Document and Entity Information
Document and Entity Information - shares | 6 Months Ended | |
Jun. 30, 2015 | Jul. 31, 2015 | |
Document And Entity Information [Abstract] [Abstract] | ||
Document Type | 10-Q | |
Amendment Flag | false | |
Document Period End Date | Jun. 30, 2015 | |
Document Fiscal Year Focus | 2,015 | |
Document Fiscal Period Focus | Q2 | |
Trading Symbol | ALB | |
Entity Registrant Name | ALBEMARLE CORP | |
Entity Central Index Key | 915,913 | |
Current Fiscal Year End Date | --12-31 | |
Entity Filer Category | Large Accelerated Filer | |
Entity Common Stock, Shares Outstanding | 112,201,848 |
Consolidated Statements of Inco
Consolidated Statements of Income - USD ($) shares in Thousands, $ in Thousands | 3 Months Ended | 6 Months Ended | ||||
Jun. 30, 2015 | Jun. 30, 2014 | Jun. 30, 2015 | Jun. 30, 2014 | |||
Income Statement [Abstract] | ||||||
Net sales | $ 931,485 | $ 604,721 | $ 1,815,889 | $ 1,204,564 | ||
Cost of goods sold | 630,919 | 397,358 | 1,256,857 | 801,602 | ||
Gross profit | 300,566 | 207,363 | 559,032 | 402,962 | ||
Selling, general and administrative expenses | 147,712 | 67,011 | 283,477 | 145,115 | ||
Research and development expenses | 25,336 | 21,937 | 51,828 | 44,509 | ||
Restructuring and other charges, net | 0 | 3,332 | 0 | 20,332 | ||
Acquisition and integration related costs | 24,166 | 4,843 | 83,689 | 4,843 | ||
Operating profit | 103,352 | 110,240 | 140,038 | 188,163 | ||
Interest and financing expenses | (33,182) | (8,733) | (68,928) | (17,506) | ||
Other income (expenses), net | 541 | (979) | 50,498 | 164 | ||
Income from continuing operations before income taxes and equity in net income of unconsolidated investments | 70,711 | 100,528 | 121,608 | 170,821 | ||
Income tax expense | 17,139 | 21,773 | 31,279 | 34,963 | ||
Income from continuing operations before equity in net income of unconsolidated investments | 53,572 | 78,755 | 90,329 | 135,858 | ||
Equity in net income of unconsolidated investments (net of tax) | 5,794 | 10,649 | 16,186 | 19,550 | ||
Net income from continuing operations | 59,366 | 89,404 | 106,515 | 155,408 | ||
Loss from discontinued operations (net of tax) | 0 | (60,025) | 0 | (61,794) | ||
Net income | 59,366 | 29,379 | 106,515 | 93,614 | ||
Net income attributable to noncontrolling interests | (7,219) | (6,932) | (11,253) | (14,584) | ||
Net income attributable to Albemarle Corporation | $ 52,147 | $ 22,447 | $ 95,262 | $ 79,030 | ||
Basic earnings per share from continuing operations (in dollars per share) | $ 0.46 | $ 1.05 | $ 0.86 | $ 1.78 | ||
Basic earnings (loss) per share from discontinued operations (in dollars per share) | 0 | (0.76) | 0 | (0.78) | ||
Basic earnings per share (in dollars per share) | 0.46 | 0.29 | 0.86 | 1 | ||
Diluted earnings per share from continuing operations (in dollars per share) | 0.46 | 1.04 | 0.86 | 1.77 | ||
Diluted earnings (loss) per share from discontinued operations (in dollars per share) | 0 | (0.76) | 0 | (0.78) | ||
Diluted earnings per share (in dollars per share) | $ 0.46 | $ 0.28 | $ 0.86 | $ 0.99 | ||
Weighted-average common shares outstanding - basic (in shares) | 112,189 | [1] | 78,662 | 110,160 | [1] | 79,199 |
Weighted-average common shares outstanding - diluted (in shares) | 112,607 | [1] | 79,091 | 110,536 | [1] | 79,602 |
Cash dividends declared per share of common stock (in dollars per share) | $ 0.29 | $ 0.275 | $ 0.58 | $ 0.550 | ||
[1] | 2015 includes the impact of 34,113 shares issued in connection with the Rockwood acquisition. |
Consolidated Statements of Comp
Consolidated Statements of Comprehensive Income (Loss) - USD ($) $ in Thousands | 3 Months Ended | 6 Months Ended | ||
Jun. 30, 2015 | Jun. 30, 2014 | Jun. 30, 2015 | Jun. 30, 2014 | |
Statement of Comprehensive Income [Abstract] | ||||
Net income | $ 59,366 | $ 29,379 | $ 106,515 | $ 93,614 |
Other comprehensive income (loss), net of tax: | ||||
Foreign currency translation | 56,224 | (804) | (298,347) | (6,062) |
Pension and postretirement benefits | 2 | (167) | 4 | (468) |
Net investment hedge | (10,930) | 0 | 43,116 | 0 |
Interest rate swap | 526 | (6,410) | 1,053 | (10,421) |
Other | 3 | 37 | 30 | 72 |
Total other comprehensive income (loss), net of tax | 45,825 | (7,344) | (254,144) | (16,879) |
Comprehensive income (loss) | 105,191 | 22,035 | (147,629) | 76,735 |
Comprehensive income attributable to noncontrolling interests | (7,168) | (6,871) | (11,102) | (14,306) |
Comprehensive income (loss) attributable to Albemarle Corporation | $ 98,023 | $ 15,164 | $ (158,731) | $ 62,429 |
Condensed Consolidated Balance
Condensed Consolidated Balance Sheets - USD ($) $ in Thousands | Jun. 30, 2015 | Mar. 31, 2015 | Dec. 31, 2014 | Jun. 30, 2014 | Mar. 31, 2014 | Dec. 31, 2013 |
Current assets: | ||||||
Cash and cash equivalents | $ 207,238 | $ 2,489,768 | $ 515,119 | $ 477,239 | ||
Trade accounts receivable, less allowance for doubtful accounts (2015 – $2,584; 2014 – $1,563) | 638,339 | 385,212 | ||||
Other accounts receivable | 72,241 | 49,423 | ||||
Inventories | 602,025 | 358,361 | ||||
Other current assets | 134,238 | 66,086 | ||||
Total current assets | 1,654,081 | 3,348,850 | ||||
Property, plant and equipment, at cost | 4,073,722 | 2,620,670 | ||||
Less accumulated depreciation and amortization | 1,455,185 | 1,388,802 | ||||
Net property, plant and equipment | 2,618,537 | 1,231,868 | ||||
Investments | 605,442 | 194,042 | ||||
Other assets | 183,949 | 160,956 | ||||
Goodwill | 2,769,619 | 243,262 | ||||
Other intangibles, net of amortization | 1,939,181 | 44,125 | ||||
Total assets | 9,770,809 | 5,223,103 | ||||
Current liabilities: | ||||||
Accounts payable | 342,482 | 231,705 | ||||
Accrued expenses | 505,308 | 166,174 | ||||
Current portion of long-term debt | 428,000 | 711,096 | ||||
Dividends payable | 32,288 | 21,458 | ||||
Income taxes payable | 60,000 | 9,453 | ||||
Total current liabilities | 1,368,078 | 1,139,886 | ||||
Long-term debt | 3,562,308 | 2,223,035 | ||||
Postretirement benefits | 55,727 | 56,424 | ||||
Pension benefits | 455,664 | 170,534 | ||||
Other noncurrent liabilities | 246,409 | 87,705 | ||||
Deferred income taxes | $ 766,713 | $ 56,884 | ||||
Commitments and contingencies (Notes 2, 10) | ||||||
Albemarle Corporation shareholders’ equity: | ||||||
Common stock, $.01 par value, issued and outstanding – 112,193 in 2015 and 78,031 in 2014 | $ 1,122 | $ 780 | ||||
Additional paid-in capital | 2,053,516 | 10,447 | ||||
Accumulated other comprehensive loss | (316,406) | $ (362,282) | (62,413) | 99,644 | $ 106,927 | 116,245 |
Retained earnings | 1,440,845 | 1,410,651 | ||||
Total Albemarle Corporation shareholders’ equity | 3,179,077 | 1,359,465 | ||||
Noncontrolling interests | 136,833 | 129,170 | ||||
Total equity | 3,315,910 | 1,488,635 | $ 1,625,090 | $ 1,742,776 | ||
Total liabilities and equity | $ 9,770,809 | $ 5,223,103 |
Condensed Consolidated Balance5
Condensed Consolidated Balance Sheets (Parenthetical) - USD ($) shares in Thousands, $ in Thousands | Jun. 30, 2015 | Dec. 31, 2014 |
Statement of Financial Position [Abstract] | ||
Trade accounts receivable, allowance for doubtful accounts | $ 2,584 | $ 1,563 |
Common stock, par value | $ 0.01 | $ 0.01 |
Common stock, issued | 112,193 | 78,031 |
Common stock, outstanding | 112,193 | 78,031 |
Consolidated Statements of Chan
Consolidated Statements of Changes in Equity - USD ($) $ in Thousands | Total | Common Stock | Additional Paid-in Capital | Accumulated Other Comprehensive (Loss) Income | Retained Earnings | Total Albemarle Shareholders' Equity | Non-controlling Interests |
Beginning Balance (in shares) at Dec. 31, 2013 | 80,052,842 | ||||||
Beginning Balance at Dec. 31, 2013 | $ 1,742,776 | $ 801 | $ 9,957 | $ 116,245 | $ 1,500,358 | $ 1,627,361 | $ 115,415 |
Increase (Decrease) in Stockholders' Equity [Roll Forward] | |||||||
Net income | 93,614 | 79,030 | 79,030 | 14,584 | |||
Other comprehensive loss | (16,879) | (16,601) | (16,601) | (278) | |||
Cash dividends declared | (50,999) | (43,387) | (43,387) | (7,612) | |||
Stock-based compensation and other | 6,606 | 6,606 | 6,606 | ||||
Exercise of stock options (in shares) | 70,046 | ||||||
Exercise of stock options | 2,355 | $ 1 | 2,354 | 2,355 | |||
Shares repurchased (in shares) | (1,967,069) | ||||||
Shares repurchased | (150,000) | $ (20) | (13,321) | (136,659) | (150,000) | ||
Tax benefit related to stock plans | 767 | 767 | 767 | ||||
Issuance of common stock, net (in shares) | 127,533 | ||||||
Issuance of common stock, net | 0 | $ 1 | (1) | 0 | |||
Shares withheld for withholding taxes associated with common stock issuances (in shares) | (49,322) | ||||||
Shares withheld for withholding taxes associated with common stock issuances | (3,150) | $ (1) | (3,149) | (3,150) | |||
Ending Balance (in shares) at Jun. 30, 2014 | 78,234,030 | ||||||
Ending Balance at Jun. 30, 2014 | 1,625,090 | $ 782 | 3,213 | 99,644 | 1,399,342 | 1,502,981 | 122,109 |
Beginning Balance (in shares) at Dec. 31, 2014 | 78,030,524 | ||||||
Beginning Balance at Dec. 31, 2014 | 1,488,635 | $ 780 | 10,447 | (62,413) | 1,410,651 | 1,359,465 | 129,170 |
Increase (Decrease) in Stockholders' Equity [Roll Forward] | |||||||
Net income | 106,515 | 95,262 | 95,262 | 11,253 | |||
Other comprehensive loss | (254,144) | (253,993) | (253,993) | (151) | |||
Cash dividends declared | (73,350) | (65,068) | (65,068) | $ (8,282) | |||
Stock-based compensation and other | 7,868 | 7,868 | 7,868 | ||||
Exercise of stock options (in shares) | 10,500 | ||||||
Exercise of stock options | 342 | $ 0 | 342 | 342 | |||
Tax benefit related to stock plans | (131) | (131) | (131) | ||||
Issuance of common stock, net (in shares) | 59,764 | ||||||
Issuance of common stock, net | $ 0 | $ 1 | (1) | 0 | |||
Acquisition of Rockwood (in shares) | 34,113,064 | 34,113,064 | |||||
Acquisition of Rockwood | $ 2,036,550 | $ 341 | 2,036,209 | 2,036,550 | |||
Noncontrolling interest assumed in acquisition of Shanghai Chemetall | 4,843 | 0 | $ 4,843 | ||||
Shares withheld for withholding taxes associated with common stock issuances (in shares) | (21,254) | ||||||
Shares withheld for withholding taxes associated with common stock issuances | (1,218) | $ 0 | (1,218) | (1,218) | |||
Ending Balance (in shares) at Jun. 30, 2015 | 112,192,598 | ||||||
Ending Balance at Jun. 30, 2015 | $ 3,315,910 | $ 1,122 | $ 2,053,516 | $ (316,406) | $ 1,440,845 | $ 3,179,077 | $ 136,833 |
Condensed Consolidated Statemen
Condensed Consolidated Statements of Cash Flows - USD ($) $ in Thousands | 6 Months Ended | |
Jun. 30, 2015 | Jun. 30, 2014 | |
Statement of Cash Flows [Abstract] | ||
Cash and cash equivalents at beginning of year | $ 2,489,768 | $ 477,239 |
Cash flows from operating activities: | ||
Net income | 106,515 | 93,614 |
Adjustments to reconcile net income to cash flows from operating activities: | ||
Depreciation and amortization | 131,469 | 52,714 |
Write-offs associated with restructuring and other | 0 | 6,333 |
Impairment of assets of discontinued operations | 0 | 80,711 |
Stock-based compensation | 9,193 | 7,319 |
Excess tax benefits realized from stock-based compensation arrangements | (59) | (767) |
Equity in net income of unconsolidated investments (net of tax) | (16,186) | (19,550) |
Dividends received from unconsolidated investments and nonmarketable securities | 45,526 | 11,944 |
Pension and postretirement (benefit) expense | (1,071) | 17,917 |
Pension and postretirement contributions | (10,973) | (4,717) |
Unrealized gain on investments in marketable securities | (571) | (703) |
Deferred income taxes | (41,207) | (16,114) |
Working capital changes | (44,932) | 63,235 |
Other, net | (44,521) | 3,211 |
Net cash provided by operating activities | 133,183 | 295,147 |
Cash flows from investing activities: | ||
Acquisition of Rockwood, net of cash acquired | (2,051,645) | 0 |
Other acquisitions, net of cash acquired | (48,845) | 0 |
Capital expenditures | (111,723) | (46,670) |
Decrease in restricted cash | 57,550 | 0 |
Sales of marketable securities, net | 1,433 | 642 |
Proceeds from repayment of advance to joint venture | 2,156 | 0 |
Net cash used in investing activities | (2,151,074) | (46,028) |
Cash flows from financing activities: | ||
Repayments of long-term debt | (1,331,648) | (3,016) |
Proceeds from borrowings of long-term debt | 1,000,000 | 0 |
Other borrowings (repayments), net | 133,699 | (13,083) |
Dividends paid to shareholders | (54,238) | (41,316) |
Dividends paid to noncontrolling interests | (8,282) | 0 |
Repurchases of common stock | 0 | (150,000) |
Proceeds from exercise of stock options | 342 | 2,355 |
Excess tax benefits realized from stock-based compensation arrangements | 59 | 767 |
Withholding taxes paid on stock-based compensation award distributions | (1,218) | (3,150) |
Debt financing costs | (1,164) | (1,372) |
Other | (3,882) | 0 |
Net cash used in financing activities | (266,332) | (208,815) |
Net effect of foreign exchange on cash and cash equivalents | 1,693 | (2,424) |
(Decrease) increase in cash and cash equivalents | (2,282,530) | 37,880 |
Cash and cash equivalents at end of period | $ 207,238 | $ 515,119 |
Basis of Presentation
Basis of Presentation | 6 Months Ended |
Jun. 30, 2015 | |
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 June 30, 2015 and December 31, 2014 , our consolidated statements of income and consolidated statements of comprehensive income (loss) for the three-month and six-month periods ended June 30, 2015 and 2014 and our condensed consolidated statements of cash flows and consolidated statements of changes in equity for the six -month periods ended June 30, 2015 and 2014 . 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, 2014 , which was filed with the Securities and Exchange Commission (“SEC”) on March 2, 2015. The December 31, 2014 condensed 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 six-month periods ended June 30, 2015 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. As described further in Note 2, “Acquisitions,” we completed our acquisition of Rockwood Holdings, Inc. (“Rockwood”) on January 12, 2015. The unaudited condensed consolidated financial statements contained herein include the results of operations of Rockwood, commencing on January 13, 2015. |
Acquisitions
Acquisitions | 6 Months Ended |
Jun. 30, 2015 | |
Business Combinations [Abstract] | |
Acquisitions | Acquisitions: On July 15, 2014, we entered into an Agreement and Plan of Merger (the “Merger Agreement”) to acquire all the outstanding shares of Rockwood (the “Merger”). On January 12, 2015 (the “Acquisition Closing Date”), we completed the acquisition of Rockwood for a purchase price of approximately $5.7 billion . As a result, Rockwood became a wholly-owned subsidiary of Albemarle. The cash consideration was funded with proceeds from our 2014 Senior Notes, Term Loan, Cash Bridge Facility and February 2014 Credit Agreement, each of which is more fully described in Item 8 Financial Statements and Supplementary Data—Note 13, “Long-Term Debt,” in our Annual Report on Form 10-K for the year ended December 31, 2014. The fair value of the equity consideration was based on the closing price of Albemarle’s common stock on the Acquisition Closing Date of $59.70 per share, as reported on the New York Stock Exchange. Pursuant to the Merger Agreement, at the Acquisition Closing Date each issued and outstanding share of Rockwood common stock, par value $0.01 per share, (other than shares owned directly or indirectly by Albemarle, Rockwood or the Merger Sub, as defined in the Merger Agreement, and Appraisal Shares as defined in the Merger Agreement) was canceled and extinguished and converted into the right to receive (i) $50.65 in cash, without interest, and (ii) 0.4803 of a share of Albemarle common stock, par value $0.01 per share, (the “Merger Consideration”). Pursuant to the Merger Agreement, equity awards relating to shares of Rockwood’s common stock were canceled and converted into the right to receive the cash value of the Merger Consideration. On the Acquisition Closing Date, we issued approximately 34.1 million shares of Albemarle common stock. Subsequent to the acquisition of Rockwood, Albemarle continues to be a leading global developer, manufacturer and marketer of technologically advanced and high value-added specialty chemicals. We are a leading integrated and low cost global producer of lithium and lithium compounds used in lithium ion batteries for electronic devices, alternative transportation vehicles and energy storage technologies, meeting the significant growth in global demand for these products. We are also one of the largest global producers of surface treatments and coatings for metal processing, servicing the automotive, aerospace and general industrial markets. Included in Net sales and Net income attributable to Albemarle Corporation for the three-month period ended June 30, 2015 is approximately $363.6 million and $16.8 million , respectively, attributable to the businesses acquired from Rockwood. Included in Net sales and Net income attributable to Albemarle Corporation for the six -month period ended June 30, 2015 is approximately $692.5 million and $25.7 million , respectively, attributable to the businesses acquired from Rockwood. Also, our consolidated statements of income for the three-month and six-month periods ended June 30, 2015 includes $21.3 million and $78.7 million , respectively, of acquisition and integration related costs directly related to the acquisition of Rockwood (mainly consisting of advisory fees, costs to achieve synergies, and other integration costs), and $2.9 million and $5.0 million , respectively, of costs in connection with other significant projects. Our consolidated statements of income for the three-month and six-month periods ended June 30, 2014 includes $4.8 million of acquisition-related costs in connection with other significant projects. Preliminary Purchase Price Allocation The aggregate purchase price noted above was allocated to the major categories of assets and liabilities acquired based upon their estimated fair values at the Acquisition Closing Date, which were based, in part, upon outside preliminary appraisals for certain assets, including specifically-identified intangible assets. The excess of the purchase price over the preliminary estimated fair value of the net assets acquired was approximately $2.6 billion and was recorded as goodwill. The following table summarizes the consideration paid for Rockwood and the amounts of the assets acquired and liabilities assumed as of the acquisition date, which have been allocated on a preliminary basis (in thousands): Purchase price: Cash paid $ 3,606,784 Shares issued 2,036,550 Appraisal shares 74,934 Total purchase price $ 5,718,268 Net assets acquired: Cash and cash equivalents $ 1,555,139 Trade and other accounts receivable 263,033 Inventories 292,623 Other current assets 84,148 Property, plant and equipment 1,410,498 Investments 538,885 Other assets 28,243 Definite-lived intangible assets: Patents and technology 227,840 Trade names and trademarks 258,740 Customer lists and relationships 1,317,759 Indefinite-lived intangible assets: Trade names and trademarks 104,380 Other 27,450 Current liabilities (404,727 ) Long-term debt (1,319,132 ) Pension benefits (316,086 ) Other noncurrent liabilities (163,370 ) Deferred income taxes (830,526 ) Total identifiable net assets 3,074,897 Goodwill 2,643,371 Total net assets acquired $ 5,718,268 The allocation of the purchase price to the assets acquired and liabilities assumed, including the residual amount allocated to goodwill, is based upon preliminary information and is subject to change within the measurement period (up to one year from the acquisition date) as additional information concerning final asset and liability valuations is obtained. Significant changes in our purchase price allocation since our initial preliminary estimates reported in the first quarter of 2015 were primarily related to decreases in the estimated fair values of certain current assets, property, plant and equipment, investments, intangible assets, current liabilities and deferred income taxes, which resulted in an increase to recognized goodwill of approximately $18.5 million . The primary areas of the preliminary purchase price allocation that are not yet finalized relate to the fair value of inventories, property, plant and equipment, investments, intangible assets, environmental liabilities, appraisal shares, legal reserves, contingent liabilities, and other assets and liabilities. The fair values of the assets acquired and liabilities assumed are based on management’s preliminary estimates and assumptions, as well as other information compiled by management, including valuations that utilize customary valuation procedures and techniques. While the Company believes that such preliminary estimates provide a reasonable basis for estimating the fair value of assets acquired and liabilities assumed, it will evaluate any necessary information prior to finalization of the amounts. During the measurement period, the Company will adjust assets or liabilities if new information is obtained about facts and circumstances that existed as of the acquisition date that, if known, would have resulted in revised estimated values of those assets or liabilities as of that date. The effect of measurement period adjustments to the estimated fair values will be reflected as if the adjustments had been completed on the acquisition date. The impact of all changes that do not qualify as measurement period adjustments will be included in current period earnings. If the actual results differ from the estimates and judgments used in these fair values, the amounts recorded in the consolidated financial statements could be subject to a possible impairment of the intangible assets or goodwill, or require acceleration of the amortization of intangible assets in subsequent periods. Goodwill arising from the acquisition consists largely of the anticipated synergies and economies of scale from the combined companies and the overall strategic importance of the acquired businesses to Albemarle. The goodwill attributable to the acquisition will not be amortizable or deductible for tax purposes. The weighted-average amortization periods for the intangible assets acquired are 17 years for patents and technology, 20 years for trade names and trademarks and 24 years for customer lists and relationships. The weighted-average amortization period for all definite-lived intangible assets acquired is 23 years. Long-term debt assumed primarily includes Rockwood’s 4.625% senior notes with an aggregate principal amount of $1.25 billion and a fair value adjustment of approximately $43.7 million related to the senior notes. The fair value adjustment was based primarily on reported market values using Level 1 inputs. Unaudited Pro Forma Financial Information The following unaudited pro forma results of operations of the Company for the three-month and six-month periods ended June 30, 2015 and 2014 assume that the Merger occurred on January 1, 2014. The pro forma amounts include certain adjustments, including interest expense, depreciation, amortization expense and taxes. Pro forma amounts were adjusted to include these costs. The pro forma amounts for the three-month and six-month periods ended June 30, 2015 were adjusted to exclude approximately $21.3 million and $78.7 million , respectively, of nonrecurring acquisition and integration related costs, and approximately $37.3 million and $85.5 million , respectively, of charges related to the utilization of the inventory markup as further described in Note 11, “Segment Information.” The pro forma results do not include adjustments related to cost savings or other synergies that are anticipated as a result of the Merger. Accordingly, these unaudited pro forma results are presented for informational purposes only and are not necessarily indicative of what the actual results of operations of the combined company would have been if the acquisition had occurred as of January 1, 2014, nor are they indicative of future results of operations. Three Months Ended June 30, Six Months Ended June 30, 2015 2014 2015 2014 (in thousands, except per share amounts) Pro forma Net sales $ 931,485 $ 967,024 $ 1,849,219 $ 1,921,364 Pro forma Net income from continuing operations $ 102,246 $ 111,833 $ 224,391 $ 172,563 Pro forma Net income from continuing operations per share: Basic $ 0.91 $ 0.99 $ 2.04 $ 1.51 Diluted $ 0.91 $ 0.98 $ 2.03 $ 1.50 Litigation Related to the Merger On July 22, 2014, a putative class action complaint was filed in the Chancery Division of the Superior Court of New Jersey, Mercer County (“Superior Court of New Jersey”) relating to the Merger. On July 24, 2014, an additional putative class action complaint was filed in the Superior Court of New Jersey relating to the Merger. Both suits named 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 (“Delaware Chancery Court”) 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 named Rockwood, its former directors, and Albemarle as defendants. Thwaites II and the cases filed in Delaware also named Albemarle Holdings Corporation, a wholly-owned subsidiary of Albemarle, as a defendant. The lawsuits, which contained substantially similar allegations, included allegations that Rockwood’s former board of directors breached their fiduciary duties in connection with the Merger by failing to ensure that Rockwood shareholders would receive the maximum value for their shares, failing to conduct an appropriate sale process and putting their own interests ahead of those of Rockwood shareholders. Rockwood and Albemarle are alleged to have aided and abetted the alleged fiduciary breaches. The lawsuits sought a variety of equitable relief, including enjoining the former Rockwood board of directors from proceeding with the proposed Merger unless they 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. 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 Chancery Court ordered the three Delaware cases consolidated and appointed co-lead counsel. The court also ordered that no response to the complaints would be due until after plaintiffs filed an amended consolidated complaint. On September 19, 2014, the plaintiff in Thwaites II filed an amended complaint which included allegations that the registration statement failed to disclose material information. Plaintiffs in Thwaites II and in the Delaware consolidated action subsequently coordinated their litigation efforts, and the Delaware consolidated action was stayed pending the outcome of the Thwaites II litigation. In Thwaites II, the parties (including the Delaware plaintiffs) entered into a Memorandum of Understanding on November 6, 2014, provisionally settling all claims in the pending actions and declaring the parties’ intent to submit a settlement agreement for the court’s approval within 90 days. On December 2, 2014, the parties submitted a joint stipulation to extend the defendants’ time to respond to the amended complaint in Thwaites II until February 4, 2015. The parties executed a final Stipulation of Settlement and Release (“Stipulation”) on February 4, 2015. In addition to extinguishing the current claims, the Stipulation contemplates broad releases of any and all actual and potential claims, whether known or unknown, by any member of the putative shareholder class against the defendants relating to or arising out of the Merger, the Merger Agreement, or the registration statement. On February 26, 2015, plaintiffs filed a motion for preliminary approval of the settlement, which was unopposed. The Superior Court of New Jersey granted the motion on March 31, 2015, and scheduled the final settlement hearing for July 30, 2015. In accordance with the terms of the Stipulation and the Court’s Order preliminarily approving the settlement, notice of the settlement and final hearing date was provided to former Rockwood stockholders on April 14, 2015. On April 28, 2015, plaintiffs filed a motion for final approval of the settlement. On July 16, 2015, defendants filed a letter with the Court in support of the pending motion for final approval filed by plaintiffs’ counsel and requested that the proposed settlement be approved by the Court. The deadline for objections to the settlement to be postmarked and filed with the Court was also July 16, 2015. No such objections were filed. On July 20, 2015, defendants filed an Affidavit of Mailing and Posting of Class Notice prepared by Donlin, Recano & Company, Inc., (“DRC”) with the Court, delineating the steps taken by defendants and DRC to disseminate the Notice of Pendency of Class Action, Proposed Settlement and Settlement Hearing and confirming that notice had in fact been provided to the class members. On July 30, 2015, the final settlement hearing was held before the Superior Court of New Jersey, which issued a Final Order and Judgment approving the settlement. On August 4, 2015, pursuant to the terms of the Stipulation, plaintiffs in the Delaware actions filed a notice of dismissal of the pending consolidated action with prejudice. On August 5, 2015, the Delaware Chancery Court issued an Order dismissing with prejudice the Delaware consolidated action, thereby terminating the shareholder class action litigation. On February 19, 2015, Verition Multi-Strategy Master Fund Ltd. and Verition Partners Master Fund Ltd, who collectively owned approximately 882,000 shares of Rockwood common stock immediately prior to the Merger, commenced an action in the Delaware Chancery Court seeking appraisal of their shares of Rockwood common stock pursuant to Delaware General Corporation Law § 262. These shareholders exercised their right not to receive the Merger Consideration for each share of Rockwood common stock owned by such shareholders. Following the Merger, these shareholders ceased to have any rights with respect to their Rockwood shares, except for their rights to seek an appraisal of the cash value of their Rockwood shares under Delaware law. On March 16, 2015, Albemarle, on behalf of Rockwood, filed an Answer and Verified List in response to the appraisal petition. On June 10, 2015, the court granted the parties’ jointly stipulated scheduling order, which set forth dates for fact and expert discovery, as well as trial. Fact discovery has commenced and remains ongoing, and the Court has set a date of June 27, 2016 for trial on the merits. While Albemarle intends to vigorously defend against this action, the outcome of the appraisal process cannot be predicted with any certainty at this time. Included in Accrued expenses in our condensed consolidated balance sheet at June 30, 2015 is an estimated liability of $74.9 million in connection with this portion of the Merger Consideration. The fair value of the liability was considered a Level 2 measurement as the value was based on inputs other than quoted prices that are observable for the liability. Acquisition of Remaining Interest in Shanghai Chemetall Chemicals Co., Ltd. On January 29, 2015, we acquired the remaining 40% interest in Shanghai Chemetall Chemicals Co., Ltd., (“Shanghai Chemetall”) for approximately $57.6 million ( $45.6 million net of cash acquired), the proceeds of which came from the release of restricted cash acquired from Rockwood at closing. As of the acquisition date, Shanghai Chemetall became a wholly-owned subsidiary of Albemarle and is being consolidated into the Chemetall ® Surface Treatment segment. The purchase price and the fair value of our equity interest immediately before the date of acquisition (approximately $60 million ), as well as the fair value of the noncontrolling interest in Nanjing Chemetall Surface Technologies Co., Ltd., have been allocated to the net assets acquired at the acquisition date. The purchase price allocation, including the residual amount allocated to goodwill, is preliminary and subject to change based on the finalization of the valuation of assets and liabilities and the fair value of the previously held equity investment. |
Goodwill and Other Intangibles
Goodwill and Other Intangibles | 6 Months Ended |
Jun. 30, 2015 | |
Goodwill and Intangible Assets Disclosure [Abstract] | |
Goodwill and Other Intangibles | Goodwill and Other Intangibles: The following table summarizes the changes in goodwill for the six months ended June 30, 2015 (in thousands): Balance at December 31, 2014 $ 243,262 Acquisition of Rockwood 2,643,371 Other acquisitions (a) 13,272 Foreign currency translation adjustments (130,286 ) Balance at June 30, 2015 $ 2,769,619 (a) Primarily relates to the acquisition of the remaining interest in Shanghai Chemetall. See Note 2, “Acquisitions.” The following table summarizes the changes in other intangibles and related accumulated amortization for the six months ended June 30, 2015 (in thousands): Customer Lists and Relationships Trade Names and Trademarks Patents and Technology Other Total Gross Asset Value Balance at December 31, 2014 $ 48,479 $ 17,555 $ 40,398 $ 23,441 $ 129,873 Acquisition of Rockwood 1,317,759 363,120 227,840 27,450 1,936,169 Other acquisitions (a) 76,940 — 1,433 73 78,446 Foreign currency translation adjustments and other (48,511 ) (20,051 ) (12,698 ) (761 ) (82,021 ) Balance at June 30, 2015 $ 1,394,667 $ 360,624 $ 256,973 $ 50,203 $ 2,062,467 Accumulated Amortization Balance at December 31, 2014 (22,931 ) (7,912 ) (32,831 ) (22,074 ) (85,748 ) Amortization (27,308 ) (6,106 ) (6,726 ) (214 ) (40,354 ) Foreign currency translation adjustments and other 874 217 1,319 406 2,816 Balance at June 30, 2015 $ (49,365 ) $ (13,801 ) $ (38,238 ) $ (21,882 ) $ (123,286 ) Net Book Value at December 31, 2014 $ 25,548 $ 9,643 $ 7,567 $ 1,367 $ 44,125 Net Book Value at June 30, 2015 $ 1,345,302 $ 346,823 $ 218,735 $ 28,321 $ 1,939,181 (a) Primarily relates to the acquisition of the remaining interest in Shanghai Chemetall. See Note 2, “Acquisitions.” Total estimated amortization expense of other intangibles acquired in the Rockwood acquisition for the next five years is as follows (in thousands): Estimated Amortization Expense Remainder of 2015 $ 41,148 2016 $ 82,296 2017 $ 82,296 2018 $ 82,296 2019 $ 82,296 As discussed in Note 2, “Acquisitions,” amounts of goodwill and other intangibles recorded in connection with the Rockwood and Shanghai Chemetall acquisitions are preliminary. Additionally, the preliminary allocation of goodwill and identifiable assets to our reportable segments has not been completed as of the date the financial statements have been issued. |
Foreign Exchange
Foreign Exchange | 6 Months Ended |
Jun. 30, 2015 | |
Foreign Currency [Abstract] | |
Foreign Exchange | Foreign Exchange: Foreign exchange transaction gains (losses) were $0.6 million and $53.0 million for the three-month and six-month periods ended June 30, 2015 , respectively, and $(1.3) million for the three-month and six-month periods ended June 30, 2014 , and are included in Other income (expenses), net, in our consolidated statements of income, with the unrealized portion included in Other, net, in our condensed consolidated statements of cash flows. The gains in 2015 are primarily related to cash denominated in U.S. Dollars held by foreign subsidiaries where the European Union Euro serves as the functional currency. |
Income Taxes
Income Taxes | 6 Months Ended |
Jun. 30, 2015 | |
Income Tax Disclosure [Abstract] | |
Income Taxes | Income Taxes: The effective income tax rate for the three-month and six-month periods ended June 30, 2015 was 24.2% and 25.7% , respectively, compared to 21.7% and 20.5% for the three-month and six-month periods ended June 30, 2014 , respectively. 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 2015 and 2014 periods is mainly due to the impact of earnings from outside the U.S. The increase in the effective tax rates for the three-month and six-month periods ended June 30, 2015 compared to the same periods in 2014 is primarily driven by the Rockwood acquisition, which caused a reduction in various benefits in our effective tax rate. Additionally, our effective income tax rate for the three-month and six-month periods ended June 30, 2015 was affected by a discrete tax benefit of $1.0 million related mainly to prior year uncertain tax position adjustments associated with lapses in statutes of limitations. Our effective income tax rate for the six-month period ended June 30, 2015 was also affected by (i) $3.2 million of discrete tax expense items associated with U.S. provision to return adjustments and the release of uncertain tax positions associated with a lapse in the statute of limitations, and (ii) the OPEB plan termination gain described in Note 12, “Pension Plans and Other Postretirement Benefits.” Our effective income tax rate for the six months ended June 30, 2014 was affected by a tax benefit of approximately $5.8 million related to the restructuring charges (see Note 15, “Restructuring and Other”) and pension plan actuarial loss (see Note 12) that were recorded in such period. |
Earnings Per Share
Earnings Per Share | 6 Months Ended |
Jun. 30, 2015 | |
Earnings Per Share [Abstract] | |
