, acquisitions are classified as Level 3 fair value hierarchy measurements and disclosures. We expense transaction related costs, including legal, consulting, accounting and other costs, in the periods in which the costs are incurred. Revenue Recognition: Revenue is recognized when (or as) we satisfy performance obligations by transferring a promised good or service, an asset, to a customer. An asset is transferred to a customer when, or as, the customer obtains control over that asset. In most contracts, the transaction price includes both fixed and variable consideration. The variable consideration contained within our contracts with customers includes discounts, rebates, refunds, credits, price concessions, incentives, performance bonuses, penalties and other similar items. When a contract includes variable consideration, we evaluate the estimate of the variable consideration to determine whether the estimate needs to be constrained; therefore, we include the variable consideration in the transaction price only to the extent that it is probable that a significant reversal of the amount of cumulative revenue recognized will not occur when the uncertainty associated with the variable consideration is subsequently resolved. Variable consideration estimates are updated at each reporting date. When a contract includes multiple performance obligations, the contract price is allocated among the performance obligations based upon the stand alone selling prices. When the period between when we transfer a promised good or service to a customer and when the customer pays for that good or service is expected, at contract inception, to be one year or less, we do not adjust for the effects of a significant financing component. For brazed aluminum heat exchangers, air cooled heat exchangers, cold boxes, liquefied natural gas fueling stations, engineered tanks, repair services, hydrogen solutions, water treatment systems and carbon capture systems, most contracts contain language that transfers control to the customer over time. For these contracts, revenue is recognized as we satisfy the performance obligations by an allocation of the transaction price to the accounting period computed using input methods such as costs incurred. Input methods recognize revenue on the basis of the entity’s efforts or inputs to the satisfaction of a performance obligation relative to the total expected inputs to the satisfaction of that performance obligation. The costs incurred input method measures progress toward the satisfaction of the performance obligation by multiplying the transaction price of the performance obligation by the percentage of incurred costs as of the balance sheet date to the total estimated costs at completion after giving effect to the most current estimates. Timing of amounts billed on contracts varies from contract to contract and could cause significant variation in working capital needs. Revisions to estimated cost to complete that result from inefficiencies in our performance that were not expected in the pricing of the contract are expensed in the period in which these inefficiencies become known. Contract modifications can change a contract’s scope, price, or both. Approved contract modifications are accounted for as either a separate contract or as part of the existing contract depending on the nature of the modification. For standard industrial gas and LNG tanks and some products identified in the prior paragraph with contract language that does not meet the over time recognition requirements, the contract with the customer contains language that transfers control to the customer at a point in time. For these contracts, revenue is recognized when we satisfy our performance obligation to the customer. Timing of amounts billed on contracts varies from contract to contract. The specific point in time when control transfers depends on the contract with the customer, contract terms that provide for a present obligation to pay, physical possession, legal title, risk and rewards of ownership, acceptance of the asset, and bill-and-hold arrangements may impact the point in time when control transfers to the customer. We recognize revenue under bill-and-hold arrangements when control transfers and the reason for the arrangement is substantive, the product is separately identified as belonging to the customer, the product is ready for physical transfer and we do not have the ability to use the product or direct it to another customer. Incremental contract costs are expensed when incurred when the amortization period of the asset that would have been recognized is one year or less; otherwise, incremental contract costs are recognized as an asset and amortized over time as promised goods and services are transferred to a customer. When losses are expected to be incurred on a contract, we recognize the entire anticipated loss in the accounting period when the loss becomes evident. The loss is recognized when the current estimate of the consideration we expect to receive, modified to include unconstrained variable consideration instead of constrained variable consideration, is less than the current estimate of total costs for the contract. Taxes assessed by a governmental authority that are both imposed on and concurrent with a specific revenue-producing transaction that are collected by us from a customer, are excluded from revenue. Shipping and handling fee revenues and the related expenses are reported as fulfillment revenues and expenses for all customers because we have adopted the practical expedient contained in ASC 606-10-25-18B. Therefore, all shipping and handling costs associated with outbound freight are accounted for as fulfillment costs and are included in cost of sales. Amounts billed to customers for shipping are classified as sales, and the related costs are classified as cost of sales on the consolidated statements of income. Shipping revenue of $17.8, $11.8, and $10.6 for the years ended December 31, 2022, 2021 and 2020, respectively, are included in sales. Shipping costs of $18.3, $17.6, and $15.0 for the years ended December 31, 2022, 2021 and 2020, respectively, are included in cost of sales. Cost of Sales: Manufacturing expenses associated with sales are included in cost of sales. Cost of sales includes all materials, direct and indirect labor, inbound freight, purchasing and receiving, inspection, internal transfers, and distribution and warehousing of inventory. In addition, shop supplies, facility maintenance costs, manufacturing engineering, project management, and depreciation expense for assets used in the manufacturing process are included in cost of sales on the consolidated statements of income. Selling, General and Administrative (“SG&A”) Expenses: SG&A expenses include selling, marketing, customer service, product management and other administrative expenses not directly supporting the manufacturing process, as well as depreciation expense associated with non-manufacturing assets. In addition, SG&A expenses include corporate operating expenses for executive management, accounting, tax, treasury, corporate development, human resources, information technology, investor relations, legal, internal audit and risk management. Advertising Costs: We incurred advertising costs of $3.5, $3.9, and $2.7 for the years ended December 31, 2022, 2021 and 2020, respectively. Such costs are expensed as incurred and included in SG&A expenses in the consolidated statements of income. Research and Development Costs: We incurred research and development costs of $13.5, $12.7, and $9.1 for the years ended December 31, 2022, 2021 and 2020, respectively. Such costs are expensed as incurred and included in SG&A expenses in the consolidated statements of income. Foreign Currency Translation: The functional currency for the majority of our foreign operations is the applicable local currency. The translation from the applicable foreign currencies to U.S. dollars is performed for asset and liability accounts using exchange rates in effect at the balance sheet date and for revenue and expense accounts using the average exchange rate during the period. The resulting translation adjustments are recorded as a component of other comprehensive (loss) income in the consolidated statements of comprehensive income. Certain of our foreign entities remeasure from local to functional currencies, which is then translated to the reporting currency of the Company. Remeasurement from local to functional currencies is included in cost of sales or fore |
Discontinued Operations
Discontinued Operations | 12 Months Ended |
Dec. 31, 2022 | |
Discontinued Operations and Disposal Groups [Abstract] | |
Discontinued Operations | Discontinued Operations Cryobiological Products Divestiture On October 1, 2020, we closed on the sale of our cryobiological products business, which was formerly within our D&S West segment prior to the realignment of our segment reporting structuring in the fourth quarter of 2020, to Cryoport, Inc. (NASDAQ: CYRX) for net cash proceeds of $317.5, inclusive of the base purchase price of $320.0 less estimated closing adjustments of $2.5 (the “Cryobiological Divestiture”). The strategic decision to divest of our cryobiological products business reflected our strategy and capital allocation approach to focus on our core capabilities and offerings. We recorded a gain on the Cryobiological Divestiture of $224.2, net of taxes of $25.2, for the year ended December 31, 2020. Interest expense of $7.4 was allocated to discontinued operations for the year ended December 31, 2020, based on interest on our term loan due June 2024 that was required to be repaid as a result of the Cryobiological Divestiture. Summarized Financial Information of Discontinued Operations The following table represents income from discontinued operations, net of tax: Year Ended December 31, 2022 2020 Sales $ — $ 59.9 Cost of sales — 31.8 Selling, general and administrative expenses 74.8 7.8 Operating (loss) income (1) (2) (74.8) 20.3 Interest expense, net — 7.4 Other expense (income), net — (0.8) (Loss) income before income taxes (74.8) 13.7 Income tax benefit (17.2) (1.3) (Loss) income from discontinued operations before gain on sale of business (57.6) 15.0 Gain on sale of business, net of taxes (3) — 224.2 (Loss) income from discontinued operations, net of tax (4) $ (57.6) $ 239.2 _______________ (1) Includes depreciation expense of $0.7 for the year ended December 31, 2020. (2) See Note 21, “Commitments and Contingencies,” for further information related to other expense (income), net for the year ended December 31, 2022. (3) Gain on sale of business is net of taxes of $25.2 for the year ended December 31, 2020. (4) There was no income or cash flows from discontinued operations for the year ended December 31, 2021. The following table presents a summary of cash flows related to discontinued operations for the following period: Year Ended December 31, 2020 Net cash provided by: Operating activities $ 18.3 Investing activities 316.7 Net cash provided by discontinued operations $ 335.0 |
Segment and Geographic Informat
Segment and Geographic Information | 12 Months Ended |
Dec. 31, 2022 | |
Segment Reporting [Abstract] | |
Segments and Geographic Information | Segment and Geographic InformationOur reportable segments, which are also our operating segments, are as follows: Cryo Tank Solutions, Heat Transfer Systems, Specialty Products and Repair, Service & Leasing. Our Cryo Tank Solutions segment, which has principal operations in the United States, Europe and Asia serves most geographic regions around the globe, supplying bulk, microbulk and mobile equipment used in the storage, distribution, vaporization, and application of industrial gases and certain hydrocarbons. Our Heat Transfer Systems segment, with principal operations in the United States and Europe, also serves most geographic regions globally, supplying mission critical engineered equipment and systems used in the separation, liquefaction, and purification of hydrocarbon and industrial gases that span gas-to-liquid applications. Operating globally, our Specialty Products segment supplies products used in specialty end-market applications including hydrogen, LNG, biofuels, CO2 Capture, food and beverage, aerospace, lasers, cannabis and water treatment, among others. Our Repair, Service & Leasing segment provides installation, service, repair, maintenance, and refurbishment of cryogenic products globally in addition to providing equipment leasing solutions. 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. We evaluate performance and allocate resources based on operating income as determined in our consolidated statements of income. Segment Financial Information Year Ended December 31, 2022 Cryo Tank Solutions Heat Transfer Systems Specialty Products Repair, Service & Leasing Intersegment Eliminations Corporate Consolidated Sales $ 504.3 $ 462.7 $ 448.3 $ 209.6 $ (12.5) $ — $ 1,612.4 Depreciation and amortization expense 16.7 29.3 16.4 17.1 — 2.4 81.9 Operating income (loss) (1) 54.0 51.7 72.9 51.0 — (78.1) 151.5 Year Ended December 31, 2021 Cryo Tank Solutions Heat Transfer Systems Specialty Products Repair, Service & Leasing Intersegment Eliminations Corporate Consolidated Sales $ 447.4 $ 262.7 $ 432.9 $ 187.0 $ (12.3) $ — $ 1,317.7 Depreciation and amortization expense 14.9 37.6 15.1 11.3 — 1.7 80.6 Operating income (loss) (1) 52.9 (12.3) 94.1 23.3 — (69.5) 88.5 Year Ended December 31, 2020 Cryo Tank Solutions Heat Transfer Systems Specialty Products Repair, Service & Leasing Intersegment Eliminations Corporate Consolidated Sales $ 415.8 $ 369.8 $ 242.6 $ 158.3 $ (9.4) $ — $ 1,177.1 Depreciation and amortization expense 18.5 48.3 4.8 10.9 — 2.0 84.5 Operating income (loss) (1)(2) 52.5 11.2 60.7 30.3 — (62.5) 92.2 _______________ (1) Restructuring (credits) costs for the years ended: • December 31, 2022 were $(1.0) ($0.1 – Cryo Tank Solutions $0.3 – Heat Transfer Systems and $(1.4) – Repair, Service & Leasing); • December 31, 2021 were $3.5 ($0.3 – Cryo Tank Solutions, $1.7 – Heat Transfer Systems, $1.5 – Repair, Service & Leasing); and • December 31, 2020 were $13.6 ($2.7 – Cryo Tank Solutions, $7.4 – Heat Transfer Systems, $0.7 – Specialty Products, $0.2 – Repair, Service & Leasing and $2.6 – Corporate). (2) Includes $16.0 impairment of our trademarks and trade names indefinite-lived intangible assets related to the AXC business in our Heat Transfer Systems segment for the year ended December 31, 2020. Sales by Geography Net sales by geographic area are reported by the destination of sales. Year Ended December 31, 2022 Cryo Tank Solutions Heat Transfer Systems Specialty Products Repair, Service & Leasing Intersegment Eliminations Consolidated North America (1) $ 214.8 $ 323.5 $ 302.2 $ 147.0 $ (6.6) $ 980.9 Europe, Middle East, Africa and India 185.7 97.5 113.2 41.9 (3.9) 434.4 Asia-Pacific (2) 98.1 40.1 32.2 19.3 (1.8) 187.9 Rest of the World 5.7 1.6 0.7 1.4 (0.2) 9.2 Total $ 504.3 $ 462.7 $ 448.3 $ 209.6 $ (12.5) $ 1,612.4 Year Ended December 31, 2021 Cryo Tank Solutions Heat Transfer Systems Specialty Products Repair, Service & Leasing Intersegment Eliminations Consolidated North America (1) $ 178.3 $ 181.1 $ 193.2 $ 118.6 $ (5.4) $ 665.8 Europe, Middle East, Africa and India 155.2 28.6 204.1 36.4 (4.5) 419.8 Asia-Pacific (2) 109.9 51.6 33.9 30.6 (2.3) 223.7 Rest of the World 4.0 1.4 1.7 1.4 (0.1) 8.4 Total $ 447.4 $ 262.7 $ 432.9 $ 187.0 $ (12.3) $ 1,317.7 Year Ended December 31, 2020 Cryo Tank Solutions Heat Transfer Systems Specialty Products Repair, Service & Leasing Intersegment Eliminations Consolidated North America (1) $ 168.0 $ 259.4 $ 98.9 $ 111.2 $ (4.4) $ 633.1 Europe, Middle East, Africa and India 165.3 39.3 121.8 38.1 (3.5) 361.0 Asia-Pacific (2) 76.1 69.3 21.4 8.4 (1.4) 173.8 Rest of the World 6.4 1.8 0.5 0.6 (0.1) 9.2 Total $ 415.8 $ 369.8 $ 242.6 $ 158.3 $ (9.4) $ 1,177.1 _______________ (1) Consolidated sales in the United States were $938.5, $585.9 and $576.8 for the years ended December 31, 2022, 2021 and 2020, respectively and represent 58.2%, 44.5% and 49.0% of consolidated sales for the same periods, respectively. (2) Consolidated sales in China were $58.3, $136.2 and $100.7 for the years ended December 31, 2022, 2021 and 2020, respectively and represent 3.6%, 10.3% and 8.6% of consolidated sales for the same periods, respectively. No single customer accounted for more than 10% of consolidated sales for any of the periods presented in the tables above. Total Assets Corporate assets mainly include cash and cash equivalents and long-term deferred income taxes as well as certain corporate-specific property, plant and equipment, net and certain investments. Our allocation methodology for property, plant and equipment, net of the reportable segments differs from our allocation method of depreciation expense of a reportable segment and therefore, depreciation expense does not entirely align with the related depreciable assets of the reportable segments. Furthermore, since finite-lived intangible assets are excluded from total assets of reportable segments while amortization expense is allocated to each of our reportable segments, amortization expense by segment inherently does not align with the related amortizable intangible assets of the reportable segments. December 31, 2022 2021 Cryo Tank Solutions $ 382.0 $ 407.2 Heat Transfer Systems 298.6 225.8 Specialty Products 429.8 327.5 Repair, Service & Leasing 182.1 186.2 Total assets of reportable segments 1,292.5 1,146.7 Goodwill (1) 992.0 994.6 Identifiable intangible assets, net (1) 535.3 556.1 Corporate 2,830.7 346.4 Insurance receivable, net of tax 251.4 — Total assets $ 5,901.9 $ 3,043.8 _______________ (1) See Note 9, “Goodwill and Intangible Assets,” for further information related to goodwill and identifiable intangible assets, net. Geographic Information Property, plant and equipment, net as of December 31, 2022 2021 United States $ 262.0 $ 234.0 Foreign Italy 56.4 60.7 China 49.3 58.8 Czech Republic 26.6 29.9 Germany 16.3 16.5 India 19.3 16.1 Other foreign countries 0.1 — Total Foreign 168.0 182.0 Total $ 430.0 $ 416.0 |
Revenue
Revenue | 12 Months Ended |
Dec. 31, 2022 | |
Revenue from Contract with Customer [Abstract] | |
Revenue | Revenue Disaggregation of Revenue The following tables represent a disaggregation of revenue by timing of revenue along with the reportable segment for each category: Year Ended December 31, 2022 Cryo Tank Solutions Heat Transfer Systems Specialty Products Repair, Service & Leasing Intersegment Eliminations Consolidated Point in time $ 443.4 $ 27.3 $ 214.8 $ 104.4 $ (8.8) $ 781.1 Over time 60.9 435.4 233.5 105.2 (3.7) 831.3 Total $ 504.3 $ 462.7 $ 448.3 $ 209.6 $ (12.5) $ 1,612.4 Year Ended December 31, 2021 Cryo Tank Solutions Heat Transfer Systems Specialty Products Repair, Service & Leasing Intersegment Eliminations Consolidated Point in time $ 407.6 $ 19.2 $ 300.5 $ 119.1 $ (10.7) $ 835.7 Over time 39.8 243.5 132.4 67.9 (1.6) 482.0 Total $ 447.4 $ 262.7 $ 432.9 $ 187.0 $ (12.3) $ 1,317.7 Year Ended December 31, 2020 Cryo Tank Solutions Heat Transfer Systems Specialty Products Repair, Service & Leasing Intersegment Eliminations Consolidated Point in time $ 378.3 $ 28.6 $ 184.6 $ 110.3 $ (4.5) $ 697.3 Over time 37.5 341.2 58.0 48.0 (4.9) 479.8 Total $ 415.8 $ 369.8 $ 242.6 $ 158.3 $ (9.4) $ 1,177.1 Refer to Note 4, “Segment and Geographic Information,” for a table of revenue by reportable segment disaggregated by geography. Contract Balances The following table represents changes in our contract assets and contract liabilities balances: December 31, 2022 December 31, 2021 Year-to-date Change ($) Year-to-date Change (%) Contract assets Accounts receivable, net of allowances $ 278.4 $ 236.3 $ 42.1 17.8 % Unbilled contract revenue 133.7 93.5 40.2 43.0 % Contract liabilities Customer advances and billings in excess of contract revenue $ 170.6 $ 148.5 $ 22.1 14.9 % Long-term deferred revenue 0.3 0.4 (0.1) (25.0) % Revenue recognized for the years ended December 31, 2022 and 2021, that was included in the contract liabilities balance at the beginning of each year was $127.8 and $104.3, respectively. The amount of revenue recognized during the year ended December 31, 2022 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. Long-term deferred revenue is included in other long-term liabilities in the consolidated balance sheets for the years ended December 31, 2022 and 2021. 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 December 31, 2022, the estimated revenue expected to be recognized in the future related to remaining performance obligations was $2,338.1, which is equivalent to our backlog. We expect to recognize revenue on approximately 60% of the remaining performance obligations over the next 12 months with the remaining balance recognized over the next few years thereafter. |
Investments
Investments | 12 Months Ended |
Dec. 31, 2022 | |
Investments, All Other Investments [Abstract] | |
Investments | Investments Equity Method Investments The following table represents the activity in equity method investments: Equity Method Investments Balance at December 31, 2020 $ 5.3 New investments (1) (2) 58.7 Reclassification from investments in equity securities to equity method investments (2) 36.8 Equity in earnings of unconsolidated affiliates, net (1) (2) (3) 0.4 Foreign currency translation adjustments and other (1.6) Balance at December 31, 2021 $ 99.6 New investments (4) 0.5 Realized gain on equity method investment (4) 0.3 Reclassification due to acquisition of investee (4) (0.5) Equity in earnings of unconsolidated affiliates, net (1) (2) (3) (0.5) Foreign currency translation adjustments and other (6.4) Balance at December 31, 2022 $ 93.0 _______________ (1) Cryomotive : During the second quarter 2021, we completed an investment in Cryomotive GmbH (“Cryomotive”) in the amount of 6.8 million euros (equivalent to $8.2) for a 24.9% ownership interest. Our equity method investment in Cryomotive was $4.9 and $7.1 at December 31, 2022 and 2021, respectively. Equity in loss, net of this investment was $1.7 and $0.6 for the years ended December 31, 2022 and 2021, respectively, and is classified in equity in (loss) earnings of unconsolidated affiliates, net in the statement of income for both periods presented. (2) HTEC : During the fourth quarter 2020, we completed an investment in HTEC Hydrogen Technology & Energy Corporation (“HTEC”) in the amount of CAD 20.0 million (equivalent to $15.7) in exchange for 15.6% of HTEC’s common stock on a fully-diluted basis (the “Initial HTEC Investment”). On September 7, 2021 (the “Closing Date”), we completed an additional investment in HTEC in the amount of CAD 63.5 million (equivalent to $50.5), which increased our investment ownership to 25% of HTEC’s common stock on a fully-diluted basis. We recognized a gain of $20.7 upon remeasurement of the Initial HTEC Investment due to an observable price change in an orderly transaction for similar instruments of the same issuer, which was recognized in unrealized (gain) loss on investments in equity securities in the consolidated statement of income for the year ended December 31, 2021. We reclassified the Initial HTEC Investment inclusive of the $20.7 gain and foreign currency translation gains from investments in equity securities to equity method investments during 2021. Our equity method investment in HTEC was $80.8 and $86.4 at December 31, 2022 and 2021, respectively. We recognized equity in (loss) earnings of this investment of $(0.4) and $0.2 for the years ended December 31, 2022 and 2021, respectively, which is classified in equity in (loss) earnings of unconsolidated affiliates, net in the statements of income for the years ended December 31, 2022 and 2021. (3) Hudson Products : Our equity method investments include a 50% ownership interest in a joint venture with Hudson Products de Mexico S.A. de CV which totaled $4.0 and $3.3 at December 31, 2022 and 2021, respectively. 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 it is not consolidated. We recognized equity in earnings of this investment of $1.1, $0.5 and $0.3 for the years ended December 31, 2022, 2021 and 2020, respectively. Equity in earnings of this investment is classified in equity in (loss) earnings of unconsolidated affiliates, net in the statement of income for the years ended December 31, 2022 and 2021 and selling, general and administrative expenses in the statement of income for the year ended December 31, 2020. Liberty LNG : Additionally, we have a 25% ownership interest in Liberty LNG, which totaled $2.9 and $2.4 at December 31, 2022 and 2021, respectively. For the years ended December 31, 2022, 2021 and 2020, equity in (loss) earnings of this investment was $0.5, $0.3 and $(1.0), respectively. Equity in (loss) earnings of this investment is classified in equity in (loss) earnings of unconsolidated affiliates, net in the statements of income for the years ended December 31, 2022 and 2021, and unrealized (gain) loss on investment in equity securities in the statement of income for the year ended December 31, 2020. (4) AdEdge India : In connection with our acquisition of AdEdge Holdings, LLC (“AdEdge”), we recorded a 50% ownership interest in a joint venture in AdEdge India at a fair value of $0.5. On May 4, 2022, we completed the acquisition of the remaining 50% of the shares of our joint venture in AdEdge India for $0.4 in cash (subject to certain customary adjustments) or $0.3 net of $0.1 cash acquired. On the acquisition date, we recognized a gain of $0.3 from the remeasurement of our initial 50% of the shares in the joint venture, which is classified as realized gain on equity method investment in the consolidated statement of income for the year ended December 31, 2022. See Note 14, “Business Combinations” for further information regarding the AdEdge India acquisition. We have another immaterial investment in an unconsolidated affiliate of $0.4 for all periods presented. Investments in equity securities The following table represents the activity in investments in equity securities: Investment in Equity Securities, Level 1 (1) Investment in Equity Securities, Level 2 (1) Investments in Equity Securities, All Others (2) Investments in Equity Securities Total Balance at December 31, 2020 $ 53.8 $ 4.1 $ 15.7 $ 73.6 New investments (2) (3) — — 45.2 45.2 Reclassification due to acquisition of investee (3) — — (7.6) (7.6) Reclassification to equity method investments from investments in equity securities (4) — — (36.8) (36.8) (Decrease) increase in fair value of investments in equity securities (19.7) 2.2 20.7 3.2 Realized gain on investment in equity securities (3) — — 2.6 2.6 Foreign currency translation adjustments and other (2.8) (0.1) 0.5 (2.4) Balance at December 31, 2021 $ 31.3 $ 6.2 $ 40.3 $ 77.8 New investments (5) — — 9.4 9.4 (Decrease) increase in fair value of investments in equity securities (11.8) 1.6 23.3 13.1 Foreign currency translation adjustments and other (2.3) — (1.5) (3.8) Balance at December 31, 2022 $ 17.2 $ 7.8 $ 71.5 $ 96.5 _______________ (1) McPhy: Investment in equity securities Level 1 includes our investment in McPhy (Euronext Paris: MCPHY – ISIN; FR0011742329). McPhy’s common stock trades on the Euronext Paris stock exchange and therefore we measure our investment in McPhy using Level 1 fair value inputs. The fair value of our investment in McPhy was $17.2 and $31.3 at December 31, 2022 and 2021, respectively. For the years ended December 31, 2022, 2021 and 2020, we recognized an unrealized (loss) gain of $(11.8), $(19.7) and $17.0, respectively, in our investment in McPhy. Stabilis: Investment in equity securities Level 2 includes our investment in Stabilis Energy, Inc. (NasdaqCM: SLNG) (“Stabilis”). Stabilis represents an instrument with quoted prices that trades less frequently than certain of our other exchange-traded instruments and therefore we measure our investment in Stabilis using Level 2 fair value inputs. The fair value of Stabilis was $7.8 and $6.2 at December 31, 2022 and 2021, respectively. For the years ended December 31, 2022, 2021 and 2020 we recognized unrealized gains of $1.6 and $2.2 and an unrealized loss of $2.9, respectively, in our investment in Stabilis. (2) Transform: During the first quarter 2021, we completed an investment in Transform Materials LLC (“Transform Materials”) in the amount of $25.1, inclusive of legal fees, for approximately 5% of its equity. The fair value of our investment in Transform Materials was $25.1 at December 31, 2022 and 2021, respectively. Svante : Also during the first quarter 2021, we completed an investment in Svante Inc. (“Svante”) in the amount of $15.1, inclusive of legal fees, for under 10% of its capital stock on a fully diluted basis. On December 15, 2022 we increased the fair value of our investment by $23.3 as the result of an observable price change in an orderly transaction, which is recorded as an unrealized gain on investment in equity securities in the consolidated statement of income for the year ended December 31, 2022. The fair value of our investment in Svante was $38.5 and $15.1 at December 31, 2022 and 2021, respectively. (3) During the second quarter 2021, we completed an investment in Earthly Labs in the amount of $5.0 for approximately 15% of its equity. On December 14, 2021 we completed the acquisition of the remaining 85% of the shares of Earthly Labs. On the acquisition date, we recognized a gain of $2.6 from the remeasurement of our initial 15% investment in Earthly Labs, which is classified as realized gain on investment in equity securities in the consolidated statement of income for the year ended December 31, 2021. See Note 14, “Business Combinations” for further information regarding the Earthly Labs acquisition. (4) We reclassified the Initial HTEC Investment inclusive of a $20.7 gain and foreign currency translation gains from investments in equity securities to equity method investments. Refer to the “Equity Method Investments” section above for further discussion. (5) Hy24 (f/k/a FiveT Hydrogen Fund and Clean H2 Infra Fund): During the first quarter of 2022, we completed an investment in Hy24 in the amount of euro 2.2 million (equivalent to $2.4). Our investment in Hy24 is measured at fair value using the net asset value (“NAV”) per share practical expedient and is not classified in the fair value hierarchy. The fair value of our investment in Hy24 was euro 0.9 million (equivalent to $0.9) at December 31, 2022. See “Hy24 (f/k/a FiveT Hydrogen Fund and Clean H2 Infra Fund)” below for further information. Cemvita Factory Inc., Gold Hydrogen LLC: During the first quarter of 2022, we completed an investment in Gold Hydrogen LLC (“Gold Hydrogen”) in the amount of $1.0. During the third quarter of 2022, we invested an additional $1.0 in Gold Hydrogen. This investment is measured at cost minus impairment, if any, plus or minus changes resulting from observable price changes in orderly transactions for the identical or a similar investment of the same issuer and is included in the investments in equity securities, all others category in the table above. As of December 31, 2022, the value of the investment was $2.0. Gold Hydrogen is a subsidiary company established by Cemvita Factory, Inc. focused on commercializing viable technologies for the subsurface production of biohydrogen. Avina: During the fourth quarter of 2022, we completed an investment in Avina Clean Hydrogen Inc. (“Avina”) in the amount of $5.0. This investment is measured at cost minus impairment, if any, plus or minus changes resulting from observable price changes in orderly transactions for the identical or a similar investment of the same issuer and is included in the investments in equity securities, all others category in the table above. As of December 31, 2022, the value of the investment was $5.0. Avina is a pioneer in the green hydrogen and green fuels sector with an advanced portfolio of clean hydrogen plants under development and access to proprietary technology solutions. Avina has expertise in the green hydrogen sector and are developing proprietary solutions to integrate intermittent renewable power with commercially available hydrogen technologies. Per the terms of the Avina stock purchase agreement, at any time prior to the one-year anniversary of Chart’s investment, Chart shall be obligated to purchase an additional 294,627 shares of series A preferred stock (the “Avina Second Tranche Put”) at a purchase price of $16.97 per share if Avina reaches the following milestones: i. one material off-take agreement in connection with certain specified projects and ii. either a debt financing loan agreement or a real property lease agreement for certain specified projects We record the Avina Second Tranche Put at fair value and record any change in fair value through earnings at each reporting period. The fair value of the Avina Second Tranche was not material on the investment date or at December 31, 2022. Our investments in Transform Materials, Svante, Gold Hydrogen and Avina represent equity instruments without a readily determinable fair value. Co-Investment Agreement On September 7, 2021, we entered into a Co-investment agreement with I Squared Capital (“ISQ”), an infrastructure-focused private equity firm (the “Co-Investment Agreement”), pursuant to which Chart and ISQ have agreed to the following: • In the following circumstances, ISQ shall have the right but not the obligation to require Chart to purchase all (and not less than all) of the shares of HTEC common stock acquired as part of ISQ’s investment described above (the “Put Option”): i. the third anniversary of the Closing Date, ii. the date Chart undergoes a change of control (subject to certain exceptions), iii. the date upon which Chart, during the period from the Closing Date through the third anniversary of the Closing Date, has made certain distributions to its shareholders (including cash or other dividends, or via a spin-off transaction), in excess of $900.0, iv. the date, if any, upon which our leverage ratio exceeds certain thresholds and v. the date, if any, of a bankruptcy event (including certain insolvency-related actions) involving Chart. • In the event that ISQ exercises its Put Option, we shall pay to ISQ an amount in cash in exchange for the HTEC common stock then held by ISQ such that ISQ shall realize the greater of (i) an internal rate of return of 10% and (ii) a multiple on ISQ’s invested capital of 1.65x. • Conversely, at any time after the third anniversary of the Closing Date, we shall have the right to purchase from ISQ up to 20% of the shares of HTEC common stock acquired as part of the ISQ Investment. In exchange for the common stock, we shall pay ISQ the greater of (i) an internal rate of return of 12.5% and (ii) a multiple on ISQ’s invested capital of 1.65x. • In addition, we shall have (i) a right of first offer: if ISQ desires to transfer any of its HTEC common stock to any third party, we shall have the right to first offer provided that upon notice, we shall have the option to make a first offer to purchase the offered interest in cash exclusively and (ii) a right of first refusal: if ISQ desires to sell its HTEC common stock to any third party pursuant to a definitive agreement therewith, we shall have the right of first refusal provided that the purchase consideration paid by Chart to ISQ upon our exercise of such right of first refusal must be equal to 102% of the purchase consideration agreed to be paid by such third party. • The Co-Investment Agreement shall terminate automatically upon the consummation of an initial public offering by HTEC of its common stock. Accounting Treatment of Put and Call Options We record the Put and Call Options (together “the Options”) at fair value and record any change in fair value through earnings at each reporting period. The fair value of the Options was not material on the Closing Date or at December 31, 2022. Hy24 (f/k/a FiveT Hydrogen Fund and Clean H2 Infra Fund) As previously announced on April 5, 2021, we were admitted as an anchor investor in Hy24 (the “Hydrogen Fund”). Hy24 is a joint venture between Ardian, Europe’s largest private investment house with managed assets of c. $114 billion, and FiveT Hydrogen, a new investment manager specialized purely on clean hydrogen investments. As discussed in the “Investments in Equity Securities” section above, our investment to date is euro 0.9 million making our unfunded commitment euro 49.1 million. The fund manager of the Hydrogen Fund (the “Management Company”) has established a Limited Partners Advisory Committee (the “LPAC”), which met for the first time in January 2022, to consult with and help advise the Management Company with respect to certain key decisions governing the fund that the Management Company shall make. The LPAC is expected be comprised by up to fifteen (15) members, the majority of whom shall be chosen by certain industrial investors and who shall be (i) representatives of the anchor investors and (ii) subject to any remaining available seats, representatives of the non-anchor investors selected by the Management Company. Class A1 Shares, which we hold, are entitled to the return of any associated paid-up capital contributions (excluding any subscription premium or default interest, if any), the Preferred Return calculated thereon as described below, and their share of the Hydrogen Fund’s capital gain beyond the Preferred Return in accordance with the order of distributions set forth in the by-laws of the Hydrogen Fund (in each case to the extent of available funds). The “Preferred Return” equals an annual interest rate of seven percent (7%) if fifteen percent (15%) of the Hydrogen Fund’s aggregate capital commitments from all investors is invested in strategic investments; provided, however, that such seven percent (7%) interest rate shall be reduced in a linear fashion to six and one-half percent (6.5%) if twenty percent (20%) of the Hydrogen Fund’s aggregate capital commitments from all investors is invested in strategic investments. In October 2022, the Management Company closed the Hydrogen Fund at euro 2.0 billion of capital commitments, exceeding initial ambitions. The Hydrogen Fund shall determine the net asset value of each class of its shares at the end of each quarter (including the Class A1 Shares that we hold), which will be used to record the fair value of our investment. The Hydrogen Fund will have a term of twelve (12) years, commencing from December 16, 2021, subject to certain potential extensions. Investors cannot request the redemption of their shares by the Hydrogen Fund at any time prior to the final liquidation of the fund. Capital calls will be made by the Management Company in accordance with investment opportunities and the financing needs of the Hydrogen Fund’s activities. The Management Company is required to send capital call requests to investors at least ten (10) business days prior to their deadline for payment. In the event that, following any capital call made by the Management Company, an investor of the Hydrogen Fund does not timely fund all or any portion of its capital commitment required thereby, such investor will be charged interest thereon equal to the Preferred Return plus one-half percent (0.5%), and shall not be entitled to receive distributions from the Hydrogen Fund until it is no longer delinquent. |
Inventories
Inventories | 12 Months Ended |
Dec. 31, 2022 | |
Inventory Disclosure [Abstract] | |
Inventories | Inventories The following table summarizes the components of inventory: December 31, 2022 2021 Raw materials and supplies $ 218.9 $ 178.8 Work in process 57.8 64.4 Finished goods 81.2 78.3 Total inventories, net $ 357.9 $ 321.5 The allowance for excess and obsolete inventory balance at December 31, 2022 and 2021 was $8.2 and $10.9, respectively. |
Property, Plant and Equipment
Property, Plant and Equipment | 12 Months Ended |
Dec. 31, 2022 | |
Property, Plant and Equipment [Abstract] | |
Property, Plant and Equipment | Property, Plant and Equipment The following table summarizes the components of property, plant and equipment: December 31, Classification Estimated Useful Life 2022 2021 Land and buildings 20-35 years $ 353.5 $ 355.6 Machinery and equipment 3-12 years 247.8 236.5 Computer equipment, furniture and fixtures 3-7 years 43.1 38.8 Right-of-use assets 46.9 48.3 Construction in process 66.5 28.7 Total property, plant and equipment, gross 757.8 707.9 Less: accumulated depreciation (327.8) (291.9) Total property, plant and equipment, net $ 430.0 $ 416.0 Depreciation expense was $40.5, $41.7 and $38.8 for the years ended December 31, 2022, 2021 and 2020, respectively. |
Goodwill and Intangible Assets
Goodwill and Intangible Assets | 12 Months Ended |
Dec. 31, 2022 | |
Goodwill and Intangible Assets Disclosure [Abstract] | |
Goodwill and Intangible Assets | Goodwill and Intangible Assets Goodwill The following table represents the activity in goodwill net of accumulated goodwill impairment loss (“goodwill, net”) and accumulated goodwill impairment loss by segment for 2022: Cryo Tank Solutions Heat Transfer Systems Specialty Products Repair, Service & Leasing Consolidated Goodwill, net balance at December 31, 2021 $ 84.9 $ 433.6 $ 300.9 $ 175.2 $ 994.6 Goodwill acquired during the period (1) (2) — — 15.4 3.1 18.5 Foreign currency translation adjustments and other (5.8) (3.1) (0.3) 0.3 (8.9) Purchase price adjustments (3) — — (12.0) (0.2) (12.2) Goodwill, net balance at December 31, 2022 $ 79.1 $ 430.5 $ 304.0 $ 178.4 $ 992.0 Accumulated goodwill impairment loss at December 31, 2021 $ 23.5 $ 49.3 $ 35.8 $ 20.4 $ 129.0 Accumulated goodwill impairment loss at December 31, 2022 $ 23.5 $ 49.3 $ 35.8 $ 20.4 $ 129.0 _______________ (1) For further information regarding goodwill acquired and the purchase price adjustments during the period refer to Note 14, “Business Combinations.” (2) Goodwill acquired during the period was $18.5. Goodwill acquired during the period for the Fronti and AdEdge India acquisitions of $14.3 and $1.1, respectively, was allocated to our Specialty Products segment. Goodwill acquired during the period for our CSC acquisition of $3.1 was allocated to our Repair, Service & Leasing segment. (3) During the year ended December 31, 2022, we recorded purchase price adjustments that decreased goodwill by $12.0 in our Specialty Products segment related to the Earthly Labs, Inc., L.A. Turbine and AdEdge acquisitions and by $0.2 in our Repair, Service & Leasing segment. For further information regarding goodwill acquired and the purchase price adjustments during the period refer to Note 14, “Business Combinations.” The following table represents the activity in goodwill net of accumulated goodwill impairment loss (“goodwill, net”) and accumulated goodwill impairment loss by segment for 2021 (1) : Cryo Tank Solutions Heat Transfer Systems Specialty Products Repair, Service & Leasing Consolidated Goodwill, net balance at December 31, 2020 $ 93.2 $ 435.2 $ 172.4 $ 165.1 $ 865.9 Goodwill acquired during the period (1) (2) — 2.9 127.1 10.1 140.1 Foreign currency translation adjustments and other (8.3) (4.5) — — (12.8) Purchase price adjustments (3) — — 1.4 — 1.4 Goodwill, net balance at December 31, 2021 $ 84.9 $ 433.6 $ 300.9 $ 175.2 $ 994.6 Accumulated goodwill impairment loss at December 31, 2020 $ 23.5 $ 49.3 $ 35.8 $ 20.4 $ 129.0 Accumulated goodwill impairment loss at December 31, 2021 $ 23.5 $ 49.3 $ 35.8 $ 20.4 $ 129.0 _______________ (1) For further information regarding goodwill acquired and the purchase price adjustments during the period refer to Note 14, “Business Combinations.” (2) Goodwill acquired during the period for the L.A. Turbine acquisition of $42.1 was allocated to certain reporting units as follows: $29.1 - Specialty Products, $10.1 - Repair, Service & Leasing and $2.9 - Heat Transfer Systems. Goodwill acquired during the period for the Cryogenic Gas Technologies, Inc., AdEdge Holdings, LLC and Earthly Labs Inc. acquisitions was $34.9, $15.9 and $47.2, respectively and is included in the Specialty Products segment. (3) During the year ended December 31, 2021, we recorded purchase price adjustments that increased goodwill by $1.4 in Specialty Products related to the BlueInGreen, LLC acquisition. 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) : December 31, 2022 December 31, 2021 Weighted-average Estimated Useful Life Gross Accumulated Gross Accumulated Finite-lived intangible assets: Customer relationships 13 years $ 311.5 $ (104.6) $ 312.1 $ (82.2) Unpatented technology 14 years 202.5 (44.8) 184.6 (30.1) Patents and other 6 years 6.8 (2.0) 7.9 (2.3) Trademarks and trade names 16 years 2.5 (1.7) 3.5 (1.8) Land use rights 50 years 10.4 (1.7) 11.4 (1.6) Total finite-lived intangible assets 14 years $ 533.7 $ (154.8) $ 519.5 $ (118.0) Indefinite-lived intangible assets: Trademarks and trade names (2) $ 156.4 $ — $ 154.6 $ — Total intangible assets $ 690.1 $ (154.8) $ 674.1 $ (118.0) _______________ (1) Amounts include the impact of foreign currency translation. Fully amortized or impaired amounts are written off. (2) Accumulated indefinite-lived intangible assets impairment loss was $16.0 at both December 31, 2022 and 2021. Amortization expense for intangible assets subject to amortization was $41.4, $38.9 and $45.7 for the years ended December 31, 2022, 2021 and 2020, respectively. We estimate amortization expense to be recognized during the next five years as follows: For the Year Ending December 31, 2023 $ 42.4 2024 41.2 2025 40.2 2026 39.7 2027 36.2 See Note 14, “Business Combinations,” for further information related to intangible assets acquired. Government Grants During the fourth quarter 2021, we were selected by the U.S. Department of Energy (“DOE”) for funding of up to $5 million to engineer and build our Cryogenic Carbon Capture TM system for a cement plant. During the project’s duration, the DOE shall reimburse us in cash for approved expenses we incur. This project began on February 1, 2022, at which point expenses incurred may be submitted for reimbursement. The agreement will be effective until April 30, 2025. We have not yet received any funding for this grant. 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 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 consolidated balance sheets as follows: December 31, 2022 2021 Current $ 0.5 $ 0.5 Long-term 6.1 7.0 Total China Government Grants $ 6.6 $ 7.5 We also received government grants from certain local jurisdictions within the United States, which are recorded in other assets in the consolidated balance sheets and were not significant for the periods presented. |
