Document_and_Entity_Informatio
Document and Entity Information | 9 Months Ended | |
Sep. 30, 2014 | Oct. 24, 2014 | |
Document And Entity Information [Abstract] [Abstract] | ' | ' |
Document Type | '10-Q | ' |
Amendment Flag | 'false | ' |
Document Period End Date | 30-Sep-14 | ' |
Document Fiscal Year Focus | '2014 | ' |
Document Fiscal Period Focus | 'Q3 | ' |
Trading Symbol | 'ALB | ' |
Entity Registrant Name | 'ALBEMARLE CORP | ' |
Entity Central Index Key | '0000915913 | ' |
Current Fiscal Year End Date | '--12-31 | ' |
Entity Filer Category | 'Large Accelerated Filer | ' |
Entity Common Stock, Shares Outstanding | ' | 78,253,709 |
Consolidated_Statements_of_Inc
Consolidated Statements of Income (USD $) | 3 Months Ended | 9 Months Ended | ||
In Thousands, except Per Share data, unless otherwise specified | Sep. 30, 2014 | Sep. 30, 2013 | Sep. 30, 2014 | Sep. 30, 2013 |
Income Statement [Abstract] | ' | ' | ' | ' |
Net sales | $642,418 | $591,196 | $1,846,982 | $1,754,635 |
Cost of goods sold | 436,972 | 381,585 | 1,238,574 | 1,157,443 |
Gross profit | 205,446 | 209,611 | 608,408 | 597,192 |
Selling, general and administrative expenses | 66,012 | 61,368 | 211,127 | 186,668 |
Research and development expenses | 22,407 | 19,441 | 66,916 | 60,959 |
Restructuring and other charges, net (Note 13) | 293 | 0 | 20,625 | 0 |
Acquisition and integration related costs | 10,261 | 0 | 15,104 | 0 |
Operating profit | 106,473 | 128,802 | 294,636 | 349,565 |
Interest and financing expenses | -8,749 | -9,496 | -26,255 | -22,335 |
Other expenses, net | -6,618 | -368 | -6,454 | -6,147 |
Income from continuing operations before income taxes and equity in net income of unconsolidated investments | 91,106 | 118,938 | 261,927 | 321,083 |
Income tax expense | 11,737 | 26,963 | 46,700 | 72,897 |
Income from continuing operations before equity in net income of unconsolidated investments | 79,369 | 91,975 | 215,227 | 248,186 |
Equity in net income of unconsolidated investments (net of tax) | 8,650 | 5,338 | 28,200 | 25,308 |
Net income from continuing operations | 88,019 | 97,313 | 243,427 | 273,494 |
(Loss) income from discontinued operations (net of tax) | -6,679 | 531 | -68,473 | 4,994 |
Net income | 81,340 | 97,844 | 174,954 | 278,488 |
Net income attributable to noncontrolling interests | -8,546 | -7,332 | -23,130 | -21,250 |
Net income attributable to Albemarle Corporation | $72,794 | $90,512 | $151,824 | $257,238 |
Basic earnings per share from continuing operations (in dollars per share) | $1.02 | $1.10 | $2.79 | $2.98 |
Basic earnings (loss) per share from discontinued operations (in dollars per share) | ($0.09) | $0.01 | ($0.87) | $0.06 |
Basic earnings per share (in dollars per share) | $0.93 | $1.11 | $1.92 | $3.04 |
Diluted earnings per share from continuing operations (in dollars per share) | $1.01 | $1.10 | $2.78 | $2.96 |
Diluted earnings (loss) per share from discontinued operations (in dollars per share) | ($0.08) | $0.01 | ($0.87) | $0.06 |
Diluted earnings per share (in dollars per share) | $0.93 | $1.11 | $1.91 | $3.02 |
Weighted-average common shares outstanding - basic (in shares) | 78,244 | 81,385 | 78,880 | 84,711 |
Weighted-average common shares outstanding - diluted (in shares) | 78,659 | 81,852 | 79,287 | 85,192 |
Cash dividends declared per share of common stock (in dollars per share) | $0.28 | $0.24 | $0.83 | $0.72 |
Consolidated_Statements_of_Com
Consolidated Statements of Comprehensive Income (USD $) | 3 Months Ended | 9 Months Ended | ||||||
In Thousands, unless otherwise specified | Sep. 30, 2014 | Sep. 30, 2013 | Sep. 30, 2014 | Sep. 30, 2013 | ||||
Statement of Comprehensive Income [Abstract] | ' | ' | ' | ' | ||||
Net income | $81,340 | $97,844 | $174,954 | $278,488 | ||||
Other comprehensive (loss) income, net of tax: | ' | ' | ' | ' | ||||
Foreign currency translation | -100,318 | 40,613 | -106,380 | 11,945 | ||||
Pension and postretirement benefits | -147 | [1] | -201 | [1] | -615 | [1] | -605 | [1] |
Unrealized loss on interest rate swap | -988 | 0 | -11,409 | 0 | ||||
Other | 33 | 38 | 105 | 99 | ||||
Total other comprehensive (loss) income, net of tax | -101,420 | 40,450 | -118,299 | 11,439 | ||||
Comprehensive (loss) income | -20,080 | 138,294 | 56,655 | 289,927 | ||||
Comprehensive income attributable to non-controlling interests | -8,421 | -7,669 | -22,727 | -21,658 | ||||
Comprehensive (loss) income attributable to Albemarle Corporation | ($28,501) | $130,625 | $33,928 | $268,269 | ||||
[1] | Amounts reclassified from accumulated other comprehensive (loss) income consist of amortization of prior service benefit. See Note 10, “Pension Plans and Other Postretirement Benefits.†|
Condensed_Consolidated_Balance
Condensed Consolidated Balance Sheets (USD $) | Sep. 30, 2014 | Dec. 31, 2013 | |
In Thousands, unless otherwise specified | |||
Current assets: | ' | ' | |
Cash and cash equivalents | $653,120 | $477,239 | |
Trade accounts receivable, less allowance for doubtful accounts (2014 – $1,578; 2013 – $1,614) | 383,325 | 446,864 | |
Other accounts receivable | 41,261 | 45,094 | |
Inventories | 367,911 | [1] | 436,049 |
Other current assets | 62,690 | 77,669 | |
Total current assets | 1,508,307 | 1,482,915 | |
Property, plant and equipment, at cost | 2,623,271 | 2,972,084 | |
Less accumulated depreciation and amortization | 1,392,997 | 1,615,015 | |
Net property, plant and equipment | 1,230,274 | 1,357,069 | |
Investments | 196,512 | 212,178 | |
Other assets | 160,291 | 160,229 | |
Goodwill | 251,964 | 284,203 | |
Other intangibles, net of amortization | 46,118 | 88,203 | |
Total assets | 3,393,466 | 3,584,797 | |
Current liabilities: | ' | ' | |
Accounts payable | 205,809 | 194,064 | |
Accrued expenses | 214,243 | 190,533 | |
Current portion of long-term debt | 368,268 | 24,554 | |
Dividends payable | 21,275 | 19,197 | |
Income taxes payable | 3,115 | 8,015 | |
Total current liabilities | 812,710 | 436,363 | |
Long-term debt | 684,107 | 1,054,310 | |
Postretirement benefits | 52,872 | 53,903 | |
Pension benefits | 67,659 | 57,647 | |
Other noncurrent liabilities | 93,732 | 110,610 | |
Deferred income taxes | 95,115 | 129,188 | |
Commitments and contingencies (Note 8) | ' | ' | |
Albemarle Corporation shareholders’ equity: | ' | ' | |
Common stock, $.01 par value, issued and outstanding – 78,249 in 2014 and 80,053 in 2013 | 782 | 801 | |
Additional paid-in capital | 6,992 | 9,957 | |
Accumulated other comprehensive (loss) income | -1,651 | 116,245 | |
Retained earnings | 1,450,618 | 1,500,358 | |
Total Albemarle Corporation shareholders’ equity | 1,456,741 | 1,627,361 | |
Noncontrolling interests | 130,530 | 115,415 | |
Total equity | 1,587,271 | 1,742,776 | |
Total liabilities and equity | $3,393,466 | $3,584,797 | |
[1] | Decrease in Total inventories is primarily related to the sale of our antioxidant, ibuprofen and propofol businesses and assets which closed on September 1, 2014. |
Condensed_Consolidated_Balance1
Condensed Consolidated Balance Sheets (Parenthetical) (USD $) | Sep. 30, 2014 | Dec. 31, 2013 |
In Thousands, except Per Share data, unless otherwise specified | ||
Statement of Financial Position [Abstract] | ' | ' |
Trade accounts receivable, allowance for doubtful accounts | $1,578 | $1,614 |
Common stock, par value (in dollars per share) | $0.01 | $0.01 |
Common stock, issued (in shares) | 78,249 | 80,053 |
Common stock, outstanding (in shares) | 78,249 | 80,053 |
Consolidated_Statements_of_Cha
Consolidated Statements of Changes in Equity (USD $) | Total | Common Stock | Additional Paid-in Capital | Accumulated Other Comprehensive Income (Loss) | Retained Earnings | Total Albemarle Shareholders' Equity | Non-controlling Interests |
In Thousands, except Share data, unless otherwise specified | |||||||
Beginning Balance at Dec. 31, 2012 | $1,932,008 | $889 | $2,761 | $85,264 | $1,744,684 | $1,833,598 | $98,410 |
Beginning Balance (in shares) at Dec. 31, 2012 | ' | 88,899,209 | ' | ' | ' | ' | ' |
Increase (Decrease) in Stockholders' Equity [Roll Forward] | ' | ' | ' | ' | ' | ' | ' |
Net income | 278,488 | ' | ' | ' | 257,238 | 257,238 | 21,250 |
Other comprehensive income (loss) | 11,439 | ' | ' | 11,031 | ' | 11,031 | 408 |
Cash dividends declared | -70,302 | ' | ' | ' | -60,288 | -60,288 | -10,014 |
Stock-based compensation and other | 6,324 | ' | 6,324 | ' | ' | 6,324 | ' |
Exercise of stock options (in shares) | ' | 152,739 | ' | ' | ' | ' | ' |
Exercise of stock options | 4,510 | 1 | 4,509 | ' | ' | 4,510 | ' |
Shares repurchased (in shares) | ' | -7,814,045 | ' | ' | ' | ' | ' |
Shares repurchased | -582,298 | -78 | -4,556 | ' | -577,664 | -582,298 | ' |
Tax benefit related to stock plans | 3,078 | ' | 3,078 | ' | ' | 3,078 | ' |
Issuance of common stock, net (in shares) | ' | 254,334 | ' | ' | ' | ' | ' |
Issuance of common stock, net | ' | 3 | -3 | ' | ' | ' | ' |
Shares withheld for withholding taxes associated with common stock issuances (in shares) | ' | -96,080 | ' | ' | ' | ' | ' |
Shares withheld for withholding taxes associated with common stock issuances | -6,098 | -1 | -6,097 | ' | ' | -6,098 | ' |
Ending Balance at Sep. 30, 2013 | 1,577,149 | 814 | 6,016 | 96,295 | 1,363,970 | 1,467,095 | 110,054 |
Ending Balance (in shares) at Sep. 30, 2013 | ' | 81,396,157 | ' | ' | ' | ' | ' |
Beginning Balance at Dec. 31, 2013 | 1,742,776 | 801 | 9,957 | 116,245 | 1,500,358 | 1,627,361 | 115,415 |
Beginning Balance (in shares) at Dec. 31, 2013 | ' | 80,052,842 | ' | ' | ' | ' | ' |
Increase (Decrease) in Stockholders' Equity [Roll Forward] | ' | ' | ' | ' | ' | ' | ' |
Net income | 174,954 | ' | ' | ' | 151,824 | 151,824 | 23,130 |
Other comprehensive income (loss) | -118,299 | ' | ' | -117,896 | ' | -117,896 | -403 |
Cash dividends declared | -72,517 | ' | ' | ' | -64,905 | -64,905 | -7,612 |
Stock-based compensation and other | 10,016 | ' | 10,016 | ' | ' | 10,016 | ' |
Exercise of stock options (in shares) | ' | 77,546 | ' | ' | ' | ' | ' |
Exercise of stock options | 2,713 | 1 | 2,712 | ' | ' | 2,713 | ' |
Shares repurchased (in shares) | ' | -1,967,069 | ' | ' | ' | ' | ' |
Shares repurchased | -150,000 | -20 | -13,321 | ' | -136,659 | -150,000 | ' |
Tax benefit related to stock plans | 836 | ' | 836 | ' | ' | 836 | ' |
Issuance of common stock, net (in shares) | ' | 135,578 | ' | ' | ' | ' | ' |
Issuance of common stock, net | ' | 1 | -1 | ' | ' | ' | ' |
Shares withheld for withholding taxes associated with common stock issuances (in shares) | ' | -50,144 | ' | ' | ' | ' | ' |
Shares withheld for withholding taxes associated with common stock issuances | -3,208 | -1 | -3,207 | ' | ' | -3,208 | ' |
Ending Balance at Sep. 30, 2014 | $1,587,271 | $782 | $6,992 | ($1,651) | $1,450,618 | $1,456,741 | $130,530 |
Ending Balance (in shares) at Sep. 30, 2014 | ' | 78,248,753 | ' | ' | ' | ' | ' |
Condensed_Consolidated_Stateme
Condensed Consolidated Statements of Cash Flows (USD $) | 9 Months Ended | |
In Thousands, unless otherwise specified | Sep. 30, 2014 | Sep. 30, 2013 |
Statement of Cash Flows [Abstract] | ' | ' |
Cash and cash equivalents at beginning of year | $477,239 | $477,696 |
Cash flows from operating activities: | ' | ' |
Net income | 174,954 | 278,488 |
Adjustments to reconcile net income to cash flows from operating activities: | ' | ' |
Depreciation and amortization | 78,344 | 79,477 |
Write-offs associated with restructuring and other | 6,333 | 0 |
Loss on disposal of businesses | 85,515 | 0 |
Stock-based compensation | 10,447 | 7,036 |
Excess tax benefits realized from stock-based compensation arrangements | -836 | -3,078 |
Equity in net income of unconsolidated investments (net of tax) | -28,200 | -25,308 |
Dividends received from unconsolidated investments and nonmarketable securities | 37,854 | 18,889 |
Pension and postretirement expense | 21,946 | 4,730 |
Pension and postretirement contributions | -10,718 | -9,892 |
Unrealized gain on investments in marketable securities | -525 | -1,924 |
Deferred income taxes | -24,412 | 7,115 |
Working capital changes | 89,020 | -39,353 |
Other, net | -9,180 | 1,341 |
Net cash provided by operating activities | 430,542 | 317,521 |
Cash flows from investing activities: | ' | ' |
Capital expenditures | -76,682 | -135,028 |
Cash payments related to acquisitions and other | 0 | -250 |
Cash proceeds from divestitures, net | 104,718 | 0 |
Sales of marketable securities, net | 943 | 1,214 |
Long-term advances to joint venture | -7,499 | 0 |
Net cash provided by (used in) investing activities | 21,480 | -134,064 |
Cash flows from financing activities: | ' | ' |
Repayments of long-term debt | -3,023 | -93,913 |
Proceeds from borrowings of long-term debt | 0 | 117,000 |
Other (repayments) borrowings, net | -23,554 | 357,379 |
Dividends paid to shareholders | -62,827 | -58,574 |
Dividends paid to noncontrolling interests | -7,612 | -10,014 |
Repurchases of common stock | -150,000 | -582,298 |
Proceeds from exercise of stock options | 2,713 | 4,510 |
Excess tax benefits realized from stock-based compensation arrangements | 836 | 3,078 |
Withholding taxes paid on stock-based compensation award distributions | -3,208 | -6,098 |
Debt financing costs | -3,074 | -108 |
Net cash used in financing activities | -249,749 | -269,038 |
Net effect of foreign exchange on cash and cash equivalents | -26,392 | 9,312 |
Increase (decrease) in cash and cash equivalents | 175,881 | -76,269 |
Cash and cash equivalents at end of period | $653,120 | $401,427 |
Basis_of_Presentation
Basis of Presentation | 9 Months Ended |
Sep. 30, 2014 | |
Organization, Consolidation and Presentation of Financial Statements [Abstract] | ' |
Basis of Presentation | ' |
Basis of Presentation: | |
In the opinion of management, the accompanying unaudited condensed consolidated financial statements of Albemarle Corporation and our wholly-owned, majority-owned and controlled subsidiaries (collectively, “Albemarle,” “we,” “us,” “our” or “the Company”) contain all adjustments necessary for a fair statement, in all material respects, of our condensed consolidated balance sheets as of September 30, 2014 and December 31, 2013, our consolidated statements of income and consolidated statements of comprehensive income for the three-month and nine-month periods ended September 30, 2014 and 2013 and our condensed consolidated statements of cash flows and consolidated statements of changes in equity for the nine-month periods ended September 30, 2014 and 2013. All adjustments are of a normal and recurring nature. These unaudited condensed consolidated financial statements should be read in conjunction with the consolidated financial statements and notes thereto included in our Annual Report on Form 10-K for the year ended December 31, 2013 (the “2013 Form 10-K”), which was filed with the Securities and Exchange Commission (SEC) on February 25, 2014. On August 8, 2014, we filed a Current Report on Form 8-K to update our 2013 Form 10-K for the segment change described in Note 9 “Operating Segments” included herein, and to reflect the antioxidant, ibuprofen and propofol businesses as discontinued operations as described below and in Note 15 “Discontinued Operations” included herein. The December 31, 2013 consolidated balance sheet data herein was derived from audited financial statements, but does not include all disclosures required by generally accepted accounting principles (GAAP) in the United States (U.S.). The results of operations for the three-month and nine-month period ended September 30, 2014 are not necessarily indicative of the results to be expected for the full year. Certain reclassifications have been made to the accompanying consolidated financial statements and the notes thereto to conform to the current presentation. | |
On September 1, 2014, the Company closed the sale of its antioxidant, ibuprofen and propofol businesses and assets to SI Group, Inc. and, as such, the financial results of the disposed group have been presented as discontinued operations in the consolidated statements of income and excluded from segment results for all periods presented. See Note 15, “Discontinued Operations” for additional information. |
Foreign_Exchange
Foreign Exchange | 9 Months Ended |
Sep. 30, 2014 | |
Foreign Currency [Abstract] | ' |
Foreign Exchange | ' |
Foreign Exchange: | |
Foreign exchange transaction losses were $0.8 million and $2.1 million for the three-month and nine-month periods ended September 30, 2014, respectively, and $2.0 million and $9.1 million for the three-month and nine-month periods ended September 30, 2013, respectively, and are included in Other expenses, net, in our consolidated statements of income. |
Income_Taxes
Income Taxes | 9 Months Ended |
Sep. 30, 2014 | |
Income Tax Disclosure [Abstract] | ' |
Income Taxes | ' |
Income Taxes: | |
The effective income tax rate for the three-month and nine-month periods ended September 30, 2014 was 12.9% and 17.8%, respectively, compared to 22.7% for the three-month and nine-month periods ended September 30, 2013. The Company’s effective income tax rate fluctuates based on, among other factors, our level and location of income. The difference between the U.S. federal statutory income tax rate and our effective income tax rate for the 2014 and 2013 periods is mainly due to the impact of earnings from outside the U.S and the domestic manufacturing tax deduction. Our effective income tax rate for the three-month and nine-month periods ended September 30, 2014 was also impacted by discrete net tax benefit items of $2.1 million, related principally to the expiration of the U.S. federal statute of limitations. |
Earnings_Per_Share
Earnings Per Share | 9 Months Ended | |||||||||||||||
Sep. 30, 2014 | ||||||||||||||||
Earnings Per Share [Abstract] | ' | |||||||||||||||
Earnings Per Share | ' | |||||||||||||||
Earnings Per Share: | ||||||||||||||||
Basic and diluted earnings per share from continuing operations for the three-month and nine-month periods ended September 30, 2014 and 2013 are calculated as follows: | ||||||||||||||||
Three Months Ended | Nine Months Ended | |||||||||||||||
September 30, | September 30, | |||||||||||||||
2014 | 2013 | 2014 | 2013 | |||||||||||||
(In thousands, except per share amounts) | ||||||||||||||||
Basic earnings per share from continuing operations | ||||||||||||||||
Numerator: | ||||||||||||||||
Net income from continuing operations | $ | 88,019 | $ | 97,313 | $ | 243,427 | $ | 273,494 | ||||||||
Net income from continuing operations attributable to noncontrolling interests | (8,546 | ) | (7,332 | ) | (23,130 | ) | (21,250 | ) | ||||||||
Net income from continuing operations attributable to Albemarle Corporation | $ | 79,473 | $ | 89,981 | $ | 220,297 | $ | 252,244 | ||||||||
Denominator: | ||||||||||||||||
Weighted-average common shares for basic earnings per share | 78,244 | 81,385 | 78,880 | 84,711 | ||||||||||||
Basic earnings per share from continuing operations | $ | 1.02 | $ | 1.1 | $ | 2.79 | $ | 2.98 | ||||||||
Diluted earnings per share from continuing operations | ||||||||||||||||
Numerator: | ||||||||||||||||
Net income from continuing operations | $ | 88,019 | $ | 97,313 | $ | 243,427 | $ | 273,494 | ||||||||
Net income from continuing operations attributable to noncontrolling interests | (8,546 | ) | (7,332 | ) | (23,130 | ) | (21,250 | ) | ||||||||
Net income from continuing operations attributable to Albemarle Corporation | $ | 79,473 | $ | 89,981 | $ | 220,297 | $ | 252,244 | ||||||||
Denominator: | ||||||||||||||||
Weighted-average common shares for basic earnings per share | 78,244 | 81,385 | 78,880 | 84,711 | ||||||||||||
Incremental shares under stock compensation plans | 415 | 467 | 407 | 481 | ||||||||||||
Total shares | 78,659 | 81,852 | 79,287 | 85,192 | ||||||||||||
Diluted earnings per share from continuing operations | $ | 1.01 | $ | 1.1 | $ | 2.78 | $ | 2.96 | ||||||||
On February 25, 2014, the Company increased the regular quarterly dividend by 15% to $0.275 per share. On July 14, 2014, the Company declared a cash dividend of $0.275 per share, which was paid on October 1, 2014 to shareholders of record at the close of business as of September 15, 2014. On October 14, 2014, the Company declared a cash dividend of $0.275 per share, which is payable on January 2, 2015 to shareholders of record at the close of business as of December 15, 2014. | ||||||||||||||||
