Document and Entity Information
Document and Entity Information - shares | 9 Months Ended | |
Sep. 30, 2015 | Oct. 30, 2015 | |
Document And Entity Information [Abstract] [Abstract] | ||
Document Type | 10-Q | |
Amendment Flag | false | |
Document Period End Date | Sep. 30, 2015 | |
Document Fiscal Year Focus | 2,015 | |
Document Fiscal Period Focus | Q3 | |
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 | 112,203,154 |
Consolidated Statements of Inco
Consolidated Statements of Income - USD ($) shares in Thousands, $ in Thousands | 3 Months Ended | 9 Months Ended | ||||
Sep. 30, 2015 | Sep. 30, 2014 | Sep. 30, 2015 | Sep. 30, 2014 | |||
Income Statement [Abstract] | ||||||
Net sales | $ 905,093 | $ 642,418 | $ 2,720,982 | $ 1,846,982 | ||
Cost of goods sold | 592,883 | 436,972 | 1,849,740 | 1,238,574 | ||
Gross profit | 312,210 | 205,446 | 871,242 | 608,408 | ||
Selling, general and administrative expenses | 137,615 | 66,012 | 421,092 | 211,127 | ||
Research and development expenses | 25,295 | 22,407 | 77,123 | 66,916 | ||
Restructuring and other, net | (6,804) | 293 | (6,804) | 20,625 | ||
Acquisition and integration related costs | 42,798 | 10,261 | 126,487 | 15,104 | ||
Operating profit | 113,306 | 106,473 | 253,344 | 294,636 | ||
Interest and financing expenses | (32,058) | (8,749) | (100,986) | (26,255) | ||
Other income (expenses), net | 466 | (6,618) | 50,964 | (6,454) | ||
Income from continuing operations before income taxes and equity in net income of unconsolidated investments | 81,714 | 91,106 | 203,322 | 261,927 | ||
Income tax expense | 16,892 | 11,737 | 48,171 | 46,700 | ||
Income from continuing operations before equity in net income of unconsolidated investments | 64,822 | 79,369 | 155,151 | 215,227 | ||
Equity in net income of unconsolidated investments (net of tax) | 6,050 | 8,650 | 22,236 | 28,200 | ||
Net income from continuing operations | 70,872 | 88,019 | 177,387 | 243,427 | ||
Loss from discontinued operations (net of tax) | 0 | (6,679) | 0 | (68,473) | ||
Net income | 70,872 | 81,340 | 177,387 | 174,954 | ||
Net income attributable to noncontrolling interests | (5,480) | (8,546) | (16,733) | (23,130) | ||
Net income attributable to Albemarle Corporation | $ 65,392 | $ 72,794 | $ 160,654 | $ 151,824 | ||
Basic earnings per share from continuing operations (in dollars per share) | $ 0.58 | $ 1.02 | $ 1.45 | $ 2.79 | ||
Basic earnings (loss) per share from discontinued operations (in dollars per share) | 0 | (0.09) | 0 | (0.87) | ||
Basic earnings per share (in dollars per share) | 0.58 | 0.93 | 1.45 | 1.92 | ||
Diluted earnings per share from continuing operations (in dollars per share) | 0.58 | 1.01 | 1.44 | 2.78 | ||
Diluted earnings (loss) per share from discontinued operations (in dollars per share) | 0 | (0.08) | 0 | (0.87) | ||
Diluted earnings per share (in dollars per share) | $ 0.58 | $ 0.93 | $ 1.44 | $ 1.91 | ||
Weighted-average common shares outstanding - basic (in shares) | 112,202 | [1] | 78,244 | 110,840 | [1] | 78,880 |
Weighted-average common shares outstanding - diluted (in shares) | 112,544 | [1] | 78,659 | 111,205 | [1] | 79,287 |
Cash dividends declared per share of common stock (in dollars per share) | $ 0.29 | $ 0.275 | $ 0.87 | $ 0.825 | ||
[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 | 9 Months Ended | ||
Sep. 30, 2015 | Sep. 30, 2014 | Sep. 30, 2015 | Sep. 30, 2014 | |
Statement of Comprehensive Income [Abstract] | ||||
Net income | $ 70,872 | $ 81,340 | $ 177,387 | $ 174,954 |
Other comprehensive income (loss), net of tax: | ||||
Foreign currency translation | (67,520) | (100,318) | (365,867) | (106,380) |
Pension and postretirement benefits | 2 | (147) | 6 | (615) |
Net investment hedge | (3,407) | 0 | 39,709 | 0 |
Interest rate swap | 527 | (988) | 1,580 | (11,409) |
Other | (6) | 33 | 24 | 105 |
Total other comprehensive loss, net of tax | (70,404) | (101,420) | (324,548) | (118,299) |
Comprehensive income (loss) | 468 | (20,080) | (147,161) | 56,655 |
Comprehensive income attributable to noncontrolling interests | (5,083) | (8,421) | (16,185) | (22,727) |
Comprehensive income (loss) attributable to Albemarle Corporation | $ (4,615) | $ (28,501) | $ (163,346) | $ 33,928 |
Condensed Consolidated Balance
Condensed Consolidated Balance Sheets - USD ($) $ in Thousands | Sep. 30, 2015 | Jun. 30, 2015 | Dec. 31, 2014 | Sep. 30, 2014 | Jun. 30, 2014 | Dec. 31, 2013 |
Current assets: | ||||||
Cash and cash equivalents | $ 234,490 | $ 2,489,768 | $ 653,120 | $ 477,239 | ||
Trade accounts receivable, less allowance for doubtful accounts (2015 – $2,486; 2014 – $1,563) | 618,301 | 385,212 | ||||
Other accounts receivable | 76,271 | 49,423 | ||||
Inventories | 629,393 | 358,361 | ||||
Other current assets | 162,460 | 66,086 | ||||
Total current assets | 1,720,915 | 3,348,850 | ||||
Property, plant and equipment, at cost | 4,096,921 | 2,620,670 | ||||
Less accumulated depreciation and amortization | 1,496,069 | 1,388,802 | ||||
Net property, plant and equipment | 2,600,852 | 1,231,868 | ||||
Investments | 453,869 | 194,042 | ||||
Other assets | 191,349 | 160,956 | ||||
Goodwill | 2,811,086 | 243,262 | ||||
Other intangibles, net of amortization | 1,896,993 | 44,125 | ||||
Total assets | 9,675,064 | 5,223,103 | ||||
Current liabilities: | ||||||
Accounts payable | 371,649 | 231,705 | ||||
Accrued expenses | 566,932 | 166,174 | ||||
Current portion of long-term debt | 284,368 | 711,096 | ||||
Dividends payable | 32,295 | 21,458 | ||||
Income taxes payable | 67,304 | 9,453 | ||||
Total current liabilities | 1,322,548 | 1,139,886 | ||||
Long-term debt | 3,558,964 | 2,223,035 | ||||
Postretirement benefits | 55,401 | 56,424 | ||||
Pension benefits | 451,056 | 170,534 | ||||
Other noncurrent liabilities | 250,737 | 87,705 | ||||
Deferred income taxes | $ 761,844 | $ 56,884 | ||||
Commitments and contingencies (Notes 2, 10) | ||||||
Albemarle Corporation shareholders’ equity: | ||||||
Common stock, $.01 par value, issued and outstanding – 112,202 in 2015 and 78,031 in 2014 | $ 1,122 | $ 780 | ||||
Additional paid-in capital | 2,056,082 | 10,447 | ||||
Accumulated other comprehensive loss | (386,413) | $ (316,406) | (62,413) | (1,651) | $ 99,644 | 116,245 |
Retained earnings | 1,473,698 | 1,410,651 | ||||
Total Albemarle Corporation shareholders’ equity | 3,144,489 | 1,359,465 | ||||
Noncontrolling interests | 130,025 | 129,170 | ||||
Total equity | 3,274,514 | 1,488,635 | $ 1,587,271 | $ 1,742,776 | ||
Total liabilities and equity | $ 9,675,064 | $ 5,223,103 |
Condensed Consolidated Balance5
Condensed Consolidated Balance Sheets (Parenthetical) - USD ($) shares in Thousands, $ in Thousands | Sep. 30, 2015 | Dec. 31, 2014 |
Statement of Financial Position [Abstract] | ||
Trade accounts receivable, allowance for doubtful accounts | $ 2,486 | $ 1,563 |
Common stock, par value | $ 0.01 | $ 0.01 |
Common stock, issued | 112,202 | 78,031 |
Common stock, outstanding | 112,202 | 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 | 174,954 | 151,824 | 151,824 | 23,130 | |||
Other comprehensive loss | (118,299) | (117,896) | (117,896) | (403) | |||
Cash dividends declared | (72,517) | (64,905) | (64,905) | (7,612) | |||
Stock-based compensation and other | 10,016 | 10,016 | 10,016 | ||||
Exercise of stock options (in shares) | 77,546 | ||||||
Exercise of stock options | 2,713 | $ 1 | 2,712 | 2,713 | |||
Shares repurchased (in shares) | (1,967,069) | ||||||
Shares repurchased | (150,000) | $ (20) | (13,321) | (136,659) | (150,000) | ||
Tax benefit related to stock plans | 836 | 836 | 836 | ||||
Issuance of common stock, net (in shares) | 135,578 | ||||||
Issuance of common stock, net | 0 | $ 1 | (1) | 0 | |||
Shares withheld for withholding taxes associated with common stock issuances (in shares) | (50,144) | ||||||
Shares withheld for withholding taxes associated with common stock issuances | (3,208) | $ (1) | (3,207) | (3,208) | |||
Ending Balance (in shares) at Sep. 30, 2014 | 78,248,753 | ||||||
Ending Balance at Sep. 30, 2014 | 1,587,271 | $ 782 | 6,992 | (1,651) | 1,450,618 | 1,456,741 | 130,530 |
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 | 177,387 | 160,654 | 160,654 | 16,733 | |||
Other comprehensive loss | (324,548) | (324,000) | (324,000) | (548) | |||
Cash dividends declared | (120,802) | (97,607) | (97,607) | (23,195) | |||
Stock-based compensation and other | 10,473 | 10,473 | 10,473 | ||||
Exercise of stock options (in shares) | 10,500 | ||||||
Exercise of stock options | 342 | $ 0 | 342 | 342 | |||
Tax benefit related to stock plans | (170) | (170) | (170) | ||||
Issuance of common stock, net (in shares) | 69,166 | ||||||
Issuance of common stock, net | $ 0 | $ 1 | (1) | 0 | |||
Acquisition of Rockwood (in shares) | 34,113,064 | 34,113,064 | |||||
Acquisition of Rockwood | $ 2,039,572 | $ 341 | 2,036,209 | 2,036,550 | 3,022 | ||
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) | (21,276) | ||||||
Shares withheld for withholding taxes associated with common stock issuances | (1,218) | $ 0 | (1,218) | (1,218) | |||
Ending Balance (in shares) at Sep. 30, 2015 | 112,201,978 | ||||||
Ending Balance at Sep. 30, 2015 | $ 3,274,514 | $ 1,122 | $ 2,056,082 | $ (386,413) | $ 1,473,698 | $ 3,144,489 | $ 130,025 |
Condensed Consolidated Statemen
Condensed Consolidated Statements of Cash Flows - USD ($) $ in Thousands | 9 Months Ended | |
Sep. 30, 2015 | Sep. 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 | 177,387 | 174,954 |
Adjustments to reconcile net income to cash flows from operating activities: | ||
Depreciation and amortization | 200,372 | 78,344 |
(Gain) loss associated with restructuring and other | (6,804) | 6,333 |
Loss on disposal of businesses | 0 | 85,515 |
Stock-based compensation | 11,171 | 10,447 |
Excess tax benefits realized from stock-based compensation arrangements | (59) | (836) |
Equity in net income of unconsolidated investments (net of tax) | (22,236) | (28,200) |
Dividends received from unconsolidated investments and nonmarketable securities | 57,149 | 37,854 |
Pension and postretirement (benefit) expense | (232) | 21,946 |
Pension and postretirement contributions | (16,673) | (10,718) |
Unrealized gain on investments in marketable securities | (597) | (525) |
Deferred income taxes | (53,593) | (24,412) |
Working capital changes | 14,823 | 89,020 |
Other, net | (43,805) | (9,180) |
Net cash provided by operating activities | 316,903 | 430,542 |
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 | (164,568) | (76,682) |
Decrease in restricted cash | 57,550 | 0 |
Cash proceeds from divestitures, net | 6,133 | 104,718 |
Return of capital | 98,000 | 0 |
Sales of marketable securities, net | 1,265 | 943 |
Repayments from (long-term advances to) joint ventures | 2,156 | (7,499) |
Net cash (used in) provided by investing activities | (2,099,954) | 21,480 |
Cash flows from financing activities: | ||
Repayments of long-term debt | (1,332,293) | (3,023) |
Proceeds from borrowings of long-term debt | 1,000,000 | 0 |
Repayments of other borrowings, net | (16,854) | (23,554) |
Dividends paid to shareholders | (86,770) | (62,827) |
Dividends paid to noncontrolling interests | (23,195) | (7,612) |
Repurchases of common stock | 0 | (150,000) |
Proceeds from exercise of stock options | 342 | 2,713 |
Excess tax benefits realized from stock-based compensation arrangements | 59 | 836 |
Withholding taxes paid on stock-based compensation award distributions | (1,218) | (3,208) |
Debt financing costs | (4,186) | (3,074) |
Other | (3,882) | 0 |
Net cash used in financing activities | (467,997) | (249,749) |
Net effect of foreign exchange on cash and cash equivalents | (4,230) | (26,392) |
(Decrease) increase in cash and cash equivalents | (2,255,278) | 175,881 |
Cash and cash equivalents at end of period | $ 234,490 | $ 653,120 |
Basis of Presentation
Basis of Presentation | 9 Months Ended |
Sep. 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 September 30, 2015 and December 31, 2014 , our consolidated statements of income and consolidated statements of comprehensive income (loss) for the three-month and nine-month periods ended September 30, 2015 and 2014 and our condensed consolidated statements of cash flows and consolidated statements of changes in equity for the nine -month periods ended September 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 nine-month periods ended September 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 | 9 Months Ended |
Sep. 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 September 30, 2015 is approximately $359.8 million and $18.2 million , respectively, attributable to the businesses acquired from Rockwood. Included in Net sales and Net income attributable to Albemarle Corporation for the nine -month period ended September 30, 2015 is approximately $1.1 billion and $43.9 million , respectively, attributable to the businesses acquired from Rockwood. Our consolidated statements of income for the three-month and nine-month periods ended September 30, 2015 include $41.8 million and $120.5 million , respectively, of acquisition and integration related costs directly related to the acquisition of Rockwood (mainly consisting of advisory fees, costs to achieve synergies, relocation costs, and other integration costs) and $1.0 million and $6.0 million , respectively, of costs in connection with other significant projects. Acquisition and integration related costs directly related to the acquisition of Rockwood were $9.3 million during the three months and nine months ended September 30, 2014. Acquisition and integration related costs in connection with other significant projects were $1.0 million and $5.8 million during the three-month and nine-month periods ended September 30, 2014, respectively. 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 $2.7 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 262,947 Inventories 292,503 Other current assets 86,267 Property, plant and equipment 1,395,684 Investments 529,453 Other assets 28,386 Definite-lived intangible assets: Patents and technology 227,840 Trade names and trademarks 258,740 Customer lists and relationships 1,319,060 Indefinite-lived intangible assets: Trade names and trademarks 104,380 Other 27,450 Current liabilities (409,799 ) Long-term debt (1,319,132 ) Pension benefits (316,086 ) Other noncurrent liabilities (168,435 ) Deferred income taxes (830,572 ) Noncontrolling interests (3,022 ) Total identifiable net assets 3,040,803 Goodwill 2,677,465 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 $52.6 million . The primary areas of the preliminary purchase price allocation that are not yet finalized relate to the fair value of property, plant and equipment, investments, intangible assets, environmental liabilities, appraisal shares, legal reserves, contingent liabilities, deferred income taxes 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. As discussed further in Note 18, “Recently Issued Accounting Pronouncements,” in the third quarter of 2015 the Company early-adopted new accounting guidance that changes the reporting requirements for measurement-period adjustments that occur in periods after a business combination is consummated. There were no significant measurement-period adjustments recorded in the consolidated statement of income for the three-months ended September 30, 2015 that related to previous reporting periods. Unaudited Pro Forma Financial Information The following unaudited pro forma results of operations of the Company for the three-month and nine-month periods ended September 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 income taxes. Pro forma amounts were adjusted to include these costs. The pro forma amounts for the three-month and nine-month periods ended September 30, 2015 were adjusted to exclude approximately $41.8 million and $120.5 million , respectively, of nonrecurring acquisition and integration related costs, and approximately $16.8 million and $102.3 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 September 30, Nine Months Ended September 30, 2015 2014 2015 2014 (in thousands, except per share amounts) Pro forma Net sales $ 905,093 $ 998,718 $ 2,754,312 $ 2,920,082 Pro forma Net income from continuing operations $ 111,211 $ 143,675 $ 335,602 $ 316,238 Pro forma Net income from continuing operations per share: Basic $ 0.99 $ 1.28 $ 3.03 $ 2.79 Diluted $ 0.99 $ 1.27 $ 3.02 $ 2.76 Litigation Related to the Merger 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 November 2, 2015, the court granted the parties’ jointly stipulated amended 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 September 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 | 9 Months Ended |
Sep. 30, 2015 | |
Goodwill and Intangible Assets Disclosure [Abstract] | |
Goodwill and Other Intangibles | Goodwill and Other Intangibles: The following table summarizes the changes in goodwill by reportable segment for the nine months ended September 30, 2015 (in thousands): Balance at December 31, 2014 $ 243,262 Acquisition of Rockwood 2,677,465 Other acquisitions (a) 9,275 Foreign currency translation adjustments (118,916 ) Balance at September 30, 2015 $ 2,811,086 (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 nine months ended September 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 1,319,060 363,120 227,840 27,450 1,937,470 Other acquisitions (a) 76,940 — 1,433 73 78,446 Foreign currency translation adjustments and other (74,388 ) (17,722 ) (10,735 ) (1,917 ) (104,762 ) Balance at September 30, 2015 $ 1,370,091 $ 362,953 $ 258,936 $ 49,047 $ 2,041,027 Accumulated Amortization Balance at December 31, 2014 $ (22,931 ) $ (7,912 ) $ (32,831 ) $ (22,074 ) $ (85,748 ) Amortization (41,796 ) (9,216 ) (10,157 ) (365 ) (61,534 ) Foreign currency translation adjustments and other 1,482 139 1,102 525 3,248 Balance at September 30, 2015 $ (63,245 ) $ (16,989 ) $ (41,886 ) $ (21,914 ) $ (144,034 ) Net Book Value at December 31, 2014 $ 25,548 $ 9,643 $ 7,567 $ 1,367 $ 44,125 Net Book Value at September 30, 2015 $ 1,306,846 $ 345,964 $ 217,050 $ 27,133 $ 1,896,993 (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 $ 20,588 2016 $ 82,350 2017 $ 82,350 2018 $ 82,350 2019 $ 82,350 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 | 9 Months Ended |
Sep. 30, 2015 | |
Foreign Currency [Abstract] | |
Foreign Exchange | Foreign Exchange: Foreign exchange transaction (losses) gains were $(1.2) million and $51.8 million for the three-month and nine-month periods ended September 30, 2015 , respectively, and $(0.8) million and $(2.1) million for the three-month and nine-month periods ended September 30, 2014 , respectively, 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 the nine month period ended September 30, 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 | 9 Months Ended |
Sep. 30, 2015 | |
Income Tax Disclosure [Abstract] | |
Income Taxes | Income Taxes: The effective income tax rate for the three-month and nine-month periods ended September 30, 2015 was 20.7% and 23.7% , respectively, compared to 12.9% and 17.8% for the three-month and nine-month periods ended September 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 nine-month periods ended September 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. Our effective income tax rate for the nine-month period ended September 30, 2015 was also affected by discrete net tax expense items of $2.9 million related mainly to prior year uncertain tax position adjustments associated with lapses in statutes of limitations, items associated with U.S. provision to return adjustments, and the OPEB plan termination gain described in Note 12, “Pension Plans and Other Postretirement Benefits.” Our effective income tax rate for the three-month period ended September 30, 2014 was also impacted by discrete net tax benefit items of $3.2 million , related principally to the expiration of the U.S. federal statute of limitations and a pension plan actuarial loss that was recorded in the period. Our effective income tax rate for the nine-month period ended September 30, 2014 was also affected by tax benefits of $14.7 million related to restructuring charges, a pension plan actuarial loss and the release of reserves related principally to the expiration of the U.S. federal statute of limitations that occurred in such period. Included in Other current assets in our condensed consolidated balance sheets for the periods ended September 30, 2015 and December 31, 2014 are income tax receivables of $93.1 million and $22.8 million , respectively. Based on management’s continued evaluation of uncertain tax positions acquired in the Rockwood transaction and the progress of various tax audits and other tax matters, the Company believes that it is reasonably possible that a material change in its uncertain tax positions, which is not currently estimable, could occur within twelve months of the reporting date. |
Earnings Per Share
Earnings Per Share | 9 Months Ended |
Sep. 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 nine-month periods ended September 30, 2015 and 2014 are calculated as follows: Three Months Ended Nine 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 $ 70,872 $ 88,019 $ 177,387 $ 243,427 Net income from continuing operations attributable to noncontrolling interests (5,480 ) (8,546 ) (16,733 ) (23,130 ) Net income from continuing operations attributable to Albemarle Corporation $ 65,392 $ 79,473 $ 160,654 $ 220,297 Denominator: Weighted-average common shares for basic earnings per share (a) 112,202 78,244 110,840 78,880 Basic earnings per share from continuing operations $ 0.58 $ 1.02 $ 1.45 $ 2.79 Diluted earnings per share from continuing operations Numerator: Net income from continuing operations $ 70,872 $ 88,019 $ 177,387 $ 243,427 Net income from continuing operations attributable to noncontrolling interests (5,480 ) (8,546 ) (16,733 ) (23,130 ) Net income from continuing operations attributable to Albemarle Corporation $ 65,392 $ 79,473 $ 160,654 $ 220,297 Denominator: Weighted-average common shares for basic earnings per share (a) 112,202 78,244 110,840 78,880 Incremental shares under stock compensation plans 342 415 365 407 Weighted-average common shares for diluted earnings per share (a) 112,544 78,659 111,205 79,287 Diluted earnings per share from continuing operations $ 0.58 $ 1.01 $ 1.44 $ 2.78 (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 July 9, 2015 , the Company declared a cash dividend of $0.29 per share, which was paid on October 1, 2015 to shareholders of record at the close of business as of September 16, 2015 . On October 5, 2015 , the Company declared a cash dividend of $0.29 per share, which is payable on January 4, 2016 to shareholders of record at the close of business as of December 15, 2015 . |
Inventories
Inventories | 9 Months Ended |
Sep. 30, 2015 | |
Inventory Disclosure [Abstract] | |
Inventories | Inventories: The following table provides a breakdown of inventories at September 30, 2015 and December 31, 2014 : September 30, December 31, 2015 2014 (In thousands) Finished goods $ 414,607 $ 262,769 Raw materials 113,687 53,152 Work in process 45,140 — Stores, supplies and other 55,959 42,440 Total inventories $ 629,393 $ 358,361 |
Investments
Investments | 9 Months Ended |
Sep. 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 $263.7 million at September 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 $27.0 million and $6.2 million at September 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. Included in the condensed consolidated statement of cash flows for the nine months ended September 30, 2015, is a return of capital from Talison of $98.0 million . |
Long-Term Debt
Long-Term Debt | 9 Months Ended |
Sep. 30, 2015 | |
Debt Disclosure [Abstract] | |