Debt and Credit Arrangements
Debt and Credit Arrangements | 12 Months Ended |
Dec. 31, 2022 | |
Debt Disclosure [Abstract] | |
Debt and Credit Arrangements | Debt and Credit Arrangements Summary of Outstanding Borrowings The following table represents the components of our borrowings: December 31, 2022 2021 Senior secured and senior unsecured notes: Principal amount, senior secured notes due 2030 (1) $ 1,460.0 $ — Principal amount, senior unsecured notes due 2031 (1) 510.0 — Unamortized discount (29.9) — Unamortized debt issuance costs (4.8) — Senior secured and senior unsecured notes, net of unamortized discount and debt issuance costs 1,935.3 — Senior secured revolving credit facilities: Senior secured revolving credit facility due October 2026 (2) (3) 104.5 600.8 Convertible notes due November 2024: Principal amount 258.8 258.8 Unamortized debt issuance costs (1.9) (2.9) Convertible notes due November 2024, net of unamortized debt issuance costs 256.9 255.9 Total debt, net of debt issuance costs 2,296.7 856.7 Less: current maturities (4) 256.9 255.9 Long-term debt $ 2,039.8 $ 600.8 _______________ (1) The senior secured notes due 2030 (the “Secured Notes”) and senior unsecured notes due 2031 (the “Unsecured Notes”) bear interest at rates of 7.500% and 9.500% per year, respectively. Interest is payable semi-annually on January 1 and July 1 of each year, commencing July 1, 2023. The Secured Notes mature on January 1, 2030, and the Unsecured Notes mature on January 1, 2031. (2) As of December 31, 2022, there was $104.5 outstanding under the senior secured revolving credit facility due October 2026 bearing a weighted-average interest rate of 3.4% and $89.1 in letters of credit and bank guarantees outstanding supported by the senior secured revolving credit facility due October 2026. As of December 31, 2022 the senior secured revolving credit facility due October 2026 had availability of $806.4. (3) All of our borrowings outstanding under our senior secured revolving credit facilities due October 2026 are denominated in euros (“EUR Revolver Borrowings”). EUR Revolver Borrowings outstanding were 98.0 million euros (equivalent to $104.5) at December 31, 2022. (4) Our convertible notes due November 2024, net of debt issuance costs, are included in current maturities for both periods presented. There are no scheduled principal payments for any of our debt instruments until November 2024. The $258.8 principal balance of the convertible notes due November 2024 will mature on November 15, 2024, yet the carrying amount of the convertible notes due November 2024 is treated as current for financial statement reporting purposes. The following table represents scheduled maturities for our borrowings for the next 5 years: For the Year Ending December 31, 2023 $ — 2024 258.8 2025 — 2026 104.5 2027 — Thereafter 1,970.0 Total $ 2,333.3 Cash paid for interest during the years ended December 31, 2022, 2021 and 2020 was $25.7, $11.7, and $18.1, respectively. Senior Secured and Unsecured Notes On December 22, 2022, we completed the issuance and sale of (i) $1,460.0 aggregate principal amount of 7.500% Secured Notes at an issue price of 98.661% and (ii) $510.0 aggregate principal amount of 9.500% Unsecured Notes (together with the Secured Notes, the “Notes”), at an issue price of 97.949%. The Notes were issued to finance the proposed $4.4 billion acquisition by Chart of the business of Howden and its subsidiaries (the “Acquisition”). Chart has deposited the gross proceeds from the offering of each series of Notes into an escrow account (each, an “Escrow Account”). The funds are held in the respective Escrow Account until certain release conditions are met including the consummation of the Acquisition (the “Escrow Release Conditions”). As such, the proceeds have been presented separately from cash and cash equivalents as restricted cash in the December 31, 2022 balance sheet. If the Escrow Release Conditions are not satisfied on or prior to November 15, 2023, or upon Chart notifying the escrow agent and the trustee in writing that Chart will not pursue the consummation of the Acquisition and that the purchase agreement relating to the Acquisition has been terminated, the Notes will be subject to a special mandatory redemption (a “Special Mandatory Redemption”). The Special Mandatory Redemption price will be equal to 100% of the aggregate issue price of each series of the Notes, as applicable, plus accrued and unpaid interest from the most recent date to which interest has been paid or, if no interest has been paid, from their issuance date to, but not including, the payment date of such Special Mandatory Redemption. The Notes are fully and unconditionally guaranteed by each of Chart’s wholly owned domestic restricted subsidiaries that is a borrower or a guarantor under Chart’s Fifth Amended and Restated Credit Agreement, dated as of October 18, 2021 (as amended, restated, supplemented, or otherwise modified from time to time). The Secured Notes and the related guarantees are secured by first-priority liens on substantially all of the assets of the Company and the Guarantors, subject to certain exceptions. We may redeem either series of the Notes, in whole or in part, at any time on or after January 1, 2026, at the redemption prices set forth in the respective Indentures. We may also redeem up to 40% of the aggregate principal amount of each series of the Notes on or prior to January 1, 2026, in an amount not to exceed the net cash proceeds from certain equity offerings at the redemption prices set forth in the respective Indentures. Prior to January 1, 2026, we may redeem some or all of either series of the Notes at a price which includes the applicable “make-whole” premium set forth in the respective Indentures. If Chart experiences a change of control (as defined in the respective Indentures), the Notes are able to be redeemed by the holders at 101%, plus accrued and unpaid interest, if any, to (but not including) the date the Notes are purchased. We recorded $30.0 in debt discount and $4.8 in deferred debt issuance costs associated with the Notes, which are being amortized over the term of the Notes using the effective interest method. Financing costs amortization associated with the Notes was immaterial for the year ended December 31, 2022. The following table summarizes the interest accretion of the Notes discount and contractual interest coupon associated with the Notes: Year Ended December 31, 2022 2021 2020 Notes, interest accretion of senior notes discount $ 0.1 $ — $ — Secured Notes, 7.5% contractual interest coupon 3.0 — — Unsecured Notes, 9.5% contractual interest coupon 1.3 — — Notes, total interest expense $ 4.4 $ — $ — Senior Secured Revolving Credit Facility On November 21, 2022, we entered into an amendment (“Amendment No. 1”) to our fifth amended and restated revolving credit agreement (the “SSRCF”), dated as of October 18, 2021 (the “Credit Agreement” and as amended by the Amendment No. 1, the “Amended Credit Agreement”). The Amended Credit Agreement provides for a Senior Secured Revolving Credit Facility (the “Amended SSRCF”), which matures on October 19, 2026. Amendment No. 1 modifies certain provisions of the Credit Agreement to, among other things (i) permit the closing of the Acquisition and the related financing transactions, including the incurrence of up to $3.375 billion of indebtedness under a senior bridge facility (the “Bridge Facility”); (ii) permit the incurrence of additional indebtedness to replace or refinance the Bridge Facility (either within the existing facility, or outside the facility, in each case on a pari passu, junior or unsecured basis) as well as additional incremental indebtedness or other equivalent indebtedness outside of the Bridge Facility, subject to ratio incurrence tests and a customary starter basket; (iii) adjust the financial covenants in the Amended Credit Agreement following effectiveness of the Acquisition by (A) reducing the interest coverage ratio to (x) 2.00 to 1.00 until the last day of the sixth full fiscal quarter after the closing of the Acquisition, and (y) 2.50 to 1.00 thereafter (the “Minimum Interest Coverage Ratio Levels”); and (B) increasing the total net leverage ratio covenant to (x) 6.00 to 1.00 until the last day of the fourth full fiscal quarter ending after the closing of the Acquisition, (y) 5.00 to 1.00 until the last day of the sixth full fiscal quarter ending after the closing of the Acquisition and (z) 4.50 to 1.00 thereafter (the “Maximum Total Net Leverage Ratio Levels”); and (iv) make certain other changes, including with respect to the ability to borrow in certain foreign currencies, and other modifications to the negative covenants to accommodate the business and operations of the companies to be acquired in the Acquisition within the Amended Credit Agreement. • The Amended SSRCF has a borrowing capacity of $1,000.0 and includes a sub limit for letters of credit that is the greater of (x) $350.00 and (y) $150.00 plus (1) the Dollar Amount (as of the Amended Closing Date) of the Assumed Letters of Credit plus (2) the Dollar Amount of any Letters of Credit issued on the Amendment Closing Date, a $200.0 sub limit for discretionary letters of credit, and a $100.0 sub-limit for swingline loans. • We may, subject to the satisfaction of certain conditions, request one or more new commitments and/or increase in the amount of the Amended SSRCF. Each incremental term commitment and incremental revolving commitment shall be in an aggregate principal amount that is not less than $10.0 and shall be in an increment of $1.0 to the extent existing or new lenders agree to provide such increased or additional commitments, as applicable. • The Amended SSRCF bears interest at a base rate plus an applicable margin determined on a leveraged-based scale which (before giving effect to the sustainability pricing adjustments described below) ranges from 25 to 125 basis points for base rate loans and 125 to 225 basis points for LIBOR loans. • The applicable margin described above is subject to further adjustments based on the reductions in the ratio between (i) the total greenhouse gas emissions, measured in metric tons CO2e, of Chart and its subsidiaries during such calendar year and (ii) the aggregate revenue, measured in U.S. Dollars, of Chart and its subsidiaries during such calendar year. These additional pricing adjustments range from an addition of 0.05% to a reduction of 0.05% in the applicable margin described above. • We are required to pay commitment fees on any unused commitments under the Amended SSRCF which, before giving effect to the sustainability fee adjustments (as described below), is determined on a leverage-based sliding scale ranging from 20 to 35 basis points. • The commitment fees described above are also subject to sustainability fee adjustments based on the aforementioned ratio. The sustainability fee adjustments range from an addition of 0.01% to a reduction of 0.01%. • 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 Amended SSRCF include financial maintenance covenants that, as of the last day of any fiscal quarter ending on and after September 30, 2021, (i) require the ratio of the amount of Chart and its subsidiaries’ consolidated total net indebtedness to consolidated EBITDA to be less than the Maximum Total Net Leverage 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 the Minimum Interest Coverage Ratio Levels. The Amended SSRCF includes 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 December 31, 2022, we were in compliance with all covenants. The Amended SSRCF also contains 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 Amended SSRCF is guaranteed by Chart and substantially all of its U.S. subsidiaries, and secured by substantially all of the assets of Chart and its U.S. subsidiaries and 65% of the capital stock of our material non-U.S. subsidiaries (as defined in the Amended Credit Agreement) that are owned by U.S. subsidiaries. In 2022, we recorded $1.5 in deferred debt issuance costs, related to the Amended SSRCF and included $7.1 of the unamortized debt issuance costs from the SSRCF which are presented in other assets in the consolidated balance sheet at December 31, 2022 and are being amortized over the five-year term of the Amended SSRCF. At December 31, 2022, unamortized debt issuance costs associated with the Amended SSRCF were $8.4. In conjunction with the amendment of our credit facilities, we wrote off $0.1 and $3.7 of the unamortized deferred debt issuance costs associated with our previous senior secured revolving credit facility due June 2024 and the term loan due June 2024, respectively. In addition to these amounts, we also immediately expensed $0.3 in new debt issuance costs associated with the Amended Credit Agreement in accordance with applicable accounting guidance. These charges are classified as financing costs amortization in our consolidated statement of income for the year ended December 31, 2021 and summarized in the table below. The following table summarizes interest expense and financing costs amortization related to the Amended SSRCF and our previous credit facilities: Year Ended December 31, 2022 2021 2020 Interest expense, senior secured revolving credit facilities due October 2026 $ 23.4 $ 2.5 $ — Interest expense, term loan due June 2024 — 1.8 4.8 Interest expense, senior secured revolving credit facilities due June 2024 — 4.7 2.2 Total interest expense $ 23.4 $ 9.0 $ 7.0 Financing costs amortization, senior secured revolving credit facility due October 2026 $ 1.9 $ 0.4 $ — Financing costs amortization, senior secured revolving credit facility and term loan due June 2024, write off of unamortized deferred debt issuance costs — 3.8 — Financing costs amortization, new debt issuance costs immediately charged to net income — 0.3 — Financing costs amortization, senior secured revolving credit facility and term loan due June 2024 — 2.9 3.6 Total financing costs amortization $ 1.9 $ 7.4 $ 3.6 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”). On December 31, 2020, we entered into the First Supplemental Indenture (the “Supplemental Indenture”) to the Indenture, between Chart and Wells Fargo Bank, National Association, as trustee, governing the 2024 Notes. Pursuant to the Supplemental Indenture, Chart irrevocably elected (i) to eliminate Chart’s option to elect Physical Settlement (as defined in the Indenture) on any conversion of 2024 Notes that occurs on or after the date of the Supplemental Indenture and (ii) that, with respect to any Combination Settlement (as defined in the Indenture) for a conversion of 2024 Notes, the Specified Dollar Amount (as defined in the Indenture) that will be settled in cash per $1,000 principal amount of the Notes shall be no lower than $1,000. 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. Prior to December 31, 2020, a conversion of the 2024 Notes could have been 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). After December 31, 2020, a conversion of the 2024 Notes may be settled in either (1) cash or (2) cash for the principal amount of the 2024 Notes and any combination of cash and shares for the excess settlement amount above the principal amount of the 2024 Notes, at our election (subject to, and in accordance with, the settlement provisions of the Indenture and Supplemental 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 our closing common stock price of $115.23 at the end of the period exceeded the conversion price of $58.725, the if-converted value exceeded the principal amount of the 2024 Notes by approximately $249.0 at December 31, 2022. 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 As of January 1, 2023, the 2024 Notes continue to be convertible at the option of the shareholders. This conversion right, which will remain available until March 31, 2023, was triggered since the closing price of our common stock was greater than or equal to $76.3425 (130% of the conversion price of the 2024 Notes) for at least 20 trading days during the last 30 trading days ending on December 31, 2022. Since the holders of the 2024 Notes could potentially convert their 2024 Notes at their option during the three month period subsequent to December 31, 2022, the $258.8 principal amount of the 2024 Notes was classified as a current liability in the consolidated balance sheet at December 31, 2022. We reassess the convertibility of the 2024 Notes and the related balance sheet classification on a quarterly basis. There have been no conversions as of the date of this filing. After the adoption of ASU 2020-06, we recorded an adjustment to the debt issuance costs contra liability and equity (additional paid-in-capital) components as if debt issuance costs had always been treated as a contra liability only. We amortize the adjusted unamortized debt issuance costs balance over the term of the 2024 Notes using the effective interest method. Refer to Note 2 “Significant Accounting Policies” for further discussion regarding the cumulative effect of the changes to our consolidated balance sheet as of January 1, 2021 from the adoption of ASU 2020-06. 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: Year Ended December 31, 2022 2021 2020 2024 Notes, interest accretion of convertible notes discount $ — $ — $ 8.0 2024 Notes, 1.0% contractual interest coupon, 1.5% for 2022 4.0 2.6 2.6 2024 Notes, total interest expense $ 4.0 $ 2.6 $ 10.6 2024 Notes, financing costs amortization $ 0.9 $ 0.9 $ 0.7 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. Committed Bridge Loan Facility On November 8, 2022, in connection with the execution of the agreement to acquire Howden, the Company entered into a debt commitment letter with JPMorgan Chase Bank, N.A. and Morgan Stanley Senior Funding, Inc. (the “Commitment Parties”), pursuant to which, and subject to the terms and conditions, the Commitment Parties have agreed to provide approximately $3.375 billion in aggregate principal amount of senior bridge loans under a 364-day senior bridge loan credit facility. As of December 31, 2022, the remaining availability on the Bridge Facility was amended to $1,467.1. Additional Bridge Facility fees of $26.1 will be incurred upon successful closing of the Howden acquisition As of December 31, 2022, we incurred $29.5 in expense in connection with the Bridge Facility commitment which is classified in acquisition related finance fees in the statement of income for the year ended December 31, 2022 and had no borrowings outstanding on the Bridge Facility. We do not intend to draw on the Bridge Facility as we have secured permanent financing. Committed Term Loan B On November 30, 2022, we entered into a debt commitment letter with JPMorgan Chase Bank, N.A. for a senior secured term loan facility (“Term Loan B”) in an aggregate amount of up to $1,434.8. Term Loan B will mature on the date that is seven years after the closing date of the Acquisition (“Closing Date”). At the Closing Date, the proceeds of Term Loan B shall finance, in part, the cash and consideration payable in connection with the Acquisition and related transaction costs. Term Loan B is available in a single drawing on the Closing Date. Chart can elect the interest rate for Term Loan B equal to (i) Adjusted Term SOFR (Term SOFR plus a credit spread adjustment of 0.10%; provided that Adjusted Term SOFR shall not be less than 0.50%) plus the Applicable Margin (3.75%), or (ii) the Alternate Base Rate (a rate per annum equal to the greatest of (a) the rate of interest last quoted by The Wall Street Journal in the U.S. as the prime rate, (b) the NYFRB Rate in effect plus 0.50%, (c) Adjusted Term SOFR for a one month Interest Period plus 1.00%, and (d) 1.50%) plus the Applicable Margin (2.75%). Chart may elect interest periods of 1, 3, or 6 months. Interest shall be payable in arrears for (a) for loans accruing interest at a rate based on Adjusted Term SOFR, at the end of each interest period and, for interest periods of greater than three months, every three months, and on the applicable maturity date and (b) for loans accruing interest based on the Alternate Base Rate, quarterly in arrears and on the applicable maturity date. The allowance of incremental facilities is substantially identical to those in the Amended SSRCF, except (i) to permit the incurrence of a standalone letter of credit facility and (ii) that if the yield of any incremental facility that is in a U.S. dollar denominated term loan facility that is secured by liens on the collateral that is incurred within twelve months after the Closing Date, the applicable margins for Term Loan B may increase under certain circumstances. Additionally, the refinancing facilities are substantially identical to those set forth in the Amended SSRCF. Prepayments are mandatory only in the following circumstances: (i) unless the net cash proceeds are reinvested (or committed to be reinvested) in the business within 12 months, and if so committed to be reinvested, are actually reinvested within 6 months after the initial 12-month period, after certain non-ordinary course asset sales or other non-ordinary course dispositions of property occur, (ii) 50% of excess cash flow of Chart and its subsidiaries shall be used to prepay Term Loan B, and (iii) 100% of the net cash proceeds of issuances of debt obligations of Chart and our restricted subsidiaries after the Closing Date. Chart may prepay Term Loan B in whole or in part at any time without penalty or premium, with the exception of a repricing event with respect to all or any portion of Term Loan B that occurs on or before the date that is six months after the Closing Date. Term Loan B will be equal in right of payment with any other senior indebtedness of Chart and, if needed, shall be subject to an equal intercreditor agreement with respect to the Amended SSRCF. Term Loan B is guaranteed by each wholly-owned domestic subsidiary that is also a guarantor under the Amended SSRCF. Significant financial covenants and customary events of default for Term Loan B are substantially identical to those in the Amended SSRCF. 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 December 31, 2022 and 2021 there were no borrowings outstanding under these facilities. As of December 31, 2022 and 2021, we had additional capacity of U.S. dollar equivalent $72.5 and $82.4, respectively. Chart had foreign letters of credit and bank guarantees totaling U.S. dollar equivalent $45.7 and $31.2 as of December 31, 2022 and 2021, respectively. Restricted Cash As of December 31, 2022, we had restricted cash of $1,941.7 from the proceeds of the Secured Notes and Unsecured Notes which will be used to fund the Howden Acquisition. L.A. Turbine, a wholly-owned subsidiary of the Company, had $0.2 in deposits in a bank outside the Amended SSRCF to secure letters of credit at December 31, 2021. The deposits are treated as restricted cash and restricted cash equivalents in the consolidated balance sheet ($0.2 in other current assets at December 31, 2021). Fair Value Disclosures |
Shareholders' Equity
Shareholders' Equity | 12 Months Ended |
Dec. 31, 2022 | |
Equity [Abstract] | |
Shareholders' Equity | Shareholders' Equity Series B Mandatory Convertible Preferred Stock On December 13, 2022, we completed a preferred stock offering, through which Chart issued and sold 8.050 million depositary shares, each representing a 1/20th interest in a share of Chart’s 6.75% Series B Mandatory Convertible Preferred Stock, liquidation preference $1,000.00 per share, par value $0.01 per share (the “Mandatory Convertible Preferred Stock”). The amount issued included 1.050 million depositary shares issued pursuant to the exercise in full of the option granted to the underwriters to purchase additional depositary shares. We received gross proceeds of $402.5 from the issuance of shares less $14.4 of equity issuance costs. The proceeds will be used to fund our previously announced acquisition of Howden. Dividends . Dividends on the Mandatory Convertible Preferred Stock will be payable on a cumulative basis when, as and if declared at an annual rate of 6.75% on the liquidation value of $1,000 per share. Chart may pay declared dividends in cash or, subject to certain limitations, in shares of common stock, or in any combination of cash and shares of common stock on March 15, June 15, September 15 and December 15 of each year, commencing on March 15, 2023 and ending on, and including, December 15, 2025. The accumulated but undeclared amount of dividends as of December 31, 2022 is $1.4 and was treated as a reduction to income attributable to common shareholders in the computation of earnings per share. Mandatory Conversion . Unless earlier converted, each share of the Mandatory Convertible Preferred Stock will automatically convert on the mandatory conversion date, which is expected to be December 15, 2025, into not less than 7.0520 and not more than 8.4620 shares of common stock per share of Mandatory Convertible Preferred Stock, depending on the applicable market value and subject to certain anti-dilution adjustments. Correspondingly, the conversion rate per depositary share will be not less than 0.3526 and not more than 0.4231 shares of common stock per depositary share. The conversion rate will be determined based on a preceding 20-day volume-weighted-average-price of common stock. The following table illustrates the conversion rate per share of the Mandatory Convertible Preferred Stock, subject to certain anti-dilution adjustments, based on the applicable market value of the common stock: Applicable Market Value of Common Stock Conversion Rate per Share of Mandatory Convertible Preferred Stock Greater than $141.8037 (threshold appreciation price) 7.0520 shares of common stock Equal to or less than $141.8037 but greater than or equal to $118.1754 Between 7.0520 and 8.4620 shares of common stock, determined by dividing $1,000 by the applicable market value Less than $118.1754 (initial price) 8.4620 shares of common stock The following table illustrates the conversion rate per depositary share, subject to certain anti-dilution adjustments, based on the applicable market value of the common stock: Applicable Market Value of Common Stock Conversion Rate per Depositary Share Greater than $141.8037 (threshold appreciation price) 0.3526 shares of common stock Equal to or less than $141.8037 but greater than or equal to $118.1754 Between 0.3526 and 0.4231 shares of common stock, determined by dividing $50 by the applicable market value Less than $118.1754 (initial price) 0.4231 shares of common stock Optional Conversion of the Holder . Other than during a fundamental change conversion period, at any time prior to December 15, 2025, a holder of the Mandatory Convertible Preferred Stock may elect to convert such holder’s shares of Mandatory Convertible Preferred Stock, in whole or in part, at the Minimum Conversion Rate of 7.0520 shares of common stock per share of Mandatory Convertible Preferred Stock (equivalent to 0.3526 shares of common stock per depositary share), subject to certain anti-dilution and other adjustments. Because each depositary share represents a 1/20th fractional interest in a share of Mandatory Convertible Preferred Stock, a holder of depositary shares may convert its depositary shares only in lots of 20 depositary shares. Fundamental Change Conversion . If a fundamental change occurs on or prior to December 15, 2025, holders of the Mandatory Convertible Preferred Stock will have the right to convert their shares of Mandatory Convertible Preferred Stock, in whole or in part, into shares of common stock at the fundamental change conversion rate during the period beginning on, and including, the effective date of such fundamental change and ending on, and including, the earlier of (a) the date that is 20 calendar days after such effective date (or, if later, the date that is 20 calendar days after holders receive notice of such fundamental change) and (b) December 15, 2025. Holders who convert shares of the Mandatory Convertible Preferred Stock during that period will also receive a make-whole dividend amount comprised of a fundamental change dividend make-whole amount, and to the extent there is any, the accumulated dividend amount. Because each depositary share represents a 1/20th fractional interest in a share of the Series B Preferred Stock, a holder of depositary shares may convert its depositary shares upon a fundamental change only in lots of 20 depositary shares. Ranking. The Mandatory Convertible Preferred Stock, with respect to anticipated dividends and distributions upon Chart’s liquidation or dissolution, or winding-up of Chart’s affairs, ranks or will rank: • senior to our common stock and each other class or series of capital stock issued after the initial issue date of the Mandatory Convertible Preferred Stock, the terms of which do not expressly provide that such capital stock ranks either senior to the Mandatory Convertible Preferred Stock or on a parity with Mandatory Convertible Preferred Stock; • equal with any class or series of capital stock issued after the initial issue date the terms of which expressly provide that such capital stock will rank equal with the Mandatory Convertible Preferred Stock: • junior to the Series A Preferred Stock, if issued, and each other class or series of capital stock issued after the initial issue date that is expressly made senior to the Mandatory Convertible Preferred Stock; • junior to our existing and future indebtedness; and • structurally subordinated to any existing and future indebtedness of our subsidiaries as well as the capital stock of our subsidiaries held by third parties. Voting Rights. Holders of Mandatory Convertible Preferred Stock generally will not have voting rights. Whenever dividends on shares of Mandatory Convertible Preferred Stock have not been declared and paid for six or more dividend periods (including, for the avoidance of doubt, the dividend period beginning on, and including, the initial issue date and ending on, but excluding, March 15, 2023), whether or not for consecutive dividend periods, the holders of such shares of Mandatory Convertible Preferred Stock, voting together as a single class with holders of all other series of voting preferred stock of equal rank, then outstanding, will be entitled at our next annual or special meeting of stockholders to vote for the election of a total of two additional members of our board of directors, subject to certain limitations. This right will terminate if and when all accumulated and unpaid dividends have been paid in full, or declared and a sum sufficient for such payment shall have been set aside. Upon such termination, the term of office of each preferred stock director so elected will terminate at such time and the number of directors on our board of directors will automatically decrease by two, subject to the revesting of such rights in the event of each subsequent nonpayment. Embedded Derivatives. There are no material embedded derivatives that meet the criteria for bifurcation and separate accounting pursuant to ASC 815-15, Embedded Derivatives. Common Stock On December 13, 2022, we completed a public offering (the “2022 Equity Offering”), through which Chart issued and sold 5.924 million shares of common stock, $0.01 par value per share. We received gross proceeds of $700.0 from the issuance of shares less $24.9 of equity issuance costs. The proceeds will be used to fund our previously announced acquisition of Howden. |
Financial Instruments and Deriv
Financial Instruments and Derivative Financial Instruments | 12 Months Ended |
Dec. 31, 2022 | |
Derivative Instruments and Hedging Activities Disclosure [Abstract] | |
Financial Instruments and Derivative Financial Instruments | Financial Instruments and Derivative Financial Instruments Concentrations of Credit Risks: We sell our products primarily to gas producers, distributors, and end-users across energy, industrial, power, HVAC and refining applications in countries throughout the world. Approximately 42%, 56%, and 51% of sales were to customers in foreign countries in 2022, 2021 and 2020, respectively. In 2022, 2021 and 2020, no single customer accounted for more than 10% of consolidated sales. Sales to our top ten customers accounted for 38%, 39% and 42% of consolidated sales in 2022, 2021 and 2020, respectively. Our sales to particular customers fluctuate from period to period, but our large industrial gas producer and distributor customers tend to be a consistently substantial source of revenue for us. We are subject to concentrations of credit risk with respect to our cash and cash equivalents, restricted cash and restricted cash equivalents and forward foreign currency exchange contracts. To minimize credit risk from these financial instruments, we enter into arrangements with major banks and other quality financial institutions and invest only in high-quality instruments. We do not expect any counterparties to fail to meet their obligations. Changes in the fair value of our foreign currency forward contracts are recorded in the consolidated statements of income as foreign currency gains or losses. The changes in fair value with respect to our foreign currency forward contracts generated net gains of $1.4, $1.1, $1.3 for the years ended December 31, 2022, 2021 and 2020, respectively. Derivatives and Hedging We utilize a combination of cross-currency swaps and foreign exchange collars (together the “Foreign Exchange Contracts”) as a net investment hedge of a portion of our investments in certain international subsidiaries that use the euro as their functional currency in order to reduce the volatility caused by changes in exchange rates. On April 1, 2022 we entered into a pay-fixed rate, receive-fixed rate cross-currency swap that provided for an exchange of principal on a notional amount of $110.2 swapped to euro 100.0 million on its March 31, 2025 maturity and receipt of U.S. dollar interest from our swap counterparties at a fixed rate of 1.8% per annum. We terminated this cross-currency swap on June 7, 2022, and a total settlement of $3.6 cash was received from the counterparties. The settlement amount, which represents the fair value of the contract at the time of termination, was recorded as a reduction in other assets during the second quarter of 2022 and remains classified in accumulated other comprehensive loss on the consolidated balance sheet. On June 7, 2022, immediately following the termination of the aforementioned cross-currency swap, we entered into a pay-fixed rate, receive-fixed rate cross-currency swap that provides for an exchange of principal on a notional amount of $106.7 swapped to euro 100.0 million on its May 31, 2025 maturity and receipt of U.S. dollar interest from our swap counterparties at a fixed rate of 1.6% per annum. We terminated this cross-currency swap on July 8, 2022, and a total settlement of $4.0 cash was received from the counterparties. The settlement amount, which represents the fair value of the contract at the time of termination, was recorded as a reduction in other assets during the third quarter of 2022 and remains classified in accumulated other comprehensive loss on the consolidated balance sheet. On July 8, 2022, immediately following the termination of the aforementioned cross-currency swap, we entered into a pay-fixed rate, receive-fixed rate cross-currency swap that provides for an exchange of principal on a notional amount of $101.6 swapped to euro 100.0 million on its June 30, 2025 maturity and receipt of U.S. dollar interest from our swap counterparties at a fixed rate of 1.8% per annum. We terminated this cross-currency swap on September 16, 2022, and a total settlement of $1.8 cash was received from the counterparties. The settlement amount, which represents the fair value of the contract at the time of termination, was recorded as a reduction in other assets during the third quarter of 2022 and remains classified in accumulated other comprehensive loss on the consolidated balance sheet. On September 16, 2022, immediately following the termination of the aforementioned cross-currency swap, we entered into a pay-fixed rate, receive-fixed rate cross-currency swap that provides for an exchange of principal on a notional amount of $99.8 swapped to euro 100.0 million on its June 30, 2025 maturity and receipt of U.S. dollar interest from our swap counterparties at a fixed rate of 1.6% per annum (the “September 16 Swap”). Concurrent to entering into the September 16 Swap, we also entered into a separate zero cost foreign exchange collar contract (the “Collar Contract”) with the same counterparties, notional amount and expiration date as the September 16 Swap. Under the Collar Contract, we sold a put option with a lower strike price and purchased a call option with an upper strike price to manage final settlement of the September 16 Swap. Our Foreign Exchange Contracts are measured at fair value with changes in fair value recorded as foreign currency translation adjustments within accumulated other comprehensive loss. Our Foreign Exchange Contracts are entered into with major financial institutions in order to reduce credit risk and risk of nonperformance by third parties. We believe the credit risks with respect to the counterparties, and the foreign currency risks that would not be hedged if the counterparties fail to fulfill their obligations under the contract, are not material in view of our understanding of the financial strength of the counterparties. The Foreign Exchange Contracts are not exchange traded instruments and their fair value is determined using the cash flows of the contracts, discount rates to account for the passage of time, implied volatility, current foreign exchange market data and credit risk, which are all based on inputs readily available in public markets and categorized as Level 2 fair value hierarchy measurements. The following table represents the fair value of asset and liability derivatives and their respective locations on our consolidated balance sheet as of December 31, 2022: Asset Derivatives Liability Derivatives Derivatives designated as net investment hedge Balance Sheet Location Fair Value Balance Sheet Location Fair Value Foreign Exchange Contracts (1) Other assets $ — Other long-term liabilities $ 2.7 The following table represents the net effect derivative instruments designated in hedging relationships had on accumulated other comprehensive loss on the consolidated statements of income and comprehensive income: Unrealized gain recognized in accumulated other comprehensive loss on derivatives, net of taxes Year Ended December 31, Year Ended December 31, Derivatives designated as net investment hedge 2022 2021 Foreign Exchange Contracts (1) (2) $ 5.2 $ — _______________ (1) Our designated derivative instruments are highly effective. As such, there were no gains or losses recognized immediately in income related to hedge ineffectiveness during the years ended December 31, 2022 or December 31, 2021. (2) Represents foreign exchange swaps and foreign exchange options. The following table represents interest income, included within interest expense, net on the consolidated statements of income related to amounts excluded from the assessment of hedge effectiveness for derivative instruments designated as net investment hedges: Amount of gain recognized in income on derivative (amount excluded from effectiveness testing) Year Ended December 31, Year Ended December 31, Derivatives designated as net investment hedge 2022 2021 Foreign Exchange Contracts (1) (2) $ 1.3 $ — _______________ (1) Represents amount excluded from effectiveness testing. Our Foreign Exchange Contracts are designated with terms based on the spot rate of the euro. Future changes in the components related to the spot change on the notional will be recorded in other comprehensive income and remain there until the hedged subsidiaries are substantially liquidated. All coupon payments are classified in interest expense, net in the consolidated statements of income, and the initial value of excluded components currently recorded in accumulated other comprehensive loss as a foreign currency translation adjustment are amortized to interest expense, net over the remaining term of the Foreign Exchange Contract. (2) Represents foreign exchange swaps and foreign exchange options. |
Product Warranties
Product Warranties | 12 Months Ended |
Dec. 31, 2022 | |
Product Warranties Disclosures [Abstract] | |
Product Warranties | Product WarrantiesWe 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 consolidated statements of income. Product warranty claims not expected to occur within one year are included as part of other long-term liabilities in the consolidated balance sheets. The following table represents changes in our consolidated warranty reserve: Year Ended December 31, 2022 2021 2020 Beginning balance $ 10.5 $ 11.9 $ 11.5 Issued – warranty expense 1.5 5.0 6.6 Warranty usage (7.9) (6.4) (6.2) Ending balance $ 4.1 $ 10.5 $ 11.9 |