Under its existing Board authorized share repurchase program, on February 3, 2014, the Company entered into an accelerated share repurchase (ASR) agreement with Merrill Lynch International (Merrill Lynch), acting through its agent Merrill Lynch, Pierce, Fenner and Smith Incorporated, relating to a fixed-dollar, uncollared ASR program pursuant to which we purchased $50 million of our common stock from Merrill Lynch in two $25 million tranches. Pursuant to the terms of the agreement, Merrill Lynch immediately borrowed shares of Albemarle common stock that were sold to the Company, thereby decreasing the Company’s issued and outstanding shares (with no change to its authorized shares). On February 3, 2014, the Company paid $50 million to Merrill Lynch and received an initial delivery of 623,248 shares of our common stock with a fair market value of approximately $40 million. This purchase was funded with cash on hand. The Company determined that the ASR agreement with Merrill Lynch met the criteria to be accounted for as a forward contract indexed to its stock and was therefore treated as an equity instrument. Under the terms of the agreement, on April 30, 2014, the transaction was completed and we received a final settlement of 150,504 shares, calculated based on the daily Rule 10b-18 volume-weighted average prices of the Company’s common stock over the term of the agreement, less a forward price adjustment amount of approximately $0.77. The total number of shares repurchased under this agreement (773,752 shares) reduced the Company’s weighted-average shares outstanding for purposes of calculating basic and diluted earnings per share during the nine-month period ended September 30, 2014. | ||||||||||||||||
Under its existing Board authorized share repurchase program, on April 30, 2014, the Company entered into an ASR agreement with JPMorgan Chase Bank, National Association (JPMorgan), acting through its agent J.P. Morgan Securities LLC, relating to a fixed-dollar, uncollared ASR program pursuant to which we will purchase $100 million of our common stock from JPMorgan. The shares will be purchased by JPMorgan in two $50 million tranches that may be settled separately or simultaneously. Pursuant to the terms of the ASR agreement, JPMorgan immediately borrowed shares of Albemarle common stock that were sold to the Company, thereby decreasing the Company’s issued and outstanding shares (with no change to its authorized shares). On May 1, 2014, the Company paid $100 million to JPMorgan and received an initial delivery of 1,193,317 shares of our common stock with a fair market value of approximately $80 million. This purchase was funded with cash on hand and commercial paper notes. | ||||||||||||||||
The Company has determined that the ASR agreement with JPMorgan meets the criteria to be accounted for as a forward contract indexed to its stock and is therefore being treated as an equity instrument. Although the ASR agreement with JPMorgan can be settled, at the Company’s option, in cash or in shares of common stock, the Company intends to settle in shares of common stock. | ||||||||||||||||
The initial delivery of 1,193,317 shares reduced the Company’s weighted average shares outstanding for purposes of calculating basic and diluted earnings per share for the nine-month period ended September 30, 2014. The total number of shares to ultimately be purchased under the ASR agreement with JPMorgan will be determined at the completion of the trade and will generally be based on the daily Rule 10b-18 volume-weighted average prices of the Company’s common stock over the term of the agreement. | ||||||||||||||||
As announced on July 15, 2014, the Company and Rockwood Holdings, Inc. (“Rockwood”) entered into an Agreement and Plan of Merger (the “Merger Agreement”) pursuant to which the Company will acquire Rockwood in a cash and stock transaction. Refer to Note 16, “Proposed Acquisition of Rockwood” for additional information about this transaction. Pursuant to the terms of the ASR agreement with JPMorgan, the period over which the Rule 10b-18 volume-weighted average prices of the Company’s common stock is calculated has been suspended, effective as of the date of the Merger Agreement. Final settlement is expected to occur approximately twelve trading days after the later of (a) the completion of the transaction, or (b) the completion of any restricted period (as defined under Regulation M of the Exchange Act) related to the transaction. However, final settlement may be accelerated at the option of JPMorgan, and the number of shares to be delivered may be adjusted upon the announcement or occurrence of certain corporate events, including without limitation, tender offers, delisting, merger events or insolvency. Additionally, the ASR agreement with JPMorgan will be terminated at any time that our share price is at or below $33.50 per share. | ||||||||||||||||
The Company evaluated the ASR agreement with JPMorgan for its potential dilution of earnings per share and has determined that, based on the daily Rule 10b-18 volume-weighted average prices of the Company’s common stock calculated as of the date of the Merger Agreement, additional shares expected to be received upon final settlement (approximately 223,000 shares) would have an anti-dilutive impact on earnings per share and therefore were not included in the Company’s diluted earnings per share calculation for the three-month and nine-month periods ended September 30, 2014. The final settlement amount may increase or decrease depending upon the daily Rule 10b-18 volume-weighted average prices of the Company’s common stock during the remaining term of the agreement. | ||||||||||||||||
During the nine-month period ended September 30, 2014, the Company repurchased a total of 1,967,069 shares of its common stock pursuant to the terms of its share repurchase program. As of September 30, 2014, there were 3,972,525 remaining shares available for repurchase under the Company’s authorized share repurchase program, which has been suspended pending completion of the transactions contemplated by the Merger Agreement. |
Inventories
Inventories | 9 Months Ended | |||||||
Sep. 30, 2014 | ||||||||
Inventory Disclosure [Abstract] | ' | |||||||
Inventories | ' | |||||||
Inventories: | ||||||||
The following table provides a breakdown of inventories at September 30, 2014 and December 31, 2013: | ||||||||
September 30, | December 31, | |||||||
2014 | 2013 | |||||||
(In thousands) | ||||||||
Finished goods | $ | 268,276 | $ | 340,863 | ||||
Raw materials | 58,896 | 47,784 | ||||||
Stores, supplies and other | 40,739 | 47,402 | ||||||
Total inventories(a) | $ | 367,911 | $ | 436,049 | ||||
(a) | Decrease in Total inventories is primarily related to the sale of our antioxidant, ibuprofen and propofol businesses and assets which closed on September 1, 2014. |
Investments
Investments | 9 Months Ended |
Sep. 30, 2014 | |
Equity Method Investments and Joint Ventures [Abstract] | ' |
Investments | ' |
Investments: | |
The carrying value of our unconsolidated investment in Stannica LLC, a variable interest entity for which we are not the primary beneficiary, was $6.3 million and $5.5 million at September 30, 2014 and December 31, 2013, respectively. Our maximum exposure to loss in connection with our continuing involvement with Stannica LLC is limited to our investment carrying value. |
LongTerm_Debt
Long-Term Debt | 9 Months Ended | |||||||
Sep. 30, 2014 | ||||||||
Debt Disclosure [Abstract] | ' | |||||||
Long-Term Debt | ' | |||||||
Long-Term Debt: | ||||||||
Long-term debt at September 30, 2014 and December 31, 2013 consisted of the following: | ||||||||
September 30, | December 31, | |||||||
2014 | 2013 | |||||||
(In thousands) | ||||||||
5.10% Senior notes, net of unamortized discount of $11 at September 30, 2014 and $36 at December 31, 2013 | $ | 324,989 | $ | 324,964 | ||||
4.50% Senior notes, net of unamortized discount of $1,950 at September 30, 2014 and $2,186 at December 31, 2013 | 348,050 | 347,814 | ||||||
Commercial paper notes | 355,876 | 363,000 | ||||||
Fixed-rate foreign borrowings | 4,948 | 7,879 | ||||||
Variable-rate foreign bank loans | 18,323 | 34,910 | ||||||
Miscellaneous | 189 | 297 | ||||||
Total long-term debt | 1,052,375 | 1,078,864 | ||||||
Less amounts due within one year | 368,268 | 24,554 | ||||||
Long-term debt, less current portion | $ | 684,107 | $ | 1,054,310 | ||||
On February 7, 2014, we entered into a new $750.0 million credit facility. The five-year, revolving, unsecured credit agreement (hereinafter referred to as the February 2014 Credit Agreement) matures on February 7, 2019 and (i) replaces our previous $750.0 million amended and restated credit agreement dated as of September 22, 2011; (ii) provides for an additional $250.0 million in credit, if needed, subject to the terms of the agreement; and (iii) provides for the ability to extend the maturity date under certain conditions. Borrowings bear interest at variable rates based on the London Inter-Bank Offered Rate (LIBOR) for deposits in the relevant currency plus an applicable margin which ranges from 0.900% to 1.500%, depending on the Company’s credit rating from Standard & Poor’s Ratings Services (S&P) and Moody’s Investors Services (Moody’s). The applicable margin on the facility was 1.000% as of September 30, 2014. As of September 30, 2014, there were no borrowings outstanding under the February 2014 Credit Agreement. | ||||||||
At September 30, 2014, we had $355.9 million of commercial paper notes (the “Notes”) outstanding bearing a weighted-average interest rate of approximately 0.31% and a weighted-average maturity of 20 days. In order to maintain flexibility with regard to our liquidity strategy, in the second quarter of 2014 the Notes were reclassified from Long-term debt to Current portion of long-term debt in our condensed consolidated balance sheet. | ||||||||
Our $325.0 million aggregate principal amount of senior notes, issued on January 20, 2005, mature on February 1, 2015. At September 30, 2014, we have classified these senior notes as long-term based on our ability and intent to refinance them on a long-term basis through the issuance of new senior notes or borrowings under the February 2014 Credit Agreement. | ||||||||
In connection with the Merger Agreement with Rockwood, on July 15, 2014, we obtained a commitment letter from certain financial institutions to provide for bridge financing, among other things, and on August 15, 2014, we entered into a term loan credit agreement and we amended the February 2014 Credit Agreement. See Note 16 “Proposed Acquisition of Rockwood” for additional information about these agreements. |
Commitments_and_Contingencies
Commitments and Contingencies | 9 Months Ended | |||
Sep. 30, 2014 | ||||
Commitments and Contingencies Disclosure [Abstract] | ' | |||
Commitments and Contingencies | ' | |||
Commitments and Contingencies: | ||||
We had the following activity in our recorded environmental liabilities for the nine months ended September 30, 2014, as follows (in thousands): | ||||
Beginning balance at December 31, 2013 | $ | 16,599 | ||
Expenditures | (2,456 | ) | ||
Divestitures | (1,954 | ) | ||
Changes in estimates recorded to earnings and other | 34 | |||
Foreign currency translation | (604 | ) | ||
Ending balance at September 30, 2014 | 11,619 | |||
Less amounts reported in Accrued expenses | 6,055 | |||
Amounts reported in Other noncurrent liabilities | $ | 5,564 | ||
The amounts recorded represent our future remediation and other anticipated environmental liabilities. These liabilities typically arise during the normal course of our operational and environmental management activities or at the time of acquisition of the site, and are based on internal analysis as well as input from outside consultants. As evaluations proceed at each relevant site, changes in risk assessment practices, remediation techniques and regulatory requirements can occur, therefore such liability estimates may be adjusted accordingly. The timing and duration of remediation activities at these sites will be determined when evaluations are completed. Although it is difficult to quantify the potential financial impact of these remediation liabilities, management estimates (based on the latest available information) that there is a reasonable possibility that future environmental remediation costs associated with our past operations, in excess of amounts already recorded, could be up to approximately $12 million before income taxes. | ||||
Approximately $5.7 million of our recorded liability is related to the closure and post-closure activities at a former landfill associated with our Bergheim, Germany site, which was recorded at the time of our acquisition of this site in 2001. This closure project has been approved under the authority of the governmental permit for this site and is scheduled for completion in 2017, with post-closure monitoring to occur for 30 years thereafter. The remainder of our recorded liability is associated with sites that are being evaluated under governmental authority but for which final remediation plans have not yet been approved. In connection with the remediation activities at our Bergheim, Germany site as required by the German environmental authorities, we have pledged certain of our land and housing facilities at this site which has an estimated fair value of $5.7 million. | ||||
We believe that any sum we may be required to pay in connection with environmental remediation matters in excess of the amounts recorded should occur over a period of time and should not have a material adverse effect upon our results of operations, financial condition or cash flows on a consolidated annual basis although any such sum could have a material adverse impact on our results of operations, financial condition or cash flows in a particular quarterly reporting period. | ||||
On July 3, 2006, we received a Notice of Violation (the 2006 NOV) from the U.S. Environmental Protection Agency Region 4 (EPA) regarding the implementation of the Pharmaceutical Maximum Achievable Control Technology (PharmaMACT) standards at our former plant in Orangeburg, South Carolina. The alleged violations involved (i) the applicability of the specific regulations to certain intermediates manufactured at the plant, (ii) failure to comply with certain reporting requirements, (iii) improper evaluation and testing to properly implement the regulations and (iv) the sufficiency of the leak detection and repair program at the plant. In the second quarter of 2011, the Company was served with a complaint by the EPA in the U.S. District Court for the District of South Carolina, based on the alleged violations set out in the 2006 NOV seeking civil penalties and injunctive relief. The complaint was subsequently amended to add the State of South Carolina as a plaintiff. On June 11, 2014, we entered into a consent decree with the EPA and the South Carolina Department of Health and Environmental Control (DHEC) to settle this matter. Pursuant to the consent decree, in the third quarter of 2014 we paid a civil penalty to the EPA in the amount of approximately $332,000. A civil penalty of approximately $112,000 was waived pursuant to the consent decree and we will not be required to pay this amount to the DHEC. | ||||
In addition, we are involved from time to time in legal proceedings of types regarded as common in our business, including administrative or judicial proceedings seeking remediation under environmental laws, such as the federal Comprehensive Environmental Response, Compensation and Liability Act, commonly known as CERCLA or Superfund, products liability, breach of contract liability and premises liability litigation. Where appropriate, we may establish financial reserves for such proceedings. We also maintain insurance to mitigate certain of such risks. Costs for legal services are generally expensed as incurred. | ||||
We have contracts with certain of our customers, which serve as guarantees on product delivery and performance according to customer specifications that can cover both shipments on an individual basis as well as blanket coverage of multiple shipments under certain customer supply contracts. The financial coverage provided by these guarantees is typically based on a percentage of net sales value. | ||||
The Merger Agreement with Rockwood contains provisions for the payment of termination fees and out-of-pocket fees and expenses by either party in the event that the Merger Agreement is terminated under certain circumstances. See Note 16 “Proposed Acquisition of Rockwood” for additional information about these provisions of the Merger Agreement and information about pending litigation against Albemarle and Rockwood in connection with the proposed merger. |
Operating_Segments
Operating Segments | 9 Months Ended | |||||||||||||||
Sep. 30, 2014 | ||||||||||||||||
Segment Reporting [Abstract] | ' | |||||||||||||||
Operating Segments | ' | |||||||||||||||
Operating Segments: | ||||||||||||||||
Effective January 1, 2014, the Company’s assets and businesses were realigned under two operating segments to better align the Company’s resources to support its ongoing business strategy. The Performance Chemicals segment includes the Fire Safety Solutions, Specialty Chemicals and Fine Chemistry Services product categories, consolidating our bromine, mineral and custom manufacturing assets under one business unit. The Catalyst Solutions segment includes the Refinery Catalyst Solutions and Performance Catalyst Solutions product categories. Each segment has a dedicated team of sales, research and development, process engineering, manufacturing and sourcing, and business strategy personnel and has full accountability for improving execution through greater asset and market focus, agility and responsiveness. The new structure also facilitates the continued standardization of business processes across our organization, is consistent with the manner in which information is presently used internally by the Company’s chief operating decision maker to evaluate performance and make resource allocation decisions, and each segment president is responsible for execution of the segment’s business strategy. | ||||||||||||||||
Segment income represents segment operating profit and equity in net income of unconsolidated investments and is reduced by net income attributable to noncontrolling interests. Segment data includes intersegment transfers of raw materials at cost and allocations for certain corporate costs. | ||||||||||||||||
Summarized financial information concerning our reportable segments is shown in the following table. Results for 2013 have been recast to reflect the change in operating segments noted above, and segment results for all periods presented exclude discontinued operations as further described in Notes 1 and 15. Corporate & other includes corporate-related items not allocated to the reportable segments. Pension and OPEB service cost (which represents the benefits earned by active employees during the period) and amortization of prior service cost or benefit are allocated to each segment whereas the remaining components of pension and OPEB benefits cost or credit are included in Corporate & other. | ||||||||||||||||
Three Months Ended | Nine Months Ended | |||||||||||||||
September 30, | September 30, | |||||||||||||||
2014 | 2013 | 2014 | 2013 | |||||||||||||
(In thousands) | ||||||||||||||||
Net sales: | ||||||||||||||||
Performance Chemicals | $ | 364,517 | $ | 365,154 | $ | 1,048,961 | $ | 1,059,202 | ||||||||
Catalyst Solutions | 277,901 | 226,042 | 798,021 | 695,433 | ||||||||||||
Total net sales | $ | 642,418 | $ | 591,196 | $ | 1,846,982 | $ | 1,754,635 | ||||||||
Segment operating profit: | ||||||||||||||||
Performance Chemicals | $ | 86,983 | $ | 91,506 | $ | 244,724 | $ | 265,665 | ||||||||
Catalyst Solutions | 53,039 | 47,205 | 162,169 | 125,615 | ||||||||||||
Total segment operating profit | 140,022 | 138,711 | 406,893 | 391,280 | ||||||||||||
Equity in net income of unconsolidated investments: | ||||||||||||||||
Performance Chemicals | 1,744 | 1,735 | 7,321 | 6,371 | ||||||||||||
Catalyst Solutions | 6,906 | 3,603 | 20,879 | 18,937 | ||||||||||||
Total equity in net income of unconsolidated investments | 8,650 | 5,338 | 28,200 | 25,308 | ||||||||||||