Long-term Debt | Long-Term Debt: Long-term debt at September 30, 2015 and December 31, 2014 consisted of the following: September 30, December 31, 2015 2014 (In thousands) 1.875% Senior notes, net of unamortized discount of $5,449 at September 30, 2015 and $6,605 at December 31, 2014 $ 781,701 $ 844,315 3.00% Senior notes, net of unamortized discount of $260 at September 30, 2015 and $306 at December 31, 2014 249,740 249,694 4.15% Senior notes, net of unamortized discount of $1,330 at September 30, 2015 and $1,439 at December 31, 2014 423,670 423,561 4.50% Senior notes, net of unamortized discount of $1,636 at September 30, 2015 and $1,871 at December 31, 2014 348,364 348,129 4.625% Senior notes, including unamortized premium of $38,303 at September 30, 2015 1,287,643 — 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 $1,003 at September 30, 2015 and $1,029 at December 31, 2014 348,997 348,971 Commercial paper notes 272,950 367,178 Fixed-rate foreign borrowings 4,069 1,958 Variable-rate foreign bank loans 86,534 25,139 Variable-rate domestic bank loans 18,210 — Capital lease obligations 21,373 — Miscellaneous 81 189 Total long-term debt 3,843,332 2,934,131 Less amounts due within one year 284,368 711,096 Long-term debt, less current portion $ 3,558,964 $ 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 “August 2014 Term Loan Agreement”); (b) $800.0 million under a 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 August 2014 Term Loan Agreement, 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, August 2014 Term Loan Agreement, 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 bore interest at a rate of 4.625% payable semi-annually on April 15 and October 15 of each year, and had a scheduled maturity of October 15, 2020. At September 30, 2015 , the carrying amount of the 4.625% senior notes included an unamortized premium of $38.3 million , which resulted from an adjustment to fair value upon our assumption of the notes from Rockwood. The effective interest rate of the notes was approximately 3.95% . Under the terms of the indenture governing the 4.625% senior notes, as amended and supplemented, on October 15, 2015, our wholly-owned subsidiary, Rockwood Specialties Group, Inc., redeemed all of the outstanding 4.625% senior notes at a redemption price equal to 103.469% of the principal amount of the notes, representing a premium of $43.3 million , plus accrued and unpaid interest to the redemption date. The guarantees of the 4.625% senior notes and the 2014 Senior Notes, as more fully described in Note 19, “Consolidating Guarantor Financial Information,” were released upon repayment of the 4.625% senior notes. We expect to recognize a loss on early extinguishment of the 4.625% senior notes of approximately $5.4 million in the fourth quarter of 2015. The 4.625% senior notes were repaid with proceeds from a new term loan agreement the Company entered into with JPMorgan Chase Bank, N.A. (the “Administrative Agent”) and certain other lenders on September 14, 2015 (the “September 2015 Term Loan Agreement”). Initial borrowings under the September 2015 Term Loan Agreement, which occurred on October 15, 2015, consisted of a 364-day term loan facility in an aggregate principal amount of $300 million (the “364-Day Facility”) and a five-year term loan facility in an aggregate principal amount of $950 million (the “Five-Year Facility”). Borrowings under the facilities bear interest equal to, at the option of the Company: (a) the London Inter-Bank Offered Rate (“LIBOR”) plus a margin ranging from 1.000% to 1.875% per annum depending upon the long-term, unsecured, senior, non-credit enhanced debt rating of the Company, or (b) a base rate (defined as the highest of (i) the Federal Funds Rate plus 0.50% ; (ii) the rate of interest in effect for such day as publicly announced from time to time by the Administrative Agent as its “prime rate”; or (iii) one-month LIBOR plus 1.00% ) plus a margin of 0.000% to 0.875% per annum depending upon the long-term, unsecured, senior, non-credit enhanced debt rating of the Company. As of October 15, 2015, the date of initial funding, the interest rate on both facilities was LIBOR plus 1.375% . Borrowings under the 364-Day Facility are required to be repaid 364 days after initial funding. Borrowings under the Five-Year Facility are required to be repaid in equal quarterly installments on the last business day of each of March, June, September and December, beginning with September 30, 2016, and ending with the last such day to occur prior to the fifth anniversary after initial funding (each a “Payment Date”), in an aggregate principal amount equal to (a) in the case of each Payment Date occurring on or after the first anniversary and prior to the second anniversary of initial funding, 1.25% of the aggregate principal amount of such loans, and (b) in the case of each Payment Date occurring on or after the second anniversary of initial funding, equal to 2.5% of the aggregate principal amount of such loans. On the fifth anniversary after initial funding, any remaining amounts outstanding under the Five-Year Facility become due and payable. Additionally, the agreement requires that proceeds from the Company’s previously announced intended divestitures of its Minerals, Fine Chemistry Services and Metal Sulfides businesses must be used to repay amounts outstanding under the September 2015 Term Loan Agreement. Borrowings under the September 2015 Term Loan Agreement are subject to customary affirmative and negative covenants, including a maximum leverage ratio requirement that is aligned with the maximum leverage ratio requirement of our February 2014 Credit Agreement. 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 in the condensed consolidated balance sheet at December 31, 2014. Current portion of long-term debt at September 30, 2015 consists primarily of commercial paper notes with a weighted-average interest rate of approximately 0.84% and a weighted-average maturity of 21 days . On September 14, 2015, certain amendments were made to the February 2014 Credit Agreement which include the following, among other things: (a) an extension of the maturity date to February 7, 2020 from February 7, 2019; (b) with regard to the borrowing rate, the margin over LIBOR, previously ranging from 0.900% to 1.500% , will now range from 1.000% to 1.700% ; and (c) the Company’s credit rating as determined by Fitch Ratings will now be considered in the determination of the applicable margin over LIBOR. 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 nine-month periods ended September 30, 2015 , (losses) gains of $(3.4) million and $39.7 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 nine months ended September 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 (expenses), net, in our consolidated statement of income for the nine months ended September 30, 2015 . Also, during the nine months ended September 30, 2015 , we paid approximately $4.2 million of debt financing costs primarily related to the 2014 Senior Notes, the September 2015 Term Loan, and amendments to the February 2014 Credit Agreement. |
Commitments and Contingencies
Commitments and Contingencies | 9 Months Ended |
Sep. 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 nine months ended September 30, 2015 , as follows (in thousands): Beginning balance at December 31, 2014 $ 9,235 Expenditures (2,526 ) Acquisition of Rockwood 35,367 Divestitures (1,826 ) Accretion of discount 710 Revisions of estimates 9 Foreign currency translation adjustments (1,628 ) Ending balance at September 30, 2015 39,341 Less amounts reported in Accrued expenses 3,085 Amounts reported in Other noncurrent liabilities $ 36,256 As part of the Rockwood acquisition, we assumed $35.4 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 $25.7 million , discounted at rates ranging from 2.8% to 4.3% , with the undiscounted amount totaling $43.9 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 nine months ended September 30, 2015 (in thousands): Beginning balance at December 31, 2014 $ 15,085 Acquisition of Rockwood 17,265 Liabilities incurred 1,025 Accretion of discount 932 Foreign currency translation adjustments (34 ) Ending balance at September 30, 2015 $ 34,273 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 | 9 Months Ended |
Sep. 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 (“CFT”) 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, “Discontinued Operations”. 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 borrowings outstanding under the September 2015 Term Loan Agreement. 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 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 Nine Months Ended 2015 2014 2015 2014 (In thousands) Net sales: Performance Chemicals $ 399,536 $ 299,947 $ 1,224,864 $ 856,221 Refining Solutions 185,102 218,950 528,841 618,635 Chemetall Surface Treatment 211,877 — 617,163 — All Other 102,224 123,521 337,997 372,126 Corporate 6,354 — 12,117 — Total net sales $ 905,093 $ 642,418 $ 2,720,982 $ 1,846,982 Adjusted EBITDA: Performance Chemicals $ 136,209 $ 82,329 $ 415,419 $ 232,668 Refining Solutions 54,517 61,674 144,910 189,259 Chemetall Surface Treatment 53,898 — 148,344 — All Other 6,262 20,971 29,540 63,482 Corporate (15,890 ) (20,370 ) (7,508 ) (60,087 ) Total adjusted EBITDA $ 234,996 $ 144,604 $ 730,705 $ 425,322 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 September 30, 2015 Adjusted EBITDA $ 136,209 $ 54,517 $ 53,898 $ 244,624 $ 6,262 $ (15,890 ) $ 234,996 Depreciation and amortization (31,482 ) (8,804 ) (20,260 ) (60,546 ) (5,645 ) (2,712 ) (68,903 ) Utilization of inventory markup (a) (16,834 ) — — (16,834 ) — — (16,834 ) Restructuring and other, net (c) — — — — — 6,804 6,804 Acquisition and integration related costs (b) — — — — — (42,798 ) (42,798 ) Interest and financing expenses — — — — — (32,058 ) (32,058 ) Income tax expense — — — — — (16,892 ) (16,892 ) Non-operating pension and OPEB items — — — — — 1,077 1,077 Net income (loss) attributable to Albemarle Corporation $ 87,893 $ 45,713 $ 33,638 $ 167,244 $ 617 $ (102,469 ) $ 65,392 Three months ended September 30, 2014 Adjusted EBITDA $ 82,329 $ 61,674 $ — $ 144,003 $ 20,971 $ (20,370 ) $ 144,604 Depreciation and amortization (12,593 ) (8,823 ) — (21,416 ) (3,492 ) (722 ) (25,630 ) Restructuring and other, net (c) — — — — — (293 ) (293 ) Acquisition and integration related costs (b) — — — — — (10,261 ) (10,261 ) Interest and financing expenses — — — — — (8,749 ) (8,749 ) Income tax expense — — — — — (11,737 ) (11,737 ) Loss from discontinued operations (net of tax) — — — — — (6,679 ) (6,679 ) Non-operating pension and OPEB items — — — — — (1,440 ) (1,440 ) Other (d) — — — — — (7,021 ) (7,021 ) Net income (loss) attributable to Albemarle Corporation $ 69,736 $ 52,851 $ — $ 122,587 $ 17,479 $ (67,272 ) $ 72,794 Nine months ended September 30, 2015 Adjusted EBITDA $ 415,419 $ 144,910 $ 148,344 $ 708,673 $ 29,540 $ (7,508 ) $ 730,705 Depreciation and amortization (93,608 ) (25,397 ) (57,567 ) (176,572 ) (16,867 ) (6,933 ) (200,372 ) Utilization of inventory markup (a) (79,239 ) — (20,030 ) (99,269 ) (3,029 ) — (102,298 ) Restructuring and other, net (c) — — — — — 6,804 6,804 Acquisition and integration related costs (b) — — — — — (126,487 ) (126,487 ) Interest and financing expenses — — — — — (100,986 ) (100,986 ) Income tax expense — — — — — (48,171 ) (48,171 ) Non-operating pension and OPEB items — — — — — 5,900 5,900 Other (d) — — — — — (4,441 ) (4,441 ) Net income (loss) attributable to Albemarle Corporation $ 242,572 $ 119,513 $ 70,747 $ 432,832 $ 9,644 $ (281,822 ) $ 160,654 Nine months ended September 30, 2014 Adjusted EBITDA $ 232,668 $ 189,259 $ — $ 421,927 $ 63,482 $ (60,087 ) $ 425,322 Depreciation and amortization (e) (37,742 ) (25,351 ) — (63,093 ) (10,279 ) (1,807 ) (75,179 ) Restructuring and other, net (c) — — — — — (20,625 ) (20,625 ) Acquisition and integration related costs (b) — — — — — (15,104 ) (15,104 ) Interest and financing expenses — — — — — (26,255 ) (26,255 ) Income tax expense — — — — — (46,700 ) (46,700 ) Loss from discontinued operations (net of tax) — — — — — (68,473 ) (68,473 ) Non-operating pension and OPEB items — — — — — (14,141 ) (14,141 ) Other (d) — — — — — (7,021 ) (7,021 ) Net income (loss) attributable to Albemarle Corporation $ 194,926 $ 163,908 $ — $ 358,834 $ 53,203 $ (260,213 ) $ 151,824 (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 nine-month periods ended September 30, 2015 , $7.7 million and $75.4 million , respectively, was included in Cost of goods sold, and Equity in net income of unconsolidated investments was reduced by $9.1 million and $26.9 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 connection with the acquisition of Rockwood. (e) Excludes discontinued operations. On October 26, 2015 we announced that effective January 1, 2016, Performance Chemicals will be split into two separate global business units: (1) Bromine Specialties, and (2) Lithium and Advanced Materials, which will include Performance Catalyst Solutions and Curatives. |
Pension Plans and Other Postret
Pension Plans and Other Postretirement Benefits | 9 Months Ended |
Sep. 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 $ 0.6 $ 3.9 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 $1.5 million . The components of pension and postretirement benefits cost (credit) for the three-month and nine-month periods ended September 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 Nine Months Ended 2015 2014 2015 2014 (In thousands) Pension Benefits Cost (Credit): Service cost $ 1,874 $ 2,678 $ 5,544 $ 8,245 Interest cost 10,180 8,006 30,360 24,303 Expected return on assets (11,834 ) (10,027 ) (35,367 ) (30,404 ) Actuarial loss (gain) (a) — 2,786 (51 ) 18,218 Amortization of prior service benefit 30 (119 ) 89 (530 ) Total net pension benefits cost $ 250 $ 3,324 $ 575 $ 19,832 Postretirement Benefits Cost (Credit): Service cost $ 36 $ 54 $ 107 $ 162 Interest cost 643 760 1,930 2,280 Expected return on assets (66 ) (85 ) (178 ) (256 ) Amortization of prior service benefit (24 ) (24 ) (72 ) (72 ) Settlements/curtailments (b) — — (2,594 ) — Total net postretirement benefits cost (credit) $ 589 $ 705 $ (807 ) $ 2,114 Total net pension and postretirement benefits cost (credit) $ 839 $ 4,029 $ (232 ) $ 21,946 (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. In connection with the sale of our antioxidant, ibuprofen and propofol businesses and assets to SI Group, Inc. which closed on September 1, 2014, in the third quarter of 2014 we were required to remeasure the assets and obligations of one of our U.S. defined benefit plans for represented employees, which was part of the disposed group. As of the September 1, 2014 remeasurement date, the weighted-average discount rate for all of our domestic pension plans was 4.94% compared to 5.14% at December 31, 2013. Taking into account the discount rate reduction and actual return on plan assets through September 1, 2014, as well as changes to mortality assumptions, we recorded a mark-to-market actuarial loss of $2.8 million in the third quarter of 2014 related to this plan. (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 nine-month periods ended September 30, 2015 , we made contributions of $4.8 million and $13.8 million , respectively, to our qualified and nonqualified pension plans. During the three-month and nine-month periods ended September 30, 2014 , we made contributions of $5.2 million and $7.5 million , respectively, to our qualified and nonqualified pension plans. The 2014 amounts include a contribution of $4.3 million to one of our U.S. defined benefit plans for represented employees which was included in the sale of certain businesses and assets to SI Group, Inc. which closed on September 1, 2014. We paid $0.9 million and $2.9 million in premiums to the U.S. postretirement benefit plan during the three-month and nine-month periods ended September 30, 2015 , respectively. During the three-month and nine-month periods ended September 30, 2014 , we paid $0.8 million and $3.2 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 €0.5 million (approximately $0.6 million ) during the three months ended September 30, 2015 , and €1.2 million (approximately $1.4 million ) during the nine months ended September 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 | 9 Months Ended |
Sep. 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. September 30, 2015 December 31, 2014 Recorded Amount Fair Value Recorded Amount Fair Value (In thousands) Long-term debt $ 3,843,332 $ 3,882,165 $ 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 September 30, 2015 and December 31, 2014 , we had outstanding foreign currency forward contracts with notional values totaling $423.9 million and $479.9 million , respectively. Our foreign currency forward contracts outstanding at September 30, 2015 and December 31, 2014 have not been designated as hedging instruments under ASC 815, Derivatives and Hedging . At September 30, 2015 , $0.5 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 nine-month periods ended September 30, 2015 , we recognized gains (losses) of $2.5 million and $(14.1) 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 nine-month periods ended September 30, 2014 , we recognized (losses) of $(5.6) million and $(8.0) 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 nine -month periods ended September 30, 2015 and 2014 , we recorded $14.1 million and $8.0 million , respectively, related to the change in the fair value of our foreign currency forward contracts, and net cash settlements of $(13.0) million and $(8.3) 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 | 9 Months Ended |
Sep. 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 nine-month period ended September 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 September 30, 2015 and December 31, 2014 (in thousands): September 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) $ 20,722 $ 20,722 $ — $ — Private equity securities (b) $ 2,626 $ 18 $ — $ 2,608 Liabilities: Obligations under executive deferred compensation plan (a) $ 20,722 $ 20,722 $ — $ — Liability for appraisal shares (d) $ 74,934 $ — $ 74,934 $ — Foreign currency forward contracts (c) $ 498 $ — $ 498 $ — 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 Nine Months Ended 2015 2014 2015 2014 (In thousands) Beginning balance $ 1,772 $ 1,822 $ 1,785 $ 750 Total unrealized gains (losses) included in earnings relating to assets still held at the reporting date 836 (24 ) 823 48 Purchases — — — 1,000 Ending balance $ 2,608 $ 1,798 $ 2,608 $ 1,798 |
Restructuring and Other
Restructuring and Other | 9 Months Ended |
Sep. 30, 2015 | |
Restructuring and Related Activities [Abstract] | |
Restructuring and Other | Restructuring and Other: Included in Restructuring and other, net, for the three-month and nine-month periods ended September 30, 2015, is a gain of $6.8 million ( $4.7 million after income taxes) recognized upon the sale of land in Avonmouth, UK, which was utilized by the phosphorus flame retardants business we exited in 2012. 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 September 30, 2015 , a remaining amount of $9.9 million related to this agreement is included in Accrued expenses in the condensed consolidated balance sheet. In the second quarter of 2014, we recorded $3.3 million ( $2.1 million after income taxes) in Restructuring and other, net, 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 | 9 Months Ended |
Sep. 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 (a) Pension and Postretirement Benefits (b) Net Investment Hedge Interest Rate Swap (c) Other Total Three months ended September 30, 2015 Balance at June 30, 2015 $ (350,460 ) $ 4 $ 54,500 $ (19,909 ) $ (541 ) $ (316,406 ) Other comprehensive (loss) before reclassifications (67,520 ) — (3,407 ) — (6 ) (70,933 ) Amounts reclassified from accumulated other comprehensive (loss) income — 2 — 527 — 529 Other comprehensive (loss) income, net of tax (67,520 ) 2 (3,407 ) 527 (6 ) (70,404 ) Other comprehensive loss attributable to noncontrolling interests 397 — — — — 397 Balance at September 30, 2015 $ (417,583 ) $ 6 $ 51,093 $ (19,382 ) $ (547 ) $ (386,413 ) Three months ended September 30, 2014 Balance at June 30, 2014 $ 110,681 $ 19 $ — $ (10,421 ) $ (635 ) $ 99,644 Other comprehensive (loss) before reclassifications (82,568 ) — — (988 ) (1 ) (83,557 ) Amounts reclassified from accumulated other comprehensive (loss) income (17,750 ) (147 ) — — 34 (17,863 ) Other comprehensive (loss) income, net of tax (100,318 ) (147 ) — (988 ) 33 (101,420 ) Other comprehensive loss attributable to noncontrolling interests 125 — — — — 125 Balance at September 30, 2014 $ 10,488 $ (128 ) $ — $ (11,409 ) $ (602 ) $ (1,651 ) Nine months ended September 30, 2015 Balance at December 31, 2014 $ (52,264 ) $ — $ 11,384 $ (20,962 ) $ (571 ) $ (62,413 ) Other comprehensive (loss) income before reclassifications (365,867 ) — 39,709 — (3 ) (326,161 ) Amounts reclassified from accumulated other comprehensive (loss) income — 6 — 1,580 27 1,613 Other comprehensive (loss) income, net of tax (365,867 ) 6 39,709 1,580 24 (324,548 ) Other comprehensive loss attributable to noncontrolling interests 548 — — — — 548 Balance at September 30, 2015 $ (417,583 ) $ 6 $ 51,093 $ (19,382 ) $ (547 ) $ (386,413 ) Nine months ended September 30, 2014 Balance at December 31, 2013 $ 116,465 $ 487 $ — $ — $ (707 ) $ 116,245 Other comprehensive (loss) income before reclassifications (88,630 ) — — (11,409 ) 2 (100,037 ) Amounts reclassified from accumulated other comprehensive (loss) income (17,750 ) (615 ) — — 103 (18,262 ) Other comprehensive (loss) income, net of tax (106,380 ) (615 ) — (11,409 ) 105 (118,299 ) Other comprehensive loss attributable to noncontrolling interests 403 — — — — 403 Balance at September 30, 2014 $ 10,488 $ (128 ) $ — $ (11,409 ) $ (602 ) $ (1,651 ) (a) Amounts reclassified from accumulated other comprehensive (loss) income for the three-month and nine-month periods ended September 30, 2014 are included in Loss from discontinued operations (net of tax) and resulted from the release of cumulative foreign currency translation adjustments into earnings upon the sale of our antioxidant, ibuprofen and propofol businesses and assets which closed on September 1, 2014. (b) 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.” (c) 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 (loss) income for the three-month and nine-month periods ended September 30, 2015 and 2014 is provided in the following tables (in thousands): Three Months Ended September 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 $ (66,576 ) $ 6 $ (5,394 ) $ 834 $ (6 ) $ (101,675 ) $ (143 ) $ (1,556 ) $ 35 Income tax (expense) benefit (944 ) (4 ) 1,987 (307 ) — 1,357 (4 ) 568 (2 ) Other comprehensive (loss) income, net of tax $ (67,520 ) $ 2 $ (3,407 ) $ 527 $ (6 ) $ (100,318 ) $ (147 ) $ (988 ) $ 33 Nine Months Ended September 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 $ (394,926 ) $ 17 $ 62,876 $ 2,502 $ 15 $ (107,011 ) $ (602 ) $ (17,976 ) $ 146 Income tax benefit (expense) 29,059 (11 ) (23,167 ) (922 ) 9 631 (13 ) 6,567 (41 ) Other comprehensive (loss) income, net of tax $ (365,867 ) $ 6 $ 39,709 $ 1,580 $ 24 $ (106,380 ) $ (615 ) $ (11,409 ) $ 105 |
Discontinued Operations
Discontinued Operations | 9 Months Ended |
Sep. 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. 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 periods. A summary of results of discontinued operations is as follows (in thousands): Three Months Ended Nine Months Ended 2015 2014 2015 2014 Net sales $ — $ 38,025 $ — $ 154,273 Loss from discontinued operations $ — $ (7,752 ) $ — $ (90,439 ) Income tax benefit — (1,073 ) — (21,966 ) Loss from discontinued operations (net of tax) $ — $ (6,679 ) $ — $ (68,473 ) Included in Loss from discontinued operations are pre-tax charges of $80.7 million ( $61.0 million after income taxes) recorded in the second quarter of 2014 and $4.8 million ( $3.6 million after income taxes) recorded in the third quarter of 2014 related to the loss on the sale of the disposed group, representing the difference between the carrying value of the related assets and their fair value as determined by the sales price less estimated costs to sell. The loss is primarily attributable to the write-off of goodwill, intangibles and long-lived assets, net of cumulative foreign currency translation gains of $17.8 million . |
Recently Issued Accounting Pron
Recently Issued Accounting Pronouncements | 9 Months Ended |
Sep. 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 and August 2015, the FASB issued accounting guidance that changes the balance sheet presentation of debt issuance costs (except for debt issuance costs related to line-of-credit arrangements). 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. In September 2015, the FASB issued accounting guidance that eliminates the requirement to retrospectively adjust prior period financial statements for measurement-period adjustments that occur in periods after a business combination is consummated. Measurement-period adjustments should continue to be calculated as if they were known at the acquisition date, but will now be recognized in the reporting period in which they are determined. The new guidance also requires that the acquirer present separately on the face of the income statement or disclose in the notes the amount recorded in current-period earnings, by line item, that would have been recorded in previous reporting periods if the adjustment to provisional amounts had been recognized as of the acquisition date. As allowed by the provisions of this new guidance, we early-adopted this new guidance in the third quarter of 2015. The adoption of this new guidance did not have a material impact on our consolidated financial statements. |
Subsequent Events
Subsequent Events | 9 Months Ended |
Sep. 30, 2015 | |
Subsequent Events [Abstract] | |
Subsequent Events | Subsequent Events: On November 5, 2015, we entered into a definitive agreement to sell our Tribotecc Metal Sulfides business to Treibacher Industrie AG for an undisclosed amount of cash. Included in the transaction are sites in Vienna and Arnoldstein, Austria, and Tribotecc’s proprietary sulfide synthesis process. The sale is subject to customary closing conditions and is expected to close by the end of 2015. Additionally, subsequent to September 30, 2015, we considered the accounting guidance in ASC 360, Property, Plant and Equipment , and determined that the assets held for sale criteria were met for our Minerals operating segment. As such, we expect to account for the assets of both businesses as held for sale beginning in the fourth quarter of 2015. As of September 30, 2015, the combined net assets of these businesses totaled approximately $225.0 million . We have also determined that as of September 30, 2015, expected cash flows of both businesses were sufficient to establish recoverability of the asset carrying values, and therefore no impairment charge has been recorded in the accompanying financial statements. |
Consolidating Guarantor Financi
Consolidating Guarantor Financial Information | 9 Months Ended |