Earnings Per Share | Earnings Per Share: Basic and diluted earnings per share from continuing operations for the three-month and six-month periods ended June 30, 2015 and 2014 are calculated as follows: Three Months Ended Six Months Ended 2015 2014 2015 2014 (In thousands, except per share amounts) Basic earnings per share from continuing operations Numerator: Net income from continuing operations $ 59,366 $ 89,404 $ 106,515 $ 155,408 Net income from continuing operations attributable to noncontrolling interests (7,219 ) (6,932 ) (11,253 ) (14,584 ) Net income from continuing operations attributable to Albemarle Corporation $ 52,147 $ 82,472 $ 95,262 $ 140,824 Denominator: Weighted-average common shares for basic earnings per share (a) 112,189 78,662 110,160 79,199 Basic earnings per share from continuing operations $ 0.46 $ 1.05 $ 0.86 $ 1.78 Diluted earnings per share from continuing operations Numerator: Net income from continuing operations $ 59,366 $ 89,404 $ 106,515 $ 155,408 Net income from continuing operations attributable to noncontrolling interests (7,219 ) (6,932 ) (11,253 ) (14,584 ) Net income from continuing operations attributable to Albemarle Corporation $ 52,147 $ 82,472 $ 95,262 $ 140,824 Denominator: Weighted-average common shares for basic earnings per share (a) 112,189 78,662 110,160 79,199 Incremental shares under stock compensation plans 418 429 376 403 Weighted-average common shares for diluted earnings per share (a) 112,607 79,091 110,536 79,602 Diluted earnings per share from continuing operations $ 0.46 $ 1.04 $ 0.86 $ 1.77 (a) 2015 includes the impact of 34,113 shares issued in connection with the Rockwood acquisition. On February 24, 2015, the Company increased the regular quarterly dividend by 5% to $0.29 per share. On May 5, 2015 , the Company declared a cash dividend of $0.29 per share, which was paid on July 1, 2015 to shareholders of record at the close of business as of June 16, 2015 . On July 9, 2015 , the Company declared a cash dividend of $0.29 per share, which is payable on October 1, 2015 to shareholders of record at the close of business as of September 16, 2015 . |
Inventories
Inventories | 6 Months Ended |
Jun. 30, 2015 | |
Inventory Disclosure [Abstract] | |
Inventories | Inventories: The following table provides a breakdown of inventories at June 30, 2015 and December 31, 2014 : June 30, December 31, 2015 2014 (In thousands) Finished goods $ 380,899 $ 262,769 Raw materials 116,342 53,152 Work in process 50,131 — Stores, supplies and other 54,653 42,440 Total inventories $ 602,025 $ 358,361 |
Investments
Investments | 6 Months Ended |
Jun. 30, 2015 | |
Equity Method Investments and Joint Ventures [Abstract] | |
Investments | Investments: The Company holds a 49% equity interest in Talison Lithium Pty. Ltd. (“Talison”), which we acquired in the Rockwood acquisition. With regards to the Company’s ownership in Talison, the parties share risks and benefits disproportionate to their voting interests. As a result, the Company considers Talison to be a variable interest entity (“VIE”). However, the Company does not consolidate Talison as it is not the primary beneficiary. The carrying amount of our 49% equity interest in Talison, which is our most significant VIE, was $396.6 million at June 30, 2015 . The Company’s aggregate net investment in all other entities which it considers to be VIE’s for which the Company is not the primary beneficiary was $30.3 million and $6.2 million at June 30, 2015 and December 31, 2014 , respectively. Our unconsolidated VIE’s are reported in Investments in the condensed consolidated balance sheets. The Company does not guarantee debt for, or have other financial support obligations to, these entities, and its maximum exposure to loss in connection with its continuing involvement with these entities is limited to the carrying value of the investments. |
Long-Term Debt
Long-Term Debt | 6 Months Ended |
Jun. 30, 2015 | |
Debt Disclosure [Abstract] | |
Long-Term Debt | Long-Term Debt: Long-term debt at June 30, 2015 and December 31, 2014 consisted of the following: June 30, December 31, 2015 2014 (In thousands) 1.875% Senior notes, net of unamortized discount of $5,630 at June 30, 2015 and $6,605 at December 31, 2014 $ 776,060 $ 844,315 3.00% Senior notes, net of unamortized discount of $275 at June 30, 2015 and $306 at December 31, 2014 249,725 249,694 4.15% Senior notes, net of unamortized discount of $1,366 at June 30, 2015 and $1,439 at December 31, 2014 423,634 423,561 4.50% Senior notes, net of unamortized discount of $1,714 at June 30, 2015 and $1,871 at December 31, 2014 348,286 348,129 4.625% Senior notes, including unamortized premium of $40,203 at June 30, 2015 1,289,543 — 5.10% Senior notes, net of unamortized discount of $3 at December 31, 2014 — 324,997 5.45% Senior notes, net of unamortized discount of $1,012 at June 30, 2015 and $1,029 at December 31, 2014 348,988 348,971 Commercial paper notes 418,405 367,178 Fixed-rate foreign borrowings 4,038 1,958 Variable-rate foreign bank loans 84,944 25,139 Variable-rate domestic bank loans 24,737 — Capital lease obligations 21,860 — Miscellaneous 88 189 Total long-term debt 3,990,308 2,934,131 Less amounts due within one year 428,000 711,096 Long-term debt, less current portion $ 3,562,308 $ 2,223,035 The cash consideration paid in connection with the acquisition of Rockwood was funded with proceeds from senior notes we issued in 2014 (the “2014 Senior Notes”) and borrowings in January 2015 consisting of the following: (a) $1.0 billion under our August 15, 2014 term loan credit agreement (the “Term Loan”); (b) $800.0 million under our senior unsecured cash bridge facility (the “Cash Bridge Facility”); and (c) $250.0 million under our revolving credit agreement (the “February 2014 Credit Agreement”). In the first quarter of 2015, amounts borrowed under the Term Loan, Cash Bridge Facility and February 2014 Credit Agreement in connection with the Rockwood acquisition were repaid in full. Such repayments were made with a combination of existing cash, cash acquired from Rockwood, cash from operations and borrowings under our commercial paper program. For further details about the 2014 Senior Notes, Term Loan, Cash Bridge Facility and the February 2014 Credit Agreement, see Item 8 Financial Statements and Supplementary Data—Note 13, “Long-Term Debt,” in our Annual Report on Form 10-K for the year ended December 31, 2014. Upon completion of the Rockwood acquisition, we assumed Rockwood’s senior notes with an aggregate principal amount of $1.25 billion . These senior notes bear interest at a rate of 4.625% payable semi-annually on April 15 and October 15 of each year, and mature on October 15, 2020. The carrying amount of these senior notes at June 30, 2015 includes an unamortized premium of $40.2 million which originated from an adjustment to fair value upon our assumption of the notes from Rockwood. The effective interest rate of the notes is approximately 3.95% . The 4.625% senior notes rank equally with all of our other senior unsecured indebtedness from time to time outstanding. We may redeem some or all of these senior notes prior to their maturity, subject to certain restrictions and the payment of an applicable make-whole premium in certain instances. Our $325.0 million aggregate principal amount of senior notes, which were issued on January 20, 2005 and bore interest at a rate of 5.10% , matured and were repaid on February 1, 2015. These senior notes were classified as Current portion of long-term debt at December 31, 2014. Current portion of long-term debt at June 30, 2015 consists primarily of commercial paper notes with a weighted-average interest rate of approximately 0.96% and a weighted-average maturity of 20 days . The carrying value of our 1.875% Euro-denominated senior notes has been designated as an effective hedge of our net investment in foreign subsidiaries where the Euro serves as the functional currency, and gains or losses on the revaluation of these senior notes to our reporting currency are recorded in accumulated other comprehensive loss. During the three-month and six-month periods ended June 30, 2015 , (losses) gains of $(10.9) million and $43.1 million (net of income taxes), respectively, were recorded in accumulated other comprehensive loss in connection with the revaluation of these senior notes to our reporting currency. During the six months ended June 30, 2015 , we expensed the remaining $2.3 million of structuring and underwriting fees paid in 2014 for bridge financing arrangements in connection with the Rockwood acquisition. This amount is included in Other income, net, in our consolidated statement of income for the six months ended June 30, 2015 . Also, during the six months ended June 30, 2015 , we paid $1.2 million of debt financing costs that were accrued at December 31, 2014, primarily related to the 2014 Senior Notes issued in the fourth quarter of 2014. |
Commitments and Contingencies
Commitments and Contingencies | 6 Months Ended |
Jun. 30, 2015 | |
Commitments and Contingencies Disclosure [Abstract] | |
Commitments and Contingencies | Commitments and Contingencies: In connection with the closing of the Rockwood acquisition on January 12, 2015, we have become liable for both recorded and unrecorded contingencies of Rockwood. We are not aware of any unrecorded contingencies assumed in connection with the Rockwood acquisition whose ultimate outcome will have a material adverse effect on our consolidated results of operations, financial condition or cash flows on an 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. We believe that amounts recorded are adequate for known items which might become due in the current year. Environmental We had the following activity in our recorded environmental liabilities for the six months ended June 30, 2015 , as follows (in thousands): Beginning balance at December 31, 2014 $ 9,235 Expenditures (1,538 ) Acquisition of Rockwood 31,555 Accretion of discount 239 Revisions of estimates 10 Foreign currency translation adjustments (1,737 ) Ending balance at June 30, 2015 37,764 Less amounts reported in Accrued expenses 5,645 Amounts reported in Other noncurrent liabilities $ 32,119 As part of the Rockwood acquisition, we assumed $31.6 million of environmental remediation liabilities globally, the majority of which relate to sites in Germany and the U.S. where the Company is currently operating groundwater monitoring and/or remediation systems. For certain locations where the Company is operating these groundwater monitoring and/or remediation systems, prior owners or insurers have assumed all or most of the responsibility. Environmental remediation liabilities assumed as part of the Rockwood acquisition includes discounted liabilities of $21.8 million , discounted at rates ranging from 2.8% to 4.3% , with the undiscounted amount totaling $35.1 million . 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 $22 million before income taxes. We believe that any sum we may be required to pay in connection with environmental remediation matters in excess of the amounts recorded would likely occur over a period of time and would likely 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. Asset Retirement Obligations The following is a summary of the activity in our asset retirement obligations for the six months ended June 30, 2015 (in thousands): Beginning balance at December 31, 2014 $ 15,085 Acquisition of Rockwood 17,265 Liabilities incurred 1,025 Accretion of discount 600 Foreign currency translation adjustments (47 ) Ending balance at June 30, 2015 $ 33,928 Our asset retirement obligations are recorded in Other noncurrent liabilities in the condensed consolidated balance sheets. Asset retirement obligations assumed through the acquisition of Rockwood primarily relate to post-closure reclamation of sites involved in the surface mining and manufacturing of lithium. Litigation 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. Indemnities We are indemnified by third parties in connection with certain matters related to acquired and divested businesses. Although we believe that the financial condition of those parties who may have indemnification obligations to the Company is generally sound, in the event the Company seeks indemnity under any of these agreements or through other means, there can be no assurance that any party who may have obligations to indemnify us will adhere to their obligations and we may have to resort to legal action to enforce our rights under the indemnities. The Company may be subject to indemnity claims relating to properties or businesses it divested, including properties or businesses that Rockwood divested prior to the Acquisition Closing Date. In the opinion of management, and based upon information currently available, the ultimate resolution of any indemnification obligations owed to the Company or by the Company is not expected to have a material effect on the Company’s financial condition, results of operations or cash flows. Other 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. Also, see Note 2, “Acquisitions” for a discussion about litigation in connection with the acquisition of Rockwood. |
Segment Information
Segment Information | 6 Months Ended |
Jun. 30, 2015 | |
Segment Reporting [Abstract] | |
Reportable Segments | Segment Information: As a result of the Rockwood acquisition, we have realigned our organizational structure under three reportable segments. Our new reportable business segments consist of the following: Performance Chemicals, Refining Solutions and Chemetall Surface Treatment. The Performance Chemicals segment includes the Lithium, Performance Catalyst Solutions (“PCS”) and Bromine product categories. The Refining Solutions segment consists of the Company’s Heavy Oil Upgrading and Clean Fuels Technologies product categories. The Chemetall Surface Treatment segment consists of the Surface Treatment product category. 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 business structure aligns with the markets and customers we serve through each of the segments. The new structure also facilitates the continued standardization of business processes across the organization, and 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. Summarized financial information concerning our reportable segments is shown in the following tables. Results for 2014 have been recast to reflect the change in segments noted above and a change in our measure of segment profit or loss to adjusted EBITDA as discussed below. Segment results for all periods presented exclude discontinued operations as further described in Note 17. During the first quarter we announced our intention to pursue strategic alternatives for three operating segments - Minerals, Fine Chemistry Services and Metal Sulfides, which together comprise the “All Other” category. All three operating segments have been and are expected to continue to be profitable, but do not fit into any of our core businesses subsequent to the acquisition of Rockwood. We expect to use the cash generated from the sale of these businesses to reduce the debt incurred for the acquisition of Rockwood. We have considered the accounting guidance in Accounting Standards Codification (“ASC”) 360, Property, Plant and Equipment , and determined that the relevant asset groups did not meet the criteria to be accounted for as assets held for sale as of the balance sheet date. The Corporate category is not considered to be a segment and 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 the reportable segments, All Other, and Corporate, whereas the remaining components of pension and OPEB benefits cost or credit (“Non-operating pension and OPEB items”) are included in Corporate. Segment data includes intersegment transfers of raw materials at cost and allocations for certain corporate costs. Beginning in the first quarter of 2015, the Company uses earnings before interest, taxes, depreciation and amortization, as adjusted for certain non-recurring or unusual items such as restructuring charges, facility divestiture charges and other significant non-recurring items (“adjusted EBITDA”), on a segment basis to assess the ongoing performance of the Company’s business segments. Adjusted EBITDA is a financial measure that is not required by, or presented in accordance with, GAAP. The Company has reported adjusted EBITDA because management believes it provides transparency to investors and enables period-to-period comparability of financial performance. Adjusted EBITDA should not be considered as an alternative to Net income (loss) attributable to Albemarle Corporation, the most directly comparable financial measure calculated and reported in accordance with GAAP. Three Months Ended Six Months Ended 2015 2014 2015 2014 (In thousands) Net sales: Performance Chemicals $ 436,962 $ 280,377 $ 825,328 $ 556,274 Refining Solutions 164,573 205,024 343,739 399,685 Chemetall Surface Treatment 213,195 — 405,286 — All Other 113,404 119,320 235,773 248,605 Corporate 3,351 — 5,763 — Total net sales $ 931,485 $ 604,721 $ 1,815,889 $ 1,204,564 Adjusted EBITDA: Performance Chemicals $ 148,682 $ 76,954 $ 279,210 $ 150,339 Refining Solutions 48,200 66,551 90,393 127,585 Chemetall Surface Treatment 48,442 — 94,446 — All Other 9,714 21,816 23,278 42,511 Corporate (24,957 ) (20,633 ) 8,382 (39,717 ) Total adjusted EBITDA $ 230,081 $ 144,688 $ 495,709 $ 280,718 See below for a reconciliation of adjusted EBITDA, the non-GAAP financial measure, to Net income (loss) attributable to Albemarle Corporation, the most directly comparable financial measure calculated and reported in accordance with GAAP, (in thousands): Performance Chemicals Refining Solutions Chemetall Surface Treatment Reportable Segments Total All Other Corporate Consolidated Total Three months ended June 30, 2015 Adjusted EBITDA $ 148,682 $ 48,200 $ 48,442 $ 245,324 $ 9,714 $ (24,957 ) $ 230,081 Depreciation and amortization (31,843 ) (8,483 ) (19,111 ) (59,437 ) (5,724 ) (2,322 ) (67,483 ) Utilization of inventory markup (a) (33,823 ) — (3,077 ) (36,900 ) (378 ) — (37,278 ) Acquisition and integration related costs (b) — — — — — (24,166 ) (24,166 ) Interest and financing expenses — — — — — (33,182 ) (33,182 ) Income tax expense — — — — — (17,139 ) (17,139 ) Non-operating pension and OPEB items — — — — — 1,314 1,314 Net income (loss) attributable to Albemarle Corporation $ 83,016 $ 39,717 $ 26,254 $ 148,987 $ 3,612 $ (100,452 ) $ 52,147 Three months ended June 30, 2014 Adjusted EBITDA $ 76,954 $ 66,551 $ — $ 143,505 $ 21,816 $ (20,633 ) $ 144,688 Depreciation and amortization (13,093 ) (7,848 ) — (20,941 ) (3,423 ) (541 ) (24,905 ) Restructuring and other charges, net (c) — — — — — (3,332 ) (3,332 ) Acquisition and integration related costs (b) — — — — — (4,843 ) (4,843 ) Interest and financing expenses — — — — — (8,733 ) (8,733 ) Income tax expense — — — — — (21,773 ) (21,773 ) Loss from discontinued operations (net of tax) — — — — — (60,025 ) (60,025 ) Non-operating pension and OPEB items — — — — — 1,370 1,370 Net income (loss) attributable to Albemarle Corporation $ 63,861 $ 58,703 $ — $ 122,564 $ 18,393 $ (118,510 ) $ 22,447 Six months ended June 30, 2015 Adjusted EBITDA $ 279,210 $ 90,393 $ 94,446 $ 464,049 $ 23,278 $ 8,382 $ 495,709 Depreciation and amortization (62,126 ) (16,593 ) (37,307 ) (116,026 ) (11,222 ) (4,221 ) (131,469 ) Utilization of inventory markup (a) (62,405 ) — (20,030 ) (82,435 ) (3,029 ) — (85,464 ) Acquisition and integration related costs (b) — — — — — (83,689 ) (83,689 ) Interest and financing expenses — — — — — (68,928 ) (68,928 ) Income tax expense — — — — — (31,279 ) (31,279 ) Non-operating pension and OPEB items — — — — — 4,823 4,823 Other (d) — — — — — (4,441 ) (4,441 ) Net income (loss) attributable to Albemarle Corporation $ 154,679 $ 73,800 $ 37,109 $ 265,588 $ 9,027 $ (179,353 ) $ 95,262 Six months ended June 30, 2014 Adjusted EBITDA $ 150,339 $ 127,585 $ — $ 277,924 $ 42,511 $ (39,717 ) $ 280,718 Depreciation and amortization (e) (25,149 ) (16,528 ) — (41,677 ) (6,787 ) (1,085 ) (49,549 ) Restructuring and other charges, net (c) — — — — — (20,332 ) (20,332 ) Acquisition and integration related costs (b) — — — — — (4,843 ) (4,843 ) Interest and financing expenses — — — — — (17,506 ) (17,506 ) Income tax expense — — — — — (34,963 ) (34,963 ) Loss from discontinued operations (net of tax) — — — — — (61,794 ) (61,794 ) Non-operating pension and OPEB items — — — — — (12,701 ) (12,701 ) Net income (loss) attributable to Albemarle Corporation $ 125,190 $ 111,057 $ — $ 236,247 $ 35,724 $ (192,941 ) $ 79,030 (a) In connection with the acquisition of Rockwood, the Company valued Rockwood’s existing inventory at fair value as of the Acquisition Closing Date, which resulted in a markup of the underlying net book value of the inventory totaling approximately $103 million . The inventory markup is being expensed over the estimated remaining selling period. For the three-month and six-month periods ended June 30, 2015 , $27.3 million and $67.6 million , respectively, was included in Cost of goods sold, and Equity in net income of unconsolidated investments was reduced by $10.0 million and $17.9 million , respectively, related to the utilization of the inventory markup. (b) See Note 2, “Acquisitions.” (c) See Note 15, “Restructuring and Other.” (d) Financing-related fees expensed in the 2015 period in connection with the acquisition of Rockwood. (e) Excludes discontinued operations. |
Pension Plans and Other Postret
Pension Plans and Other Postretirement Benefits | 6 Months Ended |
Jun. 30, 2015 | |
Compensation and Retirement Disclosure [Abstract] | |
Pension Plans and Other Postretirement Benefits | Pension Plans and Other Postretirement Benefits: In connection with the acquisition of Rockwood, in the first quarter of 2015 we assumed the obligations of various defined benefit pension plans that were maintained by Rockwood which cover certain employees, primarily in the U.S., the United Kingdom and Germany. The majority of the plans’ assets are invested in diversified equity mutual funds, government and corporate bonds and other fixed income funds. The following table sets forth the benefit obligations, plan assets, funded status and weighted-average assumption percentages for the defined benefit pension plans acquired in the Rockwood acquisition, as of the Acquisition Closing Date (in thousands): U.S. Foreign Benefit obligation $ 39,125 $ 416,150 Fair value of plan assets 29,314 109,875 Funded status $ (9,811 ) $ (306,275 ) Weighted-average assumption percentages: Discount rate 4.09 % 2.35 % Expected return on plan assets 6.03 % 5.78 % Rate of compensation increase — % 3.15 % The current forecast of benefit payments related to the defined benefit pension plans acquired in the Rockwood acquisition, which reflect expected future service, amounts to (in millions): U.S. Foreign Remainder of 2015 $ 0.9 $ 8.9 2016 $ 1.6 $ 16.4 2017 $ 1.7 $ 16.0 2018 $ 1.9 $ 16.8 2019 $ 2.0 $ 16.9 2020-2024 $ 11.1 $ 89.8 For the remainder of 2015, contributions related to the defined benefit pension plans acquired in the Rockwood acquisition are expected to be approximately $2.2 million . The components of pension and postretirement benefits cost (credit) for the three-month and six-month periods ended June 30, 2015 and 2014 are shown in the table below. The 2015 period includes results of the plans we acquired in the Rockwood acquisition. Three Months Ended Six Months Ended 2015 2014 2015 2014 (In thousands) Pension Benefits Cost (Credit): Service cost $ 1,691 $ 2,726 $ 3,670 $ 5,567 Interest cost 10,616 8,128 20,180 16,297 Expected return on assets (12,451 ) (10,172 ) (23,533 ) (20,377 ) Actuarial (gain) loss (a) (51 ) — (51 ) 15,432 Amortization of prior service benefit 29 (138 ) 59 (411 ) Total net pension benefits cost (credit) $ (166 ) $ 544 $ 325 $ 16,508 Postretirement Benefits Cost (Credit): Service cost $ 5 $ 54 $ 71 $ 108 Interest cost 619 760 1,287 1,520 Expected return on assets (47 ) (86 ) (112 ) (171 ) Amortization of prior service benefit (24 ) (24 ) (48 ) (48 ) Settlements/curtailments (b) — — (2,594 ) — Total net postretirement benefits cost (credit) $ 553 $ 704 $ (1,396 ) $ 1,409 Total net pension and postretirement benefits cost (credit) $ 387 $ 1,248 $ (1,071 ) $ 17,917 (a) In connection with a realignment of our operating segments effective January 1, 2014, in the fourth quarter of 2013 we initiated a workforce reduction plan which resulted 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. (b) We assumed responsibility for one domestic OPEB plan in connection with the acquisition of Rockwood which covered a small number of active employees and retirees. This plan was terminated in the first quarter of 2015 and provisions were made for the affected employees and retirees to receive benefits under an existing plan. A gain of $2.6 million was recognized in the first quarter of 2015 related to the termination of this plan. During the three-month and six-month periods ended June 30, 2015 , we made contributions of $4.5 million and $9.1 million , respectively, to our qualified and nonqualified pension plans. During the three-month and six-month periods ended June 30, 2014 , we made contributions of $1.2 million and $2.3 million , respectively, to our qualified and nonqualified pension plans. We paid $0.5 million and $1.9 million in premiums to the U.S. postretirement benefit plan during the three-month and six-month periods ended June 30, 2015 , respectively. During the three-month and six-month periods ended June 30, 2014 , we paid $1.0 million and $2.4 million , respectively, in premiums to the U.S. postretirement benefit plan. Multiemployer Plan Certain current and former employees of Rockwood participate in a multiemployer plan in Germany, the Pensionskasse Dynamit Nobel Versicherungsverein auf Gegenseitigkeit, Troisdorf (“DN Pensionskasse”), that provides monthly payments in the case of disability, death or retirement. The risks of participating in a multiemployer plan are different from single-employer plans in the following ways: (a) assets contributed to the multiemployer plan by one employer may be used to provide benefits to employees of other participating employers, and (b) if a participating employer stops contributing to the plan, the unfunded obligation of the plan may be borne by remaining participating employers. Some participants in the plan are subject to collective bargaining arrangements, which have no fixed expiration date. The contribution and benefit levels are not negotiated or significantly influenced by these collective bargaining arrangements. Also, the benefit levels generally are not subject to reduction. Under German insurance law, the DN Pensionskasse must be fully funded at all times. The DN Pensionskasse was fully funded as of December 31, 2014, the most recent year-end date of the plan. This funding level would correspond to the highest funding zone status (at least 80% funded) under U.S. pension regulation. Since the plan liabilities need to be fully funded at all times according to local funding requirements, it is unlikely that the DN Pensionskasse plan will fail to fulfill its obligations, however, in such an event, the Company is liable for the benefits of its employees who participate in the plan. Additional information of the DN Pensionskasse is available in the public domain. The majority of the Company’s contributions are tied to employees’ contributions, which are generally calculated as a percentage of base compensation, up to a certain statutory ceiling. Our contributions to this plan were €0.4 million (approximately $0.4 million ) during the three months ended June 30, 2015 , and €0.7 million (approximately $0.8 million ) during the six months ended June 30, 2015 . As of the most recent year-end date of the plan, Rockwood’s contributions in 2014 represented more than 5% of total contributions to the DN Pensionskasse in 2014. The DN Pensionskasse was subject to a financial improvement plan (“FIP”) which expired at the end of 2014. The solvency requirements of the FIP have been met as of December 31, 2014. |
Fair Value of Financial Instrum
Fair Value of Financial Instruments | 6 Months Ended |
Jun. 30, 2015 | |
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. June 30, 2015 December 31, 2014 Recorded Amount Fair Value Recorded Amount Fair Value (In thousands) Long-term debt $ 3,990,308 $ 4,050,447 $ 2,934,131 $ 2,994,935 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 June 30, 2015 and December 31, 2014 , we had outstanding foreign currency forward contracts with notional values totaling $253.7 million and $479.9 million , respectively. Our foreign currency forward contracts outstanding at June 30, 2015 and December 31, 2014 have not been designated as hedging instruments under ASC 815, Derivatives and Hedging . At June 30, 2015 , $0.3 million was included in Accrued expenses associated with the fair value of our foreign currency forward contracts, and at December 31, 2014, $0.6 million 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 income (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 six-month periods ended June 30, 2015 , we recognized gains (losses) of $3.8 million and $(16.6) million , respectively, in Other income (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 six-month periods ended June 30, 2014 , we recognized losses of $(1.3) million and $(2.4) million , respectively, in Other income (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 income (expenses), net. Also, for the six -month periods ended June 30, 2015 and 2014 , we recorded $16.6 million and $2.4 million , respectively, related to the change in the fair value of our foreign currency forward contracts, and net cash settlements of $(15.7) million and $(2.2) million , respectively, in Other, net, in our condensed consolidated statements of cash flows. The counterparties to our foreign currency forward contracts 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 | 6 Months Ended |
Jun. 30, 2015 | |
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 six-month period ended June 30, 2015 . The following tables set forth our financial assets and liabilities that were accounted for at fair value on a recurring basis as of June 30, 2015 and December 31, 2014 (in thousands): June 30, 2015 Quoted Prices in Active Markets for Identical Items (Level 1) Quoted Prices in Active Markets for Similar Items (Level 2) Unobservable Inputs (Level 3) Assets: Investments under executive deferred compensation plan (a) $ 21,316 $ 21,316 $ — $ — Private equity securities (b) $ 1,796 $ 24 $ — $ 1,772 Foreign currency forward contracts (c) $ 36 $ — $ 36 $ — Liabilities: Obligations under executive deferred compensation plan (a) $ 21,316 $ 21,316 $ — $ — Liability for appraisal shares (d) $ 74,934 $ — $ 74,934 $ — Foreign currency forward contracts (c) $ 291 $ — $ 291 $ — December 31, 2014 Quoted Prices in Active Markets for Identical Items (Level 1) Quoted Prices in Active Markets for Similar Items (Level 2) Unobservable Inputs (Level 3) Assets: Investments under executive deferred compensation plan (a) $ 22,168 $ 22,168 $ — $ — Private equity securities (b) $ 1,806 $ 21 $ — $ 1,785 Foreign currency forward contracts (c) $ 631 $ — $ 631 $ — Liabilities: Obligations under executive deferred compensation plan (a) $ 22,168 $ 22,168 $ — $ — (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 income (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) 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. Unless otherwise noted, 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. (d) See Note 2, “Acquisitions.” 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 Six Months Ended 2015 2014 2015 2014 (In thousands) Beginning balance $ 1,785 $ 717 $ 1,785 $ 750 Total unrealized (losses) gains included in earnings relating to assets still held at the reporting date (13 ) 105 (13 ) 72 Purchases — 1,000 — 1,000 Ending balance $ 1,772 $ 1,822 $ 1,772 $ 1,822 |
Restructuring and Other
Restructuring and Other | 6 Months Ended |
Jun. 30, 2015 | |
Restructuring and Related Activities [Abstract] | |
Restructuring and Other | Restructuring and Other: 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 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 fourth quarter of 2014 we concluded the contract termination agreement which resulted in an additional charge of $6.5 million ( $4.3 million after income taxes). At June 30, 2015 , a remaining amount of $11.3 million related to this agreement is included in Accrued expenses. Included in Restructuring and other charges, net, for the second quarter of 2014 is a write-off of $3.3 million ( $2.1 million after income taxes) for certain multi-product facility project costs that we do not expect to recover in future periods. |
Accumulated Other Comprehensive
Accumulated Other Comprehensive (Loss) Income | 6 Months Ended |
Jun. 30, 2015 | |
Equity [Abstract] | |
Accumulated Other Comprehensive (Loss) 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 Currency Translation Pension and Postretirement Benefits (a) Net Investment Hedge Interest Rate Swap (b) Other Total Three months ended June 30, 2015 Balance at March 31, 2015 $ (406,735 ) $ 2 $ 65,430 $ (20,435 ) $ (544 ) $ (362,282 ) Other comprehensive income (loss) before reclassifications 56,224 — (10,930 ) — 3 45,297 Amounts reclassified from accumulated other comprehensive (loss) income — 2 — 526 — 528 Other comprehensive income (loss), net of tax 56,224 2 (10,930 ) 526 3 45,825 Other comprehensive loss attributable to noncontrolling interests 51 — — — — 51 Balance at June 30, 2015 $ (350,460 ) $ 4 $ 54,500 $ (19,909 ) $ (541 ) $ (316,406 ) Three months ended June 30, 2014 Balance at March 31, 2014 $ 111,424 $ 186 $ — $ (4,011 ) $ (672 ) $ 106,927 Other comprehensive (loss) income before reclassifications (804 ) — — (6,410 ) 3 (7,211 ) Amounts reclassified from accumulated other comprehensive (loss) income — (167 ) — — 34 (133 ) Other comprehensive (loss) income, net of tax (804 ) (167 ) — (6,410 ) 37 (7,344 ) Other comprehensive loss attributable to noncontrolling interests 61 — — — — 61 Balance at June 30, 2014 $ 110,681 $ 19 $ — $ (10,421 ) $ (635 ) $ 99,644 Six months ended June 30, 2015 Balance at December 31, 2014 $ (52,264 ) $ — $ 11,384 $ (20,962 ) $ (571 ) $ (62,413 ) Other comprehensive (loss) income before reclassifications (298,347 ) — 43,116 — 3 (255,228 ) Amounts reclassified from accumulated other comprehensive (loss) income — 4 — 1,053 27 1,084 Other comprehensive (loss) income, net of tax (298,347 ) 4 43,116 1,053 30 (254,144 ) Other comprehensive loss attributable to noncontrolling interests 151 — — — — 151 Balance at June 30, 2015 $ (350,460 ) $ 4 $ 54,500 $ (19,909 ) $ (541 ) $ (316,406 ) Six months ended June 30, 2014 Balance at December 31, 2013 $ 116,465 $ 487 $ — $ — $ (707 ) $ 116,245 Other comprehensive (loss) income before reclassifications (6,062 ) — — (10,421 ) 3 (16,480 ) Amounts reclassified from accumulated other comprehensive (loss) income — (468 ) — — 69 (399 ) Other comprehensive (loss) income, net of tax (6,062 ) (468 ) — (10,421 ) 72 (16,879 ) Other comprehensive loss attributable to noncontrolling interests 278 — — — — 278 Balance at June 30, 2014 $ 110,681 $ 19 $ — $ (10,421 ) $ (635 ) $ 99,644 (a) The pre-tax portion of amounts reclassified from accumulated other comprehensive (loss) income consists of amortization of prior service benefit, which is a component of pension and postretirement benefits cost (credit). See Note 12, “Pension Plans and Other Postretirement Benefits.” (b) The pre-tax portion of amounts reclassified from accumulated other comprehensive (loss) income is included in interest expense. The amount of income tax (expense) benefit allocated to each component of Other comprehensive income (loss) for the three-month and six-month periods ended June 30, 2015 and 2014 is provided in the following tables (in thousands): Three Months Ended June 30, 2015 2014 Foreign Currency Translation Pension and Postretirement Benefits Net Investment Hedge Interest Rate Swap Other Foreign Currency Translation Pension and Postretirement Benefits Interest Rate Swap Other Other comprehensive income (loss), before tax $ 59,462 $ 5 $ (17,307 ) $ 834 $ 3 $ (613 ) $ (162 ) $ (10,101 ) $ 57 Income tax (expense) benefit (3,238 ) (3 ) 6,377 (308 ) — (191 ) (5 ) 3,691 (20 ) Other comprehensive income (loss), net of tax $ 56,224 $ 2 $ (10,930 ) $ 526 $ 3 $ (804 ) $ (167 ) $ (6,410 ) $ 37 Six Months Ended June 30, 2015 2014 Foreign Currency Translation Pension and Postretirement Benefits Net Investment Hedge Interest Rate Swap Other Foreign Currency Translation Pension and Postretirement Benefits Interest Rate Swap Other Other comprehensive (loss) income, before tax $ (328,350 ) $ 11 $ 68,270 $ 1,668 $ 21 $ (5,336 ) $ (459 ) $ (16,420 ) $ 111 Income tax benefit (expense) 30,003 (7 ) (25,154 ) (615 ) 9 (726 ) (9 ) 5,999 (39 ) Other comprehensive (loss) income, net of tax $ (298,347 ) $ 4 $ 43,116 $ 1,053 $ 30 $ (6,062 ) $ (468 ) $ (10,421 ) $ 72 |
Discontinued Operations
Discontinued Operations | 6 Months Ended |
Jun. 30, 2015 | |