Business Combinations
Business Combinations | 12 Months Ended |
Dec. 31, 2022 | |
Business Combination and Asset Acquisition [Abstract] | |
Business Combinations | Business Combinations Fronti Fabrications, Inc. Acquisition On May 31, 2022, we acquired 100% of the equity interests of Fronti Fabrications, Inc. (“Fronti”) for $20.6 in cash or $20.4 net of $0.2 cash acquired. Fronti is a specialist in engineering, machining and welding for the cryogenic and gas industries, and also supplies new build pressure vessels and cold boxes, and performs repairs with certification to American Society of Mechanical Engineers (ASME) code. The preliminary estimated fair value of the total net assets acquired includes goodwill, identifiable intangible assets and other net assets at the date of acquisition in the amounts of $14.3, $5.3 and $1.0, respectively. Goodwill and intangible assets recorded for the Fronti acquisition are expected to be deductible for tax purposes. CSC Cryogenic Service Center AB Acquisition On May 16, 2022, we acquired 100% of the equity interests of CSC Cryogenic Service Center AB (“CSC”) for $3.8 in cash. The preliminary estimated fair value of the total net assets acquired include goodwill and other net assets at the date of acquisition in the amounts of $3.1 and $0.7. Goodwill recorded for the CSC acquisition is not expected to be deductible for tax purposes. CSC brings a strong service footprint in the Nordic region with many overlapping customers to Chart, allowing us to broaden our service and repair presence geographically. Earthly Labs Inc. Acquisition On December 14, 2021, we acquired the remaining 85% of Earthly Labs, Inc. (“Earthly Labs).” The acquisition was completed for cash and stock for a previously disclosed purchase price of $63.1. During the first quarter of 2022, we adjusted the value of the stock consideration to reflect a common stock price of $160.63 per share, which lowered the purchase price to $61.9 or $58.4 net of $3.5 cash acquired. In connection with the Earthly Labs acquisition, Chart shall pay to the sellers a royalty on sales of a carbon capture unit for residential use launched for sale to the public by Chart, which has not yet been developed. Refer to the “Contingent Consideration” section below for further discussion. Earthly Labs is a leading provider of small-scale carbon capture systems offering an affordable, small footprint technology platform called “CiCi ®” to capture, recycle, reuse, track and sell CO2. Earthly Labs’ proprietary approach includes hardware, software and services to address existing carbon dioxide emissions from industrial sources while converting molecules to value. The fair value of the total net assets acquired includes goodwill, identifiable intangible assets and other net liabilities at the date of acquisition in the amounts of $34.3, $45.5 and $9.8, respectively (as previously reported: $47.2, $27.0 and $11.1, respectively). Amounts previously reported were preliminary and based on provisional fair values. During 2022, we received and analyzed new information about certain assets acquired and subsequently adjusted their fair values accordingly. Intangible assets consists of unpatented technology, trade names, customer relationships and backlog. Goodwill and intangible assets recorded for the Earthly Labs acquisition are not expected to be deductible for tax purposes. During the fourth quarter of 2022 the Earthly Labs purchase price allocation was finalized. AdEdge Acquisition On August 27, 2021, we acquired 100% of the equity interests of AdEdge Holdings, LLC (“AdEdge”) for $37.5 in cash, net of $1.4 of cash acquired and a final net working capital adjustment of $0.8 finalized during the first quarter of 2022. AdEdge is a water treatment technology and solution provider specializing in the design, development, fabrication and supply of water treatment solutions, specialty medias, legacy and innovative technologies that remove a wide range of contaminants from water. The fair value of the total net assets acquired includes goodwill, identifiable intangible assets and other net assets at the date of acquisition in the amounts of $16.4, $19.0 and $3.5, respectively. During 2022, we increased goodwill by $0.5, which mainly included the $0.8 final net working capital adjustment mentioned above, a retention bonus adjustment and an adjustment to the trade name. Goodwill and intangible assets recorded for the AdEdge acquisition are expected to be deductible for tax purposes. During the third quarter of 2022 the AdEdge purchase price allocation was finalized. As discussed in Note 6, “Investments,” we previously held a 50% ownership interest in a joint venture in AdEdge India. On May 4, 2022, we acquired the remaining 50% of the shares for $0.4 in cash (subject to certain customary adjustments) or $0.3 net of $0.1 cash acquired. AdEdge India focuses on water and wastewater treatment and surface water bodies rejuvenation in the South Asian markets. L.A. Turbine Acquisition On July 1, 2021, we acquired 100% of the equity interests of L.A. Turbine (“LAT”) for approximately $76.6 in cash (subject to certain customary adjustments), net of $1.4 of cash acquired. LAT is a global leader in turboexpander design, engineering, manufacturing, assembly and testing process for new and aftermarket equipment, with significant in-house engineering expertise. The estimated useful lives of identifiable finite-lived intangible assets range from less than one year to 15 years. The excess of the purchase price over the fair values is assigned to goodwill. LAT complements our Heat Transfer Systems and Specialty Products segments with the addition of its application-specific, highly engineered turboexpanders which further differentiates Chart’s end market diversity especially in hydrogen and helium liquefaction in addition to industrial gas, natural gas processing, power generation and petrochemical applications. Goodwill was established due to the benefits outlined above, as well as the benefits derived from the synergies of LAT integrating with our Heat Transfer Systems, Specialty Products and Repair, Service & Leasing segments. Goodwill recorded for the LAT acquisition is not expected to be deductible for tax purposes. During the third quarter of 2022 the LAT purchase price allocation was finalized. The following table summarizes the fair value of the assets acquired in the L.A. Turbine acquisition at the acquisition date: Net assets acquired: Identifiable intangible assets $ 43.7 Goodwill (1) 42.3 Other assets (1) 4.2 Property, plant and equipment 2.6 Cash and cash equivalents 1.4 Liabilities (1) (16.2) Net assets acquired $ 78.0 _______________ (1) As previously reported in our Annual Report on Form 10-K for the year ended December 31, 2021, we reported goodwill, other assets and liabilities of $42.1, $4.6 and $16.4, respectively. During 2022, we recorded purchase price adjustments that increased goodwill by $0.2, decreased other assets by $0.4 and decreased liabilities by $0.2. Information regarding identifiable intangible assets acquired in the LAT acquisition is presented below: Weighted-average Estimated Useful Life Fair Value Finite-lived intangible assets acquired: Unpatented technology 14.5 years $ 33.4 Customer relationships 14.5 years 1.5 Backlog 2.5 years 0.7 Other identifiable intangible assets (1) 3.4 years 0.2 Total finite-lived intangible assets acquired 14.2 years 35.8 Indefinite-lived intangible assets acquired: Trademarks and trade names 7.9 Total intangible assets acquired $ 43.7 _______________ (1) Other identifiable intangible assets is included in “Patents and other” in Note 9, “Goodwill and Intangible Assets.” Cryogenic Gas Technologies, Inc. Acquisition On February 16, 2021, we acquired 100% of the equity interests of Cryogenic Gas Technologies, Inc. (“Cryo Technologies”) for approximately $55.0 in cash (subject to certain customary adjustments), net of $0.6 cash acquired. Cryo Technologies is a global leader in custom engineered process systems to separate, purify, refrigerate, liquefy and distribute high value industrial gases such as hydrogen, helium, argon and hydrocarbons with design capabilities for cold boxes for hydrogen and helium use. The distribution systems Cryo Technologies supplies are located within the helium and hydrogen liquefaction facilities and are inclusive of trailer loading systems, which facilitates the first step in product distribution. The fair value of the total net assets acquired includes goodwill, identifiable intangible assets and other net assets at the date of acquisition in the amounts of $34.9, $19.5 and $1.2, respectively. Intangible assets consists of customer relationships, unpatented technology, trademarks and trade names, backlog and non-compete agreements. Goodwill and intangible assets recorded for the Cryo Technologies acquisition are expected to be deductible for tax purposes. During the first quarter of 2022, the Cryo Technologies purchase price allocation was finalized. Preliminary Purchase Price Allocations The purchase price allocations of Fronti and CSC are preliminary and are based on provisional fair values and subject to revision as we finalize third-party valuations and other analyses. Final determination of the fair values may result in further adjustments to the value of net assets acquired. Contingent Consideration The estimated fair value of contingent consideration was $16.9 for our Sustainable Energy Solutions, Inc. business (“SES”) and $3.2 for our BlueInGreen, LLC business (“BIG”) at the date of acquisitions and was valued according to a discounted cash flow approach, which included assumptions regarding the probability of achieving certain targets and a discount rate applied to the potential payments. Potential payments are measured between the period commencing January 1, 2023 and ending on December 31, 2028 based on the attainment of certain earnings targets. The potential payments related to both SES and BIG contingent consideration on a combined basis is between $0.0 and $31.0. For the year ended December 31, 2022, the estimated fair value of contingent consideration related to SES decreased by $2.8 while the estimated fair value of contingent consideration related to BIG decreased by $1.1. For the year ended December 31, 2021, the estimated fair value of contingent consideration related to SES increased by $2.2 while the estimated fair value of contingent consideration related to BIG decreased by $1.1. In connection with the Earthly Labs acquisition, Chart shall pay to the sellers a royalty on sales of a carbon capture unit for residential use launched for sale to the public by Chart in an amount equal to 4% of such sales. Potential royalty payments shall be paid to the sellers during the three year period following Chart’s launch of this product. This product has not yet been developed and as such, the fair value of the contingent consideration liability that arises from this arrangement was insignificant as of both December 31, 2022 and 2021. Valuations are performed using Level 3 inputs as defined in Note 2, “Significant Accounting Policies” and are evaluated on a quarterly basis based on forecasted sales and earnings targets. Contingent consideration liabilities are classified as other current liabilities and other long-term liabilities in the consolidated balance sheets. Changes in the fair value of contingent consideration liabilities, including accretion, are recorded as selling, general and administrative expenses in the consolidated statements of income and comprehensive income. No cash consideration was transferred for contingent consideration as of the acquisition dates and as such, the arrangements represent a noncash investing activity in the statement of cash flows for the years ended December 31, 2022 and 2021. The following table represents the changes to our contingent consideration liabilities: SES BIG Total Balance at December 31, 2021 $ 19.1 $ 2.1 $ 21.2 Decrease in fair value of contingent consideration liabilities (2.8) (1.1) (3.9) Balance at December 31, 2022 $ 16.3 $ 1.0 $ 17.3 |
Accumulated Other Comprehensive
Accumulated Other Comprehensive (Loss) Income | 12 Months Ended |
Dec. 31, 2022 | |
Equity [Abstract] | |
Accumulated Other Comprehensive (Loss) Income | Accumulated Other Comprehensive (Loss) Income Accumulated Other Comprehensive (Loss) Income The components of accumulated other comprehensive (loss) income are as follows: December 31, 2022 Foreign currency translation adjustments (1) Pension liability adjustments, net of taxes Accumulated other comprehensive (loss) income Beginning Balance $ (15.2) $ (6.5) $ (21.7) Other comprehensive loss (35.3) (1.5) (36.8) Amounts reclassified from accumulated other comprehensive (loss) income, net of income taxes — 0.5 0.5 Net current-period other comprehensive (loss) income, net of taxes (35.3) (1.0) (36.3) Ending Balance $ (50.5) $ (7.5) $ (58.0) December 31, 2021 Foreign currency translation adjustments Pension liability adjustments, net of taxes Accumulated other comprehensive income (loss) Beginning Balance $ 13.8 $ (11.4) $ 2.4 Other comprehensive (loss) income (29.0) 3.9 (25.1) Amounts reclassified from accumulated other comprehensive (loss) income, net of income taxes — 1.0 1.0 Net current-period other comprehensive (loss) income, net of taxes (29.0) 4.9 (24.1) Ending Balance $ (15.2) $ (6.5) $ (21.7) _______________ (1) Foreign currency translation adjustments includes translation adjustments and net investment hedge, net of taxes. See Note 12, “Financial Instruments and Derivative Financial Instruments,” for further information related to the net investment hedge. |
Earnings Per Share
Earnings Per Share | 12 Months Ended |
Dec. 31, 2022 | |
Earnings Per Share [Abstract] | |
Earnings Per Share | Earnings Per Share The following table presents calculations of net income per share of common stock: Year Ended December 31, 2022 2021 2020 Amounts attributable to Chart common stockholders Income from continuing operations $ 81.6 $ 59.1 $ 68.9 Less: Mandatory convertible preferred stock dividend requirement 1.4 — — Income from continuing operations attributable to Chart 80.2 59.1 68.9 (Loss) income from discontinued operations, net of tax (57.6) — 239.2 Net income attributable to Chart common stockholders $ 22.6 $ 59.1 $ 308.1 Earnings per common share – basic: Income from continuing operations $ 2.21 $ 1.66 $ 1.95 (Loss) income from discontinued operations (1.59) — 6.76 Net income attributable to Chart Industries, Inc. $ 0.62 $ 1.66 $ 8.71 Earnings per common share – diluted: Income from continuing operations $ 1.92 $ 1.44 $ 1.89 (Loss) income from discontinued operations (1.38) — 6.56 Net income attributable to Chart Industries, Inc. $ 0.54 $ 1.44 $ 8.45 Weighted average number of common shares outstanding – basic 36.25 35.61 35.38 Incremental shares issuable upon assumed conversion and exercise of share-based awards 0.26 0.34 0.26 Incremental shares issuable due to dilutive effect of the convertible notes 2.81 2.76 0.53 Incremental shares issuable due to dilutive effect of warrants 2.47 2.40 0.28 Incremental shares issuable due to dilutive effect of the underwriters common shares option 0.01 — — Weighted average number of common shares outstanding – diluted 41.80 41.11 36.45 Diluted earnings per share does not consider the following cumulative preferred stock dividends and potential common shares as the effect would be anti-dilutive: Year Ended December 31, 2022 2021 2020 Numerator Mandatory convertible preferred stock dividend requirement (1) $ 1.4 $ — $ — Denominator Anti-dilutive shares, Share-based awards 0.06 0.03 0.27 Anti-dilutive shares, Convertible note hedge and capped call transactions (2) 2.81 2.76 0.53 Anti-dilutive shares, Mandatory convertible preferred stock (1) 0.17 — — Total anti-dilutive securities 3.04 2.79 0.80 _______________ (1) We calculate the basic and diluted earnings per share based on net income, which approximates income available to common shareholders for each period. Earnings per share is calculated using the two-class method, which is an earnings allocation formula that determines the earnings per share for common stock and any participating securities according to dividends declared (whether paid or unpaid) and participation rights in undistributed earnings. The Series B Mandatory Convertible Preferred Stock and the 2024 Convertible Notes are participating securities. Undistributed earnings are not allocated to the participating securities because the participation features are discretionary. Net losses are not allocated to the Series B Mandatory Convertible Preferred Stock, as it does not have a contractual obligation to share in the losses of Chart. Basic net income per share is computed by dividing net income available to common shareholders by the weighted average number of common shares outstanding for the period. Diluted net income per common share is computed by dividing net income available to common shareholders by the sum of the weighted average number of common shares outstanding and any dilutive non-participating securities for the period. (2) 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 10, “Debt and Credit Arrangements.” |
Income Taxes
Income Taxes | 12 Months Ended |
Dec. 31, 2022 | |
Income Tax Disclosure [Abstract] | |
Income Taxes | Income Taxes Income from Continuing Operations Before Income Taxes Income from continuing operations before income taxes consists of the following: Year Ended December 31, 2022 2021 2020 United States $ 31.1 $ 25.9 $ 48.0 Foreign 67.8 48.2 37.2 Income from continuing operations before income taxes $ 98.9 $ 74.1 $ 85.2 Provision Significant components of income tax expense (benefit), net are as follows: Year Ended December 31, 2022 2021 2020 Current: Federal $ (1.3) $ 1.7 $ (0.2) State and local 3.5 3.2 1.9 Foreign 15.4 16.5 12.2 Total current 17.6 21.4 13.9 Deferred: Federal (5.6) (5.8) 7.5 State and local 1.9 1.1 (2.9) Foreign 2.0 (3.2) (3.6) Total deferred (1.7) (7.9) 1.0 Total income tax expense, net $ 15.9 $ 13.5 $ 14.9 Effective Tax Rate Reconciliation The reconciliation of income taxes computed at the U.S. federal statutory tax rate to income tax expense is as follows: Year Ended December 31, 2022 2021 2020 Income tax expense at U.S. statutory rate $ 20.8 $ 15.6 $ 17.9 State income taxes, net of federal tax benefit 1.5 3.1 (0.9) U.S. taxation of international operations 1.4 1.3 (0.2) Effective tax rate differential of earnings outside of U.S. 1.9 1.8 2.4 Change in valuation allowance (11.6) (5.9) (4.2) Research & experimentation (2.9) (1.0) (1.0) Provision to return 5.0 0.3 (0.1) Net non-deductible items 0.4 2.4 1.2 Change in uncertain tax positions (0.3) (0.2) (0.6) Share-based compensation (1.1) (4.1) (1.7) Tax effect of 2017 tax reform federal rate change — — (0.2) Other items 0.8 0.2 2.3 Income tax expense $ 15.9 $ 13.5 $ 14.9 We reorganized the line items of the effective tax rate reconciliation for year ended December 31, 2020 and December 31, 2021 to correspond with the year ended December 31, 2022. Deferred Taxes Deferred income taxes reflect the net tax effect of temporary differences between the carrying amounts of assets and liabilities for financial reporting purposes and the amounts used for income tax purposes. Significant components of our deferred tax assets and liabilities are as follows: December 31, 2022 2021 Deferred tax assets (“DTA”): Accruals and reserves $ 5.1 $ 13.7 Loss contingency 70.3 3.1 Pensions 0.2 0.5 Inventory 78.1 42.3 Share-based compensation 2.3 4.5 R&D Amortization 7.4 3.6 Tax credit carryforwards 8.2 14.1 Interest limitation carryover 5.5 2.4 Foreign net operating loss carryforwards 8.7 16.3 State net operating loss carryforwards 2.1 2.3 Convertible notes 4.3 6.3 Property, plant and equipment – net DTA 5.2 7.5 Other – net DTA 2.9 12.4 Total deferred tax assets before valuation allowances 200.3 129.0 Valuation allowances (5.4) (21.6) Total deferred tax assets, net of valuation allowances $ 194.9 $ 107.4 Deferred tax liabilities (“DTL”): Property, plant and equipment – net DTL $ 26.0 $ 37.9 Goodwill and intangible assets 77.0 82.2 Insurance receivable 53.5 3.1 Other – net DTL 3.1 0.6 Investments 4.5 3.8 Deferred revenue 72.0 37.9 Total deferred tax liabilities $ 236.1 $ 165.5 Net deferred tax liabilities $ 41.2 $ 58.1 The net deferred tax liability is classified as follows: Other assets $ (4.9) $ (1.7) Long-term deferred tax liabilities 46.1 59.8 Net deferred tax liabilities $ 41.2 $ 58.1 As of December 31, 2022, we have $94.6 of state and foreign net operating losses, of which approximately $14.3 expire between 2022 and 2030. We routinely review valuation allowances recorded against deferred tax assets on a more likely than not basis as to whether we have the ability to realize the deferred tax assets. As of December 31, 2022, we have valuation allowances totaling $5.4 consisting primarily of our operations in Italy and China. Other Tax Information We previously considered the earnings in our non-U.S. subsidiaries to be indefinitely reinvested and, accordingly, recorded no deferred income taxes. We have analyzed our global working capital and cash requirements as of December 31, 2022 and have determined that we do not plan to repatriate any earnings at this time. Cash paid for income taxes during the years ended December 31, 2022, 2021 and 2020 was $27.0, $57.2, and $12.5, respectively. Unrecognized Income Tax Benefits The reconciliation of beginning to ending unrecognized tax benefits is as follows: Year Ended December 31, 2022 2021 2020 Unrecognized tax benefits at beginning of the year $ 1.7 $ 1.9 $ 2.4 Additions (reductions) for tax positions taken during the prior period — 0.4 (0.6) Additions for tax positions taken during the current period — — 0.2 Reductions relating to settlements with taxing authorities (0.3) — (0.1) Lapse of statutes of limitation (0.7) (0.6) — Unrecognized tax benefits at end of the year $ 0.7 $ 1.7 $ 1.9 Included in the balance of unrecognized tax benefits at December 31, 2022 and 2021 was $0.5 and $1.2, respectively of income tax (benefit)/expenses, which, if ultimately recognized, would impact our annual effective tax rate. We accrued approximately $0.1 and $0.3 of interest and penalties at December 31, 2022 and 2021, respectively. Due to the expiration of various statutes of limitation, it is reasonably possible our unrecognized tax benefits at December 31, 2022 may decrease within the next twelve months by $0.2. We are subject to income taxes in the U.S. federal jurisdiction and various state and foreign jurisdictions. With few exceptions, we are no longer subject to U.S. federal, state and local or non-U.S. income tax examinations by tax authorities for years prior to 2018. |
Employee Benefit Plans
Employee Benefit Plans | 12 Months Ended |
Dec. 31, 2022 | |
Retirement Benefits [Abstract] | |
Employee Benefit Plans | Employee Benefit Plans Defined Benefit Plan We have a defined benefit pension plan which is frozen, that covers certain U.S. hourly and salary employees (the “Chart Plan”). The defined benefit plan provides benefits based primarily on the participants’ years of service and compensation. The Retirement Plan for Union Employees of Smithco Engineering Inc. (the “Hudson Plan”) merged into the Chart Plan as of February 28, 2021 (the “Hudson Plan merger”). The components of net periodic pension income are as follows : Year Ended December 31, 2022 2021 2020 Interest cost $ 1.7 $ 1.7 $ 1.8 Expected return on plan assets (4.3) (3.8) (3.3) Amortization of net loss 0.5 1.0 1.2 Total net periodic pension income $ (2.1) $ (1.1) $ (0.3) The changes in the projected benefit obligation and plan assets, the funded status of the plans and the amounts recognized in the consolidated balance sheets are as follows: December 31, 2022 2021 Change in projected benefit obligation: Projected benefit obligation at beginning of year $ 63.5 $ 62.5 Interest cost 1.7 1.7 Assumption changes (12.4) (1.9) Acquisition of Hudson Plan (1) — 3.1 Benefits paid (3.0) (2.8) Actuarial losses 0.2 0.9 Projected benefit obligation at year end 50.0 63.5 Change in plan assets: Fair value of plan assets at beginning of year 61.9 53.9 Actual return (9.8) 8.3 Acquisition of Hudson Plan (1) — 2.4 Employer contributions — 0.1 Benefits paid (3.0) (2.8) Fair value of plan assets at year end 49.1 61.9 Funded status (Accrued pension asset (liability)) $ (0.9) $ (1.6) Unrecognized actuarial loss recognized in accumulated other comprehensive loss $ 10.3 $ 8.0 _______________ (1) The 2021 changes in the projected benefit obligation and plan assets reflect the effect of the Hudson Plan merger. The estimated net periodic pension income for the defined benefit pension plan that will be amortized from accumulated other comprehensive loss over the next fiscal year is $0.1. The actuarial assumptions used in determining pension plan information are as follows: December 31, 2022 2021 2020 Assumptions used to determine benefit obligation at year end: Discount rate 4.9 % 2.7 % 2.4 % Assumptions used to determine net periodic benefit cost: Discount rate 2.7 % 2.4 % 3.2 % Expected long-term weighted-average rate of return on plan assets 7.0 % 7.0 % 7.0 % The discount rate reflects the current rate at which the pension liabilities could be effectively settled at year end. In estimating this rate, we look to rates of return on high quality, fixed-income investments that receive one of the two highest ratings given by a recognized rating agency and the expected timing of benefit payments under the plan. The expected return assumptions were developed using an averaging formula based upon the plans’ investment guidelines, mix of asset classes, historical returns of equities and bonds, and expected future returns. We employ a total return investment approach whereby a mix of equities and fixed income investments are used to maximize the long-term return of plan assets for a prudent level of risk. Risk tolerance is established through careful consideration of short and long-term plan liabilities, plan funded status and corporate financial condition. The investment portfolio contains a diversified blend of equity and fixed-income investments. Furthermore, equity investments are diversified across U.S. and non-U.S. stocks, as well as growth, value, and small and large capitalizations. Investment risk is measured and monitored on an ongoing basis through quarterly investment portfolio reviews, annual liability measurements, and periodic asset/liability studies. The target allocations by asset category and fair values of the plan assets by asset class at December 31 are as follows: Target Allocations by Asset Category Fair Value Total Level 2 Level 3 Plan Assets: 2022 2021 2022 2021 2022 2021 Equity funds 68% $ 35.0 $ 43.9 $ 35.0 $ 43.9 $ — $ — Fixed income funds 27% 13.0 16.0 13.0 16.0 — — Other investments 5% 1.1 2.0 — — 1.1 2.0 Total $ 49.1 $ 61.9 $ 48.0 $ 59.9 $ 1.1 $ 2.0 The plan assets are primarily invested in pooled separate funds. The fair values of equity securities and fixed income securities held in pooled separate funds are based on net asset value of the units of the funds as determined by the fund manager. These funds are similar in nature to retail mutual funds, but are typically more efficient for institutional investors. The fair value of pooled funds is determined by the value of the underlying assets held by the fund and the units outstanding. The value of the pooled funds is not directly observable, but is based on observable inputs. As such, these plan assets are valued using Level 2 inputs. Certain plan assets in the other investments asset category are invested in a general investment account where the fair value is derived from the liquidation value based on an actuarial formula as defined under terms of the investment contract. These plan assets were valued using unobservable inputs and, accordingly, the valuation was performed using Level 3 inputs. The following table represents changes in the fair value of plan assets categorized as Level 3 from the preceding table: Balance at December 31, 2020 $ 1.8 Purchases, sales and settlements, net (3.0) Transfers, net 3.2 Balance at December 31, 2021 2.0 Purchases, sales and settlements, net (3.4) Transfers, net 2.5 Balance at December 31, 2022 $ 1.1 Our funding policy is to contribute at least the minimum funding amounts required by law. Based upon current actuarial estimates, we do not expect to contribute to our defined benefit pension plan in the next five years. The following benefit payments are expected to be paid by the plan in each of the next five years and in the aggregate for the subsequent five years: 2023 $ 3.5 2024 3.5 2025 3.6 2026 3.6 2027 3.7 In aggregate during five years thereafter 17.9 Multi-Employer Plan We contribute to a multi-employer plan for certain collective bargaining U.S. employees. The risks of participating in this multi-employer plan are different from a single employer plan in the following aspects: (a) Assets contributed to the multi-employer plan by one employer may be used to provide benefits to employees of other participating employers. (b) If a participating employer ceases contributing to the plan, the unfunded obligations of the plan may be inherited by the remaining participating employers. (c) If we choose to stop participating in the multi-employer plan, we may be required to pay those plans an amount based on the underfunded status of the plan, referred to as a withdrawal liability. We have assessed and determined that the multi-employer plan to which we contribute is not significant to our financial statements. We do not expect to incur a withdrawal liability or expect to significantly increase our contribution over the remainder of the current contract period, which ends in February 2026. We made contributions to the bargaining unit supported multi-employer pension plan resulting in expense of $0.6 for the year ended December 31, 2022 and $0.5 for both of the years ended December 31, 2021 and 2020. Defined Contribution Savings Plan We have a defined contribution savings plan that covers most of our U.S. employees. Company contributions to the plan are based on employee contributions, and include a Company match and discretionary contributions. Expenses under the plan totaled $6.8, $5.7, and $4.9 for the years ended December 31, 2022, 2021 and 2020, respectively. Voluntary Deferred Income Plan We provide additional retirement plan benefits to certain members of management under the Amended and Restated Chart Industries, Inc. Voluntary Deferred Income Plan. This is an unfunded plan. We recorded $0.3, $0.1, and $0.3 of expense associated with this plan for the years ended December 31, 2022, 2021 and 2020, respectively. |
Share-based Compensation
Share-based Compensation | 12 Months Ended |
Dec. 31, 2022 | |
Share-Based Payment Arrangement [Abstract] | |
Share-based Compensation | Share-based Compensation Under the 2017 Omnibus Equity Plan (the “2017 Omnibus Equity Plan”) officers and employees (including our principal executive officer, principal financial officer and other “named executive officers”) are eligible to be granted stock options, stock appreciation rights (“SARs”), restricted stock, restricted stock units (“RSUs”), performance shares and common shares. The maximum number of shares available for issuance is 1.70, which may be treasury shares or unissued shares. As of December 31, 2022, 0.23 stock options, 0.11 shares of restricted stock and RSUs, and 0.07 performance units were outstanding under the 2017 Omnibus Equity Plan. Under the Amended and Restated 2009 Omnibus Equity Plan (“2009 Omnibus Equity Plan”) which was originally approved by our shareholders in May 2009 and re-approved by shareholders in May 2012 as amended and restated, we could grant stock options, SARs, RSUs, restricted stock, performance shares, leveraged restricted shares, and common shares to employees and directors. The maximum number of shares available for issuance is 3.35, which could be treasury shares or unissued shares. As of December 31, 2022, 0.04 stock options were outstanding under the 2009 Omnibus Equity Plan. We recognized share-based compensation expense of $10.6, $11.2, and $8.6 for the years ended December 31, 2022, 2021 and 2020, respectively. This expense is included in selling, general and administrative expenses in the consolidated statements of income. The tax benefit related to share-based compensation, which was recorded in net income in the consolidated statement of income during the years ended December 31, 2022, 2021 and 2020 was $1.4, $2.2 and $1.6 respectively, which was recorded in net income in the consolidated statements of income. As of December 31, 2022, total share-based compensation expense of $12.2 is expected to be recognized over the remaining weighted-average period of approximately 2.1 years. Stock Options We use a Black-Scholes option pricing model to estimate the fair value of stock options. The expected volatility is based on historical information. The risk-free rate is based on the U.S. Treasury yield in effect at the time of the grant. Weighted-average grant-date fair values of stock options and the assumptions used in estimating the fair values are as follows: Year Ended December 31, 2022 2021 2020 Weighted-average grant-date fair value per share $ 67.58 $ 52.19 $ 28.53 Expected term (years) 4.7 4.7 4.8 Risk-free interest rate 1.32 % 0.33 % 1.66 % Expected volatility 51.24 % 53.10 % 46.60 % Stock options generally have a four-year graded vesting period, an exercise price equal to the fair market value of a share of common stock on the date of grant, and a contractual term of 10 years. The following table summarizes our stock option activity from continuing operations: December 31, 2022 Number Weighted-average Aggregate Intrinsic Value Weighted- average Remaining Contractual Term Outstanding at beginning of year 0.28 $ 71.38 Granted 0.04 153.81 Exercised (0.03) 67.90 Forfeited / Cancelled (0.02) 102.10 Outstanding at end of year 0.27 $ 79.91 $ 10.8 6.1 years Vested and expected to vest at end of year 0.27 $ 78.82 $ 8.5 6.0 years Exercisable at end of year 0.15 $ 59.91 $ 10.8 5.0 years As of December 31, 2022, total unrecognized compensation cost related to stock options expected to be recognized over the weighted-average period of approximately 2.2 years is $2.2. The total intrinsic value of options exercised during the years ended December 31, 2022, 2021 and 2020 was $3.5, $10.3, and $13.2, respectively. The total fair value of stock options vested during the years ended December 31, 2022, 2021 and 2020 was $2.3, $2.6, and $3.5, respectively. Restricted Stock and RSUs Restricted stock and RSUs generally vest ratably over a three-year period and are valued based on our market price on the date of grant. The following table summarizes our unvested restricted stock and RSUs activity from continuing operations: December 31, 2022 Number Weighted-Average Unvested at beginning of year 0.11 $ 87.74 Granted 0.07 155.02 Forfeited (0.01) 117.18 Vested (0.06) 84.09 Unvested at end of year 0.11 $ 125.14 As of December 31, 2022, total unrecognized compensation cost related to unvested restricted stock and RSUs expected to be recognized over the weighted-average period of approximately 2.4 years is $7.2. The weighted-average grant-date fair value of restricted stock and RSUs granted during the years ended December 31, 2022, 2021, and 2020 was $155.02, $124.32, and $63.32, respectively. The total fair value of restricted stock and RSUs that vested during the years ended December 31, 2022, 2021, and 2020 was $10.0, $17.4, and $6.8, respectively. Performance Units Performance units are earned over a three-year period. Based on the attainment of pre-determined performance condition targets as determined by the Compensation Committee of the Board of Directors, performance units earned may be in the range of between 0% and 200%. The following table, which is stated at a 100% earned percentage, summarizes our performance units activity from continuing operations: December 31, 2022 Number Weighted-Average Unvested at beginning of year 0.09 $ 84.44 Granted 0.01 153.81 Vested (0.02) 68.30 Forfeited (0.01) 71.59 Unvested at end of year 0.07 $ 103.66 As of December 31, 2022, total unrecognized compensation cost related to performance units expected to be recognized over a weighted-average period of approximately 1.5 years is $2.8. The weighted-average grant-date fair value of performance units granted during the years ended December 31, 2022, 2021, and 2020 was $153.81, $118.41, and $67.50, respectively. The total fair value of performance units that vested during the years ended December 31, 2022, 2021, and 2020 was $2.6, $0.9, and $0.3, respectively. Directors’ Stock Grants In 2022, 2021 and 2020, we granted the non-employee directors stock awards covering 0.01 shares of common stock for each of those years, which had fair values of $0.7, $0.6, and $1.3, respectively. These stock awards were fully vested on the grant date. Likewise, the fair values were recognized immediately on the grant date. |
Leases
Leases | 12 Months Ended |
Dec. 31, 2022 | |
Leases [Abstract] | |
Leases | Leases Lessee Accounting As of December 31, 2022 and 2021, operating ROU assets and lease liabilities were $21.1 and $21.0 ($5.4 of which was current), and $27.3 and $27.2 ($5.8 of which was current), respectively. The weighted-average remaining term for lease contracts was 4.4 years at December 31, 2022, with maturity dates ranging from January 2023 to June 2031. The weighted-average discount rate was 3.4% at December 31, 2022. ROU assets are classified as property, plant and equipment, net We incurred $16.9, $12.1, and $11.1 of rental expense under operating leases for the years ended December 31, 2022, 2021 and 2020, 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 December 31, 2022: 2023 $ 6.6 2024 6.0 2025 5.0 2026 2.8 2027 0.7 Thereafter (1) 0.7 Total future minimum lease payments $ 21.8 _______________ (1) As of December 31, 2022, future minimum lease payments for non-cancelable operating leases for periods subsequent to 2027 relate to four leased facilities. Lessor Accounting We lease equipment manufactured by Chart primarily through our Cryo-Lease program as sales-type and operating leases. As of December 31, 2022 and 2021, our short-term net investment in sales-type leases was $14.5 and $9.3, respectively and is included in other current assets in our consolidated balance sheets. Our long-term net investment in sales-type leases was $44.3 and $31.9 as of December 31, 2022 and 2021, respectively, and is included in other assets in our consolidated balance sheets. For sales-type leases, interest income was $2.4, $0.9 and $0.1 in the consolidated statements of income for the years ended December 31, 2022, 2021 and 2020, respectively. Operating leases offered by Chart may include early termination options. At the end of a lease, a lessee generally has the option to either extend the lease, purchase the underlying equipment for a fixed price or return it to Chart. The lease agreements clearly define applicable return conditions and remedies for non-compliance to ensure that leased equipment will be in good operating condition upon return. The following table represents sales from sales-type and operating leases: December 31, 2022 2021 Sales-type leases $ 28.1 $ 46.5 Operating leases 4.1 2.4 Total sales from leases $ 32.2 $ 48.9 The following table represents scheduled payments for sales-type leases: December 31, 2022 2023 $ 15.1 2024 15.1 2025 15.0 2026 12.0 2027 5.6 Thereafter 40.8 Total 103.6 Less: unearned income 44.8 Total $ 58.8 The following table represents the cost of equipment leased to others: December 31, 2022 2021 Equipment leased to others, cost $ 17.3 $ 13.6 Less: accumulated depreciation 3.1 2.1 Equipment leased to others, net $ 14.2 $ 11.5 The following table represents payments due for operating leases: December 31, 2022 2023 $ 0.5 2024 0.1 2025 0.1 2026 0.1 2027 0.1 Thereafter — Total $ 0.9 |
Leases | Leases Lessee Accounting As of December 31, 2022 and 2021, operating ROU assets and lease liabilities were $21.1 and $21.0 ($5.4 of which was current), and $27.3 and $27.2 ($5.8 of which was current), respectively. The weighted-average remaining term for lease contracts was 4.4 years at December 31, 2022, with maturity dates ranging from January 2023 to June 2031. The weighted-average discount rate was 3.4% at December 31, 2022. ROU assets are classified as property, plant and equipment, net We incurred $16.9, $12.1, and $11.1 of rental expense under operating leases for the years ended December 31, 2022, 2021 and 2020, 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 December 31, 2022: 2023 $ 6.6 2024 6.0 2025 5.0 2026 2.8 2027 0.7 Thereafter (1) 0.7 Total future minimum lease payments $ 21.8 _______________ (1) As of December 31, 2022, future minimum lease payments for non-cancelable operating leases for periods subsequent to 2027 relate to four leased facilities. Lessor Accounting We lease equipment manufactured by Chart primarily through our Cryo-Lease program as sales-type and operating leases. As of December 31, 2022 and 2021, our short-term net investment in sales-type leases was $14.5 and $9.3, respectively and is included in other current assets in our consolidated balance sheets. Our long-term net investment in sales-type leases was $44.3 and $31.9 as of December 31, 2022 and 2021, respectively, and is included in other assets in our consolidated balance sheets. For sales-type leases, interest income was $2.4, $0.9 and $0.1 in the consolidated statements of income for the years ended December 31, 2022, 2021 and 2020, respectively. Operating leases offered by Chart may include early termination options. At the end of a lease, a lessee generally has the option to either extend the lease, purchase the underlying equipment for a fixed price or return it to Chart. The lease agreements clearly define applicable return conditions and remedies for non-compliance to ensure that leased equipment will be in good operating condition upon return. The following table represents sales from sales-type and operating leases: December 31, 2022 2021 Sales-type leases $ 28.1 $ 46.5 Operating leases 4.1 2.4 Total sales from leases $ 32.2 $ 48.9 The following table represents scheduled payments for sales-type leases: December 31, 2022 2023 $ 15.1 2024 15.1 2025 15.0 2026 12.0 2027 5.6 Thereafter 40.8 Total 103.6 Less: unearned income 44.8 Total $ 58.8 The following table represents the cost of equipment leased to others: December 31, 2022 2021 Equipment leased to others, cost $ 17.3 $ 13.6 Less: accumulated depreciation 3.1 2.1 Equipment leased to others, net $ 14.2 $ 11.5 The following table represents payments due for operating leases: December 31, 2022 2023 $ 0.5 2024 0.1 2025 0.1 2026 0.1 2027 0.1 Thereafter — Total $ 0.9 |