Sep. 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”) were 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 were general senior unsecured obligations of the Guarantor Subsidiaries and ranked 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 were released when the 4.625% senior notes were repaid on October 15, 2015. 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 September 30, 2015 (In Thousands) Issuer Guarantor Subsidiaries Non-Guarantor Subsidiaries Consolidating Adjustments Consolidated Total Net sales $ 357,269 $ — $ 734,109 $ (186,285 ) $ 905,093 Cost of goods sold 252,634 — 526,534 (186,285 ) 592,883 Gross profit 104,635 — 207,575 — 312,210 Selling, general and administrative expenses 40,721 — 96,894 — 137,615 Research and development expenses 12,874 — 12,421 — 25,295 Restructuring and other, net (61 ) — (6,743 ) — (6,804 ) Acquisition and integration related costs 28,479 — 14,319 — 42,798 Intercompany service fee 5,914 — (5,914 ) — — Operating profit 16,708 — 96,598 — 113,306 Interest and financing expenses (21,758 ) (12,546 ) 2,246 — (32,058 ) Intergroup interest and financing expenses (8,697 ) 15,147 (6,450 ) — — Other income (expenses), net (2,320 ) 4,376 (1,590 ) — 466 Income (loss) from continuing operations before income taxes and equity in net income of unconsolidated investments (16,067 ) 6,977 90,804 — 81,714 Income tax expense (benefit) (9,491 ) 4,020 22,363 — 16,892 Income (loss) from continuing operations before equity in net income of unconsolidated investments (6,576 ) 2,957 68,441 — 64,822 Equity in net income of unconsolidated investments (net of tax) 1,315 — 4,735 — 6,050 Net income (loss) from continuing operations (5,261 ) 2,957 73,176 — 70,872 Income (loss) from discontinued operations (net of tax) — — — — — Equity in undistributed earnings of subsidiaries 70,653 33,465 18,211 (122,329 ) — Net income 65,392 36,422 91,387 (122,329 ) 70,872 Net income attributable to noncontrolling interests — — (5,480 ) — (5,480 ) Net income attributable to Albemarle Corporation $ 65,392 $ 36,422 $ 85,907 $ (122,329 ) $ 65,392 Condensed Consolidating Statement of Comprehensive Income (Loss) Three Months Ended September 30, 2015 (In Thousands) Issuer Guarantor Subsidiaries Non-Guarantor Subsidiaries Consolidating Adjustments Consolidated Total Net income $ 65,392 $ 36,422 $ 91,387 $ (122,329 ) $ 70,872 Total other comprehensive loss, net of tax (70,007 ) (103,764 ) (118,228 ) 221,595 (70,404 ) Comprehensive income (loss) (4,615 ) (67,342 ) (26,841 ) 99,266 468 Comprehensive income attributable to noncontrolling interests — — (5,083 ) — (5,083 ) Comprehensive loss attributable to Albemarle Corporation $ (4,615 ) $ (67,342 ) $ (31,924 ) $ 99,266 $ (4,615 ) Condensed Consolidating Statement of Income Nine Months Ended September 30, 2015 (In Thousands) Issuer Guarantor Subsidiaries Non-Guarantor Subsidiaries Consolidating Adjustments Consolidated Total Net sales $ 1,109,661 $ — $ 2,153,749 $ (542,428 ) $ 2,720,982 Cost of goods sold 767,626 — 1,622,121 (540,007 ) 1,849,740 Gross profit 342,035 — 531,628 (2,421 ) 871,242 Selling, general and administrative expenses 127,591 46 293,455 — 421,092 Research and development expenses 39,143 — 37,980 — 77,123 Restructuring and other, net (61 ) — (6,743 ) — (6,804 ) Acquisition and integration related costs 86,648 — 39,839 — 126,487 Intercompany service fee 17,557 — (17,557 ) — — Operating profit (loss) 71,157 (46 ) 184,654 (2,421 ) 253,344 Interest and financing expenses (70,279 ) (36,257 ) 5,550 — (100,986 ) Intergroup interest and financing expenses (23,143 ) 40,862 (17,719 ) — — Other income (expenses), net 6,624 (26,844 ) 71,184 — 50,964 Income (loss) from continuing operations before income taxes and equity in net income of unconsolidated investments (15,641 ) (22,285 ) 243,669 (2,421 ) 203,322 Income tax expense (benefit) (1,148 ) 6,992 43,219 (892 ) 48,171 Income (loss) from continuing operations before equity in net income of unconsolidated investments (14,493 ) (29,277 ) 200,450 (1,529 ) 155,151 Equity in net income of unconsolidated investments (net of tax) 5,072 — 17,164 — 22,236 Net income (loss) from continuing operations (9,421 ) (29,277 ) 217,614 (1,529 ) 177,387 Income (loss) from discontinued operations (net of tax) — — — — — Equity in undistributed earnings of subsidiaries 170,075 117,147 43,935 (331,157 ) — Net income 160,654 87,870 261,549 (332,686 ) 177,387 Net income attributable to noncontrolling interests — — (16,733 ) — (16,733 ) Net income attributable to Albemarle Corporation $ 160,654 $ 87,870 $ 244,816 $ (332,686 ) $ 160,654 Condensed Consolidating Statement of Comprehensive Loss Nine Months Ended September 30, 2015 (In Thousands) Issuer Guarantor Subsidiaries Non-Guarantor Subsidiaries Consolidating Adjustments Consolidated Total Net income $ 160,654 $ 87,870 $ 261,549 $ (332,686 ) $ 177,387 Total other comprehensive loss, net of tax (324,000 ) (538,439 ) (662,793 ) 1,200,684 (324,548 ) Comprehensive loss (163,346 ) (450,569 ) (401,244 ) 867,998 (147,161 ) Comprehensive income attributable to noncontrolling interests — — (16,185 ) — (16,185 ) Comprehensive loss attributable to Albemarle Corporation $ (163,346 ) $ (450,569 ) $ (417,429 ) $ 867,998 $ (163,346 ) Condensed Consolidating Statement of Income Three Months Ended September 30, 2014 (In Thousands) Issuer Guarantor Subsidiaries Non-Guarantor Subsidiaries Consolidating Adjustments Consolidated Total Net sales $ 403,072 $ — $ 424,423 $ (185,077 ) $ 642,418 Cost of goods sold 275,187 — 342,149 (180,364 ) 436,972 Gross profit 127,885 — 82,274 (4,713 ) 205,446 Selling, general and administrative expenses 42,836 — 23,176 — 66,012 Research and development expenses 13,959 — 8,448 — 22,407 Restructuring and other, net (2,197 ) — 2,490 — 293 Acquisition and integration related costs 10,261 — — — 10,261 Intercompany service fee 11,664 — (11,664 ) — — Operating profit 51,362 — 59,824 (4,713 ) 106,473 Interest and financing expenses (8,791 ) — 42 — (8,749 ) Other income (expenses), net (3,151 ) — (3,467 ) — (6,618 ) Income from continuing operations before income taxes and equity in net income of unconsolidated investments 39,420 — 56,399 (4,713 ) 91,106 Income tax expense 7,636 — 5,823 (1,722 ) 11,737 Income from continuing operations before equity in net income of unconsolidated investments 31,784 — 50,576 (2,991 ) 79,369 Equity in net income of unconsolidated investments (net of tax) 997 — 7,653 — 8,650 Net income from continuing operations 32,781 — 58,229 (2,991 ) 88,019 Loss from discontinued operations (net of tax) 608 — (7,287 ) — (6,679 ) Equity in undistributed earnings of subsidiaries 39,405 — — (39,405 ) — Net income 72,794 — 50,942 (42,396 ) 81,340 Net income attributable to noncontrolling interests — — (8,546 ) — (8,546 ) Net income attributable to Albemarle Corporation $ 72,794 $ — $ 42,396 $ (42,396 ) $ 72,794 Condensed Consolidating Statement of Comprehensive Loss Three Months Ended September 30, 2014 (In Thousands) Issuer Guarantor Subsidiaries Non-Guarantor Subsidiaries Consolidating Adjustments Consolidated Total Net income $ 72,794 $ — $ 50,942 $ (42,396 ) $ 81,340 Total other comprehensive loss, net of tax (101,295 ) — (100,260 ) 100,135 (101,420 ) Comprehensive loss (28,501 ) — (49,318 ) 57,739 (20,080 ) Comprehensive income attributable to noncontrolling interests — — (8,421 ) — (8,421 ) Comprehensive loss attributable to Albemarle Corporation $ (28,501 ) $ — $ (57,739 ) $ 57,739 $ (28,501 ) Condensed Consolidating Statement of Income Nine Months Ended September 30, 2014 (In Thousands) Issuer Guarantor Subsidiaries Non-Guarantor Subsidiaries Consolidating Adjustments Consolidated Total Net sales $ 1,198,531 $ — $ 1,169,507 $ (521,056 ) $ 1,846,982 Cost of goods sold 804,764 — 953,726 (519,916 ) 1,238,574 Gross profit 393,767 — 215,781 (1,140 ) 608,408 Selling, general and administrative expenses 141,411 — 69,716 — 211,127 Research and development expenses 41,772 — 25,144 — 66,916 Restructuring and other, net 8,049 — 12,576 — 20,625 Acquisition and integration related costs 15,104 — — — 15,104 Intercompany service fee 23,672 — (23,672 ) — — Operating profit 163,759 — 132,017 (1,140 ) 294,636 Interest and financing expenses (26,320 ) — 65 — (26,255 ) Intergroup interest and financing expenses 6,010 — (6,010 ) — — Other income (expenses), net (2,161 ) — (4,293 ) — (6,454 ) Income from continuing operations before income taxes and equity in net income of unconsolidated investments 141,288 — 121,779 (1,140 ) 261,927 Income tax expense 40,156 — 6,960 (416 ) 46,700 Income from continuing operations before equity in net income of unconsolidated investments 101,132 — 114,819 (724 ) 215,227 Equity in net income of unconsolidated investments (net of tax) 4,926 — 23,274 — 28,200 Net income from continuing operations 106,058 — 138,093 (724 ) 243,427 Loss from discontinued operations (net of tax) (20,549 ) — (47,924 ) — (68,473 ) Equity in undistributed earnings of subsidiaries 66,315 — — (66,315 ) — Net income 151,824 — 90,169 (67,039 ) 174,954 Net income attributable to noncontrolling interests — — (23,130 ) — (23,130 ) Net income attributable to Albemarle Corporation $ 151,824 $ — $ 67,039 $ (67,039 ) $ 151,824 Condensed Consolidating Statement of Comprehensive Income (Loss) Nine Months Ended September 30, 2014 (In Thousands) Issuer Guarantor Subsidiaries Non-Guarantor Subsidiaries Consolidating Adjustments Consolidated Total Net income $ 151,824 $ — $ 90,169 $ (67,039 ) $ 174,954 Total other comprehensive loss, net of tax (117,896 ) — (106,319 ) 105,916 (118,299 ) Comprehensive income (loss) 33,928 — (16,150 ) 38,877 56,655 Comprehensive income attributable to noncontrolling interests — — (22,727 ) — (22,727 ) Comprehensive income (loss) attributable to Albemarle Corporation $ 33,928 $ — $ (38,877 ) $ 38,877 $ 33,928 Condensed Consolidating Balance Sheet September 30, 2015 (In Thousands) Issuer Guarantor Subsidiaries Non-Guarantor Subsidiaries Consolidating Adjustments Consolidated Total Assets Current assets: Cash and cash equivalents $ 4,416 $ 1,103 $ 228,971 $ — $ 234,490 Trade accounts receivable, less allowance for doubtful accounts 92,694 — 525,607 — 618,301 Other accounts receivable 15,031 23,915 37,325 — 76,271 Intergroup receivable 191,295 12,455 352,388 (556,138 ) — Inventories 207,445 — 435,211 (13,263 ) 629,393 Other current assets 51,717 — 121,821 (11,078 ) 162,460 Total current assets 562,598 37,473 1,701,323 (580,479 ) 1,720,915 Property, plant and equipment, at cost 1,765,817 — 2,331,104 — 4,096,921 Less accumulated depreciation and amortization 1,087,130 — 408,939 — 1,496,069 Net property, plant and equipment 678,687 — 1,922,165 — 2,600,852 Investments 74,429 4,891 374,549 — 453,869 Investment in subsidiaries 7,073,096 11,164,495 6,380,635 (24,618,226 ) — Other assets 30,572 3,250 157,527 — 191,349 Goodwill 49,212 — 2,761,874 — 2,811,086 Other intangibles, net of amortization 19,265 — 1,877,728 — 1,896,993 Intergroup receivable — 3,307,998 1,847,122 (5,155,120 ) — Total assets $ 8,487,859 $ 14,518,107 $ 17,022,923 $ (30,353,825 ) $ 9,675,064 Liabilities and Equity Current liabilities: Accounts payable $ 121,835 $ — $ 249,814 $ — $ 371,649 Intergroup payable 365,452 102,086 88,600 (556,138 ) — Accrued expenses 189,637 137,161 240,134 — 566,932 Current portion of long-term debt 272,994 — 11,374 — 284,368 Dividends payable 32,295 — — — 32,295 Income taxes payable — 11,076 68,196 (11,968 ) 67,304 Total current liabilities 982,213 250,323 658,118 (568,106 ) 1,322,548 Long-term debt 2,230,720 1,287,643 40,601 — 3,558,964 Postretirement benefits 55,401 — — — 55,401 Pension benefits 120,593 — 330,463 — 451,056 Intergroup payable 1,810,546 1,019,458 2,325,116 (5,155,120 ) — Other noncurrent liabilities 53,933 57,995 138,809 — 250,737 Deferred income taxes 89,964 3,031 668,849 — 761,844 Commitments and contingencies Equity: Albemarle Corporation shareholders’ equity: Common stock 1,122 — 6,808 (6,808 ) 1,122 Additional paid-in capital 2,056,082 12,350,226 12,159,684 (24,509,910 ) 2,056,082 Accumulated other comprehensive loss (386,413 ) (538,439 ) (713,001 ) 1,251,440 (386,413 ) Retained earnings 1,473,698 87,870 1,277,451 (1,365,321 ) 1,473,698 Total Albemarle Corporation shareholders’ equity 3,144,489 11,899,657 12,730,942 (24,630,599 ) 3,144,489 Noncontrolling interests — — 130,025 — 130,025 Total equity 3,144,489 11,899,657 12,860,967 (24,630,599 ) 3,274,514 Total liabilities and equity $ 8,487,859 $ 14,518,107 $ 17,022,923 $ (30,353,825 ) $ 9,675,064 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 Nine Months Ended September 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 369,333 (48,867 ) 19,839 (23,402 ) 316,903 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 (51,900 ) — (112,668 ) — (164,568 ) Decrease in restricted cash — — 57,550 — 57,550 Cash proceeds from divestitures, net — — 6,133 — 6,133 Return of capital — — 98,000 — 98,000 Sales of (investments in) marketable securities, net 1,271 — (6 ) — 1,265 Repayments from (long-term advances to) joint ventures 2,156 — — — 2,156 Proceeds from intercompany investing related activity — 1,213,717 82 (1,213,799 ) — Intercompany investing related payments — (1,324,960 ) (1,341,728 ) 2,666,688 — Net cash (used in) provided by investing activities (3,645,556 ) 48,166 44,547 1,452,889 (2,099,954 ) Cash flows from financing activities: Repayments of long-term debt (1,325,104 ) — (7,189 ) — (1,332,293 ) Proceeds from borrowings of long-term debt 1,000,000 — — — 1,000,000 Repayments of other borrowings, net (16,018 ) — (836 ) — (16,854 ) Dividends paid to shareholders (86,770 ) — — — (86,770 ) Dividends paid to noncontrolling interests — — (23,195 ) — (23,195 ) Intercompany dividends paid — — (23,402 ) 23,402 — 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 (4,186 ) — — — (4,186 ) Other — — (3,882 ) — (3,882 ) Proceeds from intercompany financing related activity 1,845,770 — 820,918 (2,666,688 ) — Intercompany financing related payments (62,039 ) (82 ) (1,151,678 ) 1,213,799 — Net cash provided by (used in) financing activities 1,350,836 (82 ) (389,264 ) (1,429,487 ) (467,997 ) Net effect of foreign exchange on cash and cash equivalents (999 ) 1,886 (5,117 ) — (4,230 ) (Decrease) increase in cash and cash equivalents (1,926,386 ) 1,103 (329,995 ) — (2,255,278 ) Cash and cash equivalents at end of period $ 4,416 $ 1,103 $ 228,971 $ — $ 234,490 Condensed Consolidating Statement Of Cash Flows Nine Months Ended September 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 203,834 — 232,718 (6,010 ) 430,542 Cash flows from investing activities: Capital expenditures (57,124 ) — (19,558 ) — (76,682 ) Cash proceeds from divestitures, net 97,523 — 7,195 — 104,718 Sales of (investments in) marketable securities, net 962 — (19 ) — 943 Repayments from (long-term advances to) joint ventures — — (7,499 ) — (7,499 ) Net cash provided by (used in) investing activities 41,361 — (19,881 ) — 21,480 Cash flows from financing activities: Repayments of long-term debt (108 ) — (2,915 ) — (3,023 ) Repayments of other borrowings, net (7,124 ) — (16,430 ) — (23,554 ) Dividends paid to shareholders (62,827 ) — — — (62,827 ) Dividends paid to noncontrolling interests — — (7,612 ) — (7,612 ) Intercompany dividends paid — — (6,010 ) 6,010 — Repurchases of common stock (150,000 ) — — — (150,000 ) Proceeds from exercise of stock options 2,713 — — — 2,713 Excess tax benefits realized from stock-based compensation arrangements 836 — — — 836 Withholding taxes paid on stock-based compensation award distributions (3,208 ) — — — (3,208 ) Debt financing costs (3,074 ) — — — (3,074 ) Net cash used in financing activities (222,792 ) — (32,967 ) 6,010 (249,749 ) Net effect of foreign exchange on cash and cash equivalents — — (26,392 ) — (26,392 ) Increase in cash and cash equivalents 22,403 — 153,478 — 175,881 Cash and cash equivalents at end of period $ 110,879 $ — $ 542,241 $ — $ 653,120 The 4.625% senior notes issued in September 2012 by RSGI (the “Issuer”) were 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 ranked equally in right of payment with all existing and future senior unsecured indebtedness and other obligations of the Guarantors that were not, by their terms, otherwise expressly subordinated. The note guarantees were released when the 4.625% senior notes were repaid on October 15, 2015. 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 September 30, 2015 (In Thousands) Parent Company Guarantor Issuer Guarantor Subsidiary Non-Guarantor Subsidiaries Consolidating Adjustments Consolidated Total Net sales $ 357,269 $ — $ — $ 734,109 $ (186,285 ) $ 905,093 Cost of goods sold 252,634 — — 526,534 (186,285 ) 592,883 Gross profit 104,635 — — 207,575 — 312,210 Selling, general and administrative expenses 40,721 — — 96,894 — 137,615 Research and development expenses 12,874 — — 12,421 — 25,295 Restructuring and other, net (61 ) — — (6,743 ) — (6,804 ) Acquisition and integration related costs 28,479 — — 14,319 — 42,798 Intercompany service fee 5,914 — — (5,914 ) — — Operating profit 16,708 — — 96,598 — 113,306 Interest and financing expenses (21,758 ) (12,546 ) — 2,246 — (32,058 ) Intergroup interest and financing expenses (8,697 ) 15,147 — (6,450 ) — — Other income (expenses), net (2,320 ) 4,376 — (1,590 ) — 466 Income (loss) from continuing operations before income taxes and equity in net income of unconsolidated investments (16,067 ) 6,977 — 90,804 — 81,714 Income tax expense (benefit) (9,491 ) 4,020 — 22,363 — 16,892 Income (loss) from continuing operations before equity in net income of unconsolidated investments (6,576 ) 2,957 — 68,441 — 64,822 Equity in net income of unconsolidated investments (net of tax) 1,315 — — 4,735 — 6,050 Net income (loss) from continuing operations (5,261 ) 2,957 — 73,176 — 70,872 Income (loss) from discontinued operations (net of tax) — — — — — — Equity in undistributed earnings of subsidiaries 70,653 15,254 18,211 18,211 (122,329 ) — Net income 65,392 18,211 18,211 91,387 (122,329 ) 70,872 Net income attributable to noncontrolling interests — — — (5,480 ) — (5,480 ) Net income attributable to Albemarle Corporation $ 65,392 $ 18,211 $ 18,211 $ 85,907 $ (122,329 ) $ 65,392 Condensed Consolidating Statement of Comprehensive Income (Loss) Three Months Ended September 30, 2015 (In Thousands) Parent Company Guarantor Issuer Guarantor Subsidiary Non-Guarantor Subsidiaries Consolidating Adjustments Consolidated Total Net income $ 65,392 $ 18,211 $ 18,211 $ 91,387 $ (122,329 ) $ 70,872 Total other comprehensive loss, net of tax (70,007 ) (51,882 ) (51,882 ) (118,228 ) 221,595 (70,404 ) Comprehensive income (loss) (4,615 ) (33,671 ) (33,671 ) (26,841 ) 99,266 468 Comprehensive income attributable to noncontrolling interests — — — (5,083 ) — (5,083 ) Comprehensive loss attributable to Albemarle Corporation $ (4,615 ) $ (33,671 ) $ (33,671 ) $ (31,924 ) $ 99,266 $ (4,615 ) Condensed Consolidating Statement of Income Nine Months Ended September 30, 2015 (In Thousands) Parent Company Guarantor Issuer Guarantor Subsidiary Non-Guarantor Subsidiaries Consolidating Adjustments Consolidated Total Net sales $ 1,109,661 $ — $ — $ 2,153,749 $ (542,428 ) $ 2,720,982 Cost of goods sold 767,626 — — 1,622,121 (540,007 ) 1,849,740 Gross profit 342,035 — — 531,628 (2,421 ) 871,242 Selling, general and administrative expenses 127,591 46 — 293,455 — 421,092 Research and development expenses 39,143 — — 37,980 — 77,123 Restructuring and other, net (61 ) — — (6,743 ) — (6,804 ) Acquisition and integration related costs 86,648 — — 39,839 — 126,487 Intercompany service fee 17,557 — — (17,557 ) — — Operating profit (loss) 71,157 (46 ) — 184,654 (2,421 ) 253,344 Interest and financing expenses (70,279 ) (36,257 ) — 5,550 — (100,986 ) Intergroup interest and financing expenses (23,143 ) 40,862 — (17,719 ) — — Other income (expenses), net 6,624 (26,844 ) — 71,184 — 50,964 Income (loss) from continuing operations before income taxes and equity in net income of unconsolidated investments (15,641 ) (22,285 ) — 243,669 (2,421 ) 203,322 Income tax expense (benefit) (1,148 ) 6,992 — 43,219 (892 ) 48,171 Income (loss) from continuing operations before equity in net income of unconsolidated investments (14,493 ) (29,277 ) — 200,450 (1,529 ) 155,151 Equity in net income of unconsolidated investments (net of tax) 5,072 — — 17,164 — 22,236 Net income (loss) from continuing operations (9,421 ) (29,277 ) — 217,614 (1,529 ) 177,387 Income (loss) from discontinued operations (net of tax) — — — — — — Equity in undistributed earnings of subsidiaries 170,075 73,212 43,935 43,935 (331,157 ) — Net income 160,654 43,935 43,935 261,549 (332,686 ) 177,387 Net income attributable to noncontrolling interests — — — (16,733 ) — (16,733 ) Net income attributable to Albemarle Corporation $ 160,654 $ 43,935 $ 43,935 $ 244,816 $ (332,686 ) $ 160,654 Condensed Consolidating Statement of Comprehensive Loss Nine Months Ended September 30, 2015 (In Thousands) Parent Company Guarantor Issuer Guarantor Subsidiary Non-Guarantor Subsidiaries Consolidating Adjustments Consolidated Total Net income $ 160,654 $ 43,935 $ 43,935 $ 261,549 $ (332,686 ) $ 177,387 Total other comprehensive loss, net of tax (324,000 ) (269,219 ) (269,220 ) (662,793 ) 1,200,684 (324,548 ) Comprehensive loss (163,346 ) (225,284 ) (225,285 ) (401,244 ) 867,998 (147,161 ) Comprehensive income attributable to noncontrolling interests — — — (16,185 ) — (16,185 ) Comprehensive loss attributable to Albemarle Corporation $ (163,346 ) $ (225,284 ) $ (225,285 ) $ (417,429 ) $ 867,998 $ (163,346 ) Condensed Consolidating Statement of Income Three Months Ended September 30, 2014 (In Thousands) Parent Company Guarantor Issuer Guarantor Subsidiary Non-Guarantor Subsidiaries Consolidating Adjustments Consolidated Total Net sales $ 403,072 $ — $ — $ 424,423 $ (185,077 ) $ 642,418 Cost of goods sold 275,187 — — 342,149 (180,364 ) 436,972 Gross profit 127,885 — — 82,274 (4,713 ) 205,446 Selling, general and administrative expenses 42,836 — — 23,176 — 66,012 Research and development expenses 13,959 — — 8,448 — 22,407 Restructuring and other, net (2,197 ) — — 2,490 — 293 Acquisition and integration related costs 10,261 — — — — 10,261 Intercompany service fee 11,664 — — (11,664 ) — — Operating profit 51,362 — — 59,824 (4,713 ) 106,473 Interest and financing expenses (8,791 ) — — 42 — (8,749 ) Other income (expenses), net (3,151 ) — — (3,467 ) — (6,618 ) Income from continuing operations before income taxes and equity in net income of unconsolidated investments 39,420 — — 56,399 (4,713 ) 91,106 Income tax expense 7,636 — — 5,823 (1,722 ) 11,737 Income from continuing operations before equity in net income of unconsolidated investments 31,784 — — 50,576 (2,991 ) 79,369 Equity in net income of unconsolidated investments (net of tax) 997 — — 7,653 — 8,650 Net income from continuing operations 32,781 — — 58,229 (2,991 ) 88,019 Loss from discontinued operations (net of tax) 608 — — (7,287 ) — (6,679 ) Equity in undistributed earnings of subsidiaries 39,405 — — — (39,405 ) — Net income 72,794 — — 50,942 (42,396 ) 81,340 Net income attributable to noncontrolling interests — — — (8,546 ) — (8,546 ) Net income attributable to Albemarle Corporation $ 72,794 $ — $ — $ 42,396 $ (42,396 ) $ 72,794 Condensed Consolidating Statement of Comprehensive Loss Three Months Ended September 30, 2014 (In Thousands) Parent Company Guarantor Issuer Guarantor Subsidiary Non-Guarantor Subsidiaries Consolidating Adjustments Consolidated Total Net income $ 72,794 $ — $ — $ 50,942 $ (42,396 ) $ 81,340 Total other comprehensive loss, net of tax (101,295 ) — — (100,260 ) 100,135 (101,420 ) Comprehensive loss (28,501 ) — — (49,318 ) 57,739 (20,080 ) Comprehensive income attributable to noncontrolling interests — — — (8,421 ) — (8,421 ) Comprehensive loss attributable to Albemarle Corporation $ (28,501 ) $ — $ — $ (57,739 ) $ 57,739 $ (28,501 ) Condensed Consolidating Statement of Income Nine Months Ended September 30, 2014 (In Thousands) Parent Company Guarantor Issuer Guarantor Subsidiary Non-Guarantor Subsidiaries Consolidating Adjustments Consolidated Total Net sales $ 1,198,531 $ — $ — $ 1,169,507 $ (521,056 ) $ 1,846,982 Cost of goods sold 804,764 — — 953,726 (519,916 ) 1,238,574 Gross profit 393,767 — — 215,781 (1,140 ) 608,408 Selling, general and administrative expenses 141,411 — — 69,716 — 211,127 Research and development expenses 41,772 — — 25,144 — 66,916 Restructuring and other, net 8,049 — — 12,576 — 20,625 Acquisition and integration related costs 15,104 — — — — 15,104 Intercompany service fee 23,672 — — (23,672 ) — — Operating profit 163,759 — — 132,017 (1,140 ) 294,636 Interest and financing expenses (26,320 ) — — 65 — (26,255 ) Intergroup interest and financing expenses 6,010 — — (6,010 ) — — Other income (expenses), net (2,161 ) — — (4,293 ) — (6,454 ) Income from continuing operations before income taxes and equity in net income of unconsolidated investments 141,288 — — 121,779 (1,140 ) 261,927 Income tax expense 40,156 — — 6,960 (416 ) 46,700 Income from continuing operations before equity in net income of unconsolidated investments 101,132 — — 114,819 (724 ) 215,227 Equity in net income of unconsolidated investments (net of tax) 4,926 — — 23,274 — 28,200 Net income from continuing operations 106,058 — — 138,093 (724 ) 243,427 Loss from discontinued operations (net of tax) (20,549 ) — — (47,924 ) — (68,473 ) Equity in un |
Acquisitions (Tables)
Acquisitions (Tables) - Rockwood Holdings, Inc. | 9 Months Ended |
Sep. 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 262,947 Inventories 292,503 Other current assets 86,267 Property, plant and equipment 1,395,684 Investments 529,453 Other assets 28,386 Definite-lived intangible assets: Patents and technology 227,840 Trade names and trademarks 258,740 Customer lists and relationships 1,319,060 Indefinite-lived intangible assets: Trade names and trademarks 104,380 Other 27,450 Current liabilities (409,799 ) Long-term debt (1,319,132 ) Pension benefits (316,086 ) Other noncurrent liabilities (168,435 ) Deferred income taxes (830,572 ) Noncontrolling interests (3,022 ) Total identifiable net assets 3,040,803 Goodwill 2,677,465 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 nine-month periods ended September 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 income taxes. Pro forma amounts were adjusted to include these costs. The pro forma amounts for the three-month and nine-month periods ended September 30, 2015 were adjusted to exclude approximately $41.8 million and $120.5 million , respectively, of nonrecurring acquisition and integration related costs, and approximately $16.8 million and $102.3 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 September 30, Nine Months Ended September 30, 2015 2014 2015 2014 (in thousands, except per share amounts) Pro forma Net sales $ 905,093 $ 998,718 $ 2,754,312 $ 2,920,082 Pro forma Net income from continuing operations $ 111,211 $ 143,675 $ 335,602 $ 316,238 Pro forma Net income from continuing operations per share: Basic $ 0.99 $ 1.28 $ 3.03 $ 2.79 Diluted $ 0.99 $ 1.27 $ 3.02 $ 2.76 |
Goodwill and Other Intangibles
Goodwill and Other Intangibles (Tables) | 9 Months Ended |
Sep. 30, 2015 | |
Goodwill and Intangible Assets Disclosure [Abstract] | |
Changes in Goodwill | The following table summarizes the changes in goodwill by reportable segment for the nine months ended September 30, 2015 (in thousands): Balance at December 31, 2014 $ 243,262 Acquisition of Rockwood 2,677,465 Other acquisitions (a) 9,275 Foreign currency translation adjustments (118,916 ) Balance at September 30, 2015 $ 2,811,086 (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 nine months ended September 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 1,319,060 363,120 227,840 27,450 1,937,470 Other acquisitions (a) 76,940 — 1,433 73 78,446 Foreign currency translation adjustments and other (74,388 ) (17,722 ) (10,735 ) (1,917 ) (104,762 ) Balance at September 30, 2015 $ 1,370,091 $ 362,953 $ 258,936 $ 49,047 $ 2,041,027 Accumulated Amortization Balance at December 31, 2014 $ (22,931 ) $ (7,912 ) $ (32,831 ) $ (22,074 ) $ (85,748 ) Amortization (41,796 ) (9,216 ) (10,157 ) (365 ) (61,534 ) Foreign currency translation adjustments and other 1,482 139 1,102 525 3,248 Balance at September 30, 2015 $ (63,245 ) $ (16,989 ) $ (41,886 ) $ (21,914 ) $ (144,034 ) Net Book Value at December 31, 2014 $ 25,548 $ 9,643 $ 7,567 $ 1,367 $ 44,125 Net Book Value at September 30, 2015 $ 1,306,846 $ 345,964 $ 217,050 $ 27,133 $ 1,896,993 (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 $ 20,588 2016 $ 82,350 2017 $ 82,350 2018 $ 82,350 2019 $ 82,350 |
Earnings Per Share (Tables)
Earnings Per Share (Tables) | 9 Months Ended |
Sep. 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 nine-month periods ended September 30, 2015 and 2014 are calculated as follows: Three Months Ended Nine 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 $ 70,872 $ 88,019 $ 177,387 $ 243,427 Net income from continuing operations attributable to noncontrolling interests (5,480 ) (8,546 ) (16,733 ) (23,130 ) Net income from continuing operations attributable to Albemarle Corporation $ 65,392 $ 79,473 $ 160,654 $ 220,297 Denominator: Weighted-average common shares for basic earnings per share (a) 112,202 78,244 110,840 78,880 Basic earnings per share from continuing operations $ 0.58 $ 1.02 $ 1.45 $ 2.79 Diluted earnings per share from continuing operations Numerator: Net income from continuing operations $ 70,872 $ 88,019 $ 177,387 $ 243,427 Net income from continuing operations attributable to noncontrolling interests (5,480 ) (8,546 ) (16,733 ) (23,130 ) Net income from continuing operations attributable to Albemarle Corporation $ 65,392 $ 79,473 $ 160,654 $ 220,297 Denominator: Weighted-average common shares for basic earnings per share (a) 112,202 78,244 110,840 78,880 Incremental shares under stock compensation plans 342 415 365 407 Weighted-average common shares for diluted earnings per share (a) 112,544 78,659 111,205 79,287 Diluted earnings per share from continuing operations $ 0.58 $ 1.01 $ 1.44 $ 2.78 (a) 2015 includes the impact of 34,113 shares issued in connection with the Rockwood acquisition. |
Inventories (Tables)
Inventories (Tables) | 9 Months Ended |
Sep. 30, 2015 | |
Inventory Disclosure [Abstract] | |
Breakdown of Inventories | The following table provides a breakdown of inventories at September 30, 2015 and December 31, 2014 : September 30, December 31, 2015 2014 (In thousands) Finished goods $ 414,607 $ 262,769 Raw materials 113,687 53,152 Work in process 45,140 — Stores, supplies and other 55,959 42,440 Total inventories $ 629,393 $ 358,361 |