Net income attributable to noncontrolling interests: | ||||||||||||||||
Performance Chemicals | (8,546 | ) | (7,332 | ) | (23,130 | ) | (21,250 | ) | ||||||||
Total net income attributable to noncontrolling interests | (8,546 | ) | (7,332 | ) | (23,130 | ) | (21,250 | ) | ||||||||
Segment income: | ||||||||||||||||
Performance Chemicals | 80,181 | 85,909 | 228,915 | 250,786 | ||||||||||||
Catalyst Solutions | 59,945 | 50,808 | 183,048 | 144,552 | ||||||||||||
Total segment income | 140,126 | 136,717 | 411,963 | 395,338 | ||||||||||||
Corporate & other(a) | (22,995 | ) | (9,909 | ) | (76,528 | ) | (41,715 | ) | ||||||||
Restructuring and other charges, net | (293 | ) | — | (20,625 | ) | — | ||||||||||
Acquisition and integration related costs | (10,261 | ) | — | (15,104 | ) | — | ||||||||||
Interest and financing expenses | (8,749 | ) | (9,496 | ) | (26,255 | ) | (22,335 | ) | ||||||||
Other expenses, net | (6,618 | ) | (368 | ) | (6,454 | ) | (6,147 | ) | ||||||||
Income tax expense | (11,737 | ) | (26,963 | ) | (46,700 | ) | (72,897 | ) | ||||||||
(Loss) income from discontinued operations (net of tax) | (6,679 | ) | 531 | (68,473 | ) | 4,994 | ||||||||||
Net income attributable to Albemarle Corporation | $ | 72,794 | $ | 90,512 | $ | 151,824 | $ | 257,238 | ||||||||
(a) | For the three months ended September 30, 2014 and 2013, Corporate & other includes $(1.9) million and $1.0 million, respectively, of pension and OPEB plan (costs) credits, and for the nine months ended September 30, 2014 and 2013, Corporate & other includes $(15.7) million and $3.1 million, respectively, of pension and OPEB plan (costs) credits. |
Pension_Plans_and_Other_Postre
Pension Plans and Other Postretirement Benefits | 9 Months Ended | |||||||||||||||
Sep. 30, 2014 | ||||||||||||||||
Compensation and Retirement Disclosure [Abstract] | ' | |||||||||||||||
Pension Plans and Other Postretirement Benefits | ' | |||||||||||||||
Pension Plans and Other Postretirement Benefits: | ||||||||||||||||
The following information is provided for domestic and foreign pension and postretirement defined benefit plans: | ||||||||||||||||
Three Months Ended | Nine Months Ended | |||||||||||||||
September 30, | September 30, | |||||||||||||||
2014 | 2013 | 2014 | 2013 | |||||||||||||
(In thousands) | ||||||||||||||||
Pension Benefits Cost (Credit): | ||||||||||||||||
Service cost | $ | 2,678 | $ | 3,488 | $ | 8,245 | $ | 10,462 | ||||||||
Interest cost | 8,006 | 7,470 | 24,303 | 22,403 | ||||||||||||
Expected return on assets | (10,027 | ) | (9,848 | ) | (30,404 | ) | (29,541 | ) | ||||||||
Actuarial loss(a) | 2,786 | — | 18,218 | — | ||||||||||||
Amortization of prior service benefit | (119 | ) | (173 | ) | (530 | ) | (517 | ) | ||||||||
Total net pension benefits cost | $ | 3,324 | $ | 937 | $ | 19,832 | $ | 2,807 | ||||||||
Postretirement Benefits Cost (Credit): | ||||||||||||||||
Service cost | $ | 54 | $ | 78 | $ | 162 | $ | 232 | ||||||||
Interest cost | 760 | 691 | 2,280 | 2,073 | ||||||||||||
Expected return on assets | (85 | ) | (104 | ) | (256 | ) | (310 | ) | ||||||||
Amortization of prior service benefit | (24 | ) | (24 | ) | (72 | ) | (72 | ) | ||||||||
Total net postretirement benefits cost | $ | 705 | $ | 641 | $ | 2,114 | $ | 1,923 | ||||||||
Total net pension and postretirement benefits cost | $ | 4,029 | $ | 1,578 | $ | 21,946 | $ | 4,730 | ||||||||
(a) | In connection with the announced realignment of our operating segments effective January 1, 2014, in the fourth quarter of 2013 we initiated a workforce reduction plan which will result in a reduction of approximately 230 employees worldwide. This workforce reduction triggered a net curtailment gain of approximately $0.8 million in the first quarter of 2014 for our U.S. defined benefit plan which covers non-represented employees and our supplemental executive retirement plan (SERP). In connection with the curtailment, we were required to remeasure the related assets and obligations for these two plans. As of the January 31, 2014 remeasurement date, the weighted-average discount rate for all of our domestic pension plans was 4.97% compared to 5.14% at December 31, 2013. Taking into account the discount rate reduction and actual return on plan assets through January 31, 2014, we recorded a mark-to-market actuarial loss (net of the curtailment gain) of $15.4 million in the first quarter of 2014 related to these two plans. | |||||||||||||||
In connection with the sale of our antioxidant, ibuprofen and propofol businesses and assets to SI Group, Inc. which closed on September 1, 2014, in the third quarter of 2014 we were required to remeasure the assets and obligations of one of our U.S. defined benefit plans for represented employees, which was part of the disposed group. As of the September 1, 2014 remeasurement date, the weighted-average discount rate for all of our domestic pension plans was 4.94% compared to 5.14% at December 31, 2013. Taking into account the discount rate reduction and actual return on plan assets through September 1, 2014, as well as changes to mortality assumptions, we recorded a mark-to-market actuarial loss of $2.8 million in the third quarter of 2014 related to this plan. | ||||||||||||||||
During the three-month and nine-month periods ended September 30, 2014, we made contributions of $5.2 million and $7.5 million, respectively, to our qualified and nonqualified pension plans. During the three-month and nine-month periods ended September 30, 2013, we made contributions of $4.8 million and $6.8 million, respectively, to our qualified and nonqualified pension plans. The 2014 amounts include a contribution of $4.3 million to one of our U.S. defined benefit plans for represented employees which was included in the sale of businesses and assets to SI Group, Inc. which closed on September 1, 2014. The participation of the Company as the sponsor, plan administrator and adopting employer of this plan terminated as of September 1, 2014, and the buyer or one of its affiliates adopted and assumed sponsorship and all of the responsibilities and liabilities under the plan pursuant to the terms and provisions of the plan in effect as of the closing date. | ||||||||||||||||
We paid $0.8 million and $3.2 million in premiums to the U.S. postretirement benefit plan during the three-month and nine-month periods ended September 30, 2014, respectively. During the three-month and nine-month periods ended September 30, 2013, we paid $0.9 million and $3.1 million, respectively, in premiums to the U.S. postretirement benefit plan. |
Fair_Value_of_Financial_Instru
Fair Value of Financial Instruments | 9 Months Ended | |||||||||||||||
Sep. 30, 2014 | ||||||||||||||||
Fair Value Disclosures [Abstract] | ' | |||||||||||||||
Fair Value of Financial Instruments | ' | |||||||||||||||
Fair Value of Financial Instruments: | ||||||||||||||||
In assessing the fair value of financial instruments, we use methods and assumptions that are based on market conditions and other risk factors existing at the time of assessment. Fair value information for our financial instruments is as follows: | ||||||||||||||||
Long-Term Debt—the fair values of our senior notes and other fixed rate foreign borrowings are estimated using Level 1 inputs and account for the majority of the difference between the recorded amount and fair value of our long-term debt. The carrying value of our remaining long-term debt reported in the accompanying condensed consolidated balance sheets approximates fair value as substantially all of such debt bears interest based on prevailing variable market rates currently available in the countries in which we have borrowings. | ||||||||||||||||
30-Sep-14 | 31-Dec-13 | |||||||||||||||
Recorded | Fair Value | Recorded | Fair Value | |||||||||||||
Amount | Amount | |||||||||||||||
(In thousands) | ||||||||||||||||
Long-term debt | $ | 1,052,375 | $ | 1,079,648 | $ | 1,078,864 | $ | 1,109,878 | ||||||||
Foreign Currency Forward Contracts—we enter into foreign currency forward contracts in connection with our risk management strategies in an attempt to minimize the financial impact of changes in foreign currency exchange rates. These derivative financial instruments are used to manage risk and are not used for trading or other speculative purposes. The fair values of our foreign currency forward contracts are estimated based on current settlement values. At September 30, 2014 and December 31, 2013, we had outstanding foreign currency forward contracts with notional values totaling $177.1 million and $321.4 million, respectively. At September 30, 2014 and December 31, 2013, $0.4 million and $0.2 million, respectively, was included in Other accounts receivable associated with the fair value of our foreign currency forward contracts. | ||||||||||||||||
Gains and losses on foreign currency forward contracts are recognized currently in Other expenses, net; further, fluctuations in the value of these contracts are generally expected to be offset by changes in the value of the underlying exposures being hedged. For the three-month and nine-month periods ended September 30, 2014, we recognized (losses) of $(5.6) million and $(8.0) million, respectively, in Other expenses, net, in our consolidated statements of income related to the change in the fair value of our foreign currency forward contracts. For the three-month and nine-month periods ended September 30, 2013, we recognized gains (losses) of $0.4 million and $(1.8) million, respectively, in Other expenses, net, in our consolidated statements of income related to the change in the fair value of our foreign currency forward contracts. These amounts are generally expected to be offset by changes in the value of the underlying exposures being hedged which are also reported in Other expenses, net. Also, for the nine-month periods ended September 30, 2014 and 2013, we recorded $8.0 million and $1.8 million, respectively, related to the change in the fair value of our foreign currency forward contracts, and cash settlements of $(8.3) million and $(2.2) million, respectively, in Other, net in our condensed consolidated statements of cash flows. | ||||||||||||||||
Interest Rate Swap—In anticipation of refinancing our 2015 senior notes in the fourth quarter of 2014, on January 22, 2014, we entered into a pay fixed, receive variable rate forward starting interest rate swap with J.P. Morgan Chase Bank, N.A., to be effective October 15, 2014. Our risk management objective and strategy for undertaking this hedge is to eliminate the variability in the interest rate and partial credit spread on the 20 future semi-annual coupon payments that we would pay when we refinance our 2015 senior notes with another 10 year note. The notional amount of the swap is $325.0 million and the fixed rate is 3.281%, with the cash settlement determined by reference to the changes in the U.S. dollar 3-month LIBOR and credit spreads from the date we entered into the swap until the date the swap is settled (October 15, 2014). This derivative financial instrument has been designated and is accounted for as a cash flow hedge under Accounting Standards Codification (ASC) 815, Derivatives and Hedging. Effectiveness of the hedge relationship is assessed prospectively and retrospectively on a quarterly basis. At September 30, 2014, the fair value of our pay fixed, receive variable rate forward starting interest rate swap was a liability of $18.0 million and is included in Accrued expenses. We determined there was no ineffectiveness during the nine-month period ended September 30, 2014, which resulted in the entire change in fair value of this swap being recorded in Accumulated other comprehensive (loss) income. On October 15, 2014, the swap was settled, resulting in a payment to the counterparty of $33.4 million. | ||||||||||||||||
The counterparties to our foreign currency forward contracts and our interest rate swap are major financial institutions with which we generally have other financial relationships. We are exposed to credit loss in the event of nonperformance by these counterparties. However, we do not anticipate nonperformance by the counterparties. |
Fair_Value_Measurement
Fair Value Measurement | 9 Months Ended | |||||||||||||||
Sep. 30, 2014 | ||||||||||||||||
Fair Value Disclosures [Abstract] | ' | |||||||||||||||
Fair Value Measurement | ' | |||||||||||||||
Fair Value Measurement: | ||||||||||||||||
Fair value is defined as the price that would be received to sell an asset or paid to transfer a liability in an orderly transaction between market participants at the measurement date (exit price). The inputs used to measure fair value are classified into the following hierarchy: | ||||||||||||||||
Level 1 | Unadjusted quoted prices in active markets for identical assets or liabilities | |||||||||||||||
Level 2 | Unadjusted quoted prices in active markets for similar assets or liabilities, or unadjusted quoted prices for identical or similar assets or liabilities in markets that are not active, or inputs other than quoted prices that are observable for the asset or liability | |||||||||||||||
Level 3 | Unobservable inputs for the asset or liability | |||||||||||||||
We endeavor to utilize the best available information in measuring fair value. Financial assets and liabilities are classified in their entirety based on the lowest level of input that is significant to the fair value measurement. Transfers between levels of the fair value hierarchy are deemed to have occurred on the date of the event or change in circumstance that caused the transfer. There were no transfers between Levels 1 and 2 during the nine-month period ended September 30, 2014. The following tables set forth our financial assets and liabilities that were accounted for at fair value on a recurring basis as of September 30, 2014 and December 31, 2013 (in thousands): | ||||||||||||||||
30-Sep-14 | Quoted Prices in | Quoted Prices in | Unobservable Inputs | |||||||||||||
Active Markets | Active Markets | (Level 3) | ||||||||||||||
for Identical | for Similar Items | |||||||||||||||
Items | (Level 2) | |||||||||||||||
(Level 1) | ||||||||||||||||
Assets: | ||||||||||||||||
Investments under executive deferred compensation plan(a) | $ | 21,560 | $ | 21,560 | $ | — | $ | — | ||||||||
Private equity securities(b) | $ | 1,821 | $ | 23 | $ | — | $ | 1,798 | ||||||||
Foreign currency forward contracts(d) | $ | 415 | $ | — | $ | 415 | $ | — | ||||||||
Liabilities: | ||||||||||||||||
Obligations under executive deferred compensation plan(a) | $ | 21,560 | $ | 21,560 | $ | — | $ | — | ||||||||
Interest rate swap contract(c) | $ | 17,976 | $ | — | $ | 17,976 | $ | — | ||||||||
Foreign currency forward contracts(d) | $ | 11 | $ | — | $ | 11 | $ | — | ||||||||
31-Dec-13 | Quoted Prices in | Quoted Prices in | Unobservable Inputs | |||||||||||||
Active Markets | Active Markets | (Level 3) | ||||||||||||||
for Identical | for Similar Items | |||||||||||||||
Items | (Level 2) | |||||||||||||||
(Level 1) | ||||||||||||||||
Assets: | ||||||||||||||||
Investments under executive deferred compensation plan(a) | $ | 23,030 | $ | 23,030 | $ | — | $ | — | ||||||||
Private equity securities(b) | $ | 771 | $ | 21 | $ | — | $ | 750 | ||||||||
Foreign currency forward contracts(d) | $ | 161 | $ | — | $ | 161 | $ | — | ||||||||
Liabilities: | ||||||||||||||||
Obligations under executive deferred compensation plan(a) | $ | 23,030 | $ | 23,030 | $ | — | $ | — | ||||||||
(a) | We maintain an Executive Deferred Compensation Plan (EDCP) that was adopted in 2001 and subsequently amended. The purpose of the EDCP is to provide current tax planning opportunities as well as supplemental funds upon the retirement or death of certain of our employees. The EDCP is intended to aid in attracting and retaining employees of exceptional ability by providing them with these benefits. We also maintain a Benefit Protection Trust (the Trust) that was created to provide a source of funds to assist in meeting the obligations of the EDCP, subject to the claims of our creditors in the event of our insolvency. Assets of the Trust are consolidated in accordance with authoritative guidance. The assets of the Trust consist primarily of mutual fund investments (which are accounted for as trading securities and are marked-to-market on a monthly basis through the consolidated statements of income) and cash and cash equivalents. As such, these assets and obligations are classified within Level 1. | |||||||||||||||
(b) | Primarily consists of private equity securities classified as available-for-sale and are reported in Investments in the condensed consolidated balance sheets. The changes in fair value are reported in Other expenses, net, in our consolidated statements of income. Holdings in private equity securities are typically valued using the net asset valuations provided by the underlying private investment companies and as such are classified within Level 3. | |||||||||||||||
(c) | In anticipation of refinancing our 2015 senior notes in the fourth quarter of 2014, on January 22, 2014, we entered into a pay fixed, receive variable rate forward starting interest rate swap, to be effective October 15, 2014. This derivative financial instrument has been designated and is accounted for as a cash flow hedge under ASC 815, Derivatives and Hedging. The fair value of the forward starting interest rate swap was calculated based on inputs derived from observable market data and as such is classified within Level 2. See Note 11 for additional details about this interest rate swap contract. | |||||||||||||||
(d) | As a result of our global operating and financing activities, we are exposed to market risks from changes in foreign currency exchange rates, which may adversely affect our operating results and financial position. When deemed appropriate, we minimize our risks from foreign currency exchange rate fluctuations through the use of foreign currency forward contracts. These derivative financial instruments are not designated as hedging instruments under ASC 815, Derivatives and Hedging. The foreign currency forward contracts are valued using broker quotations or market transactions in either the listed or over-the-counter markets. As such, these derivative instruments are classified within Level 2. | |||||||||||||||
The following table presents the fair value reconciliation of Level 3 assets measured at fair value on a recurring basis for the periods indicated: | ||||||||||||||||
Three Months Ended | Nine Months Ended | |||||||||||||||
September 30, | September 30, | |||||||||||||||
2014 | 2013 | 2014 | 2013 | |||||||||||||
(In thousands) | ||||||||||||||||
Beginning balance | $ | 1,822 | $ | — | $ | 750 | $ | — | ||||||||
Total unrealized (losses) gains included in earnings relating to assets still held at the reporting date | (24 | ) | — | 48 | — | |||||||||||
Purchases | — | — | 1,000 | — | ||||||||||||
Ending balance | $ | 1,798 | $ | — | $ | 1,798 | $ | — | ||||||||
Restructuring_and_Other
Restructuring and Other | 9 Months Ended | |||
Sep. 30, 2014 | ||||
Restructuring and Related Activities [Abstract] | ' | |||
Restructuring and Other | ' | |||
Restructuring and Other | ||||
In connection with the announced realignment of our operating segments effective January 1, 2014, in the fourth quarter of 2013 we initiated a workforce reduction plan which will result in a reduction of approximately 230 employees worldwide. Payments under this workforce reduction plan are expected to be substantially complete in 2014. We had the following activity in our recorded workforce reduction liabilities for the nine months ended September 30, 2014 (in thousands): | ||||
Beginning balance at December 31, 2013 | $ | 39,104 | ||
Workforce reduction charges(a) | 1,948 | |||
Payments | (30,858 | ) | ||
Amount reversed to income(b) | (1,466 | ) | ||
Foreign currency translation | (556 | ) | ||
Ending balance at September 30, 2014 | $ | 8,172 | ||
Amounts reported in Accrued expenses | $ | 8,172 | ||
(a) | These workforce reduction charges are recorded in (Loss) income from discontinued operations (net of tax), in our consolidated statements of income and reflect charges for retention of certain employees associated with our antioxidant, ibuprofen and propofol businesses which were sold effective September 1, 2014. | |||