Leases | Leases Lessee Accounting As of December 31, 2022 and 2021, operating ROU assets and lease liabilities were $21.1 and $21.0 ($5.4 of which was current), and $27.3 and $27.2 ($5.8 of which was current), respectively. The weighted-average remaining term for lease contracts was 4.4 years at December 31, 2022, with maturity dates ranging from January 2023 to June 2031. The weighted-average discount rate was 3.4% at December 31, 2022. ROU assets are classified as property, plant and equipment, net We incurred $16.9, $12.1, and $11.1 of rental expense under operating leases for the years ended December 31, 2022, 2021 and 2020, 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 December 31, 2022: 2023 $ 6.6 2024 6.0 2025 5.0 2026 2.8 2027 0.7 Thereafter (1) 0.7 Total future minimum lease payments $ 21.8 _______________ (1) As of December 31, 2022, future minimum lease payments for non-cancelable operating leases for periods subsequent to 2027 relate to four leased facilities. Lessor Accounting We lease equipment manufactured by Chart primarily through our Cryo-Lease program as sales-type and operating leases. As of December 31, 2022 and 2021, our short-term net investment in sales-type leases was $14.5 and $9.3, respectively and is included in other current assets in our consolidated balance sheets. Our long-term net investment in sales-type leases was $44.3 and $31.9 as of December 31, 2022 and 2021, respectively, and is included in other assets in our consolidated balance sheets. For sales-type leases, interest income was $2.4, $0.9 and $0.1 in the consolidated statements of income for the years ended December 31, 2022, 2021 and 2020, respectively. Operating leases offered by Chart may include early termination options. At the end of a lease, a lessee generally has the option to either extend the lease, purchase the underlying equipment for a fixed price or return it to Chart. The lease agreements clearly define applicable return conditions and remedies for non-compliance to ensure that leased equipment will be in good operating condition upon return. The following table represents sales from sales-type and operating leases: December 31, 2022 2021 Sales-type leases $ 28.1 $ 46.5 Operating leases 4.1 2.4 Total sales from leases $ 32.2 $ 48.9 The following table represents scheduled payments for sales-type leases: December 31, 2022 2023 $ 15.1 2024 15.1 2025 15.0 2026 12.0 2027 5.6 Thereafter 40.8 Total 103.6 Less: unearned income 44.8 Total $ 58.8 The following table represents the cost of equipment leased to others: December 31, 2022 2021 Equipment leased to others, cost $ 17.3 $ 13.6 Less: accumulated depreciation 3.1 2.1 Equipment leased to others, net $ 14.2 $ 11.5 The following table represents payments due for operating leases: December 31, 2022 2023 $ 0.5 2024 0.1 2025 0.1 2026 0.1 2027 0.1 Thereafter — Total $ 0.9 |
Commitments and Contingencies
Commitments and Contingencies | 12 Months Ended |
Dec. 31, 2022 | |
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, believe we are currently in substantial compliance with all known environmental regulations. Undiscounted accrued reserves at December 31, 2022 and 2021 were not material. Legal Proceedings In connection with our divestiture of our Cryobiological business, Chart retained certain potential liabilities, including claims in connection with our following litigation. During the second quarter of 2018, Chart was named in lawsuits (including lawsuits 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. In May and June of 2021, the first five of the federal lawsuits went to trial, and on June 10, 2021, the jury reached a verdict against Chart in favor of the plaintiffs in those lawsuits in the amount of $14.9 million, of which 90% ($13.5 million) is attributable to Chart. Subsequent to the initial verdict, the Company filed various post-trial motions and appeals based on various factors, including the Company’s belief that the allocation of fault was not supported by the record, the award of emotional distress damages, the exclusion of certain evidence of trial, and our contention that plaintiffs failed to present sufficient evidence to prove each element of their claim. In the second quarter 2021, we recorded a loss contingency accrual and corresponding charge to net income for $13.5 million in the amount of the jury verdict attributable to Chart, with an offsetting $13.5 million loss recovery receivable for anticipated insurance proceeds, with a corresponding credit to net income. On June 13, 2022, Starr Indemnity & Liability Company (“Starr”) filed a complaint for declaratory relief and reimbursement in the U.S. District Court for the Northern District of California seeking a determination of what obligation, if any, Starr has to indemnify Chart in connection with the Pacific Fertility Center actions. On June 14, 2022, Chart filed its own declaratory judgment action against Starr in the U.S. District Court for the Northern District of Georgia seeking a determination that Starr has a duty to indemnify the Company in connection with the Pacific Fertility Center actions. As previously disclosed, the Company has been engaged in ongoing discussions in an effort to establish a settlement framework for the various lawsuits (both in the U.S. District Court for the Northern District of California, as well as the San Francisco Superior Court) associated with the Pacific Fertility Center. After substantial discussions with the various constituent parties, the Company reached a preliminary settlement in late January 2023 to resolve these 217 cases . This preliminary settlement will resolve the prior verdict for the initially tried cases, which is on appeal, as well as the previously disclosed Starr insurance dispute, and remains subject to the satisfaction of certain conditions, which the Company currently anticipates occurring as early as March 2023. The Company has taken a loss contingency accrual of $305.6 million and a related loss receivable of $231.9 million from insurance proceeds from these combined cases which are recognized in our consolidated balance sheet. The net loss of approximately $73.0 million is recognized in discontinued operations and represents the expected out-of-pocket, payments in connection with these settlements. We continue to evaluate the merits of the sole remaining lawsuit that is not included in the preliminary settlement in light of the information available. Based on the status of that lawsuit, a current estimate of reasonably possible losses in that case cannot be made; however, the Company does not anticipate the potential exposure to be material. This preliminary settlement and the expected net out-of-pocket payments does not reflect third party recoveries which the Company will aggressively pursue with respect to the underlying facts in these cases, and which the Company currently anticipates will result in recoveries approximating one-quarter or more of the Company’s out-of-pocket, net payments. 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, including the Pacific Fertility Center cases described above, will not have a material adverse effect on our financial position, liquidity, cash flows, or results of operations, except that our results of operations for any particular reporting period may be adversely affected by any potential or actual loss that is accrued in such period. 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 | 12 Months Ended |
Dec. 31, 2022 | |
Restructuring and Related Activities [Abstract] | |
Restructuring Activities | Restructuring Activities Restructuring credits of $1.0 for the year ended December 31, 2022, were primarily related to reversal of prior restructuring accruals for employee retention at our Houston, Texas facility, and offset restructuring related costs in the segment in 2022. Restructuring costs of $3.5 for the year ended December 31, 2021, were primarily related to moving and employee severance costs. During the third quarter of 2021, we announced our intention to transfer our Houston, Texas repair and service operations to our Beasley, Texas location. During 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 $13.6 for the year ended December 31, 2020, consisting of mainly employee severance costs of $10.1. We also transferred operations of our heat exchanger leased facility in Tulsa, Oklahoma to our Beasley, Texas location at which we own 260 acres of land and repurposed our Tulsa, Oklahoma facility as a flexible manufacturing, engineering and research and development site serving multiple applications across our operating segments. We incurred costs of $2.7 in 2020 related to this project, which is included in total restructuring costs for the year ended December 31, 2020. We closely monitor our end markets and order rates and continue to take appropriate and timely actions as necessary. The following table summarizes severance and other restructuring (credits) and costs, which includes employee-related costs, facility rent and exit costs, relocation, recruiting, travel and other, for the years ended December 31, 2022, 2021 and 2020: Year Ended December 31, 2022 2021 2020 Severance: Cost of sales $ — $ 0.4 $ 4.6 Selling, general, and administrative expenses — 0.8 5.5 Total severance costs — 1.2 10.1 Other restructuring: Cost of sales (1.0) 2.2 1.1 Selling, general, and administrative expenses — 0.1 2.4 Total other restructuring (credits) costs (1.0) 2.3 3.5 Total restructuring (credits) costs $ (1.0) $ 3.5 $ 13.6 The following tables summarize our restructuring accrual activities: Year Ended December 31, 2022 Cryo Tank Solutions Heat Transfer Systems Specialty Products Repair, Service & Leasing Corporate Total Balance as of December 31, 2021 $ 0.4 $ 0.5 $ — $ 1.4 $ — $ 2.3 Restructuring charges 0.1 0.3 — (1.4) — (1.0) Cash payments and other (0.4) (0.8) 0.1 — — (1.1) Balance as of December 31, 2022 $ 0.1 $ — $ 0.1 $ — $ — $ 0.2 Year Ended December 31, 2021 Cryo Tank Solutions Heat Transfer Systems Specialty Products Repair, Service & Leasing Corporate Total Balance as of December 31, 2020 $ 0.5 $ 0.2 $ — $ — $ 0.1 $ 0.8 Restructuring charges 0.3 1.7 — 1.5 — 3.5 Cash payments and other (0.4) (1.4) — (0.1) (0.1) (2.0) Balance as of December 31, 2021 $ 0.4 $ 0.5 $ — $ 1.4 $ — $ 2.3 Year Ended December 31, 2020 Cryo Tank Solutions Heat Transfer Systems Specialty Products Repair, Service & Leasing Corporate Total Balance as of December 31, 2019 $ 0.5 $ 0.2 $ — $ — $ 0.2 $ 0.9 Restructuring charges 2.7 7.4 0.7 0.2 2.6 13.6 Cash payments and other (2.7) (7.4) (0.7) (0.2) (2.7) (13.7) Balance as of December 31, 2020 $ 0.5 $ 0.2 $ — $ — $ 0.1 $ 0.8 |
SCHEDULE II _ VALUATION AND QUA
SCHEDULE II – VALUATION AND QUALIFYING ACCOUNTS | 12 Months Ended |
Dec. 31, 2022 | |
SEC Schedule, 12-09, Valuation and Qualifying Accounts [Abstract] | |
SCHEDULE II – VALUATION AND QUALIFYING ACCOUNTS | SCHEDULE II – VALUATION AND QUALIFYING ACCOUNTS (Dollars in millions) Additions Balance at Charged to Charged Deductions Translations Balance Year Ended December 31, 2022 Allowance for doubtful accounts $ 6.0 $ 0.5 $ — $ (2.6) (1) $ 0.6 $ 4.5 Allowance for excess and obsolete inventory 10.9 1.8 — (4.1) (2) (0.4) 8.2 Deferred tax assets valuation allowance 21.6 0.4 — (14.8) (1.8) 5.4 Year Ended December 31, 2021 Allowance for doubtful accounts $ 8.4 $ 1.2 $ — $ (1.1) $ (2.5) $ 6.0 Allowance for excess and obsolete inventory 9.7 11.4 — (9.8) (2) (0.4) 10.9 Deferred tax assets valuation allowance 33.9 0.3 — (12.7) 0.1 21.6 Year Ended December 31, 2020 Allowance for doubtful accounts $ 8.5 $ 0.4 $ — $ — $ (0.5) $ 8.4 Allowance for excess and obsolete inventory 10.6 0.4 — (0.5) (2) (0.8) 9.7 Deferred tax assets valuation allowance 68.2 0.3 — (36.6) (3) 2.0 33.9 _______________ (1) Reversal of amounts previously recorded as bad debt and uncollectible accounts written off. (2) Inventory items written off against the allowance. (3) Deductions to the deferred tax assets valuation allowance relate to decreased deferred tax assets and the release of the valuation allowance. During the year ended December 31, 2020, we reduced our deferred tax assets relative to the Cryobiological Divestiture and as such also reduced the related valuation allowance by $32.4. |
Significant Accounting Polici_2
Significant Accounting Policies (Policies) | 12 Months Ended |
Dec. 31, 2022 | |
Accounting Policies [Abstract] | |
Principles of Consolidation | Principles of Consolidation: The consolidated financial statements have been prepared in accordance with U.S. generally accepted accounting principles (“GAAP”) and include the accounts of Chart Industries, Inc. and its subsidiaries. Intercompany accounts and transactions are eliminated in consolidation. |
Use of Estimates | Use of Estimates: The preparation of consolidated financial statements in conformity with U.S. generally accepted accounting principles 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 consolidated 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. |
Cash, Cash Equivalents, Restricted Cash, and Restricted Cash Equivalents | Cash, Cash Equivalents, Restricted Cash, and Restricted Cash Equivalents: We consider all investments with an initial maturity of three months or less when purchased to be cash equivalents. Restricted cash and restricted cash equivalents are included within restricted cash as of December 31, 2022 and December 31, 2021 in the accompanying consolidated balance sheets. For further information regarding restricted cash and restricted cash equivalents balances, refer to Note 10, “Debt and Credit Arrangements.” |
Accounts Receivable, Net of Allowances | Accounts Receivable, Net of Allowances: Accounts receivable includes amounts billed and currently due from customers. The amounts due are stated at their net estimated realizable value. We maintain an allowance for doubtful accounts to provide for the estimated amount of receivables that will not be collected. The allowance is based upon an assessment of customer creditworthiness, historical payment experience, the age of outstanding receivables and collateral to the extent applicable. 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. Past-due trade receivable balances are written off when our internal collection efforts have been unsuccessful. As a practical expedient, we do not adjust the promised amount of consideration for the effects of a significant financing component when we expect, at contract inception, that the period between our transfer of a promised product or service to a customer and when the customer pays for that product or service will be one year or less. We do not typically include extended payment terms in our contracts with customers. |
Inventories | Inventories: Inventories are stated at the lower of cost or net realizable value with cost being determined by the first-in, first-out (“FIFO”) method. We determine inventory valuation reserves based on a combination of factors. In circumstances where we are aware of a specific problem in the valuation of a certain item, a specific reserve is recorded to reduce the item to its net realizable value. We also recognize reserves based on the actual usage in recent history and projected usage in the near-term. |
Unbilled Contract Revenue, Customer Advances and Billings in Excess of Contract Revenue, And Revenue Recognition | Unbilled Contract Revenue: Unbilled contract revenue represents contract assets resulting from revenue recognized over time in excess of the amount billed to the customer and the amount billed to the customer is not just subject to the passage of time. Billing requirements vary by contract but are generally structured around the completion of certain milestones. These contract assets are generally classified as current. Customer Advances and Billings in Excess of Contract Revenue: Our contract liabilities consist of advance customer payments, billings in excess of revenue recognized and deferred revenue. Our contract assets and liabilities are reported in a net position on a contract-by-contract basis at the end of each reporting period. We classify advance customer payments and billings in excess of revenue recognized as current. We classify deferred revenue as current or non-current based on the timing of when we expect to recognize revenue. The current portion of deferred revenue is included in customer advances and billings in excess of contract revenue in our consolidated balance sheets. Long-term deferred revenue is included in other long-term liabilities in our consolidated balance sheets. Revenue Recognition: Revenue is recognized when (or as) we satisfy performance obligations by transferring a promised good or service, an asset, to a customer. An asset is transferred to a customer when, or as, the customer obtains control over that asset. In most contracts, the transaction price includes both fixed and variable consideration. The variable consideration contained within our contracts with customers includes discounts, rebates, refunds, credits, price concessions, incentives, performance bonuses, penalties and other similar items. When a contract includes variable consideration, we evaluate the estimate of the variable consideration to determine whether the estimate needs to be constrained; therefore, we include the variable consideration in the transaction price only to the extent that it is probable that a significant reversal of the amount of cumulative revenue recognized will not occur when the uncertainty associated with the variable consideration is subsequently resolved. Variable consideration estimates are updated at each reporting date. When a contract includes multiple performance obligations, the contract price is allocated among the performance obligations based upon the stand alone selling prices. When the period between when we transfer a promised good or service to a customer and when the customer pays for that good or service is expected, at contract inception, to be one year or less, we do not adjust for the effects of a significant financing component. For brazed aluminum heat exchangers, air cooled heat exchangers, cold boxes, liquefied natural gas fueling stations, engineered tanks, repair services, hydrogen solutions, water treatment systems and carbon capture systems, most contracts contain language that transfers control to the customer over time. For these contracts, revenue is recognized as we satisfy the performance obligations by an allocation of the transaction price to the accounting period computed using input methods such as costs incurred. Input methods recognize revenue on the basis of the entity’s efforts or inputs to the satisfaction of a performance obligation relative to the total expected inputs to the satisfaction of that performance obligation. The costs incurred input method measures progress toward the satisfaction of the performance obligation by multiplying the transaction price of the performance obligation by the percentage of incurred costs as of the balance sheet date to the total estimated costs at completion after giving effect to the most current estimates. Timing of amounts billed on contracts varies from contract to contract and could cause significant variation in working capital needs. Revisions to estimated cost to complete that result from inefficiencies in our performance that were not expected in the pricing of the contract are expensed in the period in which these inefficiencies become known. Contract modifications can change a contract’s scope, price, or both. Approved contract modifications are accounted for as either a separate contract or as part of the existing contract depending on the nature of the modification. For standard industrial gas and LNG tanks and some products identified in the prior paragraph with contract language that does not meet the over time recognition requirements, the contract with the customer contains language that transfers control to the customer at a point in time. For these contracts, revenue is recognized when we satisfy our performance obligation to the customer. Timing of amounts billed on contracts varies from contract to contract. The specific point in time when control transfers depends on the contract with the customer, contract terms that provide for a present obligation to pay, physical possession, legal title, risk and rewards of ownership, acceptance of the asset, and bill-and-hold arrangements may impact the point in time when control transfers to the customer. We recognize revenue under bill-and-hold arrangements when control transfers and the reason for the arrangement is substantive, the product is separately identified as belonging to the customer, the product is ready for physical transfer and we do not have the ability to use the product or direct it to another customer. Incremental contract costs are expensed when incurred when the amortization period of the asset that would have been recognized is one year or less; otherwise, incremental contract costs are recognized as an asset and amortized over time as promised goods and services are transferred to a customer. When losses are expected to be incurred on a contract, we recognize the entire anticipated loss in the accounting period when the loss becomes evident. The loss is recognized when the current estimate of the consideration we expect to receive, modified to include unconstrained variable consideration instead of constrained variable consideration, is less than the current estimate of total costs for the contract. Taxes assessed by a governmental authority that are both imposed on and concurrent with a specific revenue-producing transaction that are collected by us from a customer, are excluded from revenue. Shipping and handling fee revenues and the related expenses are reported as fulfillment revenues and expenses for all customers because we have adopted the practical expedient contained in ASC 606-10-25-18B. Therefore, all shipping and handling costs associated with outbound freight are accounted for as fulfillment costs and are included in cost of sales. Amounts billed to customers for shipping are classified as sales, and the related costs are classified as cost of sales on the consolidated statements of income. Shipping revenue of $17.8, $11.8, and $10.6 for the years ended December 31, 2022, 2021 and 2020, respectively, are included in sales. Shipping costs of $18.3, $17.6, and $15.0 for the years ended December 31, 2022, 2021 and 2020, respectively, are included in cost of sales. Cost of Sales: Manufacturing expenses associated with sales are included in cost of sales. Cost of sales includes all materials, direct and indirect labor, inbound freight, purchasing and receiving, inspection, internal transfers, and distribution and warehousing of inventory. In addition, shop supplies, facility maintenance costs, manufacturing engineering, project management, and depreciation expense for assets used in the manufacturing process are included in cost of sales on the consolidated statements of income. |
Property, Plant and Equipment | Property, Plant and Equipment: Capital expenditures for property, plant and equipment are recorded at cost. Expenditures for maintenance and repairs are charged to expense as incurred, whereas major improvements that extend the useful life are capitalized. The cost of applicable assets is depreciated over their estimated useful lives. Depreciation is computed using the straight-line method for financial reporting purposes and accelerated methods for income tax purposes. |
Lessee Accounting | Lessee Accounting: At lease inception, we determine if an arrangement is a lease and if it includes options to extend or terminate the lease if it is reasonably certain that the options will be exercised. Lease expense for lease payments is recognized on a straight-line basis over the lease term. Operating leases are recognized as right-of-use (“ROU”) assets and are included within property, plant and equipment, net, and lease liabilities are included in operating lease liabilities, current and operating lease liabilities, non-current in our consolidated balance sheets. ROU assets represent our right to use an underlying asset for the lease term, and lease liabilities represent our obligation to make lease payments arising from the lease. Operating lease ROU assets and liabilities are recognized on the lease commencement date based on the present value of lease payments over the lease term. As most of our leases do not provide an implicit rate, we use our incremental borrowing rate based on the information available on the lease commencement date in determining the present value of lease payments. |
Lessor Accounting | Lessor Accounting: Similar to lessee accounting, at lease inception we determine if an arrangement is a lease. The net investment of our lease receivables is measured at the commencement date as the present value of the lease payments not yet received. Operating leases are reported at cost as equipment leased to others within property, plant and equipment, net in our consolidated balance sheets and depreciated based on their useful lives on a straight-line basis. Sales from sales-type and operating leases are presented net of sales tax and other related taxes. Interest income is recognized over the lease term using the effective interest method and is classified as interest expense, net in our consolidated statements of income. Lease payments from operating leases are recorded as income on a straight-line basis over the lease term. |
Long-lived Assets | Long-lived Assets: We monitor our property, plant, equipment, and finite-lived intangible assets for impairment indicators on an ongoing basis. Assets are grouped and tested at the lowest level for which identifiable cash flows are available. If impairment indicators exist, we perform the required analysis and record impairment charges, if applicable. In conducting our analysis, we compare the undiscounted cash flows expected to be generated from the long-lived assets to the related net book values. If the undiscounted cash flows exceed the net book value, the long-lived assets are considered not to be impaired. If the net book value exceeds the undiscounted cash flows, an impairment loss is measured and recognized. An impairment loss is measured as the difference between the net book value and the fair value of the long-lived assets. Fair value is estimated from discounted future net cash flows (for assets held and used) or net realizable value (for assets held for sale). Changes in economic or operating conditions impacting these estimates and assumptions could result in the impairment of long-lived assets. We amortize intangible assets that have finite lives over their estimated useful lives. |
Goodwill and Indefinite-Lived Intangible Assets | Goodwill and Indefinite-Lived Intangible Assets: Goodwill is recognized as the excess cost of an acquired entity over the net amount assigned to assets acquired and liabilities assumed. We do not amortize goodwill or indefinite-lived intangible assets, but review them for impairment annually in the fourth quarter or whenever events or changes in circumstances indicate that an evaluation should be completed. Goodwill is analyzed on a reporting unit basis. The reporting units are the same as our operating and reportable segments, which are as follows: Cryo Tank Solutions, Heat Transfer Systems, Specialty Products and Repair, Service & Leasing. We first evaluate qualitative factors, such as macroeconomic conditions and our overall financial performance to determine whether it is more likely than not that the fair value of a reporting unit is less than its carrying amount, including goodwill. We then evaluate how significant each of the identified factors could be to the fair value or carrying amount of a reporting unit and weigh these factors in totality in forming a conclusion of whether it is more likely than not that the fair value of a reporting unit is less than its carrying amount (the “Step 0 Test”). If we determine that it is not more likely than not that the fair value of a reporting unit is less than its carrying amount, the first step of the goodwill impairment test is not necessary. Otherwise, we would proceed to the first step of the goodwill impairment test. Alternatively, we may also bypass the Step 0 Test and proceed directly to the first step of the goodwill impairment test. Under the first step (“Step 1”), we estimate the fair value of the reporting units by considering income and market approaches to develop fair value estimates, which are weighted to arrive at a fair value estimate for each reporting unit. With respect to the income approach, a model has been developed to estimate the fair value of each reporting unit. This fair value model incorporates estimates of future cash flows, estimates of allocations of certain assets and cash flows among reporting units, estimates of future growth rates and management’s judgment regarding the applicable discount rates to use to discount such estimates of cash flows. With respect to the market approach, a guideline company method is employed whereby pricing multiples are derived from companies with similar assets or businesses to estimate fair value of each reporting unit. If the fair value of the reporting unit exceeds the carrying amount of the net assets assigned to that reporting unit, then goodwill is not impaired and no further testing is required. However, if the fair value of the reporting unit is less than its carrying amount, the impairment charge is based on the excess of a reporting unit’s carrying amount over its fair value (i.e., we would measure the charge based on the result from Step 1). In order to assess the reasonableness of the calculated fair values of the reporting units, we also compare the sum of the reporting units’ fair values to the market capitalization and calculate an implied control premium (the excess of the sum of the reporting units’ fair values over the market capitalization). We evaluate the control premium by comparing it to control premiums of recent comparable transactions. If the implied control premium is not reasonable in light of this assessment, we reevaluate the fair value estimates of the reporting units by adjusting the discount rates and other assumptions as necessary. Changes to the assumptions and estimates used throughout the steps described above may result in a significantly different estimate of the fair value of the reporting units, which could result in a different assessment of the recoverability of goodwill and result in future impairment charges. With respect to indefinite-lived intangible assets, we first evaluate relevant events and circumstances to determine whether it is more likely than not that the fair value of an indefinite-lived intangible asset is less than its carrying amount. If, in weighing all relevant events and circumstances in totality, we determine that it is more likely than not that an indefinite-lived intangible asset is not impaired, no further action is necessary. Otherwise, we would determine the fair value of indefinite-lived intangible assets and perform a quantitative impairment assessment by comparing the indefinite-lived intangible asset’s fair value to its carrying amount. We may bypass such a qualitative assessment and proceed directly to the quantitative assessment. We estimate the fair value of the indefinite-lived assets using the income approach. This may include the relief from royalty method or use of a model similar to the one described above related to goodwill which estimates the future cash flows attributed to the indefinite-lived intangible asset and then discounting these cash flows back to a present value. Under the relief from royalty method, fair value is estimated by discounting the royalty savings, as well as any tax benefits related to ownership to a present value. The fair value from either approach is compared to the carrying value and an impairment is recorded if the fair value is determined to be less than the carrying value. |
Equity Method Investments | Equity Method Investments: Investments, including certain of our joint ventures, where Chart has the ability to exercise significant influence over, but does not possess control, are accounted for using the equity method of accounting. Judgment regarding the level of influence over each investment includes considering key factors such as our ownership interest, our representation on the investee’s board of directors and participation in policy-making decisions. We recognize the equity method investee’s proportionate share of the earnings and losses and classify as equity in earnings of unconsolidated affiliates, net in our consolidated statements of income and comprehensive income. We evaluate our equity method investments for impairment whenever events or changes in circumstances indicate that the carrying amounts of such investments may not be recoverable. If a decline in the value of an equity method investment is determined to be other than temporary, an impairment loss is recognized in earnings for the amount by which the carrying amount of the investment exceeds its estimated fair value. |
Investments in Equity Securities | Investments in Equity Securities: We measure certain of our investments in equity securities where we have no significant influence and generally less than 20% ownership interest at fair value on a recurring basis according to the fair value hierarchy as defined below. We reassess measurement options for these investments on a quarterly basis. Mark-to-market fair value adjustments in these investments in equity securities are classified as unrealized loss (gain) on investments in equity securities in our consolidated statements of income and comprehensive income. Investments in equity securities for which there is no readily determinable fair value are measured at cost minus impairment, if any, plus or minus changes resulting from observable price changes in orderly transactions for the identical or a similar investment of the same issuer. |
Convertible Debt | Convertible Debt: The $258.8 principal amount of the convertible notes due November 2024 is classified as a current liability in the consolidated balance sheet at December 31, 2022 since the holders of the convertible notes due November 2024 could potentially convert their notes at their option during the three month period subsequent to December 31, 2022. We reassess the convertibility of the 2024 Notes and the related balance sheet classification on a quarterly basis. We amortize debt issuance costs over the term of the 2024 Notes using the effective interest method. We use the if-converted method to compute diluted earnings per share for our convertible notes due November 2024 such that the denominator includes incremental shares that would be issued upon conversion. Refer to Note 10, “Debt and Credit Arrangements” for further discussion of our convertible notes. |
Preferred Stock and Dividends | Preferred Stock and Dividends: Preferred stock is evaluated to determine balance sheet classification, and all conversion and redemption features are evaluated for bifurcation treatment. Proceeds received net of issuance costs are recognized on the settlement date. Cash dividends become a liability once declared. Income available to common stockholders is computed by deducting from net income the dividends accumulated and earned during the period on cumulative preferred stock. |
Financial Instruments | Financial Instruments: The fair values of cash equivalents, accounts receivable, accounts payable and short-term bank debt approximate their carrying amount because of the short maturity of these instruments. |
Concentration Risks | To minimize credit risk from trade receivables, we review the financial condition of potential customers in relation to established credit requirements before sales credit is extended and monitor the financial condition and payment history of customers to help ensure timely collections and to minimize losses. Additionally, for certain domestic and foreign customers, we require advance payments, letters of credit, bankers’ acceptances, and other such guarantees of payment. Certain customers also require us to issue letters of credit or performance bonds, particularly in instances where advance payments are involved, as a condition of placing the order. |
Fair Value Measurements | Fair Value Measurements: We measure our financial assets and liabilities at fair value on a recurring basis using a three-tier fair value hierarchy, which prioritizes the inputs used in the valuation methodologies. The three levels of inputs used to measure fair value are as follows: Level 1 — Valuations based on quoted prices for identical assets and liabilities in active markets. Level 2 — Valuations based on observable inputs 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. Level 3 — Valuations based on unobservable inputs reflecting our own assumptions, consistent with reasonably available assumptions made by other market participants. These valuations require significant judgment. |
Derivative Financial Instruments | Derivative Financial Instruments: We utilize certain derivative financial instruments to enhance our ability to manage foreign currency risk that exists as part of ongoing business operations. Derivative instruments are entered into for periods consistent with related underlying exposures and do not constitute positions independent of those exposures. We do not enter into contracts for speculative purposes nor are we a party to any leveraged derivative instrument. We are exposed to foreign currency exchange risk as a result of transactions in currencies other than the functional currency of certain subsidiaries. We utilize foreign currency forward purchase and sale contracts to manage the volatility associated with foreign currency purchases and certain intercompany transactions in the normal course of business. Contracts typically have maturities of less than one year. Principal currencies include the U.S. dollar, the euro, the Chinese yuan, the Czech koruna, the Australian dollar, the British pound, the Canadian dollar, the Indian rupee and the Japanese yen. Our foreign currency forward contracts do not qualify as hedges as defined by accounting guidance. Foreign currency forward contracts are measured at fair value and recorded on the consolidated balance sheets as other current liabilities or assets. Changes in their fair value are recorded in the consolidated statements of income as foreign currency gains or losses. Our foreign currency forward contracts are not |
Product Warranties | Product Warranties: We provide product warranties with varying terms and durations for the majority of our products. We estimate product warranty costs and accrue for these costs as products are sold with a charge to cost of sales. Factors considered in estimating warranty costs include historical and projected warranty claims, historical and projected cost-per-claim, and knowledge of specific product issues that are outside of typical experience. Warranty accruals are evaluated and adjusted as necessary based on actual claims experience and changes in future claim and cost estimates. |
Business Combinations | Business Combinations: We account for business combinations in accordance with Accounting Standards Codification (“ASC”) ASC 805, “Business Combinations.” We recognize and measure identifiable assets acquired and liabilities assumed based on their estimated fair values. The excess of the consideration transferred over the fair value of the net assets acquired, including identifiable intangible assets, is assigned to goodwill. 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. |
Identifiable Finite-lived Intangible Assets | Identifiable finite-lived intangible assets generally consist of customer relationships, unpatented technology, patents and trademarks and trade names and are amortized over their estimated useful lives which generally range from 2 to 15 years. Identifiable indefinite-lived intangible assets generally consist of trademarks and trade names and are subject to impairment testing on at least an annual basis. We estimate the fair value of identifiable intangible assets under income approaches where the fair value models incorporate 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. As such, acquisitions are classified as Level 3 fair value hierarchy measurements and disclosures. |
Selling, General and Administrative (SG&A) Expenses | Selling, General and Administrative (“SG&A”) Expenses: SG&A expenses include selling, marketing, customer service, product management and other administrative expenses not directly supporting the manufacturing process, as well as depreciation expense associated with non-manufacturing assets. In addition, SG&A expenses include corporate operating expenses for executive management, accounting, tax, treasury, corporate development, human resources, information technology, investor relations, legal, internal audit and risk management. |
Advertising Costs | Advertising Costs: We incurred advertising costs of $3.5, $3.9, and $2.7 for the years ended December 31, 2022, 2021 and 2020, respectively. Such costs are expensed as incurred and included in SG&A expenses in the consolidated statements of income. |
Research and Development Costs | Research and Development Costs: We incurred research and development costs of $13.5, $12.7, and $9.1 for the years ended December 31, 2022, 2021 and 2020, respectively. Such costs are expensed as incurred and included in SG&A expenses in the consolidated statements of income. |
Foreign Currency Translation | Foreign Currency Translation: The functional currency for the majority of our foreign operations is the applicable local currency. The translation from the applicable foreign currencies to U.S. dollars is performed for asset and liability accounts using exchange rates in effect at the balance sheet date and for revenue and expense accounts using the average exchange rate |
Income Taxes | Income Taxes: The Company and its U.S. subsidiaries file a consolidated federal income tax return. Deferred income taxes are provided for temporary differences between financial reporting and the consolidated tax return in accordance with the liability method. A valuation allowance is provided against net deferred tax assets when conditions indicate that it is more likely than not that the benefit related to such assets will not be realized. In assessing the need for a valuation allowance against deferred tax assets, we consider all available evidence, including past operating results, estimates of future taxable income, and the feasibility of tax planning strategies. In the event that we change our determination as to the amount of deferred tax assets that can be realized, the valuation allowance will be adjusted with a corresponding impact to the provision for income taxes in the period in which such determination is made. We utilize a two-step approach for the recognition and measurement of uncertain tax positions. The first step is to evaluate the tax position and determine whether it is more likely than not that the position will be sustained upon examination by tax authorities. The second step is to measure the tax benefit as the largest amount that is more likely than not of being realized upon settlement. Interest and penalties related to income taxes are accounted for as income tax expense in the consolidated statements of income. We are subjected to a tax on Global Intangible Low Taxed Income (“GILTI”), which we record as a period cost as incurred. |
Share-based Compensation | Share-based Compensation: We measure share-based compensation expense for share-based payments to employees and directors, including grants of employee stock options, restricted stock, restricted stock units and performance units based on the grant-date fair value. The fair value of stock options is calculated using the Black-Scholes pricing model and is recognized on an accelerated basis over the vesting period. The grant-date fair value calculation under the Black-Scholes pricing model requires the use of variables such as exercise term of the option, future volatility, dividend yield, and risk-free interest rate. The fair value of restricted stock and restricted stock units is based on Chart’s market price on the date of grant and is generally recognized on an accelerated basis over the vesting period. The fair value of performance units is based on Chart’s market price on the date of grant and pre-determined performance conditions as determined by the Compensation Committee of the Board of Directors and is recognized on a straight-line basis over the performance measurement period based on the probability that the performance conditions will be achieved. We reassess the vesting probability of performance units each reporting period and adjust share-based compensation expense based on our probability assessment. Share-based compensation expense for all awards considers estimated forfeitures. During the year, we may repurchase shares of common stock from equity plan participants to satisfy tax withholding obligations relating to the vesting or payment of equity awards. All such repurchased shares are retired in the period in which the repurchases occur. |