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 were Albemarle’s manufacturing sites in Orangeburg, South Carolina and Jinshan, China, along with Albemarle’s antioxidant product lines manufactured in Ningbo, China. In the second quarter of 2014, the Company began accounting for these assets as held for sale and recorded a pre-tax charge of $80.7 million ( $60.3 million after income taxes) related to the expected loss on the anticipated sale of the assets. The expected loss represented the difference between the carrying value of the related assets and their estimated fair value, based on the estimated sales price as outlined in the agreement less estimated costs to sell. The expected loss was primarily attributable to goodwill, intangibles and long-lived assets which were included in assets classified as held for sale at June 30, 2014. Cumulative foreign currency translation gains of $16.7 million were also included in the assessment of the assets’ carrying value for purposes of calculating the expected loss. The expected loss and estimated costs to sell, net of related taxes, were included in Loss from discontinued operations (net of tax) in our consolidated statements of income for the three-month and six-month periods ended June 30, 2014. On September 1, 2014, the Company closed the sale of these businesses and assets and received net proceeds of $104.7 million . A working capital settlement of $7.6 million (recorded in Other accounts receivable at December 31, 2014) was received in the first quarter of 2015. Financial results of the disposed group have been presented as discontinued operations in the consolidated statements of income for the 2014 period shown below. A summary of results of discontinued operations is as follows (in thousands): Three Months Ended Six Months Ended 2015 2014 2015 2014 Net sales $ — $ 59,412 $ — $ 116,248 Loss from discontinued operations $ — $ (80,174 ) $ — $ (82,687 ) Income tax benefit — (20,149 ) — (20,893 ) Loss from discontinued operations (net of tax) $ — $ (60,025 ) $ — $ (61,794 ) |
Recently Issued Accounting Pron
Recently Issued Accounting Pronouncements | 6 Months Ended |
Jun. 30, 2015 | |
Accounting Changes and Error Corrections [Abstract] | |
Recently Issued Accounting Pronouncements | Recently Issued Accounting Pronouncements: In April 2014, the Financial Accounting Standards Board (“FASB”) issued accounting guidance that changed the criteria for reporting discontinued operations and modified related disclosure requirements to provide users of financial statements with more information about the assets, liabilities, revenues and expenses of discontinued operations. The guidance modified 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 became effective on January 1, 2015. The impact of these new requirements is dependent on the nature of dispositions, if any, after adoption. 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, 2017. Early adoption is permitted for annual and interim reporting periods beginning after December 15, 2016. 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 do not expect this guidance to have a significant impact on our financial statements. In February 2015, the FASB issued accounting guidance that changes the analysis that reporting entities must perform to determine whether certain types of legal entities should be consolidated. Specifically, the amendments affect (a) limited partnerships and similar legal entities; (b) the consolidation analysis of reporting entities that are involved with variable interest entities, particularly those that have fee arrangements and related party relationships; and (c) certain investment funds. These amendments are effective for fiscal years, and for interim periods within those fiscal years, beginning after December 15, 2015. Early adoption is permitted, including adoption in an interim period. We are assessing the impact of these amendments on our financial statements. In April 2015, the FASB issued accounting guidance that changes the balance sheet presentation of debt issuance costs. The guidance requires debt issuance costs relating to a recognized debt liability to be presented as a direct deduction from the carrying amount of the associated debt liability in the balance sheet. This new requirement will be effective for fiscal years beginning after December 15, 2015, and interim periods within those fiscal years, and is to be applied on a retrospective basis. Early adoption is permitted. We do not expect this guidance to have a significant impact on our financial statements. In April 2015, the FASB issued accounting guidance that, among other things, provides for a practical expedient related to interim period remeasurements of defined benefit plan assets and obligations. The practical expedient permits entities to remeasure plan assets and obligations using the month-end that is closest to the date of the actual event. Disclosure of such election and related month-end remeasurement date is required. This guidance will be effective for fiscal years beginning after December 15, 2015, and interim periods within those fiscal years, and is to be applied prospectively. Early application is permitted. We do not expect this guidance to have a significant impact on our financial statements. In April 2015, the FASB issued accounting guidance which clarifies the proper method of accounting for fees paid in a cloud computing arrangement. The guidance requires software licenses included in a cloud computing arrangement to be accounted for consistently with the acquisition of other software licenses. If a cloud computing arrangement does not include a software license, the arrangement should be accounted for as a service contract. This new requirement will be effective for annual periods, including interim periods within those annual periods, beginning after December 15, 2015. Early adoption is permitted. We are assessing the impact of this new requirement on our financial statements. In May 2015, the FASB issued accounting guidance for which investments measured at net asset value per share (or its equivalent) using the practical expedient should no longer be categorized within the fair value hierarchy. Although removed from the fair value hierarchy, disclosure of the nature, risks and amount of investments for which fair value is measured using the practical expedient is still required. This guidance will be effective for fiscal years beginning after December 15, 2015, and interim periods within those fiscal years, and is to be applied on a retrospective basis. Early adoption is permitted. We do not expect this guidance to have a significant impact on our financial statements. In July 2015, the FASB issued accounting guidance that requires inventory to be measured at the lower of cost and net realizable value. The scope of this guidance excludes inventory measured using the last-in first-out method or the retail inventory method. This new requirement will be effective for fiscal years beginning after December 15, 2016, including interim periods within those fiscal years, and is to be applied prospectively. Early application is permitted. We are assessing the impact of this new requirement on our financial statements. |
Consolidating Guarantor Financi
Consolidating Guarantor Financial Information | 6 Months Ended |
Jun. 30, 2015 | |
Organization, Consolidation and Presentation of Financial Statements [Abstract] | |
Consolidating Guarantor Financial Information | Consolidating Guarantor Financial Information: The 2014 Senior Notes issued by Albemarle Corporation (the “Issuer”) are fully and unconditionally guaranteed, jointly and severally, on an unsecured and unsubordinated basis by Rockwood Holdings, Inc. (“RHI”) and Rockwood Specialties Group, Inc. (“RSGI”) (the “Guarantor Subsidiaries”). The Guarantor Subsidiaries are 100% owned subsidiaries of the Issuer. The guarantees are general senior unsecured obligations of the Guarantor Subsidiaries and rank equally in right of payment with all existing and future senior unsecured indebtedness and other obligations of the Guarantor Subsidiaries that are not, by their terms, otherwise expressly subordinated. The note guarantees will be released when the 4.625% senior notes assumed by Albemarle upon the acquisition of Rockwood are repaid or otherwise discharged. The Company applies the equity method of accounting to its subsidiaries. For cash management purposes, the Company transfers cash among the Issuer, Guarantor Subsidiaries and all other non-guarantor subsidiaries (the “Non-Guarantor Subsidiaries”) through intercompany financing arrangements, contributions or declaration of dividends between the respective parent and its subsidiaries. The transfer of cash under these activities facilitates the ability of the recipient to make specified third-party payments for principal and interest on the Company’s outstanding debt, common stock dividends and common stock repurchases. The consolidating statements of cash flows for the periods included herein present such intercompany financing activities, contributions and dividends consistent with how such activity would be presented in a stand-alone statement of cash flows. There are no significant restrictions on the ability of the Issuer or the Guarantor Subsidiaries to obtain funds from subsidiaries by dividend or loan. The following consolidating financial information presents the financial condition, results of operations and cash flows of the Issuer, Guarantor Subsidiaries, and the Non-Guarantor Subsidiaries, together with consolidating adjustments necessary to present Albemarle’s results on a consolidated basis, and should be read in conjunction with the notes to the condensed consolidated financial statements. Each entity in the consolidating financial information follows the same accounting policies as described herein and in our Annual Report on Form 10-K for the year ended December 31, 2014. Condensed Consolidating Statement of Income Three Months Ended June 30, 2015 (In Thousands) Issuer Guarantor Subsidiaries Non-Guarantor Subsidiaries Consolidating Adjustments Consolidated Total Net sales $ 374,220 $ — $ 732,025 $ (174,760 ) $ 931,485 Cost of goods sold 256,868 — 548,811 (174,760 ) 630,919 Gross profit 117,352 — 183,214 — 300,566 Selling, general and administrative expenses 46,353 46 101,313 — 147,712 Research and development expenses 12,901 — 12,435 — 25,336 Acquisition and integration related costs 19,289 — 4,877 — 24,166 Intercompany service fee 5,978 — (5,978 ) — — Operating profit (loss) 32,831 (46 ) 70,567 — 103,352 Interest and financing expenses (21,865 ) (12,940 ) 1,623 — (33,182 ) Intergroup interest and financing expenses (8,532 ) 16,654 (8,122 ) — — Other income (expenses), net (19,624 ) 18,832 1,333 — 541 Income (loss) from continuing operations before income taxes and equity in net income of unconsolidated investments (17,190 ) 22,500 65,401 — 70,711 Income tax expense (benefit) (2,549 ) 9,900 9,788 — 17,139 Income (loss) from continuing operations before equity in net income of unconsolidated investments (14,641 ) 12,600 55,613 — 53,572 Equity in net income of unconsolidated investments (net of tax) 1,738 — 4,056 — 5,794 Net income (loss) from continuing operations (12,903 ) 12,600 59,669 — 59,366 Income (loss) from discontinued operations (net of tax) — — — — — Equity in undistributed earnings of subsidiaries 65,050 21,052 16,826 (102,928 ) — Net income 52,147 33,652 76,495 (102,928 ) 59,366 Net income attributable to noncontrolling interests — — (7,219 ) — (7,219 ) Net income attributable to Albemarle Corporation $ 52,147 $ 33,652 $ 69,276 $ (102,928 ) $ 52,147 Condensed Consolidating Statement of Comprehensive Income Three Months Ended June 30, 2015 (In Thousands) Issuer Guarantor Subsidiaries Non-Guarantor Subsidiaries Consolidating Adjustments Consolidated Total Net income $ 52,147 $ 33,652 $ 76,495 $ (102,928 ) $ 59,366 Total other comprehensive income, net of tax 45,876 61,825 90,870 (152,746 ) 45,825 Comprehensive income 98,023 95,477 167,365 (255,674 ) 105,191 Comprehensive income attributable to noncontrolling interests — — (7,168 ) — (7,168 ) Comprehensive income attributable to Albemarle Corporation $ 98,023 $ 95,477 $ 160,197 $ (255,674 ) $ 98,023 Condensed Consolidating Statement of Income Six Months Ended June 30, 2015 (In Thousands) Issuer Guarantor Subsidiaries Non-Guarantor Subsidiaries Consolidating Adjustments Consolidated Total Net sales $ 752,392 $ — $ 1,419,640 $ (356,143 ) $ 1,815,889 Cost of goods sold 514,992 — 1,095,587 (353,722 ) 1,256,857 Gross profit 237,400 — 324,053 (2,421 ) 559,032 Selling, general and administrative expenses 86,870 46 196,561 — 283,477 Research and development expenses 26,269 — 25,559 — 51,828 Acquisition and integration related costs 58,169 — 25,520 — 83,689 Intercompany service fee 11,643 — (11,643 ) — — Operating profit (loss) 54,449 (46 ) 88,056 (2,421 ) 140,038 Interest and financing expenses (48,521 ) (23,711 ) 3,304 — (68,928 ) Intergroup interest and financing expenses (14,446 ) 25,715 (11,269 ) — — Other income (expenses), net 8,944 (31,220 ) 72,774 — 50,498 Income (loss) from continuing operations before income taxes and equity in net income of unconsolidated investments 426 (29,262 ) 152,865 (2,421 ) 121,608 Income tax expense 8,343 2,972 20,856 (892 ) 31,279 Income (loss) from continuing operations before equity in net income of unconsolidated investments (7,917 ) (32,234 ) 132,009 (1,529 ) 90,329 Equity in net income of unconsolidated investments (net of tax) 3,757 — 12,429 — 16,186 Net income (loss) from continuing operations (4,160 ) (32,234 ) 144,438 (1,529 ) 106,515 Income (loss) from discontinued operations (net of tax) — — — — — Equity in undistributed earnings of subsidiaries 99,422 83,682 25,724 (208,828 ) — Net income 95,262 51,448 170,162 (210,357 ) 106,515 Net income attributable to noncontrolling interests — — (11,253 ) — (11,253 ) Net income attributable to Albemarle Corporation $ 95,262 $ 51,448 $ 158,909 $ (210,357 ) $ 95,262 Condensed Consolidating Statement of Comprehensive Loss Six Months Ended June 30, 2015 (In Thousands) Issuer Guarantor Subsidiaries Non-Guarantor Subsidiaries Consolidating Adjustments Consolidated Total Net income $ 95,262 $ 51,448 $ 170,162 $ (210,357 ) $ 106,515 Total other comprehensive loss, net of tax (253,993 ) (434,674 ) (544,565 ) 979,088 (254,144 ) Comprehensive loss (158,731 ) (383,226 ) (374,403 ) 768,731 (147,629 ) Comprehensive income attributable to noncontrolling interests — — (11,102 ) — (11,102 ) Comprehensive loss attributable to Albemarle Corporation $ (158,731 ) $ (383,226 ) $ (385,505 ) $ 768,731 $ (158,731 ) Condensed Consolidating Statement of Income (Loss) Three Months Ended June 30, 2014 (In Thousands) Issuer Guarantor Subsidiaries Non-Guarantor Subsidiaries Consolidating Adjustments Consolidated Total Net sales $ 419,135 $ — $ 361,253 $ (175,667 ) $ 604,721 Cost of goods sold 267,984 — 308,216 (178,842 ) 397,358 Gross profit 151,151 — 53,037 3,175 207,363 Selling, general and administrative expenses 42,806 — 24,205 — 67,011 Research and development expenses 13,657 — 8,280 — 21,937 Restructuring and other charges, net 7,246 — (3,914 ) — 3,332 Acquisition and integration related costs 4,843 — — — 4,843 Intercompany service fee 6,938 — (6,938 ) — — Operating profit 75,661 — 31,404 3,175 110,240 Interest and financing expenses (8,731 ) — (2 ) — (8,733 ) Intergroup interest and financing expenses 6,010 — (6,010 ) — — Other income (expenses), net 782 — (1,761 ) — (979 ) Income from continuing operations before income taxes and equity in net income of unconsolidated investments 73,722 — 23,631 3,175 100,528 Income tax expense (benefit) 22,149 — (1,536 ) 1,160 21,773 Income from continuing operations before equity in net income of unconsolidated investments 51,573 — 25,167 2,015 78,755 Equity in net income of unconsolidated investments (net of tax) 1,993 — 8,656 — 10,649 Net income from continuing operations 53,566 — 33,823 2,015 89,404 Loss from discontinued operations (net of tax) (20,744 ) — (39,281 ) — (60,025 ) Equity in undistributed earnings of subsidiaries (10,375 ) — — 10,375 — Net income (loss) 22,447 — (5,458 ) 12,390 29,379 Net income attributable to noncontrolling interests — — (6,932 ) — (6,932 ) Net income (loss) attributable to Albemarle Corporation $ 22,447 $ — $ (12,390 ) $ 12,390 $ 22,447 Condensed Consolidating Statement of Comprehensive Income (Loss) Three Months Ended June 30, 2014 (In Thousands) Issuer Guarantor Subsidiaries Non-Guarantor Subsidiaries Consolidating Adjustments Consolidated Total Net income (loss) $ 22,447 $ — $ (5,458 ) $ 12,390 $ 29,379 Total other comprehensive loss, net of tax (7,283 ) — (797 ) 736 (7,344 ) Comprehensive income (loss) 15,164 — (6,255 ) 13,126 22,035 Comprehensive income attributable to noncontrolling interests — — (6,871 ) — (6,871 ) Comprehensive income (loss) attributable to Albemarle Corporation $ 15,164 $ — $ (13,126 ) $ 13,126 $ 15,164 Condensed Consolidating Statement of Income Six Months Ended June 30, 2014 (In Thousands) Issuer Guarantor Subsidiaries Non-Guarantor Subsidiaries Consolidating Adjustments Consolidated Total Net sales $ 795,459 $ — $ 745,084 $ (335,979 ) $ 1,204,564 Cost of goods sold 529,577 — 611,577 (339,552 ) 801,602 Gross profit 265,882 — 133,507 3,573 402,962 Selling, general and administrative expenses 98,575 — 46,540 — 145,115 Research and development expenses 27,813 — 16,696 — 44,509 Restructuring and other charges, net 10,246 — 10,086 — 20,332 Acquisition and integration related costs 4,843 — — — 4,843 Intercompany service fee 12,008 — (12,008 ) — — Operating profit 112,397 — 72,193 3,573 188,163 Interest and financing expenses (17,529 ) — 23 — (17,506 ) Intergroup interest and financing expenses 6,010 — (6,010 ) — — Other income (expenses), net 990 — (826 ) — 164 Income from continuing operations before income taxes and equity in net income of unconsolidated investments 101,868 — 65,380 3,573 170,821 Income tax expense 32,520 — 1,138 1,305 34,963 Income from continuing operations before equity in net income of unconsolidated investments 69,348 — 64,242 2,268 135,858 Equity in net income of unconsolidated investments (net of tax) 3,929 — 15,621 — 19,550 Net income from continuing operations 73,277 — 79,863 2,268 155,408 Loss from discontinued operations (net of tax) (21,157 ) — (40,637 ) — (61,794 ) Equity in undistributed earnings of subsidiaries 26,910 — — (26,910 ) — Net income 79,030 — 39,226 (24,642 ) 93,614 Net income attributable to noncontrolling interests — — (14,584 ) — (14,584 ) Net income attributable to Albemarle Corporation $ 79,030 $ — $ 24,642 $ (24,642 ) $ 79,030 Condensed Consolidating Statement of Comprehensive Income Six Months Ended June 30, 2014 (In Thousands) Issuer Guarantor Subsidiaries Non-Guarantor Subsidiaries Consolidating Adjustments Consolidated Total Net income $ 79,030 $ — $ 39,226 $ (24,642 ) $ 93,614 Total other comprehensive loss, net of tax (16,601 ) — (6,059 ) 5,781 (16,879 ) Comprehensive income 62,429 — 33,167 (18,861 ) 76,735 Comprehensive income attributable to noncontrolling interests — — (14,306 ) — (14,306 ) Comprehensive income attributable to Albemarle Corporation $ 62,429 $ — $ 18,861 $ (18,861 ) $ 62,429 Condensed Consolidating Balance Sheet June 30, 2015 (In Thousands) Issuer Guarantor Subsidiaries Non-Guarantor Subsidiaries Consolidating Adjustments Consolidated Total Assets Current assets: Cash and cash equivalents $ 1,983 $ 1,184 $ 204,071 $ — $ 207,238 Trade accounts receivable, less allowance for doubtful accounts 109,672 — 528,667 — 638,339 Other accounts receivable 11,227 23,749 37,265 — 72,241 Intergroup receivable 65,276 7,028 117,287 (189,591 ) — Inventories 200,502 — 414,786 (13,263 ) 602,025 Other current assets 132,768 — 103,100 (101,630 ) 134,238 Total current assets 521,428 31,961 1,405,176 (304,484 ) 1,654,081 Property, plant and equipment, at cost 1,754,607 — 2,319,115 — 4,073,722 Less accumulated depreciation and amortization 1,075,510 — 379,675 — 1,455,185 Net property, plant and equipment 679,097 — 1,939,440 — 2,618,537 Investments 75,826 4,891 524,725 — 605,442 Investment in subsidiaries 7,071,155 11,212,885 6,414,305 (24,698,345 ) — Other assets 27,847 9,026 152,852 (5,776 ) 183,949 Goodwill 49,212 — 2,720,407 — 2,769,619 Other intangibles, net of amortization 19,732 — 1,919,449 — 1,939,181 Intergroup receivable — 3,295,790 1,841,271 (5,137,061 ) — Total assets $ 8,444,297 $ 14,554,553 $ 16,917,625 $ (30,145,666 ) $ 9,770,809 Liabilities and Equity Current liabilities: Accounts payable $ 118,214 $ — $ 224,268 $ — $ 342,482 Intergroup payable 181,822 157 7,612 (189,591 ) — Accrued expenses 153,854 119,034 232,420 — 505,308 Current portion of long-term debt 418,455 — 9,545 — 428,000 Dividends payable 32,288 — — — 32,288 Income taxes payable — 101,628 60,892 (102,520 ) 60,000 Total current liabilities 904,633 220,819 534,737 (292,111 ) 1,368,078 Long-term debt 2,231,467 1,289,543 41,298 — 3,562,308 Postretirement benefits 55,727 — — — 55,727 Pension benefits 123,131 — 332,533 — 455,664 Intergroup payable 1,804,806 1,019,292 2,312,963 (5,137,061 ) — Other noncurrent liabilities 54,448 57,900 134,061 — 246,409 Deferred income taxes 91,008 — 681,482 (5,777 ) 766,713 Commitments and contingencies Equity: Albemarle Corporation shareholders’ equity: Common stock 1,122 — 6,808 (6,808 ) 1,122 Additional paid-in capital 2,053,516 12,350,226 12,139,318 (24,489,544 ) 2,053,516 Accumulated other comprehensive loss (316,406 ) (434,675 ) (595,513 ) 1,030,188 (316,406 ) Retained earnings 1,440,845 51,448 1,193,105 (1,244,553 ) 1,440,845 Total Albemarle Corporation shareholders’ equity 3,179,077 11,966,999 12,743,718 (24,710,717 ) 3,179,077 Noncontrolling interests — — 136,833 — 136,833 Total equity 3,179,077 11,966,999 12,880,551 (24,710,717 ) 3,315,910 Total liabilities and equity $ 8,444,297 $ 14,554,553 $ 16,917,625 $ (30,145,666 ) $ 9,770,809 Condensed Consolidating Balance Sheet December 31, 2014 (In Thousands) Issuer Guarantor Subsidiaries Non-Guarantor Subsidiaries Consolidating Adjustments Consolidated Total Assets Current assets: Cash and cash equivalents $ 1,930,802 $ — $ 558,966 $ — $ 2,489,768 Trade accounts receivable, less allowance for doubtful accounts 91,849 — 293,363 — 385,212 Other accounts receivable 19,033 — 30,390 — 49,423 Intergroup receivable 74,102 — 18,097 (92,199 ) — Inventories 201,006 — 171,543 (14,188 ) 358,361 Other current assets 45,901 — 25,111 (4,926 ) 66,086 Total current assets 2,362,693 — 1,097,470 (111,313 ) 3,348,850 Property, plant and equipment, at cost 1,726,690 — 893,980 — 2,620,670 Less accumulated depreciation and amortization 1,047,372 — 341,430 — 1,388,802 Net property, plant and equipment 679,318 — 552,550 — 1,231,868 Investments 73,500 — 120,542 — 194,042 Investment in subsidiaries 1,551,071 — — (1,551,071 ) — Other assets 35,837 — 125,119 — 160,956 Goodwill 49,212 — 194,050 — 243,262 Other intangibles, net of amortization 20,834 — 23,291 — 44,125 Total assets $ 4,772,465 $ — $ 2,113,022 $ (1,662,384 ) $ 5,223,103 Liabilities and Equity Current liabilities: Accounts payable $ 122,479 $ — $ 109,226 $ — $ 231,705 Intergroup payable 18,097 — 74,102 (92,199 ) — Accrued expenses 84,619 — 81,555 — 166,174 Current portion of long-term debt 692,280 — 18,816 — 711,096 Dividends payable 21,458 — — — 21,458 Income taxes payable 1,396 — 7,944 113 9,453 Total current liabilities 940,329 — 291,643 (92,086 ) 1,139,886 Long-term debt 2,214,755 — 8,280 — 2,223,035 Postretirement benefits 56,424 — — — 56,424 Pension benefits 128,238 — 42,296 — 170,534 Other noncurrent liabilities 51,936 — 35,769 — 87,705 Deferred income taxes 21,318 — 35,566 — 56,884 Commitments and contingencies Equity: Albemarle Corporation shareholders’ equity: Common stock 780 — 6,808 (6,808 ) 780 Additional paid-in capital 10,447 — 553,172 (553,172 ) 10,447 Accumulated other comprehensive loss (62,413 ) — (51,073 ) 51,073 (62,413 ) Retained earnings 1,410,651 — 1,061,391 (1,061,391 ) 1,410,651 Total Albemarle Corporation shareholders’ equity 1,359,465 — 1,570,298 (1,570,298 ) 1,359,465 Noncontrolling interests — — 129,170 — 129,170 Total equity 1,359,465 — 1,699,468 (1,570,298 ) 1,488,635 Total liabilities and equity $ 4,772,465 $ — $ 2,113,022 $ (1,662,384 ) $ 5,223,103 Condensed Consolidating Statement Of Cash Flows Six Months Ended June 30, 2015 (In Thousands) Issuer Guarantor Subsidiaries Non-Guarantor Subsidiaries Consolidating Adjustments Consolidated Total Cash and cash equivalents at beginning of year $ 1,930,802 $ — $ 558,966 $ — $ 2,489,768 Cash flows from operating activities: Net cash provided by (used in) operating activities 163,838 (56,599 ) 49,191 (23,247 ) 133,183 Cash flows from investing activities: Acquisition of Rockwood, net of cash acquired (3,597,083 ) 159,409 1,386,029 — (2,051,645 ) Other acquisitions, net of cash acquired — — (48,845 ) — (48,845 ) Capital expenditures (36,542 ) — (75,181 ) — (111,723 ) Decrease in restricted cash — — 57,550 — 57,550 Sales of (investments in) marketable securities, net 1,435 — (2 ) — 1,433 Proceeds from repayment of advance to joint venture 2,156 — — — 2,156 Proceeds from intercompany investing related activity — 1,044,810 82 (1,044,892 ) — Intercompany investing related payments — (1,148,029 ) (1,198,221 ) 2,346,250 — Net cash (used in) provided by investing activities (3,630,034 ) 56,190 121,412 1,301,358 (2,151,074 ) Cash flows from financing activities: Repayments of long-term debt (1,325,101 ) — (6,547 ) — (1,331,648 ) Proceeds from borrowings of long-term debt 1,000,000 — — — 1,000,000 Other borrowings (repayments), net 135,965 — (2,266 ) — 133,699 Dividends paid to shareholders (54,238 ) — — — (54,238 ) Dividends paid to noncontrolling interests — — (8,282 ) — (8,282 ) Intercompany dividends paid — — (23,247 ) 23,247 — Proceeds from exercise of stock options 342 — — — 342 Excess tax benefits realized from stock-based compensation arrangements 59 — — — 59 Withholding taxes paid on stock-based compensation award distributions (1,218 ) — — — (1,218 ) Debt financing costs (1,164 ) — — — (1,164 ) Other — — (3,882 ) — (3,882 ) Proceeds from intercompany financing related activity 1,845,770 — 500,480 (2,346,250 ) — Intercompany financing related payments (62,039 ) (82 ) (982,771 ) 1,044,892 — Net cash provided by (used in) financing activities 1,538,376 (82 ) (526,515 ) (1,278,111 ) (266,332 ) Net effect of foreign exchange on cash and cash equivalents (999 ) 1,675 1,017 — 1,693 (Decrease) increase in cash and cash equivalents (1,928,819 ) 1,184 (354,895 ) — (2,282,530 ) Cash and cash equivalents at end of period $ 1,983 $ 1,184 $ 204,071 $ — $ 207,238 Condensed Consolidating Statement Of Cash Flows Six Months Ended June 30, 2014 (In Thousands) Issuer Guarantor Subsidiaries Non-Guarantor Subsidiaries Consolidating Adjustments Consolidated Total Cash and cash equivalents at beginning of year $ 88,476 $ — $ 388,763 $ — $ 477,239 Cash flows from operating activities: Net cash provided by operating activities 148,261 — 152,896 (6,010 ) 295,147 Cash flows from investing activities: Capital expenditures (31,749 ) — (14,921 ) — (46,670 ) Sales of (investments in) marketable securities, net 660 — (18 ) — 642 Net cash used in investing activities (31,089 ) — (14,939 ) — (46,028 ) Cash flows from financing activities: Repayments of long-term debt (101 ) — (2,915 ) — (3,016 ) Other borrowings (repayments), net — — (13,083 ) — (13,083 ) Dividends paid to shareholders (41,316 ) — — — (41,316 ) Intercompany dividends paid — — (6,010 ) 6,010 — Repurchases of common stock (150,000 ) — — — (150,000 ) Proceeds from exercise of stock options 2,355 — — — 2,355 Excess tax benefits realized from stock-based compensation arrangements 767 — — — 767 Withholding taxes paid on stock-based compensation award distributions (3,150 ) — — — (3,150 ) Debt financing costs (1,372 ) — — — (1,372 ) Net cash used in financing activities (192,817 ) — (22,008 ) 6,010 (208,815 ) Net effect of foreign exchange on cash and cash equivalents — — (2,424 ) — (2,424 ) (Decrease) increase in cash and cash equivalents (75,645 ) — 113,525 — 37,880 Cash and cash equivalents at end of period $ 12,831 $ — $ 502,288 $ — $ 515,119 The 4.625% senior notes issued in September 2012 by RSGI (the “Issuer”) are fully and unconditionally guaranteed, jointly and severally, on an unsecured and unsubordinated basis by Albemarle Corporation (the “Parent Company Guarantor”) and RHI (the “Guarantor Subsidiary,” and together with the Parent Company Guarantor, the “Guarantors”). The guarantees are general senior unsecured obligations of the Guarantors and rank equally in right of payment with all existing and future senior unsecured indebtedness and other obligations of the Guarantors that are not, by their terms, otherwise expressly subordinated. The note guarantees will be released when the 4.625% senior notes are repaid or otherwise discharged. The Company applies the equity method of accounting to its subsidiaries. For cash management purposes, the Company transfers cash among Parent Company Guarantor, Issuer, Guarantor Subsidiary and all other non-guarantor subsidiaries (the “Non-Guarantor Subsidiaries”) through intercompany financing arrangements, contributions or declaration of dividends between the respective parent and its subsidiaries. The transfer of cash under these activities facilitates the ability of the recipient to make specified third-party payments for principal and interest on the Company’s outstanding debt, common stock dividends and common stock repurchases. The consolidating statements of cash flows for the periods included herein present such intercompany financing activities, contributions and dividends consistent with how such activity would be presented in a stand-alone statement of cash flows. There are no significant restrictions on the ability of the Issuer or the Guarantors to obtain funds from subsidiaries by dividend or loan. The following consolidating financial information presents the financial condition, results of operations and cash flows of the Parent Company Guarantor, Issuer, Guarantor Subsidiary, and the Non-Guarantor Subsidiaries, together with consolidating adjustments necessary to present Albemarle’s results on a consolidated basis, and should be read in conjunction with the notes to the condensed consolidated financial statements. Each entity in the consolidating financial information follows the same accounting policies as described herein and in our Annual Report on Form 10-K for the year ended December 31, 2014. Condensed Consolidating Statement of Income Three Months Ended June 30, 2015 (In Thousands) Parent Company Guarantor Issuer Guarantor Subsidiary Non-Guarantor Subsidiaries Consolidating Adjustments Consolidated Total Net sales $ 374,220 $ — $ — $ 732,025 $ (174,760 ) $ 931,485 Cost of goods sold 256,868 — — 548,811 (174,760 ) 630,919 Gross profit 117,352 — — 183,214 — 300,566 Selling, general and administrative expenses 46,353 46 — 101,313 — 147,712 Research and development expenses 12,901 — — 12,435 — 25,336 Acquisition and integration related costs 19,289 — — 4,877 — 24,166 Intercompany service fee 5,978 — — (5,978 ) — — Operating profit (loss) 32,831 (46 ) — 70,567 — 103,352 Interest and financing expenses (21,865 ) (12,940 ) — 1,623 — (33,182 ) Intergroup interest and financing expenses (8,532 ) 16,654 — (8,122 ) — — Other income (expenses), net (19,624 ) 18,832 — 1,333 — 541 Income (loss) from continuing operations before income taxes and equity in net income of unconsolidated investments (17,190 ) 22,500 — 65,401 — 70,711 Income tax expense (benefit) (2,549 ) 9,900 — 9,788 — 17,139 Income (loss) from continuing operations before equity in net income of unconsolidated investments (14,641 ) 12,600 — 55,613 — 53,572 Equity in net income of unconsolidated investments (net of tax) 1,738 — — 4,056 — 5,794 Net income (loss) from continuing operations (12,903 ) 12,600 — 59,669 — 59,366 Income (loss) from discontinued operations (net of tax) — — — — — — Equity in undistributed earnings of subsidiaries 65,050 4,226 16,826 16,826 (102,928 ) — Net income 52,147 16,826 16,826 76,495 (102,928 ) 59,366 Net income attributable to noncontrolling interests — — — (7,219 ) — (7,219 ) Net income attributable to Albemarle Corporation $ 52,147 $ 16,826 $ 16,826 $ 69,276 $ (102,928 ) $ 52,147 Condensed Consolidating Statement of Comprehensive Income Three Months Ended June 30, 2015 (In Thousands) Parent Company Guarantor Issuer Guarantor Subsidiary Non-Guarantor Subsidiaries Consolidating Adjustments Consolidated Total Net income $ 52,147 $ 16,826 $ 16,826 $ 76,495 $ (102,928 ) $ 59,366 Total other comprehensive income, net of tax 45,876 30,912 30,912 90,871 (152,746 ) 45,825 Comprehensive income 98,023 47,738 47,738 167,366 (255,674 ) 105,191 Comprehensive income attributable to noncontrolling interests — — — (7,168 ) — (7,168 ) Comprehensive income attributable to Albemarle Corporation $ 98,023 $ 47,738 $ 47,738 $ 160,198 $ (255,674 ) $ 98,023 Condensed Consolidating Statement of Income Six Months Ended June 30, 2015 (In Thousands) Parent Company Guarantor Issuer Guarantor Subsidiary Non-Guarantor Subsidiaries Consolidating Adjustments Consolidated Total Net sales $ 752,392 $ — $ — $ 1,419,640 $ (356,143 ) $ 1,815,889 Cost of goods sold 514,992 — — 1,095,587 (353,722 ) 1,256,857 Gross profit 237,400 — — 324,053 (2,421 ) 559,032 Selling, general and administrative expenses 86,870 46 — 196,561 — 283,477 Research and development expenses 26,269 — — 25,559 — 51,828 Acquisition and integration related costs 58,169 — — 25,520 — 83,689 Intercompany service fee 11,643 — — (11,643 ) — — Operating profit (loss) 54,449 (46 ) — 88,056 (2,421 ) 140,038 Interest and financing expenses (48,521 ) (23,711 ) — 3,304 — (68,928 ) Intergroup interest and financing expenses (14,446 ) 25,715 — (11,269 ) — — Other income (expenses), net 8,944 (31,220 ) — 72,774 — 50,498 Income (loss) from continuing operations before income taxes and equity in net income of unconsolidated investments 426 (29,262 ) — 152,865 (2,421 ) 121,608 Income tax expense 8,343 2,972 — 20,856 (892 ) 31,279 Income (loss) from continuing operations before equity in net income of unconsolidated investments (7,917 ) (32,234 ) — 132,009 (1,529 ) 90,329 Equity in net income of unconsolidated investments (net of tax) 3,757 — — 12,429 — 16,186 Net income (loss) from continuing operations (4,160 ) (32,234 ) — 144,438 (1,529 ) 106,515 Income (loss) from discontinued operations (net of tax) — — — — — — Equity in undistributed earnings of subsidiaries 99,422 57,958 25,724 25,724 (208,828 ) — Net income 95,262 25,724 25,724 170,162 (210,357 ) 106,515 Net income attributable to noncontrolling interests — — — (11,253 ) — (11,253 ) Net income attributable to Albemarle Corporation $ 95,262 $ 25,724 $ 25,724 $ 158,909 $ (210,357 ) $ 95,262 Condensed Consolidating Statement of Comprehensive Loss Six Months Ended June 30, 2015 (In Thousands) Parent Company Guarantor Issuer Guarantor Subsidiary Non-Guarantor Subsidiaries Consolidating Adjustments Consolidated Total Net income $ 95,262 $ 25,724 $ 25,724 $ 170,162 $ (210,357 ) $ 106,515 Total other comprehensive loss, net of tax (253,993 ) (217,337 ) (217,338 ) (544,565 ) 979,089 (254,144 ) Comprehensive loss (158,731 ) (191,613 ) (191,614 ) (374,403 ) 768,732 (147,629 ) Comprehensive income attributable to noncontrolling interests — — — (11,102 ) — (11,102 ) Comprehensive loss attributable to Albemarle Corporation $ (158,731 ) $ (191,613 ) $ (191,614 ) $ (385,505 ) $ 768,732 $ (158,731 ) Condensed Consolidating Statement of Income (Loss) Three Months Ended June 30, 2014 (In Thousands) Parent Company Guarantor Issuer Guarantor Subsidiary Non-Guarantor Subsidiaries Consolidating Adjustments Consolidated Total Net sales $ 419,135 $ — $ — $ 361,253 $ (175,667 ) $ 604,721 Cost of goods sold 267,984 — — 308,216 (178,842 ) 397,358 Gross profit 151,151 — — 53,037 3,175 207,363 Selling, general and administrative expenses 42,806 — — 24,205 — 67,011 Research and development expenses 13,657 — — 8,280 — 21,937 Restructuring and other charges, net 7,246 — — (3,914 ) — 3,332 Acquisition and integration related costs 4,843 — — — — 4,843 Intercompany service fee 6,938 — — (6,938 ) — — Operating profit 75,661 — — 31,404 3,175 110,240 Interest and financing expenses (8,731 ) — — (2 ) — (8,733 ) Intergroup interest and financing expenses 6,010 — — (6,010 ) — — Other income (expenses), net 782 — — (1,761 ) — (979 ) Income from continuing operations before income taxes and equity in net income of unconsolidated investments 73,722 — — 23,631 3,175 100,528 Income tax expense (benefit) 22,149 — — (1,536 ) 1,160 21,773 Income from continuing operations before equity in net income of unconsolidated investments 51,573 — — 25,167 2,015 78,755 Equity in net income of unconsolidated investments (net of tax) 1,993 — — 8,656 — 10,649 Net income from continuing operations 53,566 — — 33,823 2,015 89,404 Loss from discontinued operations (net of tax) (20,744 ) — — (39,281 ) — (60,025 ) Equity in undistributed earnings of subsidiaries (10,375 ) — — — 10,375 — Net income (loss) 22,447 — — (5,458 ) 12,390 29,379 Net income attributable to noncontrolling interests — — — (6,932 ) — (6,932 ) Net income (loss) attributable to Albemarle Corporation $ 22,447 $ — $ — $ (12,390 ) $ 12,390 $ 22,447 Condensed Consolidating Statement of Comprehensive Income (Loss) Three Months Ended June 30, 2014 (In Thousands) Parent Company Guarantor Issuer Guarantor Subsidiary Non-Guarantor Subsidiaries Consolidating Adjustments Consolidated Total Net income (loss) $ 22,447 $ — $ — $ (5,458 ) $ 12,390 $ 29,379 Total other comprehensive loss, net of tax (7,283 ) — — (797 ) 736 (7,344 ) Comprehensive income (loss) 15,164 — — (6,255 ) 13,126 22,035 Comprehensive income attributable to noncontrolling interests — — — (6,871 ) — (6,871 ) Comprehensive income (loss) attributable to Albemarle Corporation $ 15,164 $ — $ — $ (13,126 ) $ 13,126 $ 15,164 Condensed Consolidating Statement of Income Six Months Ended June 30, 2014 (In Thousands) Parent Company Guarantor Issuer Guarantor Subsidiary Non-Guarantor Subsidiaries Consolidating Adjustments Consolidated Total Net sales $ 795,459 $ — $ — $ 745,084 $ (335,979 ) $ 1,204,564 Cost of goods sold 529,577 — — 611,577 (339,552 ) 801,602 Gross profit 265,882 — — 133,507 3,573 402,962 Selling, general and administrative expenses 98,575 — — 46,540 — 145,115 Research and development expenses 27,813 — — 16,696 — 44,509 Restructuring and other charges, net 10,246 — — 10,086 — 20,332 Acquisition and integration related costs 4,843 — — — — 4,843 Intercompany service fee 12,008 — — (12,008 ) — — Operating profit 112,397 — — 72,193 3,573 188,163 Interest and financing expenses (17,529 ) — — 23 — (17,506 ) Intergroup interest and financing expenses 6,010 — — (6,010 ) — — Other income (expenses), net 990 — — (826 ) — 164 Income from continuing operations before income taxes and equity in net income of unconsolidated investments 101,868 — — 65,380 3,573 170,821 Income tax expense 32,520 — — 1,138 1,305 34,963 Income from continuing operations before equity in net income of unconsolidated investments 69,348 — — 64,242 2,268 135,858 Equity in net income of unconsolidated investments (net of tax) 3,929 — — 15,621 — 19,550 Net income from continuing operations 73,277 — — 79,863 2,268 155,408 Loss from discontinued operations (net of tax) (21,157 ) — — (40,637 ) — (61,794 ) Equity in undistributed earnings of subsidiaries 26,910 — — — (26,910 ) — Net income 79,030 — — 39,226 (24,642 ) 93,614 Net income attributable to noncontrolling interests — — — (14,584 ) — (14,584 ) Net income attributable to Albemarle Corporation $ 79,030 $ — $ — $ 24,642 $ (24,642 ) $ 79,030 Condensed Consolidating Statement of Comprehensive Income Six Months Ended June 30, 2014 (In Thousands) Parent Company Guarantor Issuer Guarantor Subsidiary Non-Guarantor Subsidiaries Consolidating Adjustments Consolidated Total Net income $ 79,030 $ — $ — $ 39,226 $ (24,642 ) $ 93,614 Total |