Long-Term Debt (Tables)
Long-Term Debt (Tables) | 9 Months Ended |
Sep. 30, 2015 | |
Debt Disclosure [Abstract] | |
Long-term Debt | Long-term debt at September 30, 2015 and December 31, 2014 consisted of the following: September 30, December 31, 2015 2014 (In thousands) 1.875% Senior notes, net of unamortized discount of $5,449 at September 30, 2015 and $6,605 at December 31, 2014 $ 781,701 $ 844,315 3.00% Senior notes, net of unamortized discount of $260 at September 30, 2015 and $306 at December 31, 2014 249,740 249,694 4.15% Senior notes, net of unamortized discount of $1,330 at September 30, 2015 and $1,439 at December 31, 2014 423,670 423,561 4.50% Senior notes, net of unamortized discount of $1,636 at September 30, 2015 and $1,871 at December 31, 2014 348,364 348,129 4.625% Senior notes, including unamortized premium of $38,303 at September 30, 2015 1,287,643 — 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 $1,003 at September 30, 2015 and $1,029 at December 31, 2014 348,997 348,971 Commercial paper notes 272,950 367,178 Fixed-rate foreign borrowings 4,069 1,958 Variable-rate foreign bank loans 86,534 25,139 Variable-rate domestic bank loans 18,210 — Capital lease obligations 21,373 — Miscellaneous 81 189 Total long-term debt 3,843,332 2,934,131 Less amounts due within one year 284,368 711,096 Long-term debt, less current portion $ 3,558,964 $ 2,223,035 |
Commitments and Contingencies (
Commitments and Contingencies (Tables) | 9 Months Ended |
Sep. 30, 2015 | |
Commitments and Contingencies Disclosure [Abstract] | |
Activity in Recorded Environmental Liabilities | We had the following activity in our recorded environmental liabilities for the nine months ended September 30, 2015 , as follows (in thousands): Beginning balance at December 31, 2014 $ 9,235 Expenditures (2,526 ) Acquisition of Rockwood 35,367 Divestitures (1,826 ) Accretion of discount 710 Revisions of estimates 9 Foreign currency translation adjustments (1,628 ) Ending balance at September 30, 2015 39,341 Less amounts reported in Accrued expenses 3,085 Amounts reported in Other noncurrent liabilities $ 36,256 |
Schedule of Change in Asset Retirement Obligation | The following is a summary of the activity in our asset retirement obligations for the nine months ended September 30, 2015 (in thousands): Beginning balance at December 31, 2014 $ 15,085 Acquisition of Rockwood 17,265 Liabilities incurred 1,025 Accretion of discount 932 Foreign currency translation adjustments (34 ) Ending balance at September 30, 2015 $ 34,273 |
Segment Information (Tables)
Segment Information (Tables) | 9 Months Ended |
Sep. 30, 2015 | |
Segment Reporting [Abstract] | |
Reportable Segments Summarized Financial Information | Three Months Ended Nine Months Ended 2015 2014 2015 2014 (In thousands) Net sales: Performance Chemicals $ 399,536 $ 299,947 $ 1,224,864 $ 856,221 Refining Solutions 185,102 218,950 528,841 618,635 Chemetall Surface Treatment 211,877 — 617,163 — All Other 102,224 123,521 337,997 372,126 Corporate 6,354 — 12,117 — Total net sales $ 905,093 $ 642,418 $ 2,720,982 $ 1,846,982 Adjusted EBITDA: Performance Chemicals $ 136,209 $ 82,329 $ 415,419 $ 232,668 Refining Solutions 54,517 61,674 144,910 189,259 Chemetall Surface Treatment 53,898 — 148,344 — All Other 6,262 20,971 29,540 63,482 Corporate (15,890 ) (20,370 ) (7,508 ) (60,087 ) Total adjusted EBITDA $ 234,996 $ 144,604 $ 730,705 $ 425,322 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 September 30, 2015 Adjusted EBITDA $ 136,209 $ 54,517 $ 53,898 $ 244,624 $ 6,262 $ (15,890 ) $ 234,996 Depreciation and amortization (31,482 ) (8,804 ) (20,260 ) (60,546 ) (5,645 ) (2,712 ) (68,903 ) Utilization of inventory markup (a) (16,834 ) — — (16,834 ) — — (16,834 ) Restructuring and other, net (c) — — — — — 6,804 6,804 Acquisition and integration related costs (b) — — — — — (42,798 ) (42,798 ) Interest and financing expenses — — — — — (32,058 ) (32,058 ) Income tax expense — — — — — (16,892 ) (16,892 ) Non-operating pension and OPEB items — — — — — 1,077 1,077 Net income (loss) attributable to Albemarle Corporation $ 87,893 $ 45,713 $ 33,638 $ 167,244 $ 617 $ (102,469 ) $ 65,392 Three months ended September 30, 2014 Adjusted EBITDA $ 82,329 $ 61,674 $ — $ 144,003 $ 20,971 $ (20,370 ) $ 144,604 Depreciation and amortization (12,593 ) (8,823 ) — (21,416 ) (3,492 ) (722 ) (25,630 ) Restructuring and other, net (c) — — — — — (293 ) (293 ) Acquisition and integration related costs (b) — — — — — (10,261 ) (10,261 ) Interest and financing expenses — — — — — (8,749 ) (8,749 ) Income tax expense — — — — — (11,737 ) (11,737 ) Loss from discontinued operations (net of tax) — — — — — (6,679 ) (6,679 ) Non-operating pension and OPEB items — — — — — (1,440 ) (1,440 ) Other (d) — — — — — (7,021 ) (7,021 ) Net income (loss) attributable to Albemarle Corporation $ 69,736 $ 52,851 $ — $ 122,587 $ 17,479 $ (67,272 ) $ 72,794 Nine months ended September 30, 2015 Adjusted EBITDA $ 415,419 $ 144,910 $ 148,344 $ 708,673 $ 29,540 $ (7,508 ) $ 730,705 Depreciation and amortization (93,608 ) (25,397 ) (57,567 ) (176,572 ) (16,867 ) (6,933 ) (200,372 ) Utilization of inventory markup (a) (79,239 ) — (20,030 ) (99,269 ) (3,029 ) — (102,298 ) Restructuring and other, net (c) — — — — — 6,804 6,804 Acquisition and integration related costs (b) — — — — — (126,487 ) (126,487 ) Interest and financing expenses — — — — — (100,986 ) (100,986 ) Income tax expense — — — — — (48,171 ) (48,171 ) Non-operating pension and OPEB items — — — — — 5,900 5,900 Other (d) — — — — — (4,441 ) (4,441 ) Net income (loss) attributable to Albemarle Corporation $ 242,572 $ 119,513 $ 70,747 $ 432,832 $ 9,644 $ (281,822 ) $ 160,654 Nine months ended September 30, 2014 Adjusted EBITDA $ 232,668 $ 189,259 $ — $ 421,927 $ 63,482 $ (60,087 ) $ 425,322 Depreciation and amortization (e) (37,742 ) (25,351 ) — (63,093 ) (10,279 ) (1,807 ) (75,179 ) Restructuring and other, net (c) — — — — — (20,625 ) (20,625 ) Acquisition and integration related costs (b) — — — — — (15,104 ) (15,104 ) Interest and financing expenses — — — — — (26,255 ) (26,255 ) Income tax expense — — — — — (46,700 ) (46,700 ) Loss from discontinued operations (net of tax) — — — — — (68,473 ) (68,473 ) Non-operating pension and OPEB items — — — — — (14,141 ) (14,141 ) Other (d) — — — — — (7,021 ) (7,021 ) Net income (loss) attributable to Albemarle Corporation $ 194,926 $ 163,908 $ — $ 358,834 $ 53,203 $ (260,213 ) $ 151,824 (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 nine-month periods ended September 30, 2015 , $7.7 million and $75.4 million , respectively, was included in Cost of goods sold, and Equity in net income of unconsolidated investments was reduced by $9.1 million and $26.9 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 connection with the acquisition of Rockwood. (e) Excludes discontinued operations. |
Pension Plans and Other Postr35
Pension Plans and Other Postretirement Benefits (Tables) | 9 Months Ended |
Sep. 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 nine-month periods ended September 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 Nine Months Ended 2015 2014 2015 2014 (In thousands) Pension Benefits Cost (Credit): Service cost $ 1,874 $ 2,678 $ 5,544 $ 8,245 Interest cost 10,180 8,006 30,360 24,303 Expected return on assets (11,834 ) (10,027 ) (35,367 ) (30,404 ) Actuarial loss (gain) (a) — 2,786 (51 ) 18,218 Amortization of prior service benefit 30 (119 ) 89 (530 ) Total net pension benefits cost $ 250 $ 3,324 $ 575 $ 19,832 Postretirement Benefits Cost (Credit): Service cost $ 36 $ 54 $ 107 $ 162 Interest cost 643 760 1,930 2,280 Expected return on assets (66 ) (85 ) (178 ) (256 ) Amortization of prior service benefit (24 ) (24 ) (72 ) (72 ) Settlements/curtailments (b) — — (2,594 ) — Total net postretirement benefits cost (credit) $ 589 $ 705 $ (807 ) $ 2,114 Total net pension and postretirement benefits cost (credit) $ 839 $ 4,029 $ (232 ) $ 21,946 (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. In connection with the sale of our antioxidant, ibuprofen and propofol businesses and assets to SI Group, Inc. which closed on September 1, 2014, in the third quarter of 2014 we were required to remeasure the assets and obligations of one of our U.S. defined benefit plans for represented employees, which was part of the disposed group. As of the September 1, 2014 remeasurement date, the weighted-average discount rate for all of our domestic pension plans was 4.94% compared to 5.14% at December 31, 2013. Taking into account the discount rate reduction and actual return on plan assets through September 1, 2014, as well as changes to mortality assumptions, we recorded a mark-to-market actuarial loss of $2.8 million in the third quarter of 2014 related to this plan. (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 $ 0.6 $ 3.9 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 Instr36
Fair Value of Financial Instruments (Tables) | 9 Months Ended |
Sep. 30, 2015 | |
Fair Value Disclosures [Abstract] | |
Fair Value of Long-Term Debt | September 30, 2015 December 31, 2014 Recorded Amount Fair Value Recorded Amount Fair Value (In thousands) Long-term debt $ 3,843,332 $ 3,882,165 $ 2,934,131 $ 2,994,935 |
Fair Value Measurement (Tables)
Fair Value Measurement (Tables) | 9 Months Ended |
Sep. 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 September 30, 2015 and December 31, 2014 (in thousands): September 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) $ 20,722 $ 20,722 $ — $ — Private equity securities (b) $ 2,626 $ 18 $ — $ 2,608 Liabilities: Obligations under executive deferred compensation plan (a) $ 20,722 $ 20,722 $ — $ — Liability for appraisal shares (d) $ 74,934 $ — $ 74,934 $ — Foreign currency forward contracts (c) $ 498 $ — $ 498 $ — 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 Nine Months Ended 2015 2014 2015 2014 (In thousands) Beginning balance $ 1,772 $ 1,822 $ 1,785 $ 750 Total unrealized gains (losses) included in earnings relating to assets still held at the reporting date 836 (24 ) 823 48 Purchases — — — 1,000 Ending balance $ 2,608 $ 1,798 $ 2,608 $ 1,798 |
Accumulated Other Comprehensi38
Accumulated Other Comprehensive (Loss) Income (Tables) | 9 Months Ended |
Sep. 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 (a) Pension and Postretirement Benefits (b) Net Investment Hedge Interest Rate Swap (c) Other Total Three months ended September 30, 2015 Balance at June 30, 2015 $ (350,460 ) $ 4 $ 54,500 $ (19,909 ) $ (541 ) $ (316,406 ) Other comprehensive (loss) before reclassifications (67,520 ) — (3,407 ) — (6 ) (70,933 ) Amounts reclassified from accumulated other comprehensive (loss) income — 2 — 527 — 529 Other comprehensive (loss) income, net of tax (67,520 ) 2 (3,407 ) 527 (6 ) (70,404 ) Other comprehensive loss attributable to noncontrolling interests 397 — — — — 397 Balance at September 30, 2015 $ (417,583 ) $ 6 $ 51,093 $ (19,382 ) $ (547 ) $ (386,413 ) Three months ended September 30, 2014 Balance at June 30, 2014 $ 110,681 $ 19 $ — $ (10,421 ) $ (635 ) $ 99,644 Other comprehensive (loss) before reclassifications (82,568 ) — — (988 ) (1 ) (83,557 ) Amounts reclassified from accumulated other comprehensive (loss) income (17,750 ) (147 ) — — 34 (17,863 ) Other comprehensive (loss) income, net of tax (100,318 ) (147 ) — (988 ) 33 (101,420 ) Other comprehensive loss attributable to noncontrolling interests 125 — — — — 125 Balance at September 30, 2014 $ 10,488 $ (128 ) $ — $ (11,409 ) $ (602 ) $ (1,651 ) Nine months ended September 30, 2015 Balance at December 31, 2014 $ (52,264 ) $ — $ 11,384 $ (20,962 ) $ (571 ) $ (62,413 ) Other comprehensive (loss) income before reclassifications (365,867 ) — 39,709 — (3 ) (326,161 ) Amounts reclassified from accumulated other comprehensive (loss) income — 6 — 1,580 27 1,613 Other comprehensive (loss) income, net of tax (365,867 ) 6 39,709 1,580 24 (324,548 ) Other comprehensive loss attributable to noncontrolling interests 548 — — — — 548 Balance at September 30, 2015 $ (417,583 ) $ 6 $ 51,093 $ (19,382 ) $ (547 ) $ (386,413 ) Nine months ended September 30, 2014 Balance at December 31, 2013 $ 116,465 $ 487 $ — $ — $ (707 ) $ 116,245 Other comprehensive (loss) income before reclassifications (88,630 ) — — (11,409 ) 2 (100,037 ) Amounts reclassified from accumulated other comprehensive (loss) income (17,750 ) (615 ) — — 103 (18,262 ) Other comprehensive (loss) income, net of tax (106,380 ) (615 ) — (11,409 ) 105 (118,299 ) Other comprehensive loss attributable to noncontrolling interests 403 — — — — 403 Balance at September 30, 2014 $ 10,488 $ (128 ) $ — $ (11,409 ) $ (602 ) $ (1,651 ) (a) Amounts reclassified from accumulated other comprehensive (loss) income for the three-month and nine-month periods ended September 30, 2014 are included in Loss from discontinued operations (net of tax) and resulted from the release of cumulative foreign currency translation adjustments into earnings upon the sale of our antioxidant, ibuprofen and propofol businesses and assets which closed on September 1, 2014. (b) 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.” (c) 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 (loss) income for the three-month and nine-month periods ended September 30, 2015 and 2014 is provided in the following tables (in thousands): Three Months Ended September 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 $ (66,576 ) $ 6 $ (5,394 ) $ 834 $ (6 ) $ (101,675 ) $ (143 ) $ (1,556 ) $ 35 Income tax (expense) benefit (944 ) (4 ) 1,987 (307 ) — 1,357 (4 ) 568 (2 ) Other comprehensive (loss) income, net of tax $ (67,520 ) $ 2 $ (3,407 ) $ 527 $ (6 ) $ (100,318 ) $ (147 ) $ (988 ) $ 33 Nine Months Ended September 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 $ (394,926 ) $ 17 $ 62,876 $ 2,502 $ 15 $ (107,011 ) $ (602 ) $ (17,976 ) $ 146 Income tax benefit (expense) 29,059 (11 ) (23,167 ) (922 ) 9 631 (13 ) 6,567 (41 ) Other comprehensive (loss) income, net of tax $ (365,867 ) $ 6 $ 39,709 $ 1,580 $ 24 $ (106,380 ) $ (615 ) $ (11,409 ) $ 105 |
Discontinued Operations (Tables
Discontinued Operations (Tables) | 9 Months Ended |
Sep. 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 Nine Months Ended 2015 2014 2015 2014 Net sales $ — $ 38,025 $ — $ 154,273 Loss from discontinued operations $ — $ (7,752 ) $ — $ (90,439 ) Income tax benefit — (1,073 ) — (21,966 ) Loss from discontinued operations (net of tax) $ — $ (6,679 ) $ — $ (68,473 ) |
Consolidating Guarantor Finan40
Consolidating Guarantor Financial Information (Tables) | 9 Months Ended |
Sep. 30, 2015 | |
Organization, Consolidation and Presentation of Financial Statements [Abstract] | |
Condensed Income Statement | Condensed Consolidating Statement of Income Three Months Ended September 30, 2015 (In Thousands) Issuer Guarantor Subsidiaries Non-Guarantor Subsidiaries Consolidating Adjustments Consolidated Total Net sales $ 357,269 $ — $ 734,109 $ (186,285 ) $ 905,093 Cost of goods sold 252,634 — 526,534 (186,285 ) 592,883 Gross profit 104,635 — 207,575 — 312,210 Selling, general and administrative expenses 40,721 — 96,894 — 137,615 Research and development expenses 12,874 — 12,421 — 25,295 Restructuring and other, net (61 ) — (6,743 ) — (6,804 ) Acquisition and integration related costs 28,479 — 14,319 — 42,798 Intercompany service fee 5,914 — (5,914 ) — — Operating profit 16,708 — 96,598 — 113,306 Interest and financing expenses (21,758 ) (12,546 ) 2,246 — (32,058 ) Intergroup interest and financing expenses (8,697 ) 15,147 (6,450 ) — — Other income (expenses), net (2,320 ) 4,376 (1,590 ) — 466 Income (loss) from continuing operations before income taxes and equity in net income of unconsolidated investments (16,067 ) 6,977 90,804 — 81,714 Income tax expense (benefit) (9,491 ) 4,020 22,363 — 16,892 Income (loss) from continuing operations before equity in net income of unconsolidated investments (6,576 ) 2,957 68,441 — 64,822 Equity in net income of unconsolidated investments (net of tax) 1,315 — 4,735 — 6,050 Net income (loss) from continuing operations (5,261 ) 2,957 73,176 — 70,872 Income (loss) from discontinued operations (net of tax) — — — — — Equity in undistributed earnings of subsidiaries 70,653 33,465 18,211 (122,329 ) — Net income 65,392 36,422 91,387 (122,329 ) 70,872 Net income attributable to noncontrolling interests — — (5,480 ) — (5,480 ) Net income attributable to Albemarle Corporation $ 65,392 $ 36,422 $ 85,907 $ (122,329 ) $ 65,392 Condensed Consolidating Statement of Comprehensive Income (Loss) Three Months Ended September 30, 2015 (In Thousands) Issuer Guarantor Subsidiaries Non-Guarantor Subsidiaries Consolidating Adjustments Consolidated Total Net income $ 65,392 $ 36,422 $ 91,387 $ (122,329 ) $ 70,872 Total other comprehensive loss, net of tax (70,007 ) (103,764 ) (118,228 ) 221,595 (70,404 ) Comprehensive income (loss) (4,615 ) (67,342 ) (26,841 ) 99,266 468 Comprehensive income attributable to noncontrolling interests — — (5,083 ) — (5,083 ) Comprehensive loss attributable to Albemarle Corporation $ (4,615 ) $ (67,342 ) $ (31,924 ) $ 99,266 $ (4,615 ) Condensed Consolidating Statement of Income Nine Months Ended September 30, 2015 (In Thousands) Issuer Guarantor Subsidiaries Non-Guarantor Subsidiaries Consolidating Adjustments Consolidated Total Net sales $ 1,109,661 $ — $ 2,153,749 $ (542,428 ) $ 2,720,982 Cost of goods sold 767,626 — 1,622,121 (540,007 ) 1,849,740 Gross profit 342,035 — 531,628 (2,421 ) 871,242 Selling, general and administrative expenses 127,591 46 293,455 — 421,092 Research and development expenses 39,143 — 37,980 — 77,123 Restructuring and other, net (61 ) — (6,743 ) — (6,804 ) Acquisition and integration related costs 86,648 — 39,839 — 126,487 Intercompany service fee 17,557 — (17,557 ) — — Operating profit (loss) 71,157 (46 ) 184,654 (2,421 ) 253,344 Interest and financing expenses (70,279 ) (36,257 ) 5,550 — (100,986 ) Intergroup interest and financing expenses (23,143 ) 40,862 (17,719 ) — — Other income (expenses), net 6,624 (26,844 ) 71,184 — 50,964 Income (loss) from continuing operations before income taxes and equity in net income of unconsolidated investments (15,641 ) (22,285 ) 243,669 (2,421 ) 203,322 Income tax expense (benefit) (1,148 ) 6,992 43,219 (892 ) 48,171 Income (loss) from continuing operations before equity in net income of unconsolidated investments (14,493 ) (29,277 ) 200,450 (1,529 ) 155,151 Equity in net income of unconsolidated investments (net of tax) 5,072 — 17,164 — 22,236 Net income (loss) from continuing operations (9,421 ) (29,277 ) 217,614 (1,529 ) 177,387 Income (loss) from discontinued operations (net of tax) — — — — — Equity in undistributed earnings of subsidiaries 170,075 117,147 43,935 (331,157 ) — Net income 160,654 87,870 261,549 (332,686 ) 177,387 Net income attributable to noncontrolling interests — — (16,733 ) — (16,733 ) Net income attributable to Albemarle Corporation $ 160,654 $ 87,870 $ 244,816 $ (332,686 ) $ 160,654 Condensed Consolidating Statement of Comprehensive Loss Nine Months Ended September 30, 2015 (In Thousands) Issuer Guarantor Subsidiaries Non-Guarantor Subsidiaries Consolidating Adjustments Consolidated Total Net income $ 160,654 $ 87,870 $ 261,549 $ (332,686 ) $ 177,387 Total other comprehensive loss, net of tax (324,000 ) (538,439 ) (662,793 ) 1,200,684 (324,548 ) Comprehensive loss (163,346 ) (450,569 ) (401,244 ) 867,998 (147,161 ) Comprehensive income attributable to noncontrolling interests — — (16,185 ) — (16,185 ) Comprehensive loss attributable to Albemarle Corporation $ (163,346 ) $ (450,569 ) $ (417,429 ) $ 867,998 $ (163,346 ) Condensed Consolidating Statement of Income Three Months Ended September 30, 2014 (In Thousands) Issuer Guarantor Subsidiaries Non-Guarantor Subsidiaries Consolidating Adjustments Consolidated Total Net sales $ 403,072 $ — $ 424,423 $ (185,077 ) $ 642,418 Cost of goods sold 275,187 — 342,149 (180,364 ) 436,972 Gross profit 127,885 — 82,274 (4,713 ) 205,446 Selling, general and administrative expenses 42,836 — 23,176 — 66,012 Research and development expenses 13,959 — 8,448 — 22,407 Restructuring and other, net (2,197 ) — 2,490 — 293 Acquisition and integration related costs 10,261 — — — 10,261 Intercompany service fee 11,664 — (11,664 ) — — Operating profit 51,362 — 59,824 (4,713 ) 106,473 Interest and financing expenses (8,791 ) — 42 — (8,749 ) Other income (expenses), net (3,151 ) — (3,467 ) — (6,618 ) Income from continuing operations before income taxes and equity in net income of unconsolidated investments 39,420 — 56,399 (4,713 ) 91,106 Income tax expense 7,636 — 5,823 (1,722 ) 11,737 Income from continuing operations before equity in net income of unconsolidated investments 31,784 — 50,576 (2,991 ) 79,369 Equity in net income of unconsolidated investments (net of tax) 997 — 7,653 — 8,650 Net income from continuing operations 32,781 — 58,229 (2,991 ) 88,019 Loss from discontinued operations (net of tax) 608 — (7,287 ) — (6,679 ) Equity in undistributed earnings of subsidiaries 39,405 — — (39,405 ) — Net income 72,794 — 50,942 (42,396 ) 81,340 Net income attributable to noncontrolling interests — — (8,546 ) — (8,546 ) Net income attributable to Albemarle Corporation $ 72,794 $ — $ 42,396 $ (42,396 ) $ 72,794 Condensed Consolidating Statement of Comprehensive Loss Three Months Ended September 30, 2014 (In Thousands) Issuer Guarantor Subsidiaries Non-Guarantor Subsidiaries Consolidating Adjustments Consolidated Total Net income $ 72,794 $ — $ 50,942 $ (42,396 ) $ 81,340 Total other comprehensive loss, net of tax (101,295 ) — (100,260 ) 100,135 (101,420 ) Comprehensive loss (28,501 ) — (49,318 ) 57,739 (20,080 ) Comprehensive income attributable to noncontrolling interests — — (8,421 ) — (8,421 ) Comprehensive loss attributable to Albemarle Corporation $ (28,501 ) $ — $ (57,739 ) $ 57,739 $ (28,501 ) Condensed Consolidating Statement of Income Nine Months Ended September 30, 2014 (In Thousands) Issuer Guarantor Subsidiaries Non-Guarantor Subsidiaries Consolidating Adjustments Consolidated Total Net sales $ 1,198,531 $ — $ 1,169,507 $ (521,056 ) $ 1,846,982 Cost of goods sold 804,764 — 953,726 (519,916 ) 1,238,574 Gross profit 393,767 — 215,781 (1,140 ) 608,408 Selling, general and administrative expenses 141,411 — 69,716 — 211,127 Research and development expenses 41,772 — 25,144 — 66,916 Restructuring and other, net 8,049 — 12,576 — 20,625 Acquisition and integration related costs 15,104 — — — 15,104 Intercompany service fee 23,672 — (23,672 ) — — Operating profit 163,759 — 132,017 (1,140 ) 294,636 Interest and financing expenses (26,320 ) — 65 — (26,255 ) Intergroup interest and financing expenses 6,010 — (6,010 ) — — Other income (expenses), net (2,161 ) — (4,293 ) — (6,454 ) Income from continuing operations before income taxes and equity in net income of unconsolidated investments 141,288 — 121,779 (1,140 ) 261,927 Income tax expense 40,156 — 6,960 (416 ) 46,700 Income from continuing operations before equity in net income of unconsolidated investments 101,132 — 114,819 (724 ) 215,227 Equity in net income of unconsolidated investments (net of tax) 4,926 — 23,274 — 28,200 Net income from continuing operations 106,058 — 138,093 (724 ) 243,427 Loss from discontinued operations (net of tax) (20,549 ) — (47,924 ) — (68,473 ) Equity in undistributed earnings of subsidiaries 66,315 — — (66,315 ) — Net income 151,824 — 90,169 (67,039 ) 174,954 Net income attributable to noncontrolling interests — — (23,130 ) — (23,130 ) Net income attributable to Albemarle Corporation $ 151,824 $ — $ 67,039 $ (67,039 ) $ 151,824 Condensed Consolidating Statement of Comprehensive Income (Loss) Nine Months Ended September 30, 2014 (In Thousands) Issuer Guarantor Subsidiaries Non-Guarantor Subsidiaries Consolidating Adjustments Consolidated Total Net income $ 151,824 $ — $ 90,169 $ (67,039 ) $ 174,954 Total other comprehensive loss, net of tax (117,896 ) — (106,319 ) 105,916 (118,299 ) Comprehensive income (loss) 33,928 — (16,150 ) 38,877 56,655 Comprehensive income attributable to noncontrolling interests — — (22,727 ) — (22,727 ) Comprehensive income (loss) attributable to Albemarle Corporation $ 33,928 $ — $ (38,877 ) $ 38,877 $ 33,928 Condensed Consolidating Statement of Income Three Months Ended September 30, 2015 (In Thousands) Parent Company Guarantor Issuer Guarantor Subsidiary Non-Guarantor Subsidiaries Consolidating Adjustments Consolidated Total Net sales $ 357,269 $ — $ — $ 734,109 $ (186,285 ) $ 905,093 Cost of goods sold 252,634 — — 526,534 (186,285 ) 592,883 Gross profit 104,635 — — 207,575 — 312,210 Selling, general and administrative expenses 40,721 — — 96,894 — 137,615 Research and development expenses 12,874 — — 12,421 — 25,295 Restructuring and other, net (61 ) — — (6,743 ) — (6,804 ) Acquisition and integration related costs 28,479 — — 14,319 — 42,798 Intercompany service fee 5,914 — — (5,914 ) — — Operating profit 16,708 — — 96,598 — 113,306 Interest and financing expenses (21,758 ) (12,546 ) — 2,246 — (32,058 ) Intergroup interest and financing expenses (8,697 ) 15,147 — (6,450 ) — — Other income (expenses), net (2,320 ) 4,376 — (1,590 ) — 466 Income (loss) from continuing operations before income taxes and equity in net income of unconsolidated investments (16,067 ) 6,977 — 90,804 — 81,714 Income tax expense (benefit) (9,491 ) 4,020 — 22,363 — 16,892 Income (loss) from continuing operations before equity in net income of unconsolidated investments (6,576 ) 2,957 — 68,441 — 64,822 Equity in net income of unconsolidated investments (net of tax) 1,315 — — 4,735 — 6,050 Net income (loss) from continuing operations (5,261 ) 2,957 — 73,176 — 70,872 Income (loss) from discontinued operations (net of tax) — — — — — — Equity in undistributed earnings of subsidiaries 70,653 15,254 18,211 18,211 (122,329 ) — Net income 65,392 18,211 18,211 91,387 (122,329 ) 70,872 Net income attributable to noncontrolling interests — — — (5,480 ) — (5,480 ) Net income attributable to Albemarle Corporation $ 65,392 $ 18,211 $ 18,211 $ 85,907 $ (122,329 ) $ 65,392 Condensed Consolidating Statement of Comprehensive Income (Loss) Three Months Ended September 30, 2015 (In Thousands) Parent Company Guarantor Issuer Guarantor Subsidiary Non-Guarantor Subsidiaries Consolidating Adjustments Consolidated Total Net income $ 65,392 $ 18,211 $ 18,211 $ 91,387 $ (122,329 ) $ 70,872 Total other comprehensive loss, net of tax (70,007 ) (51,882 ) (51,882 ) (118,228 ) 221,595 (70,404 ) Comprehensive income (loss) (4,615 ) (33,671 ) (33,671 ) (26,841 ) 99,266 468 Comprehensive income attributable to noncontrolling interests — — — (5,083 ) — (5,083 ) Comprehensive loss attributable to Albemarle Corporation $ (4,615 ) $ (33,671 ) $ (33,671 ) $ (31,924 ) $ 99,266 $ (4,615 ) Condensed Consolidating Statement of Income Nine Months Ended September 30, 2015 (In Thousands) Parent Company Guarantor Issuer Guarantor Subsidiary Non-Guarantor Subsidiaries Consolidating Adjustments Consolidated Total Net sales $ 1,109,661 $ — $ — $ 2,153,749 $ (542,428 ) $ 2,720,982 Cost of goods sold 767,626 — — 1,622,121 (540,007 ) 1,849,740 Gross profit 342,035 — — 531,628 (2,421 ) 871,242 Selling, general and administrative expenses 127,591 46 — 293,455 — 421,092 Research and development expenses 39,143 — — 37,980 — 77,123 Restructuring and other, net (61 ) — — (6,743 ) — (6,804 ) Acquisition and integration related costs 86,648 — — 39,839 — 126,487 Intercompany service fee 17,557 — — (17,557 ) — — Operating profit (loss) 71,157 (46 ) — 184,654 (2,421 ) 253,344 Interest and financing expenses (70,279 ) (36,257 ) — 5,550 — (100,986 ) Intergroup interest and financing expenses (23,143 ) 40,862 — (17,719 ) — — Other income (expenses), net 6,624 (26,844 ) — 71,184 — 50,964 Income (loss) from continuing operations before income taxes and equity in net income of unconsolidated investments (15,641 ) (22,285 ) — 243,669 (2,421 ) 203,322 Income tax expense (benefit) (1,148 ) 6,992 — 43,219 (892 ) 48,171 Income (loss) from continuing operations before equity in net income of unconsolidated investments (14,493 ) (29,277 ) — 200,450 (1,529 ) 155,151 Equity in net income of unconsolidated investments (net of tax) 5,072 — — 17,164 — 22,236 Net income (loss) from continuing operations (9,421 ) (29,277 ) — 217,614 (1,529 ) 177,387 Income (loss) from discontinued operations (net of tax) — — — — — — Equity in undistributed earnings of subsidiaries 170,075 73,212 43,935 43,935 (331,157 ) — Net income 160,654 43,935 43,935 261,549 (332,686 ) 177,387 Net income attributable to noncontrolling interests — — — (16,733 ) — (16,733 ) Net income attributable to Albemarle Corporation $ 160,654 $ 43,935 $ 43,935 $ 244,816 $ (332,686 ) $ 160,654 Condensed Consolidating Statement of Comprehensive Loss Nine Months Ended September 30, 2015 (In Thousands) Parent Company Guarantor Issuer Guarantor Subsidiary Non-Guarantor Subsidiaries Consolidating Adjustments Consolidated Total Net income $ 160,654 $ 43,935 $ 43,935 $ 261,549 $ (332,686 ) $ 177,387 Total other comprehensive loss, net of tax (324,000 ) (269,219 ) (269,220 ) (662,793 ) 1,200,684 (324,548 ) Comprehensive loss (163,346 ) (225,284 ) (225,285 ) (401,244 ) 867,998 (147,161 ) Comprehensive income attributable to noncontrolling interests — — — (16,185 ) — (16,185 ) Comprehensive loss attributable to Albemarle Corporation $ (163,346 ) $ (225,284 ) $ (225,285 ) $ (417,429 ) $ 867,998 $ (163,346 ) Condensed Consolidating Statement of Income Three Months Ended September 30, 2014 (In Thousands) Parent Company Guarantor Issuer Guarantor Subsidiary Non-Guarantor Subsidiaries Consolidating Adjustments Consolidated Total Net sales $ 403,072 $ — $ — $ 424,423 $ (185,077 ) $ 642,418 Cost of goods sold 275,187 — — 342,149 (180,364 ) 436,972 Gross profit 127,885 — — 82,274 (4,713 ) 205,446 Selling, general and administrative expenses 42,836 — — 23,176 — 66,012 Research and development expenses 13,959 — — 8,448 — 22,407 Restructuring and other, net (2,197 ) — — 2,490 — 293 Acquisition and integration related costs 10,261 — — — — 10,261 Intercompany service fee 11,664 — — (11,664 ) — — Operating profit 51,362 — — 59,824 (4,713 ) 106,473 Interest and financing expenses (8,791 ) — — 42 — (8,749 ) Other income (expenses), net (3,151 ) — — (3,467 ) — (6,618 ) Income from continuing operations before income taxes and equity in net income of unconsolidated investments 39,420 — — 56,399 (4,713 ) 91,106 Income tax expense 7,636 — — 5,823 (1,722 ) 11,737 Income from continuing operations before equity in net income of unconsolidated investments 31,784 — — 50,576 (2,991 ) 79,369 Equity in net income of unconsolidated investments (net of tax) 997 — — 7,653 — 8,650 Net income from continuing operations 32,781 — — 58,229 (2,991 ) 88,019 Loss from discontinued operations (net of tax) 608 — — (7,287 ) — (6,679 ) Equity in undistributed earnings of subsidiaries 39,405 — — — (39,405 ) — Net income 72,794 — — 50,942 (42,396 ) 81,340 Net income attributable to noncontrolling interests — — — (8,546 ) — (8,546 ) Net income attributable to Albemarle Corporation $ 72,794 $ — $ — $ 42,396 $ (42,396 ) $ 72,794 Condensed Consolidating Statement of Comprehensive Loss Three Months Ended September 30, 2014 (In Thousands) Parent Company Guarantor Issuer Guarantor Subsidiary Non-Guarantor Subsidiaries Consolidating Adjustments Consolidated Total Net income $ 72,794 $ — $ — $ 50,942 $ (42,396 ) $ 81,340 Total other comprehensive loss, net of tax (101,295 ) — — (100,260 ) 100,135 (101,420 ) Comprehensive loss (28,501 ) — — (49,318 ) 57,739 (20,080 ) Comprehensive income attributable to noncontrolling interests — — — (8,421 ) — (8,421 ) Comprehensive loss attributable to Albemarle Corporation $ (28,501 ) $ — $ — $ (57,739 ) $ 57,739 $ (28,501 ) Condensed Consolidating Statement of Income Nine Months Ended September 30, 2014 (In Thousands) Parent Company Guarantor Issuer Guarantor Subsidiary Non-Guarantor Subsidiaries Consolidating Adjustments Consolidated Total Net sales $ 1,198,531 $ — $ — $ 1,169,507 $ (521,056 ) $ 1,846,982 Cost of goods sold 804,764 — — 953,726 (519,916 ) 1,238,574 Gross profit 393,767 — — 215,781 (1,140 ) 608,408 Selling, general and administrative expenses 141,411 — — 69,716 — 211,127 Research and development expenses 41,772 — — 25,144 — 66,916 Restructuring and other, net 8,049 — — 12,576 — 20,625 Acquisition and integration related costs 15,104 — — — — 15,104 Intercompany service fee 23,672 — — (23,672 ) — — Operating profit 163,759 — — 132,017 (1,140 ) 294,636 Interest and financing expenses (26,320 ) — — 65 — (26,255 ) Intergroup interest and financing expenses 6,010 — — (6,010 ) — — Other income (expenses), net (2,161 ) — — (4,293 ) — (6,454 ) Income from continuing operations before income taxes and equity in net income of unconsolidated investments 141,288 — — 121,779 (1,140 ) 261,927 Income tax expense 40,156 — — 6,960 (416 ) 46,700 Income from continuing operations before equity in net income of unconsolidated investments 101,132 — — 114,819 (724 ) 215,227 Equity in net income of unconsolidated investments (net of tax) 4,926 — — 23,274 — 28,200 Net income from continuing operations 106,058 — — 138,093 (724 ) 243,427 Loss from discontinued operations (net of tax) (20,549 ) — — (47,924 ) — (68,473 ) Equity in undistributed earnings of subsidiaries 66,315 — — — (66,315 ) — Net income 151,824 — — 90,169 (67,039 ) 174,954 Net income attributable to noncontrolling interests — — — (23,130 ) — (23,130 ) Net income attributable to Albemarle Corporation $ 151,824 $ — $ — $ 67,039 $ (67,039 ) $ 151,824 Condensed Consolidating Statement of Comprehensive Income (Loss) Nine Months Ended September 30, 2014 (In Thousands) Parent Company Guarantor Issuer Guarantor Subsidiary Non-Guarantor Subsidiaries Consolidating Adjustments Consolidated Total Net income $ 151,824 $ — $ — $ 90,169 $ (67,039 ) $ 174,954 Total other comprehensive loss, net of tax (117,896 ) — — (106,319 ) 105,916 (118,299 ) Comprehensive income (loss) 33,928 — — (16,150 ) 38,877 56,655 Comprehensive income attributable to noncontrolling interests — — — (22,727 ) — (22,727 ) Comprehensive income (loss) attributable to Albemarle Corporation $ 33,928 $ — $ — $ (38,877 ) $ 38,877 $ 33,928 |
Condensed Balance Sheet | Condensed Consolidating Balance Sheet September 30, 2015 (In Thousands) Issuer Guarantor Subsidiaries Non-Guarantor Subsidiaries Consolidating Adjustments Consolidated Total Assets Current assets: Cash and cash equivalents $ 4,416 $ 1,103 $ 228,971 $ — $ 234,490 Trade accounts receivable, less allowance for doubtful accounts 92,694 — 525,607 — 618,301 Other accounts receivable 15,031 23,915 37,325 — 76,271 Intergroup receivable 191,295 12,455 352,388 (556,138 ) — Inventories 207,445 — 435,211 (13,263 ) 629,393 Other current assets 51,717 — 121,821 (11,078 ) 162,460 Total current assets 562,598 37,473 1,701,323 (580,479 ) 1,720,915 Property, plant and equipment, at cost 1,765,817 — 2,331,104 — 4,096,921 Less accumulated depreciation and amortization 1,087,130 — 408,939 — 1,496,069 Net property, plant and equipment 678,687 — 1,922,165 — 2,600,852 Investments 74,429 4,891 374,549 — 453,869 Investment in subsidiaries 7,073,096 11,164,495 6,380,635 (24,618,226 ) — Other assets 30,572 3,250 157,527 — 191,349 Goodwill 49,212 — 2,761,874 — 2,811,086 Other intangibles, net of amortization 19,265 — 1,877,728 — 1,896,993 Intergroup receivable — 3,307,998 1,847,122 (5,155,120 ) — Total assets $ 8,487,859 $ 14,518,107 $ 17,022,923 $ (30,353,825 ) $ 9,675,064 Liabilities and Equity Current liabilities: Accounts payable $ 121,835 $ — $ 249,814 $ — $ 371,649 Intergroup payable 365,452 102,086 88,600 (556,138 ) — Accrued expenses 189,637 137,161 240,134 — 566,932 Current portion of long-term debt 272,994 — 11,374 — 284,368 Dividends payable 32,295 — — — 32,295 Income taxes payable — 11,076 68,196 (11,968 ) 67,304 Total current liabilities 982,213 250,323 658,118 (568,106 ) 1,322,548 Long-term debt 2,230,720 1,287,643 40,601 — 3,558,964 Postretirement benefits 55,401 — — — 55,401 Pension benefits 120,593 — 330,463 — 451,056 Intergroup payable 1,810,546 1,019,458 2,325,116 (5,155,120 ) — Other noncurrent liabilities 53,933 57,995 138,809 — 250,737 Deferred income taxes 89,964 3,031 668,849 — 761,844 Commitments and contingencies Equity: Albemarle Corporation shareholders’ equity: Common stock 1,122 — 6,808 (6,808 ) 1,122 Additional paid-in capital 2,056,082 12,350,226 12,159,684 (24,509,910 ) 2,056,082 Accumulated other comprehensive loss (386,413 ) (538,439 ) (713,001 ) 1,251,440 (386,413 ) Retained earnings 1,473,698 87,870 1,277,451 (1,365,321 ) 1,473,698 Total Albemarle Corporation shareholders’ equity 3,144,489 11,899,657 12,730,942 (24,630,599 ) 3,144,489 Noncontrolling interests — — 130,025 — 130,025 Total equity 3,144,489 11,899,657 12,860,967 (24,630,599 ) 3,274,514 Total liabilities and equity $ 8,487,859 $ 14,518,107 $ 17,022,923 $ (30,353,825 ) $ 9,675,064 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 September 30, 2015 (In Thousands) Parent Company Guarantor Issuer Guarantor Subsidiary Non-Guarantor Subsidiaries Consolidating Adjustments Consolidated Total Assets Current assets: Cash and cash equivalents $ 4,416 $ 1,103 $ — $ 228,971 $ — $ 234,490 Trade accounts receivable, less allowance for doubtful accounts 92,694 — — 525,607 — 618,301 Other accounts receivable 15,031 23,915 — 37,325 — 76,271 Intergroup receivable 191,295 12,455 — 352,388 (556,138 ) — Inventories 207,445 — — 435,211 (13,263 ) 629,393 Other current assets 51,717 — — 121,821 (11,078 ) 162,460 Total current assets 562,598 37,473 — 1,701,323 (580,479 ) 1,720,915 Property, plant and equipment, at cost 1,765,817 — — 2,331,104 — 4,096,921 Less accumulated depreciation and amortization 1,087,130 — — 408,939 — 1,496,069 Net property, plant and equipment 678,687 — — 1,922,165 — 2,600,852 Investments 74,429 4,891 — 374,549 — 453,869 Investment in subsidiaries 7,073,096 4,783,860 6,380,635 6,380,635 (24,618,226 ) — Other assets 30,572 3,250 — 157,527 — 191,349 Goodwill 49,212 — — 2,761,874 — 2,811,086 Other intangibles, net of amortization 19,265 — — 1,877,728 — 1,896,993 Intergroup receivable — 3,305,771 2,227 1,847,122 (5,155,120 ) — Total assets $ 8,487,859 $ 8,135,245 $ 6,382,862 $ 17,022,923 $ (30,353,825 ) $ 9,675,064 Liabilities and Equity Current liabilities: Accounts payable $ 121,835 $ — $ — $ 249,814 $ — $ 371,649 Intergroup payable 365,452 102,004 82 88,600 (556,138 ) — Accrued expenses 189,637 137,161 — 240,134 — 566,932 Current portion of long-term debt 272,994 — — 11,374 — 284,368 Dividends payable 32,295 — — — — 32,295 Income taxes payable — 11,076 — 68,196 (11,968 ) 67,304 Total current liabilities 982,213 250,241 82 658,118 (568,106 ) 1,322,548 Long-term debt 2,230,720 1,287,643 — 40,601 — 3,558,964 Postretirement benefits 55,401 — — — — 55,401 Pension benefits 120,593 — — 330,463 — 451,056 Intergroup payable 1,810,546 155,701 863,757 2,325,116 (5,155,120 ) — Other noncurrent liabilities 53,933 57,995 — 138,809 — 250,737 Deferred income taxes 89,964 3,031 — 668,849 — 761,844 Commitments and contingencies Equity: Albemarle Corporation shareholders’ equity: Common stock 1,122 — — 6,808 (6,808 ) 1,122 Additional paid-in capital 2,056,082 6,605,919 5,744,307 12,159,684 (24,509,910 ) 2,056,082 Accumulated other comprehensive loss (386,413 ) (269,220 ) (269,219 ) (713,001 ) 1,251,440 (386,413 ) Retained earnings 1,473,698 43,935 43,935 1,277,451 (1,365,321 ) 1,473,698 Total Albemarle Corporation shareholders’ equity 3,144,489 6,380,634 5,519,023 12,730,942 (24,630,599 ) 3,144,489 Noncontrolling interests — — — 130,025 — 130,025 Total equity 3,144,489 6,380,634 5,519,023 12,860,967 (24,630,599 ) 3,274,514 Total liabilities and equity $ 8,487,859 $ 8,135,245 $ 6,382,862 $ 17,022,923 $ (30,353,825 ) $ 9,675,064 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 Nine Months Ended September 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 369,333 (48,867 ) 19,839 (23,402 ) 316,903 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 (51,900 ) — (112,668 ) — (164,568 ) Decrease in restricted cash — — 57,550 — 57,550 Cash proceeds from divestitures, net — — 6,133 — 6,133 Return of capital — — 98,000 — 98,000 Sales of (investments in) marketable securities, net 1,271 — (6 ) — 1,265 Repayments from (long-term advances to) joint ventures 2,156 — — — 2,156 Proceeds from intercompany investing related activity — 1,213,717 82 (1,213,799 ) — Intercompany investing related payments — (1,324,960 ) (1,341,728 ) 2,666,688 — Net cash (used in) provided by investing activities (3,645,556 ) 48,166 44,547 1,452,889 (2,099,954 ) Cash flows from financing activities: Repayments of long-term debt (1,325,104 ) — (7,189 ) — (1,332,293 ) Proceeds from borrowings of long-term debt 1,000,000 — — — 1,000,000 Repayments of other borrowings, net (16,018 ) — (836 ) — (16,854 ) Dividends paid to shareholders (86,770 ) — — — (86,770 ) Dividends paid to noncontrolling interests — — (23,195 ) — (23,195 ) Intercompany dividends paid — — (23,402 ) 23,402 — 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 (4,186 ) — — — (4,186 ) Other — — (3,882 ) — (3,882 ) Proceeds from intercompany financing related activity 1,845,770 — 820,918 (2,666,688 ) — Intercompany financing related payments (62,039 ) (82 ) (1,151,678 ) 1,213,799 — Net cash provided by (used in) financing activities 1,350,836 (82 ) (389,264 ) (1,429,487 ) (467,997 ) Net effect of foreign exchange on cash and cash equivalents (999 ) 1,886 (5,117 ) — (4,230 ) (Decrease) increase in cash and cash equivalents (1,926,386 ) 1,103 (329,995 ) — (2,255,278 ) Cash and cash equivalents at end of period $ 4,416 $ 1,103 $ 228,971 $ — $ 234,490 Condensed Consolidating Statement Of Cash Flows Nine Months Ended September 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 203,834 — 232,718 (6,010 ) 430,542 Cash flows from investing activities: Capital expenditures (57,124 ) — (19,558 ) — (76,682 ) Cash proceeds from divestitures, net 97,523 — 7,195 — 104,718 Sales of (investments in) marketable securities, net 962 — (19 ) — 943 Repayments from (long-term advances to) joint ventures — — (7,499 ) — (7,499 ) Net cash provided by (used in) investing activities 41,361 — (19,881 ) — 21,480 Cash flows from financing activities: Repayments of long-term debt (108 ) — (2,915 ) — (3,023 ) Repayments of other borrowings, net (7,124 ) — (16,430 ) — (23,554 ) Dividends paid to shareholders (62,827 ) — — — (62,827 ) Dividends paid to noncontrolling interests — — (7,612 ) — (7,612 ) Intercompany dividends paid — — (6,010 ) 6,010 — Repurchases of common stock (150,000 ) — — — (150,000 ) Proceeds from exercise of stock options 2,713 — — — 2,713 Excess tax benefits realized from stock-based compensation arrangements 836 — — — 836 Withholding taxes paid on stock-based compensation award distributions (3,208 ) — — — (3,208 ) Debt financing costs (3,074 ) — — — (3,074 ) Net cash used in financing activities (222,792 ) — (32,967 ) 6,010 (249,749 ) Net effect of foreign exchange on cash and cash equivalents — — (26,392 ) — (26,392 ) Increase in cash and cash equivalents 22,403 — 153,478 — 175,881 Cash and cash equivalents at end of period $ 110,879 $ — $ 542,241 $ — $ 653,120 Condensed Consolidating Statement Of Cash Flows Nine Months Ended September 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 369,333 (48,949 ) 82 19,839 (23,402 ) 316,903 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 (51,900 ) — — (112,668 ) — (164,568 ) Decrease in restricted cash — — — 57,550 — 57,550 Cash proceeds from divestitures, net — — — 6,133 — 6,133 Return of capital — — — 98,000 — 98,000 Sales of (investments in) marketable securities, net 1,271 — — (6 ) — 1,265 Repayments from (long-term advances to) joint ventures 2,156 — — — — 2,156 Proceeds from intercompany investing related activity — 1,213,717 — 82 (1,213,799 ) — Intercompany investing related payments — (1,324,960 ) — (1,341,728 ) 2,666,688 — Net cash (used in) provided by investing activities (3,645,556 ) 48,166 — 44,547 1,452,889 (2,099,954 ) Cash flows from financing activities: Repayments of long-term debt (1,325,104 ) — — (7,189 ) — (1,332,293 ) Proceeds from borrowings of long-term debt 1,000,000 — — — — 1,000,000 Repayments of other borrowings, net (16,018 ) — — (836 ) — (16,854 ) Dividends paid to shareholders (86,770 ) — — — — (86,770 ) Dividends paid to noncontrolling interests — — — (23,195 ) — (23,195 ) Intercompany dividends paid — — — (23,402 ) 23,402 — 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 (4,186 ) — — — — (4,186 ) Other — — — (3,882 ) — (3,882 ) Proceeds from intercompany financing related activity 1,845,770 — — 820,918 (2,666,688 ) — Intercompany financing related payments (62,039 ) — (82 ) (1,151,678 ) 1,213,799 — Net cash provided by (used in) financing activities 1,350,836 — (82 ) (389,264 ) (1,429,487 ) (467,997 ) Net effect of foreign exchange on cash and cash equivalents (999 ) 1,886 — (5,117 ) — (4,230 ) (Decrease) increase in cash and cash equivalents (1,926,386 ) 1,103 — (329,995 ) — (2,255,278 ) Cash and cash equivalents at end of period $ 4,416 $ 1,103 $ — $ 228,971 $ — $ 234,490 Condensed Consolidating Statement Of Cash Flows Nine Months Ended September 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 203,834 — — 232,718 (6,010 ) 430,542 Cash flows from investing activities: Capital expenditures (57,124 ) — — (19,558 ) — (76,682 ) Cash proceeds from divestitures, net 97,523 — — 7,195 — 104,718 Sales of (investments in) marketable securities, net 962 — — (19 ) — 943 Repayments from (long-term advances to) joint ventures — — — (7,499 ) — (7,499 ) Net cash provided by (used in) investing activities 41,361 — — (19,881 ) — 21,480 Cash flows from financing activities: Repayments of long-term debt (108 ) — — (2,915 ) — (3,023 ) Repayments of other borrowings, net (7,124 ) — — (16,430 ) — (23,554 ) Dividends paid to shareholders (62,827 ) — — — — (62,827 ) Dividends paid to noncontrolling interests — — — (7,612 ) — (7,612 ) Intercompany dividends paid — — — (6,010 ) 6,010 — Repurchases of common stock (150,000 ) — — — — (150,000 ) Proceeds from exercise of stock options 2,713 — — — — 2,713 Excess tax benefits realized from stock-based compensation arrangements 836 — — — — 836 Withholding taxes paid on stock-based compensation award distributions (3,208 ) — — — — (3,208 ) Debt financing costs (3,074 ) — — — — (3,074 ) Net cash used in financing activities (222,792 ) — — (32,967 ) 6,010 (249,749 ) Net effect of foreign exchange on cash and cash equivalents — — — (26,392 ) — (26,392 ) Increase in cash and cash equivalents 22,403 — — 153,478 — 175,881 Cash and cash equivalents at end of period $ 110,879 $ — $ — $ 542,241 $ — $ 653,120 |
Acquisitions (Details)
Acquisitions (Details) - USD ($) $ / shares in Units, $ in Thousands | Jan. 12, 2015 | Sep. 30, 2015 | Sep. 30, 2014 | Sep. 30, 2015 | Sep. 30, 2014 | Dec. 31, 2014 |
Business Acquisition [Line Items] | ||||||
Goodwill | $ 2,811,086 | $ 2,811,086 | $ 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 | 262,947 | |||||
Inventories | 292,503 | |||||
Other current assets | 86,267 | |||||
Property, plant and equipment | 1,395,684 | |||||
Investments | 529,453 | |||||
Other assets | 28,386 | |||||
Current liabilities | (409,799) | |||||
Long-term debt | (1,319,132) | |||||
Pension benefits | (316,086) | |||||
Other noncurrent liabilities | (168,435) | |||||
Deferred income taxes | (830,572) | |||||
Noncontrolling interests | (3,022) | |||||
Total identifiable net assets | 3,040,803 | |||||
Goodwill | 2,677,465 | |||||
Total net assets acquired | 5,718,268 | |||||
Pro forma Net sales | 905,093 | $ 998,718 | 2,754,312 | $ 2,920,082 | ||
Pro forma Net income from continuing operations | $ 111,211 | $ 143,675 | $ 335,602 | $ 316,238 | ||
Pro forma Net income from continuing operations per share, basic | $ 0.99 | $ 1.28 | $ 3.03 | $ 2.79 | ||
Pro forma Net income from continuing operations per share, diluted | $ 0.99 | $ 1.27 | $ 3.02 | $ 2.76 | ||
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 | 1,319,060 | |||||
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 | Sep. 30, 2015 | Sep. 30, 2014 | Sep. 30, 2015 | Sep. 30, 2015 | Sep. 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 | $ 0.01 | |||||
Net sales | $ 905,093 | $ 642,418 | $ 2,720,982 | $ 1,846,982 | ||||||
Net income attributable to Albemarle Corporation | 65,392 | 72,794 | 160,654 | 151,824 | ||||||
Acquisition and integration related costs | 42,798 | 10,261 | 126,487 | 15,104 | ||||||
Goodwill | 2,811,086 | $ 2,811,086 | 2,811,086 | $ 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 | 359,800 | 1,100,000 | ||||||||
Net income attributable to Albemarle Corporation | 18,200 | 43,900 | ||||||||
Acquisition and integration related costs | 41,800 | 9,300 | 120,500 | 9,300 | ||||||
Goodwill | $ 2,677,465 | |||||||||
Change in purchase price allocation, goodwill | $ 52,600 | |||||||||
Acquired finite-lived intangible assets, weighted average useful life | 23 years | |||||||||
Utilization of inventory markup | 16,800 | 102,300 | ||||||||
Other significant projects | ||||||||||
Business Acquisition [Line Items] | ||||||||||
Acquisition and integration related costs | $ 1,000 | $ 1,000 | $ 6,000 | $ 5,800 | ||||||
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% | 4.625% | ||||||
Debt instrument, face amount | $ 1,250,000 | |||||||||
Unamortized premium | $ 43,700 | $ 38,303 | $ 38,303 | $ 38,303 | ||||||
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 | $ 74,934 | ||||||
[1] | See Note 2, “Acquisitions.” |
Goodwill and Other Intangible43
Goodwill and Other Intangibles Changes in Goodwill (Details) $ in Thousands | 9 Months Ended |
Sep. 30, 2015USD ($) | |
Goodwill [Roll Forward] | |
Balance at beginning of period | $ 243,262 |
Foreign currency translation adjustments | (118,916) |
Balance at end of period | 2,811,086 |
Rockwood Holdings, Inc. | |
Goodwill [Roll Forward] | |
Acquisition of goodwill | 2,677,465 |
Other significant projects | |
Goodwill [Roll Forward] | |
Acquisition of goodwill | $ 9,275 |
Goodwill and Other Intangible44
Goodwill and Other Intangibles Other Intangibles (Details) - USD ($) $ in Thousands | 9 Months Ended | ||
Sep. 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 | (104,762) | ||
Gross Asset Value, End of Period | 2,041,027 | ||
Accumulated Amortization, Beginning of Period | (85,748) | ||
Amortization | (61,534) | ||
Foreign currency translation adjustments and other | 3,248 | ||
Accumulated Amortization, End of Period | (144,034) | ||
Net Book Value | 1,896,993 | $ 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 | (74,388) | ||
Gross Asset Value, End of Period | 1,370,091 | ||
Accumulated Amortization, Beginning of Period | (22,931) | ||
Amortization | (41,796) | ||
Foreign currency translation adjustments and other | 1,482 | ||
Accumulated Amortization, End of Period | (63,245) | ||
Net Book Value | 1,306,846 | 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 | (17,722) | ||
Gross Asset Value, End of Period | 362,953 | ||
Accumulated Amortization, Beginning of Period | (7,912) | ||
Amortization | (9,216) | ||
Foreign currency translation adjustments and other | 139 | ||
Accumulated Amortization, End of Period | (16,989) | ||
Net Book Value | 345,964 | 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 | (10,735) | ||
Gross Asset Value, End of Period | 258,936 | ||
Accumulated Amortization, Beginning of Period | (32,831) | ||
Amortization | (10,157) | ||
Foreign currency translation adjustments and other | 1,102 | ||
Accumulated Amortization, End of Period | (41,886) | ||
Net Book Value | 217,050 | 7,567 | |
Other | |||
Finite-Lived Intangible Assets [Line Items] | |||
Gross Asset Value, Beginning of Period | 23,441 | ||
Foreign currency translation adjustments and other | (1,917) | ||
Gross Asset Value, End of Period | 49,047 | ||
Accumulated Amortization, Beginning of Period | (22,074) | ||
Amortization | (365) | ||
Foreign currency translation adjustments and other | 525 | ||
Accumulated Amortization, End of Period | (21,914) | ||
Net Book Value | 27,133 | $ 1,367 | |
Rockwood Holdings, Inc. | |||
Finite-Lived Intangible Assets [Line Items] | |||
Acquisition of other intangible assets | 1,937,470 | ||
Rockwood Holdings, Inc. | Customer lists and relationships | |||
Finite-Lived Intangible Assets [Line Items] | |||
Acquisition of other intangible assets | 1,319,060 | ||
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 Intangible45
Goodwill and Other Intangibles Total Estimated Amortization Expense of Intangible Assets for the Next Five Fiscal Years (Details) - Rockwood Holdings, Inc. $ in Thousands | Sep. 30, 2015USD ($) |
Finite-Lived Intangible Assets [Line Items] | |
Remainder of 2015 | $ 20,588 |
2,016 | 82,350 |
2,017 | 82,350 |
2,018 | 82,350 |
2,019 | $ 82,350 |
Foreign Exchange - Additional I
Foreign Exchange - Additional Information (Details) - USD ($) $ in Millions | 3 Months Ended | 9 Months Ended | ||
Sep. 30, 2015 | Sep. 30, 2014 | Sep. 30, 2015 | Sep. 30, 2014 | |
Foreign Currency [Abstract] | ||||
Net foreign exchange transaction gains (losses) | $ (1.2) | $ (0.8) | $ 51.8 | $ (2.1) |
Income Taxes - Additional Infor
Income Taxes - Additional Information (Details) - USD ($) $ in Millions | 3 Months Ended | 9 Months Ended | |||
Sep. 30, 2015 | Sep. 30, 2014 | Sep. 30, 2015 | Sep. 30, 2014 | Dec. 31, 2014 | |
Income Taxes [Line Items] | |||||
Effective income tax rate | 20.70% | 12.90% | 23.70% | 17.80% | |
Discrete income tax expense | $ 2.9 | ||||
Discrete income tax benefit | $ 3.2 | ||||
Other tax expense (benefit) | $ (14.7) | ||||
Other Current Assets | |||||
Income Taxes [Line Items] | |||||
Income taxes receivable | $ 93.1 | $ 93.1 | $ 22.8 |
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 | 9 Months Ended | ||||
Sep. 30, 2015 | Sep. 30, 2014 | Sep. 30, 2015 | Sep. 30, 2014 | |||
Basic earnings per share from continuing operations | ||||||
Net income from continuing operations | $ 70,872 | $ 88,019 | $ 177,387 | $ 243,427 | ||
Net income from continuing operations attributable to noncontrolling interests | (5,480) | (8,546) | (16,733) | (23,130) | ||
Net income from continuing operations attributable to Albemarle Corporation | $ 65,392 | $ 79,473 | $ 160,654 | $ 220,297 | ||