Defined Benefit Pension Plans | Defined Benefit Pension Plans: We sponsor a defined benefit pension plan which includes the Chart Pension Plan, which has been frozen since February 2006, and a noncontributory defined benefit plan that we acquired as part of the Hudson acquisition (the “Hudson Plan”). The Hudson Plan is closed to new participants and not considered significant to our consolidated financial statements. The Hudson Plan merged into the Chart Plan as of February 28, 2021. The funded status is measured as the difference between the fair value of the plan assets and the projected benefit obligation. The change in the funded status of the plan is recognized in the year in which the change occurs through accumulated other comprehensive (loss) income. Our funding policy is to contribute at least the minimum funding amounts required by law. Management has chosen policies according to accounting guidance that allow the use of a calculated value of plan assets, which generally reduces the volatility of expense (income) from changes in pension liability discount rates and the performance of the pension plan’s assets. |
Recently Issued Accounting Standards (Not Yet Adopted) and Recently Adopted Accounting Standards | Recently Issued Accounting Standards (Not Yet Adopted): In June 2022, the Financial Accounting Standards Board (“FASB”) issued Accounting Standards Update (“ASU”) 2022-03, “Fair Value Measurement (Topic 820): Fair Value Measurement of Equity Securities Subject to Contractual Sale Restrictions.” The amendments in this update clarify that a contractual restriction on the sale of an equity security is not considered part of the unit of account of the security and, therefore, is not considered in measuring fair value. The amendments also clarify that an entity cannot recognize and measure a contractual sale restriction and adds additional disclosures for equity securities subject to contractual sale restrictions. The amendments in this update are effective for fiscal years beginning after December 15, 2023, including interim periods within those fiscal years. We do not expect this ASU to have a material impact on our financial position, results of operations, and disclosures. In March 2022, the FASB issued ASU 2022-02, “Financial Instruments Credit Losses (Topic 326): Troubled Debt Restructurings and Vintage Disclosures.” The amendments in this update require that an entity disclose current-period gross writeoffs by year of origination for financing receivables and net investments in leases within the scope of Accounting Standards Codification (“ASC”) 326. The amendments in this update are effective for fiscal years beginning after December 15, 2022, including interim periods within those fiscal years. We do not expect this ASU to have a material impact on our financial position, results of operations, and disclosures. In October 2021, the FASB issued ASU 2021-08, “Business Combinations (Topic 805): Accounting for Contract Assets and Contract Liabilities from Contracts with Customers.” The amendments in this update require that an entity (acquirer) recognize and measure contract assets and contract liabilities acquired in a business combination in accordance with Topic 606. For public business entities, the amendments in this Update are effective for fiscal years beginning after December 15, 2022, including interim periods within those fiscal years. We are currently assessing the effect this ASU will have on our financial position, results of operations, and disclosures. In March 2020, the FASB issued ASU 2020-04, “Reference Rate Reform (Topic 848), Facilitation of the Effects of Reference Rate Reform on Financial Reporting.” This ASU simplifies the accounting for modifying contracts (including those in hedging relationships) that refer to LIBOR and other interbank offered rates that are expected to be discontinued due to reference rate reform. The amendments in this ASU are effective for all entities as of March 12, 2020 through December 31, 2022. An entity may elect to apply the amendments for contract modifications by Topic or Industry Subtopic as of any date from the beginning of an interim period that includes or is subsequent to March 12, 2020, or prospectively from a date within an interim period that includes or is subsequent to March 12, 2020, up to the date that the financial statements are available to be issued. Once elected for a Topic or an Industry Subtopic, the amendments in this ASU must be applied prospectively for all eligible contract modifications for that Topic or Industry Subtopic. We expect application of the amendments to impact accounting for our senior secured revolving credit facility due October 2026. Our lenders will notify us when our borrowings transition away from LIBOR, at which point we will adopt this ASU as part of the transition to the new reference rate. In December 2022, the FASB issued ASU 2022-06, “Reference Rate Reform (Topic 848), Deferral of the Sunset Date of Topic 848.” This ASU defers the sunset date of Topic 848 from December 31, 2022, to December 31, 2024. We are currently assessing the effect this ASU will have on our financial position, results of operations, and disclosures. Recently Adopted Accounting Standards: In November 2021, the FASB issued ASU 2021-10, “Government Assistance (Topic 832): Disclosures by Business Entities about Government Assistance.” The amendments in this update require annual disclosures about transactions with a government that are accounted for by applying a grant or contribution model by analogy. The amendments in this update are effective for all entities within their scope for financial statements issued for annual periods beginning after December 15, 2021. Early application of the amendments is permitted. We adopted this guidance effective January 1, 2022. The adoption of this guidance did not have a material impact on our financial position, results of operations or disclosures. In August 2020, the FASB issued ASU 2020-06, “Debt—Debt with Conversion and Other Options (Subtopic 470-20) and Derivatives and Hedging—Contracts in Entities Own Equity (Subtopic 815-40).” This ASU simplifies accounting for convertible instruments by eliminating two of the three models in ASC 470-20 that require separating embedded conversion features from convertible instruments. The guidance is effective for fiscal years beginning after December 15, 2021. We adopted this guidance effective January 1, 2021 under the modified retrospective adoption approach. The cumulative effect of the change was recognized as an adjustment to the opening balance of retained earnings at the date of adoption. The comparative information has not been restated and continues to be presented according to accounting standards in effect for those periods. Upon adoption of ASU 2020-06, we recorded an adjustment to the convertible notes liability component, equity component (additional paid-in-capital) and retained earnings. This adjustment was calculated based on the carrying amount of the convertible notes as if it had always been treated as a liability only. Furthermore, we recorded an adjustment to the debt issuance costs contra liability and equity (additional paid-in-capital) components as if debt issuance costs had always been treated as a contra liability only. Lastly, we derecognized deferred income taxes associated with the convertible notes debt discount and adjusted deferred incomes taxes relative to unamortized debt issuance costs associated with our convertible notes due November 2024. Interest expense related to the accretion of our convertible notes due November 2024 is no longer recognized. Interest accretion of convertible notes discount and net income from continuing operations attributable to Chart Industries, Inc. for the year ended December 31, 2022 would have been $8.8 and $74.9 without the adoption of ASU 2020-06. As such, net income from continuing operations attributable to Chart Industries, Inc. per common share for the year ended December 31, 2022 is $0.14 (basic) and $0.13 (diluted) higher due to the effect of adoption of ASU 2020-06. Interest accretion of convertible notes discount and net income from continuing operations attributable to Chart Industries, Inc. for the year ended December 31, 2021 would have been $8.4 and $52.6 without the adoption of ASU 2020-06. As such, net income from continuing operations attributable to Chart Industries, Inc. per common share for the year ended December 31, 2021 is $0.18 (basic) and $0.16 (diluted) higher due to the effect of adoption of ASU 2020-06. As further described in Note 10, “Debt and Credit Arrangements,” on December 31, 2020, we amended the Indenture governing our convertible notes due November 2024 to eliminate share settlement thus leaving us with two settlement options: (1) cash settlement or (2) cash for par and any combination of cash and shares for the excess settlement amount above the $258.8 principal amount of our convertible notes due November 2024. ASU 2020-06 requires usage of the if-converted method to compute diluted earnings per share for our convertible notes due November 2024, however, based on the terms of the amended Indenture and the cessation of interest accretion expense recognition from the transition at adoption, the if-converted method was modified such that interest expense is no longer added to the numerator, and the denominator only includes incremental shares that would be issued upon conversion. Impacts on Financial Statements The following table summarizes the cumulative effect of the changes to our consolidated balance sheet as of December 31, 2020 from the adoption of ASU 2020-06: Balance at December 31, 2020 Adjustments due to ASU 2020-06 adoption Balance at Liabilities Accrued income taxes $ 46.5 $ (0.2) $ 46.3 Current convertible notes (1) 220.9 34.0 254.9 Long-term deferred tax liabilities 60.2 (7.6) 52.6 Equity Additional paid-in-capital 780.8 (36.9) 743.9 Retained earnings $ 808.4 $ 10.7 $ 819.1 _______________ (1) Current convertible notes is presented net of unamortized discount and debt issuance costs of $34.8 and $3.1, respectively at December 31, 2020. Current convertible notes is presented net of unamortized debt issuance costs of $3.9 at January 1, 2021. 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. We adopted this guidance effective January 1, 2021. During the third quarter 2021, we completed an additional investment in HTEC Hydrogen Technology & Energy Corporation and recognized a gain upon remeasurement of our initial fourth quarter 2020 investment in HTEC Hydrogen Technology & Energy Corporation due to an observable price change in an orderly transaction for similar instruments of the same issuer in accordance with the guidance provided in ASU 2020-01. Refer to Note 6, “Investments” for further discussion of our investment in HTEC Hydrogen Technology & Energy Corporation. |
Significant Accounting Polici_3
Significant Accounting Policies (Tables) | 12 Months Ended |
Dec. 31, 2022 | |
Accounting Policies [Abstract] | |
Schedule of Impact on Financial Statements | The following table summarizes the cumulative effect of the changes to our consolidated balance sheet as of December 31, 2020 from the adoption of ASU 2020-06: Balance at December 31, 2020 Adjustments due to ASU 2020-06 adoption Balance at Liabilities Accrued income taxes $ 46.5 $ (0.2) $ 46.3 Current convertible notes (1) 220.9 34.0 254.9 Long-term deferred tax liabilities 60.2 (7.6) 52.6 Equity Additional paid-in-capital 780.8 (36.9) 743.9 Retained earnings $ 808.4 $ 10.7 $ 819.1 _______________ (1) Current convertible notes is presented net of unamortized discount and debt issuance costs of $34.8 and $3.1, respectively at December 31, 2020. Current convertible notes is presented net of unamortized debt issuance costs of $3.9 at January 1, 2021. |
Discontinued Operations (Tables
Discontinued Operations (Tables) | 12 Months Ended |
Dec. 31, 2022 | |
Discontinued Operations and Disposal Groups [Abstract] | |
Summarized Financial Information of Discontinued Operations | The following table represents income from discontinued operations, net of tax: Year Ended December 31, 2022 2020 Sales $ — $ 59.9 Cost of sales — 31.8 Selling, general and administrative expenses 74.8 7.8 Operating (loss) income (1) (2) (74.8) 20.3 Interest expense, net — 7.4 Other expense (income), net — (0.8) (Loss) income before income taxes (74.8) 13.7 Income tax benefit (17.2) (1.3) (Loss) income from discontinued operations before gain on sale of business (57.6) 15.0 Gain on sale of business, net of taxes (3) — 224.2 (Loss) income from discontinued operations, net of tax (4) $ (57.6) $ 239.2 _______________ (1) Includes depreciation expense of $0.7 for the year ended December 31, 2020. (2) See Note 21, “Commitments and Contingencies,” for further information related to other expense (income), net for the year ended December 31, 2022. (3) Gain on sale of business is net of taxes of $25.2 for the year ended December 31, 2020. (4) There was no income or cash flows from discontinued operations for the year ended December 31, 2021. The following table presents a summary of cash flows related to discontinued operations for the following period: Year Ended December 31, 2020 Net cash provided by: Operating activities $ 18.3 Investing activities 316.7 Net cash provided by discontinued operations $ 335.0 |
Segment and Geographic Inform_2
Segment and Geographic Information (Tables) | 12 Months Ended |
Dec. 31, 2022 | |
Segment Reporting [Abstract] | |
Schedule of Segment Reporting Information, by Segment | We evaluate performance and allocate resources based on operating income as determined in our consolidated statements of income. Segment Financial Information Year Ended December 31, 2022 Cryo Tank Solutions Heat Transfer Systems Specialty Products Repair, Service & Leasing Intersegment Eliminations Corporate Consolidated Sales $ 504.3 $ 462.7 $ 448.3 $ 209.6 $ (12.5) $ — $ 1,612.4 Depreciation and amortization expense 16.7 29.3 16.4 17.1 — 2.4 81.9 Operating income (loss) (1) 54.0 51.7 72.9 51.0 — (78.1) 151.5 Year Ended December 31, 2021 Cryo Tank Solutions Heat Transfer Systems Specialty Products Repair, Service & Leasing Intersegment Eliminations Corporate Consolidated Sales $ 447.4 $ 262.7 $ 432.9 $ 187.0 $ (12.3) $ — $ 1,317.7 Depreciation and amortization expense 14.9 37.6 15.1 11.3 — 1.7 80.6 Operating income (loss) (1) 52.9 (12.3) 94.1 23.3 — (69.5) 88.5 Year Ended December 31, 2020 Cryo Tank Solutions Heat Transfer Systems Specialty Products Repair, Service & Leasing Intersegment Eliminations Corporate Consolidated Sales $ 415.8 $ 369.8 $ 242.6 $ 158.3 $ (9.4) $ — $ 1,177.1 Depreciation and amortization expense 18.5 48.3 4.8 10.9 — 2.0 84.5 Operating income (loss) (1)(2) 52.5 11.2 60.7 30.3 — (62.5) 92.2 _______________ (1) Restructuring (credits) costs for the years ended: • December 31, 2022 were $(1.0) ($0.1 – Cryo Tank Solutions $0.3 – Heat Transfer Systems and $(1.4) – Repair, Service & Leasing); • December 31, 2021 were $3.5 ($0.3 – Cryo Tank Solutions, $1.7 – Heat Transfer Systems, $1.5 – Repair, Service & Leasing); and • December 31, 2020 were $13.6 ($2.7 – Cryo Tank Solutions, $7.4 – Heat Transfer Systems, $0.7 – Specialty Products, $0.2 – Repair, Service & Leasing and $2.6 – Corporate). (2) Includes $16.0 impairment of our trademarks and trade names indefinite-lived intangible assets related to the AXC business in our Heat Transfer Systems segment for the year ended December 31, 2020. Sales by Geography Net sales by geographic area are reported by the destination of sales. Year Ended December 31, 2022 Cryo Tank Solutions Heat Transfer Systems Specialty Products Repair, Service & Leasing Intersegment Eliminations Consolidated North America (1) $ 214.8 $ 323.5 $ 302.2 $ 147.0 $ (6.6) $ 980.9 Europe, Middle East, Africa and India 185.7 97.5 113.2 41.9 (3.9) 434.4 Asia-Pacific (2) 98.1 40.1 32.2 19.3 (1.8) 187.9 Rest of the World 5.7 1.6 0.7 1.4 (0.2) 9.2 Total $ 504.3 $ 462.7 $ 448.3 $ 209.6 $ (12.5) $ 1,612.4 Year Ended December 31, 2021 Cryo Tank Solutions Heat Transfer Systems Specialty Products Repair, Service & Leasing Intersegment Eliminations Consolidated North America (1) $ 178.3 $ 181.1 $ 193.2 $ 118.6 $ (5.4) $ 665.8 Europe, Middle East, Africa and India 155.2 28.6 204.1 36.4 (4.5) 419.8 Asia-Pacific (2) 109.9 51.6 33.9 30.6 (2.3) 223.7 Rest of the World 4.0 1.4 1.7 1.4 (0.1) 8.4 Total $ 447.4 $ 262.7 $ 432.9 $ 187.0 $ (12.3) $ 1,317.7 Year Ended December 31, 2020 Cryo Tank Solutions Heat Transfer Systems Specialty Products Repair, Service & Leasing Intersegment Eliminations Consolidated North America (1) $ 168.0 $ 259.4 $ 98.9 $ 111.2 $ (4.4) $ 633.1 Europe, Middle East, Africa and India 165.3 39.3 121.8 38.1 (3.5) 361.0 Asia-Pacific (2) 76.1 69.3 21.4 8.4 (1.4) 173.8 Rest of the World 6.4 1.8 0.5 0.6 (0.1) 9.2 Total $ 415.8 $ 369.8 $ 242.6 $ 158.3 $ (9.4) $ 1,177.1 _______________ (1) Consolidated sales in the United States were $938.5, $585.9 and $576.8 for the years ended December 31, 2022, 2021 and 2020, respectively and represent 58.2%, 44.5% and 49.0% of consolidated sales for the same periods, respectively. (2) Consolidated sales in China were $58.3, $136.2 and $100.7 for the years ended December 31, 2022, 2021 and 2020, respectively and represent 3.6%, 10.3% and 8.6% of consolidated sales for the same periods, respectively. December 31, 2022 2021 Cryo Tank Solutions $ 382.0 $ 407.2 Heat Transfer Systems 298.6 225.8 Specialty Products 429.8 327.5 Repair, Service & Leasing 182.1 186.2 Total assets of reportable segments 1,292.5 1,146.7 Goodwill (1) 992.0 994.6 Identifiable intangible assets, net (1) 535.3 556.1 Corporate 2,830.7 346.4 Insurance receivable, net of tax 251.4 — Total assets $ 5,901.9 $ 3,043.8 _______________ (1) See Note 9, “Goodwill and Intangible Assets,” for further information related to goodwill and identifiable intangible assets, net. |
Schedule of Revenue from External Customers and Long-Lived Assets, by Geographical Areas | Geographic Information Property, plant and equipment, net as of December 31, 2022 2021 United States $ 262.0 $ 234.0 Foreign Italy 56.4 60.7 China 49.3 58.8 Czech Republic 26.6 29.9 Germany 16.3 16.5 India 19.3 16.1 Other foreign countries 0.1 — Total Foreign 168.0 182.0 Total $ 430.0 $ 416.0 |
Revenue (Tables)
Revenue (Tables) | 12 Months Ended |
Dec. 31, 2022 | |
Revenue from Contract with Customer [Abstract] | |
Disaggregation of Revenue by Timing | The following tables represent a disaggregation of revenue by timing of revenue along with the reportable segment for each category: Year Ended December 31, 2022 Cryo Tank Solutions Heat Transfer Systems Specialty Products Repair, Service & Leasing Intersegment Eliminations Consolidated Point in time $ 443.4 $ 27.3 $ 214.8 $ 104.4 $ (8.8) $ 781.1 Over time 60.9 435.4 233.5 105.2 (3.7) 831.3 Total $ 504.3 $ 462.7 $ 448.3 $ 209.6 $ (12.5) $ 1,612.4 Year Ended December 31, 2021 Cryo Tank Solutions Heat Transfer Systems Specialty Products Repair, Service & Leasing Intersegment Eliminations Consolidated Point in time $ 407.6 $ 19.2 $ 300.5 $ 119.1 $ (10.7) $ 835.7 Over time 39.8 243.5 132.4 67.9 (1.6) 482.0 Total $ 447.4 $ 262.7 $ 432.9 $ 187.0 $ (12.3) $ 1,317.7 Year Ended December 31, 2020 Cryo Tank Solutions Heat Transfer Systems Specialty Products Repair, Service & Leasing Intersegment Eliminations Consolidated Point in time $ 378.3 $ 28.6 $ 184.6 $ 110.3 $ (4.5) $ 697.3 Over time 37.5 341.2 58.0 48.0 (4.9) 479.8 Total $ 415.8 $ 369.8 $ 242.6 $ 158.3 $ (9.4) $ 1,177.1 |
Changes in Contract Assets and Contract Liabilities Balances | The following table represents changes in our contract assets and contract liabilities balances: December 31, 2022 December 31, 2021 Year-to-date Change ($) Year-to-date Change (%) Contract assets Accounts receivable, net of allowances $ 278.4 $ 236.3 $ 42.1 17.8 % Unbilled contract revenue 133.7 93.5 40.2 43.0 % Contract liabilities Customer advances and billings in excess of contract revenue $ 170.6 $ 148.5 $ 22.1 14.9 % Long-term deferred revenue 0.3 0.4 (0.1) (25.0) % |
Investments (Tables)
Investments (Tables) | 12 Months Ended |
Dec. 31, 2022 | |
Investments, All Other Investments [Abstract] | |
Equity Method Investments | The following table represents the activity in equity method investments: Equity Method Investments Balance at December 31, 2020 $ 5.3 New investments (1) (2) 58.7 Reclassification from investments in equity securities to equity method investments (2) 36.8 Equity in earnings of unconsolidated affiliates, net (1) (2) (3) 0.4 Foreign currency translation adjustments and other (1.6) Balance at December 31, 2021 $ 99.6 New investments (4) 0.5 Realized gain on equity method investment (4) 0.3 Reclassification due to acquisition of investee (4) (0.5) Equity in earnings of unconsolidated affiliates, net (1) (2) (3) (0.5) Foreign currency translation adjustments and other (6.4) Balance at December 31, 2022 $ 93.0 _______________ (1) Cryomotive : During the second quarter 2021, we completed an investment in Cryomotive GmbH (“Cryomotive”) in the amount of 6.8 million euros (equivalent to $8.2) for a 24.9% ownership interest. Our equity method investment in Cryomotive was $4.9 and $7.1 at December 31, 2022 and 2021, respectively. Equity in loss, net of this investment was $1.7 and $0.6 for the years ended December 31, 2022 and 2021, respectively, and is classified in equity in (loss) earnings of unconsolidated affiliates, net in the statement of income for both periods presented. (2) HTEC : During the fourth quarter 2020, we completed an investment in HTEC Hydrogen Technology & Energy Corporation (“HTEC”) in the amount of CAD 20.0 million (equivalent to $15.7) in exchange for 15.6% of HTEC’s common stock on a fully-diluted basis (the “Initial HTEC Investment”). On September 7, 2021 (the “Closing Date”), we completed an additional investment in HTEC in the amount of CAD 63.5 million (equivalent to $50.5), which increased our investment ownership to 25% of HTEC’s common stock on a fully-diluted basis. We recognized a gain of $20.7 upon remeasurement of the Initial HTEC Investment due to an observable price change in an orderly transaction for similar instruments of the same issuer, which was recognized in unrealized (gain) loss on investments in equity securities in the consolidated statement of income for the year ended December 31, 2021. We reclassified the Initial HTEC Investment inclusive of the $20.7 gain and foreign currency translation gains from investments in equity securities to equity method investments during 2021. Our equity method investment in HTEC was $80.8 and $86.4 at December 31, 2022 and 2021, respectively. We recognized equity in (loss) earnings of this investment of $(0.4) and $0.2 for the years ended December 31, 2022 and 2021, respectively, which is classified in equity in (loss) earnings of unconsolidated affiliates, net in the statements of income for the years ended December 31, 2022 and 2021. (3) Hudson Products : Our equity method investments include a 50% ownership interest in a joint venture with Hudson Products de Mexico S.A. de CV which totaled $4.0 and $3.3 at December 31, 2022 and 2021, respectively. 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 it is not consolidated. We recognized equity in earnings of this investment of $1.1, $0.5 and $0.3 for the years ended December 31, 2022, 2021 and 2020, respectively. Equity in earnings of this investment is classified in equity in (loss) earnings of unconsolidated affiliates, net in the statement of income for the years ended December 31, 2022 and 2021 and selling, general and administrative expenses in the statement of income for the year ended December 31, 2020. Liberty LNG : Additionally, we have a 25% ownership interest in Liberty LNG, which totaled $2.9 and $2.4 at December 31, 2022 and 2021, respectively. For the years ended December 31, 2022, 2021 and 2020, equity in (loss) earnings of this investment was $0.5, $0.3 and $(1.0), respectively. Equity in (loss) earnings of this investment is classified in equity in (loss) earnings of unconsolidated affiliates, net in the statements of income for the years ended December 31, 2022 and 2021, and unrealized (gain) loss on investment in equity securities in the statement of income for the year ended December 31, 2020. (4) AdEdge India : In connection with our acquisition of AdEdge Holdings, LLC (“AdEdge”), we recorded a 50% ownership interest in a joint venture in AdEdge India at a fair value of $0.5. On May 4, 2022, we completed the acquisition of the remaining 50% of the shares of our joint venture in AdEdge India for $0.4 in cash (subject to certain customary adjustments) or $0.3 net of $0.1 cash acquired. On the acquisition date, we recognized a gain of $0.3 from the remeasurement of our initial 50% of the shares in the joint venture, which is classified as realized gain on equity method investment in the consolidated statement of income for the year ended December 31, 2022. See Note 14, “Business Combinations” for further information regarding the AdEdge India acquisition. We have another immaterial investment in an unconsolidated affiliate of $0.4 for all periods presented. |
Summary of Investments | The following table represents the activity in investments in equity securities: Investment in Equity Securities, Level 1 (1) Investment in Equity Securities, Level 2 (1) Investments in Equity Securities, All Others (2) Investments in Equity Securities Total Balance at December 31, 2020 $ 53.8 $ 4.1 $ 15.7 $ 73.6 New investments (2) (3) — — 45.2 45.2 Reclassification due to acquisition of investee (3) — — (7.6) (7.6) Reclassification to equity method investments from investments in equity securities (4) — — (36.8) (36.8) (Decrease) increase in fair value of investments in equity securities (19.7) 2.2 20.7 3.2 Realized gain on investment in equity securities (3) — — 2.6 2.6 Foreign currency translation adjustments and other (2.8) (0.1) 0.5 (2.4) Balance at December 31, 2021 $ 31.3 $ 6.2 $ 40.3 $ 77.8 New investments (5) — — 9.4 9.4 (Decrease) increase in fair value of investments in equity securities (11.8) 1.6 23.3 13.1 Foreign currency translation adjustments and other (2.3) — (1.5) (3.8) Balance at December 31, 2022 $ 17.2 $ 7.8 $ 71.5 $ 96.5 _______________ (1) McPhy: Investment in equity securities Level 1 includes our investment in McPhy (Euronext Paris: MCPHY – ISIN; FR0011742329). McPhy’s common stock trades on the Euronext Paris stock exchange and therefore we measure our investment in McPhy using Level 1 fair value inputs. The fair value of our investment in McPhy was $17.2 and $31.3 at December 31, 2022 and 2021, respectively. For the years ended December 31, 2022, 2021 and 2020, we recognized an unrealized (loss) gain of $(11.8), $(19.7) and $17.0, respectively, in our investment in McPhy. Stabilis: Investment in equity securities Level 2 includes our investment in Stabilis Energy, Inc. (NasdaqCM: SLNG) (“Stabilis”). Stabilis represents an instrument with quoted prices that trades less frequently than certain of our other exchange-traded instruments and therefore we measure our investment in Stabilis using Level 2 fair value inputs. The fair value of Stabilis was $7.8 and $6.2 at December 31, 2022 and 2021, respectively. For the years ended December 31, 2022, 2021 and 2020 we recognized unrealized gains of $1.6 and $2.2 and an unrealized loss of $2.9, respectively, in our investment in Stabilis. (2) Transform: During the first quarter 2021, we completed an investment in Transform Materials LLC (“Transform Materials”) in the amount of $25.1, inclusive of legal fees, for approximately 5% of its equity. The fair value of our investment in Transform Materials was $25.1 at December 31, 2022 and 2021, respectively. Svante : Also during the first quarter 2021, we completed an investment in Svante Inc. (“Svante”) in the amount of $15.1, inclusive of legal fees, for under 10% of its capital stock on a fully diluted basis. On December 15, 2022 we increased the fair value of our investment by $23.3 as the result of an observable price change in an orderly transaction, which is recorded as an unrealized gain on investment in equity securities in the consolidated statement of income for the year ended December 31, 2022. The fair value of our investment in Svante was $38.5 and $15.1 at December 31, 2022 and 2021, respectively. (3) During the second quarter 2021, we completed an investment in Earthly Labs in the amount of $5.0 for approximately 15% of its equity. On December 14, 2021 we completed the acquisition of the remaining 85% of the shares of Earthly Labs. On the acquisition date, we recognized a gain of $2.6 from the remeasurement of our initial 15% investment in Earthly Labs, which is classified as realized gain on investment in equity securities in the consolidated statement of income for the year ended December 31, 2021. See Note 14, “Business Combinations” for further information regarding the Earthly Labs acquisition. (4) We reclassified the Initial HTEC Investment inclusive of a $20.7 gain and foreign currency translation gains from investments in equity securities to equity method investments. Refer to the “Equity Method Investments” section above for further discussion. (5) Hy24 (f/k/a FiveT Hydrogen Fund and Clean H2 Infra Fund): During the first quarter of 2022, we completed an investment in Hy24 in the amount of euro 2.2 million (equivalent to $2.4). Our investment in Hy24 is measured at fair value using the net asset value (“NAV”) per share practical expedient and is not classified in the fair value hierarchy. The fair value of our investment in Hy24 was euro 0.9 million (equivalent to $0.9) at December 31, 2022. See “Hy24 (f/k/a FiveT Hydrogen Fund and Clean H2 Infra Fund)” below for further information. Cemvita Factory Inc., Gold Hydrogen LLC: During the first quarter of 2022, we completed an investment in Gold Hydrogen LLC (“Gold Hydrogen”) in the amount of $1.0. During the third quarter of 2022, we invested an additional $1.0 in Gold Hydrogen. This investment is measured at cost minus impairment, if any, plus or minus changes resulting from observable price changes in orderly transactions for the identical or a similar investment of the same issuer and is included in the investments in equity securities, all others category in the table above. As of December 31, 2022, the value of the investment was $2.0. Gold Hydrogen is a subsidiary company established by Cemvita Factory, Inc. focused on commercializing viable technologies for the subsurface production of biohydrogen. Avina: During the fourth quarter of 2022, we completed an investment in Avina Clean Hydrogen Inc. (“Avina”) in the amount of $5.0. This investment is measured at cost minus impairment, if any, plus or minus changes resulting from observable price changes in orderly transactions for the identical or a similar investment of the same issuer and is included in the investments in equity securities, all others category in the table above. As of December 31, 2022, the value of the investment was $5.0. Avina is a pioneer in the green hydrogen and green fuels sector with an advanced portfolio of clean hydrogen plants under development and access to proprietary technology solutions. Avina has expertise in the green hydrogen sector and are developing proprietary solutions to integrate intermittent renewable power with commercially available hydrogen technologies. Per the terms of the Avina stock purchase agreement, at any time prior to the one-year anniversary of Chart’s investment, Chart shall be obligated to purchase an additional 294,627 shares of series A preferred stock (the “Avina Second Tranche Put”) at a purchase price of $16.97 per share if Avina reaches the following milestones: i. one material off-take agreement in connection with certain specified projects and ii. either a debt financing loan agreement or a real property lease agreement for certain specified projects We record the Avina Second Tranche Put at fair value and record any change in fair value through earnings at each reporting period. The fair value of the Avina Second Tranche was not material on the investment date or at December 31, 2022. Our investments in Transform Materials, Svante, Gold Hydrogen and Avina represent equity instruments without a readily determinable fair value. |
Inventories (Tables)
Inventories (Tables) | 12 Months Ended |
Dec. 31, 2022 | |
Inventory Disclosure [Abstract] | |
Summary of Components of Inventory | The following table summarizes the components of inventory: December 31, 2022 2021 Raw materials and supplies $ 218.9 $ 178.8 Work in process 57.8 64.4 Finished goods 81.2 78.3 Total inventories, net $ 357.9 $ 321.5 |
Property, Plant and Equipment (
Property, Plant and Equipment (Tables) | 12 Months Ended |
Dec. 31, 2022 | |
Property, Plant and Equipment [Abstract] | |
Components of Property, Plant, and Equipment | The following table summarizes the components of property, plant and equipment: December 31, Classification Estimated Useful Life 2022 2021 Land and buildings 20-35 years $ 353.5 $ 355.6 Machinery and equipment 3-12 years 247.8 236.5 Computer equipment, furniture and fixtures 3-7 years 43.1 38.8 Right-of-use assets 46.9 48.3 Construction in process 66.5 28.7 Total property, plant and equipment, gross 757.8 707.9 Less: accumulated depreciation (327.8) (291.9) Total property, plant and equipment, net $ 430.0 $ 416.0 |
Goodwill and Intangible Assets
Goodwill and Intangible Assets (Tables) | 12 Months Ended |
Dec. 31, 2022 | |
Goodwill and Intangible Assets Disclosure [Abstract] | |
Schedule of Changes in Goodwill by Segment | The following table represents the activity in goodwill net of accumulated goodwill impairment loss (“goodwill, net”) and accumulated goodwill impairment loss by segment for 2022: Cryo Tank Solutions Heat Transfer Systems Specialty Products Repair, Service & Leasing Consolidated Goodwill, net balance at December 31, 2021 $ 84.9 $ 433.6 $ 300.9 $ 175.2 $ 994.6 Goodwill acquired during the period (1) (2) — — 15.4 3.1 18.5 Foreign currency translation adjustments and other (5.8) (3.1) (0.3) 0.3 (8.9) Purchase price adjustments (3) — — (12.0) (0.2) (12.2) Goodwill, net balance at December 31, 2022 $ 79.1 $ 430.5 $ 304.0 $ 178.4 $ 992.0 Accumulated goodwill impairment loss at December 31, 2021 $ 23.5 $ 49.3 $ 35.8 $ 20.4 $ 129.0 Accumulated goodwill impairment loss at December 31, 2022 $ 23.5 $ 49.3 $ 35.8 $ 20.4 $ 129.0 _______________ (1) For further information regarding goodwill acquired and the purchase price adjustments during the period refer to Note 14, “Business Combinations.” (2) Goodwill acquired during the period was $18.5. Goodwill acquired during the period for the Fronti and AdEdge India acquisitions of $14.3 and $1.1, respectively, was allocated to our Specialty Products segment. Goodwill acquired during the period for our CSC acquisition of $3.1 was allocated to our Repair, Service & Leasing segment. (3) During the year ended December 31, 2022, we recorded purchase price adjustments that decreased goodwill by $12.0 in our Specialty Products segment related to the Earthly Labs, Inc., L.A. Turbine and AdEdge acquisitions and by $0.2 in our Repair, Service & Leasing segment. For further information regarding goodwill acquired and the purchase price adjustments during the period refer to Note 14, “Business Combinations.” The following table represents the activity in goodwill net of accumulated goodwill impairment loss (“goodwill, net”) and accumulated goodwill impairment loss by segment for 2021 (1) : Cryo Tank Solutions Heat Transfer Systems Specialty Products Repair, Service & Leasing Consolidated Goodwill, net balance at December 31, 2020 $ 93.2 $ 435.2 $ 172.4 $ 165.1 $ 865.9 Goodwill acquired during the period (1) (2) — 2.9 127.1 10.1 140.1 Foreign currency translation adjustments and other (8.3) (4.5) — — (12.8) Purchase price adjustments (3) — — 1.4 — 1.4 Goodwill, net balance at December 31, 2021 $ 84.9 $ 433.6 $ 300.9 $ 175.2 $ 994.6 Accumulated goodwill impairment loss at December 31, 2020 $ 23.5 $ 49.3 $ 35.8 $ 20.4 $ 129.0 Accumulated goodwill impairment loss at December 31, 2021 $ 23.5 $ 49.3 $ 35.8 $ 20.4 $ 129.0 _______________ (1) For further information regarding goodwill acquired and the purchase price adjustments during the period refer to Note 14, “Business Combinations.” (2) Goodwill acquired during the period for the L.A. Turbine acquisition of $42.1 was allocated to certain reporting units as follows: $29.1 - Specialty Products, $10.1 - Repair, Service & Leasing and $2.9 - Heat Transfer Systems. Goodwill acquired during the period for the Cryogenic Gas Technologies, Inc., AdEdge Holdings, LLC and Earthly Labs Inc. acquisitions was $34.9, $15.9 and $47.2, respectively and is included in the Specialty Products segment. (3) During the year ended December 31, 2021, we recorded purchase price adjustments that increased goodwill by $1.4 in Specialty Products related to the BlueInGreen, LLC acquisition. |
Schedule of Indefinite-Lived Intangible Assets, Excluding Goodwill | 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) : December 31, 2022 December 31, 2021 Weighted-average Estimated Useful Life Gross Accumulated Gross Accumulated Finite-lived intangible assets: Customer relationships 13 years $ 311.5 $ (104.6) $ 312.1 $ (82.2) Unpatented technology 14 years 202.5 (44.8) 184.6 (30.1) Patents and other 6 years 6.8 (2.0) 7.9 (2.3) Trademarks and trade names 16 years 2.5 (1.7) 3.5 (1.8) Land use rights 50 years 10.4 (1.7) 11.4 (1.6) Total finite-lived intangible assets 14 years $ 533.7 $ (154.8) $ 519.5 $ (118.0) Indefinite-lived intangible assets: Trademarks and trade names (2) $ 156.4 $ — $ 154.6 $ — Total intangible assets $ 690.1 $ (154.8) $ 674.1 $ (118.0) _______________ (1) Amounts include the impact of foreign currency translation. Fully amortized or impaired amounts are written off. (2) Accumulated indefinite-lived intangible assets impairment loss was $16.0 at both December 31, 2022 and 2021. |
Schedule of Finite-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) : December 31, 2022 December 31, 2021 Weighted-average Estimated Useful Life Gross Accumulated Gross Accumulated Finite-lived intangible assets: Customer relationships 13 years $ 311.5 $ (104.6) $ 312.1 $ (82.2) Unpatented technology 14 years 202.5 (44.8) 184.6 (30.1) Patents and other 6 years 6.8 (2.0) 7.9 (2.3) Trademarks and trade names 16 years 2.5 (1.7) 3.5 (1.8) Land use rights 50 years 10.4 (1.7) 11.4 (1.6) Total finite-lived intangible assets 14 years $ 533.7 $ (154.8) $ 519.5 $ (118.0) Indefinite-lived intangible assets: Trademarks and trade names (2) $ 156.4 $ — $ 154.6 $ — Total intangible assets $ 690.1 $ (154.8) $ 674.1 $ (118.0) _______________ (1) Amounts include the impact of foreign currency translation. Fully amortized or impaired amounts are written off. (2) Accumulated indefinite-lived intangible assets impairment loss was $16.0 at both December 31, 2022 and 2021. |
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, 2023 $ 42.4 2024 41.2 2025 40.2 2026 39.7 2027 36.2 |
Schedule of Government Grants | China Government Grants are presented in our consolidated balance sheets as follows: December 31, 2022 2021 Current $ 0.5 $ 0.5 Long-term 6.1 7.0 Total China Government Grants $ 6.6 $ 7.5 |
Debt and Credit Arrangements (T
Debt and Credit Arrangements (Tables) | 12 Months Ended |
Dec. 31, 2022 | |
Debt Disclosure [Abstract] | |
Summary of Outstanding Borrowings and Costs | The following table represents the components of our borrowings: December 31, 2022 2021 Senior secured and senior unsecured notes: Principal amount, senior secured notes due 2030 (1) $ 1,460.0 $ — Principal amount, senior unsecured notes due 2031 (1) 510.0 — Unamortized discount (29.9) — Unamortized debt issuance costs (4.8) — Senior secured and senior unsecured notes, net of unamortized discount and debt issuance costs 1,935.3 — Senior secured revolving credit facilities: Senior secured revolving credit facility due October 2026 (2) (3) 104.5 600.8 Convertible notes due November 2024: Principal amount 258.8 258.8 Unamortized debt issuance costs (1.9) (2.9) Convertible notes due November 2024, net of unamortized debt issuance costs 256.9 255.9 Total debt, net of debt issuance costs 2,296.7 856.7 Less: current maturities (4) 256.9 255.9 Long-term debt $ 2,039.8 $ 600.8 _______________ (1) The senior secured notes due 2030 (the “Secured Notes”) and senior unsecured notes due 2031 (the “Unsecured Notes”) bear interest at rates of 7.500% and 9.500% per year, respectively. Interest is payable semi-annually on January 1 and July 1 of each year, commencing July 1, 2023. The Secured Notes mature on January 1, 2030, and the Unsecured Notes mature on January 1, 2031. (2) As of December 31, 2022, there was $104.5 outstanding under the senior secured revolving credit facility due October 2026 bearing a weighted-average interest rate of 3.4% and $89.1 in letters of credit and bank guarantees outstanding supported by the senior secured revolving credit facility due October 2026. As of December 31, 2022 the senior secured revolving credit facility due October 2026 had availability of $806.4. (3) All of our borrowings outstanding under our senior secured revolving credit facilities due October 2026 are denominated in euros (“EUR Revolver Borrowings”). EUR Revolver Borrowings outstanding were 98.0 million euros (equivalent to $104.5) at December 31, 2022. (4) Our convertible notes due November 2024, net of debt issuance costs, are included in current maturities for both periods presented. |
Scheduled Annual Maturities | The following table represents scheduled maturities for our borrowings for the next 5 years: For the Year Ending December 31, 2023 $ — 2024 258.8 2025 — 2026 104.5 2027 — Thereafter 1,970.0 Total $ 2,333.3 |
Schedule of Interest Expense and Financing Cost Amortization | The following table summarizes the interest accretion of the Notes discount and contractual interest coupon associated with the Notes: Year Ended December 31, 2022 2021 2020 Notes, interest accretion of senior notes discount $ 0.1 $ — $ — Secured Notes, 7.5% contractual interest coupon 3.0 — — Unsecured Notes, 9.5% contractual interest coupon 1.3 — — Notes, total interest expense $ 4.4 $ — $ — The following table summarizes interest expense and financing costs amortization related to the Amended SSRCF and our previous credit facilities: Year Ended December 31, 2022 2021 2020 Interest expense, senior secured revolving credit facilities due October 2026 $ 23.4 $ 2.5 $ — Interest expense, term loan due June 2024 — 1.8 4.8 Interest expense, senior secured revolving credit facilities due June 2024 — 4.7 2.2 Total interest expense $ 23.4 $ 9.0 $ 7.0 Financing costs amortization, senior secured revolving credit facility due October 2026 $ 1.9 $ 0.4 $ — Financing costs amortization, senior secured revolving credit facility and term loan due June 2024, write off of unamortized deferred debt issuance costs — 3.8 — Financing costs amortization, new debt issuance costs immediately charged to net income — 0.3 — Financing costs amortization, senior secured revolving credit facility and term loan due June 2024 — 2.9 3.6 Total financing costs amortization $ 1.9 $ 7.4 $ 3.6 |