Acquisitions (Tables)
Acquisitions (Tables) - Rockwood Holdings, Inc. | 6 Months Ended |
Jun. 30, 2015 | |
Business Acquisition [Line Items] | |
Schedule of Business Acquisitions, by Acquisition | The following table summarizes the consideration paid for Rockwood and the amounts of the assets acquired and liabilities assumed as of the acquisition date, which have been allocated on a preliminary basis (in thousands): Purchase price: Cash paid $ 3,606,784 Shares issued 2,036,550 Appraisal shares 74,934 Total purchase price $ 5,718,268 Net assets acquired: Cash and cash equivalents $ 1,555,139 Trade and other accounts receivable 263,033 Inventories 292,623 Other current assets 84,148 Property, plant and equipment 1,410,498 Investments 538,885 Other assets 28,243 Definite-lived intangible assets: Patents and technology 227,840 Trade names and trademarks 258,740 Customer lists and relationships 1,317,759 Indefinite-lived intangible assets: Trade names and trademarks 104,380 Other 27,450 Current liabilities (404,727 ) Long-term debt (1,319,132 ) Pension benefits (316,086 ) Other noncurrent liabilities (163,370 ) Deferred income taxes (830,526 ) Total identifiable net assets 3,074,897 Goodwill 2,643,371 Total net assets acquired $ 5,718,268 |
Business Acquisition, Pro Forma Information | Unaudited Pro Forma Financial Information The following unaudited pro forma results of operations of the Company for the three-month and six-month periods ended June 30, 2015 and 2014 assume that the Merger occurred on January 1, 2014. The pro forma amounts include certain adjustments, including interest expense, depreciation, amortization expense and taxes. Pro forma amounts were adjusted to include these costs. The pro forma amounts for the three-month and six-month periods ended June 30, 2015 were adjusted to exclude approximately $21.3 million and $78.7 million , respectively, of nonrecurring acquisition and integration related costs, and approximately $37.3 million and $85.5 million , respectively, of charges related to the utilization of the inventory markup as further described in Note 11, “Segment Information.” The pro forma results do not include adjustments related to cost savings or other synergies that are anticipated as a result of the Merger. Accordingly, these unaudited pro forma results are presented for informational purposes only and are not necessarily indicative of what the actual results of operations of the combined company would have been if the acquisition had occurred as of January 1, 2014, nor are they indicative of future results of operations. Three Months Ended June 30, Six Months Ended June 30, 2015 2014 2015 2014 (in thousands, except per share amounts) Pro forma Net sales $ 931,485 $ 967,024 $ 1,849,219 $ 1,921,364 Pro forma Net income from continuing operations $ 102,246 $ 111,833 $ 224,391 $ 172,563 Pro forma Net income from continuing operations per share: Basic $ 0.91 $ 0.99 $ 2.04 $ 1.51 Diluted $ 0.91 $ 0.98 $ 2.03 $ 1.50 |
Goodwill and Other Intangibles
Goodwill and Other Intangibles (Tables) | 6 Months Ended |
Jun. 30, 2015 | |
Goodwill and Intangible Assets Disclosure [Abstract] | |
Changes in Goodwill | The following table summarizes the changes in goodwill for the six months ended June 30, 2015 (in thousands): Balance at December 31, 2014 $ 243,262 Acquisition of Rockwood 2,643,371 Other acquisitions (a) 13,272 Foreign currency translation adjustments (130,286 ) Balance at June 30, 2015 $ 2,769,619 (a) Primarily relates to the acquisition of the remaining interest in Shanghai Chemetall. See Note 2, “Acquisitions.” |
Other Intangibles | The following table summarizes the changes in other intangibles and related accumulated amortization for the six months ended June 30, 2015 (in thousands): Customer Lists and Relationships Trade Names and Trademarks Patents and Technology Other Total Gross Asset Value Balance at December 31, 2014 $ 48,479 $ 17,555 $ 40,398 $ 23,441 $ 129,873 Acquisition of Rockwood 1,317,759 363,120 227,840 27,450 1,936,169 Other acquisitions (a) 76,940 — 1,433 73 78,446 Foreign currency translation adjustments and other (48,511 ) (20,051 ) (12,698 ) (761 ) (82,021 ) Balance at June 30, 2015 $ 1,394,667 $ 360,624 $ 256,973 $ 50,203 $ 2,062,467 Accumulated Amortization Balance at December 31, 2014 (22,931 ) (7,912 ) (32,831 ) (22,074 ) (85,748 ) Amortization (27,308 ) (6,106 ) (6,726 ) (214 ) (40,354 ) Foreign currency translation adjustments and other 874 217 1,319 406 2,816 Balance at June 30, 2015 $ (49,365 ) $ (13,801 ) $ (38,238 ) $ (21,882 ) $ (123,286 ) Net Book Value at December 31, 2014 $ 25,548 $ 9,643 $ 7,567 $ 1,367 $ 44,125 Net Book Value at June 30, 2015 $ 1,345,302 $ 346,823 $ 218,735 $ 28,321 $ 1,939,181 (a) Primarily relates to the acquisition of the remaining interest in Shanghai Chemetall. See Note 2, “Acquisitions.” |
Total Estimated Amortization Expense of Other Intangibles for Next Five Fiscal Years | Total estimated amortization expense of other intangibles acquired in the Rockwood acquisition for the next five years is as follows (in thousands): Estimated Amortization Expense Remainder of 2015 $ 41,148 2016 $ 82,296 2017 $ 82,296 2018 $ 82,296 2019 $ 82,296 |
Earnings Per Share (Tables)
Earnings Per Share (Tables) | 6 Months Ended |
Jun. 30, 2015 | |
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 six-month periods ended June 30, 2015 and 2014 are calculated as follows: Three Months Ended Six Months Ended 2015 2014 2015 2014 (In thousands, except per share amounts) Basic earnings per share from continuing operations Numerator: Net income from continuing operations $ 59,366 $ 89,404 $ 106,515 $ 155,408 Net income from continuing operations attributable to noncontrolling interests (7,219 ) (6,932 ) (11,253 ) (14,584 ) Net income from continuing operations attributable to Albemarle Corporation $ 52,147 $ 82,472 $ 95,262 $ 140,824 Denominator: Weighted-average common shares for basic earnings per share (a) 112,189 78,662 110,160 79,199 Basic earnings per share from continuing operations $ 0.46 $ 1.05 $ 0.86 $ 1.78 Diluted earnings per share from continuing operations Numerator: Net income from continuing operations $ 59,366 $ 89,404 $ 106,515 $ 155,408 Net income from continuing operations attributable to noncontrolling interests (7,219 ) (6,932 ) (11,253 ) (14,584 ) Net income from continuing operations attributable to Albemarle Corporation $ 52,147 $ 82,472 $ 95,262 $ 140,824 Denominator: Weighted-average common shares for basic earnings per share (a) 112,189 78,662 110,160 79,199 Incremental shares under stock compensation plans 418 429 376 403 Weighted-average common shares for diluted earnings per share (a) 112,607 79,091 110,536 79,602 Diluted earnings per share from continuing operations $ 0.46 $ 1.04 $ 0.86 $ 1.77 (a) 2015 includes the impact of 34,113 shares issued in connection with the Rockwood acquisition. |
Inventories (Tables)
Inventories (Tables) | 6 Months Ended |
Jun. 30, 2015 | |
Inventory Disclosure [Abstract] | |
Breakdown of Inventories | The following table provides a breakdown of inventories at June 30, 2015 and December 31, 2014 : June 30, December 31, 2015 2014 (In thousands) Finished goods $ 380,899 $ 262,769 Raw materials 116,342 53,152 Work in process 50,131 — Stores, supplies and other 54,653 42,440 Total inventories $ 602,025 $ 358,361 |
Long-Term Debt (Tables)
Long-Term Debt (Tables) | 6 Months Ended |
Jun. 30, 2015 | |
Debt Disclosure [Abstract] | |
Long-term Debt | Long-term debt at June 30, 2015 and December 31, 2014 consisted of the following: June 30, December 31, 2015 2014 (In thousands) 1.875% Senior notes, net of unamortized discount of $5,630 at June 30, 2015 and $6,605 at December 31, 2014 $ 776,060 $ 844,315 3.00% Senior notes, net of unamortized discount of $275 at June 30, 2015 and $306 at December 31, 2014 249,725 249,694 4.15% Senior notes, net of unamortized discount of $1,366 at June 30, 2015 and $1,439 at December 31, 2014 423,634 423,561 4.50% Senior notes, net of unamortized discount of $1,714 at June 30, 2015 and $1,871 at December 31, 2014 348,286 348,129 4.625% Senior notes, including unamortized premium of $40,203 at June 30, 2015 1,289,543 — 5.10% Senior notes, net of unamortized discount of $3 at December 31, 2014 — 324,997 5.45% Senior notes, net of unamortized discount of $1,012 at June 30, 2015 and $1,029 at December 31, 2014 348,988 348,971 Commercial paper notes 418,405 367,178 Fixed-rate foreign borrowings 4,038 1,958 Variable-rate foreign bank loans 84,944 25,139 Variable-rate domestic bank loans 24,737 — Capital lease obligations 21,860 — Miscellaneous 88 189 Total long-term debt 3,990,308 2,934,131 Less amounts due within one year 428,000 711,096 Long-term debt, less current portion $ 3,562,308 $ 2,223,035 |
Commitments and Contingencies (
Commitments and Contingencies (Tables) | 6 Months Ended |
Jun. 30, 2015 | |
Commitments and Contingencies Disclosure [Abstract] | |
Activity in Recorded Environmental Liabilities | We had the following activity in our recorded environmental liabilities for the six months ended June 30, 2015 , as follows (in thousands): Beginning balance at December 31, 2014 $ 9,235 Expenditures (1,538 ) Acquisition of Rockwood 31,555 Accretion of discount 239 Revisions of estimates 10 Foreign currency translation adjustments (1,737 ) Ending balance at June 30, 2015 37,764 Less amounts reported in Accrued expenses 5,645 Amounts reported in Other noncurrent liabilities $ 32,119 |
Schedule of Change in Asset Retirement Obligation | The following is a summary of the activity in our asset retirement obligations for the six months ended June 30, 2015 (in thousands): Beginning balance at December 31, 2014 $ 15,085 Acquisition of Rockwood 17,265 Liabilities incurred 1,025 Accretion of discount 600 Foreign currency translation adjustments (47 ) Ending balance at June 30, 2015 $ 33,928 |
Segment Information (Tables)
Segment Information (Tables) | 6 Months Ended |
Jun. 30, 2015 | |
Segment Reporting [Abstract] | |
Reportable Segments Summarized Financial Information | Three Months Ended Six Months Ended 2015 2014 2015 2014 (In thousands) Net sales: Performance Chemicals $ 436,962 $ 280,377 $ 825,328 $ 556,274 Refining Solutions 164,573 205,024 343,739 399,685 Chemetall Surface Treatment 213,195 — 405,286 — All Other 113,404 119,320 235,773 248,605 Corporate 3,351 — 5,763 — Total net sales $ 931,485 $ 604,721 $ 1,815,889 $ 1,204,564 Adjusted EBITDA: Performance Chemicals $ 148,682 $ 76,954 $ 279,210 $ 150,339 Refining Solutions 48,200 66,551 90,393 127,585 Chemetall Surface Treatment 48,442 — 94,446 — All Other 9,714 21,816 23,278 42,511 Corporate (24,957 ) (20,633 ) 8,382 (39,717 ) Total adjusted EBITDA $ 230,081 $ 144,688 $ 495,709 $ 280,718 See below for a reconciliation of adjusted EBITDA, the non-GAAP financial measure, to Net income (loss) attributable to Albemarle Corporation, the most directly comparable financial measure calculated and reported in accordance with GAAP, (in thousands): Performance Chemicals Refining Solutions Chemetall Surface Treatment Reportable Segments Total All Other Corporate Consolidated Total Three months ended June 30, 2015 Adjusted EBITDA $ 148,682 $ 48,200 $ 48,442 $ 245,324 $ 9,714 $ (24,957 ) $ 230,081 Depreciation and amortization (31,843 ) (8,483 ) (19,111 ) (59,437 ) (5,724 ) (2,322 ) (67,483 ) Utilization of inventory markup (a) (33,823 ) — (3,077 ) (36,900 ) (378 ) — (37,278 ) Acquisition and integration related costs (b) — — — — — (24,166 ) (24,166 ) Interest and financing expenses — — — — — (33,182 ) (33,182 ) Income tax expense — — — — — (17,139 ) (17,139 ) Non-operating pension and OPEB items — — — — — 1,314 1,314 Net income (loss) attributable to Albemarle Corporation $ 83,016 $ 39,717 $ 26,254 $ 148,987 $ 3,612 $ (100,452 ) $ 52,147 Three months ended June 30, 2014 Adjusted EBITDA $ 76,954 $ 66,551 $ — $ 143,505 $ 21,816 $ (20,633 ) $ 144,688 Depreciation and amortization (13,093 ) (7,848 ) — (20,941 ) (3,423 ) (541 ) (24,905 ) Restructuring and other charges, net (c) — — — — — (3,332 ) (3,332 ) Acquisition and integration related costs (b) — — — — — (4,843 ) (4,843 ) Interest and financing expenses — — — — — (8,733 ) (8,733 ) Income tax expense — — — — — (21,773 ) (21,773 ) Loss from discontinued operations (net of tax) — — — — — (60,025 ) (60,025 ) Non-operating pension and OPEB items — — — — — 1,370 1,370 Net income (loss) attributable to Albemarle Corporation $ 63,861 $ 58,703 $ — $ 122,564 $ 18,393 $ (118,510 ) $ 22,447 Six months ended June 30, 2015 Adjusted EBITDA $ 279,210 $ 90,393 $ 94,446 $ 464,049 $ 23,278 $ 8,382 $ 495,709 Depreciation and amortization (62,126 ) (16,593 ) (37,307 ) (116,026 ) (11,222 ) (4,221 ) (131,469 ) Utilization of inventory markup (a) (62,405 ) — (20,030 ) (82,435 ) (3,029 ) — (85,464 ) Acquisition and integration related costs (b) — — — — — (83,689 ) (83,689 ) Interest and financing expenses — — — — — (68,928 ) (68,928 ) Income tax expense — — — — — (31,279 ) (31,279 ) Non-operating pension and OPEB items — — — — — 4,823 4,823 Other (d) — — — — — (4,441 ) (4,441 ) Net income (loss) attributable to Albemarle Corporation $ 154,679 $ 73,800 $ 37,109 $ 265,588 $ 9,027 $ (179,353 ) $ 95,262 Six months ended June 30, 2014 Adjusted EBITDA $ 150,339 $ 127,585 $ — $ 277,924 $ 42,511 $ (39,717 ) $ 280,718 Depreciation and amortization (e) (25,149 ) (16,528 ) — (41,677 ) (6,787 ) (1,085 ) (49,549 ) Restructuring and other charges, net (c) — — — — — (20,332 ) (20,332 ) Acquisition and integration related costs (b) — — — — — (4,843 ) (4,843 ) Interest and financing expenses — — — — — (17,506 ) (17,506 ) Income tax expense — — — — — (34,963 ) (34,963 ) Loss from discontinued operations (net of tax) — — — — — (61,794 ) (61,794 ) Non-operating pension and OPEB items — — — — — (12,701 ) (12,701 ) Net income (loss) attributable to Albemarle Corporation $ 125,190 $ 111,057 $ — $ 236,247 $ 35,724 $ (192,941 ) $ 79,030 (a) In connection with the acquisition of Rockwood, the Company valued Rockwood’s existing inventory at fair value as of the Acquisition Closing Date, which resulted in a markup of the underlying net book value of the inventory totaling approximately $103 million . The inventory markup is being expensed over the estimated remaining selling period. For the three-month and six-month periods ended June 30, 2015 , $27.3 million and $67.6 million , respectively, was included in Cost of goods sold, and Equity in net income of unconsolidated investments was reduced by $10.0 million and $17.9 million , respectively, related to the utilization of the inventory markup. (b) See Note 2, “Acquisitions.” (c) See Note 15, “Restructuring and Other.” (d) Financing-related fees expensed in the 2015 period in connection with the acquisition of Rockwood. (e) Excludes discontinued operations. |
Pension Plans and Other Postr34
Pension Plans and Other Postretirement Benefits (Tables) | 6 Months Ended |
Jun. 30, 2015 | |
Defined Benefit Plans and Other Postretirement Benefit Plans Table Text Block [Line Items] | |
Domestic and Foreign Pension and Postretirement Defined Benefit Plans | The components of pension and postretirement benefits cost (credit) for the three-month and six-month periods ended June 30, 2015 and 2014 are shown in the table below. The 2015 period includes results of the plans we acquired in the Rockwood acquisition. Three Months Ended Six Months Ended 2015 2014 2015 2014 (In thousands) Pension Benefits Cost (Credit): Service cost $ 1,691 $ 2,726 $ 3,670 $ 5,567 Interest cost 10,616 8,128 20,180 16,297 Expected return on assets (12,451 ) (10,172 ) (23,533 ) (20,377 ) Actuarial (gain) loss (a) (51 ) — (51 ) 15,432 Amortization of prior service benefit 29 (138 ) 59 (411 ) Total net pension benefits cost (credit) $ (166 ) $ 544 $ 325 $ 16,508 Postretirement Benefits Cost (Credit): Service cost $ 5 $ 54 $ 71 $ 108 Interest cost 619 760 1,287 1,520 Expected return on assets (47 ) (86 ) (112 ) (171 ) Amortization of prior service benefit (24 ) (24 ) (48 ) (48 ) Settlements/curtailments (b) — — (2,594 ) — Total net postretirement benefits cost (credit) $ 553 $ 704 $ (1,396 ) $ 1,409 Total net pension and postretirement benefits cost (credit) $ 387 $ 1,248 $ (1,071 ) $ 17,917 (a) In connection with a realignment of our operating segments effective January 1, 2014, in the fourth quarter of 2013 we initiated a workforce reduction plan which resulted 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. (b) We assumed responsibility for one domestic OPEB plan in connection with the acquisition of Rockwood which covered a small number of active employees and retirees. This plan was terminated in the first quarter of 2015 and provisions were made for the affected employees and retirees to receive benefits under an existing plan. A gain of $2.6 million was recognized in the first quarter of 2015 related to the termination of this plan. |
Rockwood Holdings, Inc. | Pension Plan | |
Defined Benefit Plans and Other Postretirement Benefit Plans Table Text Block [Line Items] | |
Domestic and Foreign Pension and Postretirement Defined Benefit Plans | The following table sets forth the benefit obligations, plan assets, funded status and weighted-average assumption percentages for the defined benefit pension plans acquired in the Rockwood acquisition, as of the Acquisition Closing Date (in thousands): U.S. Foreign Benefit obligation $ 39,125 $ 416,150 Fair value of plan assets 29,314 109,875 Funded status $ (9,811 ) $ (306,275 ) Weighted-average assumption percentages: Discount rate 4.09 % 2.35 % Expected return on plan assets 6.03 % 5.78 % Rate of compensation increase — % 3.15 % |
Schedule of Expected Benefit Payments | The current forecast of benefit payments related to the defined benefit pension plans acquired in the Rockwood acquisition, which reflect expected future service, amounts to (in millions): U.S. Foreign Remainder of 2015 $ 0.9 $ 8.9 2016 $ 1.6 $ 16.4 2017 $ 1.7 $ 16.0 2018 $ 1.9 $ 16.8 2019 $ 2.0 $ 16.9 2020-2024 $ 11.1 $ 89.8 |
Fair Value of Financial Instr35
Fair Value of Financial Instruments (Tables) | 6 Months Ended |
Jun. 30, 2015 | |
Fair Value Disclosures [Abstract] | |
Fair Value of Long-Term Debt | June 30, 2015 December 31, 2014 Recorded Amount Fair Value Recorded Amount Fair Value (In thousands) Long-term debt $ 3,990,308 $ 4,050,447 $ 2,934,131 $ 2,994,935 |
Fair Value Measurement (Tables)
Fair Value Measurement (Tables) | 6 Months Ended |
Jun. 30, 2015 | |
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 June 30, 2015 and December 31, 2014 (in thousands): June 30, 2015 Quoted Prices in Active Markets for Identical Items (Level 1) Quoted Prices in Active Markets for Similar Items (Level 2) Unobservable Inputs (Level 3) Assets: Investments under executive deferred compensation plan (a) $ 21,316 $ 21,316 $ — $ — Private equity securities (b) $ 1,796 $ 24 $ — $ 1,772 Foreign currency forward contracts (c) $ 36 $ — $ 36 $ — Liabilities: Obligations under executive deferred compensation plan (a) $ 21,316 $ 21,316 $ — $ — Liability for appraisal shares (d) $ 74,934 $ — $ 74,934 $ — Foreign currency forward contracts (c) $ 291 $ — $ 291 $ — December 31, 2014 Quoted Prices in Active Markets for Identical Items (Level 1) Quoted Prices in Active Markets for Similar Items (Level 2) Unobservable Inputs (Level 3) Assets: Investments under executive deferred compensation plan (a) $ 22,168 $ 22,168 $ — $ — Private equity securities (b) $ 1,806 $ 21 $ — $ 1,785 Foreign currency forward contracts (c) $ 631 $ — $ 631 $ — Liabilities: Obligations under executive deferred compensation plan (a) $ 22,168 $ 22,168 $ — $ — (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 income (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) 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. Unless otherwise noted, 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. (d) See Note 2, “Acquisitions.” 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 Six Months Ended 2015 2014 2015 2014 (In thousands) Beginning balance $ 1,785 $ 717 $ 1,785 $ 750 Total unrealized (losses) gains included in earnings relating to assets still held at the reporting date (13 ) 105 (13 ) 72 Purchases — 1,000 — 1,000 Ending balance $ 1,772 $ 1,822 $ 1,772 $ 1,822 |
Accumulated Other Comprehensi37
Accumulated Other Comprehensive (Loss) Income (Tables) | 6 Months Ended |
Jun. 30, 2015 | |
Equity [Abstract] | |
Components and Activity in Accumulated Other Comprehensive (Loss) 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 Currency Translation Pension and Postretirement Benefits (a) Net Investment Hedge Interest Rate Swap (b) Other Total Three months ended June 30, 2015 Balance at March 31, 2015 $ (406,735 ) $ 2 $ 65,430 $ (20,435 ) $ (544 ) $ (362,282 ) Other comprehensive income (loss) before reclassifications 56,224 — (10,930 ) — 3 45,297 Amounts reclassified from accumulated other comprehensive (loss) income — 2 — 526 — 528 Other comprehensive income (loss), net of tax 56,224 2 (10,930 ) 526 3 45,825 Other comprehensive loss attributable to noncontrolling interests 51 — — — — 51 Balance at June 30, 2015 $ (350,460 ) $ 4 $ 54,500 $ (19,909 ) $ (541 ) $ (316,406 ) Three months ended June 30, 2014 Balance at March 31, 2014 $ 111,424 $ 186 $ — $ (4,011 ) $ (672 ) $ 106,927 Other comprehensive (loss) income before reclassifications (804 ) — — (6,410 ) 3 (7,211 ) Amounts reclassified from accumulated other comprehensive (loss) income — (167 ) — — 34 (133 ) Other comprehensive (loss) income, net of tax (804 ) (167 ) — (6,410 ) 37 (7,344 ) Other comprehensive loss attributable to noncontrolling interests 61 — — — — 61 Balance at June 30, 2014 $ 110,681 $ 19 $ — $ (10,421 ) $ (635 ) $ 99,644 Six months ended June 30, 2015 Balance at December 31, 2014 $ (52,264 ) $ — $ 11,384 $ (20,962 ) $ (571 ) $ (62,413 ) Other comprehensive (loss) income before reclassifications (298,347 ) — 43,116 — 3 (255,228 ) Amounts reclassified from accumulated other comprehensive (loss) income — 4 — 1,053 27 1,084 Other comprehensive (loss) income, net of tax (298,347 ) 4 43,116 1,053 30 (254,144 ) Other comprehensive loss attributable to noncontrolling interests 151 — — — — 151 Balance at June 30, 2015 $ (350,460 ) $ 4 $ 54,500 $ (19,909 ) $ (541 ) $ (316,406 ) Six months ended June 30, 2014 Balance at December 31, 2013 $ 116,465 $ 487 $ — $ — $ (707 ) $ 116,245 Other comprehensive (loss) income before reclassifications (6,062 ) — — (10,421 ) 3 (16,480 ) Amounts reclassified from accumulated other comprehensive (loss) income — (468 ) — — 69 (399 ) Other comprehensive (loss) income, net of tax (6,062 ) (468 ) — (10,421 ) 72 (16,879 ) Other comprehensive loss attributable to noncontrolling interests 278 — — — — 278 Balance at June 30, 2014 $ 110,681 $ 19 $ — $ (10,421 ) $ (635 ) $ 99,644 (a) The pre-tax portion of amounts reclassified from accumulated other comprehensive (loss) income consists of amortization of prior service benefit, which is a component of pension and postretirement benefits cost (credit). See Note 12, “Pension Plans and Other Postretirement Benefits.” (b) The pre-tax portion of amounts reclassified from accumulated other comprehensive (loss) income is included in interest expense. |
Amount of Income Tax (Expense) Benefit Allocated to Component of Other Comprehensive Income (Loss) | The amount of income tax (expense) benefit allocated to each component of Other comprehensive income (loss) for the three-month and six-month periods ended June 30, 2015 and 2014 is provided in the following tables (in thousands): Three Months Ended June 30, 2015 2014 Foreign Currency Translation Pension and Postretirement Benefits Net Investment Hedge Interest Rate Swap Other Foreign Currency Translation Pension and Postretirement Benefits Interest Rate Swap Other Other comprehensive income (loss), before tax $ 59,462 $ 5 $ (17,307 ) $ 834 $ 3 $ (613 ) $ (162 ) $ (10,101 ) $ 57 Income tax (expense) benefit (3,238 ) (3 ) 6,377 (308 ) — (191 ) (5 ) 3,691 (20 ) Other comprehensive income (loss), net of tax $ 56,224 $ 2 $ (10,930 ) $ 526 $ 3 $ (804 ) $ (167 ) $ (6,410 ) $ 37 Six Months Ended June 30, 2015 2014 Foreign Currency Translation Pension and Postretirement Benefits Net Investment Hedge Interest Rate Swap Other Foreign Currency Translation Pension and Postretirement Benefits Interest Rate Swap Other Other comprehensive (loss) income, before tax $ (328,350 ) $ 11 $ 68,270 $ 1,668 $ 21 $ (5,336 ) $ (459 ) $ (16,420 ) $ 111 Income tax benefit (expense) 30,003 (7 ) (25,154 ) (615 ) 9 (726 ) (9 ) 5,999 (39 ) Other comprehensive (loss) income, net of tax $ (298,347 ) $ 4 $ 43,116 $ 1,053 $ 30 $ (6,062 ) $ (468 ) $ (10,421 ) $ 72 |
Discontinued Operations (Tables
Discontinued Operations (Tables) | 6 Months Ended |
Jun. 30, 2015 | |
Discontinued Operations and Disposal Groups [Abstract] | |
Schedule of Disposal Groups, Including Discontinued Operations, Income Statement, Balance Sheet and Additional Disclosures | A summary of results of discontinued operations is as follows (in thousands): Three Months Ended Six Months Ended 2015 2014 2015 2014 Net sales $ — $ 59,412 $ — $ 116,248 Loss from discontinued operations $ — $ (80,174 ) $ — $ (82,687 ) Income tax benefit — (20,149 ) — (20,893 ) Loss from discontinued operations (net of tax) $ — $ (60,025 ) $ — $ (61,794 ) |
Consolidating Guarantor Finan39
Consolidating Guarantor Financial Information (Tables) | 6 Months Ended |
Jun. 30, 2015 | |
Organization, Consolidation and Presentation of Financial Statements [Abstract] | |
Condensed Income Statement | Condensed Consolidating Statement of Income Three Months Ended June 30, 2015 (In Thousands) Issuer Guarantor Subsidiaries Non-Guarantor Subsidiaries Consolidating Adjustments Consolidated Total Net sales $ 374,220 $ — $ 732,025 $ (174,760 ) $ 931,485 Cost of goods sold 256,868 — 548,811 (174,760 ) 630,919 Gross profit 117,352 — 183,214 — 300,566 Selling, general and administrative expenses 46,353 46 101,313 — 147,712 Research and development expenses 12,901 — 12,435 — 25,336 Acquisition and integration related costs 19,289 — 4,877 — 24,166 Intercompany service fee 5,978 — (5,978 ) — — Operating profit (loss) 32,831 (46 ) 70,567 — 103,352 Interest and financing expenses (21,865 ) (12,940 ) 1,623 — (33,182 ) Intergroup interest and financing expenses (8,532 ) 16,654 (8,122 ) — — Other income (expenses), net (19,624 ) 18,832 1,333 — 541 Income (loss) from continuing operations before income taxes and equity in net income of unconsolidated investments (17,190 ) 22,500 65,401 — 70,711 Income tax expense (benefit) (2,549 ) 9,900 9,788 — 17,139 Income (loss) from continuing operations before equity in net income of unconsolidated investments (14,641 ) 12,600 55,613 — 53,572 Equity in net income of unconsolidated investments (net of tax) 1,738 — 4,056 — 5,794 Net income (loss) from continuing operations (12,903 ) 12,600 59,669 — 59,366 Income (loss) from discontinued operations (net of tax) — — — — — Equity in undistributed earnings of subsidiaries 65,050 21,052 16,826 (102,928 ) — Net income 52,147 33,652 76,495 (102,928 ) 59,366 Net income attributable to noncontrolling interests — — (7,219 ) — (7,219 ) Net income attributable to Albemarle Corporation $ 52,147 $ 33,652 $ 69,276 $ (102,928 ) $ 52,147 Condensed Consolidating Statement of Comprehensive Income Three Months Ended June 30, 2015 (In Thousands) Issuer Guarantor Subsidiaries Non-Guarantor Subsidiaries Consolidating Adjustments Consolidated Total Net income $ 52,147 $ 33,652 $ 76,495 $ (102,928 ) $ 59,366 Total other comprehensive income, net of tax 45,876 61,825 90,870 (152,746 ) 45,825 Comprehensive income 98,023 95,477 167,365 (255,674 ) 105,191 Comprehensive income attributable to noncontrolling interests — — (7,168 ) — (7,168 ) Comprehensive income attributable to Albemarle Corporation $ 98,023 $ 95,477 $ 160,197 $ (255,674 ) $ 98,023 Condensed Consolidating Statement of Income Six Months Ended June 30, 2015 (In Thousands) Issuer Guarantor Subsidiaries Non-Guarantor Subsidiaries Consolidating Adjustments Consolidated Total Net sales $ 752,392 $ — $ 1,419,640 $ (356,143 ) $ 1,815,889 Cost of goods sold 514,992 — 1,095,587 (353,722 ) 1,256,857 Gross profit 237,400 — 324,053 (2,421 ) 559,032 Selling, general and administrative expenses 86,870 46 196,561 — 283,477 Research and development expenses 26,269 — 25,559 — 51,828 Acquisition and integration related costs 58,169 — 25,520 — 83,689 Intercompany service fee 11,643 — (11,643 ) — — Operating profit (loss) 54,449 (46 ) 88,056 (2,421 ) 140,038 Interest and financing expenses (48,521 ) (23,711 ) 3,304 — (68,928 ) Intergroup interest and financing expenses (14,446 ) 25,715 (11,269 ) — — Other income (expenses), net 8,944 (31,220 ) 72,774 — 50,498 Income (loss) from continuing operations before income taxes and equity in net income of unconsolidated investments 426 (29,262 ) 152,865 (2,421 ) 121,608 Income tax expense 8,343 2,972 20,856 (892 ) 31,279 Income (loss) from continuing operations before equity in net income of unconsolidated investments (7,917 ) (32,234 ) 132,009 (1,529 ) 90,329 Equity in net income of unconsolidated investments (net of tax) 3,757 — 12,429 — 16,186 Net income (loss) from continuing operations (4,160 ) (32,234 ) 144,438 (1,529 ) 106,515 Income (loss) from discontinued operations (net of tax) — — — — — Equity in undistributed earnings of subsidiaries 99,422 83,682 25,724 (208,828 ) — Net income 95,262 51,448 170,162 (210,357 ) 106,515 Net income attributable to noncontrolling interests — — (11,253 ) — (11,253 ) Net income attributable to Albemarle Corporation $ 95,262 $ 51,448 $ 158,909 $ (210,357 ) $ 95,262 Condensed Consolidating Statement of Comprehensive Loss Six Months Ended June 30, 2015 (In Thousands) Issuer Guarantor Subsidiaries Non-Guarantor Subsidiaries Consolidating Adjustments Consolidated Total Net income $ 95,262 $ 51,448 $ 170,162 $ (210,357 ) $ 106,515 Total other comprehensive loss, net of tax (253,993 ) (434,674 ) (544,565 ) 979,088 (254,144 ) Comprehensive loss (158,731 ) (383,226 ) (374,403 ) 768,731 (147,629 ) Comprehensive income attributable to noncontrolling interests — — (11,102 ) — (11,102 ) Comprehensive loss attributable to Albemarle Corporation $ (158,731 ) $ (383,226 ) $ (385,505 ) $ 768,731 $ (158,731 ) Condensed Consolidating Statement of Income (Loss) Three Months Ended June 30, 2014 (In Thousands) Issuer Guarantor Subsidiaries Non-Guarantor Subsidiaries Consolidating Adjustments Consolidated Total Net sales $ 419,135 $ — $ 361,253 $ (175,667 ) $ 604,721 Cost of goods sold 267,984 — 308,216 (178,842 ) 397,358 Gross profit 151,151 — 53,037 3,175 207,363 Selling, general and administrative expenses 42,806 — 24,205 — 67,011 Research and development expenses 13,657 — 8,280 — 21,937 Restructuring and other charges, net 7,246 — (3,914 ) — 3,332 Acquisition and integration related costs 4,843 — — — 4,843 Intercompany service fee 6,938 — (6,938 ) — — Operating profit 75,661 — 31,404 3,175 110,240 Interest and financing expenses (8,731 ) — (2 ) — (8,733 ) Intergroup interest and financing expenses 6,010 — (6,010 ) — — Other income (expenses), net 782 — (1,761 ) — (979 ) Income from continuing operations before income taxes and equity in net income of unconsolidated investments 73,722 — 23,631 3,175 100,528 Income tax expense (benefit) 22,149 — (1,536 ) 1,160 21,773 Income from continuing operations before equity in net income of unconsolidated investments 51,573 — 25,167 2,015 78,755 Equity in net income of unconsolidated investments (net of tax) 1,993 — 8,656 — 10,649 Net income from continuing operations 53,566 — 33,823 2,015 89,404 Loss from discontinued operations (net of tax) (20,744 ) — (39,281 ) — (60,025 ) Equity in undistributed earnings of subsidiaries (10,375 ) — — 10,375 — Net income (loss) 22,447 — (5,458 ) 12,390 29,379 Net income attributable to noncontrolling interests — — (6,932 ) — (6,932 ) Net income (loss) attributable to Albemarle Corporation $ 22,447 $ — $ (12,390 ) $ 12,390 $ 22,447 Condensed Consolidating Statement of Comprehensive Income (Loss) Three Months Ended June 30, 2014 (In Thousands) Issuer Guarantor Subsidiaries Non-Guarantor Subsidiaries Consolidating Adjustments Consolidated Total Net income (loss) $ 22,447 $ — $ (5,458 ) $ 12,390 $ 29,379 Total other comprehensive loss, net of tax (7,283 ) — (797 ) 736 (7,344 ) Comprehensive income (loss) 15,164 — (6,255 ) 13,126 22,035 Comprehensive income attributable to noncontrolling interests — — (6,871 ) — (6,871 ) Comprehensive income (loss) attributable to Albemarle Corporation $ 15,164 $ — $ (13,126 ) $ 13,126 $ 15,164 Condensed Consolidating Statement of Income Six Months Ended June 30, 2014 (In Thousands) Issuer Guarantor Subsidiaries Non-Guarantor Subsidiaries Consolidating Adjustments Consolidated Total Net sales $ 795,459 $ — $ 745,084 $ (335,979 ) $ 1,204,564 Cost of goods sold 529,577 — 611,577 (339,552 ) 801,602 Gross profit 265,882 — 133,507 3,573 402,962 Selling, general and administrative expenses 98,575 — 46,540 — 145,115 Research and development expenses 27,813 — 16,696 — 44,509 Restructuring and other charges, net 10,246 — 10,086 — 20,332 Acquisition and integration related costs 4,843 — — — 4,843 Intercompany service fee 12,008 — (12,008 ) — — Operating profit 112,397 — 72,193 3,573 188,163 Interest and financing expenses (17,529 ) — 23 — (17,506 ) Intergroup interest and financing expenses 6,010 — (6,010 ) — — Other income (expenses), net 990 — (826 ) — 164 Income from continuing operations before income taxes and equity in net income of unconsolidated investments 101,868 — 65,380 3,573 170,821 Income tax expense 32,520 — 1,138 1,305 34,963 Income from continuing operations before equity in net income of unconsolidated investments 69,348 — 64,242 2,268 135,858 Equity in net income of unconsolidated investments (net of tax) 3,929 — 15,621 — 19,550 Net income from continuing operations 73,277 — 79,863 2,268 155,408 Loss from discontinued operations (net of tax) (21,157 ) — (40,637 ) — (61,794 ) Equity in undistributed earnings of subsidiaries 26,910 — — (26,910 ) — Net income 79,030 — 39,226 (24,642 ) 93,614 Net income attributable to noncontrolling interests — — (14,584 ) — (14,584 ) Net income attributable to Albemarle Corporation $ 79,030 $ — $ 24,642 $ (24,642 ) $ 79,030 Condensed Consolidating Statement of Comprehensive Income Six Months Ended June 30, 2014 (In Thousands) Issuer Guarantor Subsidiaries Non-Guarantor Subsidiaries Consolidating Adjustments Consolidated Total Net income $ 79,030 $ — $ 39,226 $ (24,642 ) $ 93,614 Total other comprehensive loss, net of tax (16,601 ) — (6,059 ) 5,781 (16,879 ) Comprehensive income 62,429 — 33,167 (18,861 ) 76,735 Comprehensive income attributable to noncontrolling interests — — (14,306 ) — (14,306 ) Comprehensive income attributable to Albemarle Corporation $ 62,429 $ — $ 18,861 $ (18,861 ) $ 62,429 Condensed Consolidating Statement of Income Three Months Ended June 30, 2015 (In Thousands) Parent Company Guarantor Issuer Guarantor Subsidiary Non-Guarantor Subsidiaries Consolidating Adjustments Consolidated Total Net