(b) | Amount reversed to income reflects adjustments based on actual timing and amount of final settlements. | |||
During the first quarter of 2014 we initiated action to reduce high cost supply capacity of certain aluminum alkyl products, primarily through the termination of a third party manufacturing contract. Based on the contract termination, we estimated costs of approximately $14.0 million (recorded in Accrued expenses) for contract termination and volume commitments. Additionally, in the first quarter of 2014 we recorded an impairment charge of $3.0 million for certain capital project costs also related to aluminum alkyls capacity which we do not expect to recover. After income taxes, these charges were approximately $11.1 million. | ||||
In the second quarter of 2014 we recorded $3.3 million ($2.1 million after income taxes) in Restructuring and other charges, net, for certain multi-product facility project costs that we do not expect to recover in future periods. |
Accumulated_Other_Comprehensiv
Accumulated Other Comprehensive Income | 9 Months Ended | |||||||||||||||||||||||||||
Sep. 30, 2014 | ||||||||||||||||||||||||||||
Equity [Abstract] | ' | |||||||||||||||||||||||||||
Accumulated Other Comprehensive Income | ' | |||||||||||||||||||||||||||
Accumulated Other Comprehensive (Loss) Income: | ||||||||||||||||||||||||||||
The components and activity in Accumulated other comprehensive (loss) income (net of deferred income taxes) consisted of the following during the periods indicated below (in thousands): | ||||||||||||||||||||||||||||
Foreign | Pension | Unrealized Loss on Interest Rate Swap | Other | Total | ||||||||||||||||||||||||
Currency | and Post- | |||||||||||||||||||||||||||
Translation(a) | Retirement | |||||||||||||||||||||||||||
Benefits(b) | ||||||||||||||||||||||||||||
Three months ended September 30, 2014 | ||||||||||||||||||||||||||||
Balance at June 30, 2014 | $ | 110,681 | $ | 19 | $ | (10,421 | ) | $ | (635 | ) | $ | 99,644 | ||||||||||||||||
Other comprehensive (loss) before reclassifications | (82,568 | ) | — | (988 | ) | (1 | ) | (83,557 | ) | |||||||||||||||||||
Amounts reclassified from accumulated other comprehensive (loss) income | (17,750 | ) | (147 | ) | — | 34 | (17,863 | ) | ||||||||||||||||||||
Other comprehensive (loss) income, net of tax | (100,318 | ) | (147 | ) | (988 | ) | 33 | (101,420 | ) | |||||||||||||||||||
Other comprehensive loss attributable to noncontrolling interests | 125 | — | — | — | 125 | |||||||||||||||||||||||
Balance at September 30, 2014 | $ | 10,488 | $ | (128 | ) | $ | (11,409 | ) | $ | (602 | ) | $ | (1,651 | ) | ||||||||||||||
Three months ended September 30, 2013 | ||||||||||||||||||||||||||||
Balance at June 30, 2013 | $ | 56,378 | $ | 585 | $ | — | $ | (781 | ) | $ | 56,182 | |||||||||||||||||
Other comprehensive income before reclassifications | 40,613 | — | — | 4 | 40,617 | |||||||||||||||||||||||
Amounts reclassified from accumulated other comprehensive (loss) income | — | (201 | ) | — | 34 | (167 | ) | |||||||||||||||||||||
Other comprehensive income (loss), net of tax | 40,613 | (201 | ) | — | 38 | 40,450 | ||||||||||||||||||||||
Other comprehensive income attributable to noncontrolling interests | (337 | ) | — | — | — | (337 | ) | |||||||||||||||||||||
Balance at September 30, 2013 | $ | 96,654 | $ | 384 | $ | — | $ | (743 | ) | $ | 96,295 | |||||||||||||||||
Nine months ended September 30, 2014 | ||||||||||||||||||||||||||||
Balance at December 31, 2013 | $ | 116,465 | $ | 487 | $ | — | $ | (707 | ) | $ | 116,245 | |||||||||||||||||
Other comprehensive (loss) income before reclassifications | (88,630 | ) | — | (11,409 | ) | 2 | (100,037 | ) | ||||||||||||||||||||
Amounts reclassified from accumulated other comprehensive (loss) income | (17,750 | ) | (615 | ) | — | 103 | (18,262 | ) | ||||||||||||||||||||
Other comprehensive (loss) income, net of tax | (106,380 | ) | (615 | ) | (11,409 | ) | 105 | (118,299 | ) | |||||||||||||||||||
Other comprehensive loss attributable to noncontrolling interests | 403 | — | — | — | 403 | |||||||||||||||||||||||
Balance at September 30, 2014 | $ | 10,488 | $ | (128 | ) | $ | (11,409 | ) | $ | (602 | ) | $ | (1,651 | ) | ||||||||||||||
Nine months ended September 30, 2013 | ||||||||||||||||||||||||||||
Balance at December 31, 2012 | $ | 85,117 | $ | 989 | $ | — | $ | (842 | ) | $ | 85,264 | |||||||||||||||||
Other comprehensive income (loss) before reclassifications | 11,945 | — | — | (1 | ) | 11,944 | ||||||||||||||||||||||
Amounts reclassified from accumulated other comprehensive (loss) income | — | (605 | ) | — | 100 | (505 | ) | |||||||||||||||||||||
Other comprehensive income (loss), net of tax | 11,945 | (605 | ) | — | 99 | 11,439 | ||||||||||||||||||||||
Other comprehensive income attributable to noncontrolling interests | (408 | ) | — | — | — | (408 | ) | |||||||||||||||||||||
Balance at September 30, 2013 | $ | 96,654 | $ | 384 | $ | — | $ | (743 | ) | $ | 96,295 | |||||||||||||||||
(a) | Amounts reclassified from accumulated other comprehensive (loss) income for the three-month and nine-month periods ended September 30, 2014 are included in (Loss) income from discontinued operations (net of tax) and resulted from the release of cumulative foreign currency translation adjustments into earnings upon the sale of our antioxidant, ibuprofen and propofol businesses and assets which closed on September 1, 2014. | |||||||||||||||||||||||||||
(b) | Amounts reclassified from accumulated other comprehensive (loss) income consist of amortization of prior service benefit. See Note 10, “Pension Plans and Other Postretirement Benefits.” | |||||||||||||||||||||||||||
The amount of income tax benefit (expense) allocated to each component of Other comprehensive income (loss) for the three-month and nine-month periods ended September 30, 2014 and 2013 is provided in the following (in thousands): | ||||||||||||||||||||||||||||
Three Months Ended September 30, | ||||||||||||||||||||||||||||
2014 | 2013 | |||||||||||||||||||||||||||
Foreign | Pension | Unrealized Loss on Interest Rate Swap | Other | Foreign | Pension | Other | ||||||||||||||||||||||
Currency | and Post- | Currency | and Post- | |||||||||||||||||||||||||
Translation | retirement | Translation | retirement | |||||||||||||||||||||||||
Benefits | Benefits | |||||||||||||||||||||||||||
Other comprehensive income (loss), before tax | $ | (101,675 | ) | $ | (143 | ) | $ | (1,556 | ) | $ | 35 | $ | 40,436 | $ | (197 | ) | $ | 58 | ||||||||||
Income tax benefit (expense) | 1,357 | (4 | ) | 568 | (2 | ) | 177 | (4 | ) | (20 | ) | |||||||||||||||||
Other comprehensive income (loss), net of tax | $ | (100,318 | ) | $ | (147 | ) | $ | (988 | ) | $ | 33 | $ | 40,613 | $ | (201 | ) | $ | 38 | ||||||||||
Nine Months Ended September 30, | ||||||||||||||||||||||||||||
2014 | 2013 | |||||||||||||||||||||||||||
Foreign | Pension | Unrealized Loss on Interest Rate Swap | Other | Foreign | Pension | Other | ||||||||||||||||||||||
Currency | and Post- | Currency | and Post- | |||||||||||||||||||||||||
Translation | retirement | Translation | retirement | |||||||||||||||||||||||||
Benefits | Benefits | |||||||||||||||||||||||||||
Other comprehensive income (loss), before tax | $ | (107,011 | ) | $ | (602 | ) | $ | (17,976 | ) | $ | 146 | $ | 10,654 | $ | (589 | ) | $ | 159 | ||||||||||
Income tax benefit (expense) | 631 | (13 | ) | 6,567 | (41 | ) | 1,291 | (16 | ) | (60 | ) | |||||||||||||||||
Other comprehensive income (loss), net of tax | $ | (106,380 | ) | $ | (615 | ) | $ | (11,409 | ) | $ | 105 | $ | 11,945 | $ | (605 | ) | $ | 99 | ||||||||||
Discontinued_Operations_Notes
Discontinued Operations (Notes) | 9 Months Ended | |||||||||||||||
Sep. 30, 2014 | ||||||||||||||||
Discontinued Operations and Disposal Groups [Abstract] | ' | |||||||||||||||
Discontinued Operations | ' | |||||||||||||||
Discontinued Operations: | ||||||||||||||||
On April 15, 2014, the Company signed a definitive agreement to sell its antioxidant, ibuprofen and propofol businesses and assets to SI Group, Inc. Included in the transaction are Albemarle’s manufacturing sites in Orangeburg, South Carolina and Jinshan, China, along with Albemarle’s antioxidant product lines manufactured in Ningbo, China. On September 1, 2014, the Company closed the sale of these businesses and assets and received net proceeds of $104.7 million and a receivable of $8.5 million, subject to post-closing adjustments expected to be finalized in the fourth quarter of 2014. Financial results of the disposed group have been presented as discontinued operations in the consolidated statements of income for all periods presented. A summary of results of discontinued operations is as follows (in thousands): | ||||||||||||||||
Three Months Ended | Nine Months Ended | |||||||||||||||
September 30, | September 30, | |||||||||||||||
2014 | 2013 | 2014 | 2013 | |||||||||||||
Net sales | $ | 38,025 | $ | 57,442 | $ | 154,273 | $ | 169,825 | ||||||||
(Loss) income from discontinued operations | $ | (7,752 | ) | $ | 842 | $ | (90,439 | ) | $ | 7,013 | ||||||
Income tax (benefit) expense | (1,073 | ) | 311 | (21,966 | ) | 2,019 | ||||||||||
(Loss) income from discontinued operations (net of tax) | $ | (6,679 | ) | $ | 531 | $ | (68,473 | ) | $ | 4,994 | ||||||
Included in (Loss) income from discontinued operations are pre-tax charges of $80.7 million ($61.0 million after income taxes) recorded in the second quarter of 2014 and $4.8 million ($3.6 million after income taxes) recorded in the third quarter of 2014 related to the loss on the sale of the disposed group, representing the difference between the carrying value of the related assets and their fair value as determined by the sales price less estimated costs to sell. The loss is primarily attributable to goodwill, intangibles and long-lived assets, net of cumulative foreign currency translation gains of $17.8 million. |
Recently_Issued_Accounting_Pro
Recently Issued Accounting Pronouncements | 9 Months Ended |
Sep. 30, 2014 | |
Accounting Changes and Error Corrections [Abstract] | ' |
Recently Issued Accounting Pronouncements | ' |
Recently Issued Accounting Pronouncements: | |
In February 2013, the Financial Accounting Standards Board (FASB) issued accounting guidance that requires entities that have obligations resulting from joint and several liability arrangements and for which the total amount is fixed at the reporting date to measure such obligations as the sum of (a) the amount the entity agreed to pay on the basis of its arrangement among its co-obligors, and (b) any additional amount the reporting entity expects to pay on behalf of its co-obligors. Entities are also required to disclose the nature, amount and any other relevant information about such obligations. These amendments became effective on January 1, 2014 and had no impact on our consolidated financial statements. | |
In March 2013, the FASB issued accounting guidance that clarifies a parent company’s accounting for the cumulative foreign currency translation adjustment when the parent sells a part or all of its investment in a foreign entity. The guidance clarifies that the sale of an investment in a foreign entity includes both (a) events that result in the loss of a controlling financial interest in a foreign entity, and (b) events that result in an acquirer obtaining control of an acquiree in which it held an equity interest immediately before the acquisition date (sometimes also referred to as a step acquisition). Accordingly, the cumulative foreign currency translation adjustment should be released into net income upon the occurrence of those events. These amendments became effective on January 1, 2014 and had no impact on our accounting for the sale of our antioxidant, ibuprofen and propofol businesses and assets in 2014. | |
In July 2013, the FASB issued accounting guidance designed to reduce diversity in practice of financial statement presentation of an unrecognized tax benefit when a net operating loss carryforward, a similar tax loss, or a tax credit carryforward exists. These new requirements became effective on January 1, 2014 and did not have a material effect on our consolidated financial statements. | |
In April 2014, the FASB issued accounting guidance that changes the criteria for reporting discontinued operations and modifies related disclosure requirements to provide users of financial statements with more information about the assets, liabilities, revenues and expenses of discontinued operations. The guidance modifies the definition of discontinued operations by limiting its scope to disposals of components of an entity that represent strategic shifts that have (or will have) a major effect on an entity’s operations and financial results. Additionally, these new requirements require entities to disclose the pretax profit or loss related to disposals of significant components that do not qualify as discontinued operations. These new requirements become effective for public entities in annual periods beginning on or after December 15, 2014 and interim periods within those years. Early adoption is permitted for items that have not been reported as disposals or as held for sale in previously issued financial statements. We do not expect this new guidance to have a material effect on our consolidated financial statements. | |
In May 2014, the FASB issued accounting guidance designed to enhance comparability of revenue recognition practices across entities, industries, jurisdictions and capital markets. The core principle of the guidance is that revenue recognized from a transaction or event that arises from a contract with a customer should reflect the consideration to which an entity expects to be entitled in exchange for goods or services provided. To achieve that core principle the new guidance sets forth a five-step revenue recognition model that will need to be applied consistently to all contracts with customers, except those that are within the scope of other topics in the ASC. Also required are new disclosures to help users of financial statements better understand the nature, amount, timing and uncertainty of revenues and cash flows from contracts with customers. The new disclosures include qualitative and quantitative information about contracts with customers, significant judgments made in applying the revenue guidance, and assets recognized related to the costs to obtain or fulfill a contract. These new requirements become effective for annual and interim reporting periods beginning after December 15, 2016, and early adoption is prohibited. We are assessing the impact of these new requirements on our financial statements. | |
In June 2014, the FASB issued accounting guidance which clarifies the proper method of accounting for share-based payments when the terms of an award provide that a performance target could be achieved after the requisite service period. The accounting guidance requires that a performance target that affects vesting and that could be achieved after the requisite service period be treated as a performance condition. The performance target should not be reflected in estimating the grant-date fair value of the award. Compensation cost should be recognized in the period in which it becomes probable that the performance target will be achieved and should represent the compensation cost attributable to the period(s) for which the requisite service has already been rendered. These new requirements become effective for annual and interim reporting periods beginning after December 15, 2015, and early adoption is permitted. We are assessing the impact of these new requirements on our financial statements. |
Proposed_Acquisition_of_Rockwo
Proposed Acquisition of Rockwood (Notes) | 9 Months Ended | |
Sep. 30, 2014 | ||
Business Combinations [Abstract] | ' | |
Proposed Acquisition of Rockwood | ' | |
Proposed Acquisition of Rockwood: | ||
General | ||
On July 15, 2014, Albemarle and Rockwood entered into the Merger Agreement pursuant to which Albemarle will acquire Rockwood for consideration of $50.65 in cash and 0.4803 of a share of Albemarle common stock per outstanding share of Rockwood common stock. We refer to the transactions contemplated by the Merger Agreement as “the transaction” or “the merger” herein. Upon closing of the transaction, Albemarle shareholders will own approximately 70% of the combined company and Rockwood shareholders will own approximately 30% of the combined company. The boards of directors of both Albemarle and Rockwood have approved the transaction. A special shareholder meeting will be held on November 14, 2014 to vote on the issuance of shares of Albemarle common stock in connection with the transaction. The transaction is also subject to regulatory approvals and other customary closing conditions and is expected to close by the end of the first quarter of 2015. | ||
Financing Related to the Merger | ||
Albemarle expects to fund the aggregate cash portion of the merger consideration using (a) approximately $2.2 billion of cash on hand expected to be available from Albemarle, Rockwood and their respective subsidiaries at the time of closing, and (b) up to $1.7 billion in debt financing from the proceeds of new senior notes to be issued by Albemarle. | ||
Albemarle continues to make progress in finalizing its structure to access the internal cash from Albemarle, Rockwood and their respective subsidiaries to help fund the merger consideration. At this time, Albemarle has not determined its final structure to access such cash and has not finalized any plan to repatriate cash. With regard to this merger structure, Albemarle believes that it is at least reasonably possible that it might utilize cash from foreign operations that, to date, have been asserted as indefinitely invested. | ||
On July 15, 2014, Albemarle entered into a commitment letter (the “Commitment Letter”) with Bank of America, N.A. and Merrill Lynch, Pierce, Fenner & Smith Incorporated. The Commitment Letter provides for the following, if needed: | ||
• | A senior unsecured cash bridge facility in an aggregate principal amount of up to $1.15 billion. Amounts borrowed under the cash bridge facility are intended to be used as short-term borrowings to fund a portion of the cash consideration payable in connection with the merger and pay related fees and expenses, and would mature 60 days following the completion of the merger. | |
• | A senior unsecured bridge facility in an aggregate principal amount of up to $2.7 billion to be provided if, prior to the date of the completion of the merger, (a) a new senior unsecured term loan in an aggregate principal amount of $1.0 billion is not effective, and (b) up to $1.7 billion in gross proceeds from the issuance and sale of new senior unsecured notes has not been received by Albemarle. | |
The funding of the bridge facilities is contingent on the satisfaction of customary conditions, including (a) execution and delivery of definitive documentation with respect to such facilities in accordance with the terms sets forth in the Commitment Letter, and (b) consummation of the merger. Structuring and underwriting fees of approximately $15.5 million were paid in the third quarter of 2014 in connection with the bridge facilities, and are reflected in Other, net, in our condensed consolidated statements of cash flows. These costs were capitalized and we expense them over the term of the facilities or until the date at which permanent financing is obtained and the facilities are eliminated. Accordingly, we recorded approximately $6.8 million of expense in the third quarter of 2014, which is reflected in Other expenses, net, in the consolidated statements of income and Other, net in our condensed consolidated statements of cash flows. | ||