Schedule of Interest Accretion, Loss on Extinguishment, and Amortization of Financing Costs | 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: Year Ended December 31, 2022 2021 2020 2024 Notes, interest accretion of convertible notes discount $ — $ — $ 8.0 2024 Notes, 1.0% contractual interest coupon, 1.5% for 2022 4.0 2.6 2.6 2024 Notes, total interest expense $ 4.0 $ 2.6 $ 10.6 2024 Notes, financing costs amortization $ 0.9 $ 0.9 $ 0.7 |
Shareholders' Equity (Tables)
Shareholders' Equity (Tables) | 12 Months Ended |
Dec. 31, 2022 | |
Equity [Abstract] | |
Schedule of Mandatory Convertible Preferred Stock | The following table illustrates the conversion rate per share of the Mandatory Convertible Preferred Stock, subject to certain anti-dilution adjustments, based on the applicable market value of the common stock: Applicable Market Value of Common Stock Conversion Rate per Share of Mandatory Convertible Preferred Stock Greater than $141.8037 (threshold appreciation price) 7.0520 shares of common stock Equal to or less than $141.8037 but greater than or equal to $118.1754 Between 7.0520 and 8.4620 shares of common stock, determined by dividing $1,000 by the applicable market value Less than $118.1754 (initial price) 8.4620 shares of common stock The following table illustrates the conversion rate per depositary share, subject to certain anti-dilution adjustments, based on the applicable market value of the common stock: Applicable Market Value of Common Stock Conversion Rate per Depositary Share Greater than $141.8037 (threshold appreciation price) 0.3526 shares of common stock Equal to or less than $141.8037 but greater than or equal to $118.1754 Between 0.3526 and 0.4231 shares of common stock, determined by dividing $50 by the applicable market value Less than $118.1754 (initial price) 0.4231 shares of common stock |
Financial Instruments and Der_2
Financial Instruments and Derivative Financial Instruments (Tables) | 12 Months Ended |
Dec. 31, 2022 | |
Derivative Instruments and Hedging Activities Disclosure [Abstract] | |
Schedule of Derivative Instruments in Statement of Financial Position, Fair Value | The following table represents the fair value of asset and liability derivatives and their respective locations on our consolidated balance sheet as of December 31, 2022: Asset Derivatives Liability Derivatives Derivatives designated as net investment hedge Balance Sheet Location Fair Value Balance Sheet Location Fair Value Foreign Exchange Contracts (1) Other assets $ — Other long-term liabilities $ 2.7 |
Schedule of Net Investment Hedges in Accumulated Other Comprehensive Income (Loss) | The following table represents the net effect derivative instruments designated in hedging relationships had on accumulated other comprehensive loss on the consolidated statements of income and comprehensive income: Unrealized gain recognized in accumulated other comprehensive loss on derivatives, net of taxes Year Ended December 31, Year Ended December 31, Derivatives designated as net investment hedge 2022 2021 Foreign Exchange Contracts (1) (2) $ 5.2 $ — _______________ (1) Our designated derivative instruments are highly effective. As such, there were no gains or losses recognized immediately in income related to hedge ineffectiveness during the years ended December 31, 2022 or December 31, 2021. (2) Represents foreign exchange swaps and foreign exchange options. |
Derivative Instruments, Gain (Loss) | The following table represents interest income, included within interest expense, net on the consolidated statements of income related to amounts excluded from the assessment of hedge effectiveness for derivative instruments designated as net investment hedges: Amount of gain recognized in income on derivative (amount excluded from effectiveness testing) Year Ended December 31, Year Ended December 31, Derivatives designated as net investment hedge 2022 2021 Foreign Exchange Contracts (1) (2) $ 1.3 $ — _______________ (1) Represents amount excluded from effectiveness testing. Our Foreign Exchange Contracts are designated with terms based on the spot rate of the euro. Future changes in the components related to the spot change on the notional will be recorded in other comprehensive income and remain there until the hedged subsidiaries are substantially liquidated. All coupon payments are classified in interest expense, net in the consolidated statements of income, and the initial value of excluded components currently recorded in accumulated other comprehensive loss as a foreign currency translation adjustment are amortized to interest expense, net over the remaining term of the Foreign Exchange Contract. (2) Represents foreign exchange swaps and foreign exchange options. |
Product Warranties (Tables)
Product Warranties (Tables) | 12 Months Ended |
Dec. 31, 2022 | |
Product Warranties Disclosures [Abstract] | |
Rollforward of Consolidated Warranty Reserve | The following table represents changes in our consolidated warranty reserve: Year Ended December 31, 2022 2021 2020 Beginning balance $ 10.5 $ 11.9 $ 11.5 Issued – warranty expense 1.5 5.0 6.6 Warranty usage (7.9) (6.4) (6.2) Ending balance $ 4.1 $ 10.5 $ 11.9 |
Business Combinations (Tables)
Business Combinations (Tables) | 12 Months Ended |
Dec. 31, 2022 | |
Business Combination and Asset Acquisition [Abstract] | |
Schedule of Recognized Identified Assets Acquired In Business Combination | The following table summarizes the fair value of the assets acquired in the L.A. Turbine acquisition at the acquisition date: Net assets acquired: Identifiable intangible assets $ 43.7 Goodwill (1) 42.3 Other assets (1) 4.2 Property, plant and equipment 2.6 Cash and cash equivalents 1.4 Liabilities (1) (16.2) Net assets acquired $ 78.0 _______________ (1) As previously reported in our Annual Report on Form 10-K for the year ended December 31, 2021, we reported goodwill, other assets and liabilities of $42.1, $4.6 and $16.4, respectively. During 2022, we recorded purchase price adjustments that increased goodwill by $0.2, decreased other assets by $0.4 and decreased liabilities by $0.2. |
Schedule of Identifiable Intangible Assets Acquired | Information regarding identifiable intangible assets acquired in the LAT acquisition is presented below: Weighted-average Estimated Useful Life Fair Value Finite-lived intangible assets acquired: Unpatented technology 14.5 years $ 33.4 Customer relationships 14.5 years 1.5 Backlog 2.5 years 0.7 Other identifiable intangible assets (1) 3.4 years 0.2 Total finite-lived intangible assets acquired 14.2 years 35.8 Indefinite-lived intangible assets acquired: Trademarks and trade names 7.9 Total intangible assets acquired $ 43.7 _______________ (1) Other identifiable intangible assets is included in “Patents and other” in Note 9, “Goodwill and Intangible Assets.” |
Schedule Of Changes In Contingent Consideration | The following table represents the changes to our contingent consideration liabilities: SES BIG Total Balance at December 31, 2021 $ 19.1 $ 2.1 $ 21.2 Decrease in fair value of contingent consideration liabilities (2.8) (1.1) (3.9) Balance at December 31, 2022 $ 16.3 $ 1.0 $ 17.3 |
Accumulated Other Comprehensi_2
Accumulated Other Comprehensive (Loss) Income (Tables) | 12 Months Ended |
Dec. 31, 2022 | |
Equity [Abstract] | |
Components of Accumulated Other Comprehensive Income (Loss) | The components of accumulated other comprehensive (loss) income are as follows: December 31, 2022 Foreign currency translation adjustments (1) Pension liability adjustments, net of taxes Accumulated other comprehensive (loss) income Beginning Balance $ (15.2) $ (6.5) $ (21.7) Other comprehensive loss (35.3) (1.5) (36.8) Amounts reclassified from accumulated other comprehensive (loss) income, net of income taxes — 0.5 0.5 Net current-period other comprehensive (loss) income, net of taxes (35.3) (1.0) (36.3) Ending Balance $ (50.5) $ (7.5) $ (58.0) December 31, 2021 Foreign currency translation adjustments Pension liability adjustments, net of taxes Accumulated other comprehensive income (loss) Beginning Balance $ 13.8 $ (11.4) $ 2.4 Other comprehensive (loss) income (29.0) 3.9 (25.1) Amounts reclassified from accumulated other comprehensive (loss) income, net of income taxes — 1.0 1.0 Net current-period other comprehensive (loss) income, net of taxes (29.0) 4.9 (24.1) Ending Balance $ (15.2) $ (6.5) $ (21.7) _______________ (1) Foreign currency translation adjustments includes translation adjustments and net investment hedge, net of taxes. See Note 12, “Financial Instruments and Derivative Financial Instruments,” for further information related to the net investment hedge. |
Earnings Per Share (Tables)
Earnings Per Share (Tables) | 12 Months Ended |
Dec. 31, 2022 | |
Earnings Per Share [Abstract] | |
Calculation of Net Income (loss) Per Share | The following table presents calculations of net income per share of common stock: Year Ended December 31, 2022 2021 2020 Amounts attributable to Chart common stockholders Income from continuing operations $ 81.6 $ 59.1 $ 68.9 Less: Mandatory convertible preferred stock dividend requirement 1.4 — — Income from continuing operations attributable to Chart 80.2 59.1 68.9 (Loss) income from discontinued operations, net of tax (57.6) — 239.2 Net income attributable to Chart common stockholders $ 22.6 $ 59.1 $ 308.1 Earnings per common share – basic: Income from continuing operations $ 2.21 $ 1.66 $ 1.95 (Loss) income from discontinued operations (1.59) — 6.76 Net income attributable to Chart Industries, Inc. $ 0.62 $ 1.66 $ 8.71 Earnings per common share – diluted: Income from continuing operations $ 1.92 $ 1.44 $ 1.89 (Loss) income from discontinued operations (1.38) — 6.56 Net income attributable to Chart Industries, Inc. $ 0.54 $ 1.44 $ 8.45 Weighted average number of common shares outstanding – basic 36.25 35.61 35.38 Incremental shares issuable upon assumed conversion and exercise of share-based awards 0.26 0.34 0.26 Incremental shares issuable due to dilutive effect of the convertible notes 2.81 2.76 0.53 Incremental shares issuable due to dilutive effect of warrants 2.47 2.40 0.28 Incremental shares issuable due to dilutive effect of the underwriters common shares option 0.01 — — Weighted average number of common shares outstanding – diluted 41.80 41.11 36.45 |
Schedule of Antidilutive Securities | Diluted earnings per share does not consider the following cumulative preferred stock dividends and potential common shares as the effect would be anti-dilutive: Year Ended December 31, 2022 2021 2020 Numerator Mandatory convertible preferred stock dividend requirement (1) $ 1.4 $ — $ — Denominator Anti-dilutive shares, Share-based awards 0.06 0.03 0.27 Anti-dilutive shares, Convertible note hedge and capped call transactions (2) 2.81 2.76 0.53 Anti-dilutive shares, Mandatory convertible preferred stock (1) 0.17 — — Total anti-dilutive securities 3.04 2.79 0.80 _______________ (1) We calculate the basic and diluted earnings per share based on net income, which approximates income available to common shareholders for each period. Earnings per share is calculated using the two-class method, which is an earnings allocation formula that determines the earnings per share for common stock and any participating securities according to dividends declared (whether paid or unpaid) and participation rights in undistributed earnings. The Series B Mandatory Convertible Preferred Stock and the 2024 Convertible Notes are participating securities. Undistributed earnings are not allocated to the participating securities because the participation features are discretionary. Net losses are not allocated to the Series B Mandatory Convertible Preferred Stock, as it does not have a contractual obligation to share in the losses of Chart. Basic net income per share is computed by dividing net income available to common shareholders by the weighted average number of common shares outstanding for the period. Diluted net income per common share is computed by dividing net income available to common shareholders by the sum of the weighted average number of common shares outstanding and any dilutive non-participating securities for the period. (2) 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 10, “Debt and Credit Arrangements.” |
Income Taxes (Tables)
Income Taxes (Tables) | 12 Months Ended |
Dec. 31, 2022 | |
Income Tax Disclosure [Abstract] | |
Schedule of Income before Income Tax, Domestic and Foreign | Income from continuing operations before income taxes consists of the following: Year Ended December 31, 2022 2021 2020 United States $ 31.1 $ 25.9 $ 48.0 Foreign 67.8 48.2 37.2 Income from continuing operations before income taxes $ 98.9 $ 74.1 $ 85.2 |
Schedule of Components of Income Tax Expense (Benefit) | Significant components of income tax expense (benefit), net are as follows: Year Ended December 31, 2022 2021 2020 Current: Federal $ (1.3) $ 1.7 $ (0.2) State and local 3.5 3.2 1.9 Foreign 15.4 16.5 12.2 Total current 17.6 21.4 13.9 Deferred: Federal (5.6) (5.8) 7.5 State and local 1.9 1.1 (2.9) Foreign 2.0 (3.2) (3.6) Total deferred (1.7) (7.9) 1.0 Total income tax expense, net $ 15.9 $ 13.5 $ 14.9 |
Schedule of Effective Income Tax Rate Reconciliation | The reconciliation of income taxes computed at the U.S. federal statutory tax rate to income tax expense is as follows: Year Ended December 31, 2022 2021 2020 Income tax expense at U.S. statutory rate $ 20.8 $ 15.6 $ 17.9 State income taxes, net of federal tax benefit 1.5 3.1 (0.9) U.S. taxation of international operations 1.4 1.3 (0.2) Effective tax rate differential of earnings outside of U.S. 1.9 1.8 2.4 Change in valuation allowance (11.6) (5.9) (4.2) Research & experimentation (2.9) (1.0) (1.0) Provision to return 5.0 0.3 (0.1) Net non-deductible items 0.4 2.4 1.2 Change in uncertain tax positions (0.3) (0.2) (0.6) Share-based compensation (1.1) (4.1) (1.7) Tax effect of 2017 tax reform federal rate change — — (0.2) Other items 0.8 0.2 2.3 Income tax expense $ 15.9 $ 13.5 $ 14.9 |
Schedule of Deferred Tax Assets and Liabilities | Significant components of our deferred tax assets and liabilities are as follows: December 31, 2022 2021 Deferred tax assets (“DTA”): Accruals and reserves $ 5.1 $ 13.7 Loss contingency 70.3 3.1 Pensions 0.2 0.5 Inventory 78.1 42.3 Share-based compensation 2.3 4.5 R&D Amortization 7.4 3.6 Tax credit carryforwards 8.2 14.1 Interest limitation carryover 5.5 2.4 Foreign net operating loss carryforwards 8.7 16.3 State net operating loss carryforwards 2.1 2.3 Convertible notes 4.3 6.3 Property, plant and equipment – net DTA 5.2 7.5 Other – net DTA 2.9 12.4 Total deferred tax assets before valuation allowances 200.3 129.0 Valuation allowances (5.4) (21.6) Total deferred tax assets, net of valuation allowances $ 194.9 $ 107.4 Deferred tax liabilities (“DTL”): Property, plant and equipment – net DTL $ 26.0 $ 37.9 Goodwill and intangible assets 77.0 82.2 Insurance receivable 53.5 3.1 Other – net DTL 3.1 0.6 Investments 4.5 3.8 Deferred revenue 72.0 37.9 Total deferred tax liabilities $ 236.1 $ 165.5 Net deferred tax liabilities $ 41.2 $ 58.1 The net deferred tax liability is classified as follows: Other assets $ (4.9) $ (1.7) Long-term deferred tax liabilities 46.1 59.8 Net deferred tax liabilities $ 41.2 $ 58.1 |
Schedule of Reconciliation of Unrecognized Tax Benefits | The reconciliation of beginning to ending unrecognized tax benefits is as follows: Year Ended December 31, 2022 2021 2020 Unrecognized tax benefits at beginning of the year $ 1.7 $ 1.9 $ 2.4 Additions (reductions) for tax positions taken during the prior period — 0.4 (0.6) Additions for tax positions taken during the current period — — 0.2 Reductions relating to settlements with taxing authorities (0.3) — (0.1) Lapse of statutes of limitation (0.7) (0.6) — Unrecognized tax benefits at end of the year $ 0.7 $ 1.7 $ 1.9 |
Employee Benefit Plans (Tables)
Employee Benefit Plans (Tables) | 12 Months Ended |
Dec. 31, 2022 | |
Retirement Benefits [Abstract] | |
Schedule of Components of Net Periodic Pension Income | The components of net periodic pension income are as follows : Year Ended December 31, 2022 2021 2020 Interest cost $ 1.7 $ 1.7 $ 1.8 Expected return on plan assets (4.3) (3.8) (3.3) Amortization of net loss 0.5 1.0 1.2 Total net periodic pension income $ (2.1) $ (1.1) $ (0.3) |
Schedule of Changes in Projected Benefit Obligation and Plan Assets, Funded Status and Amounts Recognized on the Balance Sheet | The changes in the projected benefit obligation and plan assets, the funded status of the plans and the amounts recognized in the consolidated balance sheets are as follows: December 31, 2022 2021 Change in projected benefit obligation: Projected benefit obligation at beginning of year $ 63.5 $ 62.5 Interest cost 1.7 1.7 Assumption changes (12.4) (1.9) Acquisition of Hudson Plan (1) — 3.1 Benefits paid (3.0) (2.8) Actuarial losses 0.2 0.9 Projected benefit obligation at year end 50.0 63.5 Change in plan assets: Fair value of plan assets at beginning of year 61.9 53.9 Actual return (9.8) 8.3 Acquisition of Hudson Plan (1) — 2.4 Employer contributions — 0.1 Benefits paid (3.0) (2.8) Fair value of plan assets at year end 49.1 61.9 Funded status (Accrued pension asset (liability)) $ (0.9) $ (1.6) Unrecognized actuarial loss recognized in accumulated other comprehensive loss $ 10.3 $ 8.0 _______________ (1) The 2021 changes in the projected benefit obligation and plan assets reflect the effect of the Hudson Plan merger. |
Schedule of Assumptions Used | The actuarial assumptions used in determining pension plan information are as follows: December 31, 2022 2021 2020 Assumptions used to determine benefit obligation at year end: Discount rate 4.9 % 2.7 % 2.4 % Assumptions used to determine net periodic benefit cost: Discount rate 2.7 % 2.4 % 3.2 % Expected long-term weighted-average rate of return on plan assets 7.0 % 7.0 % 7.0 % |
Schedule of Target Allocation by Asset Category and Fair Value | The target allocations by asset category and fair values of the plan assets by asset class at December 31 are as follows: Target Allocations by Asset Category Fair Value Total Level 2 Level 3 Plan Assets: 2022 2021 2022 2021 2022 2021 Equity funds 68% $ 35.0 $ 43.9 $ 35.0 $ 43.9 $ — $ — Fixed income funds 27% 13.0 16.0 13.0 16.0 — — Other investments 5% 1.1 2.0 — — 1.1 2.0 Total $ 49.1 $ 61.9 $ 48.0 $ 59.9 $ 1.1 $ 2.0 |
Rollforward of Unobservable Inputs | The following table represents changes in the fair value of plan assets categorized as Level 3 from the preceding table: Balance at December 31, 2020 $ 1.8 Purchases, sales and settlements, net (3.0) Transfers, net 3.2 Balance at December 31, 2021 2.0 Purchases, sales and settlements, net (3.4) Transfers, net 2.5 Balance at December 31, 2022 $ 1.1 |
Schedule of Expected Benefit Payments | The following benefit payments are expected to be paid by the plan in each of the next five years and in the aggregate for the subsequent five years: 2023 $ 3.5 2024 3.5 2025 3.6 2026 3.6 2027 3.7 In aggregate during five years thereafter 17.9 |
Share-based Compensation (Table
Share-based Compensation (Tables) | 12 Months Ended |
Dec. 31, 2022 | |
Share-Based Payment Arrangement [Abstract] | |
Schedule of Valuation Assumptions | Weighted-average grant-date fair values of stock options and the assumptions used in estimating the fair values are as follows: Year Ended December 31, 2022 2021 2020 Weighted-average grant-date fair value per share $ 67.58 $ 52.19 $ 28.53 Expected term (years) 4.7 4.7 4.8 Risk-free interest rate 1.32 % 0.33 % 1.66 % Expected volatility 51.24 % 53.10 % 46.60 % |
Summary of Stock Option Activity Rollforward | The following table summarizes our stock option activity from continuing operations: December 31, 2022 Number Weighted-average Aggregate Intrinsic Value Weighted- average Remaining Contractual Term Outstanding at beginning of year 0.28 $ 71.38 Granted 0.04 153.81 Exercised (0.03) 67.90 Forfeited / Cancelled (0.02) 102.10 Outstanding at end of year 0.27 $ 79.91 $ 10.8 6.1 years Vested and expected to vest at end of year 0.27 $ 78.82 $ 8.5 6.0 years Exercisable at end of year 0.15 $ 59.91 $ 10.8 5.0 years |
Schedule of Unvested Restricted Stock and RSU Rollforward | The following table summarizes our unvested restricted stock and RSUs activity from continuing operations: December 31, 2022 Number Weighted-Average Unvested at beginning of year 0.11 $ 87.74 Granted 0.07 155.02 Forfeited (0.01) 117.18 Vested (0.06) 84.09 Unvested at end of year 0.11 $ 125.14 |
Schedule of Performance Units Unvested Shares Activity Rollforward | The following table, which is stated at a 100% earned percentage, summarizes our performance units activity from continuing operations: December 31, 2022 Number Weighted-Average Unvested at beginning of year 0.09 $ 84.44 Granted 0.01 153.81 Vested (0.02) 68.30 Forfeited (0.01) 71.59 Unvested at end of year 0.07 $ 103.66 |
Leases (Tables)
Leases (Tables) | 12 Months Ended |
Dec. 31, 2022 | |
Leases [Abstract] | |
Schedule of Operating Lease Future Minimum Payments | The following table summarizes future minimum lease payments for non-cancelable operating leases as of December 31, 2022: 2023 $ 6.6 2024 6.0 2025 5.0 2026 2.8 2027 0.7 Thereafter (1) 0.7 Total future minimum lease payments $ 21.8 _______________ (1) As of December 31, 2022, future minimum lease payments for non-cancelable operating leases for periods subsequent to 2027 relate to four leased facilities. |
Schedule of Sales From Sales-type and Operating Leases | The following table represents sales from sales-type and operating leases: December 31, 2022 2021 Sales-type leases $ 28.1 $ 46.5 Operating leases 4.1 2.4 Total sales from leases $ 32.2 $ 48.9 |
Schedule of Operating Lease, Lease Income | The following table represents sales from sales-type and operating leases: December 31, 2022 2021 Sales-type leases $ 28.1 $ 46.5 Operating leases 4.1 2.4 Total sales from leases $ 32.2 $ 48.9 |
Scheduled Payments For Sales-type Leases | The following table represents scheduled payments for sales-type leases: December 31, 2022 2023 $ 15.1 2024 15.1 2025 15.0 2026 12.0 2027 5.6 Thereafter 40.8 Total 103.6 Less: unearned income 44.8 Total $ 58.8 |
Schedule of Cost of Equipment Leased | The following table represents the cost of equipment leased to others: December 31, 2022 2021 Equipment leased to others, cost $ 17.3 $ 13.6 Less: accumulated depreciation 3.1 2.1 Equipment leased to others, net $ 14.2 $ 11.5 |
Schedule of Payments Due for Operating Leases | The following table represents payments due for operating leases: December 31, 2022 2023 $ 0.5 2024 0.1 2025 0.1 2026 0.1 2027 0.1 Thereafter — Total $ 0.9 |
Restructuring Activities (Table
Restructuring Activities (Tables) | 12 Months Ended |
Dec. 31, 2022 | |
Restructuring and Related Activities [Abstract] | |
Schedule of Summary of Severance and Other Restructuring Costs | The following table summarizes severance and other restructuring (credits) and costs, which includes employee-related costs, facility rent and exit costs, relocation, recruiting, travel and other, for the years ended December 31, 2022, 2021 and 2020: Year Ended December 31, 2022 2021 2020 Severance: Cost of sales $ — $ 0.4 $ 4.6 Selling, general, and administrative expenses — 0.8 5.5 Total severance costs — 1.2 10.1 Other restructuring: Cost of sales (1.0) 2.2 1.1 Selling, general, and administrative expenses — 0.1 2.4 Total other restructuring (credits) costs (1.0) 2.3 3.5 Total restructuring (credits) costs $ (1.0) $ 3.5 $ 13.6 |
Schedule of Restructuring Activity by Type | The following tables summarize our restructuring accrual activities: Year Ended December 31, 2022 Cryo Tank Solutions Heat Transfer Systems Specialty Products Repair, Service & Leasing Corporate Total Balance as of December 31, 2021 $ 0.4 $ 0.5 $ — $ 1.4 $ — $ 2.3 Restructuring charges 0.1 0.3 — (1.4) — (1.0) Cash payments and other (0.4) (0.8) 0.1 — — (1.1) Balance as of December 31, 2022 $ 0.1 $ — $ 0.1 $ — $ — $ 0.2 Year Ended December 31, 2021 Cryo Tank Solutions Heat Transfer Systems Specialty Products Repair, Service & Leasing Corporate Total Balance as of December 31, 2020 $ 0.5 $ 0.2 $ — $ — $ 0.1 $ 0.8 Restructuring charges 0.3 1.7 — 1.5 — 3.5 Cash payments and other (0.4) (1.4) — (0.1) (0.1) (2.0) Balance as of December 31, 2021 $ 0.4 $ 0.5 $ — $ 1.4 $ — $ 2.3 Year Ended December 31, 2020 Cryo Tank Solutions Heat Transfer Systems Specialty Products Repair, Service & Leasing Corporate Total Balance as of December 31, 2019 $ 0.5 $ 0.2 $ — $ — $ 0.2 $ 0.9 Restructuring charges 2.7 7.4 0.7 0.2 2.6 13.6 Cash payments and other (2.7) (7.4) (0.7) (0.2) (2.7) (13.7) Balance as of December 31, 2020 $ 0.5 $ 0.2 $ — $ — $ 0.1 $ 0.8 |
Nature of Operations and Prin_2
Nature of Operations and Principles of Consolidation (Details) | Dec. 31, 2022 location |
Organization, Consolidation and Presentation of Financial Statements [Abstract] | |
Number of locations (location) | 29 |
Significant Accounting Polici_4
Significant Accounting Policies (Details) - USD ($) $ / shares in Units, shares in Thousands | 3 Months Ended | 12 Months Ended | |||||
Mar. 31, 2020 | Dec. 31, 2022 | Dec. 31, 2021 | Dec. 31, 2020 | Mar. 11, 2020 | Nov. 06, 2017 | ||
Disaggregation of Revenue | |||||||
Shares authorized for repurchase | $ 75,000,000 | ||||||
Shares repurchased during the period (shares) | 760 | ||||||
Weighted average share price of shares repurchased (per share) | $ 25.40 | ||||||
Common stock repurchases | $ 19,300,000 | $ 19,300,000 | [1] | ||||
Sales | $ 1,612,400,000 | $ 1,317,700,000 | 1,177,100,000 | ||||
Cost of sales | 1,205,000,000 | 993,500,000 | 845,000,000 | ||||
Advertising costs | 3,500,000 | 3,900,000 | 2,700,000 | ||||
Research and development expense | 13,500,000 | 12,700,000 | 9,100,000 | ||||
Interest expense excluding amortization | 28,800,000 | 10,700,000 | 17,700,000 | ||||
(Loss) income from continuing operations | $ 80,200,000 | $ 59,100,000 | $ 68,900,000 | ||||
Income (loss) from continuing operations, basic (usd per share) | $ 2.21 | $ 1.66 | $ 1.95 | ||||
Income (loss) from continuing operations, diluted (usd per share) | $ 1.92 | $ 1.44 | $ 1.89 | ||||
Scenario, Plan | |||||||
Disaggregation of Revenue | |||||||
Interest expense excluding amortization | $ 8,800,000 | $ 8,400,000 | |||||
(Loss) income from continuing operations | $ 74,900,000 | $ 52,600,000 | |||||
Income (loss) from continuing operations, basic (usd per share) | $ 0.14 | $ 0.18 | |||||
Income (loss) from continuing operations, diluted (usd per share) | $ 0.13 | $ 0.16 | |||||
Convertible Notes, due 2024 | Convertible Debt | |||||||
Disaggregation of Revenue | |||||||
Principal amount | $ 258,800,000 | $ 258,800,000 | $ 258,800,000 | ||||
Interest expense excluding amortization | 4,000,000 | 2,600,000 | $ 2,600,000 | ||||
Shipping | |||||||
Disaggregation of Revenue | |||||||
Sales | 17,800,000 | 11,800,000 | 10,600,000 | ||||
Cost of sales | $ 18,300,000 | $ 17,600,000 | $ 15,000,000 | ||||
Minimum | |||||||
Disaggregation of Revenue | |||||||
Finite lived intangible asset useful life | 2 years | ||||||
Maximum | |||||||
Disaggregation of Revenue | |||||||
Finite lived intangible asset useful life | 15 years | ||||||
[1]Includes $19.3 in shares repurchased through our share repurchase program. Refer to Note 2, “Significant Accounting Policies,” for further information. |
Significant Accounting Polici_5
Significant Accounting Policies - Impact on Financial Statements (Details) - USD ($) $ in Millions | Dec. 31, 2022 | Dec. 31, 2021 | Jan. 01, 2021 | Dec. 31, 2020 |
Liabilities | ||||
Accrued income taxes | $ 3.5 | $ 16.1 | $ 46.5 | |
Current convertible notes | 256.9 | 255.9 | 220.9 | |
Long-term deferred tax liabilities | 46.1 | 59.8 | 60.2 | |
Equity | ||||
Additional paid-in capital | 1,850.2 | 779 | 780.8 | |
Retained earnings | 902.2 | 878.2 | 808.4 | |
Unamortized discount | 29.9 | 0 | ||
Unamortized debt issuance costs | 4.8 | 0 | ||
Convertible Notes, due 2024 | Convertible Debt | ||||
Equity | ||||
Unamortized discount | 34.8 | |||
Unamortized debt issuance costs | $ 1.9 | $ 2.9 | $ 3.9 | 3.1 |
Cumulative effect of accounting change | ||||
Liabilities | ||||
Accrued income taxes | (0.2) | |||
Current convertible notes | 34 | |||
Long-term deferred tax liabilities | (7.6) | |||
Equity | ||||
Additional paid-in capital | (36.9) | |||
Retained earnings | 10.7 | |||
Cumulative Effect, Period of Adoption, Adjusted Balance | ||||
Liabilities | ||||
Accrued income taxes | 46.3 | |||
Current convertible notes | 254.9 | |||
Long-term deferred tax liabilities | 52.6 | |||
Equity | ||||
Additional paid-in capital | 743.9 | |||
Retained earnings | $ 819.1 |
Discontinued Operations - Narra
Discontinued Operations - Narratives (Details) - USD ($) $ in Millions | 12 Months Ended | |||
Oct. 01, 2020 | Dec. 31, 2022 | Dec. 31, 2021 | Dec. 31, 2020 | |
Income Statement, Balance Sheet and Additional Disclosures by Disposal Groups, Including Discontinued Operations | ||||
Proceeds from sale of businesses | $ 0 | $ 0 | $ 317.5 | |
Assets disposed of by sales | Cryobiological products business | ||||
Income Statement, Balance Sheet and Additional Disclosures by Disposal Groups, Including Discontinued Operations | ||||
Proceeds from sale of businesses | $ 317.5 | |||
Net assets | 320 | |||
Estimated closing date adjustments | $ 2.5 | |||
Gain on sale of business, net of taxes | 0 | 224.2 | ||
Tax on gain on sale of business | 25.2 | |||
Interest expense, net | $ 0 | $ 7.4 |
Discontinued Operations - Incom
Discontinued Operations - Income for Discontinued Operations (Details) - USD ($) $ in Millions | 12 Months Ended | ||
Dec. 31, 2022 | Dec. 31, 2021 | Dec. 31, 2020 | |
Income Statement, Balance Sheet and Additional Disclosures by Disposal Groups, Including Discontinued Operations | |||
(Loss) income from discontinued operations, net of tax | $ (57.6) | $ 0 | $ 239.2 |
Assets disposed of by sales | |||
Income Statement, Balance Sheet and Additional Disclosures by Disposal Groups, Including Discontinued Operations | |||
Depreciation expense, discontinued operations | 0.7 | ||
Assets disposed of by sales | Cryobiological products business | |||
Income Statement, Balance Sheet and Additional Disclosures by Disposal Groups, Including Discontinued Operations | |||
Sales | 0 | 59.9 | |
Cost of sales | 0 | 31.8 | |
Selling, general and administrative expenses | 74.8 | 7.8 | |
Operating (loss) income | (74.8) | 20.3 | |
Interest expense, net | 0 | 7.4 | |
Other expense (income), net | 0 | 0.8 | |
(Loss) income before income taxes | (74.8) | 13.7 | |
Income tax benefit | (17.2) | (1.3) | |
(Loss) income from discontinued operations before gain on sale of business | (57.6) | 15 | |
Gain on sale of business, net of taxes | 0 | 224.2 | |
(Loss) income from discontinued operations, net of tax | $ (57.6) | 239.2 | |
Tax on gain on sale of business | $ 25.2 |
Discontinued Operations - Cash
Discontinued Operations - Cash Flows Related to Discontinued Operations (Details) $ in Millions | 12 Months Ended |
Dec. 31, 2020 USD ($) | |
Net Cash Provided by (Used in) Discontinued Operations [Abstract] | |
Operating activities | $ 18.3 |
Investing activities | 316.7 |
Net cash provided by discontinued operations | $ 335 |
Segment and Geographic Inform_3
Segment and Geographic Information - Segment Income (Details) - USD ($) $ in Millions | 12 Months Ended | ||
Dec. 31, 2022 | Dec. 31, 2021 | Dec. 31, 2020 | |
Segment Reporting Information | |||
Sales | $ 1,612.4 | $ 1,317.7 | $ 1,177.1 |
Depreciation and amortization expense | 81.9 | 80.6 | 84.5 |
Operating income (loss) | 151.5 | 88.5 | 92.2 |
Restructuring charges | (1) | 3.5 | 13.6 |
Asset impairments | 0 | 0 | 16 |
Operating Segments | Cryo Tank Solutions | |||
Segment Reporting Information | |||
Sales | 504.3 | 447.4 | 415.8 |
Depreciation and amortization expense | 16.7 | 14.9 | 18.5 |
Operating income (loss) | 54 | 52.9 | 52.5 |
Restructuring charges | 0.1 | 0.3 | 2.7 |
Operating Segments | Heat Transfer Systems | |||
Segment Reporting Information | |||
Sales | 462.7 | 262.7 | 369.8 |
Depreciation and amortization expense | 29.3 | 37.6 | 48.3 |
Operating income (loss) | 51.7 | (12.3) | 11.2 |
Restructuring charges | 0.3 | 1.7 | 7.4 |
Operating Segments | Specialty Products | |||
Segment Reporting Information | |||
Sales | 448.3 | 432.9 | 242.6 |
Depreciation and amortization expense | 16.4 | 15.1 | 4.8 |
Operating income (loss) | 72.9 | 94.1 | 60.7 |
Restructuring charges | 0 | 0 | 0.7 |
Operating Segments | Repair, Service & Leasing | |||
Segment Reporting Information | |||
Sales | 209.6 | 187 | 158.3 |
Depreciation and amortization expense | 17.1 | 11.3 | 10.9 |
Operating income (loss) | 51 | 23.3 | 30.3 |
Restructuring charges | (1.4) | 1.5 | 0.2 |
Intersegment Eliminations | |||
Segment Reporting Information | |||
Sales | (12.5) | (12.3) | (9.4) |
Depreciation and amortization expense | 0 | 0 | 0 |
Operating income (loss) | 0 | 0 | 0 |
Corporate | |||
Segment Reporting Information | |||
Sales | 0 | 0 | 0 |
Depreciation and amortization expense | 2.4 | 1.7 | 2 |
Operating income (loss) | (78.1) | (69.5) | (62.5) |
Restructuring charges | $ 0 | $ 0 | $ 2.6 |
Segment and Geographic Inform_4
Segment and Geographic Information - Product Sales Information (Details) - USD ($) $ in Millions | 12 Months Ended | ||
Dec. 31, 2022 | Dec. 31, 2021 | Dec. 31, 2020 | |
Segment Reporting Information | |||
Sales | $ 1,612.4 | $ 1,317.7 | $ 1,177.1 |
North America | |||
Segment Reporting Information | |||
Sales | 980.9 | 665.8 | 633.1 |
Europe, Middle East, Africa and India | |||
Segment Reporting Information | |||
Sales | 434.4 | 419.8 | 361 |
Asia Pacific | |||
Segment Reporting Information | |||
Sales | 187.9 | 223.7 | 173.8 |
Rest of the World | |||
Segment Reporting Information | |||
Sales | 9.2 | 8.4 | 9.2 |
United States | |||
Segment Reporting Information | |||
Sales | $ 938.5 | $ 585.9 | $ 576.8 |
United States | Sales | Geographic Concentration Risk | |||
Segment Reporting Information | |||
Concentration risk (percent) | 58.20% | 44.50% | 49% |
China | |||
Segment Reporting Information | |||
Sales | $ 58.3 | $ 136.2 | $ 100.7 |
China | Sales | Geographic Concentration Risk | |||
Segment Reporting Information | |||
Concentration risk (percent) | 3.60% | 10.30% | 8.60% |
Operating Segments | Cryo Tank Solutions | |||
Segment Reporting Information | |||
Sales | $ 504.3 | $ 447.4 | $ 415.8 |
Operating Segments | Cryo Tank Solutions | North America | |||
Segment Reporting Information | |||
Sales | 214.8 | 178.3 | 168 |
Operating Segments | Cryo Tank Solutions | Europe, Middle East, Africa and India | |||
Segment Reporting Information | |||
Sales | 185.7 | 155.2 | 165.3 |
Operating Segments | Cryo Tank Solutions | Asia Pacific | |||
Segment Reporting Information | |||
Sales | 98.1 | 109.9 | 76.1 |
Operating Segments | Cryo Tank Solutions | Rest of the World | |||
Segment Reporting Information | |||
Sales | 5.7 | 4 | 6.4 |
Operating Segments | Heat Transfer Systems | |||
Segment Reporting Information | |||
Sales | 462.7 | 262.7 | 369.8 |
Operating Segments | Heat Transfer Systems | North America | |||
Segment Reporting Information | |||
Sales | 323.5 | 181.1 | 259.4 |
Operating Segments | Heat Transfer Systems | Europe, Middle East, Africa and India | |||
Segment Reporting Information | |||
Sales | 97.5 | 28.6 | 39.3 |
Operating Segments | Heat Transfer Systems | Asia Pacific | |||
Segment Reporting Information | |||
Sales | 40.1 | 51.6 | 69.3 |
Operating Segments | Heat Transfer Systems | Rest of the World | |||
Segment Reporting Information | |||
Sales | 1.6 | 1.4 | 1.8 |
Operating Segments | Specialty Products | |||
Segment Reporting Information | |||
Sales | 448.3 | 432.9 | 242.6 |
Operating Segments | Specialty Products | North America | |||
Segment Reporting Information | |||
Sales | 302.2 | 193.2 | 98.9 |
Operating Segments | Specialty Products | Europe, Middle East, Africa and India | |||
Segment Reporting Information | |||
Sales | 113.2 | 204.1 | 121.8 |
Operating Segments | Specialty Products | Asia Pacific | |||
Segment Reporting Information | |||
Sales | 32.2 | 33.9 | 21.4 |
Operating Segments | Specialty Products | Rest of the World | |||
Segment Reporting Information | |||
Sales | 0.7 | 1.7 | 0.5 |
Operating Segments | Repair, Service & Leasing | |||
Segment Reporting Information | |||
Sales | 209.6 | 187 | 158.3 |
Operating Segments | Repair, Service & Leasing | North America | |||
Segment Reporting Information | |||
Sales | 147 | 118.6 | 111.2 |
Operating Segments | Repair, Service & Leasing | Europe, Middle East, Africa and India | |||
Segment Reporting Information | |||
Sales | 41.9 | 36.4 | 38.1 |
Operating Segments | Repair, Service & Leasing | Asia Pacific | |||
Segment Reporting Information | |||
Sales | 19.3 | 30.6 | 8.4 |
Operating Segments | Repair, Service & Leasing | Rest of the World | |||
Segment Reporting Information | |||
Sales | 1.4 | 1.4 | 0.6 |
Intersegment Eliminations | |||
Segment Reporting Information | |||
Sales | (12.5) | (12.3) | (9.4) |
Intersegment Eliminations | North America | |||
Segment Reporting Information | |||
Sales | (6.6) | (5.4) | (4.4) |
Intersegment Eliminations | Europe, Middle East, Africa and India | |||
Segment Reporting Information | |||
Sales | (3.9) | (4.5) | (3.5) |
Intersegment Eliminations | Asia Pacific | |||
Segment Reporting Information | |||
Sales | (1.8) | (2.3) | (1.4) |
Intersegment Eliminations | Rest of the World | |||
Segment Reporting Information | |||
Sales | $ (0.2) | $ (0.1) | $ (0.1) |
Segment and Geographic Inform_5
Segment and Geographic Information - Assets (Details) - USD ($) $ in Millions | Dec. 31, 2022 | Dec. 31, 2021 | Dec. 31, 2020 |
Revenues from External Customers and Long-Lived Assets | |||
Assets | $ 5,901.9 | $ 3,043.8 | |
Goodwill | 992 | 994.6 | $ 865.9 |
Identifiable intangible assets, net | 535.3 | 556.1 | |
Insurance receivable, net of tax | 251.4 | 0 | |
Cryo Tank Solutions | |||
Revenues from External Customers and Long-Lived Assets | |||
Goodwill | 79.1 | 84.9 | 93.2 |
Heat Transfer Systems | |||
Revenues from External Customers and Long-Lived Assets | |||
Goodwill | 430.5 | 433.6 | 435.2 |
Specialty Products | |||
Revenues from External Customers and Long-Lived Assets | |||
Goodwill | 304 | 300.9 | 172.4 |
Repair, Service & Leasing | |||
Revenues from External Customers and Long-Lived Assets | |||
Goodwill | 178.4 | 175.2 | $ 165.1 |
Operating Segments | |||
Revenues from External Customers and Long-Lived Assets | |||
Assets | 1,292.5 | 1,146.7 | |
Operating Segments | Cryo Tank Solutions | |||
Revenues from External Customers and Long-Lived Assets | |||
Assets | 382 | 407.2 | |
Operating Segments | Heat Transfer Systems | |||
Revenues from External Customers and Long-Lived Assets | |||
Assets | 298.6 | 225.8 | |
Operating Segments | Specialty Products | |||
Revenues from External Customers and Long-Lived Assets | |||
Assets | 429.8 | 327.5 | |
Operating Segments | Repair, Service & Leasing | |||
Revenues from External Customers and Long-Lived Assets | |||
Assets | 182.1 | 186.2 | |
Corporate | |||
Revenues from External Customers and Long-Lived Assets | |||
Assets | $ 2,830.7 | $ 346.4 |
Segment and Geographic Inform_6
Segment and Geographic Information - Geographic Information (Details) - USD ($) $ in Millions | Dec. 31, 2022 | Dec. 31, 2021 |
Segment Reporting Information | ||
Property, plant and equipment, net | $ 430 | $ 416 |
United States | ||
Segment Reporting Information | ||
Property, plant and equipment, net | 262 | 234 |
Foreign | ||
Segment Reporting Information | ||
Property, plant and equipment, net | 168 | 182 |
Italy | ||
Segment Reporting Information | ||
Property, plant and equipment, net | 56.4 | 60.7 |
China | ||
Segment Reporting Information | ||
Property, plant and equipment, net | 49.3 | 58.8 |
Czech Republic | ||
Segment Reporting Information | ||
Property, plant and equipment, net | 26.6 | 29.9 |
Germany | ||
Segment Reporting Information | ||
Property, plant and equipment, net | 16.3 | 16.5 |
India | ||
Segment Reporting Information | ||
Property, plant and equipment, net | 19.3 | 16.1 |
Other foreign countries | ||
Segment Reporting Information | ||
Property, plant and equipment, net | $ 0.1 | $ 0 |
Revenue - Disaggregation by Tim
Revenue - Disaggregation by Timing (Details) - USD ($) $ in Millions | 12 Months Ended | ||
Dec. 31, 2022 | Dec. 31, 2021 | Dec. 31, 2020 | |
Disaggregation of Revenue | |||
Sales to external customers | $ 1,612.4 | $ 1,317.7 | $ 1,177.1 |
Point in time | |||
Disaggregation of Revenue | |||
Sales to external customers | 781.1 | 835.7 | 697.3 |
Over time | |||
Disaggregation of Revenue | |||
Sales to external customers | 831.3 | 482 | 479.8 |
Operating Segments | Cryo Tank Solutions | |||
Disaggregation of Revenue | |||
Sales to external customers | 504.3 | 447.4 | 415.8 |
Operating Segments | Cryo Tank Solutions | Point in time | |||
Disaggregation of Revenue | |||
Sales to external customers | 443.4 | 407.6 | 378.3 |
Operating Segments | Cryo Tank Solutions | Over time | |||
Disaggregation of Revenue | |||
Sales to external customers | 60.9 | 39.8 | 37.5 |
Operating Segments | Heat Transfer Systems | |||
Disaggregation of Revenue | |||
Sales to external customers | 462.7 | 262.7 | 369.8 |
Operating Segments | Heat Transfer Systems | Point in time | |||
Disaggregation of Revenue | |||
Sales to external customers | 27.3 | 19.2 | 28.6 |
Operating Segments | Heat Transfer Systems | Over time | |||
Disaggregation of Revenue | |||
Sales to external customers | 435.4 | 243.5 | 341.2 |
Operating Segments | Specialty Products | |||
Disaggregation of Revenue | |||
Sales to external customers | 448.3 | 432.9 | 242.6 |
Operating Segments | Specialty Products | Point in time | |||
Disaggregation of Revenue | |||
Sales to external customers | 214.8 | 300.5 | 184.6 |
Operating Segments | Specialty Products | Over time | |||
Disaggregation of Revenue | |||
Sales to external customers | 233.5 | 132.4 | 58 |
Operating Segments | Repair, Service & Leasing | |||
Disaggregation of Revenue | |||
Sales to external customers | 209.6 | 187 | 158.3 |
Operating Segments | Repair, Service & Leasing | Point in time | |||
Disaggregation of Revenue | |||
Sales to external customers | 104.4 | 119.1 | 110.3 |
Operating Segments | Repair, Service & Leasing | Over time | |||
Disaggregation of Revenue | |||
Sales to external customers | 105.2 | 67.9 | 48 |
Intersegment Eliminations | |||
Disaggregation of Revenue | |||
Sales to external customers | (12.5) | (12.3) | (9.4) |
Intersegment Eliminations | Point in time | |||
Disaggregation of Revenue | |||
Sales to external customers | (8.8) | (10.7) | (4.5) |
Intersegment Eliminations | Over time | |||
Disaggregation of Revenue | |||
Sales to external customers | $ (3.7) | $ (1.6) | $ (4.9) |
Revenue - Change in Contract As
Revenue - Change in Contract Assets and Liabilities (Details) $ in Millions | 12 Months Ended |
Dec. 31, 2022 USD ($) | |
Contract assets | |
Accounts receivable, net of allowances, beginning | $ 236.3 |
Change in accounts receivable | 42.1 |
Accounts receivable, net of allowances, ending | 278.4 |
Unbilled contract revenue, beginning | 93.5 |
Change in unbilled contract revenue | 40.2 |
Unbilled contract revenue, ending | $ 133.7 |
Change in accounts receivable (as a percentage) | 17.80% |
Change in unbilled contract revenue (as a percentage) | 43% |
Contract liabilities | |
Customer advances and billings in excess of contract revenue, beginning | $ 148.5 |
Change in customer advances and billings in excess of contract revenue | 22.1 |
Customer advances and billings in excess of contract revenue, ending | 170.6 |
Long term deferred revenue, beginning | 0.4 |
Change in long-term deferred revenue | (0.1) |
Long-term deferred revenue, ending | $ 0.3 |
Change in customer advances and billings in excess of contract revenue (as a percentage) | 14.90% |
Change in long-term deferred revenue (as a percentage) | (25.00%) |
Revenue - Narratives (Details)