sales $ 374,220 $ — $ — $ 732,025 $ (174,760 ) $ 931,485 Cost of goods sold 256,868 — — 548,811 (174,760 ) 630,919 Gross profit 117,352 — — 183,214 — 300,566 Selling, general and administrative expenses 46,353 46 — 101,313 — 147,712 Research and development expenses 12,901 — — 12,435 — 25,336 Acquisition and integration related costs 19,289 — — 4,877 — 24,166 Intercompany service fee 5,978 — — (5,978 ) — — Operating profit (loss) 32,831 (46 ) — 70,567 — 103,352 Interest and financing expenses (21,865 ) (12,940 ) — 1,623 — (33,182 ) Intergroup interest and financing expenses (8,532 ) 16,654 — (8,122 ) — — Other income (expenses), net (19,624 ) 18,832 — 1,333 — 541 Income (loss) from continuing operations before income taxes and equity in net income of unconsolidated investments (17,190 ) 22,500 — 65,401 — 70,711 Income tax expense (benefit) (2,549 ) 9,900 — 9,788 — 17,139 Income (loss) from continuing operations before equity in net income of unconsolidated investments (14,641 ) 12,600 — 55,613 — 53,572 Equity in net income of unconsolidated investments (net of tax) 1,738 — — 4,056 — 5,794 Net income (loss) from continuing operations (12,903 ) 12,600 — 59,669 — 59,366 Income (loss) from discontinued operations (net of tax) — — — — — — Equity in undistributed earnings of subsidiaries 65,050 4,226 16,826 16,826 (102,928 ) — Net income 52,147 16,826 16,826 76,495 (102,928 ) 59,366 Net income attributable to noncontrolling interests — — — (7,219 ) — (7,219 ) Net income attributable to Albemarle Corporation $ 52,147 $ 16,826 $ 16,826 $ 69,276 $ (102,928 ) $ 52,147 Condensed Consolidating Statement of Comprehensive Income Three Months Ended June 30, 2015 (In Thousands) Parent Company Guarantor Issuer Guarantor Subsidiary Non-Guarantor Subsidiaries Consolidating Adjustments Consolidated Total Net income $ 52,147 $ 16,826 $ 16,826 $ 76,495 $ (102,928 ) $ 59,366 Total other comprehensive income, net of tax 45,876 30,912 30,912 90,871 (152,746 ) 45,825 Comprehensive income 98,023 47,738 47,738 167,366 (255,674 ) 105,191 Comprehensive income attributable to noncontrolling interests — — — (7,168 ) — (7,168 ) Comprehensive income attributable to Albemarle Corporation $ 98,023 $ 47,738 $ 47,738 $ 160,198 $ (255,674 ) $ 98,023 Condensed Consolidating Statement of Income Six Months Ended June 30, 2015 (In Thousands) Parent Company Guarantor Issuer Guarantor Subsidiary Non-Guarantor Subsidiaries Consolidating Adjustments Consolidated Total Net sales $ 752,392 $ — $ — $ 1,419,640 $ (356,143 ) $ 1,815,889 Cost of goods sold 514,992 — — 1,095,587 (353,722 ) 1,256,857 Gross profit 237,400 — — 324,053 (2,421 ) 559,032 Selling, general and administrative expenses 86,870 46 — 196,561 — 283,477 Research and development expenses 26,269 — — 25,559 — 51,828 Acquisition and integration related costs 58,169 — — 25,520 — 83,689 Intercompany service fee 11,643 — — (11,643 ) — — Operating profit (loss) 54,449 (46 ) — 88,056 (2,421 ) 140,038 Interest and financing expenses (48,521 ) (23,711 ) — 3,304 — (68,928 ) Intergroup interest and financing expenses (14,446 ) 25,715 — (11,269 ) — — Other income (expenses), net 8,944 (31,220 ) — 72,774 — 50,498 Income (loss) from continuing operations before income taxes and equity in net income of unconsolidated investments 426 (29,262 ) — 152,865 (2,421 ) 121,608 Income tax expense 8,343 2,972 — 20,856 (892 ) 31,279 Income (loss) from continuing operations before equity in net income of unconsolidated investments (7,917 ) (32,234 ) — 132,009 (1,529 ) 90,329 Equity in net income of unconsolidated investments (net of tax) 3,757 — — 12,429 — 16,186 Net income (loss) from continuing operations (4,160 ) (32,234 ) — 144,438 (1,529 ) 106,515 Income (loss) from discontinued operations (net of tax) — — — — — — Equity in undistributed earnings of subsidiaries 99,422 57,958 25,724 25,724 (208,828 ) — Net income 95,262 25,724 25,724 170,162 (210,357 ) 106,515 Net income attributable to noncontrolling interests — — — (11,253 ) — (11,253 ) Net income attributable to Albemarle Corporation $ 95,262 $ 25,724 $ 25,724 $ 158,909 $ (210,357 ) $ 95,262 Condensed Consolidating Statement of Comprehensive Loss Six Months Ended June 30, 2015 (In Thousands) Parent Company Guarantor Issuer Guarantor Subsidiary Non-Guarantor Subsidiaries Consolidating Adjustments Consolidated Total Net income $ 95,262 $ 25,724 $ 25,724 $ 170,162 $ (210,357 ) $ 106,515 Total other comprehensive loss, net of tax (253,993 ) (217,337 ) (217,338 ) (544,565 ) 979,089 (254,144 ) Comprehensive loss (158,731 ) (191,613 ) (191,614 ) (374,403 ) 768,732 (147,629 ) Comprehensive income attributable to noncontrolling interests — — — (11,102 ) — (11,102 ) Comprehensive loss attributable to Albemarle Corporation $ (158,731 ) $ (191,613 ) $ (191,614 ) $ (385,505 ) $ 768,732 $ (158,731 ) Condensed Consolidating Statement of Income (Loss) Three Months Ended June 30, 2014 (In Thousands) Parent Company Guarantor Issuer Guarantor Subsidiary Non-Guarantor Subsidiaries Consolidating Adjustments Consolidated Total Net sales $ 419,135 $ — $ — $ 361,253 $ (175,667 ) $ 604,721 Cost of goods sold 267,984 — — 308,216 (178,842 ) 397,358 Gross profit 151,151 — — 53,037 3,175 207,363 Selling, general and administrative expenses 42,806 — — 24,205 — 67,011 Research and development expenses 13,657 — — 8,280 — 21,937 Restructuring and other charges, net 7,246 — — (3,914 ) — 3,332 Acquisition and integration related costs 4,843 — — — — 4,843 Intercompany service fee 6,938 — — (6,938 ) — — Operating profit 75,661 — — 31,404 3,175 110,240 Interest and financing expenses (8,731 ) — — (2 ) — (8,733 ) Intergroup interest and financing expenses 6,010 — — (6,010 ) — — Other income (expenses), net 782 — — (1,761 ) — (979 ) Income from continuing operations before income taxes and equity in net income of unconsolidated investments 73,722 — — 23,631 3,175 100,528 Income tax expense (benefit) 22,149 — — (1,536 ) 1,160 21,773 Income from continuing operations before equity in net income of unconsolidated investments 51,573 — — 25,167 2,015 78,755 Equity in net income of unconsolidated investments (net of tax) 1,993 — — 8,656 — 10,649 Net income from continuing operations 53,566 — — 33,823 2,015 89,404 Loss from discontinued operations (net of tax) (20,744 ) — — (39,281 ) — (60,025 ) Equity in undistributed earnings of subsidiaries (10,375 ) — — — 10,375 — Net income (loss) 22,447 — — (5,458 ) 12,390 29,379 Net income attributable to noncontrolling interests — — — (6,932 ) — (6,932 ) Net income (loss) attributable to Albemarle Corporation $ 22,447 $ — $ — $ (12,390 ) $ 12,390 $ 22,447 Condensed Consolidating Statement of Comprehensive Income (Loss) Three Months Ended June 30, 2014 (In Thousands) Parent Company Guarantor Issuer Guarantor Subsidiary Non-Guarantor Subsidiaries Consolidating Adjustments Consolidated Total Net income (loss) $ 22,447 $ — $ — $ (5,458 ) $ 12,390 $ 29,379 Total other comprehensive loss, net of tax (7,283 ) — — (797 ) 736 (7,344 ) Comprehensive income (loss) 15,164 — — (6,255 ) 13,126 22,035 Comprehensive income attributable to noncontrolling interests — — — (6,871 ) — (6,871 ) Comprehensive income (loss) attributable to Albemarle Corporation $ 15,164 $ — $ — $ (13,126 ) $ 13,126 $ 15,164 Condensed Consolidating Statement of Income Six Months Ended June 30, 2014 (In Thousands) Parent Company Guarantor Issuer Guarantor Subsidiary Non-Guarantor Subsidiaries Consolidating Adjustments Consolidated Total Net sales $ 795,459 $ — $ — $ 745,084 $ (335,979 ) $ 1,204,564 Cost of goods sold 529,577 — — 611,577 (339,552 ) 801,602 Gross profit 265,882 — — 133,507 3,573 402,962 Selling, general and administrative expenses 98,575 — — 46,540 — 145,115 Research and development expenses 27,813 — — 16,696 — 44,509 Restructuring and other charges, net 10,246 — — 10,086 — 20,332 Acquisition and integration related costs 4,843 — — — — 4,843 Intercompany service fee 12,008 — — (12,008 ) — — Operating profit 112,397 — — 72,193 3,573 188,163 Interest and financing expenses (17,529 ) — — 23 — (17,506 ) Intergroup interest and financing expenses 6,010 — — (6,010 ) — — Other income (expenses), net 990 — — (826 ) — 164 Income from continuing operations before income taxes and equity in net income of unconsolidated investments 101,868 — — 65,380 3,573 170,821 Income tax expense 32,520 — — 1,138 1,305 34,963 Income from continuing operations before equity in net income of unconsolidated investments 69,348 — — 64,242 2,268 135,858 Equity in net income of unconsolidated investments (net of tax) 3,929 — — 15,621 — 19,550 Net income from continuing operations 73,277 — — 79,863 2,268 155,408 Loss from discontinued operations (net of tax) (21,157 ) — — (40,637 ) — (61,794 ) Equity in undistributed earnings of subsidiaries 26,910 — — — (26,910 ) — Net income 79,030 — — 39,226 (24,642 ) 93,614 Net income attributable to noncontrolling interests — — — (14,584 ) — (14,584 ) Net income attributable to Albemarle Corporation $ 79,030 $ — $ — $ 24,642 $ (24,642 ) $ 79,030 Condensed Consolidating Statement of Comprehensive Income Six Months Ended June 30, 2014 (In Thousands) Parent Company Guarantor Issuer Guarantor Subsidiary Non-Guarantor Subsidiaries Consolidating Adjustments Consolidated Total Net income $ 79,030 $ — $ — $ 39,226 $ (24,642 ) $ 93,614 Total other comprehensive loss, net of tax (16,601 ) — — (6,059 ) 5,781 (16,879 ) Comprehensive income 62,429 — — 33,167 (18,861 ) 76,735 Comprehensive income attributable to noncontrolling interests — — — (14,306 ) — (14,306 ) Comprehensive income attributable to Albemarle Corporation $ 62,429 $ — $ — $ 18,861 $ (18,861 ) $ 62,429 |
Condensed Balance Sheet | Condensed Consolidating Balance Sheet June 30, 2015 (In Thousands) Issuer Guarantor Subsidiaries Non-Guarantor Subsidiaries Consolidating Adjustments Consolidated Total Assets Current assets: Cash and cash equivalents $ 1,983 $ 1,184 $ 204,071 $ — $ 207,238 Trade accounts receivable, less allowance for doubtful accounts 109,672 — 528,667 — 638,339 Other accounts receivable 11,227 23,749 37,265 — 72,241 Intergroup receivable 65,276 7,028 117,287 (189,591 ) — Inventories 200,502 — 414,786 (13,263 ) 602,025 Other current assets 132,768 — 103,100 (101,630 ) 134,238 Total current assets 521,428 31,961 1,405,176 (304,484 ) 1,654,081 Property, plant and equipment, at cost 1,754,607 — 2,319,115 — 4,073,722 Less accumulated depreciation and amortization 1,075,510 — 379,675 — 1,455,185 Net property, plant and equipment 679,097 — 1,939,440 — 2,618,537 Investments 75,826 4,891 524,725 — 605,442 Investment in subsidiaries 7,071,155 11,212,885 6,414,305 (24,698,345 ) — Other assets 27,847 9,026 152,852 (5,776 ) 183,949 Goodwill 49,212 — 2,720,407 — 2,769,619 Other intangibles, net of amortization 19,732 — 1,919,449 — 1,939,181 Intergroup receivable — 3,295,790 1,841,271 (5,137,061 ) — Total assets $ 8,444,297 $ 14,554,553 $ 16,917,625 $ (30,145,666 ) $ 9,770,809 Liabilities and Equity Current liabilities: Accounts payable $ 118,214 $ — $ 224,268 $ — $ 342,482 Intergroup payable 181,822 157 7,612 (189,591 ) — Accrued expenses 153,854 119,034 232,420 — 505,308 Current portion of long-term debt 418,455 — 9,545 — 428,000 Dividends payable 32,288 — — — 32,288 Income taxes payable — 101,628 60,892 (102,520 ) 60,000 Total current liabilities 904,633 220,819 534,737 (292,111 ) 1,368,078 Long-term debt 2,231,467 1,289,543 41,298 — 3,562,308 Postretirement benefits 55,727 — — — 55,727 Pension benefits 123,131 — 332,533 — 455,664 Intergroup payable 1,804,806 1,019,292 2,312,963 (5,137,061 ) — Other noncurrent liabilities 54,448 57,900 134,061 — 246,409 Deferred income taxes 91,008 — 681,482 (5,777 ) 766,713 Commitments and contingencies Equity: Albemarle Corporation shareholders’ equity: Common stock 1,122 — 6,808 (6,808 ) 1,122 Additional paid-in capital 2,053,516 12,350,226 12,139,318 (24,489,544 ) 2,053,516 Accumulated other comprehensive loss (316,406 ) (434,675 ) (595,513 ) 1,030,188 (316,406 ) Retained earnings 1,440,845 51,448 1,193,105 (1,244,553 ) 1,440,845 Total Albemarle Corporation shareholders’ equity 3,179,077 11,966,999 12,743,718 (24,710,717 ) 3,179,077 Noncontrolling interests — — 136,833 — 136,833 Total equity 3,179,077 11,966,999 12,880,551 (24,710,717 ) 3,315,910 Total liabilities and equity $ 8,444,297 $ 14,554,553 $ 16,917,625 $ (30,145,666 ) $ 9,770,809 Condensed Consolidating Balance Sheet December 31, 2014 (In Thousands) Issuer Guarantor Subsidiaries Non-Guarantor Subsidiaries Consolidating Adjustments Consolidated Total Assets Current assets: Cash and cash equivalents $ 1,930,802 $ — $ 558,966 $ — $ 2,489,768 Trade accounts receivable, less allowance for doubtful accounts 91,849 — 293,363 — 385,212 Other accounts receivable 19,033 — 30,390 — 49,423 Intergroup receivable 74,102 — 18,097 (92,199 ) — Inventories 201,006 — 171,543 (14,188 ) 358,361 Other current assets 45,901 — 25,111 (4,926 ) 66,086 Total current assets 2,362,693 — 1,097,470 (111,313 ) 3,348,850 Property, plant and equipment, at cost 1,726,690 — 893,980 — 2,620,670 Less accumulated depreciation and amortization 1,047,372 — 341,430 — 1,388,802 Net property, plant and equipment 679,318 — 552,550 — 1,231,868 Investments 73,500 — 120,542 — 194,042 Investment in subsidiaries 1,551,071 — — (1,551,071 ) — Other assets 35,837 — 125,119 — 160,956 Goodwill 49,212 — 194,050 — 243,262 Other intangibles, net of amortization 20,834 — 23,291 — 44,125 Total assets $ 4,772,465 $ — $ 2,113,022 $ (1,662,384 ) $ 5,223,103 Liabilities and Equity Current liabilities: Accounts payable $ 122,479 $ — $ 109,226 $ — $ 231,705 Intergroup payable 18,097 — 74,102 (92,199 ) — Accrued expenses 84,619 — 81,555 — 166,174 Current portion of long-term debt 692,280 — 18,816 — 711,096 Dividends payable 21,458 — — — 21,458 Income taxes payable 1,396 — 7,944 113 9,453 Total current liabilities 940,329 — 291,643 (92,086 ) 1,139,886 Long-term debt 2,214,755 — 8,280 — 2,223,035 Postretirement benefits 56,424 — — — 56,424 Pension benefits 128,238 — 42,296 — 170,534 Other noncurrent liabilities 51,936 — 35,769 — 87,705 Deferred income taxes 21,318 — 35,566 — 56,884 Commitments and contingencies Equity: Albemarle Corporation shareholders’ equity: Common stock 780 — 6,808 (6,808 ) 780 Additional paid-in capital 10,447 — 553,172 (553,172 ) 10,447 Accumulated other comprehensive loss (62,413 ) — (51,073 ) 51,073 (62,413 ) Retained earnings 1,410,651 — 1,061,391 (1,061,391 ) 1,410,651 Total Albemarle Corporation shareholders’ equity 1,359,465 — 1,570,298 (1,570,298 ) 1,359,465 Noncontrolling interests — — 129,170 — 129,170 Total equity 1,359,465 — 1,699,468 (1,570,298 ) 1,488,635 Total liabilities and equity $ 4,772,465 $ — $ 2,113,022 $ (1,662,384 ) $ 5,223,103 Condensed Consolidating Balance Sheet June 30, 2015 (In Thousands) Parent Company Guarantor Issuer Guarantor Subsidiary Non-Guarantor Subsidiaries Consolidating Adjustments Consolidated Total Assets Current assets: Cash and cash equivalents $ 1,983 $ 1,184 $ — $ 204,071 $ — $ 207,238 Trade accounts receivable, less allowance for doubtful accounts 109,672 — — 528,667 — 638,339 Other accounts receivable 11,227 23,749 — 37,265 — 72,241 Intergroup receivable 65,276 7,028 — 117,287 (189,591 ) — Inventories 200,502 — — 414,786 (13,263 ) 602,025 Other current assets 132,768 — — 103,100 (101,630 ) 134,238 Total current assets 521,428 31,961 — 1,405,176 (304,484 ) 1,654,081 Property, plant and equipment, at cost 1,754,607 — — 2,319,115 — 4,073,722 Less accumulated depreciation and amortization 1,075,510 — — 379,675 — 1,455,185 Net property, plant and equipment 679,097 — — 1,939,440 — 2,618,537 Investments 75,826 4,891 — 524,725 — 605,442 Investment in subsidiaries 7,071,155 4,798,580 6,414,305 6,414,305 (24,698,345 ) — Other assets 27,847 9,026 — 152,852 (5,776 ) 183,949 Goodwill 49,212 — — 2,720,407 — 2,769,619 Other intangibles, net of amortization 19,732 — — 1,919,449 — 1,939,181 Intergroup receivable — 3,293,563 2,227 1,841,271 (5,137,061 ) — Total assets $ 8,444,297 $ 8,138,021 $ 6,416,532 $ 16,917,625 $ (30,145,666 ) $ 9,770,809 Liabilities and Equity Current liabilities: Accounts payable $ 118,214 $ — $ — $ 224,268 $ — $ 342,482 Intergroup payable 181,822 75 82 7,612 (189,591 ) — Accrued expenses 153,854 119,034 — 232,420 — 505,308 Current portion of long-term debt 418,455 — — 9,545 — 428,000 Dividends payable 32,288 — — — — 32,288 Income taxes payable — 101,628 — 60,892 (102,520 ) 60,000 Total current liabilities 904,633 220,737 82 534,737 (292,111 ) 1,368,078 Long-term debt 2,231,467 1,289,543 — 41,298 — 3,562,308 Postretirement benefits 55,727 — — — — 55,727 Pension benefits 123,131 — — 332,533 — 455,664 Intergroup payable 1,804,806 155,535 863,757 2,312,963 (5,137,061 ) — Other noncurrent liabilities 54,448 57,900 — 134,061 — 246,409 Deferred income taxes 91,008 — — 681,482 (5,777 ) 766,713 Commitments and contingencies Equity: Albemarle Corporation shareholders’ equity: Common stock 1,122 — — 6,808 (6,808 ) 1,122 Additional paid-in capital 2,053,516 6,605,919 5,744,307 12,139,318 (24,489,544 ) 2,053,516 Accumulated other comprehensive loss (316,406 ) (217,337 ) (217,338 ) (595,513 ) 1,030,188 (316,406 ) Retained earnings 1,440,845 25,724 25,724 1,193,105 (1,244,553 ) 1,440,845 Total Albemarle Corporation shareholders’ equity 3,179,077 6,414,306 5,552,693 12,743,718 (24,710,717 ) 3,179,077 Noncontrolling interests — — — 136,833 — 136,833 Total equity 3,179,077 6,414,306 5,552,693 12,880,551 (24,710,717 ) 3,315,910 Total liabilities and equity $ 8,444,297 $ 8,138,021 $ 6,416,532 $ 16,917,625 $ (30,145,666 ) $ 9,770,809 Condensed Consolidating Balance Sheet December 31, 2014 (In Thousands) Parent Company Guarantor Issuer Guarantor Subsidiary Non-Guarantor Subsidiaries Consolidating Adjustments Consolidated Total Assets Current assets: Cash and cash equivalents $ 1,930,802 $ — $ — $ 558,966 $ — $ 2,489,768 Trade accounts receivable, less allowance for doubtful accounts 91,849 — — 293,363 — 385,212 Other accounts receivable 19,033 — — 30,390 — 49,423 Intergroup receivable 74,102 — — 18,097 (92,199 ) — Inventories 201,006 — — 171,543 (14,188 ) 358,361 Other current assets 45,901 — — 25,111 (4,926 ) 66,086 Total current assets 2,362,693 — — 1,097,470 (111,313 ) 3,348,850 Property, plant and equipment, at cost 1,726,690 — — 893,980 — 2,620,670 Less accumulated depreciation and amortization 1,047,372 — — 341,430 — 1,388,802 Net property, plant and equipment 679,318 — — 552,550 — 1,231,868 Investments 73,500 — — 120,542 — 194,042 Investment in subsidiaries 1,551,071 — — — (1,551,071 ) — Other assets 35,837 — — 125,119 — 160,956 Goodwill 49,212 — — 194,050 — 243,262 Other intangibles, net of amortization 20,834 — — 23,291 — 44,125 Total assets $ 4,772,465 $ — $ — $ 2,113,022 $ (1,662,384 ) $ 5,223,103 Liabilities and Equity Current liabilities: Accounts payable $ 122,479 $ — $ — $ 109,226 $ — $ 231,705 Intergroup payable 18,097 — — 74,102 (92,199 ) — Accrued expenses 84,619 — — 81,555 — 166,174 Current portion of long-term debt 692,280 — — 18,816 — 711,096 Dividends payable 21,458 — — — — 21,458 Income taxes payable 1,396 — — 7,944 113 9,453 Total current liabilities 940,329 — — 291,643 (92,086 ) 1,139,886 Long-term debt 2,214,755 — — 8,280 — 2,223,035 Postretirement benefits 56,424 — — — — 56,424 Pension benefits 128,238 — — 42,296 — 170,534 Other noncurrent liabilities 51,936 — — 35,769 — 87,705 Deferred income taxes 21,318 — — 35,566 — 56,884 Commitments and contingencies Equity: Albemarle Corporation shareholders’ equity: Common stock 780 — — 6,808 (6,808 ) 780 Additional paid-in capital 10,447 — — 553,172 (553,172 ) 10,447 Accumulated other comprehensive loss (62,413 ) — — (51,073 ) 51,073 (62,413 ) Retained earnings 1,410,651 — — 1,061,391 (1,061,391 ) 1,410,651 Total Albemarle Corporation shareholders’ equity 1,359,465 — — 1,570,298 (1,570,298 ) 1,359,465 Noncontrolling interests — — — 129,170 — 129,170 Total equity 1,359,465 — — 1,699,468 (1,570,298 ) 1,488,635 Total liabilities and equity $ 4,772,465 $ — $ — $ 2,113,022 $ (1,662,384 ) $ 5,223,103 |
Condensed Cash Flow Statement | Condensed Consolidating Statement Of Cash Flows Six Months Ended June 30, 2015 (In Thousands) Issuer Guarantor Subsidiaries Non-Guarantor Subsidiaries Consolidating Adjustments Consolidated Total Cash and cash equivalents at beginning of year $ 1,930,802 $ — $ 558,966 $ — $ 2,489,768 Cash flows from operating activities: Net cash provided by (used in) operating activities 163,838 (56,599 ) 49,191 (23,247 ) 133,183 Cash flows from investing activities: Acquisition of Rockwood, net of cash acquired (3,597,083 ) 159,409 1,386,029 — (2,051,645 ) Other acquisitions, net of cash acquired — — (48,845 ) — (48,845 ) Capital expenditures (36,542 ) — (75,181 ) — (111,723 ) Decrease in restricted cash — — 57,550 — 57,550 Sales of (investments in) marketable securities, net 1,435 — (2 ) — 1,433 Proceeds from repayment of advance to joint venture 2,156 — — — 2,156 Proceeds from intercompany investing related activity — 1,044,810 82 (1,044,892 ) — Intercompany investing related payments — (1,148,029 ) (1,198,221 ) 2,346,250 — Net cash (used in) provided by investing activities (3,630,034 ) 56,190 121,412 1,301,358 (2,151,074 ) Cash flows from financing activities: Repayments of long-term debt (1,325,101 ) — (6,547 ) — (1,331,648 ) Proceeds from borrowings of long-term debt 1,000,000 — — — 1,000,000 Other borrowings (repayments), net 135,965 — (2,266 ) — 133,699 Dividends paid to shareholders (54,238 ) — — — (54,238 ) Dividends paid to noncontrolling interests — — (8,282 ) — (8,282 ) Intercompany dividends paid — — (23,247 ) 23,247 — Proceeds from exercise of stock options 342 — — — 342 Excess tax benefits realized from stock-based compensation arrangements 59 — — — 59 Withholding taxes paid on stock-based compensation award distributions (1,218 ) — — — (1,218 ) Debt financing costs (1,164 ) — — — (1,164 ) Other — — (3,882 ) — (3,882 ) Proceeds from intercompany financing related activity 1,845,770 — 500,480 (2,346,250 ) — Intercompany financing related payments (62,039 ) (82 ) (982,771 ) 1,044,892 — Net cash provided by (used in) financing activities 1,538,376 (82 ) (526,515 ) (1,278,111 ) (266,332 ) Net effect of foreign exchange on cash and cash equivalents (999 ) 1,675 1,017 — 1,693 (Decrease) increase in cash and cash equivalents (1,928,819 ) 1,184 (354,895 ) — (2,282,530 ) Cash and cash equivalents at end of period $ 1,983 $ 1,184 $ 204,071 $ — $ 207,238 Condensed Consolidating Statement Of Cash Flows Six Months Ended June 30, 2014 (In Thousands) Issuer Guarantor Subsidiaries Non-Guarantor Subsidiaries Consolidating Adjustments Consolidated Total Cash and cash equivalents at beginning of year $ 88,476 $ — $ 388,763 $ — $ 477,239 Cash flows from operating activities: Net cash provided by operating activities 148,261 — 152,896 (6,010 ) 295,147 Cash flows from investing activities: Capital expenditures (31,749 ) — (14,921 ) — (46,670 ) Sales of (investments in) marketable securities, net 660 — (18 ) — 642 Net cash used in investing activities (31,089 ) — (14,939 ) — (46,028 ) Cash flows from financing activities: Repayments of long-term debt (101 ) — (2,915 ) — (3,016 ) Other borrowings (repayments), net — — (13,083 ) — (13,083 ) Dividends paid to shareholders (41,316 ) — — — (41,316 ) Intercompany dividends paid — — (6,010 ) 6,010 — Repurchases of common stock (150,000 ) — — — (150,000 ) Proceeds from exercise of stock options 2,355 — — — 2,355 Excess tax benefits realized from stock-based compensation arrangements 767 — — — 767 Withholding taxes paid on stock-based compensation award distributions (3,150 ) — — — (3,150 ) Debt financing costs (1,372 ) — — — (1,372 ) Net cash used in financing activities (192,817 ) — (22,008 ) 6,010 (208,815 ) Net effect of foreign exchange on cash and cash equivalents — — (2,424 ) — (2,424 ) (Decrease) increase in cash and cash equivalents (75,645 ) — 113,525 — 37,880 Cash and cash equivalents at end of period $ 12,831 $ — $ 502,288 $ — $ 515,119 Condensed Consolidating Statement Of Cash Flows Six Months Ended June 30, 2015 (In Thousands) Parent Company Guarantor Issuer Guarantor Subsidiary Non-Guarantor Subsidiaries Consolidating Adjustments Consolidated Total Cash and cash equivalents at beginning of year $ 1,930,802 $ — $ — $ 558,966 $ — $ 2,489,768 Cash flows from operating activities: Net cash provided by (used in) operating activities 163,838 (56,681 ) 82 49,191 (23,247 ) 133,183 Cash flows from investing activities: Acquisition of Rockwood, net of cash acquired (3,597,083 ) 159,409 — 1,386,029 — (2,051,645 ) Other acquisitions, net of cash acquired — — — (48,845 ) — (48,845 ) Capital expenditures (36,542 ) — — (75,181 ) — (111,723 ) Decrease in restricted cash — — — 57,550 — 57,550 Sales of (investments in) marketable securities, net 1,435 — — (2 ) — 1,433 Proceeds from repayment of advance to joint venture 2,156 — — — — 2,156 Proceeds from intercompany investing related activity — 1,044,810 — 82 (1,044,892 ) — Intercompany investing related payments — (1,148,029 ) — (1,198,221 ) 2,346,250 — Net cash (used in) provided by investing activities (3,630,034 ) 56,190 — 121,412 1,301,358 (2,151,074 ) Cash flows from financing activities: Repayments of long-term debt (1,325,101 ) — — (6,547 ) — (1,331,648 ) Proceeds from borrowings of long-term debt 1,000,000 — — — — 1,000,000 Other borrowings (repayments), net 135,965 — — (2,266 ) — 133,699 Dividends paid to shareholders (54,238 ) — — — — (54,238 ) Dividends paid to noncontrolling interests — — — (8,282 ) — (8,282 ) Intercompany dividends paid — — — (23,247 ) 23,247 — Proceeds from exercise of stock options 342 — — — — 342 Excess tax benefits realized from stock-based compensation arrangements 59 — — — — 59 Withholding taxes paid on stock-based compensation award distributions (1,218 ) — — — — (1,218 ) Debt financing costs (1,164 ) — — — — (1,164 ) Other — — — (3,882 ) — (3,882 ) Proceeds from intercompany financing related activity 1,845,770 — — 500,480 (2,346,250 ) — Intercompany financing related payments (62,039 ) — (82 ) (982,771 ) 1,044,892 — Net cash provided by (used in) financing activities 1,538,376 — (82 ) (526,515 ) (1,278,111 ) (266,332 ) Net effect of foreign exchange on cash and cash equivalents (999 ) 1,675 — 1,017 — 1,693 (Decrease) increase in cash and cash equivalents (1,928,819 ) 1,184 — (354,895 ) — (2,282,530 ) Cash and cash equivalents at end of period $ 1,983 $ 1,184 $ — $ 204,071 $ — $ 207,238 Condensed Consolidating Statement Of Cash Flows Six Months Ended June 30, 2014 (In Thousands) Parent Company Guarantor Issuer Guarantor Subsidiary Non-Guarantor Subsidiaries Consolidating Adjustments Consolidated Total Cash and cash equivalents at beginning of year $ 88,476 $ — $ — $ 388,763 $ — $ 477,239 Cash flows from operating activities: Net cash provided by operating activities 148,261 — — 152,896 (6,010 ) 295,147 Cash flows from investing activities: Capital expenditures (31,749 ) — — (14,921 ) — (46,670 ) Sales of (investments in) marketable securities, net 660 — — (18 ) — 642 Net cash used in investing activities (31,089 ) — — (14,939 ) — (46,028 ) Cash flows from financing activities: Repayments of long-term debt (101 ) — — (2,915 ) — (3,016 ) Other borrowings (repayments), net — — — (13,083 ) — (13,083 ) Dividends paid to shareholders (41,316 ) — — — — (41,316 ) Intercompany dividends paid — — — (6,010 ) 6,010 — Repurchases of common stock (150,000 ) — — — — (150,000 ) Proceeds from exercise of stock options 2,355 — — — — 2,355 Excess tax benefits realized from stock-based compensation arrangements 767 — — — — 767 Withholding taxes paid on stock-based compensation award distributions (3,150 ) — — — — (3,150 ) Debt financing costs (1,372 ) — — — — (1,372 ) Net cash used in financing activities (192,817 ) — — (22,008 ) 6,010 (208,815 ) Net effect of foreign exchange on cash and cash equivalents — — — (2,424 ) — (2,424 ) (Decrease) increase in cash and cash equivalents (75,645 ) — — 113,525 — 37,880 Cash and cash equivalents at end of period $ 12,831 $ — $ — $ 502,288 $ — $ 515,119 |
Acquisitions (Details)
Acquisitions (Details) - USD ($) $ / shares in Units, $ in Thousands | Jan. 12, 2015 | Jun. 30, 2015 | Jun. 30, 2014 | Jun. 30, 2015 | Jun. 30, 2014 | Dec. 31, 2014 |
Business Acquisition [Line Items] | ||||||
Goodwill | $ 2,769,619 | $ 2,769,619 | $ 243,262 | |||
Rockwood Holdings, Inc. | ||||||
Business Acquisition [Line Items] | ||||||
Cash paid | $ 3,606,784 | |||||
Appraisal shares | 74,934 | |||||
Total purchase price | 5,718,268 | |||||
Cash and cash equivalents | 1,555,139 | |||||
Trade and other accounts receivable | 263,033 | |||||
Inventories | 292,623 | |||||
Other current assets | 84,148 | |||||
Property, plant and equipment | 1,410,498 | |||||
Investments | 538,885 | |||||
Other assets | 28,243 | |||||
Current liabilities | (404,727) | |||||
Long-term debt | (1,319,132) | |||||
Pension benefits | (316,086) | |||||
Other noncurrent liabilities | (163,370) | |||||
Deferred income taxes | (830,526) | |||||
Total identifiable net assets | 3,074,897 | |||||
Goodwill | 2,643,371 | |||||
Total net assets acquired | 5,718,268 | |||||
Pro forma Net sales | 931,485 | $ 967,024 | 1,849,219 | $ 1,921,364 | ||
Pro forma Net income from continuing operations | $ 102,246 | $ 111,833 | $ 224,391 | $ 172,563 | ||
Pro Forma Net income from continuing operations per share, basic (in dollars per share) | $ 0.91 | $ 0.99 | $ 2.04 | $ 1.51 | ||
Pro Forma Net income from continuing operations per share, diluted (in dollars per share) | $ 0.91 | $ 0.98 | $ 2.03 | $ 1.50 | ||
Rockwood Holdings, Inc. | Trade names and trademarks | ||||||
Business Acquisition [Line Items] | ||||||
Indefinite-lived intangible assets | 104,380 | |||||
Rockwood Holdings, Inc. | Other | ||||||
Business Acquisition [Line Items] | ||||||
Indefinite-lived intangible assets | 27,450 | |||||
Rockwood Holdings, Inc. | Patents and technology | ||||||
Business Acquisition [Line Items] | ||||||
Definite-lived intangible assets: | 227,840 | |||||
Rockwood Holdings, Inc. | Trade names and trademarks | ||||||
Business Acquisition [Line Items] | ||||||
Definite-lived intangible assets: | 258,740 | |||||
Rockwood Holdings, Inc. | Customer lists and relationships | ||||||
Business Acquisition [Line Items] | ||||||
Definite-lived intangible assets: | 1,317,759 | |||||
Rockwood Holdings, Inc. | Common Stock | ||||||
Business Acquisition [Line Items] | ||||||
Shares issued | $ 2,036,550 |
Acquisitions - Additional Infor
Acquisitions - Additional Information (Details) - USD ($) $ / shares in Units, $ in Thousands | Jan. 29, 2015 | Jan. 12, 2015 | Jun. 30, 2015 | Jun. 30, 2014 | Jun. 30, 2015 | Jun. 30, 2014 | Feb. 19, 2015 | Dec. 31, 2014 | |
Business Acquisition [Line Items] | |||||||||
Share price | $ 59.70 | ||||||||
Common stock, par value | $ 0.01 | $ 0.01 | $ 0.01 | $ 0.01 | |||||
Net sales | $ 931,485 | $ 604,721 | $ 1,815,889 | $ 1,204,564 | |||||
Net income attributable to Albemarle Corporation | 52,147 | 22,447 | 95,262 | 79,030 | |||||
Acquisition and integration related costs | 24,166 | 4,843 | 83,689 | 4,843 | |||||
Goodwill | 2,769,619 | 2,769,619 | $ 243,262 | ||||||
Rockwood Holdings, Inc. | |||||||||
Business Acquisition [Line Items] | |||||||||
Total purchase price | $ 5,718,268 | ||||||||
Cash issued per outstanding share of Rockwood common stock | $ 50.65 | ||||||||
Equity issued per outstanding share of Rockwood common stock | 0.4803 | ||||||||
Net sales | 363,600 | 692,500 | |||||||
Net income attributable to Albemarle Corporation | 16,800 | 25,700 | |||||||
Acquisition and integration related costs | 21,300 | 78,700 | |||||||
Goodwill | $ 2,643,371 | ||||||||
Business Combination, Provisional Information, Initial Accounting Incomplete, Goodwill | 18,500 | ||||||||
Acquired Finite-lived Intangible Assets, Weighted Average Useful Life | 23 years | ||||||||
Utilization of inventory markup | 37,300 | 85,500 | |||||||
Other significant projects | |||||||||
Business Acquisition [Line Items] | |||||||||
Acquisition and integration related costs | $ 2,900 | $ 4,800 | $ 5,000 | $ 4,800 | |||||
Shanghai Chemetall | |||||||||
Business Acquisition [Line Items] | |||||||||
Equity Interest Acquired, Percentage | 40.00% | ||||||||
Acquisition of remaining interest in Shanghai Chemetall | $ 57,600 | ||||||||
Acquisition of remaining interest in Shanghai Chemetall, net of cash acquired | 45,600 | ||||||||
Equity Interest in Acquiree, Fair Value | $ 60,000 | ||||||||
Common Stock | Rockwood Holdings, Inc. | |||||||||
Business Acquisition [Line Items] | |||||||||
Common stock - number of shares issued | 0 | ||||||||
Appraisal shares | 882,000 | ||||||||
Rockwood Holdings, Inc. | Rockwood Holdings, Inc. | |||||||||
Business Acquisition [Line Items] | |||||||||
Common stock, par value | $ 0.01 | ||||||||
4.625% Senior Notes | |||||||||
Business Acquisition [Line Items] | |||||||||
Debt instrument, interest rate | 4.625% | 4.625% | 4.625% | ||||||
Debt instrument, face amount | $ 1,250,000 | ||||||||
Unamortized Premium | $ 43,700 | $ 40,203 | $ 40,203 | ||||||
Patents and technology | Rockwood Holdings, Inc. | |||||||||
Business Acquisition [Line Items] | |||||||||
Acquired Finite-lived Intangible Assets, Weighted Average Useful Life | 17 years | ||||||||
Trade names and trademarks | Rockwood Holdings, Inc. | |||||||||
Business Acquisition [Line Items] | |||||||||
Acquired Finite-lived Intangible Assets, Weighted Average Useful Life | 20 years | ||||||||
Customer lists and relationships | Rockwood Holdings, Inc. | |||||||||
Business Acquisition [Line Items] | |||||||||
Acquired Finite-lived Intangible Assets, Weighted Average Useful Life | 24 years | ||||||||
Rockwood Merger Appraisal Shares Litigation | |||||||||
Business Acquisition [Line Items] | |||||||||
Liability for appraisal shares | [1] | $ 74,934 | $ 74,934 | ||||||
[1] | See Note 2, “Acquisitions.” |
Goodwill and Other Intangible42
Goodwill and Other Intangibles Changes in Goodwill (Details) $ in Thousands | 6 Months Ended | |
Jun. 30, 2015USD ($) | ||
Goodwill [Roll Forward] | ||
Balance at beginning of period | $ 243,262 | |
Foreign currency translation adjustments | (130,286) | |
Balance at end of period | 2,769,619 | |
Rockwood Holdings, Inc. | ||
Goodwill [Roll Forward] | ||
Acquisition of goodwill | 2,643,371 | |
Other significant projects | ||
Goodwill [Roll Forward] | ||
Acquisition of goodwill | [1] | $ 13,272 |
[1] | Primarily relates to the acquisition of the remaining interest in Shanghai Chemetall. See Note 2, “Acquisitions.” |
Goodwill and Other Intangible43
Goodwill and Other Intangibles Other Intangibles (Details) - USD ($) $ in Thousands | 6 Months Ended | ||
Jun. 30, 2015 | Dec. 31, 2014 | ||
Finite-Lived Intangible Assets [Line Items] | |||
Gross Asset Value, Beginning of Period | $ 129,873 | ||
Foreign currency translation adjustments and other | (82,021) | ||
Gross Asset Value, End of Period | 2,062,467 | ||
Accumulated Amortization, Beginning of Period | (85,748) | ||
Amortization | (40,354) | ||
Foreign currency translation adjustments and other | 2,816 | ||
Accumulated Amortization, End of Period | (123,286) | ||
Net Book Value | 1,939,181 | $ 44,125 | |
Customer lists and relationships | |||
Finite-Lived Intangible Assets [Line Items] | |||
Gross Asset Value, Beginning of Period | 48,479 | ||
Foreign currency translation adjustments and other | (48,511) | ||
Gross Asset Value, End of Period | 1,394,667 | ||
Accumulated Amortization, Beginning of Period | (22,931) | ||
Amortization | (27,308) | ||
Foreign currency translation adjustments and other | 874 | ||
Accumulated Amortization, End of Period | (49,365) | ||
Net Book Value | 1,345,302 | 25,548 | |
Trade names and trademarks | |||
Finite-Lived Intangible Assets [Line Items] | |||
Gross Asset Value, Beginning of Period | 17,555 | ||
Foreign currency translation adjustments and other | (20,051) | ||
Gross Asset Value, End of Period | 360,624 | ||
Accumulated Amortization, Beginning of Period | (7,912) | ||
Amortization | (6,106) | ||
Foreign currency translation adjustments and other | 217 | ||
Accumulated Amortization, End of Period | (13,801) | ||
Net Book Value | 346,823 | 9,643 | |
Patents and technology | |||
Finite-Lived Intangible Assets [Line Items] | |||
Gross Asset Value, Beginning of Period | 40,398 | ||
Foreign currency translation adjustments and other | (12,698) | ||
Gross Asset Value, End of Period | 256,973 | ||
Accumulated Amortization, Beginning of Period | (32,831) | ||
Amortization | (6,726) | ||
Foreign currency translation adjustments and other | 1,319 | ||
Accumulated Amortization, End of Period | (38,238) | ||
Net Book Value | 218,735 | 7,567 | |
Other | |||
Finite-Lived Intangible Assets [Line Items] | |||
Gross Asset Value, Beginning of Period | 23,441 | ||
Foreign currency translation adjustments and other | (761) | ||
Gross Asset Value, End of Period | 50,203 | ||
Accumulated Amortization, Beginning of Period | (22,074) | ||
Amortization | (214) | ||
Foreign currency translation adjustments and other | 406 | ||
Accumulated Amortization, End of Period | (21,882) | ||
Net Book Value | 28,321 | $ 1,367 | |
Rockwood Holdings, Inc. | |||
Finite-Lived Intangible Assets [Line Items] | |||
Acquisition of other intangible assets | 1,936,169 | ||
Rockwood Holdings, Inc. | Customer lists and relationships | |||
Finite-Lived Intangible Assets [Line Items] | |||
Acquisition of other intangible assets | 1,317,759 | ||