Weighted-average common shares for basic earnings per share (in shares) | 112,202 | [1] | 78,244 | 110,840 | [1] | 78,880 |
Basic earnings per share from continuing operations (in dollars per share) | $ 0.58 | $ 1.02 | $ 1.45 | $ 2.79 | ||
Diluted earnings per share from continuing operations | ||||||
Net income from continuing operations | $ 70,872 | $ 88,019 | $ 177,387 | $ 243,427 | ||
Net income from continuing operations attributable to noncontrolling interests | (5,480) | (8,546) | (16,733) | (23,130) | ||
Net income from continuing operations attributable to Albemarle Corporation | $ 65,392 | $ 79,473 | $ 160,654 | $ 220,297 | ||
Weighted-average common shares for basic earnings per share (in shares) | 112,202 | [1] | 78,244 | 110,840 | [1] | 78,880 |
Incremental shares under stock compensation plans (in shares) | 342 | 415 | 365 | 407 | ||
Weighted-average common shares outstanding - diluted (in shares) | 112,544 | [1] | 78,659 | 111,205 | [1] | 79,287 |
Diluted earnings per share from continuing operations (in dollars per share) | $ 0.58 | $ 1.01 | $ 1.44 | $ 2.78 | ||
[1] | 2015 includes the impact of 34,113 shares issued in connection with the Rockwood acquisition. |
Earnings Per Share Calculatio49
Earnings Per Share Calculation of Basic Earnings Per Share From Continuing Operations (Footnote) (Details) | 9 Months Ended |
Sep. 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 | Oct. 05, 2015 | Jul. 09, 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) | $ 0.290 |
Inventories Breakdown of Invent
Inventories Breakdown of Inventories (Details) - USD ($) $ in Thousands | Sep. 30, 2015 | Dec. 31, 2014 |
Inventory Disclosure [Abstract] | ||
Finished goods | $ 414,607 | $ 262,769 |
Raw materials | 113,687 | 53,152 |
Work in process | 45,140 | 0 |
Stores, supplies and other | 55,959 | 42,440 |
Total inventories | $ 629,393 | $ 358,361 |
Investments - Additional Inform
Investments - Additional Information (Details) - USD ($) $ in Thousands | 9 Months Ended | ||
Sep. 30, 2015 | Sep. 30, 2014 | Dec. 31, 2014 | |
Schedule of Investments [Line Items] | |||
Return of capital | $ 98,000 | $ 0 | |
Talison Lithium | |||
Schedule of Investments [Line Items] | |||
Equity Method Investment, Ownership Percentage | 49.00% | ||
Carrying value of unconsolidated investment | $ 263,700 | ||
Other variable interest entities | |||
Schedule of Investments [Line Items] | |||
Carrying value of unconsolidated investment | 27,000 | $ 6,200 | |
Talison Lithium | |||
Schedule of Investments [Line Items] | |||
Return of capital | $ 98,000 |
Long-Term Debt (Details)
Long-Term Debt (Details) - USD ($) $ in Thousands | Sep. 30, 2015 | Dec. 31, 2014 |
Debt Instrument [Line Items] | ||
Commercial paper notes | $ 272,950 | $ 367,178 |
Fixed-rate foreign borrowings | 4,069 | 1,958 |
Variable-rate foreign bank loans | 86,534 | 25,139 |
Variable-rate domestic bank loans | 18,210 | 0 |
Capital lease obligations | 21,373 | 0 |
Miscellaneous | 81 | 189 |
Total long-term debt | 3,843,332 | 2,934,131 |
Less amounts due within one year | 284,368 | 711,096 |
Long-term debt, less current portion | 3,558,964 | 2,223,035 |
1.875% Senior Notes | ||
Debt Instrument [Line Items] | ||
Senior notes | 781,701 | 844,315 |
3.00% Senior Notes | ||
Debt Instrument [Line Items] | ||
Senior notes | 249,740 | 249,694 |
4.15% Senior Notes | ||
Debt Instrument [Line Items] | ||
Senior notes | 423,670 | 423,561 |
4.50% Senior Notes | ||
Debt Instrument [Line Items] | ||
Senior notes | 348,364 | 348,129 |
4.625% Senior Notes | ||
Debt Instrument [Line Items] | ||
Senior notes | 1,287,643 | 0 |
5.10% Senior Notes | ||
Debt Instrument [Line Items] | ||
Senior notes | 0 | 324,997 |
5.45% Senior Notes | ||
Debt Instrument [Line Items] | ||
Senior notes | $ 348,997 | $ 348,971 |
Long-Term Debt Interest Rates (
Long-Term Debt Interest Rates (Details) - USD ($) $ in Thousands | Feb. 01, 2015 | Mar. 31, 2015 | Sep. 30, 2015 | Sep. 30, 2014 | Jan. 12, 2015 | Dec. 31, 2014 | Jan. 20, 2005 |
Debt Instrument [Line Items] | |||||||
Repayments of long-term debt | $ 1,332,293 | $ 3,023 | |||||
1.875% Senior Notes | |||||||
Debt Instrument [Line Items] | |||||||
Unamortized discount | $ 5,449 | $ 6,605 | |||||
Debt instrument, interest rate | 1.875% | 1.875% | |||||
3.00% Senior Notes | |||||||
Debt Instrument [Line Items] | |||||||
Unamortized discount | $ 260 | $ 306 | |||||
Debt instrument, interest rate | 3.00% | 3.00% | |||||
4.15% Senior Notes | |||||||
Debt Instrument [Line Items] | |||||||
Unamortized discount | $ 1,330 | $ 1,439 | |||||
Debt instrument, interest rate | 4.15% | 4.15% | |||||
4.50% Senior Notes | |||||||
Debt Instrument [Line Items] | |||||||
Unamortized discount | $ 1,636 | $ 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 | $ 38,303 | $ 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 | $ 1,003 | $ 1,029 | |||||
Debt instrument, interest rate | 5.45% | 5.45% | |||||
Short-term Debt | August 2014 Term Loan Agreement | |||||||
Debt Instrument [Line Items] | |||||||
Repayments of long-term debt | $ 1,000,000 | ||||||
Senior Unsecured Cash Bridge Facility | Bridge Loan | |||||||
Debt Instrument [Line Items] | |||||||
Repayments of long-term debt | 800,000 | ||||||
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 ($) | Oct. 15, 2015 | Sep. 14, 2015 | Feb. 01, 2015 | Feb. 07, 2014 | Jan. 31, 2015 | Dec. 31, 2015 | Sep. 30, 2015 | Mar. 31, 2015 | Sep. 30, 2014 | Sep. 30, 2015 | Sep. 30, 2014 | Jan. 12, 2015 | Dec. 31, 2014 | Jan. 20, 2005 |
Debt Instrument [Line Items] | ||||||||||||||
Proceeds from borrowings of long-term debt | $ 1,000,000,000 | $ 0 | ||||||||||||
Repayments of long-term debt | 1,332,293,000 | 3,023,000 | ||||||||||||
Net investment hedge, gain (loss) | $ (3,407,000) | $ 0 | 39,709,000 | 0 | ||||||||||
Debt financing costs | 4,186,000 | $ 3,074,000 | ||||||||||||
Revolving Credit Facility | ||||||||||||||
Debt Instrument [Line Items] | ||||||||||||||
Proceeds from borrowings of long-term debt | $ 250,000,000 | |||||||||||||
Repayments of long-term debt | $ 250,000,000 | |||||||||||||
Bridge Loan | ||||||||||||||
Debt Instrument [Line Items] | ||||||||||||||
Debt related commitment fees and debt issuance costs | $ 2,300,000 | |||||||||||||
4.625% Senior Notes | ||||||||||||||
Debt Instrument [Line Items] | ||||||||||||||
Debt instrument, face amount | $ 1,250,000,000 | |||||||||||||
Debt instrument, interest rate | 4.625% | 4.625% | 4.625% | |||||||||||
Unamortized premium | $ 38,303,000 | $ 38,303,000 | $ 43,700,000 | |||||||||||
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 | $ 325,000,000 | |||||||||||||
Commercial Paper | ||||||||||||||
Debt Instrument [Line Items] | ||||||||||||||
Weighted average interest rate | 0.84% | 0.84% | ||||||||||||
Weighted average maturity period | 21 days | |||||||||||||
1.875% Senior Notes | ||||||||||||||
Debt Instrument [Line Items] | ||||||||||||||
Debt instrument, interest rate | 1.875% | 1.875% | 1.875% | |||||||||||
Short-term Debt | August 2014 Term Loan Agreement | ||||||||||||||
Debt Instrument [Line Items] | ||||||||||||||
Proceeds from borrowings of long-term debt | 1,000,000,000 | |||||||||||||
Repayments of long-term debt | 1,000,000,000 | |||||||||||||
Senior Unsecured Cash Bridge Facility | Bridge Loan | ||||||||||||||
Debt Instrument [Line Items] | ||||||||||||||
Proceeds from borrowings of long-term debt | $ 800,000,000 | |||||||||||||
Repayments of long-term debt | $ 800,000,000 | |||||||||||||
Subsequent Event | 4.625% Senior Notes | ||||||||||||||
Debt Instrument [Line Items] | ||||||||||||||
Debt instrument, redemption price, percentage | 103.469% | |||||||||||||
Payments of debt premium | $ 43,300,000 | |||||||||||||
Loss on early extinguishment of debt | $ 5,400,000 | |||||||||||||
Subsequent Event | 364 Day Facility | ||||||||||||||
Debt Instrument [Line Items] | ||||||||||||||
Debt instrument, face amount | 300,000,000 | |||||||||||||
Subsequent Event | Five Year Facility | ||||||||||||||
Debt Instrument [Line Items] | ||||||||||||||
Debt instrument, face amount | $ 950,000,000 | |||||||||||||
Long-term debt principal payment amount prior to second anniversary of funding, percentage | 1.25% | |||||||||||||
Long-term debt principal payment amount on or after second anniversary of funding, percentage | 2.50% | |||||||||||||
London Interbank Offered Rate (LIBOR) | Subsequent Event | September 2015 Term Loan Agreement | ||||||||||||||
Debt Instrument [Line Items] | ||||||||||||||
Debt instrument, basis spread on variable rate | 1.375% | |||||||||||||
London Interbank Offered Rate (LIBOR) | Minimum | Revolving Credit Facility | ||||||||||||||
Debt Instrument [Line Items] | ||||||||||||||
Debt instrument, basis spread on variable rate | 1.00% | 0.90% | ||||||||||||
London Interbank Offered Rate (LIBOR) | Minimum | Subsequent Event | September 2015 Term Loan Agreement | ||||||||||||||
Debt Instrument [Line Items] | ||||||||||||||
Debt instrument, basis spread on variable rate | 1.00% | |||||||||||||
London Interbank Offered Rate (LIBOR) | Maximum | Revolving Credit Facility | ||||||||||||||
Debt Instrument [Line Items] | ||||||||||||||
Debt instrument, basis spread on variable rate | 1.70% | 1.50% | ||||||||||||
London Interbank Offered Rate (LIBOR) | Maximum | Subsequent Event | September 2015 Term Loan Agreement | ||||||||||||||
Debt Instrument [Line Items] | ||||||||||||||
Debt instrument, basis spread on variable rate | 1.875% | |||||||||||||
Federal funds rate | Subsequent Event | September 2015 Term Loan Agreement | ||||||||||||||
Debt Instrument [Line Items] | ||||||||||||||
Debt instrument, basis spread on variable rate | 0.50% | |||||||||||||
One-Month London Interbank Offered Rate (LIBOR) | Subsequent Event | September 2015 Term Loan Agreement | ||||||||||||||
Debt Instrument [Line Items] | ||||||||||||||
Debt instrument, basis spread on variable rate | 1.00% | |||||||||||||
Base Rate Additional Margin | Minimum | Subsequent Event | September 2015 Term Loan Agreement | ||||||||||||||
Debt Instrument [Line Items] | ||||||||||||||
Debt instrument, basis spread on variable rate | 0.00% | |||||||||||||
Base Rate Additional Margin | Maximum | Subsequent Event | September 2015 Term Loan Agreement | ||||||||||||||
Debt Instrument [Line Items] | ||||||||||||||
Debt instrument, basis spread on variable rate | 0.875% |
Commitments and Contingencies A
Commitments and Contingencies Activity in Recorded Environmental Liabilities (Details) - USD ($) $ in Thousands | 9 Months Ended | |
Sep. 30, 2015 | Sep. 30, 2015 | |
Accrual for Environmental Loss Contingencies [Roll Forward] | ||
Balance at beginning of period | $ 9,235 | |
Expenditures | (2,526) | |
Accretion of discount | 710 | |
Revisions of estimates | 9 | |
Foreign currency translation adjustments | (1,628) | |
Balance at end of period | 9,235 | $ 39,341 |
Less amounts reported in Accrued expenses | 3,085 | |
Amounts reported in Other noncurrent liabilities | $ 36,256 | |
Rockwood Holdings, Inc. | ||
Accrual for Environmental Loss Contingencies [Roll Forward] | ||
Acquisitions and divestitures | 35,367 | |
Avonmouth UK Site | ||
Accrual for Environmental Loss Contingencies [Roll Forward] | ||
Acquisitions and divestitures | $ (1,826) |
Commitments and Contingencies -
Commitments and Contingencies - Additional Information (Details) $ in Thousands | 9 Months Ended |
Sep. 30, 2015USD ($) | |
Loss Contingencies [Line Items] | |
Environmental remediation liabilities - discounted | $ 25,700 |
Environmental remediation liabilities - undiscounted | 43,900 |
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 | $ 35,367 |
Commitments and Contingencies58
Commitments and Contingencies Activity in Recorded Asset Retirement Obligations (Details) $ in Thousands | 9 Months Ended |
Sep. 30, 2015USD ($) | |
Asset Retirement Obligation, Roll Forward Analysis [Roll Forward] | |
Balance at beginning of period | $ 15,085 |
Liabilities incurred | 1,025 |
Accretion of discount | 932 |
Foreign currency translation adjustments | (34) |
Balance at end of period | 34,273 |
Rockwood Holdings, Inc. | |
Asset Retirement Obligation, Roll Forward Analysis [Roll Forward] | |
Liabilities incurred | $ 17,265 |
Segment Information Additional
Segment Information Additional Information (Details) | 9 Months Ended |
Sep. 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 | 9 Months Ended | ||||
Sep. 30, 2015 | Sep. 30, 2014 | Sep. 30, 2015 | Sep. 30, 2014 | |||
Segment Reporting Information [Line Items] | ||||||
Net sales | $ 905,093 | $ 642,418 | $ 2,720,982 | $ 1,846,982 | ||
Adjusted EBITDA | 234,996 | 144,604 | 730,705 | 425,322 | ||
Depreciation and amortization | (200,372) | (78,344) | ||||
Restructuring and other, net | 6,804 | (293) | 6,804 | (20,625) | ||
Acquisition and integration related costs | (42,798) | (10,261) | (126,487) | (15,104) | ||
Interest and financing expenses | (32,058) | (8,749) | (100,986) | (26,255) | ||
Income tax expense | (16,892) | (11,737) | (48,171) | (46,700) | ||
Loss from discontinued operations (net of tax) | 0 | (6,679) | 0 | (68,473) | ||
Net income attributable to Albemarle Corporation | 65,392 | 72,794 | 160,654 | 151,824 | ||
All Other | ||||||
Segment Reporting Information [Line Items] | ||||||
Net sales | 102,224 | 123,521 | 337,997 | 372,126 | ||
Adjusted EBITDA | 6,262 | 20,971 | 29,540 | 63,482 | ||
Corporate | ||||||
Segment Reporting Information [Line Items] | ||||||
Net sales | 6,354 | 0 | 12,117 | 0 | ||
Adjusted EBITDA | (15,890) | (20,370) | (7,508) | (60,087) | ||
Continuing Operations | ||||||
Segment Reporting Information [Line Items] | ||||||
Adjusted EBITDA | 234,996 | 144,604 | 730,705 | 425,322 | ||
Depreciation and amortization | (68,903) | (25,630) | (200,372) | (75,179) | [1] | |
Utilization of inventory markup | [2] | (16,834) | (102,298) | |||
Restructuring and other, net | [3] | 6,804 | (293) | 6,804 | (20,625) | |
Acquisition and integration related costs | [4] | (42,798) | (10,261) | (126,487) | (15,104) | |
Interest and financing expenses | (32,058) | (8,749) | (100,986) | (26,255) | ||
Income tax expense | (16,892) | (11,737) | (48,171) | (46,700) | ||
Loss from discontinued operations (net of tax) | (6,679) | (68,473) | ||||
Non-operating pension and OPEB items | 1,077 | (1,440) | 5,900 | (14,141) | ||
Other | [5] | (7,021) | (4,441) | (7,021) | ||
Net income attributable to Albemarle Corporation | 65,392 | 72,794 | 160,654 | 151,824 | ||
Continuing Operations | Performance Chemicals | ||||||
Segment Reporting Information [Line Items] | ||||||
Restructuring and other, net | [3] | 0 | 0 | |||
Other | [5] | 0 | ||||
Continuing Operations | Refining Solutions | ||||||
Segment Reporting Information [Line Items] | ||||||
Restructuring and other, net | [3] | 0 | 0 | |||
Other | [5] | 0 | ||||
Continuing Operations | Chemetall Surface Treatment | ||||||
Segment Reporting Information [Line Items] | ||||||
Restructuring and other, net | [3] | 0 | 0 | |||
Other | [5] | 0 | ||||
Continuing Operations | Reportable Segments Subtotal | ||||||
Segment Reporting Information [Line Items] | ||||||
Restructuring and other, net | [3] | 0 | 0 | |||
Other | [5] | 0 | ||||
Continuing Operations | All Other | ||||||
Segment Reporting Information [Line Items] | ||||||
Adjusted EBITDA | 6,262 | 20,971 | 29,540 | 63,482 | ||
Depreciation and amortization | (5,645) | (3,492) | (16,867) | (10,279) | [1] | |
Utilization of inventory markup | [2] | 0 | (3,029) | |||
Restructuring and other, net | [3] | 0 | 0 | 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 | 0 | 0 | ||
Net income attributable to Albemarle Corporation | 617 | 17,479 | 9,644 | 53,203 | ||
Continuing Operations | Corporate | ||||||
Segment Reporting Information [Line Items] | ||||||
Adjusted EBITDA | (15,890) | (20,370) | (7,508) | (60,087) | ||
Depreciation and amortization | (2,712) | (722) | (6,933) | (1,807) | [1] | |
Utilization of inventory markup | [2] | 0 | 0 | |||
Restructuring and other, net | [3] | 6,804 | (293) | 6,804 | (20,625) | |
Acquisition and integration related costs | [4] | (42,798) | (10,261) | (126,487) | (15,104) | |
Interest and financing expenses | (32,058) | (8,749) | (100,986) | (26,255) | ||
Income tax expense | (16,892) | (11,737) | (48,171) | (46,700) | ||
Loss from discontinued operations (net of tax) | (6,679) | (68,473) | ||||
Non-operating pension and OPEB items | 1,077 | (1,440) | 5,900 | (14,141) | ||
Other | [5] | (7,021) | (4,441) | (7,021) | ||
Net income attributable to Albemarle Corporation | (102,469) | (67,272) | (281,822) | (260,213) | ||
Reportable Segments | Performance Chemicals | ||||||
Segment Reporting Information [Line Items] | ||||||
Net sales | 399,536 | 299,947 | 1,224,864 | 856,221 | ||
Adjusted EBITDA | 136,209 | 82,329 | 415,419 | 232,668 | ||
Reportable Segments | Refining Solutions | ||||||
Segment Reporting Information [Line Items] | ||||||
Net sales | 185,102 | 218,950 | 528,841 | 618,635 | ||
Adjusted EBITDA | 54,517 | 61,674 | 144,910 | 189,259 | ||
Reportable Segments | Chemetall Surface Treatment | ||||||
Segment Reporting Information [Line Items] | ||||||
Net sales | 211,877 | 0 | 617,163 | 0 | ||
Adjusted EBITDA | 53,898 | 0 | 148,344 | 0 | ||
Reportable Segments | Continuing Operations | Performance Chemicals | ||||||
Segment Reporting Information [Line Items] | ||||||
Adjusted EBITDA | 136,209 | 82,329 | 415,419 | 232,668 | ||
Depreciation and amortization | (31,482) | (12,593) | (93,608) | (37,742) | [1] | |
Utilization of inventory markup | [2] | (16,834) | (79,239) | |||
Restructuring and other, 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 | 0 | |||
Net income attributable to Albemarle Corporation | 87,893 | 69,736 | 242,572 | 194,926 | ||
Reportable Segments | Continuing Operations | Refining Solutions | ||||||
Segment Reporting Information [Line Items] | ||||||
Adjusted EBITDA | 54,517 | 61,674 | 144,910 | 189,259 | ||
Depreciation and amortization | (8,804) | (8,823) | (25,397) | (25,351) | [1] | |
Utilization of inventory markup | [2] | 0 | 0 | |||
Restructuring and other, 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 | 0 | |||
Net income attributable to Albemarle Corporation | 45,713 | 52,851 | 119,513 | 163,908 | ||
Reportable Segments | Continuing Operations | Chemetall Surface Treatment | ||||||
Segment Reporting Information [Line Items] | ||||||
Adjusted EBITDA | 53,898 | 0 | 148,344 | 0 | ||
Depreciation and amortization | (20,260) | 0 | (57,567) | 0 | [1] | |
Utilization of inventory markup | [2] | 0 | (20,030) | |||
Restructuring and other, 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 | 0 | |||
Net income attributable to Albemarle Corporation | 33,638 | 0 | 70,747 | 0 | ||
Reportable Segments | Continuing Operations | Reportable Segments Subtotal | ||||||
Segment Reporting Information [Line Items] | ||||||
Adjusted EBITDA | 244,624 | 144,003 | 708,673 | 421,927 | ||
Depreciation and amortization | (60,546) | (21,416) | (176,572) | (63,093) | [1] | |
Utilization of inventory markup | [2] | (16,834) | (99,269) | |||
Restructuring and other, 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 | 0 | |||
Net income attributable to Albemarle Corporation | $ 167,244 | $ 122,587 | $ 432,832 | $ 358,834 | ||
[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 nine-month periods ended September 30, 2015, $7.7 million and $75.4 million, respectively, was included in Cost of goods sold, and Equity in net income of unconsolidated investments was reduced by $9.1 million and $26.9 million, respectively, related to the utilization of the inventory markup. | |||||
[3] | See Note 15, “Restructuring and Other.” | |||||
[4] | See Note 2, “Acquisitions.” | |||||
[5] | Financing-related fees expensed in connection with the acquisition of Rockwood. |
Segment Information Summarize61
Segment Information Summarized Financial Information by Reportable Segments (Footnote) (Details) - USD ($) $ in Millions | 3 Months Ended | 9 Months Ended | |
Sep. 30, 2015 | Sep. 30, 2015 | Jan. 12, 2015 | |
Cost of goods sold | |||
Segment Reporting Information [Line Items] | |||
Utilization of inventory markup | $ 7.7 | $ 75.4 | |
Equity in net income of unconsolidated investments | |||
Segment Reporting Information [Line Items] | |||
Utilization of inventory markup | 9.1 | 26.9 | |
Rockwood Holdings, Inc. | |||
Segment Reporting Information [Line Items] | |||
Inventory markup | $ 103 | ||
Utilization of inventory markup | $ 16.8 | $ 102.3 |
Pension Plans and Other Postr62
Pension Plans and Other Postretirement Benefits Domestic and Foreign Pension and Postretirement Defined Benefit Plans (Details) - USD ($) $ in Thousands | Jan. 12, 2015 | Sep. 30, 2015 | Sep. 30, 2014 | Mar. 31, 2014 | Sep. 30, 2015 | Sep. 30, 2014 | Sep. 01, 2014 | Jan. 31, 2014 | Dec. 31, 2013 | ||||
Defined Benefit Plan Disclosure [Line Items] | |||||||||||||
Settlements/curtailments | $ (800) | ||||||||||||
Total net pension benefits cost | $ 839 | $ 4,029 | $ (232) | $ 21,946 | |||||||||
United States Pension Plan of US Entity | |||||||||||||
Defined Benefit Plan Disclosure [Line Items] | |||||||||||||
Discount rate | 4.94% | 4.97% | 5.14% | ||||||||||
Pension Plan | |||||||||||||
Defined Benefit Plan Disclosure [Line Items] | |||||||||||||
Service cost | 1,874 | 2,678 | 5,544 | 8,245 | |||||||||
Interest cost | 10,180 | 8,006 | 30,360 | 24,303 | |||||||||
Expected return on assets | (11,834) | (10,027) | (35,367) | (30,404) | |||||||||
Actuarial (gain) loss | 0 | 2,786 | [1] | $ 15,400 | [1] | (51) | 18,218 | [1] | |||||
Amortization of prior service benefit | 30 | (119) | 89 | (530) | |||||||||
Total net pension benefits cost | 250 | 3,324 | 575 | 19,832 | |||||||||
Postretirement Benefits | |||||||||||||
Defined Benefit Plan Disclosure [Line Items] | |||||||||||||
Service cost | 36 | 54 | 107 | 162 | |||||||||
Interest cost | 643 | 760 | 1,930 | 2,280 | |||||||||
Expected return on assets | (66) | (85) | (178) | (256) | |||||||||
Amortization of prior service benefit | (24) | (24) | (72) | (72) | |||||||||
Settlements/curtailments | 0 | 0 | (2,594) | [2] | 0 | ||||||||
Total net pension benefits cost | $ 589 | $ 705 | $ (807) | $ 2,114 | |||||||||
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.In connection with the sale of our antioxidant, ibuprofen and propofol businesses and assets to SI Group, Inc. which closed on September 1, 2014, in the third quarter of 2014 we were required to remeasure the assets and obligations of one of our U.S. defined benefit plans for represented employees, which was part of the disposed group. As of the September 1, 2014 remeasurement date, the weighted-average discount rate for all of our domestic pension plans was 4.94% compared to 5.14% at December 31, 2013. Taking into account the discount rate reduction and actual return on plan assets through September 1, 2014, as well as changes to mortality assumptions, we recorded a mark-to-market actuarial loss of $2.8 million in the third quarter of 2014 related to this plan. | ||||||||||||
[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 Postr63
Pension Plans and Other Postretirement Benefits Current Forecast of Benefit Payments which Reflect Expected Future Service (Details) - Rockwood Holdings, Inc. $ in Millions | Sep. 30, 2015USD ($) |
United States Pension Plan of US Entity | |
Defined Benefit Plan Disclosure [Line Items] | |
Remainder of 2015 | $ 0.6 |
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 | 3.9 |
2,016 | 16.4 |
2,017 | 16 |
2,018 | 16.8 |
2,019 | 16.9 |
2020-2024 | $ 89.8 |
Pension Plans and Other Postr64
Pension Plans and Other Postretirement Benefits Domestic and Foreign Pension and Postretirement Defined Benefit Plans (Footnote) (Details) - USD ($) $ in Thousands | 3 Months Ended | 9 Months Ended | |||||||||||
Sep. 30, 2015 | Mar. 31, 2015 | Sep. 30, 2014 | Mar. 31, 2014 | Sep. 30, 2015 | Sep. 30, 2014 | Sep. 01, 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 | 4.94% | 4.97% | 5.14% | ||||||||||
Pension Plan | |||||||||||||
Defined Benefit Plan Disclosure [Line Items] | |||||||||||||
Actuarial (gain) loss | $ 0 | $ 2,786 | [1] | $ 15,400 | [1] | $ (51) | $ 18,218 | [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 | $ 2,600 | ||||||||||||
[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.In connection with the sale of our antioxidant, ibuprofen and propofol businesses and assets to SI Group, Inc. which closed on September 1, 2014, in the third quarter of 2014 we were required to remeasure the assets and obligations of one of our U.S. defined benefit plans for represented employees, which was part of the disposed group. As of the September 1, 2014 remeasurement date, the weighted-average discount rate for all of our domestic pension plans was 4.94% compared to 5.14% at December 31, 2013. Taking into account the discount rate reduction and actual return on plan assets through September 1, 2014, as well as changes to mortality assumptions, we recorded a mark-to-market actuarial loss of $2.8 million in the third quarter of 2014 related to this plan. | ||||||||||||
[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 $2.6 million was recognized in the first quarter of 2015 related to the termination of this plan. |
Pension Plans and Other Postr65
Pension Plans and Other Postretirement Benefits Pension and Postretirement Plan Contributions (Details) - USD ($) $ in Millions | 3 Months Ended | 9 Months Ended | ||
Sep. 30, 2015 | Sep. 30, 2014 | Sep. 30, 2015 | Sep. 30, 2014 | |
Defined Benefit Plan Disclosure [Line Items] | ||||
Pension Contributions | $ 4.8 | $ 5.2 | $ 13.8 | $ 7.5 |
Other Postretirement Benefits Payments | $ 0.9 | 0.8 | 2.9 | $ 3.2 |
Rockwood Holdings, Inc. | Pension Plan | ||||
Defined Benefit Plan Disclosure [Line Items] | ||||
Expected Contributions to Rockwood Pension Plans for the Remainder of 2015 | $ 1.5 | |||
Antioxidant, Ibuprofen and Propofol Assets | ||||
Defined Benefit Plan Disclosure [Line Items] | ||||
Pension Contributions | $ 4.3 |
Pension Plans and Other Postr66
Pension Plans and Other Postretirement Benefits Multiemployer Plan (Details) € in Millions, $ in Millions | 3 Months Ended | 9 Months Ended | 12 Months Ended | ||
Sep. 30, 2015USD ($) | Sep. 30, 2015EUR (€) | Sep. 30, 2015USD ($) | Sep. 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 | $ 0.6 | € 0.5 | $ 1.4 | € 1.2 | |
Minimum | |||||
Multiemployer Plans [Line Items] | |||||
Contributions to Multiemployer Plan, Percentage of Total Contributions to Plan | 5.00% |
Fair Value of Financial Instr67
Fair Value of Financial Instruments Fair Value of Long-Term Debt (Details) - USD ($) $ in Thousands | Sep. 30, 2015 | Dec. 31, 2014 |
Derivative Instruments and Hedging Activities Disclosure [Abstract] | ||
Total long-term debt | $ 3,843,332 | $ 2,934,131 |
Total long-term debt, fair value | $ 3,882,165 | $ 2,994,935 |
Fair Value of Financial Instr68
Fair Value of Financial Instruments Additional Information (Details) - Forward contracts - USD ($) $ in Millions | 3 Months Ended | 9 Months Ended | |||
Sep. 30, 2015 | Sep. 30, 2014 | Sep. 30, 2015 | Sep. 30, 2014 | Dec. 31, 2014 | |
Fair Value, Option, Quantitative Disclosures [Line Items] | |||||
Derivative, notional amount | $ 423.9 | $ 423.9 | $ 479.9 | ||
Accrued expenses | |||||
Fair Value, Option, Quantitative Disclosures [Line Items] | |||||