Revenue - Narratives (Details) - USD ($) $ in Millions | 12 Months Ended | |
Dec. 31, 2022 | Dec. 31, 2021 | |
Revenue from Contract with Customer [Abstract] | ||
Contract revenue recognized | $ 127.8 | $ 104.3 |
Remaining performance obligation | $ 2,338.1 | |
Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction, Start Date [Axis]: 2023-01-01 | ||
Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction | ||
Performance obligation period | 12 months | |
Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction, Start Date [Axis]: 2023-01-01 | Maximum | ||
Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction | ||
Remaining performance obligation period (percentage) | 60% |
Investments - Equity Method Inv
Investments - Equity Method Investments (Details) - USD ($) $ in Millions | 12 Months Ended | ||
Dec. 31, 2022 | Dec. 31, 2021 | Dec. 31, 2020 | |
Equity Securities | |||
Equity method investments, beginning balance | $ 99.6 | $ 5.3 | |
New investments | 0.5 | 58.7 | |
Realized gain on investment in equity securities | 0.3 | 0 | $ 0 |
Reclassification from investments in equity securities to equity method investments | 36.8 | ||
Reclassification due to acquisition of investee | (0.5) | 7.6 | |
Equity in earnings of unconsolidated affiliates, net | (0.5) | 0.4 | |
Foreign currency translation adjustments and other | (6.4) | (1.6) | |
Equity method investments, ending balance | $ 93 | $ 99.6 | $ 5.3 |
Investments - Equity Method I_2
Investments - Equity Method Investment Narrative (Details) $ in Thousands, € in Millions, $ in Millions | 3 Months Ended | 12 Months Ended | |||||||||||
May 04, 2022 USD ($) | Dec. 14, 2021 USD ($) | Sep. 07, 2021 USD ($) | Sep. 07, 2021 CAD ($) | Jun. 30, 2021 USD ($) | Jun. 30, 2021 EUR (€) | Dec. 31, 2020 USD ($) | Dec. 31, 2020 CAD ($) | Dec. 31, 2022 USD ($) | Dec. 31, 2021 USD ($) | Dec. 31, 2020 USD ($) | Mar. 31, 2022 | Aug. 27, 2021 USD ($) | |
Debt and Equity Securities, FV-NI | |||||||||||||
Payments to acquire equity method investments | $ 500 | $ 58,700 | |||||||||||
Equity method investments | $ 5,300 | 93,000 | 99,600 | $ 5,300 | |||||||||
Equity in (loss) earnings of unconsolidated affiliates, net | (500) | 300 | 0 | ||||||||||
(Decrease) increase in fair value of investments in equity securities | 13,100 | 3,200 | |||||||||||
Realized gain on investment in equity securities | $ 2,600 | 0 | 2,600 | 0 | |||||||||
Payment for acquisition of businesses, net of cash acquired | 25,800 | 205,100 | $ 51,900 | ||||||||||
Cryomotive GmbH | |||||||||||||
Debt and Equity Securities, FV-NI | |||||||||||||
Payments to acquire equity method investments | $ 8,200 | € 6.8 | |||||||||||
Equity investments, ownership interest | 24.90% | 24.90% | |||||||||||
Equity method investments | 4,900 | 7,100 | |||||||||||
Equity in (loss) earnings of unconsolidated affiliates, net | (1,700) | (600) | |||||||||||
HTEC | |||||||||||||
Debt and Equity Securities, FV-NI | |||||||||||||
Payments to acquire equity method investments | $ 50,500 | $ 63.5 | $ 15,700 | $ 20 | |||||||||
Equity investments, ownership interest | 25% | 25% | 15.60% | 15.60% | |||||||||
Equity method investments | 80,800 | 86,400 | |||||||||||
Equity in (loss) earnings of unconsolidated affiliates, net | $ (400) | 200 | |||||||||||
(Decrease) increase in fair value of investments in equity securities | 20,700 | ||||||||||||
Hudson Products | |||||||||||||
Debt and Equity Securities, FV-NI | |||||||||||||
Equity investments, ownership interest | 50% | ||||||||||||
Equity method investments | $ 4,000 | 3,300 | |||||||||||
Equity in (loss) earnings of unconsolidated affiliates, net | $ 1,100 | 500 | $ 300 | ||||||||||
Liberty LNG | |||||||||||||
Debt and Equity Securities, FV-NI | |||||||||||||
Equity investments, ownership interest | 25% | ||||||||||||
Equity method investments | $ 2,900 | 2,400 | |||||||||||
Equity in (loss) earnings of unconsolidated affiliates, net | 500 | 300 | (1,000) | ||||||||||
AdEdge India | |||||||||||||
Debt and Equity Securities, FV-NI | |||||||||||||
Equity investments, ownership interest | 50% | 50% | 50% | ||||||||||
Equity method investments | $ 500 | ||||||||||||
Realized gain on investment in equity securities | $ 300 | ||||||||||||
Payments to acquire business | 400 | ||||||||||||
Payment for acquisition of businesses, net of cash acquired | 300 | ||||||||||||
Cash acquired from acquisition | $ 100 | ||||||||||||
Other Equity Investments | |||||||||||||
Debt and Equity Securities, FV-NI | |||||||||||||
Equity in (loss) earnings of unconsolidated affiliates, net | $ 400 | $ 400 | $ 400 |
Investments - Investments in Eq
Investments - Investments in Equity Securities (Details) - USD ($) $ in Thousands | 12 Months Ended | |||
Dec. 14, 2021 | Dec. 31, 2022 | Dec. 31, 2021 | Dec. 31, 2020 | |
Equity Securities | ||||
Beginning balance | $ 77,800 | $ 73,600 | ||
New investments | 9,400 | 45,200 | ||
Reclassification due to acquisition of investee | 500 | (7,600) | ||
Reclassification from investments in equity securities to equity method investments | (36,800) | |||
(Decrease) increase in fair value of investments in equity securities | 13,100 | 3,200 | ||
Realized gain on investment in equity securities | $ 2,600 | 0 | 2,600 | $ 0 |
Foreign currency translation adjustments and other | (3,800) | (2,400) | ||
Ending balance | 96,500 | 77,800 | 73,600 | |
Investment in Equity Securities Level 1 | ||||
Equity Securities | ||||
Beginning balance | 31,300 | 53,800 | ||
New investments | 0 | 0 | ||
Reclassification due to acquisition of investee | 0 | |||
Reclassification from investments in equity securities to equity method investments | 0 | |||
(Decrease) increase in fair value of investments in equity securities | (11,800) | (19,700) | ||
Realized gain on investment in equity securities | 0 | |||
Foreign currency translation adjustments and other | (2,300) | (2,800) | ||
Ending balance | 17,200 | 31,300 | 53,800 | |
Investment in Equity Securities, Level 2 | ||||
Equity Securities | ||||
Beginning balance | 6,200 | 4,100 | ||
New investments | 0 | 0 | ||
Reclassification due to acquisition of investee | 0 | |||
Reclassification from investments in equity securities to equity method investments | 0 | |||
(Decrease) increase in fair value of investments in equity securities | 1,600 | 2,200 | ||
Realized gain on investment in equity securities | 0 | |||
Foreign currency translation adjustments and other | 0 | (100) | ||
Ending balance | 7,800 | 6,200 | 4,100 | |
Investments in Equity Securities, All Others | ||||
Equity Securities | ||||
Beginning balance | 40,300 | 15,700 | ||
New investments | 9,400 | 45,200 | ||
Reclassification due to acquisition of investee | (7,600) | |||
Reclassification from investments in equity securities to equity method investments | (36,800) | |||
(Decrease) increase in fair value of investments in equity securities | 23,300 | 20,700 | ||
Realized gain on investment in equity securities | 2,600 | |||
Foreign currency translation adjustments and other | (1,500) | 500 | ||
Ending balance | $ 71,500 | $ 40,300 | $ 15,700 |
Investments - Investments in _2
Investments - Investments in Equity Securities Narrative (Details) $ / shares in Units, $ in Thousands, € in Millions | 3 Months Ended | 12 Months Ended | |||||||||||
Dec. 14, 2021 USD ($) | Dec. 31, 2022 USD ($) $ / shares | Sep. 30, 2022 USD ($) | Mar. 31, 2022 USD ($) | Jun. 30, 2021 USD ($) | Dec. 31, 2022 USD ($) $ / shares shares | Dec. 31, 2021 USD ($) | Dec. 31, 2020 USD ($) | Dec. 31, 2022 EUR (€) | May 04, 2022 EUR (€) | Mar. 31, 2022 EUR (€) | Sep. 07, 2021 | Mar. 31, 2021 USD ($) | |
Debt and Equity Securities, FV-NI | |||||||||||||
Investments in equity securities | $ 96,500 | $ 96,500 | $ 77,800 | $ 73,600 | |||||||||
(Decrease) increase in fair value of investments in equity securities | 13,100 | 3,200 | |||||||||||
Payments to acquire investments | 9,900 | 103,900 | 50,800 | ||||||||||
Realized gain on investment in equity securities | $ 2,600 | 0 | 2,600 | 0 | |||||||||
Reclassification from investments in equity securities to equity method investments | 36,800 | ||||||||||||
Payments to acquire equity securities | 9,400 | 45,200 | |||||||||||
McPhy | |||||||||||||
Debt and Equity Securities, FV-NI | |||||||||||||
Investments in equity securities | 17,200 | 17,200 | 31,300 | ||||||||||
(Decrease) increase in fair value of investments in equity securities | (11,800) | (19,700) | 17,000 | ||||||||||
Stabilis Energy, Inc. | |||||||||||||
Debt and Equity Securities, FV-NI | |||||||||||||
Investments in equity securities | 7,800 | 7,800 | 6,200 | ||||||||||
(Decrease) increase in fair value of investments in equity securities | 1,600 | 2,200 | $ (2,900) | ||||||||||
Transform Materials | |||||||||||||
Debt and Equity Securities, FV-NI | |||||||||||||
Investments in equity securities | 25,100 | 25,100 | 25,100 | $ 25,100 | |||||||||
Shares owned (shares) | 5% | ||||||||||||
Svante Inc. | |||||||||||||
Debt and Equity Securities, FV-NI | |||||||||||||
Investments in equity securities | 38,500 | 38,500 | 15,100 | $ 15,100 | |||||||||
Shares owned (shares) | 10% | 10% | |||||||||||
Earthly Labs Inc. | |||||||||||||
Debt and Equity Securities, FV-NI | |||||||||||||
Shares owned (shares) | 15% | ||||||||||||
Payments to acquire investments | $ 5,000 | ||||||||||||
Equity investments, ownership interest | 85% | ||||||||||||
HTEC | |||||||||||||
Debt and Equity Securities, FV-NI | |||||||||||||
(Decrease) increase in fair value of investments in equity securities | $ 20,700 | ||||||||||||
Equity investments, ownership interest | 15.60% | 25% | |||||||||||
HTEC | Nonconsolidated Investee or Group of Investees | |||||||||||||
Debt and Equity Securities, FV-NI | |||||||||||||
Reclassification from investments in equity securities to equity method investments | 20,700 | ||||||||||||
Hy24 | |||||||||||||
Debt and Equity Securities, FV-NI | |||||||||||||
Investments in equity securities | 900 | $ 2,400 | 900 | € 0.9 | € 0.9 | € 2.2 | |||||||
Cemvita Factory Inc., Gold Hydrogen LLC | |||||||||||||
Debt and Equity Securities, FV-NI | |||||||||||||
Investments in equity securities | 2,000 | 2,000 | |||||||||||
Payments to acquire equity securities | $ 1,000 | $ 1,000 | |||||||||||
Avina | |||||||||||||
Debt and Equity Securities, FV-NI | |||||||||||||
Investments in equity securities | 5,000 | $ 5,000 | |||||||||||
Payments to acquire equity securities | $ 5,000 | ||||||||||||
Avina | Series A Preferred Stock | |||||||||||||
Debt and Equity Securities, FV-NI | |||||||||||||
Additional number of shares (in shares) | shares | 294,627 | ||||||||||||
Shares price per share (usd per share) | $ / shares | $ 16.97 | $ 16.97 |
Investments - Narratives (Detai
Investments - Narratives (Details) € in Millions | Dec. 15, 2021 | Dec. 31, 2022 USD ($) | Dec. 31, 2022 EUR (€) | May 04, 2022 EUR (€) | Mar. 31, 2022 USD ($) | Mar. 31, 2022 EUR (€) | Dec. 31, 2021 USD ($) | Sep. 07, 2021 USD ($) | Apr. 05, 2021 EUR (€) | Dec. 31, 2020 USD ($) |
Debt and Equity Securities, FV-NI | ||||||||||
Investments in equity securities | $ | $ 96,500,000 | $ 77,800,000 | $ 73,600,000 | |||||||
Hy24 | ||||||||||
Debt and Equity Securities, FV-NI | ||||||||||
Assets under management, carrying amount | € | € 114,000 | |||||||||
Hydrogen Fund | ||||||||||
Debt and Equity Securities, FV-NI | ||||||||||
Investment term (in years) | 12 years | |||||||||
Hy24 | ||||||||||
Debt and Equity Securities, FV-NI | ||||||||||
Investments in equity securities | $ 900,000 | € 0.9 | € 0.9 | $ 2,400,000 | € 2.2 | |||||
Unfunded commitments | € | € 49.1 | |||||||||
Hydrogen Fund | Capital Commitment Condition One | ||||||||||
Debt and Equity Securities, FV-NI | ||||||||||
Aggregate capital commitments (in percent) | 15% | |||||||||
Hydrogen Fund | Capital Commitment Condition Two | ||||||||||
Debt and Equity Securities, FV-NI | ||||||||||
Aggregate capital commitments (in percent) | 20% | |||||||||
Hydrogen Fund | Class A1 | Capital Commitment Condition One | ||||||||||
Debt and Equity Securities, FV-NI | ||||||||||
Investment interest rate | 7% | |||||||||
Hydrogen Fund | Class A1 | Capital Commitment Condition Two | ||||||||||
Debt and Equity Securities, FV-NI | ||||||||||
Investment interest rate | 6.50% | |||||||||
Corporate Joint Venture | HTEC | Common Stock | ||||||||||
Debt and Equity Securities, FV-NI | ||||||||||
Right of refusal compensation percentage (percent) | 102% | |||||||||
Anniversary Period One | Corporate Joint Venture | HTEC | ||||||||||
Debt and Equity Securities, FV-NI | ||||||||||
Put option internal rate of return (percent) | 10% | |||||||||
Anniversary Period One | Corporate Joint Venture | HTEC | Common Stock | ||||||||||
Debt and Equity Securities, FV-NI | ||||||||||
Invested capital multiple rate | 1.65 | |||||||||
Anniversary Period One | Squared Capital | Corporate Joint Venture | ||||||||||
Debt and Equity Securities, FV-NI | ||||||||||
Shareholder distribution threshold | $ | $ 900,000,000 | |||||||||
Anniversary Period Two | Corporate Joint Venture | HTEC | ||||||||||
Debt and Equity Securities, FV-NI | ||||||||||
Put option internal rate of return (percent) | 12.50% | |||||||||
Anniversary Period Two | Corporate Joint Venture | HTEC | Common Stock | ||||||||||
Debt and Equity Securities, FV-NI | ||||||||||
Percentage of shares callable upon exercise of call option (percent) | 20% |
Inventories (Details)
Inventories (Details) - USD ($) $ in Millions | Dec. 31, 2022 | Dec. 31, 2021 |
Inventory Disclosure [Abstract] | ||
Raw materials and supplies | $ 218.9 | $ 178.8 |
Work in process | 57.8 | 64.4 |
Finished goods | 81.2 | 78.3 |
Total inventories, net | 357.9 | 321.5 |
Inventory valuation reserve | $ 8.2 | $ 10.9 |
Property, Plant and Equipment_2
Property, Plant and Equipment (Details) - USD ($) $ in Millions | 12 Months Ended | |
Dec. 31, 2022 | Dec. 31, 2021 | |
Property, Plant and Equipment | ||
Right-of-use assets | $ 46.9 | $ 48.3 |
Total property, plant and equipment, gross | 757.8 | 707.9 |
Less: accumulated depreciation | (327.8) | (291.9) |
Property, plant and equipment, net | 430 | 416 |
Land and buildings | ||
Property, Plant and Equipment | ||
Total property, plant and equipment, gross | $ 353.5 | 355.6 |
Land and buildings | Minimum | ||
Property, Plant and Equipment | ||
Property plant and equipment, useful life | 20 years | |
Land and buildings | Maximum | ||
Property, Plant and Equipment | ||
Property plant and equipment, useful life | 35 years | |
Machinery and equipment | ||
Property, Plant and Equipment | ||
Total property, plant and equipment, gross | $ 247.8 | 236.5 |
Machinery and equipment | Minimum | ||
Property, Plant and Equipment | ||
Property plant and equipment, useful life | 3 years | |
Machinery and equipment | Maximum | ||
Property, Plant and Equipment | ||
Property plant and equipment, useful life | 12 years | |
Computer equipment, furniture and fixtures | ||
Property, Plant and Equipment | ||
Total property, plant and equipment, gross | $ 43.1 | 38.8 |
Computer equipment, furniture and fixtures | Minimum | ||
Property, Plant and Equipment | ||
Property plant and equipment, useful life | 3 years | |
Computer equipment, furniture and fixtures | Maximum | ||
Property, Plant and Equipment | ||
Property plant and equipment, useful life | 7 years | |
Construction in process | ||
Property, Plant and Equipment | ||
Total property, plant and equipment, gross | $ 66.5 | $ 28.7 |
Property, Plant and Equipment -
Property, Plant and Equipment - Narratives (Details) - USD ($) $ in Millions | 12 Months Ended | ||
Dec. 31, 2022 | Dec. 31, 2021 | Dec. 31, 2020 | |
Property, Plant and Equipment [Abstract] | |||
Depreciation | $ 40.5 | $ 41.7 | $ 38.8 |
Goodwill and Intangible Asset_2
Goodwill and Intangible Assets - Goodwill Rollforward (Details) - USD ($) $ in Thousands | 12 Months Ended | |||||||
Dec. 31, 2022 | Dec. 31, 2021 | May 31, 2022 | May 16, 2022 | Dec. 14, 2021 | Aug. 27, 2021 | Jul. 01, 2021 | Feb. 16, 2021 | |
Goodwill | ||||||||
Beginning balance, goodwill | $ 994,600 | $ 865,900 | ||||||
Goodwill acquired during the period | 18,500 | 140,100 | ||||||
Foreign currency translation adjustments and other | (8,900) | (12,800) | ||||||
Purchase price adjustments | (12,200) | |||||||
Ending balance, goodwill | 992,000 | 994,600 | ||||||
Goodwill Impaired | ||||||||
Beginning Balance, accumulated goodwill impairment loss | 129,000 | 129,000 | ||||||
Ending Balance, accumulated goodwill impairment loss | 129,000 | 129,000 | ||||||
Fronti Fabrications Inc | ||||||||
Goodwill Impaired | ||||||||
Net assets acquired | $ 14,300 | |||||||
AdEdge | ||||||||
Goodwill | ||||||||
Purchase price adjustments | 500 | |||||||
Goodwill Impaired | ||||||||
Net assets acquired | 16,400 | $ 15,900 | ||||||
CSC Cryogenic Service Center AB | ||||||||
Goodwill Impaired | ||||||||
Net assets acquired | $ 3,100 | |||||||
L.A Turbine | ||||||||
Goodwill | ||||||||
Beginning balance, goodwill | 42,100 | |||||||
Goodwill acquired during the period | 42,100 | |||||||
Purchase price adjustments | 200 | |||||||
Ending balance, goodwill | 42,100 | |||||||
Goodwill Impaired | ||||||||
Net assets acquired | $ 78,000 | |||||||
Cryo Technologies | ||||||||
Goodwill Impaired | ||||||||
Net assets acquired | $ 34,900 | |||||||
Earthly Labs Inc. | ||||||||
Goodwill Impaired | ||||||||
Net assets acquired | 34,300 | $ 47,200 | ||||||
Cryo Tank Solutions | ||||||||
Goodwill | ||||||||
Beginning balance, goodwill | 84,900 | 93,200 | ||||||
Goodwill acquired during the period | 0 | 0 | ||||||
Foreign currency translation adjustments and other | (5,800) | (8,300) | ||||||
Purchase price adjustments | 0 | 0 | ||||||
Ending balance, goodwill | 79,100 | 84,900 | ||||||
Goodwill Impaired | ||||||||
Beginning Balance, accumulated goodwill impairment loss | 23,500 | 23,500 | ||||||
Ending Balance, accumulated goodwill impairment loss | 23,500 | 23,500 | ||||||
Heat Transfer Systems | ||||||||
Goodwill | ||||||||
Beginning balance, goodwill | 433,600 | 435,200 | ||||||
Goodwill acquired during the period | 0 | 2,900 | ||||||
Foreign currency translation adjustments and other | (3,100) | (4,500) | ||||||
Purchase price adjustments | 0 | 0 | ||||||
Ending balance, goodwill | 430,500 | 433,600 | ||||||
Goodwill Impaired | ||||||||
Beginning Balance, accumulated goodwill impairment loss | 49,300 | 49,300 | ||||||
Ending Balance, accumulated goodwill impairment loss | 49,300 | 49,300 | ||||||
Heat Transfer Systems | L.A Turbine | ||||||||
Goodwill | ||||||||
Goodwill acquired during the period | 2,900 | |||||||
Specialty Products | ||||||||
Goodwill | ||||||||
Beginning balance, goodwill | 300,900 | 172,400 | ||||||
Goodwill acquired during the period | 15,400 | 127,100 | ||||||
Foreign currency translation adjustments and other | (300) | 0 | ||||||
Purchase price adjustments | (12,000) | 1,400 | ||||||
Ending balance, goodwill | 304,000 | 300,900 | ||||||
Goodwill Impaired | ||||||||
Beginning Balance, accumulated goodwill impairment loss | 35,800 | 35,800 | ||||||
Ending Balance, accumulated goodwill impairment loss | 35,800 | 35,800 | ||||||
Specialty Products | Fronti Fabrications Inc | ||||||||
Goodwill | ||||||||
Goodwill acquired during the period | 14,300 | |||||||
Specialty Products | AdEdge | ||||||||
Goodwill | ||||||||
Goodwill acquired during the period | 1,100 | |||||||
Specialty Products | L.A Turbine | ||||||||
Goodwill | ||||||||
Goodwill acquired during the period | 29,100 | |||||||
Specialty Products | BIG | ||||||||
Goodwill | ||||||||
Purchase price adjustments | 1,400 | |||||||
Repair, Service & Leasing | ||||||||
Goodwill | ||||||||
Beginning balance, goodwill | 175,200 | 165,100 | ||||||
Goodwill acquired during the period | 3,100 | 10,100 | ||||||
Foreign currency translation adjustments and other | 300 | 0 | ||||||
Purchase price adjustments | (200) | 0 | ||||||
Ending balance, goodwill | 178,400 | 175,200 | ||||||
Goodwill Impaired | ||||||||
Beginning Balance, accumulated goodwill impairment loss | 20,400 | 20,400 | ||||||
Ending Balance, accumulated goodwill impairment loss | 20,400 | 20,400 | ||||||
Repair, Service & Leasing | CSC Cryogenic Service Center AB | ||||||||
Goodwill | ||||||||
Goodwill acquired during the period | $ 3,100 | |||||||
Repair, Service & Leasing | L.A Turbine | ||||||||
Goodwill | ||||||||
Goodwill acquired during the period | $ 10,100 |
Goodwill and Intangible Asset_3
Goodwill and Intangible Assets - Narratives (Details) - USD ($) | 12 Months Ended | ||
Dec. 31, 2022 | Dec. 31, 2021 | Dec. 31, 2020 | |
Finite-lived and Indefinite-lived Intangible Assets | |||
Intangible assets amortization expense | $ 41,400,000 | $ 38,900,000 | $ 45,700,000 |
Minimum | |||
Finite-lived and Indefinite-lived Intangible Assets | |||
Finite lived intangible asset useful life | 2 years | ||
Minimum | Government grants | |||
Finite-lived and Indefinite-lived Intangible Assets | |||
Finite lived intangible asset useful life | 10 years | ||
Maximum | |||
Finite-lived and Indefinite-lived Intangible Assets | |||
Government grants | $ 5,000,000 | ||
Finite lived intangible asset useful life | 15 years | ||
Maximum | Government grants | |||
Finite-lived and Indefinite-lived Intangible Assets | |||
Finite lived intangible asset useful life | 50 years |
Goodwill and Intangible Asset_4
Goodwill and Intangible Assets - Finite-lived and Indefinite-lived Intangible Assets (Details) - USD ($) $ in Millions | 12 Months Ended | |
Dec. 31, 2022 | Dec. 31, 2021 | |
Finite-lived and Indefinite-lived Intangible Assets | ||
Weighted-average Estimated Useful Life | 14 years | |
Gross Carrying Amount | $ 533.7 | $ 519.5 |
Accumulated Amortization | (154.8) | (118) |
Total intangible assets | 690.1 | 674.1 |
Trademarks and trade names | ||
Finite-lived and Indefinite-lived Intangible Assets | ||
Trademarks and trade names | 156.4 | 154.6 |
Accumulated impairment of indefinite lived assets | $ 16 | 16 |
Customer relationships | ||
Finite-lived and Indefinite-lived Intangible Assets | ||
Weighted-average Estimated Useful Life | 13 years | |
Gross Carrying Amount | $ 311.5 | 312.1 |
Accumulated Amortization | $ (104.6) | (82.2) |
Unpatented technology | ||
Finite-lived and Indefinite-lived Intangible Assets | ||
Weighted-average Estimated Useful Life | 14 years | |
Gross Carrying Amount | $ 202.5 | 184.6 |
Accumulated Amortization | $ (44.8) | (30.1) |
Patents and other | ||
Finite-lived and Indefinite-lived Intangible Assets | ||
Weighted-average Estimated Useful Life | 6 years | |
Gross Carrying Amount | $ 6.8 | 7.9 |
Accumulated Amortization | $ (2) | (2.3) |
Trademarks and trade names | ||
Finite-lived and Indefinite-lived Intangible Assets | ||
Weighted-average Estimated Useful Life | 16 years | |
Gross Carrying Amount | $ 2.5 | 3.5 |
Accumulated Amortization | $ (1.7) | (1.8) |
Land use rights | ||
Finite-lived and Indefinite-lived Intangible Assets | ||
Weighted-average Estimated Useful Life | 50 years | |
Gross Carrying Amount | $ 10.4 | 11.4 |
Accumulated Amortization | $ (1.7) | $ (1.6) |
Goodwill and Intangible Asset_5
Goodwill and Intangible Assets - Future Amortization Expense (Details) $ in Millions | Dec. 31, 2022 USD ($) |
Finite-Lived Intangible Assets, Net, Amortization Expense, Fiscal Year Maturity | |
2023 | $ 42.4 |
2024 | 41.2 |
2025 | 40.2 |
2026 | 39.7 |
2027 | $ 36.2 |
Goodwill and Intangible Asset_6
Goodwill and Intangible Assets - Government Grants (Details) - USD ($) $ in Millions | Dec. 31, 2022 | Dec. 31, 2021 |
Finite-lived and Indefinite-lived Intangible Assets | ||
Gross carrying amount | $ 533.7 | $ 519.5 |
Government grants | ||
Finite-lived and Indefinite-lived Intangible Assets | ||
Gross carrying amount | 6.6 | 7.5 |
Government grants | Current | ||
Finite-lived and Indefinite-lived Intangible Assets | ||
Gross carrying amount | 0.5 | 0.5 |
Government grants | Long-term | ||
Finite-lived and Indefinite-lived Intangible Assets | ||
Gross carrying amount | $ 6.1 | $ 7 |
Debt and Credit Arrangements -
Debt and Credit Arrangements - Summary of Outstanding Borrowings (Details) € in Millions | 12 Months Ended | ||||||
Dec. 31, 2022 USD ($) | Dec. 31, 2021 USD ($) | Dec. 31, 2020 USD ($) | Dec. 31, 2022 EUR (€) | Dec. 22, 2022 USD ($) | Jan. 01, 2021 USD ($) | Nov. 06, 2017 USD ($) | |
Debt Instrument | |||||||
Unamortized discount | $ (29,900,000) | $ 0 | |||||
Unamortized debt issuance costs | (4,800,000) | 0 | |||||
Total | 2,333,300,000 | ||||||
Total debt, net of debt issuance costs | 2,296,700,000 | 856,700,000 | |||||
Less: current maturities | 256,900,000 | 255,900,000 | |||||
Long-term debt | 2,039,800,000 | 600,800,000 | |||||
Interest expense, debt | 25,700,000 | 11,700,000 | $ 18,100,000 | ||||
Senior Secured And Unsecured Notes | |||||||
Debt Instrument | |||||||
Total | 1,935,300,000 | 0 | |||||
Senior secured notes due 2030 | Secured debt | |||||||
Debt Instrument | |||||||
Principal amount | $ 1,460,000,000 | 0 | $ 1,460,000,000 | ||||
Debt instrument stated interest rate (percent) | 7.50% | 7.50% | 7.50% | ||||
Interest expense, debt | $ 3,000,000 | 0 | 0 | ||||
Senior unsecured notes due 2031 | Unsecured Debt | |||||||
Debt Instrument | |||||||
Principal amount | $ 510,000,000 | 0 | $ 510,000,000 | ||||
Debt instrument stated interest rate (percent) | 9.50% | 9.50% | 9.50% | ||||
Interest expense, debt | $ 1,300,000 | 0 | 0 | ||||
Convertible Notes, due 2024 | Convertible Debt | |||||||
Debt Instrument | |||||||
Principal amount | 258,800,000 | 258,800,000 | $ 258,800,000 | ||||
Unamortized discount | (34,800,000) | ||||||
Unamortized debt issuance costs | (1,900,000) | (2,900,000) | $ (3,100,000) | $ (3,900,000) | |||
Convertible notes due November 2024, net of unamortized debt issuance costs | $ 256,900,000 | $ 255,900,000 | |||||
Debt instrument stated interest rate (percent) | 1.50% | 1% | 1% | 1.50% | 1% | ||
Interest expense, debt | $ 4,000,000 | $ 2,600,000 | $ 10,600,000 | ||||
Revolving Credit Facility | |||||||
Debt Instrument | |||||||
Interest expense, debt | 23,400,000 | 9,000,000 | 7,000,000 | ||||
Revolving Credit Facility | Senior secured revolving credit facility due October 2026 | |||||||
Debt Instrument | |||||||
Long-term debt, gross | $ 104,500,000 | 600,800,000 | |||||
Debt instrument weighted average interest rate (percent) | 3.40% | 3.40% | |||||
Letter of credit outstanding | $ 89,100,000 | ||||||
Line of credit remaining borrowing amount | 806,400,000 | ||||||
Interest expense, debt | 23,400,000 | $ 2,500,000 | $ 0 | ||||
Revolving Credit Facility | Euro Demoninated Senior Secured Revolving Credit Facility 2024 Credit Facilities | |||||||
Debt Instrument | |||||||
Long-term debt, gross | $ 104,500,000 | € 98 |
Debt and Credit Arrangements _2
Debt and Credit Arrangements - Scheduled Annual Maturities (Details) $ in Millions | Dec. 31, 2022 USD ($) |
For the Year Ending December 31, | |
2023 | $ 0 |
2024 | 258.8 |
2025 | 0 |
2026 | 104.5 |
2027 | 0 |
Thereafter | 1,970 |
Total | $ 2,333.3 |
Debt and Credit Arrangements _3
Debt and Credit Arrangements - Senior Secured and Unsecured Notes (Details) - USD ($) | 12 Months Ended | ||
Dec. 22, 2022 | Dec. 31, 2022 | Dec. 31, 2021 | |
Debt Instrument | |||
Unamortized discount | $ 29,900,000 | $ 0 | |
Howden And Subsidiaries | Scenario, Plan | |||
Debt Instrument | |||
Total consideration | 4,400,000,000 | ||
Secured and unsecured debt | |||
Debt Instrument | |||
Redemption price, percentage of principal amount redeemed (percent) | 40% | ||
Redemption price (percent) | 101% | ||
Unamortized discount | $ 30,000,000 | ||
Debt issuance cost | 4,800,000 | ||
Senior secured notes due 2030 | Secured debt | |||
Debt Instrument | |||
Principal amount | $ 1,460,000,000 | $ 1,460,000,000 | 0 |
Debt instrument stated interest rate (percent) | 7.50% | 7.50% | |
Issue price (percent) | 98.661% | ||
Senior unsecured notes due 2031 | Unsecured Debt | |||
Debt Instrument | |||
Principal amount | $ 510,000,000 | $ 510,000,000 | $ 0 |
Debt instrument stated interest rate (percent) | 9.50% | 9.50% | |
Issue price (percent) | 97.949% |
Debt and Credit Arrangements _4
Debt and Credit Arrangements - Senior Secured Revolving Credit Facility (Details) - USD ($) | 12 Months Ended | ||||
Nov. 21, 2022 | Oct. 18, 2021 | Dec. 31, 2022 | Dec. 31, 2021 | Dec. 31, 2020 | |
Debt Instrument | |||||
Unamortized debt issuance costs | $ 4,800,000 | $ 0 | |||
Financing costs amortization | 2,900,000 | 8,300,000 | $ 4,300,000 | ||
Term Loan 2024 Credit Facility | |||||
Debt Instrument | |||||
Write off of unamortized debt issuance costs | $ 3,700,000 | ||||
Revolving Credit Facility | |||||
Debt Instrument | |||||
Potential increase to applicable margin (percent) | 0.05% | ||||
Potential decrease to applicable margin (percent) | 0.05% | ||||
Potential increase to sustainability fee (percent) | 0.01% | ||||
Potential decrease to sustainability fee (percent) | 0.01% | ||||
Maximum percentage of capital stock guaranteed by company | 65% | ||||
Debt issuance costs | $ 1,500,000 | ||||
Financing costs amortization | 1,900,000 | 7,400,000 | 3,600,000 | ||
Revolving Credit Facility | Minimum | |||||
Debt Instrument | |||||
Incremental commitment amount | $ 10,000,000 | ||||
Incremental commitment amount, per lender | $ 1,000,000 | ||||
Revolving Credit Facility | Base Rate | Minimum | |||||
Debt Instrument | |||||
Debt instrument variable rate (percent) | 0.25% | ||||
Revolving Credit Facility | Base Rate | Maximum | |||||
Debt Instrument | |||||
Debt instrument variable rate (percent) | 1.25% | ||||
Revolving Credit Facility | LIBOR | Minimum | |||||
Debt Instrument | |||||
Debt instrument variable rate (percent) | 1.25% | ||||
Commitment fee (percent) | 0.20% | ||||
Revolving Credit Facility | LIBOR | Maximum | |||||
Debt Instrument | |||||
Debt instrument variable rate (percent) | 2.25% | ||||
Commitment fee (percent) | 0.35% | ||||
Revolving Credit Facility | Senior secured revolving credit facility 2024 | |||||
Debt Instrument | |||||
Maximum borrowing capacity | $ 1,000,000,000 | ||||
Unamortized debt issuance costs | $ 8,400,000 | ||||
Debt issuance cost, amortization term (term) | 5 years | ||||
Write off of unamortized debt issuance costs | $ 100,000 | ||||
Financing costs amortization | 300,000 | 0 | 300,000 | 0 | |
Revolving Credit Facility | Senior secured revolving credit facility 2024 | Scenario, Adjustment | |||||
Debt Instrument | |||||
Unamortized debt issuance costs | 7,100,000 | ||||
Revolving Credit Facility | Senior secured revolving credit facility due October 2026 | |||||
Debt Instrument | |||||
Financing costs amortization | 1,900,000 | 400,000 | 0 | ||
Revolving Credit Facility | Term Loan 2024 Credit Facility | |||||
Debt Instrument | |||||
Write off of unamortized debt issuance costs | 0 | 3,800,000 | 0 | ||
Financing costs amortization | $ 0 | $ 2,900,000 | $ 3,600,000 | ||
Revolving Credit Facility Sub-limit - Letters of Credit | Senior secured revolving credit facility due October 2026 | |||||
Debt Instrument | |||||
Maximum borrowing capacity | 150,000,000 | $ 350,000,000 | |||
Revolving Credit Facility Sub-limit - Discretionary Letters of Credit | Senior secured revolving credit facility due October 2026 | |||||
Debt Instrument | |||||
Maximum borrowing capacity | 200,000,000 | ||||
Revolving Credit Facility Sub-limit - Swingline | Senior secured revolving credit facility due October 2026 | |||||
Debt Instrument | |||||
Maximum borrowing capacity | 100,000,000 | ||||
Bridge Loan | Bridge Facility | |||||
Debt Instrument | |||||
Maximum borrowing capacity | $ 3,375,000,000 | ||||
Interest coverage ratio | 200% | ||||
Increased interest coverage ratio | 600% | ||||
Bridge Loan | Bridge Facility | Scenario, Plan | |||||
Debt Instrument | |||||
Interest coverage ratio | 250% | ||||
Increased interest coverage ratio | 500% | ||||
Maximum interest coverage ratio | 450% |
Debt and Credit Arrangements _5
Debt and Credit Arrangements - Interest Expense and Financing Cost Amortization (Details) - USD ($) $ in Millions | 12 Months Ended | |||
Oct. 18, 2021 | Dec. 31, 2022 | Dec. 31, 2021 | Dec. 31, 2020 | |
Line of Credit Facility | ||||
Notes, interest accretion of senior notes discount | $ 0 | $ 0 | $ 8 | |
Interest expense, debt | 25.7 | 11.7 | 18.1 | |
Financing costs amortization | 2.9 | 8.3 | 4.3 | |
Secured and unsecured debt | ||||
Line of Credit Facility | ||||
Notes, interest accretion of senior notes discount | 0.1 | 0 | 0 | |
Interest expense, debt | 4.4 | 0 | 0 | |
Senior secured notes due 2030 | Secured debt | ||||
Line of Credit Facility | ||||
Interest expense, debt | 3 | 0 | 0 | |
Senior unsecured notes due 2031 | Unsecured Debt | ||||
Line of Credit Facility | ||||
Interest expense, debt | 1.3 | 0 | 0 | |
Term long due June 2024 | ||||
Line of Credit Facility | ||||
Write off of unamortized debt issuance costs | $ 3.7 | |||
Revolving Credit Facility | ||||
Line of Credit Facility | ||||
Interest expense, debt | 23.4 | 9 | 7 | |
Financing costs amortization | 1.9 | 7.4 | 3.6 | |
Revolving Credit Facility | Senior secured revolving credit facilities due 2026 | ||||
Line of Credit Facility | ||||
Interest expense, debt | 23.4 | 2.5 | 0 | |
Financing costs amortization | 1.9 | 0.4 | 0 | |
Revolving Credit Facility | Term long due June 2024 | ||||
Line of Credit Facility | ||||
Interest expense, debt | 0 | 1.8 | 4.8 | |
Financing costs amortization | 0 | 2.9 | 3.6 | |
Write off of unamortized debt issuance costs | 0 | 3.8 | 0 | |
Revolving Credit Facility | Interest expense, senior secured revolving credit facilities due 2024 | ||||
Line of Credit Facility | ||||
Interest expense, debt | 0 | 4.7 | 2.2 | |
Revolving Credit Facility | Senior secured revolving credit facility 2024 | ||||
Line of Credit Facility | ||||
Financing costs amortization | 0.3 | $ 0 | $ 0.3 | $ 0 |
Write off of unamortized debt issuance costs | $ 0.1 |
Debt and Credit Arrangements _6
Debt and Credit Arrangements - 2024 Convertible Notes (Details) $ / shares in Units, shares in Thousands | 1 Months Ended | 12 Months Ended | ||||
Dec. 31, 2017 USD ($) | Dec. 31, 2022 USD ($) day $ / shares | Dec. 31, 2021 USD ($) | Dec. 31, 2020 | Nov. 06, 2017 USD ($) | Oct. 31, 2017 $ / shares shares | |
Debt Instrument | ||||||
Share price (usd per share) | $ / shares | $ 115.23 | |||||
Convertible Debt | Convertible Notes, due 2024 | ||||||
Debt Instrument | ||||||
Debt instrument stated interest rate (percent) | 1.50% | 1% | 1% | 1% | ||
Principal amount | $ | $ 258,800,000 | $ 258,800,000 | $ 258,800,000 | |||
Debt instrument, conversion price (usd per share) | $ / shares | $ 58.725 | |||||
Debt instrument, conversion premium (percentage) | 35% | |||||
Share price (usd per share) | $ / shares | $ 43.50 | |||||
Value of securities above principal amount of debt if converted | $ | $ 249,000,000 | |||||
Debt instrument, threshold for trading days | day | 20 | |||||
Debt instrument, threshold for consecutive trading days | day | 30 | |||||
Applicable conversion price threshold (as percentage) | 130% | |||||
Maximum days after five trading days | 5 days | |||||
Applicable conversion price, less than (as percentage) | 97% | |||||
Trigger price (usd per share) | $ / shares | $ 76.3425 | |||||
Non cash payment for derivative instrument | $ | $ 59,500,000 | |||||
Number of shares underlying warrant (shares) | shares | 4,410 | |||||
Proceeds from issuance of warrants | $ | $ 46,000,000 | |||||
Percentage above previous sales price | 65% | |||||
Net cost of convertible note hedge and warrant | $ | $ 13,500,000 | |||||
Share conversion rate | 0.0170285 | |||||
Convertible Debt | Convertible Notes, due 2024 | Maximum | ||||||
Debt Instrument | ||||||
Debt instrument, conversion price (usd per share) | $ / shares | $ 71.775 | $ 71.775 |
Debt and Credit Arrangements _7
Debt and Credit Arrangements - Notes Interest Accretion Schedule (Details) - USD ($) $ in Millions | 12 Months Ended | |||
Dec. 31, 2022 | Dec. 31, 2021 | Dec. 31, 2020 | Nov. 06, 2017 | |
Debt Instrument | ||||
Interest accretion of convertible notes discount | $ 0 | $ 0 | $ 8 | |
Interest expense excluding amortization | 28.8 | 10.7 | 17.7 | |
Total interest expense | 25.7 | 11.7 | 18.1 | |
Financing costs amortization | 2.9 | 8.3 | 4.3 | |
Convertible Debt | Convertible Notes, due 2024 | ||||
Debt Instrument | ||||
Interest accretion of convertible notes discount | 0 | 0 | 8 | |
Interest expense excluding amortization | 4 | 2.6 | 2.6 | |
Total interest expense | 4 | 2.6 | 10.6 | |
Financing costs amortization | $ 0.9 | $ 0.9 | $ 0.7 | |
Debt instrument stated interest rate (percent) | 1.50% | 1% | 1% | 1% |
Debt and Credit Arrangements _8
Debt and Credit Arrangements - Committed Bridge Loan Facility and Committed Term Loan B (Details) - USD ($) | 12 Months Ended | ||
Nov. 30, 2022 | Dec. 31, 2022 | Nov. 08, 2022 | |
Term Loan B | Term Loan | |||
Debt Instrument | |||
Maximum borrowing capacity | $ 1,434,800,000 | ||
Debt instrument, term | 7 years | ||
Term Loan B | Interest Rate Option Two | Term Loan | |||
Debt Instrument | |||
Debt instrument variable rate (percent) | 1.50% | ||
Term Loan B | SOFR | Interest Rate Option One | Term Loan | |||
Debt Instrument | |||
Debt instrument variable rate (percent) | 0.10% | ||
Term Loan B | Fed Funds Effective Rate Overnight Index Swap Rate | Interest Rate Option Two | Term Loan | |||
Debt Instrument | |||
Debt instrument variable rate (percent) | 0.50% | ||
Term Loan B | One Month Adjusted Term SOFR | Interest Rate Option Two | Term Loan | |||
Debt Instrument | |||
Debt instrument variable rate (percent) | 1% | ||
Term Loan B | Applicable Margin Rate | Interest Rate Option One | Term Loan | |||
Debt Instrument | |||
Debt instrument variable rate (percent) | 3.75% | ||
Term Loan B | Applicable Margin Rate | Interest Rate Option Two | Term Loan | |||
Debt Instrument | |||
Debt instrument variable rate (percent) | 2.75% | ||
Term Loan B | Minimum | Adjusted Term SOFR | Interest Rate Option One | Term Loan | |||
Debt Instrument | |||
Debt instrument variable rate (percent) | 0.50% | ||
Commitment Parties | Bridge Loan | |||
Debt Instrument | |||
Maximum borrowing capacity | $ 1,467,100,000 | $ 3,375,000,000 | |
Debt instrument, fee | 29.5 | ||
Commitment Parties | Bridge Loan | Scenario, Plan | |||
Debt Instrument | |||
Debt issuance cost | $ 26,100,000 |
Debt and Credit Arrangements _9
Debt and Credit Arrangements - Foreign Facilities (Details) - Foreign facilities - Revolving Credit Facility - USD ($) $ in Millions | Dec. 31, 2022 | Dec. 31, 2021 |
Debt Instrument | ||
Line of credit remaining borrowing amount | $ 72.5 | $ 82.4 |
Letter of credit outstanding | $ 45.7 | $ 31.2 |
Debt and Credit Arrangements_10
Debt and Credit Arrangements - Restricted Cash (Details) - USD ($) $ in Millions | Dec. 31, 2022 | Dec. 31, 2021 |
Debt Instrument | ||
Restricted cash | $ 1,941.7 | $ 0.2 |
Restricted cash and cash equivalents, current | 0.2 | |
Chart Energy & Chemicals, Inc | ||
Debt Instrument | ||
Restricted cash and restricted cash equivalents | $ 0.2 |
Debt and Credit Arrangements_11
Debt and Credit Arrangements - Fair Value Disclosure (Details) | Dec. 31, 2022 | Dec. 31, 2021 |
Senior Notes | ||
Debt Instrument | ||
Debt instrument percentage over par value | 101% | |
Unsecured Debt | ||
Debt Instrument | ||
Debt instrument percentage over par value | 103% | |
Convertible Notes, due 2024 | Convertible Debt | ||
Debt Instrument | ||
Debt instrument percentage over par value | 201% | 276% |
Shareholders' Equity - Addition
Shareholders' Equity - Additional Information (Details) - USD ($) | 12 Months Ended | ||||
Dec. 23, 2022 | Dec. 13, 2022 | Dec. 31, 2022 | Dec. 31, 2021 | Dec. 31, 2020 | |
Class of Stock | |||||
Liquidation preference | $ 1,000 | ||||
Preferred stock,par value ( usd per share) | $ 0.01 | ||||
Less: Mandatory convertible preferred stock dividend requirement | $ 1,400,000 | $ 0 | $ 0 | ||
Common stock, par value (usd per share) | $ 0.01 | $ 0.01 | |||
2022 Equity Offering | Common Stock | |||||
Class of Stock | |||||
Number of shares issued (in shares) | 5,924,000 | ||||
Consideration received on transaction | $ 700,000,000 | ||||
Equity issuance cost | $ 24,900,000 | ||||
Common stock, par value (usd per share) | $ 0.01 | ||||
Convertible Preferred Stock | |||||
Class of Stock | |||||
Preferred stock, convertible, conversion price (in dollars per share) | 20 | ||||
Convertible Preferred Stock | Minimum | Range Two | |||||
Class of Stock | |||||
Mandatory conversion of preferred stock (in shares) | 7.0520 | ||||
Daily depository conversion rate (per share) | $ 0.3526 | ||||
Convertible Preferred Stock | Maximum | Range Two | |||||
Class of Stock | |||||
Mandatory conversion of preferred stock (in shares) | 8.4620 | ||||
Daily depository conversion rate (per share) | $ 0.4231 | ||||
Convertible Preferred Stock | Public Offering | |||||
Class of Stock | |||||
Number of shares issued (in shares) | 8,050,000 | ||||
Dividend rate | 6.75% | ||||
Preferred stock,par value ( usd per share) | $ 0.01 | ||||
Consideration received on transaction | $ 402,500,000 | ||||
Equity issuance cost | 14,400,000 | ||||
Convertible Preferred Stock | Public Offering | Range Two | |||||
Class of Stock | |||||
Liquidation preference | $ 1,000 | ||||
Convertible Preferred Stock | Public Offering | Underwriters | |||||
Class of Stock | |||||
Number of shares issued (in shares) | 1,050,000 |
Shareholders' Equity - Schedule
Shareholders' Equity - Schedule of Mandatory Convertible Preferred Stock (Details) - USD ($) | Dec. 23, 2022 | Dec. 31, 2022 | Dec. 13, 2022 |
Class of Stock | |||
Liquidation preference | $ 1,000 | ||
Convertible Preferred Stock | |||
Class of Stock | |||
Preferred stock, convertible, conversion price (in dollars per share) | 20 | ||
Maximum | Convertible Preferred Stock | Range Two | |||
Class of Stock | |||
Threshold conversion of convertible shares (in shares) | $ 141.8037 | ||
Mandatory conversion of preferred stock (in shares) | 8.4620 | ||
Daily depository conversion rate (per share) | 0.4231 | ||
Maximum | Convertible Preferred Stock | Range Three | |||
Class of Stock | |||
Threshold conversion of convertible shares (in shares) | $ 118.1754 | ||
Mandatory conversion of preferred stock (in shares) | 8.4620 | ||
Daily depository conversion rate (per share) | $ 0.4231 | ||
Maximum | Convertible Preferred Stock | Common Stock | Range Two | |||
Class of Stock | |||
Threshold conversion of convertible shares (in shares) | $ 141.8037 | ||
Minimum | Convertible Preferred Stock | Range One | |||
Class of Stock | |||
Threshold conversion of convertible shares (in shares) | 141.8037 | ||
Mandatory conversion of preferred stock (in shares) | 7.0520 | ||
Daily depository conversion rate (per share) | $ 0.3526 | ||
Minimum | Convertible Preferred Stock | Range Two | |||
Class of Stock | |||
Threshold conversion of convertible shares (in shares) | $ 118.1754 | ||
Mandatory conversion of preferred stock (in shares) | 7.0520 | ||
Daily depository conversion rate (per share) | $ 0.3526 | ||
Minimum | Convertible Preferred Stock | Common Stock | Range Two | |||
Class of Stock | |||
Threshold conversion of convertible shares (in shares) | $ 118.1754 |
Financial Instruments and Der_3
Financial Instruments and Derivative Financial Instruments - Concentration of Credit Risks (Details) - USD ($) $ in Millions | 12 Months Ended | ||
Dec. 31, 2022 | Dec. 31, 2021 | Dec. 31, 2020 | |
Financial Instruments and Derivative Financial Instruments | |||
Gain (loss) on foreign currency hedge | $ 1.4 | $ 1.1 | $ 1.3 |
Geographic Concentration Risk | Sales | Foreign | |||
Financial Instruments and Derivative Financial Instruments | |||
Concentration risk (percent) | 42% | 56% | 51% |
Customer Concentration Risk | Sales | Ten Largest Customers | |||
Financial Instruments and Derivative Financial Instruments | |||
Concentration risk (percent) | 38% | 39% | 42% |
Financial Instruments and Der_4
Financial Instruments and Derivative Financial Instruments - Derivatives and Hedging (Details) $ in Thousands, € in Millions | 12 Months Ended | ||||||||||