Rockwood Holdings, Inc. | Trade names and trademarks | |||
Finite-Lived Intangible Assets [Line Items] | |||
Acquisition of other intangible assets | 363,120 | ||
Rockwood Holdings, Inc. | Patents and technology | |||
Finite-Lived Intangible Assets [Line Items] | |||
Acquisition of other intangible assets | 227,840 | ||
Rockwood Holdings, Inc. | Other | |||
Finite-Lived Intangible Assets [Line Items] | |||
Acquisition of other intangible assets | 27,450 | ||
Other significant projects | |||
Finite-Lived Intangible Assets [Line Items] | |||
Acquisition of other intangible assets | [1] | 78,446 | |
Other significant projects | Customer lists and relationships | |||
Finite-Lived Intangible Assets [Line Items] | |||
Acquisition of other intangible assets | [1] | 76,940 | |
Other significant projects | Trade names and trademarks | |||
Finite-Lived Intangible Assets [Line Items] | |||
Acquisition of other intangible assets | [1] | 0 | |
Other significant projects | Patents and technology | |||
Finite-Lived Intangible Assets [Line Items] | |||
Acquisition of other intangible assets | [1] | 1,433 | |
Other significant projects | Other | |||
Finite-Lived Intangible Assets [Line Items] | |||
Acquisition of other intangible assets | [1] | $ 73 | |
[1] | Primarily relates to the acquisition of the remaining interest in Shanghai Chemetall. See Note 2, “Acquisitions.” |
Goodwill and Other Intangible44
Goodwill and Other Intangibles Total Estimated Amortization Expense of Intangible Assets for the Next Five Fiscal Years (Details) - Rockwood Holdings, Inc. $ in Thousands | Jun. 30, 2015USD ($) |
Finite-Lived Intangible Assets [Line Items] | |
Remainder of 2015 | $ 41,148 |
2,016 | 82,296 |
2,017 | 82,296 |
2,018 | 82,296 |
2,019 | $ 82,296 |
Foreign Exchange - Additional I
Foreign Exchange - Additional Information (Details) - USD ($) $ in Millions | 3 Months Ended | 6 Months Ended | ||
Jun. 30, 2015 | Jun. 30, 2014 | Jun. 30, 2015 | Jun. 30, 2014 | |
Foreign Currency [Abstract] | ||||
Net foreign exchange transaction gains (losses) | $ 0.6 | $ (1.3) | $ 53 | $ (1.3) |
Income Taxes - Additional Infor
Income Taxes - Additional Information (Details) - USD ($) $ in Millions | 3 Months Ended | 6 Months Ended | ||
Jun. 30, 2015 | Jun. 30, 2014 | Jun. 30, 2015 | Jun. 30, 2014 | |
Income Tax Disclosure [Abstract] | ||||
Effective income tax rate | 24.20% | 21.70% | 25.70% | 20.50% |
Discrete income tax benefit | $ 1 | $ 1 | ||
Discrete income tax expense | $ 3.2 | |||
Other tax expense (benefit) | $ (5.8) |
Earnings Per Share Calculation
Earnings Per Share Calculation of Basic and Diluted Earnings Per Share From Continuing Operations (Details) - USD ($) $ / shares in Units, shares in Thousands, $ in Thousands | 3 Months Ended | 6 Months Ended | ||||
Jun. 30, 2015 | Jun. 30, 2014 | Jun. 30, 2015 | Jun. 30, 2014 | |||
Basic earnings per share from continuing operations | ||||||
Net income from continuing operations | $ 59,366 | $ 89,404 | $ 106,515 | $ 155,408 | ||
Net income from continuing operations attributable to noncontrolling interests | (7,219) | (6,932) | (11,253) | (14,584) | ||
Net income from continuing operations attributable to Albemarle Corporation | $ 52,147 | $ 82,472 | $ 95,262 | $ 140,824 | ||
Weighted-average common shares for basic earnings per share (in shares) | 112,189 | [1] | 78,662 | 110,160 | [1] | 79,199 |
Basic earnings per share from continuing operations (in dollars per share) | $ 0.46 | $ 1.05 | $ 0.86 | $ 1.78 | ||
Diluted earnings per share from continuing operations | ||||||
Net income from continuing operations | $ 59,366 | $ 89,404 | $ 106,515 | $ 155,408 | ||
Net income from continuing operations attributable to noncontrolling interests | (7,219) | (6,932) | (11,253) | (14,584) | ||
Net income from continuing operations attributable to Albemarle Corporation | $ 52,147 | $ 82,472 | $ 95,262 | $ 140,824 | ||
Weighted-average common shares for basic earnings per share (in shares) | 112,189 | [1] | 78,662 | 110,160 | [1] | 79,199 |
Incremental shares under stock compensation plans (in shares) | 418 | 429 | 376 | 403 | ||
Weighted-average common shares outstanding - diluted (in shares) | 112,607 | [1] | 79,091 | 110,536 | [1] | 79,602 |
Diluted earnings per share from continuing operations (in dollars per share) | $ 0.46 | $ 1.04 | $ 0.86 | $ 1.77 | ||
[1] | 2015 includes the impact of 34,113 shares issued in connection with the Rockwood acquisition. |
Earnings Per Share Calculatio48
Earnings Per Share Calculation of Basic Earnings Per Share From Continuing Operations (Footnote) (Details) | 6 Months Ended |
Jun. 30, 2015shares | |
Earnings Per Share [Abstract] | |
Acquisition of Rockwood (in shares) | 34,113,064 |
Earnings Per Share - Additional
Earnings Per Share - Additional Information (Details) - $ / shares | Jul. 09, 2015 | May. 05, 2015 | Feb. 24, 2015 |
Earnings Per Share Disclosure [Line Items] | |||
Increase in dividend rate, percentage | 5.00% | ||
Cash dividend, amount per share (in dollars per share) | $ 0.29 | $ 0.29 | |
Subsequent Event | |||
Earnings Per Share Disclosure [Line Items] | |||
Cash dividend, amount per share (in dollars per share) | $ 0.29 |
Inventories Breakdown of Invent
Inventories Breakdown of Inventories (Details) - USD ($) $ in Thousands | Jun. 30, 2015 | Dec. 31, 2014 |
Inventory Disclosure [Abstract] | ||
Finished goods | $ 380,899 | $ 262,769 |
Raw materials | 116,342 | 53,152 |
Work in process | 50,131 | 0 |
Stores, supplies and other | 54,653 | 42,440 |
Total inventories | $ 602,025 | $ 358,361 |
Investments - Additional Inform
Investments - Additional Information (Details) - USD ($) $ in Millions | Jun. 30, 2015 | Dec. 31, 2014 |
Talison Lithium variable interest entity | ||
Schedule of Investments [Line Items] | ||
Equity Method Investment, Ownership Percentage | 49.00% | |
Carrying value of unconsolidated investment | $ 396.6 | |
Other variable interest entities | ||
Schedule of Investments [Line Items] | ||
Carrying value of unconsolidated investment | $ 30.3 | $ 6.2 |
Long-Term Debt (Details)
Long-Term Debt (Details) - USD ($) $ in Thousands | Jun. 30, 2015 | Dec. 31, 2014 |
Debt Instrument [Line Items] | ||
Commercial paper notes | $ 418,405 | $ 367,178 |
Fixed rate foreign borrowings | 4,038 | 1,958 |
Variable-rate foreign bank loans | 84,944 | 25,139 |
Variable rate domestic bank loans | 24,737 | 0 |
Capital lease obligations | 21,860 | 0 |
Miscellaneous | 88 | 189 |
Total long-term debt | 3,990,308 | 2,934,131 |
Less amounts due within one year | 428,000 | 711,096 |
Long-term debt, less current portion | 3,562,308 | 2,223,035 |
1.875% Senior Notes | ||
Debt Instrument [Line Items] | ||
Senior notes | 776,060 | 844,315 |
3.00% Senior Notes | ||
Debt Instrument [Line Items] | ||
Senior notes | 249,725 | 249,694 |
4.15% Senior Notes | ||
Debt Instrument [Line Items] | ||
Senior notes | 423,634 | 423,561 |
4.50% Senior Notes | ||
Debt Instrument [Line Items] | ||
Senior notes | 348,286 | 348,129 |
4.625% Senior Notes | ||
Debt Instrument [Line Items] | ||
Senior notes | 1,289,543 | 0 |
5.10% Senior Notes | ||
Debt Instrument [Line Items] | ||
Senior notes | 0 | 324,997 |
5.45% Senior Notes | ||
Debt Instrument [Line Items] | ||
Senior notes | $ 348,988 | $ 348,971 |
Long-Term Debt Interest Rates (
Long-Term Debt Interest Rates (Details) - USD ($) $ in Thousands | Feb. 01, 2015 | Mar. 31, 2015 | Jun. 30, 2015 | Jun. 30, 2014 | Jan. 12, 2015 | Dec. 31, 2014 | Jan. 20, 2005 |
Debt Instrument [Line Items] | |||||||
Repayments of long-term debt | $ 1,331,648 | $ 3,016 | |||||
1.875% Senior Notes | |||||||
Debt Instrument [Line Items] | |||||||
Unamortized discount | $ 5,630 | $ 6,605 | |||||
Debt instrument, interest rate | 1.875% | 1.875% | |||||
3.00% Senior Notes | |||||||
Debt Instrument [Line Items] | |||||||
Unamortized discount | $ 275 | $ 306 | |||||
Debt instrument, interest rate | 3.00% | 3.00% | |||||
4.15% Senior Notes | |||||||
Debt Instrument [Line Items] | |||||||
Unamortized discount | $ 1,366 | $ 1,439 | |||||
Debt instrument, interest rate | 4.15% | 4.15% | |||||
4.50% Senior Notes | |||||||
Debt Instrument [Line Items] | |||||||
Unamortized discount | $ 1,714 | $ 1,871 | |||||
Debt instrument, interest rate | 4.50% | 4.50% | |||||
4.625% Senior Notes | |||||||
Debt Instrument [Line Items] | |||||||
Debt instrument, interest rate | 4.625% | 4.625% | |||||
Unamortized Premium | $ 40,203 | $ 43,700 | |||||
5.10% Senior Notes | |||||||
Debt Instrument [Line Items] | |||||||
Unamortized discount | $ 3 | ||||||
Debt instrument, interest rate | 5.10% | 5.10% | |||||
Repayments of long-term debt | $ 325,000 | ||||||
5.45% Senior Notes | |||||||
Debt Instrument [Line Items] | |||||||
Unamortized discount | $ 1,012 | $ 1,029 | |||||
Debt instrument, interest rate | 5.45% | 5.45% | |||||
Senior Unsecured Cash Bridge Facility | Bridge Loan | |||||||
Debt Instrument [Line Items] | |||||||
Repayments of long-term debt | $ 800,000 | ||||||
Short-term Debt | Term Loan | |||||||
Debt Instrument [Line Items] | |||||||
Repayments of long-term debt | 1,000,000 | ||||||
Revolving Credit Facility | |||||||
Debt Instrument [Line Items] | |||||||
Repayments of long-term debt | $ 250,000 |
Long-Term Debt - Additional Inf
Long-Term Debt - Additional Information (Details) - USD ($) $ in Thousands | Feb. 01, 2015 | Jan. 31, 2015 | Jun. 30, 2015 | Mar. 31, 2015 | Jun. 30, 2014 | Jun. 30, 2015 | Jun. 30, 2014 | Jan. 12, 2015 | Dec. 31, 2014 | Jan. 20, 2005 |
Debt Instrument [Line Items] | ||||||||||
Proceeds from Issuance of Long-term Debt | $ 1,000,000 | $ 0 | ||||||||
Repayments of long-term debt | $ 1,331,648 | 3,016 | ||||||||
Weighted average interest rate | 0.96% | 0.96% | ||||||||
Weighted average maturity period | 20 days | |||||||||
Net investment hedge, gain (loss) | $ (10,930) | $ 0 | $ 43,116 | 0 | ||||||
Debt financing costs | 1,164 | $ 1,372 | ||||||||
Revolving Credit Facility | ||||||||||
Debt Instrument [Line Items] | ||||||||||
Proceeds from Issuance of Long-term Debt | $ 250,000 | |||||||||
Repayments of long-term debt | $ 250,000 | |||||||||
Bridge Loan | ||||||||||
Debt Instrument [Line Items] | ||||||||||
Debt Related Commitment Fees and Debt Issuance Costs | $ 2,300 | |||||||||
4.625% Senior Notes | ||||||||||
Debt Instrument [Line Items] | ||||||||||
Debt instrument, face amount | $ 1,250,000 | |||||||||
Debt instrument, interest rate | 4.625% | 4.625% | 4.625% | |||||||
Unamortized Premium | $ 40,203 | $ 40,203 | $ 43,700 | |||||||
Debt Instrument, Interest Rate, Effective Percentage | 3.95% | |||||||||
5.10% Senior Notes | ||||||||||
Debt Instrument [Line Items] | ||||||||||
Debt instrument, interest rate | 5.10% | 5.10% | ||||||||
Repayments of long-term debt | $ 325,000 | |||||||||
1.875% Senior Notes | ||||||||||
Debt Instrument [Line Items] | ||||||||||
Debt instrument, interest rate | 1.875% | 1.875% | 1.875% | |||||||
Short-term Debt | Term Loan | ||||||||||
Debt Instrument [Line Items] | ||||||||||
Proceeds from Issuance of Long-term Debt | 1,000,000 | |||||||||
Repayments of long-term debt | 1,000,000 | |||||||||
Senior Unsecured Cash Bridge Facility | Bridge Loan | ||||||||||
Debt Instrument [Line Items] | ||||||||||
Proceeds from Issuance of Long-term Debt | $ 800,000 | |||||||||
Repayments of long-term debt | $ 800,000 |
Commitments and Contingencies A
Commitments and Contingencies Activity in Recorded Environmental Liabilities (Details) - USD ($) $ in Thousands | 6 Months Ended | |
Jun. 30, 2015 | Jun. 30, 2015 | |
Accrual for Environmental Loss Contingencies [Roll Forward] | ||
Balance at beginning of period | $ 9,235 | |
Expenditures | (1,538) | |
Accretion of discount | 239 | |
Revisions of estimates | 10 | |
Foreign currency translation adjustments | (1,737) | |
Balance at end of period | 9,235 | $ 37,764 |
Less amounts reported in Accrued expenses | 5,645 | |
Amounts reported in Other noncurrent liabilities | $ 32,119 | |
Rockwood Holdings, Inc. | ||
Accrual for Environmental Loss Contingencies [Roll Forward] | ||
Acquisition of Rockwood | $ 31,555 |
Commitments and Contingencies -
Commitments and Contingencies - Additional Information (Details) - Jun. 30, 2015 - USD ($) $ in Thousands | Total |
Loss Contingencies [Line Items] | |
Environmental remediation liabilities - discounted | $ 21,800 |
Environmental remediation liabilities - undiscounted | 35,100 |
Potential revision on future environmental remediation costs before tax | $ 22,000 |
Minimum | |
Loss Contingencies [Line Items] | |
Accrual for Environmental Loss Contingencies, Discount Rate | 2.80% |
Maximum | |
Loss Contingencies [Line Items] | |
Accrual for Environmental Loss Contingencies, Discount Rate | 4.30% |
Rockwood Holdings, Inc. | |
Loss Contingencies [Line Items] | |
Accrual for Environmental Loss Contingencies from Rockwood Acquisition | $ 31,555 |
Commitments and Contingencies57
Commitments and Contingencies Activity in Recorded Asset Retirement Obligations (Details) $ in Thousands | 6 Months Ended |
Jun. 30, 2015USD ($) | |
Asset Retirement Obligation, Roll Forward Analysis [Roll Forward] | |
Balance at beginning of period | $ 15,085 |
Liabilities incurred | 1,025 |
Accretion of discount | 600 |
Foreign currency translation adjustments | (47) |
Balance at end of period | 33,928 |
Rockwood Holdings, Inc. | |
Asset Retirement Obligation, Roll Forward Analysis [Roll Forward] | |
Liabilities incurred | $ 17,265 |
Segment Information Additional
Segment Information Additional Information (Details) | 6 Months Ended |
Jun. 30, 2015segment | |
Segment Reporting [Abstract] | |
Number of reportable segments | 3 |
Segment Information Summarized
Segment Information Summarized Financial Information by Reportable Segments (Details) - USD ($) $ in Thousands | 3 Months Ended | 6 Months Ended | ||||
Jun. 30, 2015 | Jun. 30, 2014 | Jun. 30, 2015 | Jun. 30, 2014 | |||
Segment Reporting Information [Line Items] | ||||||
Net sales | $ 931,485 | $ 604,721 | $ 1,815,889 | $ 1,204,564 | ||
Adjusted EBITDA | 230,081 | 144,688 | 495,709 | 280,718 | ||
Depreciation and amortization | (131,469) | (52,714) | ||||
Restructuring and other charges, net | 0 | (3,332) | 0 | (20,332) | ||
Acquisition and integration related costs | (24,166) | (4,843) | (83,689) | (4,843) | ||
Interest and financing expenses | (33,182) | (8,733) | (68,928) | (17,506) | ||
Income tax expense | (17,139) | (21,773) | (31,279) | (34,963) | ||
Loss from discontinued operations (net of tax) | 0 | (60,025) | 0 | (61,794) | ||
Net income attributable to Albemarle Corporation | 52,147 | 22,447 | 95,262 | 79,030 | ||
All Other | ||||||
Segment Reporting Information [Line Items] | ||||||
Net sales | 113,404 | 119,320 | 235,773 | 248,605 | ||
Adjusted EBITDA | 9,714 | 21,816 | 23,278 | 42,511 | ||
Corporate | ||||||
Segment Reporting Information [Line Items] | ||||||
Net sales | 3,351 | 0 | 5,763 | 0 | ||
Adjusted EBITDA | (24,957) | (20,633) | 8,382 | (39,717) | ||
Continuing Operations | ||||||
Segment Reporting Information [Line Items] | ||||||
Adjusted EBITDA | 230,081 | 144,688 | 495,709 | 280,718 | ||
Depreciation and amortization | (67,483) | (24,905) | (131,469) | (49,549) | [1] | |
Utilization of inventory markup | [2] | (37,278) | (85,464) | |||
Restructuring and other charges, net | [3] | (3,332) | (20,332) | |||
Acquisition and integration related costs | [4] | (24,166) | (4,843) | (83,689) | (4,843) | |
Interest and financing expenses | (33,182) | (8,733) | (68,928) | (17,506) | ||
Income tax expense | (17,139) | (21,773) | (31,279) | (34,963) | ||
Loss from discontinued operations (net of tax) | (60,025) | (61,794) | ||||
Non-operating pension and OPEB items | 1,314 | 1,370 | 4,823 | (12,701) | ||
Other | [5] | (4,441) | ||||
Net income attributable to Albemarle Corporation | 52,147 | 22,447 | 95,262 | 79,030 | ||
Continuing Operations | All Other | ||||||
Segment Reporting Information [Line Items] | ||||||
Adjusted EBITDA | 9,714 | 21,816 | 23,278 | 42,511 | ||
Depreciation and amortization | (5,724) | (3,423) | (11,222) | (6,787) | [1] | |
Utilization of inventory markup | [2] | (378) | (3,029) | |||
Restructuring and other charges, net | [3] | 0 | 0 | |||
Acquisition and integration related costs | [4] | 0 | 0 | 0 | 0 | |
Interest and financing expenses | 0 | 0 | 0 | 0 | ||
Income tax expense | 0 | 0 | 0 | 0 | ||
Loss from discontinued operations (net of tax) | 0 | 0 | ||||
Non-operating pension and OPEB items | 0 | 0 | 0 | 0 | ||
Other | [5] | 0 | ||||
Net income attributable to Albemarle Corporation | 3,612 | 18,393 | 9,027 | 35,724 | ||
Continuing Operations | Corporate | ||||||
Segment Reporting Information [Line Items] | ||||||
Adjusted EBITDA | (24,957) | (20,633) | 8,382 | (39,717) | ||
Depreciation and amortization | (2,322) | (541) | (4,221) | (1,085) | [1] | |
Utilization of inventory markup | [2] | 0 | 0 | |||
Restructuring and other charges, net | [3] | (3,332) | (20,332) | |||
Acquisition and integration related costs | [4] | (24,166) | (4,843) | (83,689) | (4,843) | |
Interest and financing expenses | (33,182) | (8,733) | (68,928) | (17,506) | ||
Income tax expense | (17,139) | (21,773) | (31,279) | (34,963) | ||
Loss from discontinued operations (net of tax) | (60,025) | (61,794) | ||||
Non-operating pension and OPEB items | 1,314 | 1,370 | 4,823 | (12,701) | ||
Other | [5] | (4,441) | ||||
Net income attributable to Albemarle Corporation | (100,452) | (118,510) | (179,353) | (192,941) | ||
Reportable Segments | Performance Chemicals | ||||||
Segment Reporting Information [Line Items] | ||||||
Net sales | 436,962 | 280,377 | 825,328 | 556,274 | ||
Adjusted EBITDA | 148,682 | 76,954 | 279,210 | 150,339 | ||
Reportable Segments | Refining Solutions | ||||||
Segment Reporting Information [Line Items] | ||||||
Net sales | 164,573 | 205,024 | 343,739 | 399,685 | ||
Adjusted EBITDA | 48,200 | 66,551 | 90,393 | 127,585 | ||
Reportable Segments | Chemetall Surface Treatment | ||||||
Segment Reporting Information [Line Items] | ||||||
Net sales | 213,195 | 0 | 405,286 | 0 | ||
Adjusted EBITDA | 48,442 | 0 | 94,446 | 0 | ||
Reportable Segments | Continuing Operations | Performance Chemicals | ||||||
Segment Reporting Information [Line Items] | ||||||
Adjusted EBITDA | 148,682 | 76,954 | 279,210 | 150,339 | ||
Depreciation and amortization | (31,843) | (13,093) | (62,126) | (25,149) | [1] | |
Utilization of inventory markup | [2] | (33,823) | (62,405) | |||
Restructuring and other charges, net | [3] | 0 | 0 | |||
Acquisition and integration related costs | [4] | 0 | 0 | 0 | 0 | |
Interest and financing expenses | 0 | 0 | 0 | 0 | ||
Income tax expense | 0 | 0 | 0 | 0 | ||
Loss from discontinued operations (net of tax) | 0 | 0 | ||||
Non-operating pension and OPEB items | 0 | 0 | 0 | 0 | ||
Other | [5] | 0 | ||||
Net income attributable to Albemarle Corporation | 83,016 | 63,861 | 154,679 | 125,190 | ||
Reportable Segments | Continuing Operations | Refining Solutions | ||||||
Segment Reporting Information [Line Items] | ||||||
Adjusted EBITDA | 48,200 | 66,551 | 90,393 | 127,585 | ||
Depreciation and amortization | (8,483) | (7,848) | (16,593) | (16,528) | [1] | |
Utilization of inventory markup | [2] | 0 | 0 | |||
Restructuring and other charges, net | [3] | 0 | 0 | |||
Acquisition and integration related costs | [4] | 0 | 0 | 0 | 0 | |
Interest and financing expenses | 0 | 0 | 0 | 0 | ||
Income tax expense | 0 | 0 | 0 | 0 | ||
Loss from discontinued operations (net of tax) | 0 | 0 | ||||
Non-operating pension and OPEB items | 0 | 0 | 0 | 0 | ||
Other | [5] | 0 | ||||
Net income attributable to Albemarle Corporation | 39,717 | 58,703 | 73,800 | 111,057 | ||
Reportable Segments | Continuing Operations | Chemetall Surface Treatment | ||||||
Segment Reporting Information [Line Items] | ||||||
Adjusted EBITDA | 48,442 | 0 | 94,446 | 0 | ||
Depreciation and amortization | (19,111) | 0 | (37,307) | 0 | [1] | |
Utilization of inventory markup | [2] | (3,077) | (20,030) | |||
Restructuring and other charges, net | [3] | 0 | 0 | |||
Acquisition and integration related costs | [4] | 0 | 0 | 0 | 0 | |
Interest and financing expenses | 0 | 0 | 0 | 0 | ||
Income tax expense | 0 | 0 | 0 | 0 | ||
Loss from discontinued operations (net of tax) | 0 | 0 | ||||
Non-operating pension and OPEB items | 0 | 0 | 0 | 0 | ||
Other | [5] | 0 | ||||
Net income attributable to Albemarle Corporation | 26,254 | 0 | 37,109 | 0 | ||
Reportable Segments | Continuing Operations | Reportable Segments Subtotal | ||||||
Segment Reporting Information [Line Items] | ||||||
Adjusted EBITDA | 245,324 | 143,505 | 464,049 | 277,924 | ||
Depreciation and amortization | (59,437) | (20,941) | (116,026) | (41,677) | [1] | |
Utilization of inventory markup | [2] | (36,900) | (82,435) | |||
Restructuring and other charges, net | [3] | 0 | 0 | |||
Acquisition and integration related costs | [4] | 0 | 0 | 0 | 0 | |
Interest and financing expenses | 0 | 0 | 0 | 0 | ||
Income tax expense | 0 | 0 | 0 | 0 | ||
Loss from discontinued operations (net of tax) | 0 | 0 | ||||
Non-operating pension and OPEB items | 0 | 0 | 0 | 0 | ||
Other | [5] | 0 | ||||
Net income attributable to Albemarle Corporation | $ 148,987 | $ 122,564 | $ 265,588 | $ 236,247 | ||
[1] | Excludes discontinued operations. | |||||
[2] | In connection with the acquisition of Rockwood, the Company valued Rockwood’s existing inventory at fair value as of the Acquisition Closing Date, which resulted in a markup of the underlying net book value of the inventory totaling approximately $103 million. The inventory markup is being expensed over the estimated remaining selling period. For the three-month and six-month periods ended June 30, 2015, $27.3 million and $67.6 million, respectively, was included in Cost of goods sold, and Equity in net income of unconsolidated investments was reduced by $10.0 million and $17.9 million, respectively, related to the utilization of the inventory markup. | |||||
[3] | See Note 15, “Restructuring and Other.” | |||||
[4] | See Note 2, “Acquisitions.” | |||||
[5] | Financing-related fees expensed in the 2015 period in connection with the acquisition of Rockwood. |
Segment Information Summarize60
Segment Information Summarized Financial Information by Reportable Segments (Footnote) (Details) - USD ($) $ in Millions | 3 Months Ended | 6 Months Ended | |
Jun. 30, 2015 | Jun. 30, 2015 | Jan. 12, 2015 | |
Cost of goods sold | |||
Segment Reporting Information [Line Items] | |||
Utilization of inventory markup | $ 27.3 | $ 67.6 | |
Equity in net income of unconsolidated investments | |||
Segment Reporting Information [Line Items] | |||
Utilization of inventory markup | 10 | 17.9 | |
Rockwood Holdings, Inc. | |||
Segment Reporting Information [Line Items] | |||
Inventory markup | $ 103 | ||
Utilization of inventory markup | $ 37.3 | $ 85.5 |
Pension Plans and Other Postr61
Pension Plans and Other Postretirement Benefits Domestic and Foreign Pension and Postretirement Defined Benefit Plans (Details) - USD ($) $ in Thousands | Jan. 12, 2015 | Jun. 30, 2015 | Jun. 30, 2014 | Mar. 31, 2014 | Jun. 30, 2015 | Jun. 30, 2014 | Jan. 31, 2014 | Dec. 31, 2013 | |||
Defined Benefit Plan Disclosure [Line Items] | |||||||||||
Settlements/curtailments | $ (800) | ||||||||||
Total net pension benefits cost (credit) | $ 387 | $ 1,248 | $ (1,071) | $ 17,917 | |||||||
United States Pension Plan of US Entity | |||||||||||
Defined Benefit Plan Disclosure [Line Items] | |||||||||||
Discount rate | 4.97% | 5.14% | |||||||||
Pension Plan | |||||||||||
Defined Benefit Plan Disclosure [Line Items] | |||||||||||
Service cost | 1,691 | 2,726 | 3,670 | 5,567 | |||||||
Interest cost | 10,616 | 8,128 | 20,180 | 16,297 | |||||||
Expected return on assets | (12,451) | (10,172) | (23,533) | (20,377) | |||||||
Actuarial (gain) loss | (51) | 0 | $ 15,400 | [1] | (51) | 15,432 | [1] | ||||
Amortization of prior service benefit | 29 | (138) | 59 | (411) | |||||||
Total net pension benefits cost (credit) | (166) | 544 | 325 | 16,508 | |||||||
Postretirement Benefits | |||||||||||
Defined Benefit Plan Disclosure [Line Items] | |||||||||||
Service cost | 5 | 54 | 71 | 108 | |||||||
Interest cost | 619 | 760 | 1,287 | 1,520 | |||||||
Expected return on assets | (47) | (86) | (112) | (171) | |||||||
Amortization of prior service benefit | (24) | (24) | (48) | (48) | |||||||
Settlements/curtailments | 0 | 0 | (2,594) | [2] | 0 | ||||||
Total net pension benefits cost (credit) | $ 553 | $ 704 | $ (1,396) | $ 1,409 | |||||||
Rockwood Holdings, Inc. | United States Pension Plan of US Entity | |||||||||||
Defined Benefit Plan Disclosure [Line Items] | |||||||||||
Benefit obligation | $ 39,125 | ||||||||||
Fair value of plan assets | 29,314 | ||||||||||
Funded status | $ (9,811) | ||||||||||
Discount rate | 4.09% | ||||||||||
Expected return on plan assets | 6.03% | ||||||||||
Rate of compensation increase | 0.00% | ||||||||||
Rockwood Holdings, Inc. | Foreign Pension Plan | |||||||||||
Defined Benefit Plan Disclosure [Line Items] | |||||||||||
Benefit obligation | $ 416,150 | ||||||||||
Fair value of plan assets | 109,875 | ||||||||||
Funded status | $ (306,275) | ||||||||||
Discount rate | 2.35% | ||||||||||
Expected return on plan assets | 5.78% | ||||||||||
Rate of compensation increase | 3.15% | ||||||||||
[1] | In connection with a realignment of our operating segments effective January 1, 2014, in the fourth quarter of 2013 we initiated a workforce reduction plan which resulted 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. | ||||||||||
[2] | We assumed responsibility for one domestic OPEB plan in connection with the acquisition of Rockwood which covered a small number of active employees and retirees. This plan was terminated in the first quarter of 2015 and provisions were made for the affected employees and retirees to receive benefits under an existing plan. A gain of $2.6 million was recognized in the first quarter of 2015 related to the termination of this plan. |
Pension Plans and Other Postr62
Pension Plans and Other Postretirement Benefits Current Forecast of Benefit Payments which Reflect Expected Future Service (Details) - Rockwood Holdings, Inc. $ in Millions | Jun. 30, 2015USD ($) |
United States Pension Plan of US Entity | |
Defined Benefit Plan Disclosure [Line Items] | |
Remainder of 2015 | $ 0.9 |
2,016 | 1.6 |
2,017 | 1.7 |
2,018 | 1.9 |
2,019 | 2 |
2020-2024 | 11.1 |
Foreign Pension Plan | |
Defined Benefit Plan Disclosure [Line Items] | |
Remainder of 2015 | 8.9 |
2,016 | 16.4 |
2,017 | 16 |
2,018 | 16.8 |
2,019 | 16.9 |
2020-2024 | $ 89.8 |
Pension Plans and Other Postr63
Pension Plans and Other Postretirement Benefits Domestic and Foreign Pension and Postretirement Defined Benefit Plans (Footnote) (Details) - USD ($) $ in Thousands | 3 Months Ended | 6 Months Ended | |||||||||
Jun. 30, 2015 | Mar. 31, 2015 | Jun. 30, 2014 | Mar. 31, 2014 | Jun. 30, 2015 | Jun. 30, 2014 | Jan. 31, 2014 | Dec. 31, 2013 | ||||
Defined Benefit Plan Disclosure [Line Items] | |||||||||||
Net curtailment gain | $ 800 | ||||||||||
United States Pension Plan of US Entity | |||||||||||
Defined Benefit Plan Disclosure [Line Items] | |||||||||||
Discount rate | 4.97% | 5.14% | |||||||||
Pension Plan | |||||||||||
Defined Benefit Plan Disclosure [Line Items] | |||||||||||
Actuarial (gain) loss | $ (51) | $ 0 | $ 15,400 | [1] | $ (51) | $ 15,432 | [1] | ||||
Postretirement Benefits | |||||||||||
Defined Benefit Plan Disclosure [Line Items] | |||||||||||
Net curtailment gain | $ 0 | $ 0 | $ 2,594 | [2] | $ 0 | ||||||
Defined Benefit Plan, Recognized Net Gain (Loss) Due to Settlements and Curtailments | $ 2,594 | ||||||||||
[1] | In connection with a realignment of our operating segments effective January 1, 2014, in the fourth quarter of 2013 we initiated a workforce reduction plan which resulted 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. | ||||||||||
[2] | We assumed responsibility for one domestic OPEB plan in connection with the acquisition of Rockwood which covered a small number of active employees and retirees. This plan was terminated in the first quarter of 2015 and provisions were made for the affected employees and retirees to receive benefits under an existing plan. A gain of $2.6 million was recognized in the first quarter of 2015 related to the termination of this plan. |
Pension Plans and Other Postr64
Pension Plans and Other Postretirement Benefits Pension and Postretirement Plan Contributions (Details) - USD ($) $ in Millions | 3 Months Ended | 6 Months Ended | ||
Jun. 30, 2015 | Jun. 30, 2014 | Jun. 30, 2015 | Jun. 30, 2014 | |
Defined Benefit Plan Disclosure [Line Items] | ||||
Pension Contributions | $ 4.5 | $ 1.2 | $ 9.1 | $ 2.3 |
Other Postretirement Benefits Payments | $ 0.5 | $ 1 | 1.9 | $ 2.4 |
Rockwood Holdings, Inc. | Pension Plan | ||||
Defined Benefit Plan Disclosure [Line Items] | ||||
Expected Contributions to Rockwood Pension Plans for the Remainder of 2015 | $ 2.2 |
Pension Plans and Other Postr65
Pension Plans and Other Postretirement Benefits Multiemployer Plan (Details) € in Millions, $ in Millions | 3 Months Ended | 6 Months Ended | 12 Months Ended | ||
Jun. 30, 2015USD ($) | Jun. 30, 2015EUR (€) | Jun. 30, 2015USD ($) | Jun. 30, 2015EUR (€) | Dec. 31, 2014 | |
Multiemployer Plans [Line Items] | |||||
Multiemployer Plan Minimum Level of Funding for Highest Funding Zone Status | 80.00% | ||||
Multiemployer Plan, Period Contributions | $ 0.4 | € 0.4 | $ 0.8 | € 0.7 | |
Minimum | |||||
Multiemployer Plans [Line Items] | |||||
Contributions to Multiemployer Plan, Percentage of Total Contributions to Plan | 5.00% |
Fair Value of Financial Instr66
Fair Value of Financial Instruments Fair Value of Long-Term Debt (Details) - USD ($) $ in Thousands | Jun. 30, 2015 | Dec. 31, 2014 |
Derivative Instruments and Hedging Activities Disclosure [Abstract] | ||
Total long-term debt | $ 3,990,308 | $ 2,934,131 |
Total long-term debt, fair value | $ 4,050,447 | $ 2,994,935 |
Fair Value of Financial Instr67
Fair Value of Financial Instruments Additional Information (Details) - Forward contracts - USD ($) $ in Millions | 3 Months Ended | 6 Months Ended | |||
Jun. 30, 2015 | Jun. 30, 2014 | Jun. 30, 2015 | Jun. 30, 2014 | Dec. 31, 2014 | |
Fair Value, Option, Quantitative Disclosures [Line Items] | |||||
Derivative, notional amount | $ 253.7 | $ 253.7 | $ 479.9 | ||
Accrued expenses | |||||
Fair Value, Option, Quantitative Disclosures [Line Items] | |||||
Fair value foreign currency forward contracts, liabilities | 0.3 | 0.3 | |||
Other accounts receivable | |||||
Fair Value, Option, Quantitative Disclosures [Line Items] | |||||
Fair value foreign currency forward contracts, assets | $ 0.6 | ||||
Other income (expenses), net | |||||
Fair Value, Option, Quantitative Disclosures [Line Items] | |||||
Recognized gains (losses) of foreign currency forward contracts | $ 3.8 | $ (1.3) | (16.6) | $ (2.4) | |
Other, net | |||||
Fair Value, Option, Quantitative Disclosures [Line Items] | |||||
Change in the fair value of foreign currency forward contracts | 16.6 | 2.4 | |||
Cash settlements | $ (15.7) | $ (2.2) |
Fair Value Measurement Financia
Fair Value Measurement Financial Assets and Liabilities Accounted for at Fair Value on Recurring Basis (Details) - USD ($) $ in Thousands | Jun. 30, 2015 | Dec. 31, 2014 | |
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | |||
Investments under executive deferred compensation plan | [1] | $ 21,316 | $ 22,168 |
Private equity securities | [2] | 1,796 | 1,806 |
Foreign currency forward contracts, assets | [3] | 36 | 631 |
Obligations under executive deferred compensation plan | [1] | 21,316 | 22,168 |
Foreign currency forward contracts, liabilities | [3] | 291 | |
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 | [1] | 21,316 | 22,168 |
Private equity securities | [2] | 24 | 21 |
Foreign currency forward contracts, assets | [3] | 0 | 0 |
Obligations under executive deferred compensation plan | [1] | 21,316 | 22,168 |
Foreign currency forward contracts, liabilities | [3] | 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 | [1] | 0 | 0 |
Private equity securities | [2] | 0 | 0 |
Foreign currency forward contracts, assets | [3] | 36 | 631 |
Obligations under executive deferred compensation plan | [1] | 0 | 0 |
Foreign currency forward contracts, liabilities | [3] | 291 | |
Unobservable Inputs (Level 3) | |||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | |||
Investments under executive deferred compensation plan | [1] | 0 | 0 |
Private equity securities | [2] | 1,772 | 1,785 |
Foreign currency forward contracts, assets | [3] | 0 | 0 |
Obligations under executive deferred compensation plan | [1] | 0 | $ 0 |
Foreign currency forward contracts, liabilities | [3] | 0 | |
Rockwood Merger Appraisal Shares Litigation | |||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | |||
Liability for appraisal shares | [4] | 74,934 | |
Rockwood Merger Appraisal Shares Litigation | Quoted Prices in Active Markets for Identical Items (Level 1) | |||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | |||
Liability for appraisal shares | [4] | 0 | |
Rockwood Merger Appraisal Shares Litigation | Quoted Prices in Active Markets for Similar Items (Level 2) | |||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | |||
Liability for appraisal shares | [4] | 74,934 | |
Rockwood Merger Appraisal Shares Litigation | Unobservable Inputs (Level 3) | |||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | |||
Liability for appraisal shares | [4] | $ 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 income (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. Unless otherwise noted, 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] | See Note 2, “Acquisitions.” |
Fair Value Measurement Level 3
Fair Value Measurement Level 3 Reconciliation (Details) - Unobservable Inputs (Level 3) - Private Equity Funds [Member] - USD ($) $ in Thousands | 3 Months Ended | 6 Months Ended | ||
Jun. 30, 2015 | Jun. 30, 2014 | Jun. 30, 2015 | Jun. 30, 2014 | |
Fair Value, Assets Measured on Recurring Basis, Unobservable Input Reconciliation, Calculation [Roll Forward] | ||||
Beginning balance | $ 1,785 | $ 717 | $ 1,785 | $ 750 |
Total unrealized (losses) gains included in earnings relating to assets still held at the reporting date | (13) | 105 | (13) | 72 |
Purchases | 0 | 1,000 | 0 | 1,000 |
Ending balance | $ 1,772 | $ 1,822 | $ 1,772 | $ 1,822 |
Restructuring and Other Additio
Restructuring and Other Additional Information (Details) - USD ($) $ in Millions | 3 Months Ended | |||
Dec. 31, 2014 | Jun. 30, 2014 | Mar. 31, 2014 | Jun. 30, 2015 | |
Restructuring Cost and Reserve [Line Items] | ||||
Impairment of ongoing project | $ 3.3 | |||
Impairment of ongoing project, net of tax | $ 2.1 | |||
Contract Termination | ||||
Restructuring Cost and Reserve [Line Items] | ||||
Business exit costs | $ 6.5 | $ 14 | ||
Asset impairment charges | 3 | |||
Restructuring and other charges, net of tax | $ 11.1 | |||
Business exit costs, net of tax | $ 4.3 | |||
Restructuring reserve, current | $ 11.3 |
Accumulated Other Comprehensi71
Accumulated Other Comprehensive (Loss) Income Components and Activity in Accumulated Other Comprehensive (Loss) Income Net of Deferred Income Taxes (Details) - USD ($) $ in Thousands | 3 Months Ended | 6 Months Ended | |||
Jun. 30, 2015 | Jun. 30, 2014 | Jun. 30, 2015 | Jun. 30, 2014 | ||
Increase (Decrease) in Accumulated Other Comprehensive Income [Roll Forward] | |||||
Beginning balance | $ (362,282) | $ 106,927 | $ (62,413) | $ 116,245 | |
Other comprehensive (loss) income, before reclassifications | 45,297 | (7,211) | (255,228) | (16,480) | |
Amounts reclassified from accumulated other comprehensive (loss) income | 528 | (133) | 1,084 | (399) | |
Total other comprehensive income (loss), net of tax | 45,825 | (7,344) | (254,144) | (16,879) | |
Other comprehensive loss attributable to noncontrolling interests | 51 | 61 | 151 | 278 | |
Ending balance | (316,406) | 99,644 | (316,406) | 99,644 | |
Accumulated Foreign Currency Adjustment Attributable to Parent | |||||
Increase (Decrease) in Accumulated Other Comprehensive Income [Roll Forward] | |||||
Beginning balance | (406,735) | 111,424 | (52,264) | 116,465 | |
Ending balance | (350,460) | 110,681 | (350,460) | 110,681 | |
Accumulated Foreign Currency Adjustment Including Portion Attributable to Noncontrolling Interest | |||||
Increase (Decrease) in Accumulated Other Comprehensive Income [Roll Forward] | |||||
Other comprehensive (loss) income, before reclassifications | 56,224 | (804) | (298,347) | (6,062) | |
Amounts reclassified from accumulated other comprehensive (loss) income | 0 | 0 | 0 | 0 | |
Total other comprehensive income (loss), net of tax | 56,224 | (804) | (298,347) | (6,062) | |
Accumulated Foreign Currency Adjustment Attributable to Noncontrolling Interest | |||||
Increase (Decrease) in Accumulated Other Comprehensive Income [Roll Forward] | |||||
Other comprehensive loss attributable to noncontrolling interests | 51 | 61 | 151 | 278 | |
Accumulated Defined Benefit Plans Adjustment Attributable to Parent | |||||
Increase (Decrease) in Accumulated Other Comprehensive Income [Roll Forward] | |||||
Beginning balance | 2 | 186 | 0 | 487 | |
Ending balance | 4 | 19 | 4 | 19 | |
Accumulated Defined Benefit Plans Adjustment Including Portion Attributable to Noncontrolling Interest | |||||
Increase (Decrease) in Accumulated Other Comprehensive Income [Roll Forward] | |||||