Fair value foreign currency forward contracts, liabilities | 0.5 | 0.5 | |||
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 | $ 2.5 | $ (5.6) | (14.1) | $ (8) | |
Other, net | |||||
Fair Value, Option, Quantitative Disclosures [Line Items] | |||||
Change in the fair value of foreign currency forward contracts | 14.1 | 8 | |||
Cash settlements | $ (13) | $ (8.3) |
Fair Value Measurement Financia
Fair Value Measurement Financial Assets and Liabilities Accounted for at Fair Value on Recurring Basis (Details) - USD ($) $ in Thousands | Sep. 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] | $ 20,722 | $ 22,168 |
Private equity securities | [2] | 2,626 | 1,806 |
Foreign currency forward contracts, assets | [3] | 631 | |
Obligations under executive deferred compensation plan | [1] | 20,722 | 22,168 |
Foreign currency forward contracts, liabilities | [3] | 498 | |
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] | 20,722 | 22,168 |
Private equity securities | [2] | 18 | 21 |
Foreign currency forward contracts, assets | [3] | 0 | |
Obligations under executive deferred compensation plan | [1] | 20,722 | 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] | 631 | |
Obligations under executive deferred compensation plan | [1] | 0 | 0 |
Foreign currency forward contracts, liabilities | [3] | 498 | |
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] | 2,608 | 1,785 |
Foreign currency forward contracts, assets | [3] | 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 | 9 Months Ended | ||
Sep. 30, 2015 | Sep. 30, 2014 | Sep. 30, 2015 | Sep. 30, 2014 | |
Fair Value, Assets Measured on Recurring Basis, Unobservable Input Reconciliation, Calculation [Roll Forward] | ||||
Beginning balance | $ 1,772 | $ 1,822 | $ 1,785 | $ 750 |
Total unrealized gains (losses) included in earnings relating to assets still held at the reporting date | 836 | (24) | 823 | 48 |
Purchases | 0 | 0 | 0 | 1,000 |
Ending balance | $ 2,608 | $ 1,798 | $ 2,608 | $ 1,798 |
Restructuring and Other Additio
Restructuring and Other Additional Information (Details) - USD ($) $ in Thousands | 3 Months Ended | 9 Months Ended | |||||
Sep. 30, 2015 | Dec. 31, 2014 | Sep. 30, 2014 | Jun. 30, 2014 | Mar. 31, 2014 | Sep. 30, 2015 | Sep. 30, 2014 | |
Restructuring Cost and Reserve [Line Items] | |||||||
Restructuring and other, net | $ (6,804) | $ 293 | $ (6,804) | $ 20,625 | |||
Impairment of ongoing project | $ 3,300 | ||||||
Impairment of ongoing project, net of tax | $ 2,100 | ||||||
Gain from sale of Avonmouth UK site | |||||||
Restructuring Cost and Reserve [Line Items] | |||||||
Restructuring and other, net | (6,804) | (6,800) | |||||
Restructuring and other, net of tax | (4,700) | (4,700) | |||||
Contract Termination | |||||||
Restructuring Cost and Reserve [Line Items] | |||||||
Restructuring and other, net of tax | $ 11,100 | ||||||
Business exit costs | $ 6,500 | 14,000 | |||||
Asset impairment charges | $ 3,000 | ||||||
Business exit costs, net of tax | $ 4,300 | ||||||
Restructuring reserve, current | $ 9,900 | $ 9,900 |
Accumulated Other Comprehensi72
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 | 9 Months Ended | |||||
Sep. 30, 2015 | Sep. 30, 2014 | Sep. 30, 2015 | Sep. 30, 2014 | ||||
Increase (Decrease) in Accumulated Other Comprehensive Income [Roll Forward] | |||||||
Beginning balance | $ (316,406) | $ 99,644 | $ (62,413) | $ 116,245 | |||
Other comprehensive (loss) income, before reclassifications | (70,933) | (83,557) | (326,161) | (100,037) | |||
Amounts reclassified from accumulated other comprehensive (loss) income | 529 | (17,863) | 1,613 | (18,262) | |||
Total other comprehensive loss, net of tax | (70,404) | (101,420) | (324,548) | (118,299) | |||
Other comprehensive loss attributable to noncontrolling interests | 397 | 125 | 548 | 403 | |||
Ending balance | (386,413) | (1,651) | (386,413) | (1,651) | |||
Accumulated Foreign Currency Adjustment Attributable to Parent | |||||||
Increase (Decrease) in Accumulated Other Comprehensive Income [Roll Forward] | |||||||
Beginning balance | (350,460) | 110,681 | (52,264) | 116,465 | |||
Ending balance | (417,583) | 10,488 | (417,583) | 10,488 | |||
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 | (67,520) | (82,568) | (365,867) | (88,630) | |||
Amounts reclassified from accumulated other comprehensive (loss) income | 0 | (17,750) | [1] | 0 | (17,750) | [1] | |
Total other comprehensive loss, net of tax | (67,520) | (100,318) | (365,867) | (106,380) | |||
Accumulated Foreign Currency Adjustment Attributable to Noncontrolling Interest | |||||||
Increase (Decrease) in Accumulated Other Comprehensive Income [Roll Forward] | |||||||
Other comprehensive loss attributable to noncontrolling interests | 397 | 125 | 548 | 403 | |||
Accumulated Defined Benefit Plans Adjustment Attributable to Parent | |||||||
Increase (Decrease) in Accumulated Other Comprehensive Income [Roll Forward] | |||||||
Beginning balance | 4 | 19 | 0 | 487 | |||
Ending balance | 6 | (128) | 6 | (128) | |||
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 | [2] | 2 | (147) | 6 | (615) | ||
Total other comprehensive loss, net of tax | 2 | (147) | 6 | (615) | |||
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) | |||||||
Increase (Decrease) in Accumulated Other Comprehensive Income [Roll Forward] | |||||||
Beginning balance | 54,500 | 0 | 11,384 | 0 | |||
Other comprehensive (loss) income, before reclassifications | (3,407) | 0 | 39,709 | 0 | |||
Amounts reclassified from accumulated other comprehensive (loss) income | 0 | 0 | 0 | 0 | |||
Total other comprehensive loss, net of tax | (3,407) | 0 | 39,709 | 0 | |||
Other comprehensive loss attributable to noncontrolling interests | 0 | 0 | 0 | 0 | |||
Ending balance | 51,093 | 0 | 51,093 | 0 | |||
Accumulated Net Gain (Loss) from Cash Flow Hedges Attributable to Parent | |||||||
Increase (Decrease) in Accumulated Other Comprehensive Income [Roll Forward] | |||||||
Beginning balance | (19,909) | (10,421) | (20,962) | 0 | |||
Ending balance | (19,382) | (11,409) | (19,382) | (11,409) | |||
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 | (988) | 0 | (11,409) | |||
Amounts reclassified from accumulated other comprehensive (loss) income | [3] | 527 | 0 | 1,580 | 0 | ||
Total other comprehensive loss, net of tax | 527 | (988) | 1,580 | (11,409) | |||
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 | (541) | (635) | (571) | (707) | |||
Other comprehensive (loss) income, before reclassifications | (6) | (1) | (3) | 2 | |||
Amounts reclassified from accumulated other comprehensive (loss) income | 0 | 34 | 27 | 103 | |||
Total other comprehensive loss, net of tax | (6) | 33 | 24 | 105 | |||
Other comprehensive loss attributable to noncontrolling interests | 0 | 0 | 0 | 0 | |||
Ending balance | $ (547) | $ (602) | $ (547) | $ (602) | |||
[1] | Amounts reclassified from accumulated other comprehensive (loss) income for the three-month and nine-month periods ended September 30, 2014 are included in Loss from discontinued operations (net of tax) and resulted from the release of cumulative foreign currency translation adjustments into earnings upon the sale of our antioxidant, ibuprofen and propofol businesses and assets which closed on September 1, 2014. | ||||||
[2] | 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.” | ||||||
[3] | The pre-tax portion of amounts reclassified from accumulated other comprehensive (loss) income is included in interest expense. |
Accumulated Other Comprehensi73
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 | 9 Months Ended | ||
Sep. 30, 2015 | Sep. 30, 2014 | Sep. 30, 2015 | Sep. 30, 2014 | |
Equity [Abstract] | ||||
Foreign Currency Translation, Other comprehensive (loss) income, before tax | $ (66,576) | $ (101,675) | $ (394,926) | $ (107,011) |
Foreign Currency Translation, Income tax benefit (expense) | (944) | 1,357 | 29,059 | 631 |
Foreign Currency Translation, Other comprehensive (loss) income, net of tax | (67,520) | (100,318) | (365,867) | (106,380) |
Pension and Postretirement Benefits, Other comprehensive (loss) income, before tax | 6 | (143) | 17 | (602) |
Pension and Postretirement Benefits, Income tax benefit (expense) | (4) | (4) | (11) | (13) |
Pension and Postretirement Benefits, Other comprehensive (loss) income, net of tax | 2 | (147) | 6 | (615) |
Net investment hedge, Other comprehensive (loss) income, before tax | (5,394) | 62,876 | ||
Net investment hedge, Income tax benefit (expense) | 1,987 | (23,167) | ||
Net investment hedge, Other comprehensive (loss) income, net of tax | (3,407) | 0 | 39,709 | 0 |
Interest rate swap, Other comprehensive (loss) income, before tax | 834 | (1,556) | 2,502 | (17,976) |
Interest rate swap, Income tax benefit (expense) | (307) | 568 | (922) | 6,567 |
Interest rate swap, Other comprehensive (loss) income, net of tax | 527 | (988) | 1,580 | (11,409) |
Other, Other comprehensive (loss) income, before tax | (6) | 35 | 15 | 146 |
Other, Income tax benefit (expense) | 0 | (2) | 9 | (41) |
Other, Other comprehensive (loss) income, net of tax | $ (6) | $ 33 | $ 24 | $ 105 |
Discontinued Operations Discont
Discontinued Operations Discontinued Operations (Details) - USD ($) $ in Thousands | 3 Months Ended | 9 Months Ended | ||
Sep. 30, 2015 | Sep. 30, 2014 | Sep. 30, 2015 | Sep. 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 | $ (6,679) | $ 0 | $ (68,473) |
Antioxidant, Ibuprofen and Propofol Assets | ||||
Income Statement, Balance Sheet and Additional Disclosures by Disposal Groups, Including Discontinued Operations [Line Items] | ||||
Net sales | 0 | 38,025 | 0 | 154,273 |
Loss from discontinued operations | 0 | (7,752) | 0 | (90,439) |
Income tax benefit | 0 | (1,073) | 0 | (21,966) |
Loss from discontinued operations (net of tax) | $ 0 | $ (6,679) | $ 0 | $ (68,473) |
Discontinued Operations Disco75
Discontinued Operations Discontinued Operations - Additional Information (Details) - USD ($) $ in Thousands | Sep. 01, 2014 | Mar. 31, 2015 | Sep. 30, 2014 | Jun. 30, 2014 | Sep. 30, 2015 | Sep. 30, 2014 |
Income Statement, Balance Sheet and Additional Disclosures by Disposal Groups, Including Discontinued Operations [Line Items] | ||||||
Cash proceeds from divestitures, net | $ 6,133 | $ 104,718 | ||||
Loss on disposal of businesses | $ 0 | 85,515 | ||||
Antioxidant, Ibuprofen and Propofol Assets | ||||||
Income Statement, Balance Sheet and Additional Disclosures by Disposal Groups, Including Discontinued Operations [Line Items] | ||||||
Cash proceeds from divestitures, net | $ 104,700 | |||||
Working capital settlement | $ 7,600 | |||||
Loss on disposal of businesses | $ 4,800 | $ 80,700 | ||||
Loss on disposal of businesses, net of tax | $ 3,600 | $ 61,000 | ||||
Cumulative foreign currency translation gains included in pre-tax impairment charge | $ 17,800 |
Subsequent Events - Additional
Subsequent Events - Additional Information (Details) $ in Millions | Sep. 30, 2015USD ($) |
Disposal Group, Held-for-sale, Not Discontinued Operations | |
Subsequent Event [Line Items] | |
Net Assets | $ 225 |
Consolidating Guarantor Finan77
Consolidating Guarantor Financial Information - Additional Information (Details) | Sep. 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 Finan78
Consolidating Guarantor Financial Information - Statements of Income 1 (Details) - USD ($) $ in Thousands | 3 Months Ended | 9 Months Ended | ||
Sep. 30, 2015 | Sep. 30, 2014 | Sep. 30, 2015 | Sep. 30, 2014 | |
Condensed Income Statements, Captions [Line Items] | ||||
Net sales | $ 905,093 | $ 642,418 | $ 2,720,982 | $ 1,846,982 |
Cost of goods sold | 592,883 | 436,972 | 1,849,740 | 1,238,574 |
Gross profit | 312,210 | 205,446 | 871,242 | 608,408 |
Selling, general and administrative expenses | 137,615 | 66,012 | 421,092 | 211,127 |
Research and development expenses | 25,295 | 22,407 | 77,123 | 66,916 |
Restructuring and other, net | (6,804) | 293 | (6,804) | 20,625 |
Acquisition and integration related costs | 42,798 | 10,261 | 126,487 | 15,104 |
Intercompany service fee | 0 | 0 | 0 | 0 |
Operating profit | 113,306 | 106,473 | 253,344 | 294,636 |
Interest and financing expenses | (32,058) | (8,749) | (100,986) | (26,255) |
Intergroup interest and financing expenses | 0 | 0 | 0 | |
Other income (expenses), net | 466 | (6,618) | 50,964 | (6,454) |
Income from continuing operations before income taxes and equity in net income of unconsolidated investments | 81,714 | 91,106 | 203,322 | 261,927 |
Income tax expense (benefit) | 16,892 | 11,737 | 48,171 | 46,700 |
Income from continuing operations before equity in net income of unconsolidated investments | 64,822 | 79,369 | 155,151 | 215,227 |
Equity in net income of unconsolidated investments | 6,050 | 8,650 | 22,236 | 28,200 |
Net income (loss) from continuing operations | 70,872 | 88,019 | 177,387 | 243,427 |
Loss from discontinued operations (net of tax) | 0 | (6,679) | 0 | (68,473) |
Equity in undistributed earnings of subsidiaries | 0 | 0 | 0 | 0 |
Net income | 70,872 | 81,340 | 177,387 | 174,954 |
Net income attributable to noncontrolling interests | (5,480) | (8,546) | (16,733) | (23,130) |
Net income attributable to Albemarle Corporation | 65,392 | 72,794 | 160,654 | 151,824 |
2014 Senior Notes | Issuer | ||||
Condensed Income Statements, Captions [Line Items] | ||||
Net sales | 357,269 | 403,072 | 1,109,661 | 1,198,531 |
Cost of goods sold | 252,634 | 275,187 | 767,626 | 804,764 |
Gross profit | 104,635 | 127,885 | 342,035 | 393,767 |
Selling, general and administrative expenses | 40,721 | 42,836 | 127,591 | 141,411 |
Research and development expenses | 12,874 | 13,959 | 39,143 | 41,772 |
Restructuring and other, net | (61) | (2,197) | (61) | 8,049 |
Acquisition and integration related costs | 28,479 | 10,261 | 86,648 | 15,104 |
Intercompany service fee | 5,914 | 11,664 | 17,557 | 23,672 |
Operating profit | 16,708 | 51,362 | 71,157 | 163,759 |
Interest and financing expenses | (21,758) | (8,791) | (70,279) | (26,320) |
Intergroup interest and financing expenses | (8,697) | (23,143) | 6,010 | |
Other income (expenses), net | (2,320) | (3,151) | 6,624 | (2,161) |
Income from continuing operations before income taxes and equity in net income of unconsolidated investments | (16,067) | 39,420 | (15,641) | 141,288 |
Income tax expense (benefit) | (9,491) | 7,636 | (1,148) | 40,156 |
Income from continuing operations before equity in net income of unconsolidated investments | (6,576) | 31,784 | (14,493) | 101,132 |
Equity in net income of unconsolidated investments | 1,315 | 997 | 5,072 | 4,926 |
Net income (loss) from continuing operations | (5,261) | 32,781 | (9,421) | 106,058 |
Loss from discontinued operations (net of tax) | 0 | 608 | 0 | (20,549) |
Equity in undistributed earnings of subsidiaries | 70,653 | 39,405 | 170,075 | 66,315 |
Net income | 65,392 | 72,794 | 160,654 | 151,824 |
Net income attributable to noncontrolling interests | 0 | 0 | 0 | 0 |
Net income attributable to Albemarle Corporation | 65,392 | 72,794 | 160,654 | 151,824 |
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 | 0 | 0 | 46 | 0 |
Research and development expenses | 0 | 0 | 0 | 0 |
Restructuring and other, net | 0 | 0 | 0 | 0 |
Acquisition and integration related costs | 0 | 0 | 0 | 0 |
Intercompany service fee | 0 | 0 | 0 | 0 |
Operating profit | 0 | 0 | (46) | 0 |
Interest and financing expenses | (12,546) | 0 | (36,257) | 0 |
Intergroup interest and financing expenses | 15,147 | 40,862 | 0 | |
Other income (expenses), net | 4,376 | 0 | (26,844) | 0 |
Income from continuing operations before income taxes and equity in net income of unconsolidated investments | 6,977 | 0 | (22,285) | 0 |
Income tax expense (benefit) | 4,020 | 0 | 6,992 | 0 |
Income from continuing operations before equity in net income of unconsolidated investments | 2,957 | 0 | (29,277) | 0 |
Equity in net income of unconsolidated investments | 0 | 0 | 0 | 0 |
Net income (loss) from continuing operations | 2,957 | 0 | (29,277) | 0 |
Loss from discontinued operations (net of tax) | 0 | 0 | 0 | 0 |
Equity in undistributed earnings of subsidiaries | 33,465 | 0 | 117,147 | 0 |
Net income | 36,422 | 0 | 87,870 | 0 |
Net income attributable to noncontrolling interests | 0 | 0 | 0 | 0 |
Net income attributable to Albemarle Corporation | 36,422 | 0 | 87,870 | 0 |
2014 Senior Notes | Non-Guarantor Subsidiaries | ||||
Condensed Income Statements, Captions [Line Items] | ||||
Net sales | 734,109 | 424,423 | 2,153,749 | 1,169,507 |
Cost of goods sold | 526,534 | 342,149 | 1,622,121 | 953,726 |
Gross profit | 207,575 | 82,274 | 531,628 | 215,781 |
Selling, general and administrative expenses | 96,894 | 23,176 | 293,455 | 69,716 |
Research and development expenses | 12,421 | 8,448 | 37,980 | 25,144 |
Restructuring and other, net | (6,743) | 2,490 | (6,743) | 12,576 |
Acquisition and integration related costs | 14,319 | 0 | 39,839 | 0 |
Intercompany service fee | (5,914) | (11,664) | (17,557) | (23,672) |
Operating profit | 96,598 | 59,824 | 184,654 | 132,017 |
Interest and financing expenses | 2,246 | 42 | 5,550 | 65 |
Intergroup interest and financing expenses | (6,450) | (17,719) | (6,010) | |
Other income (expenses), net | (1,590) | (3,467) | 71,184 | (4,293) |
Income from continuing operations before income taxes and equity in net income of unconsolidated investments | 90,804 | 56,399 | 243,669 | 121,779 |
Income tax expense (benefit) | 22,363 | 5,823 | 43,219 | 6,960 |
Income from continuing operations before equity in net income of unconsolidated investments | 68,441 | 50,576 | 200,450 | 114,819 |
Equity in net income of unconsolidated investments | 4,735 | 7,653 | 17,164 | 23,274 |
Net income (loss) from continuing operations | 73,176 | 58,229 | 217,614 | 138,093 |
Loss from discontinued operations (net of tax) | 0 | (7,287) | 0 | (47,924) |
Equity in undistributed earnings of subsidiaries | 18,211 | 0 | 43,935 | 0 |
Net income | 91,387 | 50,942 | 261,549 | 90,169 |
Net income attributable to noncontrolling interests | (5,480) | (8,546) | (16,733) | (23,130) |
Net income attributable to Albemarle Corporation | 85,907 | 42,396 | 244,816 | 67,039 |
2014 Senior Notes | Consolidating Adjustments | ||||
Condensed Income Statements, Captions [Line Items] | ||||
Net sales | (186,285) | (185,077) | (542,428) | (521,056) |
Cost of goods sold | (186,285) | (180,364) | (540,007) | (519,916) |
Gross profit | 0 | (4,713) | (2,421) | (1,140) |
Selling, general and administrative expenses | 0 | 0 | 0 | 0 |
Research and development expenses | 0 | 0 | 0 | 0 |
Restructuring and other, net | 0 | 0 | 0 | 0 |
Acquisition and integration related costs | 0 | 0 | 0 | 0 |
Intercompany service fee | 0 | 0 | 0 | 0 |
Operating profit | 0 | (4,713) | (2,421) | (1,140) |
Interest and financing expenses | 0 | 0 | 0 | 0 |
Intergroup interest and financing expenses | 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 | (4,713) | (2,421) | (1,140) |
Income tax expense (benefit) | 0 | (1,722) | (892) | (416) |
Income from continuing operations before equity in net income of unconsolidated investments | 0 | (2,991) | (1,529) | (724) |
Equity in net income of unconsolidated investments | 0 | 0 | 0 | 0 |
Net income (loss) from continuing operations | 0 | (2,991) | (1,529) | (724) |
Loss from discontinued operations (net of tax) | 0 | 0 | 0 | 0 |
Equity in undistributed earnings of subsidiaries | (122,329) | (39,405) | (331,157) | (66,315) |
Net income | (122,329) | (42,396) | (332,686) | (67,039) |
Net income attributable to noncontrolling interests | 0 | 0 | 0 | 0 |
Net income attributable to Albemarle Corporation | $ (122,329) | $ (42,396) | $ (332,686) | $ (67,039) |
Consolidating Guarantor Finan79
Consolidating Guarantor Financial Information - Statements of Comprehensive Income 1 (Details) - USD ($) $ in Thousands | 3 Months Ended | 9 Months Ended | ||
Sep. 30, 2015 | Sep. 30, 2014 | Sep. 30, 2015 | Sep. 30, 2014 | |
Condensed Income Statements, Captions [Line Items] | ||||
Net income | $ 70,872 | $ 81,340 | $ 177,387 | $ 174,954 |
Total other comprehensive loss, net of tax | (70,404) | (101,420) | (324,548) | (118,299) |
Comprehensive income (loss) | 468 | (20,080) | (147,161) | 56,655 |
Comprehensive income attributable to noncontrolling interests | (5,083) | (8,421) | (16,185) | (22,727) |
Comprehensive income (loss) attributable to Albemarle Corporation | (4,615) | (28,501) | (163,346) | 33,928 |
2014 Senior Notes | Issuer | ||||
Condensed Income Statements, Captions [Line Items] | ||||
Net income | 65,392 | 72,794 | 160,654 | 151,824 |
Total other comprehensive loss, net of tax | (70,007) | (101,295) | (324,000) | (117,896) |
Comprehensive income (loss) | (4,615) | (28,501) | (163,346) | 33,928 |
Comprehensive income attributable to noncontrolling interests | 0 | 0 | 0 | 0 |
Comprehensive income (loss) attributable to Albemarle Corporation | (4,615) | (28,501) | (163,346) | 33,928 |
2014 Senior Notes | Guarantor Subsidiaries | ||||
Condensed Income Statements, Captions [Line Items] | ||||
Net income | 36,422 | 0 | 87,870 | 0 |
Total other comprehensive loss, net of tax | (103,764) | 0 | (538,439) | 0 |
Comprehensive income (loss) | (67,342) | 0 | (450,569) | 0 |
Comprehensive income attributable to noncontrolling interests | 0 | 0 | 0 | 0 |
Comprehensive income (loss) attributable to Albemarle Corporation | (67,342) | 0 | (450,569) | 0 |
2014 Senior Notes | Non-Guarantor Subsidiaries | ||||
Condensed Income Statements, Captions [Line Items] | ||||
Net income | 91,387 | 50,942 | 261,549 | 90,169 |
Total other comprehensive loss, net of tax | (118,228) | (100,260) | (662,793) | (106,319) |
Comprehensive income (loss) | (26,841) | (49,318) | (401,244) | (16,150) |
Comprehensive income attributable to noncontrolling interests | (5,083) | (8,421) | (16,185) | (22,727) |
Comprehensive income (loss) attributable to Albemarle Corporation | (31,924) | (57,739) | (417,429) | (38,877) |
2014 Senior Notes | Consolidating Adjustments | ||||
Condensed Income Statements, Captions [Line Items] | ||||
Net income | (122,329) | (42,396) | (332,686) | (67,039) |
Total other comprehensive loss, net of tax | 221,595 | 100,135 | 1,200,684 | 105,916 |
Comprehensive income (loss) | 99,266 | 57,739 | 867,998 | 38,877 |
Comprehensive income attributable to noncontrolling interests | 0 | 0 | 0 | 0 |
Comprehensive income (loss) attributable to Albemarle Corporation | $ 99,266 | $ 57,739 | $ 867,998 | $ 38,877 |
Consolidating Guarantor Finan80
Consolidating Guarantor Financial Information - Balance Sheets 1 (Details) - USD ($) $ in Thousands | Sep. 30, 2015 | Jun. 30, 2015 | Dec. 31, 2014 | Sep. 30, 2014 | Jun. 30, 2014 | Dec. 31, 2013 |
Current assets: | ||||||
Cash and cash equivalents | $ 234,490 | $ 2,489,768 | $ 653,120 | $ 477,239 | ||
Trade accounts receivable, less allowance for doubtful accounts | 618,301 | 385,212 | ||||
Other accounts receivable | 76,271 | 49,423 | ||||
Intergroup receivable | 0 | 0 | ||||
Inventories | 629,393 | 358,361 | ||||
Other current assets | 162,460 | 66,086 | ||||
Total current assets | 1,720,915 | 3,348,850 | ||||
Property, plant and equipment, at cost | 4,096,921 | 2,620,670 | ||||
Less accumulated depreciation and amortization | 1,496,069 | 1,388,802 | ||||
Net property, plant and equipment | 2,600,852 | 1,231,868 | ||||
Investments | 453,869 | 194,042 | ||||
Investment in subsidiaries | 0 | 0 | ||||
Other assets | 191,349 | 160,956 | ||||
Goodwill | 2,811,086 | 243,262 | ||||
Other intangibles, net of amortization | 1,896,993 | 44,125 | ||||
Intergroup receivable | 0 | |||||
Total assets | 9,675,064 | 5,223,103 | ||||
Current liabilities: | ||||||
Accounts payable | 371,649 | 231,705 | ||||
Intergroup payable | 0 | 0 | ||||
Accrued expenses | 566,932 | 166,174 | ||||
Current portion of long-term debt | 284,368 | 711,096 | ||||
Dividends payable | 32,295 | 21,458 | ||||
Income taxes payable | 67,304 | 9,453 | ||||
Total current liabilities | 1,322,548 | 1,139,886 | ||||
Long-term debt, less current portion | 3,558,964 | 2,223,035 | ||||
Postretirement benefits | 55,401 | 56,424 | ||||
Pension benefits | 451,056 | 170,534 | ||||
Intergroup payable | 0 | |||||
Other noncurrent liabilities | 250,737 | 87,705 | ||||
Deferred income taxes | $ 761,844 | $ 56,884 | ||||
Commitments and contingencies | ||||||
Albemarle Corporation shareholders’ equity: | ||||||
Common stock | $ 1,122 | $ 780 | ||||
Additional paid-in capital | 2,056,082 | 10,447 | ||||
Accumulated other comprehensive loss | (386,413) | $ (316,406) | (62,413) | (1,651) | $ 99,644 | 116,245 |
Retained earnings | 1,473,698 | 1,410,651 | ||||
Total Albemarle Corporation shareholders’ equity | 3,144,489 | 1,359,465 | ||||
Noncontrolling interests | 130,025 | 129,170 | ||||
Total equity | 3,274,514 | 1,488,635 | 1,587,271 | 1,742,776 | ||
Total liabilities and equity | 9,675,064 | 5,223,103 | ||||
2014 Senior Notes | Issuer | ||||||
Current assets: | ||||||
Cash and cash equivalents | 4,416 | 1,930,802 | 110,879 | 88,476 | ||
Trade accounts receivable, less allowance for doubtful accounts | 92,694 | 91,849 | ||||
Other accounts receivable | 15,031 | 19,033 | ||||
Intergroup receivable | 191,295 | 74,102 | ||||
Inventories | 207,445 | 201,006 | ||||
Other current assets | 51,717 | 45,901 | ||||
Total current assets | 562,598 | 2,362,693 | ||||
Property, plant and equipment, at cost | 1,765,817 | 1,726,690 | ||||
Less accumulated depreciation and amortization | 1,087,130 | 1,047,372 | ||||
Net property, plant and equipment | 678,687 | 679,318 | ||||
Investments | 74,429 | 73,500 | ||||
Investment in subsidiaries | 7,073,096 | 1,551,071 | ||||
Other assets | 30,572 | 35,837 | ||||
Goodwill | 49,212 | 49,212 | ||||
Other intangibles, net of amortization | 19,265 | 20,834 | ||||
Intergroup receivable | 0 | |||||
Total assets | 8,487,859 | 4,772,465 | ||||
Current liabilities: | ||||||
Accounts payable | 121,835 | 122,479 | ||||
Intergroup payable | 365,452 | 18,097 | ||||
Accrued expenses | 189,637 | 84,619 | ||||
Current portion of long-term debt | 272,994 | 692,280 | ||||
Dividends payable | 32,295 | 21,458 | ||||
Income taxes payable | 0 | 1,396 | ||||
Total current liabilities | 982,213 | 940,329 | ||||
Long-term debt, less current portion | 2,230,720 | 2,214,755 | ||||
Postretirement benefits | 55,401 | 56,424 | ||||
Pension benefits | 120,593 | 128,238 | ||||
Intergroup payable | 1,810,546 | |||||
Other noncurrent liabilities | 53,933 | 51,936 | ||||
Deferred income taxes | 89,964 | 21,318 | ||||
Albemarle Corporation shareholders’ equity: | ||||||
Common stock | 1,122 | 780 | ||||
Additional paid-in capital | 2,056,082 | 10,447 | ||||
Accumulated other comprehensive loss | (386,413) | (62,413) | ||||
Retained earnings | 1,473,698 | 1,410,651 | ||||
Total Albemarle Corporation shareholders’ equity | 3,144,489 | 1,359,465 | ||||
Noncontrolling interests | 0 | 0 | ||||
Total equity | 3,144,489 | 1,359,465 | ||||
Total liabilities and equity | 8,487,859 | 4,772,465 | ||||
2014 Senior Notes | Guarantor Subsidiaries | ||||||
Current assets: | ||||||
Cash and cash equivalents | 1,103 | 0 | 0 | 0 | ||
Trade accounts receivable, less allowance for doubtful accounts | 0 | 0 | ||||
Other accounts receivable | 23,915 | 0 | ||||
Intergroup receivable | 12,455 | 0 | ||||
Inventories | 0 | 0 | ||||
Other current assets | 0 | 0 | ||||