Sep. 16, 2022 USD ($) | Jul. 08, 2022 USD ($) | Jun. 07, 2022 USD ($) | Dec. 31, 2022 USD ($) | Dec. 31, 2021 USD ($) | Dec. 31, 2020 USD ($) | Sep. 16, 2022 EUR (€) | Jul. 08, 2022 EUR (€) | Jun. 07, 2022 EUR (€) | Apr. 01, 2022 USD ($) | Apr. 01, 2022 EUR (€) | |
Financial Instruments and Derivative Financial Instruments | |||||||||||
Cash received from settlement of cross-currency swap agreements | $ 9,400 | $ 0 | $ 0 | ||||||||
Currency Swap | |||||||||||
Financial Instruments and Derivative Financial Instruments | |||||||||||
Derivative, notional amount | $ 99,800 | $ 101,600 | $ 106,700 | € 100 | € 100 | € 100 | $ 110,200 | € 100 | |||
Derivative, fixed interest rate (as apercent) | 1.60% | 1.80% | 1.60% | 1.60% | 1.80% | 1.60% | 1.80% | 1.80% | |||
Cash received from settlement of cross-currency swap agreements | $ 1,800 | $ 4,000 | $ 3,600 |
Financial Instruments and Der_5
Financial Instruments and Derivative Financial Instruments - Fair Value of Assets and Liabilities of Derivatives (Details) - Foreign Exchange Contract - Designated as Hedging Instrument $ in Millions | Dec. 31, 2022 USD ($) |
Other assets | |
Financial Instruments and Derivative Financial Instruments | |
Derivative assets, fair value | $ 0 |
Other long-term liabilities | |
Financial Instruments and Derivative Financial Instruments | |
Derivative liabilities , fair value | $ 2.7 |
Financial Instruments and Der_6
Financial Instruments and Derivative Financial Instruments - Schedule of Other Accumulated Comprehensive Income (Loss) (Details) - USD ($) $ in Millions | 12 Months Ended | |
Dec. 31, 2022 | Dec. 31, 2021 | |
Foreign Exchange Contract | Designated as Hedging Instrument | ||
Financial Instruments and Derivative Financial Instruments | ||
Foreign exchange contracts | $ 5.2 | $ 0 |
Financial Instruments and Der_7
Financial Instruments and Derivative Financial Instruments - Fair Value Disclosures about Debt (Details) - USD ($) $ in Millions | 12 Months Ended | |
Dec. 31, 2022 | Dec. 31, 2021 | |
Foreign Exchange Contract | Net Investment Hedging | ||
Financial Instruments and Derivative Financial Instruments | ||
Foreign exchange contracts | $ 1.3 | $ 0 |
Product Warranties (Details)
Product Warranties (Details) - USD ($) $ in Millions | 12 Months Ended | ||
Dec. 31, 2022 | Dec. 31, 2021 | Dec. 31, 2020 | |
Movement in Standard Product Warranty Accrual | |||
Beginning balance | $ 10.5 | $ 11.9 | $ 11.5 |
Issued – warranty expense | 1.5 | 5 | 6.6 |
Warranty usage | (7.9) | (6.4) | (6.2) |
Ending balance | $ 4.1 | $ 10.5 | $ 11.9 |
Business Combinations - Narrati
Business Combinations - Narratives (Details) - USD ($) $ / shares in Units, $ in Millions | 12 Months Ended | ||||||||||||
May 31, 2022 | May 16, 2022 | May 04, 2022 | Dec. 14, 2021 | Aug. 27, 2021 | Jul. 01, 2021 | Feb. 16, 2021 | Dec. 31, 2022 | Dec. 31, 2021 | Dec. 31, 2020 | Mar. 31, 2022 | Dec. 23, 2020 | Nov. 03, 2020 | |
Business Acquisition | |||||||||||||
Payment for acquisition of businesses, net of cash acquired | $ 25.8 | $ 205.1 | $ 51.9 | ||||||||||
Decrease in fair value of contingent consideration liabilities | (3.9) | ||||||||||||
Purchase price adjustments | (12.2) | ||||||||||||
Contingent consideration | $ 17.3 | $ 21.2 | |||||||||||
Maximum | |||||||||||||
Business Acquisition | |||||||||||||
Finite lived intangible asset useful life | 15 years | ||||||||||||
Minimum | |||||||||||||
Business Acquisition | |||||||||||||
Finite lived intangible asset useful life | 2 years | ||||||||||||
Earthly Labs Inc. | |||||||||||||
Business Acquisition | |||||||||||||
Equity investments, ownership interest | 85% | ||||||||||||
AdEdge India | |||||||||||||
Business Acquisition | |||||||||||||
Payments to acquire business | $ 0.4 | ||||||||||||
Payment for acquisition of businesses, net of cash acquired | 0.3 | ||||||||||||
Cash acquired from acquisition | $ 0.1 | ||||||||||||
Equity investments, ownership interest | 50% | 50% | 50% | ||||||||||
Fronti Fabrications Inc | |||||||||||||
Business Acquisition | |||||||||||||
Voting percentage acquired | 100% | ||||||||||||
Payments to acquire business | $ 20.6 | ||||||||||||
Payment for acquisition of businesses, net of cash acquired | 20.4 | ||||||||||||
Cash acquired from acquisition | 0.2 | ||||||||||||
Net assets acquired | 14.3 | ||||||||||||
Identifiable intangible assets | 5.3 | ||||||||||||
Other assets | $ 1 | ||||||||||||
CSC Cryogenic Service Center AB | |||||||||||||
Business Acquisition | |||||||||||||
Voting percentage acquired | 100% | ||||||||||||
Payments to acquire business | $ 3.8 | ||||||||||||
Net assets acquired | 3.1 | ||||||||||||
Other assets | $ 0.7 | ||||||||||||
Earthly Labs Inc. | |||||||||||||
Business Acquisition | |||||||||||||
Voting percentage acquired | 85% | ||||||||||||
Payment for acquisition of businesses, net of cash acquired | $ 58.4 | ||||||||||||
Cash acquired from acquisition | 3.5 | ||||||||||||
Net assets acquired | 47.2 | $ 34.3 | |||||||||||
Identifiable intangible assets | 27 | 45.5 | |||||||||||
Total consideration | 63.1 | ||||||||||||
Share price (usd per share) | $ 160.63 | ||||||||||||
Purchase price | 61.9 | ||||||||||||
Liabilities | $ (11.1) | (9.8) | |||||||||||
Royalty rate paid on sales of carbon capture units (percent) | 4% | ||||||||||||
AdEdge | |||||||||||||
Business Acquisition | |||||||||||||
Voting percentage acquired | 100% | ||||||||||||
Payment for acquisition of businesses, net of cash acquired | $ 37.5 | ||||||||||||
Cash acquired from acquisition | 1.4 | ||||||||||||
Net assets acquired | $ 15.9 | 16.4 | |||||||||||
Identifiable intangible assets | 19 | ||||||||||||
Other assets | 3.5 | ||||||||||||
Working capital | $ 0.8 | ||||||||||||
Purchase price adjustments | 0.5 | ||||||||||||
L.A Turbine | |||||||||||||
Business Acquisition | |||||||||||||
Voting percentage acquired | 100% | ||||||||||||
Payment for acquisition of businesses, net of cash acquired | $ 76.6 | ||||||||||||
Cash acquired from acquisition | 1.4 | ||||||||||||
Net assets acquired | 78 | ||||||||||||
Identifiable intangible assets | 43.7 | ||||||||||||
Other assets | 4.2 | $ 4.6 | |||||||||||
Liabilities | $ (16.2) | (16.4) | |||||||||||
Purchase price adjustments | 0.2 | ||||||||||||
L.A Turbine | Maximum | |||||||||||||
Business Acquisition | |||||||||||||
Finite lived intangible asset useful life | 15 years | ||||||||||||
L.A Turbine | Minimum | |||||||||||||
Business Acquisition | |||||||||||||
Finite lived intangible asset useful life | 1 year | ||||||||||||
Cryo Technologies | |||||||||||||
Business Acquisition | |||||||||||||
Voting percentage acquired | 100% | ||||||||||||
Payment for acquisition of businesses, net of cash acquired | $ 55 | ||||||||||||
Cash acquired from acquisition | 0.6 | ||||||||||||
Net assets acquired | 34.9 | ||||||||||||
Identifiable intangible assets | 19.5 | ||||||||||||
Other assets | $ 1.2 | ||||||||||||
SES | |||||||||||||
Business Acquisition | |||||||||||||
Decrease in fair value of contingent consideration liabilities | (2.8) | 2.2 | |||||||||||
Contingent consideration | 16.3 | 19.1 | $ 16.9 | ||||||||||
BIG | |||||||||||||
Business Acquisition | |||||||||||||
Decrease in fair value of contingent consideration liabilities | (1.1) | (1.1) | |||||||||||
Contingent consideration | 1 | $ 2.1 | $ 3.2 | ||||||||||
SES & BIG | Maximum | |||||||||||||
Business Acquisition | |||||||||||||
Contingent consideration | 31 | ||||||||||||
SES & BIG | Minimum | |||||||||||||
Business Acquisition | |||||||||||||
Contingent consideration | $ 0 |
Business Combinations - Net Ass
Business Combinations - Net Asset Acquired (Details) - USD ($) $ in Millions | 12 Months Ended | |||
Dec. 31, 2022 | Dec. 31, 2021 | Jul. 01, 2021 | Dec. 31, 2020 | |
Net assets acquired: | ||||
Goodwill | $ 992 | $ 994.6 | $ 865.9 | |
Purchase price adjustments | (12.2) | |||
L.A Turbine | ||||
Net assets acquired: | ||||
Identifiable intangible assets | $ 43.7 | |||
Goodwill | 42.1 | 42.3 | ||
Other assets | 4.6 | 4.2 | ||
Property, plant and equipment | 2.6 | |||
Cash and cash equivalents | 1.4 | |||
Liabilities | $ (16.4) | (16.2) | ||
Net assets acquired | $ 78 | |||
Purchase price adjustments | 0.2 | |||
Adjustment to other assets | (0.4) | |||
Adjustment to other liabilities | $ (0.2) |
Business Combinations - Intangi
Business Combinations - Intangible Assets Acquired (Details) - USD ($) $ in Millions | 12 Months Ended | |
Jul. 01, 2021 | Dec. 31, 2022 | |
Acquired Finite-Lived Intangible Assets | ||
Weighted-average Estimated Useful Life | 14 years | |
Unpatented technology | ||
Acquired Finite-Lived Intangible Assets | ||
Weighted-average Estimated Useful Life | 14 years | |
Customer relationships | ||
Acquired Finite-Lived Intangible Assets | ||
Weighted-average Estimated Useful Life | 13 years | |
L.A Turbine | ||
Acquired Finite-Lived Intangible Assets | ||
Weighted-average Estimated Useful Life | 14 years 2 months 12 days | |
Fair Value | $ 35.8 | |
Acquired Indefinite-lived Intangible Assets | ||
Total intangible assets acquired | 43.7 | |
L.A Turbine | Trademarks and trade names | ||
Acquired Indefinite-lived Intangible Assets | ||
Indefinite lived intangible asset | $ 7.9 | |
L.A Turbine | Unpatented technology | ||
Acquired Finite-Lived Intangible Assets | ||
Weighted-average Estimated Useful Life | 14 years 6 months | |
Fair Value | $ 33.4 | |
L.A Turbine | Customer relationships | ||
Acquired Finite-Lived Intangible Assets | ||
Weighted-average Estimated Useful Life | 14 years 6 months | |
Fair Value | $ 1.5 | |
L.A Turbine | Backlog | ||
Acquired Finite-Lived Intangible Assets | ||
Weighted-average Estimated Useful Life | 2 years 6 months | |
Fair Value | $ 0.7 | |
L.A Turbine | Other identifiable intangible assets | ||
Acquired Finite-Lived Intangible Assets | ||
Weighted-average Estimated Useful Life | 3 years 4 months 24 days | |
Fair Value | $ 0.2 |
Business Combinations - Conting
Business Combinations - Contingent Consideration (Details) - USD ($) $ in Millions | 12 Months Ended | |
Dec. 31, 2022 | Dec. 31, 2021 | |
Contingent Consideration | ||
Contingent consideration, liability beginning balance | $ 21.2 | |
Decrease in fair value of contingent consideration liabilities | (3.9) | |
Contingent consideration, liability, ending balance | 17.3 | $ 21.2 |
SES | ||
Contingent Consideration | ||
Contingent consideration, liability beginning balance | 19.1 | |
Decrease in fair value of contingent consideration liabilities | (2.8) | 2.2 |
Contingent consideration, liability, ending balance | 16.3 | 19.1 |
BIG | ||
Contingent Consideration | ||
Contingent consideration, liability beginning balance | 2.1 | |
Decrease in fair value of contingent consideration liabilities | (1.1) | (1.1) |
Contingent consideration, liability, ending balance | $ 1 | $ 2.1 |
Accumulated Other Comprehensi_3
Accumulated Other Comprehensive (Loss) Income (Details) - USD ($) $ in Millions | 12 Months Ended | |
Dec. 31, 2022 | Dec. 31, 2021 | |
Increase (Decrease) in Stockholders' Equity | ||
Beginning Balance | $ 1,625.2 | $ 1,579.3 |
Other comprehensive (loss) income | (36.8) | (25.1) |
Amounts reclassified from accumulated other comprehensive (loss) income, net of income taxes | 0.5 | 1 |
Net current-period other comprehensive (loss) income, net of taxes | (36.3) | (24.1) |
Ending Balance | 2,684.3 | 1,625.2 |
Accumulated other comprehensive (loss) income | ||
Increase (Decrease) in Stockholders' Equity | ||
Beginning Balance | (21.7) | 2.4 |
Ending Balance | (58) | (21.7) |
Foreign currency translation adjustments | ||
Increase (Decrease) in Stockholders' Equity | ||
Beginning Balance | (15.2) | 13.8 |
Other comprehensive (loss) income | (35.3) | (29) |
Amounts reclassified from accumulated other comprehensive (loss) income, net of income taxes | 0 | 0 |
Net current-period other comprehensive (loss) income, net of taxes | (35.3) | (29) |
Ending Balance | (50.5) | (15.2) |
Pension liability adjustments, net of taxes | ||
Increase (Decrease) in Stockholders' Equity | ||
Beginning Balance | (6.5) | (11.4) |
Other comprehensive (loss) income | (1.5) | 3.9 |
Amounts reclassified from accumulated other comprehensive (loss) income, net of income taxes | 0.5 | 1 |
Net current-period other comprehensive (loss) income, net of taxes | (1) | 4.9 |
Ending Balance | $ (7.5) | $ (6.5) |
Earnings Per Share - Earnings P
Earnings Per Share - Earnings Per Share (Details) - USD ($) $ / shares in Units, shares in Thousands, $ in Millions | 12 Months Ended | ||
Dec. 31, 2022 | Dec. 31, 2021 | Dec. 31, 2020 | |
Amounts attributable to Chart common stockholders | |||
Income from continuing operations | $ 24 | $ 59.1 | $ 308.1 |
Less: Mandatory convertible preferred stock dividend requirement | 1.4 | 0 | 0 |
Income from continuing operations attributable to Chart | 80.2 | 59.1 | 68.9 |
(Loss) income from discontinued operations, net of tax | (57.6) | 0 | 239.2 |
Net income attributable to Chart common stockholders, basic | 22.6 | 59.1 | 308.1 |
Net income attributable to Chart common stockholders, diluted | $ 22.6 | $ 59.1 | $ 308.1 |
Earnings per common share – basic: | |||
Income from continuing operations (usd per share) | $ 2.21 | $ 1.66 | $ 1.95 |
(Loss) income from discontinued operations (usd per share) | (1.59) | 0 | 6.76 |
Net income attributable to Chart Industries, Inc. (usd per share) | 0.62 | 1.66 | 8.71 |
Earnings per common share – diluted: | |||
Income from continuing operations (usd per share) | 1.92 | 1.44 | 1.89 |
(Loss) income from discontinued operations (usd per share) | (1.38) | 0 | 6.56 |
Net income attributable to Chart Industries, Inc. (usd per share) | $ 0.54 | $ 1.44 | $ 8.45 |
Weighted average number of common shares outstanding — basic (shares) | 36,250 | 35,610 | 35,380 |
Incremental shares issuable upon assumed conversion and exercise of share-based awards (shares) | 260 | 340 | 260 |
Incremental shares issuable due to dilutive effect of the convertible notes (shares) | 2,810 | 2,760 | 530 |
Incremental shares issuable due to dilutive effect of warrants (shares) | 2,470 | 2,400 | 280 |
Incremental shares issuable due to dilutive effect of the underwriters common shares option (shares) | 10 | 0 | 0 |
Weighted average number of common shares outstanding — diluted (shares) | 41,800 | 41,110 | 36,450 |
Earnings Per Share - Antidiluti
Earnings Per Share - Antidilutive Securities (Details) - USD ($) $ / shares in Units, shares in Thousands | 12 Months Ended | |||
Dec. 31, 2022 | Dec. 31, 2021 | Dec. 31, 2020 | Oct. 31, 2017 | |
Antidilutive Securities Excluded from Computation of Earnings Per Share | ||||
Mandatory convertible preferred stock dividend requirement (usd per share) | $ 1,400,000 | $ 0 | $ 0 | |
Total anti-dilutive securities (shares) | 3,040 | 2,790 | 800 | |
Convertible Debt | Convertible Notes, due 2024 | ||||
Antidilutive Securities Excluded from Computation of Earnings Per Share | ||||
Debt instrument, conversion price (usd per share) | $ 58.725 | |||
Convertible Debt | Convertible Notes, due 2024 | Maximum | ||||
Antidilutive Securities Excluded from Computation of Earnings Per Share | ||||
Debt instrument, conversion price (usd per share) | $ 71.775 | $ 71.775 | ||
Anti-dilutive shares, Share-based awards | ||||
Antidilutive Securities Excluded from Computation of Earnings Per Share | ||||
Total anti-dilutive securities (shares) | 60 | 30 | 270 | |
Convertible note hedge and capped call transactions | ||||
Antidilutive Securities Excluded from Computation of Earnings Per Share | ||||
Total anti-dilutive securities (shares) | 2,810 | 2,760 | 530 | |
Anti-dilutive shares, Mandatory convertible preferred stock | ||||
Antidilutive Securities Excluded from Computation of Earnings Per Share | ||||
Total anti-dilutive securities (shares) | 170 | 0 | 0 |
Income Taxes - Income From Cont
Income Taxes - Income From Continuing Operations Before Income Taxes (Details) - USD ($) $ in Millions | 12 Months Ended | ||
Dec. 31, 2022 | Dec. 31, 2021 | Dec. 31, 2020 | |
Income Tax Disclosure [Abstract] | |||
United States | $ 31.1 | $ 25.9 | $ 48 |
Foreign | 67.8 | 48.2 | 37.2 |
Income from continuing operations before income taxes and equity in earnings of unconsolidated affiliates, net | $ 98.9 | $ 74.1 | $ 85.2 |
Income Taxes - Significant Comp
Income Taxes - Significant Components (Details) - USD ($) $ in Millions | 12 Months Ended | ||
Dec. 31, 2022 | Dec. 31, 2021 | Dec. 31, 2020 | |
Current: | |||
Federal | $ (1.3) | $ 1.7 | $ (0.2) |
State and local | 3.5 | 3.2 | 1.9 |
Foreign | 15.4 | 16.5 | 12.2 |
Total current | 17.6 | 21.4 | 13.9 |
Deferred: | |||
Federal | (5.6) | (5.8) | 7.5 |
State and local | 1.9 | 1.1 | (2.9) |
Foreign | 2 | (3.2) | (3.6) |
Total deferred | (1.7) | (7.9) | 1 |
Income tax expense, net | $ 15.9 | $ 13.5 | $ 14.9 |
Income Taxes - Effective Tax Ra
Income Taxes - Effective Tax Rate Reconciliation (Details) - USD ($) $ in Thousands | 12 Months Ended | ||
Dec. 31, 2022 | Dec. 31, 2021 | Dec. 31, 2020 | |
Effective Tax Rate Reconciliation | |||
Income tax expense at U.S. statutory rate | $ 20,800 | $ 15,600 | $ 17,900 |
State income taxes, net of federal tax benefit | 1,500 | 3,100 | (900) |
U.S. taxation of international operations | 1,400 | 1,300 | (200) |
Effective tax rate differential of earnings outside of U.S. | 1,900 | 1,800 | 2,400 |
Change in valuation allowance | (11,600) | (5,900) | (4,200) |
Research & experimentation | (2,900) | (1,000) | (1,000) |
Provision to return | 5,000 | 300 | (100) |
Net non-deductible items | 400 | 2,400 | 1,200 |
Change in uncertain tax positions | (300) | (200) | (600) |
Share-based compensation | (1,100) | (4,100) | (1,700) |
Tax effect of 2017 tax reform federal rate change | 0 | 0 | (200) |
Other items | 800 | 200 | 2,300 |
Income tax expense, net | $ 15,900 | $ 13,500 | $ 14,900 |
Income Taxes - Deferred Tax Ass
Income Taxes - Deferred Tax Asset and Liabilities (Details) - USD ($) $ in Millions | Dec. 31, 2022 | Dec. 31, 2021 |
Deferred tax assets (“DTA”): | ||
Accruals and reserves | $ 5.1 | $ 13.7 |
Loss contingency | 70.3 | 3.1 |
Pensions | 0.2 | 0.5 |
Inventory | 78.1 | 42.3 |
Share-based compensation | 2.3 | 4.5 |
R&D Amortization | 7.4 | 3.6 |
Tax credit carryforwards | 8.2 | 14.1 |
Interest limitation carryover | 5.5 | 2.4 |
Foreign net operating loss carryforwards | 8.7 | 16.3 |
State net operating loss carryforwards | 2.1 | 2.3 |
Convertible notes | 4.3 | 6.3 |
Property, plant and equipment – net DTA | 5.2 | 7.5 |
Other – net DTA | 2.9 | 12.4 |
Total deferred tax assets before valuation allowances | 200.3 | 129 |
Valuation allowances | (5.4) | (21.6) |
Total deferred tax assets, net of valuation allowances | 194.9 | 107.4 |
Deferred tax liabilities (“DTL”): | ||
Property, plant and equipment – net DTL | 26 | 37.9 |
Goodwill and intangible assets | 77 | 82.2 |
Insurance receivable | 53.5 | 3.1 |
Other – net DTL | 3.1 | 0.6 |
Investments | 4.5 | 3.8 |
Deferred revenue | 72 | 37.9 |
Total deferred tax liabilities | 236.1 | 165.5 |
Net deferred tax liabilities | 41.2 | 58.1 |
Other assets | ||
Deferred tax liabilities (“DTL”): | ||
Net deferred tax liabilities | 4.9 | 1.7 |
Long-term deferred tax liabilities | ||
Deferred tax liabilities (“DTL”): | ||
Net deferred tax liabilities | $ 46.1 | $ 59.8 |
Income Taxes - Narratives (Deta
Income Taxes - Narratives (Details) - USD ($) $ in Millions | 12 Months Ended | ||
Dec. 31, 2022 | Dec. 31, 2021 | Dec. 31, 2020 | |
Income Tax Disclosure [Abstract] | |||
Deferred tax asset, operating loss carryforward | $ 94.6 | ||
Deferred tax asset operating loss carryforward subject to expiration | 14.3 | ||
Deferred tax asset valuation allowances | 5.4 | $ 21.6 | |
Income taxes paid | 27 | 57.2 | $ 12.5 |
Unrecognized tax benefit that would impact tax rate if recognized | 0.5 | 1.2 | |
Income tax penalties and interest accrued | 0.1 | $ 0.3 | |
Possible decrease in unrecognized tax benefit in the next 12 months | $ 0.2 |
Income Taxes - Unrecognized Inc
Income Taxes - Unrecognized Income Tax Benefits (Details) - USD ($) $ in Millions | 12 Months Ended | ||
Dec. 31, 2022 | Dec. 31, 2021 | Dec. 31, 2020 | |
Unrecognized Tax Benefits | |||
Unrecognized tax benefits at beginning of the year | $ 1.7 | $ 1.9 | $ 2.4 |
Additions (reductions) for tax positions taken during the prior period | 0 | 0.4 | |
Additions (reductions) for tax positions taken during the prior period | (0.6) | ||
Additions for tax positions taken during the current period | 0 | 0 | 0.2 |
Reductions relating to settlements with taxing authorities | (0.3) | 0 | (0.1) |
Lapse of statutes of limitation | (0.7) | (0.6) | 0 |
Unrecognized tax benefits at end of the year | $ 0.7 | $ 1.7 | $ 1.9 |
Employee Benefit Plans - Net Pe
Employee Benefit Plans - Net Pension Expense (Details) - USD ($) $ in Millions | 12 Months Ended | ||
Dec. 31, 2022 | Dec. 31, 2021 | Dec. 31, 2020 | |
Defined Benefit Plan, Net Periodic Benefit Cost (Credit) | |||
Interest cost | $ 1.7 | $ 1.7 | $ 1.8 |
Expected return on plan assets | (4.3) | (3.8) | (3.3) |
Amortization of net loss | 0.5 | 1 | 1.2 |
Total net periodic pension income | $ (2.1) | $ (1.1) | $ (0.3) |
Defined Benefit Plan, Net Periodic Benefit (Cost) Credit, Expected Return (Loss), Statement of Income or Comprehensive Income [Extensible Enumeration] | Other Comprehensive (Income) Loss, Defined Benefit Plan, after Reclassification Adjustment, before Tax | Other Comprehensive (Income) Loss, Defined Benefit Plan, after Reclassification Adjustment, before Tax | Other Comprehensive (Income) Loss, Defined Benefit Plan, after Reclassification Adjustment, before Tax |
Employee Benefit Plans - Projec
Employee Benefit Plans - Projected Benefit Obligation and Plan Asset Fund Status (Details) - USD ($) $ in Millions | 12 Months Ended | ||
Dec. 31, 2022 | Dec. 31, 2021 | Dec. 31, 2020 | |
Change in projected benefit obligation: | |||
Projected benefit obligation at beginning of year | $ 63.5 | $ 62.5 | |
Interest cost | 1.7 | 1.7 | $ 1.8 |
Assumption changes | (12.4) | (1.9) | |
Acquisition of Hudson Plan | 0 | 3.1 | |
Benefits paid | (3) | (2.8) | |
Actuarial losses | 0.2 | 0.9 | |
Projected benefit obligation at year end | 50 | 63.5 | 62.5 |
Change in plan assets: | |||
Fair value of plan assets at beginning of year | 61.9 | 53.9 | |
Actual return | (9.8) | 8.3 | |
Acquisition of Hudson Plan | 0 | 2.4 | |
Employer contributions | 0 | 0.1 | |
Benefits paid | (3) | (2.8) | |
Fair value of plan assets at year end | 49.1 | 61.9 | 53.9 |
Funded status (Accrued pension liabilities) | (0.9) | (1.6) | |
Unrecognized actuarial loss recognized in accumulated other comprehensive loss | 10.3 | 8 | |
Projected benefit obligation | 50 | 63.5 | 62.5 |
Fair value of plan assets | 49.1 | 61.9 | $ 53.9 |
Accrued pension liability | $ (0.9) | $ (1.6) |
Employee Benefit Plans - Narrat
Employee Benefit Plans - Narratives (Details) - USD ($) $ in Millions | 12 Months Ended | |||
Dec. 31, 2022 | Dec. 31, 2021 | Dec. 31, 2020 | Dec. 31, 2023 | |
Defined Benefit Plan Disclosure | ||||
Multiemployer plan, contributions by employer | $ 0.6 | $ 0.5 | $ 0.5 | |
Defined contribution expense | 6.8 | 5.7 | 4.9 | |
Compensation expense | $ 0.3 | $ 0.1 | $ 0.3 | |
Forecast | Subsequent Event | ||||
Defined Benefit Plan Disclosure | ||||
Estimated net periodic pension expense to be amortized over the next fiscal year | $ 0.1 |
Employee Benefit Plans - Actuar
Employee Benefit Plans - Actuarial Assumptions (Details) | 12 Months Ended | ||
Dec. 31, 2022 | Dec. 31, 2021 | Dec. 31, 2020 | |
Assumptions used to determine benefit obligation at year end: | |||
Discount rate (percent) | 4.90% | 2.70% | 2.40% |
Assumptions used to determine net periodic benefit cost: | |||
Discount rate (percent) | 2.70% | 2.40% | 3.20% |
Expected long-term weighted-average rate of return on plan assets (percent) | 7% | 7% | 7% |
Employee Benefit Plans - Asset
Employee Benefit Plans - Asset Category and Fair Value of Plan Assets (Details) - USD ($) $ in Millions | Dec. 31, 2022 | Dec. 31, 2021 | Dec. 31, 2020 |
Defined Benefit Plan Disclosure | |||
Fair value of plan assets | $ 49.1 | $ 61.9 | $ 53.9 |
Level 2 | |||
Defined Benefit Plan Disclosure | |||
Fair value of plan assets | 48 | 59.9 | |
Level 3 | |||
Defined Benefit Plan Disclosure | |||
Fair value of plan assets | $ 1.1 | 2 | $ 1.8 |
Equity funds | |||
Defined Benefit Plan Disclosure | |||
Target Allocations by Asset Category | 68% | ||
Fair value of plan assets | $ 35 | 43.9 | |
Equity funds | Level 2 | |||
Defined Benefit Plan Disclosure | |||
Fair value of plan assets | 35 | 43.9 | |
Equity funds | Level 3 | |||
Defined Benefit Plan Disclosure | |||
Fair value of plan assets | $ 0 | 0 | |
Fixed income funds | |||
Defined Benefit Plan Disclosure | |||
Target Allocations by Asset Category | 27% | ||
Fair value of plan assets | $ 13 | 16 | |
Fixed income funds | Level 2 | |||
Defined Benefit Plan Disclosure | |||
Fair value of plan assets | 13 | 16 | |
Fixed income funds | Level 3 | |||
Defined Benefit Plan Disclosure | |||
Fair value of plan assets | $ 0 | 0 | |
Other investments | |||
Defined Benefit Plan Disclosure | |||
Target Allocations by Asset Category | 5% | ||
Fair value of plan assets | $ 1.1 | 2 | |
Other investments | Level 2 | |||
Defined Benefit Plan Disclosure | |||
Fair value of plan assets | 0 | 0 | |
Other investments | Level 3 | |||
Defined Benefit Plan Disclosure | |||
Fair value of plan assets | $ 1.1 | $ 2 |
Employee Benefit Plans - Rollfo
Employee Benefit Plans - Rollforward of Unobservable Plan Assets (Details) - USD ($) $ in Millions | 12 Months Ended | |
Dec. 31, 2022 | Dec. 31, 2021 | |
Defined Benefit Plan, Change in Fair Value of Plan Assets, Level 3 Reconciliation | ||
Fair value of plan assets at beginning of year | $ 61.9 | $ 53.9 |
Fair value of plan assets at year end | 49.1 | 61.9 |
Level 3 | ||
Defined Benefit Plan, Change in Fair Value of Plan Assets, Level 3 Reconciliation | ||
Fair value of plan assets at beginning of year | 2 | 1.8 |
Purchases, sales and settlements, net | (3.4) | (3) |
Transfers, net | 2.5 | 3.2 |
Fair value of plan assets at year end | $ 1.1 | $ 2 |
Employee Benefit Plans - Expect
Employee Benefit Plans - Expected Future Payments (Details) $ in Millions | Dec. 31, 2022 USD ($) |
Expected future benefit payments | |
2023 | $ 3.5 |
2024 | 3.5 |
2025 | 3.6 |
2026 | 3.6 |
2027 | 3.7 |
In aggregate during five years thereafter | $ 17.9 |
Share-based Compensation - Shar
Share-based Compensation - Share-based Plans Narratives (Details) - USD ($) $ in Millions | 12 Months Ended | ||
Dec. 31, 2022 | Dec. 31, 2021 | Dec. 31, 2020 | |
Share-based Compensation Arrangement by Share-based Payment Award | |||
Shares outstanding (shares) | 270,000 | 280,000 | |
Share-based compensation expense | $ 10.6 | $ 11.2 | $ 8.6 |
Tax benefit related to share-based compensation | 1.4 | $ 2.2 | $ 1.6 |
Share based compensation not yet recognized | $ 12.2 | ||
Recognition period for unrecognized share based compensation | 2 years 1 month 6 days | ||
Stock Options | |||
Share-based Compensation Arrangement by Share-based Payment Award | |||
Share based compensation not yet recognized | $ 2.2 | ||
Recognition period for unrecognized share based compensation | 2 years 2 months 12 days | ||
Restricted stock and RSU's | |||
Share-based Compensation Arrangement by Share-based Payment Award | |||
Shares other than options outstanding unvested (shares) | 110,000 | 110,000 | |
Share based compensation not yet recognized | $ 7.2 | ||
Recognition period for unrecognized share based compensation | 2 years 4 months 24 days | ||
Performance units | |||
Share-based Compensation Arrangement by Share-based Payment Award | |||
Shares other than options outstanding unvested (shares) | 70,000 | 90,000 | |
Share based compensation not yet recognized | $ 2.8 | ||
Recognition period for unrecognized share based compensation | 1 year 6 months | ||
2017 Omnibus Equity Plan | |||
Share-based Compensation Arrangement by Share-based Payment Award | |||
Number of shares authorized (shares) | 1,700,000 | ||
2017 Omnibus Equity Plan | Stock Options | |||
Share-based Compensation Arrangement by Share-based Payment Award | |||
Shares outstanding (shares) | 230,000 | ||
2017 Omnibus Equity Plan | Restricted stock and RSU's | |||
Share-based Compensation Arrangement by Share-based Payment Award | |||
Shares other than options outstanding unvested (shares) | 110,000 | ||
2017 Omnibus Equity Plan | Performance units | |||
Share-based Compensation Arrangement by Share-based Payment Award | |||
Shares other than options outstanding unvested (shares) | 70,000 | ||
2009 Omnibus Equity Plan | |||
Share-based Compensation Arrangement by Share-based Payment Award | |||
Number of shares authorized (shares) | 3,350,000 | ||
2009 Omnibus Equity Plan | Stock Options | |||
Share-based Compensation Arrangement by Share-based Payment Award | |||
Shares outstanding (shares) | 40,000 |
Share-based Compensation - Stoc
Share-based Compensation - Stock Option Valuation Assumptions (Details) - Stock Options - $ / shares | 12 Months Ended | ||
Dec. 31, 2022 | Dec. 31, 2021 | Dec. 31, 2020 | |
Share-based Compensation Arrangement by Share-based Payment Award | |||
Weighted-average grant-date fair value per share (usd per share) | $ 67.58 | $ 52.19 | $ 28.53 |
Expected term (years) | 4 years 8 months 12 days | 4 years 8 months 12 days | 4 years 9 months 18 days |
Risk-free interest rate | 1.32% | 0.33% | 1.66% |
Expected volatility | 51.24% | 53.10% | 46.60% |
Share-based Compensation - St_2
Share-based Compensation - Stock Options Activity Rollforward (Details) $ / shares in Units, shares in Thousands, $ in Millions | 12 Months Ended |
Dec. 31, 2022 USD ($) $ / shares shares | |
Number of Shares | |
Outstanding at beginning of period (shares) | shares | 280 |
Granted (shares) | shares | 40 |
Exercised (shares) | shares | (30) |
Forfeited / Cancelled (shares) | shares | (20) |
Outstanding at end of period (shares) | shares | 270 |
Vested and expected to vest (shares) | shares | 270 |
Exercisable at end of year (shares) | shares | 150 |
Weighted-average Exercise Price | |
Outstanding at beginning of period (usd per share) | $ / shares | $ 71.38 |
Granted (usd per share) | $ / shares | 153.81 |
Exercised (usd per share) | $ / shares | 67.90 |
Forfeited / Cancelled (usd per share) | $ / shares | 102.10 |
Outstanding at end of period (usd per share) | $ / shares | 79.91 |
Vested and expected to vest at end of year (usd per share) | $ / shares | 78.82 |
Exercisable at end of year (usd per share) | $ / shares | $ 59.91 |
Outstanding at end of year, aggregate intrinsic value | $ | $ 10.8 |
Vested and expected to vest at end of year, aggregate intrinsic value | $ | 8.5 |
Exercisable at end of year, aggregate intrinsic value | $ | $ 10.8 |
Outstanding at end of year, weighted average contractual term | 6 years 1 month 6 days |
Vested and expected to vest at end of year, weighted average contractual term | 6 years |
Exercisable at end of year, weighted average contractual term | 5 years |
Share-based Compensation - St_3
Share-based Compensation - Stock Options Narratives (Details) - USD ($) $ in Millions | 12 Months Ended | ||
Dec. 31, 2022 | Dec. 31, 2021 | Dec. 31, 2020 | |
Share-based Compensation Arrangement by Share-based Payment Award | |||
Recognition period for unrecognized share based compensation | 2 years 1 month 6 days | ||
Share based compensation not yet recognized | $ 12.2 | ||
Intrinsic value of shares exercised | 3.5 | $ 10.3 | $ 13.2 |
Fair value of shares vested | $ 2.3 | $ 2.6 | $ 3.5 |
Stock Options | |||
Share-based Compensation Arrangement by Share-based Payment Award | |||
Award vesting period | 4 years | ||
Contractual term | 10 years | ||
Recognition period for unrecognized share based compensation | 2 years 2 months 12 days | ||
Share based compensation not yet recognized | $ 2.2 |
Share-based Compensation - Rest
Share-based Compensation - Restricted Stock and RSU's Narratives (Details) - USD ($) $ / shares in Units, $ in Millions | 12 Months Ended | ||
Dec. 31, 2022 | Dec. 31, 2021 | Dec. 31, 2020 | |
Share-based Compensation Arrangement by Share-based Payment Award | |||
Recognition period for unrecognized share based compensation | 2 years 1 month 6 days | ||
Share based compensation not yet recognized | $ 12.2 | ||
Restricted stock and RSU's | |||
Share-based Compensation Arrangement by Share-based Payment Award | |||
Award vesting period | 3 years | ||
Recognition period for unrecognized share based compensation | 2 years 4 months 24 days | ||
Share based compensation not yet recognized | $ 7.2 | ||
Granted (usd per share) | $ 155.02 | $ 124.32 | $ 63.32 |
Fair value of shares vested | $ 10 | $ 17.4 | $ 6.8 |
Share-based Compensation - Re_2
Share-based Compensation - Restricted Stock and RSU's Rollforward (Details) - Restricted stock and RSU's - $ / shares shares in Thousands | 12 Months Ended | ||
Dec. 31, 2022 | Dec. 31, 2021 | Dec. 31, 2020 | |
Number of Shares | |||
Unvested at beginning of year (shares) | 110 | ||
Granted (shares) | 70 | ||
Forfeited (shares) | (10) | ||
Vested (shares) | (60) | ||
Unvested at end of year (shares) | 110 | 110 | |
Weighted-Average Grant-Date Fair Value | |||
Unvested at beginning or year (usd per share) | $ 87.74 | ||
Granted (usd per share) | 155.02 | $ 124.32 | $ 63.32 |
Forfeited (usd per share) | 117.18 | ||
Vested (usd per share) | 84.09 | ||
Unvested at end or year (usd per share) | $ 125.14 | $ 87.74 |
Share-based Compensation - Perf
Share-based Compensation - Performance Units Narratives (Details) - USD ($) $ / shares in Units, $ in Millions | 12 Months Ended | ||
Dec. 31, 2022 | Dec. 31, 2021 | Dec. 31, 2020 | |
Share-based Compensation Arrangement by Share-based Payment Award | |||
Recognition period for unrecognized share based compensation | 2 years 1 month 6 days | ||
Share based compensation not yet recognized | $ 12.2 | ||
Performance units | |||
Share-based Compensation Arrangement by Share-based Payment Award | |||
Award vesting period | 3 years | ||
Percentage of earn-out granted | 100% | ||
Recognition period for unrecognized share based compensation | 1 year 6 months | ||
Share based compensation not yet recognized | $ 2.8 | ||
Granted (usd per share) | $ 153.81 | $ 118.41 | $ 67.50 |
Fair value of shares vested | $ 2.6 | $ 0.9 | $ 0.3 |
Performance units | Minimum | |||
Share-based Compensation Arrangement by Share-based Payment Award | |||
Percentage of earn-out granted | 0% | ||
Performance units | Maximum | |||
Share-based Compensation Arrangement by Share-based Payment Award | |||
Percentage of earn-out granted | 200% |
Share-based Compensation - Pe_2
Share-based Compensation - Performance Units Rollforward (Details) - Performance units - $ / shares shares in Thousands | 12 Months Ended | ||
Dec. 31, 2022 | Dec. 31, 2021 | Dec. 31, 2020 | |
Number of Shares | |||
Unvested at beginning of year (shares) | 90 | ||
Granted (shares) | 10 | ||
Vested (shares) | (20) | ||
Forfeited (shares) | (10) | ||
Unvested at end of year (shares) | 70 | 90 | |
Weighted-Average Grant-Date Fair Value | |||
Unvested at beginning or year (usd per share) | $ 84.44 | ||
Granted (usd per share) | 153.81 | $ 118.41 | $ 67.50 |
Vested (usd per share) | 68.30 | ||
Forfeited (usd per share) | 71.59 | ||
Unvested at end or year (usd per share) | $ 103.66 | $ 84.44 |
Share-based Compensation - Dire
Share-based Compensation - Directors' Stock Grants (Details) - Nonemployee - USD ($) shares in Thousands, $ in Millions | 12 Months Ended | ||
Dec. 31, 2022 | Dec. 31, 2021 | Dec. 31, 2020 | |
Share-based Compensation Arrangement by Share-based Payment Award | |||
Granted (shares) | 10 | 10 | 10 |
Nonemployee directors stock awards, Amount recognized in equity, fair value | $ 0.7 | $ 0.6 | $ 1.3 |
Leases - Narratives (Details)
Leases - Narratives (Details) - USD ($) $ in Millions | 12 Months Ended | ||
Dec. 31, 2022 | Dec. 31, 2021 | Dec. 31, 2020 | |
Leases [Abstract] | |||
Right of use assets | $ 21.1 | $ 27.3 | |
Operating lease liability | 21 | 27.2 | |
Operating lease liabilities, current | $ 5.4 | 5.8 | |
Weighted average lease term | 4 years 4 months 24 days | ||
Operating lease weighted average discount rate (percent) | 3.40% | ||
Operating lease rent expense | $ 16.9 | 12.1 | $ 11.1 |
Short-term net investment in sales type leases | 14.5 | 9.3 | |
Long-term net investment in sales type leases | 44.3 | 31.9 | |
Sales-type lease, interest income | $ 2.4 | $ 0.9 | $ 0.1 |
Operating Lease, Right-of-Use Asset, Statement of Financial Position [Extensible Enumeration] | Property, plant and equipment, net | Property, plant and equipment, net |
Leases - Future Minimum Payment
Leases - Future Minimum Payments (Details) $ in Millions | Dec. 31, 2022 USD ($) facility |
Future minimum lease payments for non-cancelable operating leases | |
2023 | $ 6.6 |
2024 | 6 |
2025 | 5 |
2026 | 2.8 |
2027 | 0.7 |
Thereafter | 0.7 |
Total future minimum lease payments | $ 21.8 |
Leased facilities | facility | 4 |
Leases - Sales From Sales-Type
Leases - Sales From Sales-Type And Operating Leases (Details) - USD ($) $ in Millions | 12 Months Ended | |
Dec. 31, 2022 | Dec. 31, 2021 | |
Income Lessor | ||
Sales-type leases | $ 28.1 | $ 46.5 |
Operating leases | 4.1 | 2.4 |
Total sales from leases | $ 32.2 | $ 48.9 |
Sales-Type Lease, Lease Income, Statement of Income or Comprehensive Income [Extensible Enumeration] | Sales | Sales |
Operating Lease, Lease Income, Statement of Income or Comprehensive Income [Extensible Enumeration] | Sales | Sales |
Leases - Payments for Sales-typ
Leases - Payments for Sales-type Leases (Details) $ in Millions | Dec. 31, 2022 USD ($) |
Sales-type and Direct Financing Leases, Lease Receivable, Fiscal Year Maturity | |
2023 | $ 15.1 |
2024 | 15.1 |
2025 | 15 |
2026 | 12 |
2027 | 5.6 |
Thereafter | 40.8 |
Total | 103.6 |
Less: unearned income | 44.8 |
Total | $ 58.8 |
Leases - Cost of Equipment Leas
Leases - Cost of Equipment Leased (Details) - USD ($) $ in Millions | Dec. 31, 2022 | Dec. 31, 2021 |
Leases [Abstract] | ||
Equipment leased to others, cost | $ 17.3 | $ 13.6 |
Less: accumulated depreciation | 3.1 | 2.1 |
Equipment leased to others, net | $ 14.2 | $ 11.5 |
Leases - Payments to Operating
Leases - Payments to Operating Leases (Details) $ in Millions | Dec. 31, 2022 USD ($) |
Lessor, Operating Lease, Payments, Fiscal Year Maturity | |
2023 | $ 0.5 |
2024 | 0.1 |
2025 | 0.1 |
2026 | 0.1 |
2027 | 0.1 |
Thereafter | 0 |
Total | $ 0.9 |
Commitments and Contingencies -
Commitments and Contingencies - Narratives (Details) $ in Thousands | 2 Months Ended | 12 Months Ended | |
Jun. 30, 2021 USD ($) lawsuit | Dec. 31, 2022 USD ($) property | Dec. 31, 2021 USD ($) | |
Loss Contingencies | |||
Number of properties (property) | property | 1 | ||
Accrued environmental reserve | $ 0 | $ 0 | |
Insurance receivable | 234,400 | 0 | |
Accrued legal settlement | 305,600 | $ 0 | |
Pacific Fertility Center | |||
Loss Contingencies | |||
Loss contingency accrual | $ 13,500 | ||
Insurance receivable | $ 13,500 | 231,900 | |
Accrued legal settlement | 305,600 | ||
Losses recognized | $ 73,000 | ||
Pacific Fertility Center | Settled Litigation | |||
Loss Contingencies | |||
Number of lawsuits | lawsuit | 5 | ||
Loss contingency, damages awarded, value | $ 14,900 | ||
Percentage of loss allocated to entity | 90% | ||
Loss contingency, estimate of possible loss | $ 13,500 |
Restructuring Activities - Narr
Restructuring Activities - Narratives (Details) $ in Millions | 12 Months Ended | ||
Dec. 31, 2022 USD ($) | Dec. 31, 2021 USD ($) | Dec. 31, 2020 USD ($) a | |
Restructuring Cost and Reserve | |||
Restructuring charges | $ (1) | $ 3.5 | $ 13.6 |
Severance costs | $ 0 | $ 1.2 | $ 10.1 |
Lease Facility in Tulsa Oklahoma | |||
Restructuring Cost and Reserve | |||
Area of land (acres) | a | 260 | ||
Lease Facility in Tulsa Oklahoma | Facility Closing | |||
Restructuring Cost and Reserve | |||
Restructuring charges | $ 2.7 |
Restructuring Activities - Rest
Restructuring Activities - Restructuring Charges (Details) - USD ($) $ in Millions | 12 Months Ended | ||
Dec. 31, 2022 | Dec. 31, 2021 | Dec. 31, 2020 | |
Restructuring Cost and Reserve | |||
Total severance costs | $ 0 | $ 1.2 | $ 10.1 |
Total other restructuring (credits) costs | (1) | 2.3 | 3.5 |
Restructuring costs | (1) | 3.5 | 13.6 |
Cost of sales | |||
Restructuring Cost and Reserve | |||
Total severance costs | 0 | 0.4 | 4.6 |
Total other restructuring (credits) costs | (1) | 2.2 | 1.1 |
Selling, general, and administrative expenses | |||
Restructuring Cost and Reserve | |||
Total severance costs | 0 | 0.8 | 5.5 |
Total other restructuring (credits) costs | $ 0 | $ 0.1 | $ 2.4 |
Restructuring Activities - Re_2
Restructuring Activities - Restructuring Accruals (Details) - USD ($) $ in Millions | 12 Months Ended | ||
Dec. 31, 2022 | Dec. 31, 2021 | Dec. 31, 2020 | |
Restructuring Reserve | |||
Restructuring reserve, beginning balance | $ 2.3 | $ 0.8 | $ 0.9 |
Restructuring charges | (1) | 3.5 | 13.6 |
Cash payments and other | (1.1) | (2) | (13.7) |
Restructuring reserve, ending balance | 0.2 | 2.3 | 0.8 |
Operating Segments | Cryo Tank Solutions | |||
Restructuring Reserve | |||
Restructuring reserve, beginning balance | 0.4 | 0.5 | 0.5 |
Restructuring charges | 0.1 | 0.3 | 2.7 |
Cash payments and other | (0.4) | (0.4) | (2.7) |
Restructuring reserve, ending balance | 0.1 | 0.4 | 0.5 |
Operating Segments | Heat Transfer Systems | |||
Restructuring Reserve | |||
Restructuring reserve, beginning balance | 0.5 | 0.2 | 0.2 |
Restructuring charges | 0.3 | 1.7 | 7.4 |
Cash payments and other | (0.8) | (1.4) | (7.4) |
Restructuring reserve, ending balance | 0 | 0.5 | 0.2 |
Operating Segments | Specialty Products | |||
Restructuring Reserve | |||
Restructuring reserve, beginning balance | 0 | 0 | 0 |
Restructuring charges | 0 | 0 | 0.7 |
Cash payments and other | 0.1 | 0 | (0.7) |
Restructuring reserve, ending balance | 0.1 | 0 | 0 |
Operating Segments | Repair, Service & Leasing | |||
Restructuring Reserve | |||
Restructuring reserve, beginning balance | 1.4 | 0 | 0 |
Restructuring charges | (1.4) | 1.5 | 0.2 |
Cash payments and other | 0 | (0.1) | (0.2) |
Restructuring reserve, ending balance | 0 | 1.4 | 0 |
Corporate | |||
Restructuring Reserve | |||
Restructuring reserve, beginning balance | 0 | 0.1 | 0.2 |
Restructuring charges | 0 | 0 | 2.6 |
Cash payments and other | 0 | (0.1) | (2.7) |
Restructuring reserve, ending balance | $ 0 | $ 0 | $ 0.1 |
SCHEDULE II _ VALUATION AND Q_2
SCHEDULE II – VALUATION AND QUALIFYING ACCOUNTS (Details) - USD ($) $ in Millions | 12 Months Ended | ||
Dec. 31, 2022 | Dec. 31, 2021 | Dec. 31, 2020 | |
Movement in Valuation Allowances and Reserves | |||
Deferred tax asset valuation allowances | $ 5.4 | $ 21.6 | |
Cryobiological products business | |||
Movement in Valuation Allowances and Reserves | |||
Deferred tax asset valuation allowances | $ 32.4 | ||
Allowance for doubtful accounts | |||
Movement in Valuation Allowances and Reserves | |||
Balance at beginning of period | 6 | 8.4 | 8.5 |
Additions - Charged to costs and expenses | 0.5 | 1.2 | 0.4 |
Charged to other accounts | 0 | 0 | 0 |
Deductions | (2.6) | (1.1) | 0 |
Translations | 0.6 | (2.5) | (0.5) |
Balance at end of period | 4.5 | 6 | 8.4 |
Allowance for excess and obsolete inventory | |||
Movement in Valuation Allowances and Reserves | |||
Balance at beginning of period | 10.9 | 9.7 | 10.6 |
Additions - Charged to costs and expenses | 1.8 | 11.4 | 0.4 |
Charged to other accounts | 0 | 0 | 0 |
Deductions | (4.1) | (9.8) | (0.5) |
Translations | (0.4) | (0.4) | (0.8) |
Balance at end of period | 8.2 | 10.9 | 9.7 |
Deferred tax assets valuation allowance | |||
Movement in Valuation Allowances and Reserves | |||
Balance at beginning of period | 21.6 | 33.9 | 68.2 |
Additions - Charged to costs and expenses | 0.4 | 0.3 | 0.3 |
Charged to other accounts | 0 | 0 | 0 |
Deductions | (14.8) | (12.7) | (36.6) |
Translations | (1.8) | 0.1 | 2 |
Balance at end of period | $ 5.4 | $ 21.6 | $ 33.9 |