Other comprehensive (loss) income, before reclassifications | 0 | 0 | 0 | 0 | |
Amounts reclassified from accumulated other comprehensive (loss) income | [1] | 2 | (167) | 4 | (468) |
Total other comprehensive income (loss), net of tax | 2 | (167) | 4 | (468) | |
Accumulated Defined Benefit Plans Adjustment Attributable to Noncontrolling Interest | |||||
Increase (Decrease) in Accumulated Other Comprehensive Income [Roll Forward] | |||||
Other comprehensive loss attributable to noncontrolling interests | 0 | 0 | 0 | 0 | |
Accumulated Net Investment Gain (Loss) Attributable to Parent | |||||
Increase (Decrease) in Accumulated Other Comprehensive Income [Roll Forward] | |||||
Beginning balance | 65,430 | 0 | 11,384 | 0 | |
Other comprehensive (loss) income, before reclassifications | (10,930) | 0 | 43,116 | 0 | |
Amounts reclassified from accumulated other comprehensive (loss) income | 0 | 0 | 0 | 0 | |
Total other comprehensive income (loss), net of tax | (10,930) | 0 | 43,116 | 0 | |
Other comprehensive loss attributable to noncontrolling interests | 0 | 0 | 0 | 0 | |
Ending balance | 54,500 | 0 | 54,500 | 0 | |
Accumulated Net Gain (Loss) from Cash Flow Hedges Attributable to Parent | |||||
Increase (Decrease) in Accumulated Other Comprehensive Income [Roll Forward] | |||||
Beginning balance | (20,435) | (4,011) | (20,962) | 0 | |
Ending balance | (19,909) | (10,421) | (19,909) | (10,421) | |
Accumulated Net Gain (Loss) from Cash Flow Hedges Including Portion Attributable to Noncontrolling Interest | |||||
Increase (Decrease) in Accumulated Other Comprehensive Income [Roll Forward] | |||||
Other comprehensive (loss) income, before reclassifications | 0 | (6,410) | 0 | (10,421) | |
Amounts reclassified from accumulated other comprehensive (loss) income | [2] | 526 | 0 | 1,053 | 0 |
Total other comprehensive income (loss), net of tax | 526 | (6,410) | 1,053 | (10,421) | |
Accumulated Net Gain (Loss) from Cash Flow Hedges Attributable to Noncontrolling Interest | |||||
Increase (Decrease) in Accumulated Other Comprehensive Income [Roll Forward] | |||||
Other comprehensive loss attributable to noncontrolling interests | 0 | 0 | 0 | 0 | |
Other Accumulated Comprehensive Income (Loss) | |||||
Increase (Decrease) in Accumulated Other Comprehensive Income [Roll Forward] | |||||
Beginning balance | (544) | (672) | (571) | (707) | |
Other comprehensive (loss) income, before reclassifications | 3 | 3 | 3 | 3 | |
Amounts reclassified from accumulated other comprehensive (loss) income | 0 | 34 | 27 | 69 | |
Total other comprehensive income (loss), net of tax | 3 | 37 | 30 | 72 | |
Other comprehensive loss attributable to noncontrolling interests | 0 | 0 | 0 | 0 | |
Ending balance | $ (541) | $ (635) | $ (541) | $ (635) | |
[1] | The pre-tax portion of amounts reclassified from accumulated other comprehensive (loss) income consists of amortization of prior service benefit, which is a component of pension and postretirement benefits cost (credit). See Note 12, “Pension Plans and Other Postretirement Benefits.” | ||||
[2] | The pre-tax portion of amounts reclassified from accumulated other comprehensive (loss) income is included in interest expense. |
Accumulated Other Comprehensi72
Accumulated Other Comprehensive (Loss) Income Amount of Income Tax (Expense) Benefit Allocated to Component of Other Comprehensive Income (Loss) (Details) - USD ($) $ in Thousands | 3 Months Ended | 6 Months Ended | ||
Jun. 30, 2015 | Jun. 30, 2014 | Jun. 30, 2015 | Jun. 30, 2014 | |
Equity [Abstract] | ||||
Foreign Currency Translation, Other comprehensive (loss) income, before tax | $ 59,462 | $ (613) | $ (328,350) | $ (5,336) |
Foreign Currency Translation, Income tax benefit (expense) | (3,238) | (191) | 30,003 | (726) |
Foreign Currency Translation, Other comprehensive (loss) income, net of tax | 56,224 | (804) | (298,347) | (6,062) |
Pension and Postretirement Benefits, Other comprehensive (loss) income, before tax | 5 | (162) | 11 | (459) |
Pension and Postretirement Benefits, Income tax benefit (expense) | (3) | (5) | (7) | (9) |
Pension and Postretirement Benefits, Other comprehensive (loss) income, net of tax | 2 | (167) | 4 | (468) |
Net investment hedge, Other comprehensive (loss) income, before tax | (17,307) | 68,270 | ||
Net investment hedge, Income tax benefit (expense) | 6,377 | (25,154) | ||
Net investment hedge, Other comprehensive (loss) income, net of tax | (10,930) | 0 | 43,116 | 0 |
Interest rate swap, Other comprehensive (loss) income, before tax | 834 | (10,101) | 1,668 | (16,420) |
Interest rate swap, Income tax benefit (expense) | (308) | 3,691 | (615) | 5,999 |
Interest rate swap, Other comprehensive (loss) income, net of tax | 526 | (6,410) | 1,053 | (10,421) |
Other, Other comprehensive (loss) income, before tax | 3 | 57 | 21 | 111 |
Other, Income tax benefit (expense) | 0 | (20) | 9 | (39) |
Other, Other comprehensive (loss) income, net of tax | $ 3 | $ 37 | $ 30 | $ 72 |
Discontinued Operations Discont
Discontinued Operations Discontinued Operations (Details) - USD ($) $ in Thousands | 3 Months Ended | 6 Months Ended | ||
Jun. 30, 2015 | Jun. 30, 2014 | Jun. 30, 2015 | Jun. 30, 2014 | |
Income Statement, Balance Sheet and Additional Disclosures by Disposal Groups, Including Discontinued Operations [Line Items] | ||||
Loss from discontinued operations (net of tax) | $ 0 | $ (60,025) | $ 0 | $ (61,794) |
Antioxidant, Ibuprofen and Propofol Assets | ||||
Income Statement, Balance Sheet and Additional Disclosures by Disposal Groups, Including Discontinued Operations [Line Items] | ||||
Net sales | 0 | 59,412 | 0 | 116,248 |
Loss from discontinued operations | 0 | (80,174) | 0 | (82,687) |
Income tax benefit | 0 | (20,149) | 0 | (20,893) |
Loss from discontinued operations (net of tax) | $ 0 | $ (60,025) | $ 0 | $ (61,794) |
Discontinued Operations Disco74
Discontinued Operations Discontinued Operations - Additional Information (Details) - USD ($) $ in Thousands | Sep. 01, 2014 | Mar. 31, 2015 | Jun. 30, 2014 | Jun. 30, 2015 | Jun. 30, 2014 |
Income Statement, Balance Sheet and Additional Disclosures by Disposal Groups, Including Discontinued Operations [Line Items] | |||||
Impairment of assets of discontinued operations | $ 0 | $ 80,711 | |||
Antioxidant, Ibuprofen and Propofol Assets | |||||
Income Statement, Balance Sheet and Additional Disclosures by Disposal Groups, Including Discontinued Operations [Line Items] | |||||
Impairment of assets of discontinued operations | $ 80,700 | ||||
Impairment of Long-Lived Assets to be Disposed of, Net of Tax | 60,300 | ||||
Cumulative foreign currency translation gains included in pre-tax impairment charge | $ 16,700 | ||||
Cash proceeds from divestitures, net | $ 104,700 | ||||
Working capital settlement | $ 7,600 |
Consolidating Guarantor Finan75
Consolidating Guarantor Financial Information - Additional Information (Details) | Jun. 30, 2015 | Jan. 12, 2015 |
4.625% Senior Notes | ||
Guarantor Obligations [Line Items] | ||
Debt instrument, interest rate | 4.625% | 4.625% |
Guarantor Subsidiaries | ||
Guarantor Obligations [Line Items] | ||
Ownership percentage | 100.00% |
Consolidating Guarantor Finan76
Consolidating Guarantor Financial Information - Statements of Income 1 (Details) - USD ($) $ in Thousands | 3 Months Ended | 6 Months Ended | ||
Jun. 30, 2015 | Jun. 30, 2014 | Jun. 30, 2015 | Jun. 30, 2014 | |
Condensed Income Statements, Captions [Line Items] | ||||
Net sales | $ 931,485 | $ 604,721 | $ 1,815,889 | $ 1,204,564 |
Cost of goods sold | 630,919 | 397,358 | 1,256,857 | 801,602 |
Gross profit | 300,566 | 207,363 | 559,032 | 402,962 |
Selling, general and administrative expenses | 147,712 | 67,011 | 283,477 | 145,115 |
Research and development expenses | 25,336 | 21,937 | 51,828 | 44,509 |
Restructuring and other charges, net | 0 | 3,332 | 0 | 20,332 |
Acquisition and integration related costs | 24,166 | 4,843 | 83,689 | 4,843 |
Intercompany service fee | 0 | 0 | 0 | 0 |
Operating profit | 103,352 | 110,240 | 140,038 | 188,163 |
Interest and financing expenses | (33,182) | (8,733) | (68,928) | (17,506) |
Intergroup interest and financing expenses | 0 | 0 | 0 | 0 |
Other income (expenses), net | 541 | (979) | 50,498 | 164 |
Income from continuing operations before income taxes and equity in net income of unconsolidated investments | 70,711 | 100,528 | 121,608 | 170,821 |
Income tax expense (benefit) | 17,139 | 21,773 | 31,279 | 34,963 |
Income from continuing operations before equity in net income of unconsolidated investments | 53,572 | 78,755 | 90,329 | 135,858 |
Equity in net income of unconsolidated investments | 5,794 | 10,649 | 16,186 | 19,550 |
Net income (loss) from continuing operations | 59,366 | 89,404 | 106,515 | 155,408 |
Loss from discontinued operations (net of tax) | 0 | (60,025) | 0 | (61,794) |
Equity in undistributed earnings of subsidiaries | 0 | 0 | 0 | 0 |
Net income | 59,366 | 29,379 | 106,515 | 93,614 |
Net income attributable to noncontrolling interests | (7,219) | (6,932) | (11,253) | (14,584) |
Net income attributable to Albemarle Corporation | 52,147 | 22,447 | 95,262 | 79,030 |
2014 Senior Notes | Issuer | ||||
Condensed Income Statements, Captions [Line Items] | ||||
Net sales | 374,220 | 419,135 | 752,392 | 795,459 |
Cost of goods sold | 256,868 | 267,984 | 514,992 | 529,577 |
Gross profit | 117,352 | 151,151 | 237,400 | 265,882 |
Selling, general and administrative expenses | 46,353 | 42,806 | 86,870 | 98,575 |
Research and development expenses | 12,901 | 13,657 | 26,269 | 27,813 |
Restructuring and other charges, net | 7,246 | 10,246 | ||
Acquisition and integration related costs | 19,289 | 4,843 | 58,169 | 4,843 |
Intercompany service fee | 5,978 | 6,938 | 11,643 | 12,008 |
Operating profit | 32,831 | 75,661 | 54,449 | 112,397 |
Interest and financing expenses | (21,865) | (8,731) | (48,521) | (17,529) |
Intergroup interest and financing expenses | (8,532) | 6,010 | (14,446) | 6,010 |
Other income (expenses), net | (19,624) | 782 | 8,944 | 990 |
Income from continuing operations before income taxes and equity in net income of unconsolidated investments | (17,190) | 73,722 | 426 | 101,868 |
Income tax expense (benefit) | (2,549) | 22,149 | 8,343 | 32,520 |
Income from continuing operations before equity in net income of unconsolidated investments | (14,641) | 51,573 | (7,917) | 69,348 |
Equity in net income of unconsolidated investments | 1,738 | 1,993 | 3,757 | 3,929 |
Net income (loss) from continuing operations | (12,903) | 53,566 | (4,160) | 73,277 |
Loss from discontinued operations (net of tax) | 0 | (20,744) | 0 | (21,157) |
Equity in undistributed earnings of subsidiaries | 65,050 | (10,375) | 99,422 | 26,910 |
Net income | 52,147 | 22,447 | 95,262 | 79,030 |
Net income attributable to noncontrolling interests | 0 | 0 | 0 | 0 |
Net income attributable to Albemarle Corporation | 52,147 | 22,447 | 95,262 | 79,030 |
2014 Senior Notes | Guarantor Subsidiaries | ||||
Condensed Income Statements, Captions [Line Items] | ||||
Net sales | 0 | 0 | 0 | 0 |
Cost of goods sold | 0 | 0 | 0 | 0 |
Gross profit | 0 | 0 | 0 | 0 |
Selling, general and administrative expenses | 46 | 0 | 46 | 0 |
Research and development expenses | 0 | 0 | 0 | 0 |
Restructuring and other charges, net | 0 | 0 | ||
Acquisition and integration related costs | 0 | 0 | 0 | 0 |
Intercompany service fee | 0 | 0 | 0 | 0 |
Operating profit | (46) | 0 | (46) | 0 |
Interest and financing expenses | (12,940) | 0 | (23,711) | 0 |
Intergroup interest and financing expenses | 16,654 | 0 | 25,715 | 0 |
Other income (expenses), net | 18,832 | 0 | (31,220) | 0 |
Income from continuing operations before income taxes and equity in net income of unconsolidated investments | 22,500 | 0 | (29,262) | 0 |
Income tax expense (benefit) | 9,900 | 0 | 2,972 | 0 |
Income from continuing operations before equity in net income of unconsolidated investments | 12,600 | 0 | (32,234) | 0 |
Equity in net income of unconsolidated investments | 0 | 0 | 0 | 0 |
Net income (loss) from continuing operations | 12,600 | 0 | (32,234) | 0 |
Loss from discontinued operations (net of tax) | 0 | 0 | 0 | 0 |
Equity in undistributed earnings of subsidiaries | 21,052 | 0 | 83,682 | 0 |
Net income | 33,652 | 0 | 51,448 | 0 |
Net income attributable to noncontrolling interests | 0 | 0 | 0 | 0 |
Net income attributable to Albemarle Corporation | 33,652 | 0 | 51,448 | 0 |
2014 Senior Notes | Non-Guarantor Subsidiaries | ||||
Condensed Income Statements, Captions [Line Items] | ||||
Net sales | 732,025 | 361,253 | 1,419,640 | 745,084 |
Cost of goods sold | 548,811 | 308,216 | 1,095,587 | 611,577 |
Gross profit | 183,214 | 53,037 | 324,053 | 133,507 |
Selling, general and administrative expenses | 101,313 | 24,205 | 196,561 | 46,540 |
Research and development expenses | 12,435 | 8,280 | 25,559 | 16,696 |
Restructuring and other charges, net | (3,914) | 10,086 | ||
Acquisition and integration related costs | 4,877 | 0 | 25,520 | 0 |
Intercompany service fee | (5,978) | (6,938) | (11,643) | (12,008) |
Operating profit | 70,567 | 31,404 | 88,056 | 72,193 |
Interest and financing expenses | 1,623 | (2) | 3,304 | 23 |
Intergroup interest and financing expenses | (8,122) | (6,010) | (11,269) | (6,010) |
Other income (expenses), net | 1,333 | (1,761) | 72,774 | (826) |
Income from continuing operations before income taxes and equity in net income of unconsolidated investments | 65,401 | 23,631 | 152,865 | 65,380 |
Income tax expense (benefit) | 9,788 | (1,536) | 20,856 | 1,138 |
Income from continuing operations before equity in net income of unconsolidated investments | 55,613 | 25,167 | 132,009 | 64,242 |
Equity in net income of unconsolidated investments | 4,056 | 8,656 | 12,429 | 15,621 |
Net income (loss) from continuing operations | 59,669 | 33,823 | 144,438 | 79,863 |
Loss from discontinued operations (net of tax) | 0 | (39,281) | 0 | (40,637) |
Equity in undistributed earnings of subsidiaries | 16,826 | 0 | 25,724 | 0 |
Net income | 76,495 | (5,458) | 170,162 | 39,226 |
Net income attributable to noncontrolling interests | (7,219) | (6,932) | (11,253) | (14,584) |
Net income attributable to Albemarle Corporation | 69,276 | (12,390) | 158,909 | 24,642 |
2014 Senior Notes | Consolidating Adjustments | ||||
Condensed Income Statements, Captions [Line Items] | ||||
Net sales | (174,760) | (175,667) | (356,143) | (335,979) |
Cost of goods sold | (174,760) | (178,842) | (353,722) | (339,552) |
Gross profit | 0 | 3,175 | (2,421) | 3,573 |
Selling, general and administrative expenses | 0 | 0 | 0 | 0 |
Research and development expenses | 0 | 0 | 0 | 0 |
Restructuring and other charges, net | 0 | 0 | ||
Acquisition and integration related costs | 0 | 0 | 0 | 0 |
Intercompany service fee | 0 | 0 | 0 | 0 |
Operating profit | 0 | 3,175 | (2,421) | 3,573 |
Interest and financing expenses | 0 | 0 | 0 | 0 |
Intergroup interest and financing expenses | 0 | 0 | 0 | 0 |
Other income (expenses), net | 0 | 0 | 0 | 0 |
Income from continuing operations before income taxes and equity in net income of unconsolidated investments | 0 | 3,175 | (2,421) | 3,573 |
Income tax expense (benefit) | 0 | 1,160 | (892) | 1,305 |
Income from continuing operations before equity in net income of unconsolidated investments | 0 | 2,015 | (1,529) | 2,268 |
Equity in net income of unconsolidated investments | 0 | 0 | 0 | 0 |
Net income (loss) from continuing operations | 0 | 2,015 | (1,529) | 2,268 |
Loss from discontinued operations (net of tax) | 0 | 0 | 0 | 0 |
Equity in undistributed earnings of subsidiaries | (102,928) | 10,375 | (208,828) | (26,910) |
Net income | (102,928) | 12,390 | (210,357) | (24,642) |
Net income attributable to noncontrolling interests | 0 | 0 | 0 | 0 |
Net income attributable to Albemarle Corporation | $ (102,928) | $ 12,390 | $ (210,357) | $ (24,642) |
Consolidating Guarantor Finan77
Consolidating Guarantor Financial Information - Statements of Comprehensive Income 1 (Details) - USD ($) $ in Thousands | 3 Months Ended | 6 Months Ended | ||
Jun. 30, 2015 | Jun. 30, 2014 | Jun. 30, 2015 | Jun. 30, 2014 | |
Condensed Income Statements, Captions [Line Items] | ||||
Net income | $ 59,366 | $ 29,379 | $ 106,515 | $ 93,614 |
Total other comprehensive income, net of tax | 45,825 | (7,344) | (254,144) | (16,879) |
Comprehensive income (loss) | 105,191 | 22,035 | (147,629) | 76,735 |
Comprehensive income attributable to noncontrolling interests | (7,168) | (6,871) | (11,102) | (14,306) |
Comprehensive income (loss) attributable to Albemarle Corporation | 98,023 | 15,164 | (158,731) | 62,429 |
2014 Senior Notes | Issuer | ||||
Condensed Income Statements, Captions [Line Items] | ||||
Net income | 52,147 | 22,447 | 95,262 | 79,030 |
Total other comprehensive income, net of tax | 45,876 | (7,283) | (253,993) | (16,601) |
Comprehensive income (loss) | 98,023 | 15,164 | (158,731) | 62,429 |
Comprehensive income attributable to noncontrolling interests | 0 | 0 | 0 | 0 |
Comprehensive income (loss) attributable to Albemarle Corporation | 98,023 | 15,164 | (158,731) | 62,429 |
2014 Senior Notes | Guarantor Subsidiaries | ||||
Condensed Income Statements, Captions [Line Items] | ||||
Net income | 33,652 | 0 | 51,448 | 0 |
Total other comprehensive income, net of tax | 61,825 | 0 | (434,674) | 0 |
Comprehensive income (loss) | 95,477 | 0 | (383,226) | 0 |
Comprehensive income attributable to noncontrolling interests | 0 | 0 | 0 | 0 |
Comprehensive income (loss) attributable to Albemarle Corporation | 95,477 | 0 | (383,226) | 0 |
2014 Senior Notes | Non-Guarantor Subsidiaries | ||||
Condensed Income Statements, Captions [Line Items] | ||||
Net income | 76,495 | (5,458) | 170,162 | 39,226 |
Total other comprehensive income, net of tax | 90,870 | (797) | (544,565) | (6,059) |
Comprehensive income (loss) | 167,365 | (6,255) | (374,403) | 33,167 |
Comprehensive income attributable to noncontrolling interests | (7,168) | (6,871) | (11,102) | (14,306) |
Comprehensive income (loss) attributable to Albemarle Corporation | 160,197 | (13,126) | (385,505) | 18,861 |
2014 Senior Notes | Consolidating Adjustments | ||||
Condensed Income Statements, Captions [Line Items] | ||||
Net income | (102,928) | 12,390 | (210,357) | (24,642) |
Total other comprehensive income, net of tax | (152,746) | 736 | 979,088 | 5,781 |
Comprehensive income (loss) | (255,674) | 13,126 | 768,731 | (18,861) |
Comprehensive income attributable to noncontrolling interests | 0 | 0 | 0 | 0 |
Comprehensive income (loss) attributable to Albemarle Corporation | $ (255,674) | $ 13,126 | $ 768,731 | $ (18,861) |
Consolidating Guarantor Finan78
Consolidating Guarantor Financial Information - Balance Sheets 1 (Details) - USD ($) $ in Thousands | Jun. 30, 2015 | Mar. 31, 2015 | Dec. 31, 2014 | Jun. 30, 2014 | Mar. 31, 2014 | Dec. 31, 2013 |
Current assets: | ||||||
Cash and cash equivalents | $ 207,238 | $ 2,489,768 | $ 515,119 | $ 477,239 | ||
Trade accounts receivable, less allowance for doubtful accounts | 638,339 | 385,212 | ||||
Other accounts receivable | 72,241 | 49,423 | ||||
Intergroup receivable | 0 | 0 | ||||
Inventories | 602,025 | 358,361 | ||||
Other current assets | 134,238 | 66,086 | ||||
Total current assets | 1,654,081 | 3,348,850 | ||||
Property, plant and equipment, at cost | 4,073,722 | 2,620,670 | ||||
Less accumulated depreciation and amortization | 1,455,185 | 1,388,802 | ||||
Net property, plant and equipment | 2,618,537 | 1,231,868 | ||||
Investments | 605,442 | 194,042 | ||||
Investment in subsidiaries | 0 | 0 | ||||
Other assets | 183,949 | 160,956 | ||||
Goodwill | 2,769,619 | 243,262 | ||||
Other intangibles, net of amortization | 1,939,181 | 44,125 | ||||
Intergroup receivable | 0 | |||||
Total assets | 9,770,809 | 5,223,103 | ||||
Current liabilities: | ||||||
Accounts payable | 342,482 | 231,705 | ||||
Intergroup payable | 0 | 0 | ||||
Accrued expenses | 505,308 | 166,174 | ||||
Current portion of long-term debt | 428,000 | 711,096 | ||||
Dividends payable | 32,288 | 21,458 | ||||
Income taxes payable | 60,000 | 9,453 | ||||
Total current liabilities | 1,368,078 | 1,139,886 | ||||
Long-term debt, less current portion | 3,562,308 | 2,223,035 | ||||
Postretirement benefits | 55,727 | 56,424 | ||||
Pension benefits | 455,664 | 170,534 | ||||
Intergroup payable | 0 | |||||
Other noncurrent liabilities | 246,409 | 87,705 | ||||
Deferred income taxes | $ 766,713 | $ 56,884 | ||||
Commitments and contingencies | ||||||
Albemarle Corporation shareholders’ equity: | ||||||
Common stock | $ 1,122 | $ 780 | ||||
Additional paid-in capital | 2,053,516 | 10,447 | ||||
Accumulated other comprehensive loss | (316,406) | $ (362,282) | (62,413) | 99,644 | $ 106,927 | 116,245 |
Retained earnings | 1,440,845 | 1,410,651 | ||||
Total Albemarle Corporation shareholders’ equity | 3,179,077 | 1,359,465 | ||||
Noncontrolling interests | 136,833 | 129,170 | ||||
Total equity | 3,315,910 | 1,488,635 | 1,625,090 | 1,742,776 | ||
Total liabilities and equity | 9,770,809 | 5,223,103 | ||||
2014 Senior Notes | Issuer | ||||||
Current assets: | ||||||
Cash and cash equivalents | 1,983 | 1,930,802 | 12,831 | 88,476 | ||
Trade accounts receivable, less allowance for doubtful accounts | 109,672 | 91,849 | ||||
Other accounts receivable | 11,227 | 19,033 | ||||
Intergroup receivable | 65,276 | 74,102 | ||||
Inventories | 200,502 | 201,006 | ||||
Other current assets | 132,768 | 45,901 | ||||
Total current assets | 521,428 | 2,362,693 | ||||
Property, plant and equipment, at cost | 1,754,607 | 1,726,690 | ||||
Less accumulated depreciation and amortization | 1,075,510 | 1,047,372 | ||||
Net property, plant and equipment | 679,097 | 679,318 | ||||
Investments | 75,826 | 73,500 | ||||
Investment in subsidiaries | 7,071,155 | 1,551,071 | ||||
Other assets | 27,847 | 35,837 | ||||
Goodwill | 49,212 | 49,212 | ||||
Other intangibles, net of amortization | 19,732 | 20,834 | ||||
Intergroup receivable | 0 | |||||
Total assets | 8,444,297 | 4,772,465 | ||||
Current liabilities: | ||||||
Accounts payable | 118,214 | 122,479 | ||||
Intergroup payable | 181,822 | 18,097 | ||||
Accrued expenses | 153,854 | 84,619 | ||||
Current portion of long-term debt | 418,455 | 692,280 | ||||
Dividends payable | 32,288 | 21,458 | ||||
Income taxes payable | 0 | 1,396 | ||||
Total current liabilities | 904,633 | 940,329 | ||||
Long-term debt, less current portion | 2,231,467 | 2,214,755 | ||||
Postretirement benefits | 55,727 | 56,424 | ||||
Pension benefits | 123,131 | 128,238 | ||||
Intergroup payable | 1,804,806 | |||||
Other noncurrent liabilities | 54,448 | 51,936 | ||||
Deferred income taxes | 91,008 | 21,318 | ||||
Albemarle Corporation shareholders’ equity: | ||||||
Common stock | 1,122 | 780 | ||||
Additional paid-in capital | 2,053,516 | 10,447 | ||||
Accumulated other comprehensive loss | (316,406) | (62,413) | ||||
Retained earnings | 1,440,845 | 1,410,651 | ||||
Total Albemarle Corporation shareholders’ equity | 3,179,077 | 1,359,465 | ||||
Noncontrolling interests | 0 | 0 | ||||
Total equity | 3,179,077 | 1,359,465 | ||||
Total liabilities and equity | 8,444,297 | 4,772,465 | ||||
2014 Senior Notes | Guarantor Subsidiaries | ||||||
Current assets: | ||||||
Cash and cash equivalents | 1,184 | 0 | 0 | 0 | ||
Trade accounts receivable, less allowance for doubtful accounts | 0 | 0 | ||||
Other accounts receivable | 23,749 | 0 | ||||
Intergroup receivable | 7,028 | 0 | ||||
Inventories | 0 | 0 | ||||
Other current assets | 0 | 0 | ||||
Total current assets | 31,961 | 0 | ||||
Property, plant and equipment, at cost | 0 | 0 | ||||
Less accumulated depreciation and amortization | 0 | 0 | ||||
Net property, plant and equipment | 0 | 0 | ||||
Investments | 4,891 | 0 | ||||
Investment in subsidiaries | 11,212,885 | 0 | ||||
Other assets | 9,026 | 0 | ||||
Goodwill | 0 | 0 | ||||
Other intangibles, net of amortization | 0 | 0 | ||||
Intergroup receivable | 3,295,790 | |||||
Total assets | 14,554,553 | 0 | ||||
Current liabilities: | ||||||
Accounts payable | 0 | 0 | ||||
Intergroup payable | 157 | 0 | ||||
Accrued expenses | 119,034 | 0 | ||||
Current portion of long-term debt | 0 | 0 | ||||
Dividends payable | 0 | 0 | ||||
Income taxes payable | 101,628 | 0 | ||||
Total current liabilities | 220,819 | 0 | ||||
Long-term debt, less current portion | 1,289,543 | 0 | ||||
Postretirement benefits | 0 | 0 | ||||
Pension benefits | 0 | 0 | ||||
Intergroup payable | 1,019,292 | |||||
Other noncurrent liabilities | 57,900 | 0 | ||||
Deferred income taxes | 0 | 0 | ||||
Albemarle Corporation shareholders’ equity: | ||||||
Common stock | 0 | 0 | ||||
Additional paid-in capital | 12,350,226 | 0 | ||||
Accumulated other comprehensive loss | (434,675) | 0 | ||||
Retained earnings | 51,448 | 0 | ||||
Total Albemarle Corporation shareholders’ equity | 11,966,999 | 0 | ||||
Noncontrolling interests | 0 | 0 | ||||
Total equity | 11,966,999 | 0 | ||||
Total liabilities and equity | 14,554,553 | 0 | ||||
2014 Senior Notes | Non-Guarantor Subsidiaries | ||||||
Current assets: | ||||||
Cash and cash equivalents | 204,071 | 558,966 | 502,288 | 388,763 | ||
Trade accounts receivable, less allowance for doubtful accounts | 528,667 | 293,363 | ||||
Other accounts receivable | 37,265 | 30,390 | ||||
Intergroup receivable | 117,287 | 18,097 | ||||
Inventories | 414,786 | 171,543 | ||||
Other current assets | 103,100 | 25,111 | ||||
Total current assets | 1,405,176 | 1,097,470 | ||||
Property, plant and equipment, at cost | 2,319,115 | 893,980 | ||||
Less accumulated depreciation and amortization | 379,675 | 341,430 | ||||
Net property, plant and equipment | 1,939,440 | 552,550 | ||||
Investments | 524,725 | 120,542 | ||||
Investment in subsidiaries | 6,414,305 | 0 | ||||
Other assets | 152,852 | 125,119 | ||||
Goodwill | 2,720,407 | 194,050 | ||||
Other intangibles, net of amortization | 1,919,449 | 23,291 | ||||
Intergroup receivable | 1,841,271 | |||||
Total assets | 16,917,625 | 2,113,022 | ||||
Current liabilities: | ||||||
Accounts payable | 224,268 | 109,226 | ||||
Intergroup payable | 7,612 | 74,102 | ||||
Accrued expenses | 232,420 | 81,555 | ||||
Current portion of long-term debt | 9,545 | 18,816 | ||||
Dividends payable | 0 | 0 | ||||
Income taxes payable | 60,892 | 7,944 | ||||
Total current liabilities | 534,737 | 291,643 | ||||
Long-term debt, less current portion | 41,298 | 8,280 | ||||
Postretirement benefits | 0 | 0 | ||||
Pension benefits | 332,533 | 42,296 | ||||
Intergroup payable | 2,312,963 | |||||
Other noncurrent liabilities | 134,061 | 35,769 | ||||
Deferred income taxes | 681,482 | 35,566 | ||||
Albemarle Corporation shareholders’ equity: | ||||||
Common stock | 6,808 | 6,808 | ||||
Additional paid-in capital | 12,139,318 | 553,172 | ||||
Accumulated other comprehensive loss | (595,513) | (51,073) | ||||
Retained earnings | 1,193,105 | 1,061,391 | ||||
Total Albemarle Corporation shareholders’ equity | 12,743,718 | 1,570,298 | ||||
Noncontrolling interests | 136,833 | 129,170 | ||||
Total equity | 12,880,551 | 1,699,468 | ||||
Total liabilities and equity | 16,917,625 | 2,113,022 | ||||
2014 Senior Notes | Consolidating Adjustments | ||||||
Current assets: | ||||||
Cash and cash equivalents | 0 | 0 | $ 0 | $ 0 | ||
Trade accounts receivable, less allowance for doubtful accounts | 0 | 0 | ||||
Other accounts receivable | 0 | 0 | ||||
Intergroup receivable | (189,591) | (92,199) | ||||
Inventories | (13,263) | (14,188) | ||||
Other current assets | (101,630) | (4,926) | ||||
Total current assets | (304,484) | (111,313) | ||||
Property, plant and equipment, at cost | 0 | 0 | ||||
Less accumulated depreciation and amortization | 0 | 0 | ||||
Net property, plant and equipment | 0 | 0 | ||||
Investments | 0 | 0 | ||||
Investment in subsidiaries | (24,698,345) | (1,551,071) | ||||
Other assets | (5,776) | 0 | ||||
Goodwill | 0 | 0 | ||||
Other intangibles, net of amortization | 0 | 0 | ||||
Intergroup receivable | (5,137,061) | |||||
Total assets | (30,145,666) | (1,662,384) | ||||
Current liabilities: | ||||||
Accounts payable | 0 | 0 | ||||
Intergroup payable | (189,591) | (92,199) | ||||
Accrued expenses | 0 | 0 | ||||
Current portion of long-term debt | 0 | 0 | ||||
Dividends payable | 0 | 0 | ||||
Income taxes payable | (102,520) | 113 | ||||
Total current liabilities | (292,111) | (92,086) | ||||
Long-term debt, less current portion | 0 | 0 | ||||
Postretirement benefits | 0 | 0 | ||||
Pension benefits | 0 | 0 | ||||
Intergroup payable | (5,137,061) | |||||
Other noncurrent liabilities | 0 | 0 | ||||
Deferred income taxes | (5,777) | 0 | ||||
Albemarle Corporation shareholders’ equity: | ||||||
Common stock | (6,808) | (6,808) | ||||
Additional paid-in capital | (24,489,544) | (553,172) | ||||
Accumulated other comprehensive loss | 1,030,188 | 51,073 | ||||
Retained earnings | (1,244,553) | (1,061,391) | ||||
Total Albemarle Corporation shareholders’ equity | (24,710,717) | (1,570,298) | ||||
Noncontrolling interests | 0 | 0 | ||||
Total equity | (24,710,717) | (1,570,298) | ||||
Total liabilities and equity | $ (30,145,666) | $ (1,662,384) |
Consolidating Guarantor Finan79
Consolidating Guarantor Financial Information - Statements of Cash Flows 1 (Details) - USD ($) $ in Thousands | 6 Months Ended | |
Jun. 30, 2015 | Jun. 30, 2014 | |
Condensed Cash Flow Statements, Captions [Line Items] | ||
Cash and cash equivalents at beginning of year | $ 2,489,768 | $ 477,239 |
Cash flows from operating activities: | ||
Net cash provided by (used in) operating activities | 133,183 | 295,147 |
Cash flows from investing activities: | ||
Acquisition of Rockwood, net of cash acquired | (2,051,645) | 0 |
Other acquisitions, net of cash acquired | (48,845) | 0 |
Capital expenditures | (111,723) | (46,670) |
Decrease in restricted cash | 57,550 | 0 |
Sales of marketable securities, net | 1,433 | 642 |
Proceeds from repayment of advance to joint venture | 2,156 | 0 |
Proceeds from intercompany investing related activity | 0 | |
Intercompany investing related payments | 0 | |
Net cash used in investing activities | (2,151,074) | (46,028) |
Cash flows from financing activities: | ||
Repayments of long-term debt | (1,331,648) | (3,016) |
Proceeds from borrowings of long-term debt | 1,000,000 | 0 |
Other borrowings (repayments), net | 133,699 | (13,083) |
Dividends paid to shareholders | (54,238) | (41,316) |
Dividends paid to noncontrolling interests | (8,282) | 0 |
Intercompany dividends paid | 0 | 0 |
Repurchases of common stock | 0 | (150,000) |
Proceeds from exercise of stock options | 342 | 2,355 |
Excess tax benefits realized from stock-based compensation arrangements | 59 | 767 |
Withholding taxes paid on stock-based compensation award distributions | (1,218) | (3,150) |
Debt financing costs | (1,164) | (1,372) |
Other | (3,882) | 0 |
Proceeds from intercompany financing related activity | 0 | |
Intercompany financing related payments | 0 | |
Net cash used in financing activities | (266,332) | (208,815) |
Net effect of foreign exchange on cash and cash equivalents | 1,693 | (2,424) |
(Decrease) increase in cash and cash equivalents | (2,282,530) | 37,880 |
Cash and cash equivalents at end of period | 207,238 | 515,119 |
2014 Senior Notes | Issuer | ||
Condensed Cash Flow Statements, Captions [Line Items] | ||
Cash and cash equivalents at beginning of year | 1,930,802 | 88,476 |
Cash flows from operating activities: | ||
Net cash provided by (used in) operating activities | 163,838 | 148,261 |
Cash flows from investing activities: | ||
Acquisition of Rockwood, net of cash acquired | (3,597,083) | |
Other acquisitions, net of cash acquired | 0 | |
Capital expenditures | (36,542) | (31,749) |
Decrease in restricted cash | 0 | |
Sales of marketable securities, net | 1,435 | 660 |
Proceeds from repayment of advance to joint venture | 2,156 | |
Proceeds from intercompany investing related activity | 0 | |
Intercompany investing related payments | 0 | |
Net cash used in investing activities | (3,630,034) | (31,089) |
Cash flows from financing activities: | ||
Repayments of long-term debt | (1,325,101) | (101) |
Proceeds from borrowings of long-term debt | 1,000,000 | |
Other borrowings (repayments), net | 135,965 | 0 |
Dividends paid to shareholders | (54,238) | (41,316) |
Dividends paid to noncontrolling interests | 0 | |
Intercompany dividends paid | 0 | 0 |
Repurchases of common stock | (150,000) | |
Proceeds from exercise of stock options | 342 | 2,355 |
Excess tax benefits realized from stock-based compensation arrangements | 59 | 767 |
Withholding taxes paid on stock-based compensation award distributions | (1,218) | (3,150) |
Debt financing costs | (1,164) | (1,372) |
Other | 0 | |
Proceeds from intercompany financing related activity | 1,845,770 | |
Intercompany financing related payments | (62,039) | |
Net cash used in financing activities | 1,538,376 | (192,817) |
Net effect of foreign exchange on cash and cash equivalents | (999) | 0 |
(Decrease) increase in cash and cash equivalents | (1,928,819) | (75,645) |
Cash and cash equivalents at end of period | 1,983 | 12,831 |
2014 Senior Notes | Guarantor Subsidiaries | ||
Condensed Cash Flow Statements, Captions [Line Items] | ||
Cash and cash equivalents at beginning of year | 0 | 0 |
Cash flows from operating activities: | ||
Net cash provided by (used in) operating activities | (56,599) | 0 |
Cash flows from investing activities: | ||
Acquisition of Rockwood, net of cash acquired | 159,409 | |
Other acquisitions, net of cash acquired | 0 | |
Capital expenditures | 0 | 0 |
Decrease in restricted cash | 0 | |
Sales of marketable securities, net | 0 | 0 |
Proceeds from repayment of advance to joint venture | 0 | |
Proceeds from intercompany investing related activity | 1,044,810 | |
Intercompany investing related payments | (1,148,029) | |
Net cash used in investing activities | 56,190 | 0 |
Cash flows from financing activities: | ||
Repayments of long-term debt | 0 | 0 |
Proceeds from borrowings of long-term debt | 0 | |
Other borrowings (repayments), net | 0 | 0 |
Dividends paid to shareholders | 0 | 0 |
Dividends paid to noncontrolling interests | 0 | |
Intercompany dividends paid | 0 | 0 |
Repurchases of common stock | 0 | |
Proceeds from exercise of stock options | 0 | 0 |
Excess tax benefits realized from stock-based compensation arrangements | 0 | 0 |
Withholding taxes paid on stock-based compensation award distributions | 0 | 0 |
Debt financing costs | 0 | 0 |
Other | 0 | |
Proceeds from intercompany financing related activity | 0 | |
Intercompany financing related payments | (82) | |
Net cash used in financing activities | (82) | 0 |
Net effect of foreign exchange on cash and cash equivalents | 1,675 | 0 |
(Decrease) increase in cash and cash equivalents | 1,184 | 0 |
Cash and cash equivalents at end of period | 1,184 | 0 |
2014 Senior Notes | Non-Guarantor Subsidiaries | ||
Condensed Cash Flow Statements, Captions [Line Items] | ||
Cash and cash equivalents at beginning of year | 558,966 | 388,763 |
Cash flows from operating activities: | ||
Net cash provided by (used in) operating activities | 49,191 | 152,896 |
Cash flows from investing activities: | ||
Acquisition of Rockwood, net of cash acquired | 1,386,029 | |
Other acquisitions, net of cash acquired | (48,845) | |
Capital expenditures | (75,181) | (14,921) |
Decrease in restricted cash | 57,550 | |
Sales of marketable securities, net | (2) | (18) |
Proceeds from repayment of advance to joint venture | 0 | |
Proceeds from intercompany investing related activity | 82 | |
Intercompany investing related payments | (1,198,221) | |
Net cash used in investing activities | 121,412 | (14,939) |
Cash flows from financing activities: | ||
Repayments of long-term debt | (6,547) | (2,915) |
Proceeds from borrowings of long-term debt | 0 | |
Other borrowings (repayments), net | (2,266) | (13,083) |
Dividends paid to shareholders | 0 | 0 |
Dividends paid to noncontrolling interests | (8,282) | |
Intercompany dividends paid | (23,247) | (6,010) |
Repurchases of common stock | 0 | |
Proceeds from exercise of stock options | 0 | 0 |
Excess tax benefits realized from stock-based compensation arrangements | 0 | 0 |
Withholding taxes paid on stock-based compensation award distributions | 0 | 0 |
Debt financing costs | 0 | 0 |
Other | (3,882) | |
Proceeds from intercompany financing related activity | 500,480 | |
Intercompany financing related payments | (982,771) | |
Net cash used in financing activities | (526,515) | (22,008) |
Net effect of foreign exchange on cash and cash equivalents | 1,017 | (2,424) |
(Decrease) increase in cash and cash equivalents | (354,895) | 113,525 |
Cash and cash equivalents at end of period | 204,071 | 502,288 |
2014 Senior Notes | Consolidating Adjustments | ||
Condensed Cash Flow Statements, Captions [Line Items] | ||
Cash and cash equivalents at beginning of year | 0 | 0 |
Cash flows from operating activities: | ||
Net cash provided by (used in) operating activities | (23,247) | (6,010) |
Cash flows from investing activities: | ||
Acquisition of Rockwood, net of cash acquired | 0 | |
Other acquisitions, net of cash acquired | 0 | |
Capital expenditures | 0 | 0 |
Decrease in restricted cash | 0 | |
Sales of marketable securities, net | 0 | 0 |
Proceeds from repayment of advance to joint venture | 0 | |
Proceeds from intercompany investing related activity | (1,044,892) | |
Intercompany investing related payments | 2,346,250 | |
Net cash used in investing activities | 1,301,358 | 0 |
Cash flows from financing activities: | ||
Repayments of long-term debt | 0 | 0 |