On August 15, 2014, Albemarle entered into a term loan credit agreement (the “Term Loan”) providing for a tranche of senior unsecured term loans in an aggregate amount of $1.0 billion in connection with the merger. Amounts borrowed under the Term Loan are intended to be used as short-term borrowings to fund a portion of the cash consideration payable in connection with the merger and pay related fees and expenses. Borrowings bear interest at variable rates based on an average LIBOR for deposits in dollars plus an applicable margin which ranges from 1.125% to 2.500%, depending on Albemarle’s credit rating from S&P and Moody’s. As of the closing of the Term Loan agreement, the applicable margin over LIBOR was 1.125%. Term Loan borrowings will be guaranteed by the subsidiaries of Albemarle that guarantee Rockwood’s existing senior notes due in 2020 or that guarantee the senior unsecured notes that Albemarle expects to issue in connection with the merger. Borrowings are conditioned upon compliance with one financial covenant (the “Maximum Leverage Ratio”) requiring that the Company’s consolidated funded debt, as defined in the agreement, must be less than or equal to 4.50 times consolidated EBITDA, as defined in the agreement, (which reflects adjustments for certain non-recurring or unusual items such as restructuring charges, facility divestiture charges and other significant non-recurring items), or herein “consolidated adjusted EBITDA,” as of the end of any fiscal quarter. The Term Loan matures 364 days following the date of funding, which will occur on the completion of the merger. | ||
On August 15, 2014, the Company amended the February 2014 Credit Agreement. The amendments provide for: (a) an increase in the Company’s Maximum Leverage Ratio from 3.50 to 4.50 for the first four quarters following the completion of the merger, stepping down by 0.25 on a quarterly basis thereafter until reaching 3.50; (b) borrowings of up to $100 million on the date of the completion of the Merger, subject to a reduced set of borrowing conditions; (c) guarantees by the subsidiaries of Albemarle that guarantee Rockwood’s existing senior notes due in 2020 or that guarantee the senior unsecured notes that Albemarle expects to issue in connection with the merger. | ||
Acquisition Costs | ||
Included in Acquisition and integration related costs on our consolidated statements of income for the three-month and nine-month periods ended September 30, 2014 are $9.3 million of acquisition and integration related costs in connection with the proposed acquisition of Rockwood. | ||
Termination Fees | ||
The Merger Agreement contains provisions addressing the circumstances under which Albemarle or Rockwood may terminate the Merger Agreement. In certain circumstances, upon termination of the Merger Agreement, Albemarle or Rockwood will be required to pay a termination fee of $300 million or $180 million, respectively, to the other party. Additionally, if the Merger Agreement is terminated as a result of the failure of Albemarle’s shareholders to approve the issuance of its common stock at the special meeting of shareholders to be held on November 14, 2014, Albemarle must pay Rockwood for up to $25 million of Rockwood’s out-of-pocket fees and expenses. If the Merger Agreement is terminated as a result of the failure of Rockwood’s shareholders to adopt the Merger Agreement at the Rockwood special meeting of shareholders to be held on November 14, 2014, Rockwood must pay Albemarle for up to $25 million of Albemarle’s out-of-pocket fees and expenses. The amount of any expenses paid by either Albemarle or Rockwood to the other party will be credited against any termination fee to be paid by such party if the termination fee subsequently becomes payable. | ||
Pending Litigation Against Albemarle and Rockwood | ||
On July 22, 2014, a putative class action complaint was filed in the Chancery Division of the Superior Court of New Jersey, Mercer County relating to the merger. On July 24, 2014, an additional putative class action complaint was filed in the Chancery Division of the Superior Court of New Jersey, Mercer County relating to the merger. Both suits name the same plaintiff but were filed by different law firms. On August 1, 2014 and August 12, 2014, three additional putative class action complaints were filed in the Court of Chancery of the State of Delaware relating to the merger. The lawsuits filed in New Jersey, Thwaites v. Rockwood Holdings Inc., et al. (Thwaites I), Thwaites v. Rockwood Holdings, Inc., et al. (Thwaites II), and the lawsuits filed in Delaware, Rudman Partners, L.P. v. Rockwood Holdings, Inc., et al., Riley v. Rockwood Holdings, Inc., et al., and North Miami Beach Police Officers & Firefighters’ Retirement Plan v. Rockwood Holdings, Inc., et al., each name Rockwood, its directors and Albemarle as defendants. Thwaites II and the cases filed in Delaware also name Albemarle Holdings Corporation, a wholly-owned subsidiary of Albemarle, as a defendant. The lawsuits, which contain substantially similar allegations, include allegations that the Rockwood board of directors breached their fiduciary duties in connection with the merger by failing to ensure that Rockwood shareholders will receive the maximum value for their shares, failing to conduct an appropriate sale process and putting their own interests ahead of Rockwood shareholders. Rockwood and Albemarle are alleged to have aided and abetted the alleged fiduciary breaches. The lawsuits seek a variety of equitable relief, including enjoining the Rockwood board of directors from proceeding with the proposed merger unless and until they have acted in accordance with their fiduciary duties to maximize shareholder value and rescission of the merger to the extent implemented, in addition to damages arising from the defendants’ alleged breaches and attorneys’ fees and costs. The defendants intend to vigorously defend the lawsuits. On August 12, 2014, the plaintiff in Thwaites I filed a Notice of Voluntary Dismissal Without Prejudice as to all defendants. On August 27, 2014, the Delaware Court of Chancery ordered the three Delaware cases consolidated and appointed co-lead counsel. The court also ordered that no response to the complaints shall be due until after plaintiffs in the cases filed in Delaware file an amended consolidated complaint. Plaintiffs in the cases filed in Delaware have yet to file an amended consolidated complaint. On September 19, 2014, the plaintiff in Thwaites II filed an amended complaint including additional allegations that the registration statement failed to disclose material information. |
Recently_Issued_Accounting_Pro1
Recently Issued Accounting Pronouncments (Policies) | 9 Months Ended |
Sep. 30, 2014 | |
Accounting Changes and Error Corrections [Abstract] | ' |
Recently Issued Accounting Pronouncements | ' |
In February 2013, the Financial Accounting Standards Board (FASB) issued accounting guidance that requires entities that have obligations resulting from joint and several liability arrangements and for which the total amount is fixed at the reporting date to measure such obligations as the sum of (a) the amount the entity agreed to pay on the basis of its arrangement among its co-obligors, and (b) any additional amount the reporting entity expects to pay on behalf of its co-obligors. Entities are also required to disclose the nature, amount and any other relevant information about such obligations. These amendments became effective on January 1, 2014 and had no impact on our consolidated financial statements. | |
In March 2013, the FASB issued accounting guidance that clarifies a parent company’s accounting for the cumulative foreign currency translation adjustment when the parent sells a part or all of its investment in a foreign entity. The guidance clarifies that the sale of an investment in a foreign entity includes both (a) events that result in the loss of a controlling financial interest in a foreign entity, and (b) events that result in an acquirer obtaining control of an acquiree in which it held an equity interest immediately before the acquisition date (sometimes also referred to as a step acquisition). Accordingly, the cumulative foreign currency translation adjustment should be released into net income upon the occurrence of those events. These amendments became effective on January 1, 2014 and had no impact on our accounting for the sale of our antioxidant, ibuprofen and propofol businesses and assets in 2014. | |
In July 2013, the FASB issued accounting guidance designed to reduce diversity in practice of financial statement presentation of an unrecognized tax benefit when a net operating loss carryforward, a similar tax loss, or a tax credit carryforward exists. These new requirements became effective on January 1, 2014 and did not have a material effect on our consolidated financial statements. | |
In April 2014, the FASB issued accounting guidance that changes the criteria for reporting discontinued operations and modifies related disclosure requirements to provide users of financial statements with more information about the assets, liabilities, revenues and expenses of discontinued operations. The guidance modifies the definition of discontinued operations by limiting its scope to disposals of components of an entity that represent strategic shifts that have (or will have) a major effect on an entity’s operations and financial results. Additionally, these new requirements require entities to disclose the pretax profit or loss related to disposals of significant components that do not qualify as discontinued operations. These new requirements become effective for public entities in annual periods beginning on or after December 15, 2014 and interim periods within those years. Early adoption is permitted for items that have not been reported as disposals or as held for sale in previously issued financial statements. We do not expect this new guidance to have a material effect on our consolidated financial statements. | |
In May 2014, the FASB issued accounting guidance designed to enhance comparability of revenue recognition practices across entities, industries, jurisdictions and capital markets. The core principle of the guidance is that revenue recognized from a transaction or event that arises from a contract with a customer should reflect the consideration to which an entity expects to be entitled in exchange for goods or services provided. To achieve that core principle the new guidance sets forth a five-step revenue recognition model that will need to be applied consistently to all contracts with customers, except those that are within the scope of other topics in the ASC. Also required are new disclosures to help users of financial statements better understand the nature, amount, timing and uncertainty of revenues and cash flows from contracts with customers. The new disclosures include qualitative and quantitative information about contracts with customers, significant judgments made in applying the revenue guidance, and assets recognized related to the costs to obtain or fulfill a contract. These new requirements become effective for annual and interim reporting periods beginning after December 15, 2016, and early adoption is prohibited. We are assessing the impact of these new requirements on our financial statements. | |
In June 2014, the FASB issued accounting guidance which clarifies the proper method of accounting for share-based payments when the terms of an award provide that a performance target could be achieved after the requisite service period. The accounting guidance requires that a performance target that affects vesting and that could be achieved after the requisite service period be treated as a performance condition. The performance target should not be reflected in estimating the grant-date fair value of the award. Compensation cost should be recognized in the period in which it becomes probable that the performance target will be achieved and should represent the compensation cost attributable to the period(s) for which the requisite service has already been rendered. These new requirements become effective for annual and interim reporting periods beginning after December 15, 2015, and early adoption is permitted. We are assessing the impact of these new requirements on our financial statements. |
Earnings_Per_Share_Tables
Earnings Per Share (Tables) | 9 Months Ended | |||||||||||||||
Sep. 30, 2014 | ||||||||||||||||
Earnings Per Share [Abstract] | ' | |||||||||||||||
Calculation of Basic and Diluted Earning Per Share | ' | |||||||||||||||
Basic and diluted earnings per share from continuing operations for the three-month and nine-month periods ended September 30, 2014 and 2013 are calculated as follows: | ||||||||||||||||
Three Months Ended | Nine Months Ended | |||||||||||||||
September 30, | September 30, | |||||||||||||||
2014 | 2013 | 2014 | 2013 | |||||||||||||
(In thousands, except per share amounts) | ||||||||||||||||
Basic earnings per share from continuing operations | ||||||||||||||||
Numerator: | ||||||||||||||||
Net income from continuing operations | $ | 88,019 | $ | 97,313 | $ | 243,427 | $ | 273,494 | ||||||||
Net income from continuing operations attributable to noncontrolling interests | (8,546 | ) | (7,332 | ) | (23,130 | ) | (21,250 | ) | ||||||||
Net income from continuing operations attributable to Albemarle Corporation | $ | 79,473 | $ | 89,981 | $ | 220,297 | $ | 252,244 | ||||||||
Denominator: | ||||||||||||||||
Weighted-average common shares for basic earnings per share | 78,244 | 81,385 | 78,880 | 84,711 | ||||||||||||
Basic earnings per share from continuing operations | $ | 1.02 | $ | 1.1 | $ | 2.79 | $ | 2.98 | ||||||||
Diluted earnings per share from continuing operations | ||||||||||||||||
Numerator: | ||||||||||||||||
Net income from continuing operations | $ | 88,019 | $ | 97,313 | $ | 243,427 | $ | 273,494 | ||||||||
Net income from continuing operations attributable to noncontrolling interests | (8,546 | ) | (7,332 | ) | (23,130 | ) | (21,250 | ) | ||||||||
Net income from continuing operations attributable to Albemarle Corporation | $ | 79,473 | $ | 89,981 | $ | 220,297 | $ | 252,244 | ||||||||
Denominator: | ||||||||||||||||
Weighted-average common shares for basic earnings per share | 78,244 | 81,385 | 78,880 | 84,711 | ||||||||||||
Incremental shares under stock compensation plans | 415 | 467 | 407 | 481 | ||||||||||||
Total shares | 78,659 | 81,852 | 79,287 | 85,192 | ||||||||||||
Diluted earnings per share from continuing operations | $ | 1.01 | $ | 1.1 | $ | 2.78 | $ | 2.96 | ||||||||
Inventories_Tables
Inventories (Tables) | 9 Months Ended | |||||||
Sep. 30, 2014 | ||||||||
Inventory Disclosure [Abstract] | ' | |||||||
Breakdown of Inventories | ' | |||||||
The following table provides a breakdown of inventories at September 30, 2014 and December 31, 2013: | ||||||||
September 30, | December 31, | |||||||
2014 | 2013 | |||||||
(In thousands) | ||||||||
Finished goods | $ | 268,276 | $ | 340,863 | ||||
Raw materials | 58,896 | 47,784 | ||||||
Stores, supplies and other | 40,739 | 47,402 | ||||||
Total inventories(a) | $ | 367,911 | $ | 436,049 | ||||
(a) | Decrease in Total inventories is primarily related to the sale of our antioxidant, ibuprofen and propofol businesses and assets which closed on September 1, 2014. |
LongTerm_Debt_Tables
Long-Term Debt (Tables) | 9 Months Ended | |||||||
Sep. 30, 2014 | ||||||||
Debt Disclosure [Abstract] | ' | |||||||
Long-term Debt | ' | |||||||
Long-term debt at September 30, 2014 and December 31, 2013 consisted of the following: | ||||||||
September 30, | December 31, | |||||||
2014 | 2013 | |||||||
(In thousands) | ||||||||
5.10% Senior notes, net of unamortized discount of $11 at September 30, 2014 and $36 at December 31, 2013 | $ | 324,989 | $ | 324,964 | ||||
4.50% Senior notes, net of unamortized discount of $1,950 at September 30, 2014 and $2,186 at December 31, 2013 | 348,050 | 347,814 | ||||||
Commercial paper notes | 355,876 | 363,000 | ||||||
Fixed-rate foreign borrowings | 4,948 | 7,879 | ||||||
Variable-rate foreign bank loans | 18,323 | 34,910 | ||||||
Miscellaneous | 189 | 297 | ||||||
Total long-term debt | 1,052,375 | 1,078,864 | ||||||
Less amounts due within one year | 368,268 | 24,554 | ||||||
Long-term debt, less current portion | $ | 684,107 | $ | 1,054,310 | ||||
Commitments_and_Contingencies_
Commitments and Contingencies (Tables) | 9 Months Ended | |||
Sep. 30, 2014 | ||||
Commitments and Contingencies Disclosure [Abstract] | ' | |||
Activity in Recorded Environmental Liabilities | ' | |||
We had the following activity in our recorded environmental liabilities for the nine months ended September 30, 2014, as follows (in thousands): | ||||
Beginning balance at December 31, 2013 | $ | 16,599 | ||
Expenditures | (2,456 | ) | ||
Divestitures | (1,954 | ) | ||
Changes in estimates recorded to earnings and other | 34 | |||
Foreign currency translation | (604 | ) | ||
Ending balance at September 30, 2014 | 11,619 | |||
Less amounts reported in Accrued expenses | 6,055 | |||
Amounts reported in Other noncurrent liabilities | $ | 5,564 | ||
Operating_Segments_Tables
Operating Segments (Tables) | 9 Months Ended | |||||||||||||||
Sep. 30, 2014 | ||||||||||||||||
Segment Reporting [Abstract] | ' | |||||||||||||||
Reportable Segments Summarized Financial Information | ' | |||||||||||||||
Summarized financial information concerning our reportable segments is shown in the following table. Results for 2013 have been recast to reflect the change in operating segments noted above, and segment results for all periods presented exclude discontinued operations as further described in Notes 1 and 15. Corporate & other includes corporate-related items not allocated to the reportable segments. Pension and OPEB service cost (which represents the benefits earned by active employees during the period) and amortization of prior service cost or benefit are allocated to each segment whereas the remaining components of pension and OPEB benefits cost or credit are included in Corporate & other. | ||||||||||||||||
Three Months Ended | Nine Months Ended | |||||||||||||||
September 30, | September 30, | |||||||||||||||
2014 | 2013 | 2014 | 2013 | |||||||||||||
(In thousands) | ||||||||||||||||
Net sales: | ||||||||||||||||
Performance Chemicals | $ | 364,517 | $ | 365,154 | $ | 1,048,961 | $ | 1,059,202 | ||||||||
Catalyst Solutions | 277,901 | 226,042 | 798,021 | 695,433 | ||||||||||||
Total net sales | $ | 642,418 | $ | 591,196 | $ | 1,846,982 | $ | 1,754,635 | ||||||||
Segment operating profit: | ||||||||||||||||
Performance Chemicals | $ | 86,983 | $ | 91,506 | $ | 244,724 | $ | 265,665 | ||||||||
Catalyst Solutions | 53,039 | 47,205 | 162,169 | 125,615 | ||||||||||||
Total segment operating profit | 140,022 | 138,711 | 406,893 | 391,280 | ||||||||||||
Equity in net income of unconsolidated investments: | ||||||||||||||||
Performance Chemicals | 1,744 | 1,735 | 7,321 | 6,371 | ||||||||||||
Catalyst Solutions | 6,906 | 3,603 | 20,879 | 18,937 | ||||||||||||
Total equity in net income of unconsolidated investments | 8,650 | 5,338 | 28,200 | 25,308 | ||||||||||||
Net income attributable to noncontrolling interests: | ||||||||||||||||
Performance Chemicals | (8,546 | ) | (7,332 | ) | (23,130 | ) | (21,250 | ) | ||||||||
Total net income attributable to noncontrolling interests | (8,546 | ) | (7,332 | ) | (23,130 | ) | (21,250 | ) | ||||||||
Segment income: | ||||||||||||||||
Performance Chemicals | 80,181 | 85,909 | 228,915 | 250,786 | ||||||||||||
Catalyst Solutions | 59,945 | 50,808 | 183,048 | 144,552 | ||||||||||||
Total segment income | 140,126 | 136,717 | 411,963 | 395,338 | ||||||||||||
Corporate & other(a) | (22,995 | ) | (9,909 | ) | (76,528 | ) | (41,715 | ) | ||||||||
Restructuring and other charges, net | (293 | ) | — | (20,625 | ) | — | ||||||||||
Acquisition and integration related costs | (10,261 | ) | — | (15,104 | ) | — | ||||||||||
Interest and financing expenses | (8,749 | ) | (9,496 | ) | (26,255 | ) | (22,335 | ) | ||||||||
Other expenses, net | (6,618 | ) | (368 | ) | (6,454 | ) | (6,147 | ) | ||||||||
Income tax expense | (11,737 | ) | (26,963 | ) | (46,700 | ) | (72,897 | ) | ||||||||
(Loss) income from discontinued operations (net of tax) | (6,679 | ) | 531 | (68,473 | ) | 4,994 | ||||||||||
Net income attributable to Albemarle Corporation | $ | 72,794 | $ | 90,512 | $ | 151,824 | $ | 257,238 | ||||||||
(a) | For the three months ended September 30, 2014 and 2013, Corporate & other includes $(1.9) million and $1.0 million, respectively, of pension and OPEB plan (costs) credits, and for the nine months ended September 30, 2014 and 2013, Corporate & other includes $(15.7) million and $3.1 million, respectively, of pension and OPEB plan (costs) credits. |
Pension_Plans_and_Other_Postre1
Pension Plans and Other Postretirement Benefits (Tables) | 9 Months Ended | |||||||||||||||
Sep. 30, 2014 | ||||||||||||||||
Compensation and Retirement Disclosure [Abstract] | ' | |||||||||||||||
Domestic and Foreign Pension and Postretirement Defined Benefit Plans | ' | |||||||||||||||
The following information is provided for domestic and foreign pension and postretirement defined benefit plans: | ||||||||||||||||
Three Months Ended | Nine Months Ended | |||||||||||||||
September 30, | September 30, | |||||||||||||||
2014 | 2013 | 2014 | 2013 | |||||||||||||
(In thousands) | ||||||||||||||||
Pension Benefits Cost (Credit): | ||||||||||||||||
Service cost | $ | 2,678 | $ | 3,488 | $ | 8,245 | $ | 10,462 | ||||||||
Interest cost | 8,006 | 7,470 | 24,303 | 22,403 | ||||||||||||
Expected return on assets | (10,027 | ) | (9,848 | ) | (30,404 | ) | (29,541 | ) | ||||||||
Actuarial loss(a) | 2,786 | — | 18,218 | — | ||||||||||||
Amortization of prior service benefit | (119 | ) | (173 | ) | (530 | ) | (517 | ) | ||||||||
Total net pension benefits cost | $ | 3,324 | $ | 937 | $ | 19,832 | $ | 2,807 | ||||||||
Postretirement Benefits Cost (Credit): | ||||||||||||||||
Service cost | $ | 54 | $ | 78 | $ | 162 | $ | 232 | ||||||||
Interest cost | 760 | 691 | 2,280 | 2,073 | ||||||||||||
Expected return on assets | (85 | ) | (104 | ) | (256 | ) | (310 | ) | ||||||||
Amortization of prior service benefit | (24 | ) | (24 | ) | (72 | ) | (72 | ) | ||||||||
Total net postretirement benefits cost | $ | 705 | $ | 641 | $ | 2,114 | $ | 1,923 | ||||||||
Total net pension and postretirement benefits cost | $ | 4,029 | $ | 1,578 | $ | 21,946 | $ | 4,730 | ||||||||
(a) | In connection with the announced realignment of our operating segments effective January 1, 2014, in the fourth quarter of 2013 we initiated a workforce reduction plan which will result in a reduction of approximately 230 employees worldwide. This workforce reduction triggered a net curtailment gain of approximately $0.8 million in the first quarter of 2014 for our U.S. defined benefit plan which covers non-represented employees and our supplemental executive retirement plan (SERP). In connection with the curtailment, we were required to remeasure the related assets and obligations for these two plans. As of the January 31, 2014 remeasurement date, the weighted-average discount rate for all of our domestic pension plans was 4.97% compared to 5.14% at December 31, 2013. Taking into account the discount rate reduction and actual return on plan assets through January 31, 2014, we recorded a mark-to-market actuarial loss (net of the curtailment gain) of $15.4 million in the first quarter of 2014 related to these two plans. | |||||||||||||||
In connection with the sale of our antioxidant, ibuprofen and propofol businesses and assets to SI Group, Inc. which closed on September 1, 2014, in the third quarter of 2014 we were required to remeasure the assets and obligations of one of our U.S. defined benefit plans for represented employees, which was part of the disposed group. As of the September 1, 2014 remeasurement date, the weighted-average discount rate for all of our domestic pension plans was 4.94% compared to 5.14% at December 31, 2013. Taking into account the discount rate reduction and actual return on plan assets through September 1, 2014, as well as changes to mortality assumptions, we recorded a mark-to-market actuarial loss of $2.8 million in the third quarter of 2014 related to this plan. |
Fair_Value_of_Financial_Instru1
Fair Value of Financial Instruments (Tables) | 9 Months Ended | |||||||||||||||
Sep. 30, 2014 | ||||||||||||||||
Fair Value Disclosures [Abstract] | ' | |||||||||||||||
Fair Value of Long-Term Debt | ' | |||||||||||||||
30-Sep-14 | 31-Dec-13 | |||||||||||||||
Recorded | Fair Value | Recorded | Fair Value | |||||||||||||
Amount | Amount | |||||||||||||||
(In thousands) | ||||||||||||||||
Long-term debt | $ | 1,052,375 | $ | 1,079,648 | $ | 1,078,864 | $ | 1,109,878 | ||||||||
Fair_Value_Measurement_Tables
Fair Value Measurement (Tables) | 9 Months Ended | |||||||||||||||
Sep. 30, 2014 | ||||||||||||||||
Fair Value Disclosures [Abstract] | ' | |||||||||||||||
Financial Assets and Liabilities Accounted for at Fair Value on Recurring Basis | ' | |||||||||||||||
The following tables set forth our financial assets and liabilities that were accounted for at fair value on a recurring basis as of September 30, 2014 and December 31, 2013 (in thousands): | ||||||||||||||||
30-Sep-14 | Quoted Prices in | Quoted Prices in | Unobservable Inputs | |||||||||||||
Active Markets | Active Markets | (Level 3) | ||||||||||||||
for Identical | for Similar Items | |||||||||||||||
Items | (Level 2) | |||||||||||||||
(Level 1) | ||||||||||||||||
Assets: | ||||||||||||||||
Investments under executive deferred compensation plan(a) | $ | 21,560 | $ | 21,560 | $ | — | $ | — | ||||||||
Private equity securities(b) | $ | 1,821 | $ | 23 | $ | — | $ | 1,798 | ||||||||
Foreign currency forward contracts(d) | $ | 415 | $ | — | $ | 415 | $ | — | ||||||||
Liabilities: | ||||||||||||||||
Obligations under executive deferred compensation plan(a) | $ | 21,560 | $ | 21,560 | $ | — | $ | — | ||||||||
Interest rate swap contract(c) | $ | 17,976 | $ | — | $ | 17,976 | $ | — | ||||||||
Foreign currency forward contracts(d) | $ | 11 | $ | — | $ | 11 | $ | — | ||||||||
31-Dec-13 | Quoted Prices in | Quoted Prices in | Unobservable Inputs | |||||||||||||
Active Markets | Active Markets | (Level 3) | ||||||||||||||
for Identical | for Similar Items | |||||||||||||||
Items | (Level 2) | |||||||||||||||
(Level 1) | ||||||||||||||||
Assets: | ||||||||||||||||
Investments under executive deferred compensation plan(a) | $ | 23,030 | $ | 23,030 | $ | — | $ | — | ||||||||
Private equity securities(b) | $ | 771 | $ | 21 | $ | — | $ | 750 | ||||||||
Foreign currency forward contracts(d) | $ | 161 | $ | — | $ | 161 | $ | — | ||||||||
Liabilities: | ||||||||||||||||
Obligations under executive deferred compensation plan(a) | $ | 23,030 | $ | 23,030 | $ | — | $ | — | ||||||||
(a) | We maintain an Executive Deferred Compensation Plan (EDCP) that was adopted in 2001 and subsequently amended. The purpose of the EDCP is to provide current tax planning opportunities as well as supplemental funds upon the retirement or death of certain of our employees. The EDCP is intended to aid in attracting and retaining employees of exceptional ability by providing them with these benefits. We also maintain a Benefit Protection Trust (the Trust) that was created to provide a source of funds to assist in meeting the obligations of the EDCP, subject to the claims of our creditors in the event of our insolvency. Assets of the Trust are consolidated in accordance with authoritative guidance. The assets of the Trust consist primarily of mutual fund investments (which are accounted for as trading securities and are marked-to-market on a monthly basis through the consolidated statements of income) and cash and cash equivalents. As such, these assets and obligations are classified within Level 1. | |||||||||||||||
(b) | Primarily consists of private equity securities classified as available-for-sale and are reported in Investments in the condensed consolidated balance sheets. The changes in fair value are reported in Other expenses, net, in our consolidated statements of income. Holdings in private equity securities are typically valued using the net asset valuations provided by the underlying private investment companies and as such are classified within Level 3. | |||||||||||||||
(c) | In anticipation of refinancing our 2015 senior notes in the fourth quarter of 2014, on January 22, 2014, we entered into a pay fixed, receive variable rate forward starting interest rate swap, to be effective October 15, 2014. This derivative financial instrument has been designated and is accounted for as a cash flow hedge under ASC 815, Derivatives and Hedging. The fair value of the forward starting interest rate swap was calculated based on inputs derived from observable market data and as such is classified within Level 2. See Note 11 for additional details about this interest rate swap contract. | |||||||||||||||
(d) | As a result of our global operating and financing activities, we are exposed to market risks from changes in foreign currency exchange rates, which may adversely affect our operating results and financial position. When deemed appropriate, we minimize our risks from foreign currency exchange rate fluctuations through the use of foreign currency forward contracts. These derivative financial instruments are not designated as hedging instruments under ASC 815, Derivatives and Hedging. The foreign currency forward contracts are valued using broker quotations or market transactions in either the listed or over-the-counter markets. As such, these derivative instruments are classified within Level 2. | |||||||||||||||
The following table presents the fair value reconciliation of Level 3 assets measured at fair value on a recurring basis for the periods indicated: | ||||||||||||||||
Three Months Ended | Nine Months Ended | |||||||||||||||
September 30, | September 30, | |||||||||||||||
2014 | 2013 | 2014 | 2013 | |||||||||||||
(In thousands) | ||||||||||||||||
Beginning balance | $ | 1,822 | $ | — | $ | 750 | $ | — | ||||||||
Total unrealized (losses) gains included in earnings relating to assets still held at the reporting date | (24 | ) | — | 48 | — | |||||||||||
Purchases | — | — | 1,000 | — | ||||||||||||
Ending balance | $ | 1,798 | $ | — | $ | 1,798 | $ | — | ||||||||
Restructuring_and_Other_Tables
Restructuring and Other (Tables) | 9 Months Ended | |||
Sep. 30, 2014 | ||||
Restructuring and Related Activities [Abstract] | ' | |||
Activity in Recorded Workforce Reduction Liabilities | ' | |||
We had the following activity in our recorded workforce reduction liabilities for the nine months ended September 30, 2014 (in thousands): | ||||
Beginning balance at December 31, 2013 | $ | 39,104 | ||
Workforce reduction charges(a) | 1,948 | |||
Payments | (30,858 | ) | ||
Amount reversed to income(b) | (1,466 | ) | ||
Foreign currency translation | (556 | ) | ||
Ending balance at September 30, 2014 | $ | 8,172 | ||
Amounts reported in Accrued expenses | $ | 8,172 | ||
(a) | These workforce reduction charges are recorded in (Loss) income from discontinued operations (net of tax), in our consolidated statements of income and reflect charges for retention of certain employees associated with our antioxidant, ibuprofen and propofol businesses which were sold effective September 1, 2014. | |||
(b) | Amount reversed to income reflects adjustments based on actual timing and amount of final settlements. |
Accumulated_Other_Comprehensiv1
Accumulated Other Comprehensive Income (Tables) | 9 Months Ended | |||||||||||||||||||||||||||
Sep. 30, 2014 | ||||||||||||||||||||||||||||
Equity [Abstract] | ' | |||||||||||||||||||||||||||
Components and Activity in Accumulated Other Comprehensive Income Net of Deferred Income Taxes | ' | |||||||||||||||||||||||||||
The components and activity in Accumulated other comprehensive (loss) income (net of deferred income taxes) consisted of the following during the periods indicated below (in thousands): | ||||||||||||||||||||||||||||
Foreign | Pension | Unrealized Loss on Interest Rate Swap | Other | Total | ||||||||||||||||||||||||
Currency | and Post- | |||||||||||||||||||||||||||
Translation(a) | Retirement | |||||||||||||||||||||||||||
Benefits(b) | ||||||||||||||||||||||||||||
Three months ended September 30, 2014 | ||||||||||||||||||||||||||||
Balance at June 30, 2014 | $ | 110,681 | $ | 19 | $ | (10,421 | ) | $ | (635 | ) | $ | 99,644 | ||||||||||||||||
Other comprehensive (loss) before reclassifications | (82,568 | ) | — | (988 | ) | (1 | ) | (83,557 | ) | |||||||||||||||||||
Amounts reclassified from accumulated other comprehensive (loss) income | (17,750 | ) | (147 | ) | — | 34 | (17,863 | ) | ||||||||||||||||||||
Other comprehensive (loss) income, net of tax | (100,318 | ) | (147 | ) | (988 | ) | 33 | (101,420 | ) | |||||||||||||||||||
Other comprehensive loss attributable to noncontrolling interests | 125 | — | — | — | 125 | |||||||||||||||||||||||
Balance at September 30, 2014 | $ | 10,488 | $ | (128 | ) | $ | (11,409 | ) | $ | (602 | ) | $ | (1,651 | ) | ||||||||||||||
Three months ended September 30, 2013 | ||||||||||||||||||||||||||||
Balance at June 30, 2013 | $ | 56,378 | $ | 585 | $ | — | $ | (781 | ) | $ | 56,182 | |||||||||||||||||
Other comprehensive income before reclassifications | 40,613 | — | — | 4 | 40,617 | |||||||||||||||||||||||
Amounts reclassified from accumulated other comprehensive (loss) income | — | (201 | ) | — | 34 | (167 | ) | |||||||||||||||||||||
Other comprehensive income (loss), net of tax | 40,613 | (201 | ) | — | 38 | 40,450 | ||||||||||||||||||||||
Other comprehensive income attributable to noncontrolling interests | (337 | ) | — | — | — | (337 | ) | |||||||||||||||||||||
Balance at September 30, 2013 | $ | 96,654 | $ | 384 | $ | — | $ | (743 | ) | $ | 96,295 | |||||||||||||||||
Nine months ended September 30, 2014 | ||||||||||||||||||||||||||||
Balance at December 31, 2013 | $ | 116,465 | $ | 487 | $ | — | $ | (707 | ) | $ | 116,245 | |||||||||||||||||
Other comprehensive (loss) income before reclassifications | (88,630 | ) | — | (11,409 | ) | 2 | (100,037 | ) | ||||||||||||||||||||
Amounts reclassified from accumulated other comprehensive (loss) income | (17,750 | ) | (615 | ) | — | 103 | (18,262 | ) | ||||||||||||||||||||
Other comprehensive (loss) income, net of tax | (106,380 | ) | (615 | ) | (11,409 | ) | 105 | (118,299 | ) | |||||||||||||||||||
Other comprehensive loss attributable to noncontrolling interests | 403 | — | — | — | 403 | |||||||||||||||||||||||
Balance at September 30, 2014 | $ | 10,488 | $ | (128 | ) | $ | (11,409 | ) | $ | (602 | ) | $ | (1,651 | ) | ||||||||||||||
Nine months ended September 30, 2013 | ||||||||||||||||||||||||||||
Balance at December 31, 2012 | $ | 85,117 | $ | 989 | $ | — | $ | (842 | ) | $ | 85,264 | |||||||||||||||||
Other comprehensive income (loss) before reclassifications | 11,945 | — | — | (1 | ) | 11,944 | ||||||||||||||||||||||
Amounts reclassified from accumulated other comprehensive (loss) income | — | (605 | ) | — | 100 | (505 | ) | |||||||||||||||||||||
Other comprehensive income (loss), net of tax | 11,945 | (605 | ) | — | 99 | 11,439 | ||||||||||||||||||||||
Other comprehensive income attributable to noncontrolling interests | (408 | ) | — | — | — | (408 | ) | |||||||||||||||||||||
Balance at September 30, 2013 | $ | 96,654 | $ | 384 | $ | — | $ | (743 | ) | $ | 96,295 | |||||||||||||||||
(a) | Amounts reclassified from accumulated other comprehensive (loss) income for the three-month and nine-month periods ended September 30, 2014 are included in (Loss) income from discontinued operations (net of tax) and resulted from the release of cumulative foreign currency translation adjustments into earnings upon the sale of our antioxidant, ibuprofen and propofol businesses and assets which closed on September 1, 2014. | |||||||||||||||||||||||||||
(b) | Amounts reclassified from accumulated other comprehensive (loss) income consist of amortization of prior service benefit. See Note 10, “Pension Plans and Other Postretirement Benefits.” | |||||||||||||||||||||||||||
Amount of Income Tax (Expense) Benefit Allocated to Component of Other Comprehensive Income (Loss) | ' | |||||||||||||||||||||||||||
The amount of income tax benefit (expense) allocated to each component of Other comprehensive income (loss) for the three-month and nine-month periods ended September 30, 2014 and 2013 is provided in the following (in thousands): | ||||||||||||||||||||||||||||
Three Months Ended September 30, | ||||||||||||||||||||||||||||
2014 | 2013 | |||||||||||||||||||||||||||
Foreign | Pension | Unrealized Loss on Interest Rate Swap | Other | Foreign | Pension | Other | ||||||||||||||||||||||
Currency | and Post- | Currency | and Post- | |||||||||||||||||||||||||
Translation | retirement | Translation | retirement | |||||||||||||||||||||||||
Benefits | Benefits | |||||||||||||||||||||||||||
Other comprehensive income (loss), before tax | $ | (101,675 | ) | $ | (143 | ) | $ | (1,556 | ) | $ | 35 | $ | 40,436 | $ | (197 | ) | $ | 58 | ||||||||||
Income tax benefit (expense) | 1,357 | (4 | ) | 568 | (2 | ) | 177 | (4 | ) | (20 | ) | |||||||||||||||||
Other comprehensive income (loss), net of tax | $ | (100,318 | ) | $ | (147 | ) | $ | (988 | ) | $ | 33 | $ | 40,613 | $ | (201 | ) | $ | 38 | ||||||||||
Nine Months Ended September 30, | ||||||||||||||||||||||||||||
2014 | 2013 | |||||||||||||||||||||||||||
Foreign | Pension | Unrealized Loss on Interest Rate Swap | Other | Foreign | Pension | Other | ||||||||||||||||||||||
Currency | and Post- | Currency | and Post- | |||||||||||||||||||||||||
Translation | retirement | Translation | retirement | |||||||||||||||||||||||||
Benefits | Benefits | |||||||||||||||||||||||||||
Other comprehensive income (loss), before tax | $ | (107,011 | ) | $ | (602 | ) | $ | (17,976 | ) | $ | 146 | $ | 10,654 | $ | (589 | ) | $ | 159 | ||||||||||
Income tax benefit (expense) | 631 | (13 | ) | 6,567 | (41 | ) | 1,291 | (16 | ) | (60 | ) | |||||||||||||||||
Other comprehensive income (loss), net of tax | $ | (106,380 | ) | $ | (615 | ) | $ | (11,409 | ) | $ | 105 | $ | 11,945 | $ | (605 | ) | $ | 99 | ||||||||||
Discontinued_Operations_Tables
Discontinued Operations (Tables) | 9 Months Ended | |||||||||||||||
Sep. 30, 2014 | ||||||||||||||||
Discontinued Operations and Disposal Groups [Abstract] | ' | |||||||||||||||
Schedule of Disposal Groups, Including Discontinued Operations, Income Statement, Balance Sheet and Additional Disclosures | ' | |||||||||||||||
Three Months Ended | Nine Months Ended | |||||||||||||||
September 30, | September 30, | |||||||||||||||
2014 | 2013 | 2014 | 2013 | |||||||||||||
Net sales | $ | 38,025 | $ | 57,442 | $ | 154,273 | $ | 169,825 | ||||||||
(Loss) income from discontinued operations | $ | (7,752 | ) | $ | 842 | $ | (90,439 | ) | $ | 7,013 | ||||||
Income tax (benefit) expense | (1,073 | ) | 311 | (21,966 | ) | 2,019 | ||||||||||
(Loss) income from discontinued operations (net of tax) | $ | (6,679 | ) | $ | 531 | $ | (68,473 | ) | $ | 4,994 | ||||||
Foreign_Exchange_Additional_In
Foreign Exchange - Additional Information (Detail) (USD $) | 3 Months Ended | 9 Months Ended | ||
In Millions, unless otherwise specified | Sep. 30, 2014 | Sep. 30, 2013 | Sep. 30, 2014 | Sep. 30, 2013 |
Foreign Currency [Abstract] | ' | ' | ' | ' |
Net foreign exchange transaction gain (losses) | ($0.80) | ($2) | ($2.10) | ($9.10) |
Income_Taxes_Income_Taxes_Addi
Income Taxes - Income Taxes Additional Information (Details) (USD $) | 3 Months Ended | 9 Months Ended | ||
In Millions, unless otherwise specified | Sep. 30, 2014 | Sep. 30, 2013 | Sep. 30, 2014 | Sep. 30, 2013 |
Income Tax Disclosure [Abstract] | ' | ' | ' | ' |
Effective income tax rate | 12.90% | 22.70% | 17.80% | 22.70% |
Other tax benefit | $2.10 | ' | $2.10 | ' |
Earnings_Per_Share_Calculation
Earnings Per Share - Calculation of Basic and Diluted Earnings Per Share From Continuing Operations (Detail) (USD $) | 3 Months Ended | 9 Months Ended | ||
In Thousands, except Per Share data, unless otherwise specified | Sep. 30, 2014 | Sep. 30, 2013 | Sep. 30, 2014 | Sep. 30, 2013 |
Basic earnings per share from continuing operations | ' | ' | ' | ' |
Net income from continuing operations | $88,019 | $97,313 | $243,427 | $273,494 |
Net income from continuing operations attributable to noncontrolling interests | -8,546 | -7,332 | -23,130 | -21,250 |
Net income from continuing operations attributable to Albemarle Corporation | 79,473 | 89,981 | 220,297 | 252,244 |
Weighted-average common shares for basic earnings per share (in shares) | 78,244 | 81,385 | 78,880 | 84,711 |
Basic earnings per share from continuing operations (in dollars per share) | $1.02 | $1.10 | $2.79 | $2.98 |
Diluted earnings per share from continuing operations | ' | ' | ' | ' |
Net income from continuing operations | 88,019 | 97,313 | 243,427 | 273,494 |
Net income from continuing operations attributable to noncontrolling interests | -8,546 | -7,332 | -23,130 | -21,250 |