Proceeds from borrowings of long-term debt | 0 | |
Other borrowings (repayments), net | 0 | 0 |
Dividends paid to shareholders | 0 | 0 |
Dividends paid to noncontrolling interests | 0 | |
Intercompany dividends paid | 23,247 | 6,010 |
Repurchases of common stock | 0 | |
Proceeds from exercise of stock options | 0 | 0 |
Excess tax benefits realized from stock-based compensation arrangements | 0 | 0 |
Withholding taxes paid on stock-based compensation award distributions | 0 | 0 |
Debt financing costs | 0 | 0 |
Other | 0 | |
Proceeds from intercompany financing related activity | (2,346,250) | |
Intercompany financing related payments | 1,044,892 | |
Net cash used in financing activities | (1,278,111) | 6,010 |
Net effect of foreign exchange on cash and cash equivalents | 0 | 0 |
(Decrease) increase in cash and cash equivalents | 0 | 0 |
Cash and cash equivalents at end of period | $ 0 | $ 0 |
Consolidating Guarantor Finan80
Consolidating Guarantor Financial Information - Statements of Income 2 (Details) - USD ($) $ in Thousands | 3 Months Ended | 6 Months Ended | ||
Jun. 30, 2015 | Jun. 30, 2014 | Jun. 30, 2015 | Jun. 30, 2014 | |
Condensed Income Statements, Captions [Line Items] | ||||
Net sales | $ 931,485 | $ 604,721 | $ 1,815,889 | $ 1,204,564 |
Cost of goods sold | 630,919 | 397,358 | 1,256,857 | 801,602 |
Gross profit | 300,566 | 207,363 | 559,032 | 402,962 |
Selling, general and administrative expenses | 147,712 | 67,011 | 283,477 | 145,115 |
Research and development expenses | 25,336 | 21,937 | 51,828 | 44,509 |
Restructuring and other charges, net | 0 | 3,332 | 0 | 20,332 |
Acquisition and integration related costs | 24,166 | 4,843 | 83,689 | 4,843 |
Intercompany service fee | 0 | 0 | 0 | 0 |
Operating profit | 103,352 | 110,240 | 140,038 | 188,163 |
Interest and financing expenses | (33,182) | (8,733) | (68,928) | (17,506) |
Intergroup interest and financing expenses | 0 | 0 | 0 | 0 |
Other income (expenses), net | 541 | (979) | 50,498 | 164 |
Income from continuing operations before income taxes and equity in net income of unconsolidated investments | 70,711 | 100,528 | 121,608 | 170,821 |
Income tax expense (benefit) | 17,139 | 21,773 | 31,279 | 34,963 |
Income from continuing operations before equity in net income of unconsolidated investments | 53,572 | 78,755 | 90,329 | 135,858 |
Equity in net income of unconsolidated investments | 5,794 | 10,649 | 16,186 | 19,550 |
Net income from continuing operations | 59,366 | 89,404 | 106,515 | 155,408 |
Loss from discontinued operations (net of tax) | 0 | (60,025) | 0 | (61,794) |
Equity in undistributed earnings of subsidiaries | 0 | 0 | 0 | 0 |
Net income | 59,366 | 29,379 | 106,515 | 93,614 |
Net income attributable to noncontrolling interests | (7,219) | (6,932) | (11,253) | (14,584) |
Net income attributable to Albemarle Corporation | 52,147 | 22,447 | 95,262 | 79,030 |
4.625% Senior Notes | Parent Company Guarantor | ||||
Condensed Income Statements, Captions [Line Items] | ||||
Net sales | 374,220 | 419,135 | 752,392 | 795,459 |
Cost of goods sold | 256,868 | 267,984 | 514,992 | 529,577 |
Gross profit | 117,352 | 151,151 | 237,400 | 265,882 |
Selling, general and administrative expenses | 46,353 | 42,806 | 86,870 | 98,575 |
Research and development expenses | 12,901 | 13,657 | 26,269 | 27,813 |
Restructuring and other charges, net | 7,246 | 10,246 | ||
Acquisition and integration related costs | 19,289 | 4,843 | 58,169 | 4,843 |
Intercompany service fee | 5,978 | 6,938 | 11,643 | 12,008 |
Operating profit | 32,831 | 75,661 | 54,449 | 112,397 |
Interest and financing expenses | (21,865) | (8,731) | (48,521) | (17,529) |
Intergroup interest and financing expenses | (8,532) | 6,010 | (14,446) | 6,010 |
Other income (expenses), net | (19,624) | 782 | 8,944 | 990 |
Income from continuing operations before income taxes and equity in net income of unconsolidated investments | (17,190) | 73,722 | 426 | 101,868 |
Income tax expense (benefit) | (2,549) | 22,149 | 8,343 | 32,520 |
Income from continuing operations before equity in net income of unconsolidated investments | (14,641) | 51,573 | (7,917) | 69,348 |
Equity in net income of unconsolidated investments | 1,738 | 1,993 | 3,757 | 3,929 |
Net income from continuing operations | (12,903) | 53,566 | (4,160) | 73,277 |
Loss from discontinued operations (net of tax) | 0 | (20,744) | 0 | (21,157) |
Equity in undistributed earnings of subsidiaries | 65,050 | (10,375) | 99,422 | 26,910 |
Net income | 52,147 | 22,447 | 95,262 | 79,030 |
Net income attributable to noncontrolling interests | 0 | 0 | 0 | 0 |
Net income attributable to Albemarle Corporation | 52,147 | 22,447 | 95,262 | 79,030 |
4.625% Senior Notes | Issuer | ||||
Condensed Income Statements, Captions [Line Items] | ||||
Net sales | 0 | 0 | 0 | 0 |
Cost of goods sold | 0 | 0 | 0 | 0 |
Gross profit | 0 | 0 | 0 | 0 |
Selling, general and administrative expenses | 46 | 0 | 46 | 0 |
Research and development expenses | 0 | 0 | 0 | 0 |
Restructuring and other charges, net | 0 | 0 | ||
Acquisition and integration related costs | 0 | 0 | 0 | 0 |
Intercompany service fee | 0 | 0 | 0 | 0 |
Operating profit | (46) | 0 | (46) | 0 |
Interest and financing expenses | (12,940) | 0 | (23,711) | 0 |
Intergroup interest and financing expenses | 16,654 | 0 | 25,715 | 0 |
Other income (expenses), net | 18,832 | 0 | (31,220) | 0 |
Income from continuing operations before income taxes and equity in net income of unconsolidated investments | 22,500 | 0 | (29,262) | 0 |
Income tax expense (benefit) | 9,900 | 0 | 2,972 | 0 |
Income from continuing operations before equity in net income of unconsolidated investments | 12,600 | 0 | (32,234) | 0 |
Equity in net income of unconsolidated investments | 0 | 0 | 0 | 0 |
Net income from continuing operations | 12,600 | 0 | (32,234) | 0 |
Loss from discontinued operations (net of tax) | 0 | 0 | 0 | 0 |
Equity in undistributed earnings of subsidiaries | 4,226 | 0 | 57,958 | 0 |
Net income | 16,826 | 0 | 25,724 | 0 |
Net income attributable to noncontrolling interests | 0 | 0 | 0 | 0 |
Net income attributable to Albemarle Corporation | 16,826 | 0 | 25,724 | 0 |
4.625% Senior Notes | Guarantor Subsidiaries | ||||
Condensed Income Statements, Captions [Line Items] | ||||
Net sales | 0 | 0 | 0 | 0 |
Cost of goods sold | 0 | 0 | 0 | 0 |
Gross profit | 0 | 0 | 0 | 0 |
Selling, general and administrative expenses | 0 | 0 | 0 | 0 |
Research and development expenses | 0 | 0 | 0 | 0 |
Restructuring and other charges, net | 0 | 0 | ||
Acquisition and integration related costs | 0 | 0 | 0 | 0 |
Intercompany service fee | 0 | 0 | 0 | 0 |
Operating profit | 0 | 0 | 0 | 0 |
Interest and financing expenses | 0 | 0 | 0 | 0 |
Intergroup interest and financing expenses | 0 | 0 | 0 | 0 |
Other income (expenses), net | 0 | 0 | 0 | 0 |
Income from continuing operations before income taxes and equity in net income of unconsolidated investments | 0 | 0 | 0 | 0 |
Income tax expense (benefit) | 0 | 0 | 0 | 0 |
Income from continuing operations before equity in net income of unconsolidated investments | 0 | 0 | 0 | 0 |
Equity in net income of unconsolidated investments | 0 | 0 | 0 | 0 |
Net income from continuing operations | 0 | 0 | 0 | 0 |
Loss from discontinued operations (net of tax) | 0 | 0 | 0 | 0 |
Equity in undistributed earnings of subsidiaries | 16,826 | 0 | 25,724 | 0 |
Net income | 16,826 | 0 | 25,724 | 0 |
Net income attributable to noncontrolling interests | 0 | 0 | 0 | 0 |
Net income attributable to Albemarle Corporation | 16,826 | 0 | 25,724 | 0 |
4.625% Senior Notes | Non-Guarantor Subsidiaries | ||||
Condensed Income Statements, Captions [Line Items] | ||||
Net sales | 732,025 | 361,253 | 1,419,640 | 745,084 |
Cost of goods sold | 548,811 | 308,216 | 1,095,587 | 611,577 |
Gross profit | 183,214 | 53,037 | 324,053 | 133,507 |
Selling, general and administrative expenses | 101,313 | 24,205 | 196,561 | 46,540 |
Research and development expenses | 12,435 | 8,280 | 25,559 | 16,696 |
Restructuring and other charges, net | (3,914) | 10,086 | ||
Acquisition and integration related costs | 4,877 | 0 | 25,520 | 0 |
Intercompany service fee | (5,978) | (6,938) | (11,643) | (12,008) |
Operating profit | 70,567 | 31,404 | 88,056 | 72,193 |
Interest and financing expenses | 1,623 | (2) | 3,304 | 23 |
Intergroup interest and financing expenses | (8,122) | (6,010) | (11,269) | (6,010) |
Other income (expenses), net | 1,333 | (1,761) | 72,774 | (826) |
Income from continuing operations before income taxes and equity in net income of unconsolidated investments | 65,401 | 23,631 | 152,865 | 65,380 |
Income tax expense (benefit) | 9,788 | (1,536) | 20,856 | 1,138 |
Income from continuing operations before equity in net income of unconsolidated investments | 55,613 | 25,167 | 132,009 | 64,242 |
Equity in net income of unconsolidated investments | 4,056 | 8,656 | 12,429 | 15,621 |
Net income from continuing operations | 59,669 | 33,823 | 144,438 | 79,863 |
Loss from discontinued operations (net of tax) | 0 | (39,281) | 0 | (40,637) |
Equity in undistributed earnings of subsidiaries | 16,826 | 0 | 25,724 | 0 |
Net income | 76,495 | (5,458) | 170,162 | 39,226 |
Net income attributable to noncontrolling interests | (7,219) | (6,932) | (11,253) | (14,584) |
Net income attributable to Albemarle Corporation | 69,276 | (12,390) | 158,909 | 24,642 |
4.625% Senior Notes | Consolidating Adjustments | ||||
Condensed Income Statements, Captions [Line Items] | ||||
Net sales | (174,760) | (175,667) | (356,143) | (335,979) |
Cost of goods sold | (174,760) | (178,842) | (353,722) | (339,552) |
Gross profit | 0 | 3,175 | (2,421) | 3,573 |
Selling, general and administrative expenses | 0 | 0 | 0 | 0 |
Research and development expenses | 0 | 0 | 0 | 0 |
Restructuring and other charges, net | 0 | 0 | ||
Acquisition and integration related costs | 0 | 0 | 0 | 0 |
Intercompany service fee | 0 | 0 | 0 | 0 |
Operating profit | 0 | 3,175 | (2,421) | 3,573 |
Interest and financing expenses | 0 | 0 | 0 | 0 |
Intergroup interest and financing expenses | 0 | 0 | 0 | 0 |
Other income (expenses), net | 0 | 0 | 0 | 0 |
Income from continuing operations before income taxes and equity in net income of unconsolidated investments | 0 | 3,175 | (2,421) | 3,573 |
Income tax expense (benefit) | 0 | 1,160 | (892) | 1,305 |
Income from continuing operations before equity in net income of unconsolidated investments | 0 | 2,015 | (1,529) | 2,268 |
Equity in net income of unconsolidated investments | 0 | 0 | 0 | 0 |
Net income from continuing operations | 0 | 2,015 | (1,529) | 2,268 |
Loss from discontinued operations (net of tax) | 0 | 0 | 0 | 0 |
Equity in undistributed earnings of subsidiaries | (102,928) | 10,375 | (208,828) | (26,910) |
Net income | (102,928) | 12,390 | (210,357) | (24,642) |
Net income attributable to noncontrolling interests | 0 | 0 | 0 | 0 |
Net income attributable to Albemarle Corporation | $ (102,928) | $ 12,390 | $ (210,357) | $ (24,642) |
Consolidating Guarantor Finan81
Consolidating Guarantor Financial Information - Statements of Comprehensive Income 2 (Details) - USD ($) $ in Thousands | 3 Months Ended | 6 Months Ended | ||
Jun. 30, 2015 | Jun. 30, 2014 | Jun. 30, 2015 | Jun. 30, 2014 | |
Condensed Income Statements, Captions [Line Items] | ||||
Net income | $ 59,366 | $ 29,379 | $ 106,515 | $ 93,614 |
Total other comprehensive income, net of tax | 45,825 | (7,344) | (254,144) | (16,879) |
Comprehensive income (loss) | 105,191 | 22,035 | (147,629) | 76,735 |
Comprehensive income attributable to noncontrolling interests | (7,168) | (6,871) | (11,102) | (14,306) |
Comprehensive income (loss) attributable to Albemarle Corporation | 98,023 | 15,164 | (158,731) | 62,429 |
4.625% Senior Notes | Parent Company Guarantor | ||||
Condensed Income Statements, Captions [Line Items] | ||||
Net income | 52,147 | 22,447 | 95,262 | 79,030 |
Total other comprehensive income, net of tax | 45,876 | (7,283) | (253,993) | (16,601) |
Comprehensive income (loss) | 98,023 | 15,164 | (158,731) | 62,429 |
Comprehensive income attributable to noncontrolling interests | 0 | 0 | 0 | 0 |
Comprehensive income (loss) attributable to Albemarle Corporation | 98,023 | 15,164 | (158,731) | 62,429 |
4.625% Senior Notes | Issuer | ||||
Condensed Income Statements, Captions [Line Items] | ||||
Net income | 16,826 | 0 | 25,724 | 0 |
Total other comprehensive income, net of tax | 30,912 | 0 | (217,337) | 0 |
Comprehensive income (loss) | 47,738 | 0 | (191,613) | 0 |
Comprehensive income attributable to noncontrolling interests | 0 | 0 | 0 | 0 |
Comprehensive income (loss) attributable to Albemarle Corporation | 47,738 | 0 | (191,613) | 0 |
4.625% Senior Notes | Guarantor Subsidiaries | ||||
Condensed Income Statements, Captions [Line Items] | ||||
Net income | 16,826 | 0 | 25,724 | 0 |
Total other comprehensive income, net of tax | 30,912 | 0 | (217,338) | 0 |
Comprehensive income (loss) | 47,738 | 0 | (191,614) | 0 |
Comprehensive income attributable to noncontrolling interests | 0 | 0 | 0 | 0 |
Comprehensive income (loss) attributable to Albemarle Corporation | 47,738 | 0 | (191,614) | 0 |
4.625% Senior Notes | Non-Guarantor Subsidiaries | ||||
Condensed Income Statements, Captions [Line Items] | ||||
Net income | 76,495 | (5,458) | 170,162 | 39,226 |
Total other comprehensive income, net of tax | 90,871 | (797) | (544,565) | (6,059) |
Comprehensive income (loss) | 167,366 | (6,255) | (374,403) | 33,167 |
Comprehensive income attributable to noncontrolling interests | (7,168) | (6,871) | (11,102) | (14,306) |
Comprehensive income (loss) attributable to Albemarle Corporation | 160,198 | (13,126) | (385,505) | 18,861 |
4.625% Senior Notes | Consolidating Adjustments | ||||
Condensed Income Statements, Captions [Line Items] | ||||
Net income | (102,928) | 12,390 | (210,357) | (24,642) |
Total other comprehensive income, net of tax | (152,746) | 736 | 979,089 | 5,781 |
Comprehensive income (loss) | (255,674) | 13,126 | 768,732 | (18,861) |
Comprehensive income attributable to noncontrolling interests | 0 | 0 | 0 | 0 |
Comprehensive income (loss) attributable to Albemarle Corporation | $ (255,674) | $ 13,126 | $ 768,732 | $ (18,861) |
Consolidating Guarantor Finan82
Consolidating Guarantor Financial Information - Balance Sheets 2 (Details) - USD ($) $ in Thousands | Jun. 30, 2015 | Mar. 31, 2015 | Dec. 31, 2014 | Jun. 30, 2014 | Mar. 31, 2014 | Dec. 31, 2013 |
Current assets: | ||||||
Cash and cash equivalents | $ 207,238 | $ 2,489,768 | $ 515,119 | $ 477,239 | ||
Trade accounts receivable, less allowance for doubtful accounts | 638,339 | 385,212 | ||||
Other accounts receivable | 72,241 | 49,423 | ||||
Intergroup receivable | 0 | 0 | ||||
Inventories | 602,025 | 358,361 | ||||
Other current assets | 134,238 | 66,086 | ||||
Total current assets | 1,654,081 | 3,348,850 | ||||
Property, plant and equipment, at cost | 4,073,722 | 2,620,670 | ||||
Less accumulated depreciation and amortization | 1,455,185 | 1,388,802 | ||||
Net property, plant and equipment | 2,618,537 | 1,231,868 | ||||
Investments | 605,442 | 194,042 | ||||
Investment in subsidiaries | 0 | 0 | ||||
Other assets | 183,949 | 160,956 | ||||
Goodwill | 2,769,619 | 243,262 | ||||
Other intangibles, net of amortization | 1,939,181 | 44,125 | ||||
Intergroup receivable | 0 | |||||
Total assets | 9,770,809 | 5,223,103 | ||||
Current liabilities: | ||||||
Accounts payable | 342,482 | 231,705 | ||||
Intergroup payable | 0 | 0 | ||||
Accrued expenses | 505,308 | 166,174 | ||||
Current portion of long-term debt | 428,000 | 711,096 | ||||
Dividends payable | 32,288 | 21,458 | ||||
Income taxes payable | 60,000 | 9,453 | ||||
Total current liabilities | 1,368,078 | 1,139,886 | ||||
Long-term debt, less current portion | 3,562,308 | 2,223,035 | ||||
Postretirement benefits | 55,727 | 56,424 | ||||
Pension benefits | 455,664 | 170,534 | ||||
Intergroup payable | 0 | |||||
Other noncurrent liabilities | 246,409 | 87,705 | ||||
Deferred income taxes | $ 766,713 | $ 56,884 | ||||
Commitments and contingencies | ||||||
Albemarle Corporation shareholders’ equity: | ||||||
Common stock | $ 1,122 | $ 780 | ||||
Additional paid-in capital | 2,053,516 | 10,447 | ||||
Accumulated other comprehensive loss | (316,406) | $ (362,282) | (62,413) | 99,644 | $ 106,927 | 116,245 |
Retained earnings | 1,440,845 | 1,410,651 | ||||
Total Albemarle Corporation shareholders’ equity | 3,179,077 | 1,359,465 | ||||
Noncontrolling interests | 136,833 | 129,170 | ||||
Total equity | 3,315,910 | 1,488,635 | 1,625,090 | 1,742,776 | ||
Total liabilities and equity | 9,770,809 | 5,223,103 | ||||
4.625% Senior Notes | Parent Company Guarantor | ||||||
Current assets: | ||||||
Cash and cash equivalents | 1,983 | 1,930,802 | 12,831 | 88,476 | ||
Trade accounts receivable, less allowance for doubtful accounts | 109,672 | 91,849 | ||||
Other accounts receivable | 11,227 | 19,033 | ||||
Intergroup receivable | 65,276 | 74,102 | ||||
Inventories | 200,502 | 201,006 | ||||
Other current assets | 132,768 | 45,901 | ||||
Total current assets | 521,428 | 2,362,693 | ||||
Property, plant and equipment, at cost | 1,754,607 | 1,726,690 | ||||
Less accumulated depreciation and amortization | 1,075,510 | 1,047,372 | ||||
Net property, plant and equipment | 679,097 | 679,318 | ||||
Investments | 75,826 | 73,500 | ||||
Investment in subsidiaries | 7,071,155 | 1,551,071 | ||||
Other assets | 27,847 | 35,837 | ||||
Goodwill | 49,212 | 49,212 | ||||
Other intangibles, net of amortization | 19,732 | 20,834 | ||||
Intergroup receivable | 0 | |||||
Total assets | 8,444,297 | 4,772,465 | ||||
Current liabilities: | ||||||
Accounts payable | 118,214 | 122,479 | ||||
Intergroup payable | 181,822 | 18,097 | ||||
Accrued expenses | 153,854 | 84,619 | ||||
Current portion of long-term debt | 418,455 | 692,280 | ||||
Dividends payable | 32,288 | 21,458 | ||||
Income taxes payable | 0 | 1,396 | ||||
Total current liabilities | 904,633 | 940,329 | ||||
Long-term debt, less current portion | 2,231,467 | 2,214,755 | ||||
Postretirement benefits | 55,727 | 56,424 | ||||
Pension benefits | 123,131 | 128,238 | ||||
Intergroup payable | 1,804,806 | |||||
Other noncurrent liabilities | 54,448 | 51,936 | ||||
Deferred income taxes | 91,008 | 21,318 | ||||
Albemarle Corporation shareholders’ equity: | ||||||
Common stock | 1,122 | 780 | ||||
Additional paid-in capital | 2,053,516 | 10,447 | ||||
Accumulated other comprehensive loss | (316,406) | (62,413) | ||||
Retained earnings | 1,440,845 | 1,410,651 | ||||
Total Albemarle Corporation shareholders’ equity | 3,179,077 | 1,359,465 | ||||
Noncontrolling interests | 0 | 0 | ||||
Total equity | 3,179,077 | 1,359,465 | ||||
Total liabilities and equity | 8,444,297 | 4,772,465 | ||||
4.625% Senior Notes | Issuer | ||||||
Current assets: | ||||||
Cash and cash equivalents | 1,184 | 0 | 0 | 0 | ||
Trade accounts receivable, less allowance for doubtful accounts | 0 | 0 | ||||
Other accounts receivable | 23,749 | 0 | ||||
Intergroup receivable | 7,028 | 0 | ||||
Inventories | 0 | 0 | ||||
Other current assets | 0 | 0 | ||||
Total current assets | 31,961 | 0 | ||||
Property, plant and equipment, at cost | 0 | 0 | ||||
Less accumulated depreciation and amortization | 0 | 0 | ||||
Net property, plant and equipment | 0 | 0 | ||||
Investments | 4,891 | 0 | ||||
Investment in subsidiaries | 4,798,580 | 0 | ||||
Other assets | 9,026 | 0 | ||||
Goodwill | 0 | 0 | ||||
Other intangibles, net of amortization | 0 | 0 | ||||
Intergroup receivable | 3,293,563 | |||||
Total assets | 8,138,021 | 0 | ||||
Current liabilities: | ||||||
Accounts payable | 0 | 0 | ||||
Intergroup payable | 75 | 0 | ||||
Accrued expenses | 119,034 | 0 | ||||
Current portion of long-term debt | 0 | 0 | ||||
Dividends payable | 0 | 0 | ||||
Income taxes payable | 101,628 | 0 | ||||
Total current liabilities | 220,737 | 0 | ||||
Long-term debt, less current portion | 1,289,543 | 0 | ||||
Postretirement benefits | 0 | 0 | ||||
Pension benefits | 0 | 0 | ||||
Intergroup payable | 155,535 | |||||
Other noncurrent liabilities | 57,900 | 0 | ||||
Deferred income taxes | 0 | 0 | ||||
Albemarle Corporation shareholders’ equity: | ||||||
Common stock | 0 | 0 | ||||
Additional paid-in capital | 6,605,919 | 0 | ||||
Accumulated other comprehensive loss | (217,337) | 0 | ||||
Retained earnings | 25,724 | 0 | ||||
Total Albemarle Corporation shareholders’ equity | 6,414,306 | 0 | ||||
Noncontrolling interests | 0 | 0 | ||||
Total equity | 6,414,306 | 0 | ||||
Total liabilities and equity | 8,138,021 | 0 | ||||
4.625% Senior Notes | Guarantor Subsidiaries | ||||||
Current assets: | ||||||
Cash and cash equivalents | 0 | 0 | 0 | 0 | ||
Trade accounts receivable, less allowance for doubtful accounts | 0 | 0 | ||||
Other accounts receivable | 0 | 0 | ||||
Intergroup receivable | 0 | 0 | ||||
Inventories | 0 | 0 | ||||
Other current assets | 0 | 0 | ||||
Total current assets | 0 | 0 | ||||
Property, plant and equipment, at cost | 0 | 0 | ||||
Less accumulated depreciation and amortization | 0 | 0 | ||||
Net property, plant and equipment | 0 | 0 | ||||
Investments | 0 | 0 | ||||
Investment in subsidiaries | 6,414,305 | 0 | ||||
Other assets | 0 | 0 | ||||
Goodwill | 0 | 0 | ||||
Other intangibles, net of amortization | 0 | 0 | ||||
Intergroup receivable | 2,227 | |||||
Total assets | 6,416,532 | 0 | ||||
Current liabilities: | ||||||
Accounts payable | 0 | 0 | ||||
Intergroup payable | 82 | 0 | ||||
Accrued expenses | 0 | 0 | ||||
Current portion of long-term debt | 0 | 0 | ||||
Dividends payable | 0 | 0 | ||||
Income taxes payable | 0 | 0 | ||||
Total current liabilities | 82 | 0 | ||||
Long-term debt, less current portion | 0 | 0 | ||||
Postretirement benefits | 0 | 0 | ||||
Pension benefits | 0 | 0 | ||||
Intergroup payable | 863,757 | |||||
Other noncurrent liabilities | 0 | 0 | ||||
Deferred income taxes | 0 | 0 | ||||
Albemarle Corporation shareholders’ equity: | ||||||
Common stock | 0 | 0 | ||||
Additional paid-in capital | 5,744,307 | 0 | ||||
Accumulated other comprehensive loss | (217,338) | 0 | ||||
Retained earnings | 25,724 | 0 | ||||
Total Albemarle Corporation shareholders’ equity | 5,552,693 | 0 | ||||
Noncontrolling interests | 0 | 0 | ||||
Total equity | 5,552,693 | 0 | ||||
Total liabilities and equity | 6,416,532 | 0 | ||||
4.625% Senior Notes | Non-Guarantor Subsidiaries | ||||||
Current assets: | ||||||
Cash and cash equivalents | 204,071 | 558,966 | 502,288 | 388,763 | ||
Trade accounts receivable, less allowance for doubtful accounts | 528,667 | 293,363 | ||||
Other accounts receivable | 37,265 | 30,390 | ||||
Intergroup receivable | 117,287 | 18,097 | ||||
Inventories | 414,786 | 171,543 | ||||
Other current assets | 103,100 | 25,111 | ||||
Total current assets | 1,405,176 | 1,097,470 | ||||
Property, plant and equipment, at cost | 2,319,115 | 893,980 | ||||
Less accumulated depreciation and amortization | 379,675 | 341,430 | ||||
Net property, plant and equipment | 1,939,440 | 552,550 | ||||
Investments | 524,725 | 120,542 | ||||
Investment in subsidiaries | 6,414,305 | 0 | ||||
Other assets | 152,852 | 125,119 | ||||
Goodwill | 2,720,407 | 194,050 | ||||
Other intangibles, net of amortization | 1,919,449 | 23,291 | ||||
Intergroup receivable | 1,841,271 | |||||
Total assets | 16,917,625 | 2,113,022 | ||||
Current liabilities: | ||||||
Accounts payable | 224,268 | 109,226 | ||||
Intergroup payable | 7,612 | 74,102 | ||||
Accrued expenses | 232,420 | 81,555 | ||||
Current portion of long-term debt | 9,545 | 18,816 | ||||
Dividends payable | 0 | 0 | ||||
Income taxes payable | 60,892 | 7,944 | ||||
Total current liabilities | 534,737 | 291,643 | ||||
Long-term debt, less current portion | 41,298 | 8,280 | ||||
Postretirement benefits | 0 | 0 | ||||
Pension benefits | 332,533 | 42,296 | ||||
Intergroup payable | 2,312,963 | |||||
Other noncurrent liabilities | 134,061 | 35,769 | ||||
Deferred income taxes | 681,482 | 35,566 | ||||
Albemarle Corporation shareholders’ equity: | ||||||
Common stock | 6,808 | 6,808 | ||||
Additional paid-in capital | 12,139,318 | 553,172 | ||||
Accumulated other comprehensive loss | (595,513) | (51,073) | ||||
Retained earnings | 1,193,105 | 1,061,391 | ||||
Total Albemarle Corporation shareholders’ equity | 12,743,718 | 1,570,298 | ||||
Noncontrolling interests | 136,833 | 129,170 | ||||
Total equity | 12,880,551 | 1,699,468 | ||||
Total liabilities and equity | 16,917,625 | 2,113,022 | ||||
4.625% Senior Notes | Consolidating Adjustments | ||||||
Current assets: | ||||||
Cash and cash equivalents | 0 | 0 | $ 0 | $ 0 | ||
Trade accounts receivable, less allowance for doubtful accounts | 0 | 0 | ||||
Other accounts receivable | 0 | 0 | ||||
Intergroup receivable | (189,591) | (92,199) | ||||
Inventories | (13,263) | (14,188) | ||||
Other current assets | (101,630) | (4,926) | ||||
Total current assets | (304,484) | (111,313) | ||||
Property, plant and equipment, at cost | 0 | 0 | ||||
Less accumulated depreciation and amortization | 0 | 0 | ||||
Net property, plant and equipment | 0 | 0 | ||||
Investments | 0 | 0 | ||||
Investment in subsidiaries | (24,698,345) | (1,551,071) | ||||
Other assets | (5,776) | 0 | ||||
Goodwill | 0 | 0 | ||||
Other intangibles, net of amortization | 0 | 0 | ||||
Intergroup receivable | (5,137,061) | |||||
Total assets | (30,145,666) | (1,662,384) | ||||
Current liabilities: | ||||||
Accounts payable | 0 | 0 | ||||
Intergroup payable | (189,591) | (92,199) | ||||
Accrued expenses | 0 | 0 | ||||
Current portion of long-term debt | 0 | 0 | ||||
Dividends payable | 0 | 0 | ||||
Income taxes payable | (102,520) | 113 | ||||
Total current liabilities | (292,111) | (92,086) | ||||
Long-term debt, less current portion | 0 | 0 | ||||
Postretirement benefits | 0 | 0 | ||||
Pension benefits | 0 | 0 | ||||
Intergroup payable | (5,137,061) | |||||
Other noncurrent liabilities | 0 | 0 | ||||
Deferred income taxes | (5,777) | 0 | ||||
Albemarle Corporation shareholders’ equity: | ||||||
Common stock | (6,808) | (6,808) | ||||
Additional paid-in capital | (24,489,544) | (553,172) | ||||
Accumulated other comprehensive loss | 1,030,188 | 51,073 | ||||
Retained earnings | (1,244,553) | (1,061,391) | ||||
Total Albemarle Corporation shareholders’ equity | (24,710,717) | (1,570,298) | ||||
Noncontrolling interests | 0 | 0 | ||||
Total equity | (24,710,717) | (1,570,298) | ||||
Total liabilities and equity | $ (30,145,666) | $ (1,662,384) |
Consolidating Guarantor Finan83
Consolidating Guarantor Financial Information - Statements of Cash Flows 2 (Details) - USD ($) $ in Thousands | 6 Months Ended | |
Jun. 30, 2015 | Jun. 30, 2014 | |
Condensed Cash Flow Statements, Captions [Line Items] | ||
Cash and cash equivalents at beginning of year | $ 2,489,768 | $ 477,239 |
Cash flows from operating activities: | ||
Net cash provided by (used in) operating activities | 133,183 | 295,147 |
Cash flows from investing activities: | ||
Acquisition of Rockwood, net of cash acquired | (2,051,645) | 0 |
Other acquisitions, net of cash acquired | (48,845) | 0 |
Capital expenditures | (111,723) | (46,670) |
Decrease in restricted cash | 57,550 | 0 |
Sales of marketable securities, net | 1,433 | 642 |
Proceeds from repayment of advance to joint venture | 2,156 | 0 |
Proceeds from intercompany investing related activity | 0 | |
Intercompany investing related payments | 0 | |
Net cash used in investing activities | (2,151,074) | (46,028) |
Cash flows from financing activities: | ||
Repayments of long-term debt | (1,331,648) | (3,016) |
Proceeds from borrowings of long-term debt | 1,000,000 | 0 |
Other borrowings (repayments), net | 133,699 | (13,083) |
Dividends paid to shareholders | (54,238) | (41,316) |
Dividends paid to noncontrolling interests | (8,282) | 0 |
Intercompany dividends paid | 0 | 0 |
Repurchases of common stock | 0 | (150,000) |
Proceeds from exercise of stock options | 342 | 2,355 |
Excess tax benefits realized from stock-based compensation arrangements | 59 | 767 |
Withholding taxes paid on stock-based compensation award distributions | (1,218) | (3,150) |
Debt financing costs | (1,164) | (1,372) |
Other | (3,882) | 0 |
Proceeds from intercompany financing related activity | 0 | |
Intercompany financing related payments | 0 | |
Net cash used in financing activities | (266,332) | (208,815) |
Net effect of foreign exchange on cash and cash equivalents | 1,693 | (2,424) |
(Decrease) increase in cash and cash equivalents | (2,282,530) | 37,880 |
Cash and cash equivalents at end of period | 207,238 | 515,119 |
4.625% Senior Notes | Parent Company Guarantor | ||
Condensed Cash Flow Statements, Captions [Line Items] | ||
Cash and cash equivalents at beginning of year | 1,930,802 | 88,476 |
Cash flows from operating activities: | ||
Net cash provided by (used in) operating activities | 163,838 | 148,261 |
Cash flows from investing activities: | ||
Acquisition of Rockwood, net of cash acquired | (3,597,083) | |
Other acquisitions, net of cash acquired | 0 | |
Capital expenditures | (36,542) | (31,749) |
Decrease in restricted cash | 0 | |
Sales of marketable securities, net | 1,435 | 660 |
Proceeds from repayment of advance to joint venture | 2,156 | |
Proceeds from intercompany investing related activity | 0 | |
Intercompany investing related payments | 0 | |
Net cash used in investing activities | (3,630,034) | (31,089) |
Cash flows from financing activities: | ||
Repayments of long-term debt | (1,325,101) | (101) |
Proceeds from borrowings of long-term debt | 1,000,000 | |
Other borrowings (repayments), net | 135,965 | 0 |
Dividends paid to shareholders | (54,238) | (41,316) |
Dividends paid to noncontrolling interests | 0 | |
Intercompany dividends paid | 0 | 0 |
Repurchases of common stock | (150,000) | |
Proceeds from exercise of stock options | 342 | 2,355 |
Excess tax benefits realized from stock-based compensation arrangements | 59 | 767 |
Withholding taxes paid on stock-based compensation award distributions | (1,218) | (3,150) |
Debt financing costs | (1,164) | (1,372) |
Other | 0 | |
Proceeds from intercompany financing related activity | 1,845,770 | |
Intercompany financing related payments | (62,039) | |
Net cash used in financing activities | 1,538,376 | (192,817) |
Net effect of foreign exchange on cash and cash equivalents | (999) | 0 |
(Decrease) increase in cash and cash equivalents | (1,928,819) | (75,645) |
Cash and cash equivalents at end of period | 1,983 | 12,831 |
4.625% Senior Notes | Issuer | ||
Condensed Cash Flow Statements, Captions [Line Items] | ||
Cash and cash equivalents at beginning of year | 0 | 0 |
Cash flows from operating activities: | ||
Net cash provided by (used in) operating activities | (56,681) | 0 |
Cash flows from investing activities: | ||
Acquisition of Rockwood, net of cash acquired | 159,409 | |
Other acquisitions, net of cash acquired | 0 | |
Capital expenditures | 0 | 0 |
Decrease in restricted cash | 0 | |
Sales of marketable securities, net | 0 | 0 |
Proceeds from repayment of advance to joint venture | 0 | |
Proceeds from intercompany investing related activity | 1,044,810 | |
Intercompany investing related payments | (1,148,029) | |
Net cash used in investing activities | 56,190 | 0 |
Cash flows from financing activities: | ||
Repayments of long-term debt | 0 | 0 |
Proceeds from borrowings of long-term debt | 0 | |
Other borrowings (repayments), net | 0 | 0 |
Dividends paid to shareholders | 0 | 0 |
Dividends paid to noncontrolling interests | 0 | |
Intercompany dividends paid | 0 | 0 |
Repurchases of common stock | 0 | |
Proceeds from exercise of stock options | 0 | 0 |
Excess tax benefits realized from stock-based compensation arrangements | 0 | 0 |
Withholding taxes paid on stock-based compensation award distributions | 0 | 0 |
Debt financing costs | 0 | 0 |
Other | 0 | |
Proceeds from intercompany financing related activity | 0 | |
Intercompany financing related payments | 0 | |
Net cash used in financing activities | 0 | 0 |
Net effect of foreign exchange on cash and cash equivalents | 1,675 | 0 |
(Decrease) increase in cash and cash equivalents | 1,184 | 0 |
Cash and cash equivalents at end of period | 1,184 | 0 |
4.625% Senior Notes | Guarantor Subsidiaries | ||
Condensed Cash Flow Statements, Captions [Line Items] | ||
Cash and cash equivalents at beginning of year | 0 | 0 |
Cash flows from operating activities: | ||
Net cash provided by (used in) operating activities | 82 | 0 |
Cash flows from investing activities: | ||
Acquisition of Rockwood, net of cash acquired | 0 | |
Other acquisitions, net of cash acquired | 0 | |
Capital expenditures | 0 | 0 |
Decrease in restricted cash | 0 | |
Sales of marketable securities, net | 0 | 0 |
Proceeds from repayment of advance to joint venture | 0 | |
Proceeds from intercompany investing related activity | 0 | |
Intercompany investing related payments | 0 | |
Net cash used in investing activities | 0 | 0 |
Cash flows from financing activities: | ||
Repayments of long-term debt | 0 | 0 |
Proceeds from borrowings of long-term debt | 0 | |
Other borrowings (repayments), net | 0 | 0 |
Dividends paid to shareholders | 0 | 0 |
Dividends paid to noncontrolling interests | 0 | |
Intercompany dividends paid | 0 | 0 |
Repurchases of common stock | 0 | |
Proceeds from exercise of stock options | 0 | 0 |
Excess tax benefits realized from stock-based compensation arrangements | 0 | 0 |
Withholding taxes paid on stock-based compensation award distributions | 0 | 0 |
Debt financing costs | 0 | 0 |
Other | 0 | |
Proceeds from intercompany financing related activity | 0 | |
Intercompany financing related payments | (82) | |
Net cash used in financing activities | (82) | 0 |
Net effect of foreign exchange on cash and cash equivalents | 0 | 0 |
(Decrease) increase in cash and cash equivalents | 0 | 0 |
Cash and cash equivalents at end of period | 0 | 0 |
4.625% Senior Notes | Non-Guarantor Subsidiaries | ||
Condensed Cash Flow Statements, Captions [Line Items] | ||
Cash and cash equivalents at beginning of year | 558,966 | 388,763 |
Cash flows from operating activities: | ||
Net cash provided by (used in) operating activities | 49,191 | 152,896 |
Cash flows from investing activities: | ||
Acquisition of Rockwood, net of cash acquired | 1,386,029 | |
Other acquisitions, net of cash acquired | (48,845) | |
Capital expenditures | (75,181) | (14,921) |
Decrease in restricted cash | 57,550 | |
Sales of marketable securities, net | (2) | (18) |
Proceeds from repayment of advance to joint venture | 0 | |
Proceeds from intercompany investing related activity | 82 | |
Intercompany investing related payments | (1,198,221) | |
Net cash used in investing activities | 121,412 | (14,939) |
Cash flows from financing activities: | ||
Repayments of long-term debt | (6,547) | (2,915) |
Proceeds from borrowings of long-term debt | 0 | |
Other borrowings (repayments), net | (2,266) | (13,083) |
Dividends paid to shareholders | 0 | 0 |
Dividends paid to noncontrolling interests | (8,282) | |
Intercompany dividends paid | (23,247) | (6,010) |
Repurchases of common stock | 0 | |
Proceeds from exercise of stock options | 0 | 0 |
Excess tax benefits realized from stock-based compensation arrangements | 0 | 0 |
Withholding taxes paid on stock-based compensation award distributions | 0 | 0 |
Debt financing costs | 0 | 0 |
Other | (3,882) | |
Proceeds from intercompany financing related activity | 500,480 | |
Intercompany financing related payments | (982,771) | |
Net cash used in financing activities | (526,515) | (22,008) |
Net effect of foreign exchange on cash and cash equivalents | 1,017 | (2,424) |
(Decrease) increase in cash and cash equivalents | (354,895) | 113,525 |
Cash and cash equivalents at end of period | 204,071 | 502,288 |
4.625% Senior Notes | Consolidating Adjustments | ||
Condensed Cash Flow Statements, Captions [Line Items] | ||
Cash and cash equivalents at beginning of year | 0 | 0 |
Cash flows from operating activities: | ||
Net cash provided by (used in) operating activities | (23,247) | (6,010) |
Cash flows from investing activities: | ||
Acquisition of Rockwood, net of cash acquired | 0 | |
Other acquisitions, net of cash acquired | 0 | |
Capital expenditures | 0 | 0 |
Decrease in restricted cash | 0 | |
Sales of marketable securities, net | 0 | 0 |
Proceeds from repayment of advance to joint venture | 0 | |
Proceeds from intercompany investing related activity | (1,044,892) | |
Intercompany investing related payments | 2,346,250 | |
Net cash used in investing activities | 1,301,358 | 0 |
Cash flows from financing activities: | ||
Repayments of long-term debt | 0 | 0 |
Proceeds from borrowings of long-term debt | 0 | |
Other borrowings (repayments), net | 0 | 0 |
Dividends paid to shareholders | 0 | 0 |
Dividends paid to noncontrolling interests | 0 | |
Intercompany dividends paid | 23,247 | 6,010 |
Repurchases of common stock | 0 | |
Proceeds from exercise of stock options | 0 | 0 |
Excess tax benefits realized from stock-based compensation arrangements | 0 | 0 |
Withholding taxes paid on stock-based compensation award distributions | 0 | 0 |
Debt financing costs | 0 | 0 |
Other | 0 | |
Proceeds from intercompany financing related activity | (2,346,250) | |
Intercompany financing related payments | 1,044,892 | |
Net cash used in financing activities | (1,278,111) | 6,010 |
Net effect of foreign exchange on cash and cash equivalents | 0 | 0 |
(Decrease) increase in cash and cash equivalents | 0 | 0 |
Cash and cash equivalents at end of period | $ 0 | $ 0 |