Net income from continuing operations attributable to Albemarle Corporation | $79,473 | $89,981 | $220,297 | $252,244 |
Weighted-average common shares for basic earnings per share (in shares) | 78,244 | 81,385 | 78,880 | 84,711 |
Incremental shares under stock compensation plans (in shares) | 415 | 467 | 407 | 481 |
Total shares | 78,659 | 81,852 | 79,287 | 85,192 |
Diluted earnings per share from continuing operations (in dollars per share) | $1.01 | $1.10 | $2.78 | $2.96 |
Earnings_Per_Share_Additional_
Earnings Per Share - Additional Information (Detail) (USD $) | 3 Months Ended | 9 Months Ended | 9 Months Ended | 0 Months Ended | 9 Months Ended | 0 Months Ended | 9 Months Ended | 0 Months Ended | 0 Months Ended | 6 Months Ended | ||||||||||
Sep. 30, 2014 | Sep. 30, 2013 | Sep. 30, 2014 | Sep. 30, 2013 | Jul. 14, 2014 | Feb. 25, 2014 | Sep. 30, 2014 | Feb. 03, 2014 | Sep. 30, 2014 | Feb. 03, 2014 | Feb. 03, 2014 | Feb. 03, 2014 | Apr. 30, 2014 | Sep. 30, 2014 | Apr. 30, 2014 | Apr. 30, 2014 | 1-May-14 | 1-May-14 | Jul. 15, 2014 | Oct. 14, 2014 | |
Common Stock | Merrill Lynch | Merrill Lynch | Merrill Lynch | Merrill Lynch | Merrill Lynch | Merrill Lynch | Merrill Lynch | JP Morgan | JP Morgan | JP Morgan | JP Morgan | JP Morgan | Subsequent Event | |||||||
Accelerated Share Repurchase Agreement | Accelerated Share Repurchase Agreement | Accelerated Share Repurchase Agreement | Accelerated Share Repurchase Agreement | Accelerated Share Repurchase Agreement | Accelerated Share Repurchase Agreement | Accelerated Share Repurchase Agreement | Accelerated Share Repurchase Agreement | Accelerated Share Repurchase Agreement | Accelerated Share Repurchase Agreement | Accelerated Share Repurchase Agreement | Accelerated Share Repurchase Agreement | |||||||||
tranche | Initial Delivery | Fair Market Value | Final Settlement | Total | tranche | Initial Delivery | Fair Market Value | Final Settlement | ||||||||||||
Earnings Per Share Disclosure [Line Items] | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Income (Loss) from Continuing Operations Attributable to Parent | $79,473,000 | $89,981,000 | $220,297,000 | $252,244,000 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Increase in dividend rate, percentage | ' | ' | ' | ' | ' | 15.00% | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Cash dividend, amount per share (in dollars per share) | ' | ' | ' | ' | $0.28 | $0.28 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | $0.28 |
Stock Repurchase Program, Authorized Amount | ' | ' | ' | ' | ' | ' | ' | 50,000,000 | ' | ' | ' | ' | ' | ' | 100,000,000 | ' | ' | ' | ' | ' |
Number of tranches | ' | ' | ' | ' | ' | ' | ' | ' | ' | 2 | ' | ' | ' | ' | ' | 2 | ' | ' | ' | ' |
Authorized amount per tranche purchased | ' | ' | ' | ' | ' | ' | ' | 25,000,000 | ' | ' | ' | ' | ' | ' | 50,000,000 | ' | ' | ' | ' | ' |
Payment for repurchase of common stock | ' | ' | 150,000,000 | 582,298,000 | ' | ' | ' | ' | ' | ' | 50,000,000 | ' | ' | ' | ' | ' | 100,000,000 | ' | ' | ' |
Repurchase of common stock shares (in shares) | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | 623,248 | ' | 150,504 | 773,752 | ' | ' | 1,193,317 | ' | 223,000 | ' |
Share price minimum for repurchase agreement transaction (in dollars per share) | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | $33.50 | ' | ' | ' | ' |
Shares repurchased | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | $40,000,000 | ' | ' | ' | ' | ' | $80,000,000 | ' | ' |
Forward Purchase Price adjustment amount (in dollars per share) | ' | ' | ' | ' | ' | ' | ' | ' | $0.77 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Shares repurchased (in shares) | ' | ' | ' | ' | ' | ' | 1,967,069 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Shares available for repurchase (in shares) | 3,972,525 | ' | 3,972,525 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Inventories_Breakdown_of_Inven
Inventories Breakdown of Inventories (Detail) (USD $) | Sep. 30, 2014 | Dec. 31, 2013 | |
In Thousands, unless otherwise specified | |||
Inventory Disclosure [Abstract] | ' | ' | |
Finished goods | $268,276 | $340,863 | |
Raw materials | 58,896 | 47,784 | |
Stores, supplies and other | 40,739 | 47,402 | |
Total inventories | $367,911 | [1] | $436,049 |
[1] | Decrease in Total inventories is primarily related to the sale of our antioxidant, ibuprofen and propofol businesses and assets which closed on September 1, 2014. |
Investments_Additional_Informa
Investments - Additional Information (Detail) (Stannica LLC, USD $) | Sep. 30, 2014 | Dec. 31, 2013 |
In Millions, unless otherwise specified | ||
Stannica LLC | ' | ' |
Schedule of Investments [Line Items] | ' | ' |
Carrying value of unconsolidated investment | $6.30 | $5.50 |
LongTerm_Debt_Detail
Long-Term Debt (Detail) (USD $) | Sep. 30, 2014 | Dec. 31, 2013 |
In Thousands, unless otherwise specified | ||
Debt Instrument [Line Items] | ' | ' |
Commercial paper classified as current | $355,876 | ' |
Commercial paper classified as long-term | ' | 363,000 |
Fixed rate foreign borrowings | 4,948 | 7,879 |
Variable-rate foreign bank loans | 18,323 | 34,910 |
Miscellaneous | 189 | 297 |
Total long-term debt | 1,052,375 | 1,078,864 |
Less amounts due within one year | 368,268 | 24,554 |
Long-term debt, less current portion | 684,107 | 1,054,310 |
5.10% Senior Notes | ' | ' |
Debt Instrument [Line Items] | ' | ' |
Senior notes | 324,989 | 324,964 |
4.50% Senior Notes | ' | ' |
Debt Instrument [Line Items] | ' | ' |
Senior notes | $348,050 | $347,814 |
LongTerm_Debt_Parenthetical_De
Long-Term Debt (Parenthetical) (Detail) (USD $) | Sep. 30, 2014 | Dec. 31, 2013 |
In Thousands, unless otherwise specified | ||
5.10% Senior Notes | ' | ' |
Debt Instrument [Line Items] | ' | ' |
Unamortized discount | $11 | $36 |
Debt instrument, interest rate | 5.10% | 5.10% |
4.50% Senior Notes | ' | ' |
Debt Instrument [Line Items] | ' | ' |
Unamortized discount | $1,950 | $2,186 |
Debt instrument, interest rate | 4.50% | 4.50% |
LongTerm_Debt_Additional_Infor
Long-Term Debt - Additional Information (Detail) (USD $) | 9 Months Ended | 0 Months Ended | 8 Months Ended | 8 Months Ended | 12 Months Ended | ||||
Sep. 30, 2014 | Feb. 07, 2014 | Sep. 30, 2014 | Feb. 07, 2014 | Sep. 22, 2011 | Sep. 30, 2014 | Sep. 30, 2014 | Dec. 31, 2005 | Jan. 20, 2005 | |
Revolving Credit Facility | Revolving Credit Facility | Revolving Credit Facility | Revolving Credit Facility | Revolving Credit Facility | Revolving Credit Facility | 5.10% Senior Notes | 5.10% Senior Notes | ||
Minimum | Maximum | ||||||||
Debt Instrument [Line Items] | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Maximum borrowing capacity | ' | ' | ' | $750,000,000 | $750,000,000 | ' | ' | ' | ' |
Additional borrowing capacity | ' | ' | ' | 250,000,000 | ' | ' | ' | ' | ' |
Interest rate margin | ' | ' | 1.00% | ' | ' | 0.90% | 1.50% | ' | ' |
Commercial paper classified as current | 355,876,000 | ' | ' | ' | ' | ' | ' | ' | ' |
Weighted average interest rate | 0.31% | ' | ' | ' | ' | ' | ' | ' | ' |
Weighted average maturity period | '20 days | '5 years | ' | ' | ' | ' | ' | ' | ' |
Principal amount | ' | ' | ' | ' | ' | ' | ' | ' | $325,000,000 |
Maturity date | ' | ' | ' | ' | ' | ' | ' | 1-Feb-15 | ' |
Commitments_and_Contingencies_1
Commitments and Contingencies - Activity in Recorded Environmental Liabilities (Detail) (USD $) | 9 Months Ended |
In Thousands, unless otherwise specified | Sep. 30, 2014 |
Accrual for Environmental Loss Contingencies [Roll Forward] | ' |
Balance at beginning of period | $16,599 |
Expenditures | -2,456 |
Reclassified as Liabilities of discontinued operations held for sale | -1,954 |
Changes in estimates recorded to earnings and other | 34 |
Foreign currency translation | -604 |
Balance at end of period | 11,619 |
Less amounts reported in Accrued expenses | 6,055 |
Amounts reported in Other noncurrent liabilities | $5,564 |
Commitments_and_Contingencies_2
Commitments and Contingencies - Additional Information (Detail) (USD $) | 9 Months Ended | |
Sep. 30, 2014 | Dec. 31, 2013 | |
Loss Contingencies [Line Items] | ' | ' |
Potential revision on future environmental remediation costs before tax | $12,000,000 | ' |
Estimated site remediation liabilities | 11,619,000 | 16,599,000 |
Bergheim, Germany Site | ' | ' |
Loss Contingencies [Line Items] | ' | ' |
Estimated site remediation liabilities | 5,700,000 | ' |
Pledged land and housing facilities | $5,700,000 | ' |
Commitments_and_Contingencies_3
Commitments and Contingencies - Settlement of Litigation (Details) (USD $) | 3 Months Ended |
In Thousands, unless otherwise specified | Sep. 30, 2014 |
Settlement of Litigation [Abstract] | ' |
Litigation Settlement, Amount | $332 |
Civil Penalty, Waived | ($112) |
Operating_Segments_Additional_
Operating Segments - Additional Information (Details) | 9 Months Ended |
Sep. 30, 2014 | |
segment | |
Segment Reporting [Abstract] | ' |
Number of operating segments | 2 |
Operating_Segments_Summarized_
Operating Segments - Summarized Financial Information by Reportable Segments (Detail) (USD $) | 3 Months Ended | 9 Months Ended | ||||||
In Thousands, unless otherwise specified | Sep. 30, 2014 | Sep. 30, 2013 | Sep. 30, 2014 | Sep. 30, 2013 | ||||
Segment Reporting Information [Line Items] | ' | ' | ' | ' | ||||
Net sales | $642,418 | $591,196 | $1,846,982 | $1,754,635 | ||||
Total segment operating profit | 106,473 | 128,802 | 294,636 | 349,565 | ||||
Equity in net income of unconsolidated investments | 8,650 | 5,338 | 28,200 | 25,308 | ||||
Net (income) loss attributable to noncontrolling interests | -8,546 | -7,332 | -23,130 | -21,250 | ||||
Segment income | 140,126 | 136,717 | 411,963 | 395,338 | ||||
Corporate & other | -22,995 | [1] | -9,909 | [1] | -76,528 | [1] | -41,715 | [1] |
Restructuring and other charges, net | -293 | 0 | -20,625 | 0 | ||||
Acquisition and integration related costs | -10,261 | 0 | -15,104 | 0 | ||||
Interest and financing expenses | -8,749 | -9,496 | -26,255 | -22,335 | ||||
Other expenses, net | -6,618 | -368 | -6,454 | -6,147 | ||||
Income tax expense | -11,737 | -26,963 | -46,700 | -72,897 | ||||
(Loss) income from discontinued operations (net of tax) | -6,679 | 531 | -68,473 | 4,994 | ||||
Net income attributable to Albemarle Corporation | 72,794 | 90,512 | 151,824 | 257,238 | ||||
Performance Chemicals | ' | ' | ' | ' | ||||
Segment Reporting Information [Line Items] | ' | ' | ' | ' | ||||
Net sales | 364,517 | 365,154 | 1,048,961 | 1,059,202 | ||||
Total segment operating profit | 86,983 | 91,506 | 244,724 | 265,665 | ||||
Equity in net income of unconsolidated investments | 1,744 | 1,735 | 7,321 | 6,371 | ||||
Net (income) loss attributable to noncontrolling interests | -8,546 | -7,332 | -23,130 | -21,250 | ||||
Segment income | 80,181 | 85,909 | 228,915 | 250,786 | ||||
Catalyst Solutions | ' | ' | ' | ' | ||||
Segment Reporting Information [Line Items] | ' | ' | ' | ' | ||||
Net sales | 277,901 | 226,042 | 798,021 | 695,433 | ||||
Total segment operating profit | 53,039 | 47,205 | 162,169 | 125,615 | ||||
Equity in net income of unconsolidated investments | 6,906 | 3,603 | 20,879 | 18,937 | ||||
Segment income | 59,945 | 50,808 | 183,048 | 144,552 | ||||
Total segment operating profit | ' | ' | ' | ' | ||||
Segment Reporting Information [Line Items] | ' | ' | ' | ' | ||||
Total segment operating profit | $140,022 | $138,711 | $406,893 | $391,280 | ||||
[1] | For the three months ended September 30, 2014 and 2013, Corporate & other includes $(1.9) million and $1.0 million, respectively, of pension and OPEB plan (costs) credits, and for the nine months ended September 30, 2014 and 2013, Corporate & other includes $(15.7) million and $3.1 million, respectively, of pension and OPEB plan (costs) credits. |
Operating_Segments_Summarized_1
Operating Segments -Summarized Financial Information by Reportable Segments (Parenthetical) (Details) (USD $) | 3 Months Ended | 9 Months Ended | ||
In Millions, unless otherwise specified | Sep. 30, 2014 | Sep. 30, 2013 | Sep. 30, 2014 | Sep. 30, 2013 |
Operating Segments [Abstract] | ' | ' | ' | ' |
Defined benefit pension and other postretirement (costs) credits included in corporate and other | ($1.90) | $1 | ($15.70) | $3.10 |
Pension_Plans_and_Other_Postre2
Pension Plans and Other Postretirement Benefits - Domestic and Foreign Pension and Postretirement Defined Benefit Plans (Detail) (USD $) | 3 Months Ended | 9 Months Ended | ||||||
In Thousands, unless otherwise specified | Sep. 30, 2014 | Mar. 31, 2014 | Sep. 30, 2013 | Sep. 30, 2014 | Sep. 30, 2013 | |||
Defined Benefit Plan Disclosure [Line Items] | ' | ' | ' | ' | ' | |||
Total net pension benefits cost | $4,029 | ' | $1,578 | $21,946 | $4,730 | |||
Pension Benefits | ' | ' | ' | ' | ' | |||
Defined Benefit Plan Disclosure [Line Items] | ' | ' | ' | ' | ' | |||
Service cost | 2,678 | ' | 3,488 | 8,245 | 10,462 | |||
Interest cost | 8,006 | ' | 7,470 | 24,303 | 22,403 | |||
Expected return on assets | -10,027 | ' | -9,848 | -30,404 | -29,541 | |||
Actuarial loss | 2,786 | [1] | 15,400 | [1] | 0 | 18,218 | [1] | 0 |
Amortization of prior service benefit | -119 | ' | -173 | -530 | -517 | |||
Total net pension benefits cost | 3,324 | ' | 937 | 19,832 | 2,807 | |||
Postretirement Benefits | ' | ' | ' | ' | ' | |||
Defined Benefit Plan Disclosure [Line Items] | ' | ' | ' | ' | ' | |||
Service cost | 54 | ' | 78 | 162 | 232 | |||
Interest cost | 760 | ' | 691 | 2,280 | 2,073 | |||
Expected return on assets | -85 | ' | -104 | -256 | -310 | |||
Amortization of prior service benefit | -24 | ' | -24 | -72 | -72 | |||
Total net pension benefits cost | $705 | ' | $641 | $2,114 | $1,923 | |||
[1] | In connection with the announced realignment of our operating segments effective January 1, 2014, in the fourth quarter of 2013 we initiated a workforce reduction plan which will result in a reduction of approximately 230 employees worldwide. This workforce reduction triggered a net curtailment gain of approximately $0.8 million in the first quarter of 2014 for our U.S. defined benefit plan which covers non-represented employees and our supplemental executive retirement plan (SERP). In connection with the curtailment, we were required to remeasure the related assets and obligations for these two plans. As of the January 31, 2014 remeasurement date, the weighted-average discount rate for all of our domestic pension plans was 4.97% compared to 5.14% at December 31, 2013. Taking into account the discount rate reduction and actual return on plan assets through January 31, 2014, we recorded a mark-to-market actuarial loss (net of the curtailment gain) of $15.4 million in the first quarter of 2014 related to these two plans.In connection with the sale of our antioxidant, ibuprofen and propofol businesses and assets to SI Group, Inc. which closed on September 1, 2014, in the third quarter of 2014 we were required to remeasure the assets and obligations of one of our U.S. defined benefit plans for represented employees, which was part of the disposed group. As of the September 1, 2014 remeasurement date, the weighted-average discount rate for all of our domestic pension plans was 4.94% compared to 5.14% at December 31, 2013. Taking into account the discount rate reduction and actual return on plan assets through September 1, 2014, as well as changes to mortality assumptions, we recorded a mark-to-market actuarial loss of $2.8 million in the third quarter of 2014 related to this plan. |
Pension_Plans_and_Other_Postre3
Pension Plans and Other Postretirement Benefits - Domestic and Foreign Pension and Postretirement Defined Benefit Plans (Parenthetical) (Detail) (USD $) | 3 Months Ended | 3 Months Ended | 9 Months Ended | |||||||||
Mar. 31, 2014 | Sep. 01, 2014 | Jan. 31, 2014 | Dec. 31, 2013 | Sep. 30, 2014 | Mar. 31, 2014 | Sep. 30, 2013 | Sep. 30, 2014 | Sep. 30, 2013 | ||||
United States Pension Plan of US Entity, Defined Benefit | United States Pension Plan of US Entity, Defined Benefit | United States Pension Plan of US Entity, Defined Benefit | Pension Benefits | Pension Benefits | Pension Benefits | Pension Benefits | Pension Benefits | |||||
Defined Benefit Plan Disclosure [Line Items] | ' | ' | ' | ' | ' | ' | ' | ' | ' | |||
Defined Benefit Plan, Recognized Net Gain (Loss) Due to Curtailments | $800,000 | ' | ' | ' | ' | ' | ' | ' | ' | |||
Defined Benefit Plan, Assumptions Used Calculating Benefit Obligation, Discount Rate | ' | 4.94% | 4.97% | 5.14% | ' | ' | ' | ' | ' | |||
Actuarial loss | ' | ' | ' | ' | $2,786,000 | [1] | $15,400,000 | [1] | $0 | $18,218,000 | [1] | $0 |
[1] | In connection with the announced realignment of our operating segments effective January 1, 2014, in the fourth quarter of 2013 we initiated a workforce reduction plan which will result in a reduction of approximately 230 employees worldwide. This workforce reduction triggered a net curtailment gain of approximately $0.8 million in the first quarter of 2014 for our U.S. defined benefit plan which covers non-represented employees and our supplemental executive retirement plan (SERP). In connection with the curtailment, we were required to remeasure the related assets and obligations for these two plans. As of the January 31, 2014 remeasurement date, the weighted-average discount rate for all of our domestic pension plans was 4.97% compared to 5.14% at December 31, 2013. Taking into account the discount rate reduction and actual return on plan assets through January 31, 2014, we recorded a mark-to-market actuarial loss (net of the curtailment gain) of $15.4 million in the first quarter of 2014 related to these two plans.In connection with the sale of our antioxidant, ibuprofen and propofol businesses and assets to SI Group, Inc. which closed on September 1, 2014, in the third quarter of 2014 we were required to remeasure the assets and obligations of one of our U.S. defined benefit plans for represented employees, which was part of the disposed group. As of the September 1, 2014 remeasurement date, the weighted-average discount rate for all of our domestic pension plans was 4.94% compared to 5.14% at December 31, 2013. Taking into account the discount rate reduction and actual return on plan assets through September 1, 2014, as well as changes to mortality assumptions, we recorded a mark-to-market actuarial loss of $2.8 million in the third quarter of 2014 related to this plan. |
Pension_Plans_and_Other_Postre4
Pension Plans and Other Postretirement Benefits Pension and Postretirement Plan Contributions (Details) (USD $) | 3 Months Ended | 9 Months Ended | ||
In Millions, unless otherwise specified | Sep. 30, 2014 | Sep. 30, 2013 | Sep. 30, 2014 | Sep. 30, 2013 |
Compensation and Retirement Disclosure [Abstract] | ' | ' | ' | ' |
Pension Contributions | $5.20 | $4.80 | $7.50 | $6.80 |
Other Postretirement Benefits Payments | $0.80 | $0.90 | $3.20 | $3.10 |
Pension_Plans_and_Other_Postre5
Pension Plans and Other Postretirement Benefits - Additional Information (Detail) (USD $) | 3 Months Ended | 9 Months Ended | ||
In Thousands, unless otherwise specified | Sep. 30, 2014 | Sep. 30, 2013 | Sep. 30, 2014 | Sep. 30, 2013 |
Income Statement, Balance Sheet and Additional Disclosures by Disposal Groups, Including Discontinued Operations [Line Items] | ' | ' | ' | ' |
Pension Contributions | $5,200 | $4,800 | $7,500 | $6,800 |
Antioxidant, Ibuprofen and Propofol Assets | ' | ' | ' | ' |
Income Statement, Balance Sheet and Additional Disclosures by Disposal Groups, Including Discontinued Operations [Line Items] | ' | ' | ' | ' |
Pension Contributions | $4,300 | ' | $4,322 | ' |
Fair_Value_of_Financial_Instru2
Fair Value of Financial Instruments - Fair Value of Long-Term Debt (Detail) (USD $) | Sep. 30, 2014 | Dec. 31, 2013 |
In Thousands, unless otherwise specified | ||
Derivative Instruments and Hedging Activities Disclosure [Abstract] | ' | ' |
Long-term debt, Recorded Amount | $1,052,375 | $1,078,864 |
Long-term debt, Fair Value | $1,079,648 | $1,109,878 |
Fair_Value_of_Financial_Instru3
Fair Value of Financial Instruments - Additional Information (Detail) (USD $) | 9 Months Ended | 3 Months Ended | 9 Months Ended | 1 Months Ended | 0 Months Ended | ||||||||||
Sep. 30, 2014 | Dec. 31, 2013 | Sep. 30, 2014 | Dec. 31, 2013 | Sep. 30, 2014 | Sep. 30, 2013 | Sep. 30, 2014 | Sep. 30, 2013 | Sep. 30, 2014 | Sep. 30, 2013 | Jan. 22, 2014 | Sep. 30, 2014 | Oct. 15, 2014 | |||
Other Accounts Receivable | Other Accounts Receivable | Other expenses, net | Other expenses, net | Other expenses, net | Other expenses, net | Other, net | Other, net | JP Morgan | JP Morgan | Subsequent Event | |||||
payment | JP Morgan | ||||||||||||||
Fair Value, Option, Quantitative Disclosures [Line Items] | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ||
Notional amount | $177,100,000 | $321,400,000 | ' | ' | ' | ' | ' | ' | ' | ' | $325,000,000 | ' | ' | ||
Fair value foreign currency forward contracts, assets | ' | ' | 400,000 | 200,000 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ||
Recognized gains (losses) of foreign currency forward contracts | ' | ' | ' | ' | -5,600,000 | 400,000 | -8,000,000 | -1,800,000 | ' | ' | ' | ' | ' | ||
Change in the fair value of foreign currency forward contracts | ' | ' | ' | ' | ' | ' | ' | ' | 8,000,000 | 1,800,000 | ' | ' | ' | ||
Cash settlements | ' | ' | ' | ' | ' | ' | ' | ' | -8,300,000 | -2,200,000 | ' | ' | -33,400,000 | ||
Number of semi annual coupon payments | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | 20 | ' | ' | ||
Expected future issuance of senior notes - maturity period | '20 days | ' | ' | ' | ' | ' | ' | ' | ' | ' | '10 years | ' | ' | ||
Fixed interest rate | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | 3.28% | ' | ' | ||
Interest rate swap contract, liability | $17,976,000 | [1] | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | $18,000,000 | [1] | ' |
[1] | In anticipation of refinancing our 2015 senior notes in the fourth quarter of 2014, on January 22, 2014, we entered into a pay fixed, receive variable rate forward starting interest rate swap, to be effective October 15, 2014. This derivative financial instrument has been designated and is accounted for as a cash flow hedge under ASC 815, Derivatives and Hedging. The fair value of the forward starting interest rate swap was calculated based on inputs derived from observable market data and as such is classified within Level 2. See Note 11 for additional details about this interest rate swap contract. |
Fair_Value_Measurement_Financi
Fair Value Measurement - Financial Assets and Liabilities Accounted for at Fair Value on Recurring Basis (Detail) (USD $) | Sep. 30, 2014 | Dec. 31, 2013 | ||
In Thousands, unless otherwise specified | ||||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ' | ' | ||
Investments under executive deferred compensation plan | $21,560 | [1] | $23,030 | [1] |
Private equity securities | 1,821 | [2] | 771 | [2] |
Foreign currency forward contracts, assets | 415 | [3] | 161 | [3] |
Obligations under executive deferred compensation plan | 21,560 | [1] | 23,030 | [1] |
Interest rate swap contract, liability | 17,976 | [4] | ' | |
Foreign currency forward contracts, liabilities | 11 | [3] | ' | |
Quoted Prices in Active Markets for Identical Items (Level 1) | ' | ' | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ' | ' | ||
Investments under executive deferred compensation plan | 21,560 | [1] | 23,030 | [1] |
Private equity securities | 23 | [2] | 21 | [2] |
Foreign currency forward contracts, assets | 0 | [3] | 0 | [3] |
Obligations under executive deferred compensation plan | 21,560 | [1] | 23,030 | [1] |
Interest rate swap contract, liability | 0 | ' | ||
Foreign currency forward contracts, liabilities | 0 | ' | ||
Quoted Prices in Active Markets for Similar Items (Level 2) | ' | ' | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ' | ' | ||
Investments under executive deferred compensation plan | 0 | [1] | 0 | [1] |
Private equity securities | 0 | [2] | 0 | [2] |
Foreign currency forward contracts, assets | 415 | [3] | 161 | [3] |
Obligations under executive deferred compensation plan | 0 | 0 | [1] | |
Interest rate swap contract, liability | 17,976 | [4] | ' | |
Foreign currency forward contracts, liabilities | 11 | [3] | ' | |
Unobservable Inputs (Level 3) | ' | ' | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ' | ' | ||
Investments under executive deferred compensation plan | 0 | [1] | 0 | [1] |
Private equity securities | 1,798 | [2] | 750 | [2] |
Foreign currency forward contracts, assets | 0 | [3] | 0 | [3] |
Obligations under executive deferred compensation plan | 0 | 0 | [1] | |
Interest rate swap contract, liability | 0 | ' | ||
Foreign currency forward contracts, liabilities | $0 | ' | ||
[1] | We maintain an Executive Deferred Compensation Plan (EDCP) that was adopted in 2001 and subsequently amended. The purpose of the EDCP is to provide current tax planning opportunities as well as supplemental funds upon the retirement or death of certain of our employees. The EDCP is intended to aid in attracting and retaining employees of exceptional ability by providing them with these benefits. We also maintain a Benefit Protection Trust (the Trust) that was created to provide a source of funds to assist in meeting the obligations of the EDCP, subject to the claims of our creditors in the event of our insolvency. Assets of the Trust are consolidated in accordance with authoritative guidance. The assets of the Trust consist primarily of mutual fund investments (which are accounted for as trading securities and are marked-to-market on a monthly basis through the consolidated statements of income) and cash and cash equivalents. As such, these assets and obligations are classified within Level 1. | |||
[2] | Primarily consists of private equity securities classified as available-for-sale and are reported in Investments in the condensed consolidated balance sheets. The changes in fair value are reported in Other expenses, net, in our consolidated statements of income. Holdings in private equity securities are typically valued using the net asset valuations provided by the underlying private investment companies and as such are classified within Level 3. | |||
[3] | As a result of our global operating and financing activities, we are exposed to market risks from changes in foreign currency exchange rates, which may adversely affect our operating results and financial position. When deemed appropriate, we minimize our risks from foreign currency exchange rate fluctuations through the use of foreign currency forward contracts. These derivative financial instruments are not designated as hedging instruments under ASC 815, Derivatives and Hedging. The foreign currency forward contracts are valued using broker quotations or market transactions in either the listed or over-the-counter markets. As such, these derivative instruments are classified within Level 2. | |||
[4] | In anticipation of refinancing our 2015 senior notes in the fourth quarter of 2014, on January 22, 2014, we entered into a pay fixed, receive variable rate forward starting interest rate swap, to be effective October 15, 2014. This derivative financial instrument has been designated and is accounted for as a cash flow hedge under ASC 815, Derivatives and Hedging. The fair value of the forward starting interest rate swap was calculated based on inputs derived from observable market data and as such is classified within Level 2. See Note 11 for additional details about this interest rate swap contract. |
Fair_Value_Measurement_Level_3
Fair Value Measurement -Level 3 Reconciliation (Details) (Unobservable Inputs (Level 3), Equity Securities [Member], USD $) | 3 Months Ended | 9 Months Ended | ||
In Thousands, unless otherwise specified | Sep. 30, 2014 | Sep. 30, 2013 | Sep. 30, 2014 | Sep. 30, 2013 |
Unobservable Inputs (Level 3) | Equity Securities [Member] | ' | ' | ' | ' |
Fair Value, Assets Measured on Recurring Basis, Unobservable Input Reconciliation [Line Items] | ' | ' | ' | ' |
Beginning balance | $1,822 | $0 | $750 | $0 |
Total unrealized (losses) gains included in earnings relating to assets still held at the reporting date | -24 | 0 | 48 | 0 |
Purchases | 0 | 0 | 1,000 | 0 |
Ending balance | $1,798 | $0 | $1,798 | $0 |
Restructuring_and_Other_Activi
Restructuring and Other - Activity in Recorded Workforce Reduction Liabilities (Detail) (USD $) | 9 Months Ended | |
In Thousands, unless otherwise specified | Sep. 30, 2014 | |
Restructuring and Related Activities [Abstract] | ' | |
Beginning balance | $39,104 | |
Workforce reduction charges | 1,948 | [1] |
Payments | -30,858 | |
Amount reversed to income | -1,466 | [2] |
Foreign currency translation | -556 | |
Ending balance | 8,172 | |
Less amounts reported in Accrued expenses | $8,172 | |
[1] | These workforce reduction charges are recorded in (Loss) income from discontinued operations (net of tax), in our consolidated statements of income and reflect charges for retention of certain employees associated with our antioxidant, ibuprofen and propofol businesses which were sold effective September 1, 2014. | |
[2] | Amount reversed to income reflects adjustments based on actual timing and amount of final settlements. |
Restructuring_and_Other_Additi
Restructuring and Other Additional Information (Details) (USD $) | 3 Months Ended | |
In Millions, unless otherwise specified | Jun. 30, 2014 | Mar. 31, 2014 |
Restructuring and Related Activities [Abstract] | ' | ' |
Business exit costs | ' | $14 |
Asset impairment charges | ' | 3 |
Restructuring and other charges, net of tax | ' | 11.1 |
Impairment of Ongoing Project | 3.3 | ' |
Impairment of Ongoing Project, net of tax | $2.10 | ' |
Accumulated_Other_Comprehensiv2
Accumulated Other Comprehensive Income - Components and Activity in Accumulated Other Comprehensive Income Net of Deferred Income Taxes (Detail) (USD $) | 3 Months Ended | 9 Months Ended | ||||||
In Thousands, unless otherwise specified | Sep. 30, 2014 | Sep. 30, 2013 | Sep. 30, 2014 | Sep. 30, 2013 | ||||
Increase (Decrease) in Accumulated Other Comprehensive Income [Roll Forward] | ' | ' | ' | ' | ||||
Foreign Currency Translation, Beginning balance | $110,681 | $56,378 | $116,465 | $85,117 | ||||
Foreign Currency Translations, Other comprehensive (loss) income before reclassifications | -82,568 | 40,613 | -88,630 | 11,945 | ||||
Other Comprehensive Income (Loss), Foreign Currency Transaction and Translation Reclassification Adjustment from AOCI, Realized upon Sale or Liquidation, Net of Tax | -17,750 | [1] | 0 | [1] | -17,750 | [1] | 0 | [1] |
Foreign Currency Translation, Other comprehensive (loss) income, net of tax | -100,318 | 40,613 | -106,380 | 11,945 | ||||
Foreign Currency Translation, Other comprehensive (income) loss attributable to noncontrolling interests | 125 | -337 | 403 | -408 | ||||
Foreign Currency Translation, Ending balance | 10,488 | 96,654 | 10,488 | 96,654 | ||||
Pension and Post-retirement Benefits, Beginning balance | 19 | 585 | 487 | 989 | ||||
Pension and Post-retirement Benefits, Amounts reclassified from accumulated other comprehensive income | -147 | [2] | -201 | [2] | -615 | [2] | -605 | [2] |
Pension and Post-retirement Benefits, Other comprehensive (loss) income, net of tax | -147 | -201 | -615 | -605 | ||||
Pension and Post-retirement Benefits, Ending balance | -128 | 384 | -128 | 384 | ||||
Unrealized loss on interest rate swap, beginning balance | -10,421 | 0 | 0 | 0 | ||||
Interest Rate Swap, Other comprehensive income (loss) before reclassifications | -988 | 0 | -11,409 | 0 | ||||
Unrealized loss on interest rate swap, Other comprehensive (loss) income, net of tax | -988 | 0 | -11,409 | 0 | ||||
Unrealizedd loss on interest rate swap, ending balance | -11,409 | 0 | -11,409 | 0 | ||||
Other, Beginning balance | -635 | -781 | -707 | -842 | ||||
Other, Other comprehensive (loss) income before reclassifications | -1 | 4 | 2 | -1 | ||||
Other, Amounts reclassified from accumulated other comprehensive income | 34 | 34 | 103 | 100 | ||||
Other, Other comprehensive (loss) income, net of tax | 33 | 38 | 105 | 99 | ||||
Other, Ending balance | -602 | -743 | -602 | -743 | ||||
Beginning Balance | 99,644 | 56,182 | 116,245 | 85,264 | ||||
Other comprehensive income (loss) before reclassifications | -83,557 | 40,617 | -100,037 | 11,944 | ||||
Amounts reclassified from accumulated other comprehensive income | -17,863 | -167 | -18,262 | -505 | ||||
Total other comprehensive (loss) income, net of tax | -101,420 | 40,450 | -118,299 | 11,439 | ||||
Other comprehensive (income) loss attributable to noncontrolling interests | 125 | -337 | 403 | -408 | ||||
Ending balance | ($1,651) | $96,295 | ($1,651) | $96,295 | ||||
[1] | Amounts reclassified from accumulated other comprehensive (loss) income for the three-month and nine-month periods ended September 30, 2014 are included in (Loss) income from discontinued operations (net of tax) and resulted from the release of cumulative foreign currency translation adjustments into earnings upon the sale of our antioxidant, ibuprofen and propofol businesses and assets which closed on September 1, 2014. | |||||||
[2] | Amounts reclassified from accumulated other comprehensive (loss) income consist of amortization of prior service benefit. See Note 10, “Pension Plans and Other Postretirement Benefits.†|
Accumulated_Other_Comprehensiv3
Accumulated Other Comprehensive Income - Amount of Income Tax (Expense) Benefit Allocated to Component of Other Comprehensive Income (Loss) (Detail) (USD $) | 3 Months Ended | 9 Months Ended | ||
In Thousands, unless otherwise specified | Sep. 30, 2014 | Sep. 30, 2013 | Sep. 30, 2014 | Sep. 30, 2013 |
Equity [Abstract] | ' | ' | ' | ' |
Foreign Currency Translation, Other comprehensive (loss) income, before tax | ($101,675) | $40,436 | ($107,011) | $10,654 |
Foreign Currency Translation, Income tax benefit (expense) | 1,357 | 177 | 631 | 1,291 |
Foreign Currency Translation, Other comprehensive (loss) income, net of tax | -100,318 | 40,613 | -106,380 | 11,945 |
Pension and Post-retirement Benefits, Other comprehensive income (loss), before tax | -143 | -197 | -602 | -589 |
Pension and Post-retirement Benefits, Income tax benefit (expense) | -4 | -4 | -13 | -16 |
Pension and Post-retirement Benefits, Other comprehensive (loss) income, net of tax | -147 | -201 | -615 | -605 |
Other Comprehensive Income (Loss), Unrealized Gain (Loss) on Derivatives Arising During Period, before Tax | -1,556 | ' | -17,976 | ' |
Other Comprehensive Income (Loss), Unrealized Gain (Loss) on Derivatives Arising During Period, Tax | 568 | ' | 6,567 | ' |
Unrealized loss on interest rate swap, Other comprehensive (loss) income, net of tax | -988 | 0 | -11,409 | 0 |
Other, Other comprehensive (loss) income, before tax | 35 | 58 | 146 | 159 |
Other, Income tax benefit (expense) | -2 | -20 | -41 | -60 |
Other, Other comprehensive (loss) income, net of tax | $33 | $38 | $105 | $99 |
Discontinued_Operations_Detail
Discontinued Operations (Details) (USD $) | 3 Months Ended | 9 Months Ended | 0 Months Ended | 3 Months Ended | 9 Months Ended | ||||||
Sep. 30, 2014 | Sep. 30, 2013 | Sep. 30, 2014 | Sep. 30, 2013 | Dec. 31, 2013 | Sep. 01, 2014 | Sep. 30, 2014 | Jun. 30, 2014 | Sep. 30, 2013 | Sep. 30, 2014 | Sep. 30, 2013 | |
Antioxidant, Ibuprofen and Propofol Assets | Antioxidant, Ibuprofen and Propofol Assets | Antioxidant, Ibuprofen and Propofol Assets | Antioxidant, Ibuprofen and Propofol Assets | Antioxidant, Ibuprofen and Propofol Assets | Antioxidant, Ibuprofen and Propofol Assets | ||||||
Income Statement, Balance Sheet and Additional Disclosures by Disposal Groups, Including Discontinued Operations [Line Items] | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Cash proceeds from divestitures, net | ' | ' | $104,718,000 | $0 | ' | $104,700,000 | ' | ' | ' | ' | ' |
Net sales | ' | ' | ' | ' | ' | ' | 38,025,000 | ' | 57,442,000 | 154,273,000 | 169,825,000 |
(Loss) income from discontinued operations | ' | ' | ' | ' | ' | ' | -7,752,000 | ' | 842,000 | -90,439,000 | 7,013,000 |
Income tax (benefit) expense | ' | ' | ' | ' | ' | ' | -1,073,000 | ' | 311,000 | -21,966,000 | 2,019,000 |
(Loss) income from discontinued operations (net of tax) | -6,679,000 | 531,000 | -68,473,000 | 4,994,000 | ' | ' | -6,679,000 | ' | 531,000 | -68,473,000 | 4,994,000 |
Loss on disposal of businesses | ' | ' | 85,515,000 | 0 | ' | ' | 4,800,000 | 80,700,000 | ' | ' | ' |
Loss on disposal of businesses, net of tax | ' | ' | ' | ' | ' | ' | 3,600,000 | 61,000,000 | ' | ' | ' |
Cumulative foreign currency translation gains included in pre-tax impairment charge | ' | ' | ' | ' | ' | ' | ' | ' | ' | 17,800,000 | ' |
Other accounts receivable | $41,261,000 | ' | $41,261,000 | ' | $45,094,000 | ' | $8,500,000 | ' | ' | $8,500,000 | ' |
Proposed_Acquisition_of_Rockwo1
Proposed Acquisition of Rockwood (Details) (USD $) | 3 Months Ended | 9 Months Ended | 3 Months Ended | 9 Months Ended | 0 Months Ended | |||
Sep. 30, 2014 | Sep. 30, 2013 | Sep. 30, 2014 | Sep. 30, 2013 | Sep. 30, 2014 | Sep. 30, 2014 | Jul. 15, 2014 | Jul. 15, 2014 | |
Rockwood Holdings, Inc. | Rockwood Holdings, Inc. | Merger Scenario | Merger Scenario | |||||
Rockwood Holdings, Inc. | Rockwood Holdings, Inc. | |||||||
Business Acquisition [Line Items] | ' | ' | ' | ' | ' | ' | ' | ' |
Cash issuable per outstanding share of Rockwood common stock | ' | ' | ' | ' | ' | ' | ' | $50.65 |
Equity issuable per outstanding share of Rockwood common stock | ' | ' | ' | ' | ' | ' | ' | 0.4803 |
Percentage of combined company to be owned by Albemarle shareholders | ' | ' | ' | ' | ' | ' | ' | 70.00% |
Percentage of combined company to be owned by Rockwood shareholders | ' | ' | ' | ' | ' | ' | ' | 30.00% |
Payments to Acquire Businesses, Gross | ' | ' | ' | ' | ' | ' | $2,200,000,000 | ' |
Business Combination, Consideration Transferred, Liabilities Incurred | ' | ' | ' | ' | ' | ' | 1,700,000,000 | ' |
Acquisition and integration related costs | 10,261,000 | 0 | 15,104,000 | 0 | 9,300,000 | 9,300,000 | ' | ' |
Potential termination fee payment | ' | ' | ' | ' | ' | ' | 300,000,000 | ' |
Potential termination fee receipt | ' | ' | ' | ' | ' | ' | 180,000,000 | ' |
Payment for out-of-pocket fees | ' | ' | ' | ' | ' | ' | 25,000,000 | ' |
Reimbursement of out-of-pocket fees | ' | ' | ' | ' | ' | ' | $25,000,000 | ' |
Proposed_Acquisition_of_Rockwo2
Proposed Acquisition of Rockwood Financing Related to the Merger (Details) (USD $) | 3 Months Ended | 0 Months Ended | 0 Months Ended | 8 Months Ended | 8 Months Ended | 0 Months Ended | |||||||||
Sep. 30, 2014 | Jul. 15, 2014 | Jul. 15, 2014 | Aug. 15, 2014 | Aug. 15, 2014 | Aug. 15, 2014 | Aug. 15, 2014 | Jul. 15, 2014 | Feb. 07, 2014 | Sep. 30, 2014 | Feb. 07, 2014 | Sep. 30, 2014 | Sep. 30, 2014 | Aug. 15, 2014 | Feb. 07, 2014 | |
Bridge Loan | Bridge Loan | Bridge Loan | Short-term Debt | Short-term Debt | Minimum | Maximum | Merger Scenario | Revolving Credit Facility | Revolving Credit Facility | Revolving Credit Facility | Revolving Credit Facility | Revolving Credit Facility | Revolving Credit Facility | Revolving Credit Facility | |
Senior Unsecured Cash Bridge Facility | Senior Unsecured Bridge Facility | Term Loan | Term Loan | Short-term Debt | Short-term Debt | Rockwood Holdings, Inc. | Minimum | Maximum | Merger Scenario | Merger Scenario | |||||
Term Loan | Term Loan | Rockwood Holdings, Inc. | Rockwood Holdings, Inc. | ||||||||||||
Debt Instrument [Line Items] | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Debt Instrument, Unused Borrowing Capacity | ' | $1,150,000,000 | $2,700,000,000 | ' | $1,000,000,000 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Business Combination, Consideration Transferred, Liabilities Incurred | ' | ' | ' | ' | ' | ' | ' | 1,700,000,000 | ' | ' | ' | ' | ' | ' | ' |
Bridge Loan Fees | 15,500,000 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Bridge Loan Fees Expensed In Period | 6,800,000 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Interest rate margin | ' | ' | ' | 1.13% | ' | 1.13% | 2.50% | ' | ' | 1.00% | ' | 0.90% | 1.50% | ' | ' |
Debt Covenant Ratio, Maximum Debt to EBITDA | ' | ' | ' | 4.5 | ' | ' | ' | ' | 3.5 | ' | ' | ' | ' | 4.5 | ' |
Debt Covenant Ratio, Maximum Debt to EBITDA, Quarterly Reduction Following Completion of Merger, Number of Quarters | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | 4 | ' |
Debt Covenant Ratio, Maximum Debt to EBITDA, Quarterly Reduction Following Completion of Merger | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | 0.25 | ' |
Additional borrowing capacity | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | $250,000,000 | ' | ' | ' | $100,000,000 |