Total current assets | 37,473 | 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 | 11,164,495 | 0 | ||||
Other assets | 3,250 | 0 | ||||
Goodwill | 0 | 0 | ||||
Other intangibles, net of amortization | 0 | 0 | ||||
Intergroup receivable | 3,307,998 | |||||
Total assets | 14,518,107 | 0 | ||||
Current liabilities: | ||||||
Accounts payable | 0 | 0 | ||||
Intergroup payable | 102,086 | 0 | ||||
Accrued expenses | 137,161 | 0 | ||||
Current portion of long-term debt | 0 | 0 | ||||
Dividends payable | 0 | 0 | ||||
Income taxes payable | 11,076 | 0 | ||||
Total current liabilities | 250,323 | 0 | ||||
Long-term debt, less current portion | 1,287,643 | 0 | ||||
Postretirement benefits | 0 | 0 | ||||
Pension benefits | 0 | 0 | ||||
Intergroup payable | 1,019,458 | |||||
Other noncurrent liabilities | 57,995 | 0 | ||||
Deferred income taxes | 3,031 | 0 | ||||
Albemarle Corporation shareholders’ equity: | ||||||
Common stock | 0 | 0 | ||||
Additional paid-in capital | 12,350,226 | 0 | ||||
Accumulated other comprehensive loss | (538,439) | 0 | ||||
Retained earnings | 87,870 | 0 | ||||
Total Albemarle Corporation shareholders’ equity | 11,899,657 | 0 | ||||
Noncontrolling interests | 0 | 0 | ||||
Total equity | 11,899,657 | 0 | ||||
Total liabilities and equity | 14,518,107 | 0 | ||||
2014 Senior Notes | Non-Guarantor Subsidiaries | ||||||
Current assets: | ||||||
Cash and cash equivalents | 228,971 | 558,966 | 542,241 | 388,763 | ||
Trade accounts receivable, less allowance for doubtful accounts | 525,607 | 293,363 | ||||
Other accounts receivable | 37,325 | 30,390 | ||||
Intergroup receivable | 352,388 | 18,097 | ||||
Inventories | 435,211 | 171,543 | ||||
Other current assets | 121,821 | 25,111 | ||||
Total current assets | 1,701,323 | 1,097,470 | ||||
Property, plant and equipment, at cost | 2,331,104 | 893,980 | ||||
Less accumulated depreciation and amortization | 408,939 | 341,430 | ||||
Net property, plant and equipment | 1,922,165 | 552,550 | ||||
Investments | 374,549 | 120,542 | ||||
Investment in subsidiaries | 6,380,635 | 0 | ||||
Other assets | 157,527 | 125,119 | ||||
Goodwill | 2,761,874 | 194,050 | ||||
Other intangibles, net of amortization | 1,877,728 | 23,291 | ||||
Intergroup receivable | 1,847,122 | |||||
Total assets | 17,022,923 | 2,113,022 | ||||
Current liabilities: | ||||||
Accounts payable | 249,814 | 109,226 | ||||
Intergroup payable | 88,600 | 74,102 | ||||
Accrued expenses | 240,134 | 81,555 | ||||
Current portion of long-term debt | 11,374 | 18,816 | ||||
Dividends payable | 0 | 0 | ||||
Income taxes payable | 68,196 | 7,944 | ||||
Total current liabilities | 658,118 | 291,643 | ||||
Long-term debt, less current portion | 40,601 | 8,280 | ||||
Postretirement benefits | 0 | 0 | ||||
Pension benefits | 330,463 | 42,296 | ||||
Intergroup payable | 2,325,116 | |||||
Other noncurrent liabilities | 138,809 | 35,769 | ||||
Deferred income taxes | 668,849 | 35,566 | ||||
Albemarle Corporation shareholders’ equity: | ||||||
Common stock | 6,808 | 6,808 | ||||
Additional paid-in capital | 12,159,684 | 553,172 | ||||
Accumulated other comprehensive loss | (713,001) | (51,073) | ||||
Retained earnings | 1,277,451 | 1,061,391 | ||||
Total Albemarle Corporation shareholders’ equity | 12,730,942 | 1,570,298 | ||||
Noncontrolling interests | 130,025 | 129,170 | ||||
Total equity | 12,860,967 | 1,699,468 | ||||
Total liabilities and equity | 17,022,923 | 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 | (556,138) | (92,199) | ||||
Inventories | (13,263) | (14,188) | ||||
Other current assets | (11,078) | (4,926) | ||||
Total current assets | (580,479) | (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 | (24,618,226) | (1,551,071) | ||||
Other assets | 0 | 0 | ||||
Goodwill | 0 | 0 | ||||
Other intangibles, net of amortization | 0 | 0 | ||||
Intergroup receivable | (5,155,120) | |||||
Total assets | (30,353,825) | (1,662,384) | ||||
Current liabilities: | ||||||
Accounts payable | 0 | 0 | ||||
Intergroup payable | (556,138) | (92,199) | ||||
Accrued expenses | 0 | 0 | ||||
Current portion of long-term debt | 0 | 0 | ||||
Dividends payable | 0 | 0 | ||||
Income taxes payable | (11,968) | 113 | ||||
Total current liabilities | (568,106) | (92,086) | ||||
Long-term debt, less current portion | 0 | 0 | ||||
Postretirement benefits | 0 | 0 | ||||
Pension benefits | 0 | 0 | ||||
Intergroup payable | (5,155,120) | |||||
Other noncurrent liabilities | 0 | 0 | ||||
Deferred income taxes | 0 | 0 | ||||
Albemarle Corporation shareholders’ equity: | ||||||
Common stock | (6,808) | (6,808) | ||||
Additional paid-in capital | (24,509,910) | (553,172) | ||||
Accumulated other comprehensive loss | 1,251,440 | 51,073 | ||||
Retained earnings | (1,365,321) | (1,061,391) | ||||
Total Albemarle Corporation shareholders’ equity | (24,630,599) | (1,570,298) | ||||
Noncontrolling interests | 0 | 0 | ||||
Total equity | (24,630,599) | (1,570,298) | ||||
Total liabilities and equity | $ (30,353,825) | $ (1,662,384) |
Consolidating Guarantor Finan81
Consolidating Guarantor Financial Information - Statements of Cash Flows 1 (Details) - USD ($) $ in Thousands | 9 Months Ended | |
Sep. 30, 2015 | Sep. 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 | 316,903 | 430,542 |
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 | (164,568) | (76,682) |
Decrease in restricted cash | 57,550 | 0 |
Cash proceeds from divestitures, net | 6,133 | 104,718 |
Return of capital | 98,000 | 0 |
Sales of marketable securities, net | 1,265 | 943 |
Repayments from (long-term advances to) joint ventures | 2,156 | (7,499) |
Proceeds from intercompany investing related activity | 0 | |
Intercompany investing related payments | 0 | |
Net cash (used in) provided by investing activities | (2,099,954) | 21,480 |
Cash flows from financing activities: | ||
Repayments of long-term debt | (1,332,293) | (3,023) |
Proceeds from borrowings of long-term debt | 1,000,000 | 0 |
Repayments of other borrowings, net | (16,854) | (23,554) |
Dividends paid to shareholders | (86,770) | (62,827) |
Dividends paid to noncontrolling interests | (23,195) | (7,612) |
Intercompany dividends paid | 0 | 0 |
Repurchases of common stock | 0 | (150,000) |
Proceeds from exercise of stock options | 342 | 2,713 |
Excess tax benefits realized from stock-based compensation arrangements | 59 | 836 |
Withholding taxes paid on stock-based compensation award distributions | (1,218) | (3,208) |
Debt financing costs | (4,186) | (3,074) |
Other | (3,882) | 0 |
Proceeds from intercompany financing related activity | 0 | |
Intercompany financing related payments | 0 | |
Net cash used in financing activities | (467,997) | (249,749) |
Net effect of foreign exchange on cash and cash equivalents | (4,230) | (26,392) |
(Decrease) increase in cash and cash equivalents | (2,255,278) | 175,881 |
Cash and cash equivalents at end of period | 234,490 | 653,120 |
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 | 369,333 | 203,834 |
Cash flows from investing activities: | ||
Acquisition of Rockwood, net of cash acquired | (3,597,083) | |
Other acquisitions, net of cash acquired | 0 | |
Capital expenditures | (51,900) | (57,124) |
Decrease in restricted cash | 0 | |
Cash proceeds from divestitures, net | 0 | 97,523 |
Return of capital | 0 | |
Sales of marketable securities, net | 1,271 | 962 |
Repayments from (long-term advances to) joint ventures | 2,156 | 0 |
Proceeds from intercompany investing related activity | 0 | |
Intercompany investing related payments | 0 | |
Net cash (used in) provided by investing activities | (3,645,556) | 41,361 |
Cash flows from financing activities: | ||
Repayments of long-term debt | (1,325,104) | (108) |
Proceeds from borrowings of long-term debt | 1,000,000 | |
Repayments of other borrowings, net | (16,018) | (7,124) |
Dividends paid to shareholders | (86,770) | (62,827) |
Dividends paid to noncontrolling interests | 0 | 0 |
Intercompany dividends paid | 0 | 0 |
Repurchases of common stock | (150,000) | |
Proceeds from exercise of stock options | 342 | 2,713 |
Excess tax benefits realized from stock-based compensation arrangements | 59 | 836 |
Withholding taxes paid on stock-based compensation award distributions | (1,218) | (3,208) |
Debt financing costs | (4,186) | (3,074) |
Other | 0 | |
Proceeds from intercompany financing related activity | 1,845,770 | |
Intercompany financing related payments | (62,039) | |
Net cash used in financing activities | 1,350,836 | (222,792) |
Net effect of foreign exchange on cash and cash equivalents | (999) | 0 |
(Decrease) increase in cash and cash equivalents | (1,926,386) | 22,403 |
Cash and cash equivalents at end of period | 4,416 | 110,879 |
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 | (48,867) | 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 | |
Cash proceeds from divestitures, net | 0 | 0 |
Return of capital | 0 | |
Sales of marketable securities, net | 0 | 0 |
Repayments from (long-term advances to) joint ventures | 0 | 0 |
Proceeds from intercompany investing related activity | 1,213,717 | |
Intercompany investing related payments | (1,324,960) | |
Net cash (used in) provided by investing activities | 48,166 | 0 |
Cash flows from financing activities: | ||
Repayments of long-term debt | 0 | 0 |
Proceeds from borrowings of long-term debt | 0 | |
Repayments of other borrowings, net | 0 | 0 |
Dividends paid to shareholders | 0 | 0 |
Dividends paid to noncontrolling interests | 0 | 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 | 1,886 | 0 |
(Decrease) increase in cash and cash equivalents | 1,103 | 0 |
Cash and cash equivalents at end of period | 1,103 | 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 | 19,839 | 232,718 |
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 | (112,668) | (19,558) |
Decrease in restricted cash | 57,550 | |
Cash proceeds from divestitures, net | 6,133 | 7,195 |
Return of capital | 98,000 | |
Sales of marketable securities, net | (6) | (19) |
Repayments from (long-term advances to) joint ventures | 0 | (7,499) |
Proceeds from intercompany investing related activity | 82 | |
Intercompany investing related payments | (1,341,728) | |
Net cash (used in) provided by investing activities | 44,547 | (19,881) |
Cash flows from financing activities: | ||
Repayments of long-term debt | (7,189) | (2,915) |
Proceeds from borrowings of long-term debt | 0 | |
Repayments of other borrowings, net | (836) | (16,430) |
Dividends paid to shareholders | 0 | 0 |
Dividends paid to noncontrolling interests | (23,195) | (7,612) |
Intercompany dividends paid | (23,402) | (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 | 820,918 | |
Intercompany financing related payments | (1,151,678) | |
Net cash used in financing activities | (389,264) | (32,967) |
Net effect of foreign exchange on cash and cash equivalents | (5,117) | (26,392) |
(Decrease) increase in cash and cash equivalents | (329,995) | 153,478 |
Cash and cash equivalents at end of period | 228,971 | 542,241 |
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 | (23,402) | (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 | |
Cash proceeds from divestitures, net | 0 | 0 |
Return of capital | 0 | |
Sales of marketable securities, net | 0 | 0 |
Repayments from (long-term advances to) joint ventures | 0 | 0 |
Proceeds from intercompany investing related activity | (1,213,799) | |
Intercompany investing related payments | 2,666,688 | |
Net cash (used in) provided by investing activities | 1,452,889 | 0 |
Cash flows from financing activities: | ||
Repayments of long-term debt | 0 | 0 |
Proceeds from borrowings of long-term debt | 0 | |
Repayments of other borrowings, net | 0 | 0 |
Dividends paid to shareholders | 0 | 0 |
Dividends paid to noncontrolling interests | 0 | 0 |
Intercompany dividends paid | 23,402 | 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 | (2,666,688) | |
Intercompany financing related payments | 1,213,799 | |
Net cash used in financing activities | (1,429,487) | 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 Finan82
Consolidating Guarantor Financial Information - Statements of Income 2 (Details) - USD ($) $ in Thousands | 3 Months Ended | 9 Months Ended | ||
Sep. 30, 2015 | Sep. 30, 2014 | Sep. 30, 2015 | Sep. 30, 2014 | |
Condensed Income Statements, Captions [Line Items] | ||||
Net sales | $ 905,093 | $ 642,418 | $ 2,720,982 | $ 1,846,982 |
Cost of goods sold | 592,883 | 436,972 | 1,849,740 | 1,238,574 |
Gross profit | 312,210 | 205,446 | 871,242 | 608,408 |
Selling, general and administrative expenses | 137,615 | 66,012 | 421,092 | 211,127 |
Research and development expenses | 25,295 | 22,407 | 77,123 | 66,916 |
Restructuring and other, net | (6,804) | 293 | (6,804) | 20,625 |
Acquisition and integration related costs | 42,798 | 10,261 | 126,487 | 15,104 |
Intercompany service fee | 0 | 0 | 0 | 0 |
Operating profit | 113,306 | 106,473 | 253,344 | 294,636 |
Interest and financing expenses | (32,058) | (8,749) | (100,986) | (26,255) |
Intergroup interest and financing expenses | 0 | 0 | 0 | |
Other income (expenses), net | 466 | (6,618) | 50,964 | (6,454) |
Income from continuing operations before income taxes and equity in net income of unconsolidated investments | 81,714 | 91,106 | 203,322 | 261,927 |
Income tax expense (benefit) | 16,892 | 11,737 | 48,171 | 46,700 |
Income from continuing operations before equity in net income of unconsolidated investments | 64,822 | 79,369 | 155,151 | 215,227 |
Equity in net income of unconsolidated investments | 6,050 | 8,650 | 22,236 | 28,200 |
Net income from continuing operations | 70,872 | 88,019 | 177,387 | 243,427 |
Loss from discontinued operations (net of tax) | 0 | (6,679) | 0 | (68,473) |
Equity in undistributed earnings of subsidiaries | 0 | 0 | 0 | 0 |
Net income | 70,872 | 81,340 | 177,387 | 174,954 |
Net income attributable to noncontrolling interests | (5,480) | (8,546) | (16,733) | (23,130) |
Net income attributable to Albemarle Corporation | 65,392 | 72,794 | 160,654 | 151,824 |
4.625% Senior Notes | Parent Company Guarantor | ||||
Condensed Income Statements, Captions [Line Items] | ||||
Net sales | 357,269 | 403,072 | 1,109,661 | 1,198,531 |
Cost of goods sold | 252,634 | 275,187 | 767,626 | 804,764 |
Gross profit | 104,635 | 127,885 | 342,035 | 393,767 |
Selling, general and administrative expenses | 40,721 | 42,836 | 127,591 | 141,411 |
Research and development expenses | 12,874 | 13,959 | 39,143 | 41,772 |
Restructuring and other, net | (61) | (2,197) | (61) | 8,049 |
Acquisition and integration related costs | 28,479 | 10,261 | 86,648 | 15,104 |
Intercompany service fee | 5,914 | 11,664 | 17,557 | 23,672 |
Operating profit | 16,708 | 51,362 | 71,157 | 163,759 |
Interest and financing expenses | (21,758) | (8,791) | (70,279) | (26,320) |
Intergroup interest and financing expenses | (8,697) | (23,143) | 6,010 | |
Other income (expenses), net | (2,320) | (3,151) | 6,624 | (2,161) |
Income from continuing operations before income taxes and equity in net income of unconsolidated investments | (16,067) | 39,420 | (15,641) | 141,288 |
Income tax expense (benefit) | (9,491) | 7,636 | (1,148) | 40,156 |
Income from continuing operations before equity in net income of unconsolidated investments | (6,576) | 31,784 | (14,493) | 101,132 |
Equity in net income of unconsolidated investments | 1,315 | 997 | 5,072 | 4,926 |
Net income from continuing operations | (5,261) | 32,781 | (9,421) | 106,058 |
Loss from discontinued operations (net of tax) | 0 | 608 | 0 | (20,549) |
Equity in undistributed earnings of subsidiaries | 70,653 | 39,405 | 170,075 | 66,315 |
Net income | 65,392 | 72,794 | 160,654 | 151,824 |
Net income attributable to noncontrolling interests | 0 | 0 | 0 | 0 |
Net income attributable to Albemarle Corporation | 65,392 | 72,794 | 160,654 | 151,824 |
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 | 0 | 0 | 46 | 0 |
Research and development expenses | 0 | 0 | 0 | 0 |
Restructuring and other, net | 0 | 0 | 0 | 0 |
Acquisition and integration related costs | 0 | 0 | 0 | 0 |
Intercompany service fee | 0 | 0 | 0 | 0 |
Operating profit | 0 | 0 | (46) | 0 |
Interest and financing expenses | (12,546) | 0 | (36,257) | 0 |
Intergroup interest and financing expenses | 15,147 | 40,862 | 0 | |
Other income (expenses), net | 4,376 | 0 | (26,844) | 0 |
Income from continuing operations before income taxes and equity in net income of unconsolidated investments | 6,977 | 0 | (22,285) | 0 |
Income tax expense (benefit) | 4,020 | 0 | 6,992 | 0 |
Income from continuing operations before equity in net income of unconsolidated investments | 2,957 | 0 | (29,277) | 0 |
Equity in net income of unconsolidated investments | 0 | 0 | 0 | 0 |
Net income from continuing operations | 2,957 | 0 | (29,277) | 0 |
Loss from discontinued operations (net of tax) | 0 | 0 | 0 | 0 |
Equity in undistributed earnings of subsidiaries | 15,254 | 0 | 73,212 | 0 |
Net income | 18,211 | 0 | 43,935 | 0 |
Net income attributable to noncontrolling interests | 0 | 0 | 0 | 0 |
Net income attributable to Albemarle Corporation | 18,211 | 0 | 43,935 | 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, net | 0 | 0 | 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 | |
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 | 18,211 | 0 | 43,935 | 0 |
Net income | 18,211 | 0 | 43,935 | 0 |
Net income attributable to noncontrolling interests | 0 | 0 | 0 | 0 |
Net income attributable to Albemarle Corporation | 18,211 | 0 | 43,935 | 0 |
4.625% Senior Notes | Non-Guarantor Subsidiaries | ||||
Condensed Income Statements, Captions [Line Items] | ||||
Net sales | 734,109 | 424,423 | 2,153,749 | 1,169,507 |
Cost of goods sold | 526,534 | 342,149 | 1,622,121 | 953,726 |
Gross profit | 207,575 | 82,274 | 531,628 | 215,781 |
Selling, general and administrative expenses | 96,894 | 23,176 | 293,455 | 69,716 |
Research and development expenses | 12,421 | 8,448 | 37,980 | 25,144 |
Restructuring and other, net | (6,743) | 2,490 | (6,743) | 12,576 |
Acquisition and integration related costs | 14,319 | 0 | 39,839 | 0 |
Intercompany service fee | (5,914) | (11,664) | (17,557) | (23,672) |
Operating profit | 96,598 | 59,824 | 184,654 | 132,017 |
Interest and financing expenses | 2,246 | 42 | 5,550 | 65 |
Intergroup interest and financing expenses | (6,450) | (17,719) | (6,010) | |
Other income (expenses), net | (1,590) | (3,467) | 71,184 | (4,293) |
Income from continuing operations before income taxes and equity in net income of unconsolidated investments | 90,804 | 56,399 | 243,669 | 121,779 |
Income tax expense (benefit) | 22,363 | 5,823 | 43,219 | 6,960 |
Income from continuing operations before equity in net income of unconsolidated investments | 68,441 | 50,576 | 200,450 | 114,819 |
Equity in net income of unconsolidated investments | 4,735 | 7,653 | 17,164 | 23,274 |
Net income from continuing operations | 73,176 | 58,229 | 217,614 | 138,093 |
Loss from discontinued operations (net of tax) | 0 | (7,287) | 0 | (47,924) |
Equity in undistributed earnings of subsidiaries | 18,211 | 0 | 43,935 | 0 |
Net income | 91,387 | 50,942 | 261,549 | 90,169 |
Net income attributable to noncontrolling interests | (5,480) | (8,546) | (16,733) | (23,130) |
Net income attributable to Albemarle Corporation | 85,907 | 42,396 | 244,816 | 67,039 |
4.625% Senior Notes | Consolidating Adjustments | ||||
Condensed Income Statements, Captions [Line Items] | ||||
Net sales | (186,285) | (185,077) | (542,428) | (521,056) |
Cost of goods sold | (186,285) | (180,364) | (540,007) | (519,916) |
Gross profit | 0 | (4,713) | (2,421) | (1,140) |
Selling, general and administrative expenses | 0 | 0 | 0 | 0 |
Research and development expenses | 0 | 0 | 0 | 0 |
Restructuring and other, net | 0 | 0 | 0 | 0 |
Acquisition and integration related costs | 0 | 0 | 0 | 0 |
Intercompany service fee | 0 | 0 | 0 | 0 |
Operating profit | 0 | (4,713) | (2,421) | (1,140) |
Interest and financing expenses | 0 | 0 | 0 | 0 |
Intergroup interest and financing expenses | 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 | (4,713) | (2,421) | (1,140) |
Income tax expense (benefit) | 0 | (1,722) | (892) | (416) |
Income from continuing operations before equity in net income of unconsolidated investments | 0 | (2,991) | (1,529) | (724) |
Equity in net income of unconsolidated investments | 0 | 0 | 0 | 0 |
Net income from continuing operations | 0 | (2,991) | (1,529) | (724) |
Loss from discontinued operations (net of tax) | 0 | 0 | 0 | 0 |
Equity in undistributed earnings of subsidiaries | (122,329) | (39,405) | (331,157) | (66,315) |
Net income | (122,329) | (42,396) | (332,686) | (67,039) |
Net income attributable to noncontrolling interests | 0 | 0 | 0 | 0 |
Net income attributable to Albemarle Corporation | $ (122,329) | $ (42,396) | $ (332,686) | $ (67,039) |
Consolidating Guarantor Finan83
Consolidating Guarantor Financial Information - Statements of Comprehensive Income 2 (Details) - USD ($) $ in Thousands | 3 Months Ended | 9 Months Ended | ||
Sep. 30, 2015 | Sep. 30, 2014 | Sep. 30, 2015 | Sep. 30, 2014 | |
Condensed Income Statements, Captions [Line Items] | ||||
Net income | $ 70,872 | $ 81,340 | $ 177,387 | $ 174,954 |
Total other comprehensive loss, net of tax | (70,404) | (101,420) | (324,548) | (118,299) |
Comprehensive income (loss) | 468 | (20,080) | (147,161) | 56,655 |
Comprehensive income attributable to noncontrolling interests | (5,083) | (8,421) | (16,185) | (22,727) |
Comprehensive income (loss) attributable to Albemarle Corporation | (4,615) | (28,501) | (163,346) | 33,928 |
4.625% Senior Notes | Parent Company Guarantor | ||||
Condensed Income Statements, Captions [Line Items] | ||||
Net income | 65,392 | 72,794 | 160,654 | 151,824 |
Total other comprehensive loss, net of tax | (70,007) | (101,295) | (324,000) | (117,896) |
Comprehensive income (loss) | (4,615) | (28,501) | (163,346) | 33,928 |
Comprehensive income attributable to noncontrolling interests | 0 | 0 | 0 | 0 |
Comprehensive income (loss) attributable to Albemarle Corporation | (4,615) | (28,501) | (163,346) | 33,928 |
4.625% Senior Notes | Issuer | ||||
Condensed Income Statements, Captions [Line Items] | ||||
Net income | 18,211 | 0 | 43,935 | 0 |
Total other comprehensive loss, net of tax | (51,882) | 0 | (269,219) | 0 |
Comprehensive income (loss) | (33,671) | 0 | (225,284) | 0 |
Comprehensive income attributable to noncontrolling interests | 0 | 0 | 0 | 0 |
Comprehensive income (loss) attributable to Albemarle Corporation | (33,671) | 0 | (225,284) | 0 |
4.625% Senior Notes | Guarantor Subsidiaries | ||||
Condensed Income Statements, Captions [Line Items] | ||||
Net income | 18,211 | 0 | 43,935 | 0 |
Total other comprehensive loss, net of tax | (51,882) | 0 | (269,220) | 0 |
Comprehensive income (loss) | (33,671) | 0 | (225,285) | 0 |
Comprehensive income attributable to noncontrolling interests | 0 | 0 | 0 | 0 |
Comprehensive income (loss) attributable to Albemarle Corporation | (33,671) | 0 | (225,285) | 0 |
4.625% Senior Notes | Non-Guarantor Subsidiaries | ||||
Condensed Income Statements, Captions [Line Items] | ||||
Net income | 91,387 | 50,942 | 261,549 | 90,169 |
Total other comprehensive loss, net of tax | (118,228) | (100,260) | (662,793) | (106,319) |
Comprehensive income (loss) | (26,841) | (49,318) | (401,244) | (16,150) |
Comprehensive income attributable to noncontrolling interests | (5,083) | (8,421) | (16,185) | (22,727) |
Comprehensive income (loss) attributable to Albemarle Corporation | (31,924) | (57,739) | (417,429) | (38,877) |
4.625% Senior Notes | Consolidating Adjustments | ||||
Condensed Income Statements, Captions [Line Items] | ||||
Net income | (122,329) | (42,396) | (332,686) | (67,039) |
Total other comprehensive loss, net of tax | 221,595 | 100,135 | 1,200,684 | 105,916 |
Comprehensive income (loss) | 99,266 | 57,739 | 867,998 | 38,877 |
Comprehensive income attributable to noncontrolling interests | 0 | 0 | 0 | 0 |
Comprehensive income (loss) attributable to Albemarle Corporation | $ 99,266 | $ 57,739 | $ 867,998 | $ 38,877 |
Consolidating Guarantor Finan84
Consolidating Guarantor Financial Information - Balance Sheets 2 (Details) - USD ($) $ in Thousands | Sep. 30, 2015 | Jun. 30, 2015 | Dec. 31, 2014 | Sep. 30, 2014 | Jun. 30, 2014 | Dec. 31, 2013 |
Current assets: | ||||||
Cash and cash equivalents | $ 234,490 | $ 2,489,768 | $ 653,120 | $ 477,239 | ||
Trade accounts receivable, less allowance for doubtful accounts | 618,301 | 385,212 | ||||
Other accounts receivable | 76,271 | 49,423 | ||||
Intergroup receivable | 0 | 0 | ||||
Inventories | 629,393 | 358,361 | ||||
Other current assets | 162,460 | 66,086 | ||||
Total current assets | 1,720,915 | 3,348,850 | ||||
Property, plant and equipment, at cost | 4,096,921 | 2,620,670 | ||||
Less accumulated depreciation and amortization | 1,496,069 | 1,388,802 | ||||
Net property, plant and equipment | 2,600,852 | 1,231,868 | ||||
Investments | 453,869 | 194,042 | ||||
Investment in subsidiaries | 0 | 0 | ||||
Other assets | 191,349 | 160,956 | ||||
Goodwill | 2,811,086 | 243,262 | ||||
Other intangibles, net of amortization | 1,896,993 | 44,125 | ||||
Intergroup receivable | 0 | |||||
Total assets | 9,675,064 | 5,223,103 | ||||
Current liabilities: | ||||||
Accounts payable | 371,649 | 231,705 | ||||
Intergroup payable | 0 | 0 | ||||
Accrued expenses | 566,932 | 166,174 | ||||
Current portion of long-term debt | 284,368 | 711,096 | ||||
Dividends payable | 32,295 | 21,458 | ||||
Income taxes payable | 67,304 | 9,453 | ||||
Total current liabilities | 1,322,548 | 1,139,886 | ||||
Long-term debt, less current portion | 3,558,964 | 2,223,035 | ||||
Postretirement benefits | 55,401 | 56,424 | ||||
Pension benefits | 451,056 | 170,534 | ||||
Intergroup payable | 0 | |||||
Other noncurrent liabilities | 250,737 | 87,705 | ||||
Deferred income taxes | $ 761,844 | $ 56,884 | ||||
Commitments and contingencies | ||||||
Albemarle Corporation shareholders’ equity: | ||||||
Common stock | $ 1,122 | $ 780 | ||||
Additional paid-in capital | 2,056,082 | 10,447 | ||||
Accumulated other comprehensive loss | (386,413) | $ (316,406) | (62,413) | (1,651) | $ 99,644 | 116,245 |
Retained earnings | 1,473,698 | 1,410,651 | ||||
Total Albemarle Corporation shareholders’ equity | 3,144,489 | 1,359,465 | ||||
Noncontrolling interests | 130,025 | 129,170 | ||||
Total equity | 3,274,514 | 1,488,635 | 1,587,271 | 1,742,776 | ||
Total liabilities and equity | 9,675,064 | 5,223,103 | ||||
4.625% Senior Notes | Parent Company Guarantor | ||||||
Current assets: | ||||||
Cash and cash equivalents | 4,416 | 1,930,802 | 110,879 | 88,476 | ||
Trade accounts receivable, less allowance for doubtful accounts | 92,694 | 91,849 | ||||
Other accounts receivable | 15,031 | 19,033 | ||||
Intergroup receivable | 191,295 | 74,102 | ||||
Inventories | 207,445 | 201,006 | ||||
Other current assets | 51,717 | 45,901 | ||||
Total current assets | 562,598 | 2,362,693 | ||||
Property, plant and equipment, at cost | 1,765,817 | 1,726,690 | ||||
Less accumulated depreciation and amortization | 1,087,130 | 1,047,372 | ||||
Net property, plant and equipment | 678,687 | 679,318 | ||||
Investments | 74,429 | 73,500 | ||||
Investment in subsidiaries | 7,073,096 | 1,551,071 | ||||
Other assets | 30,572 | 35,837 | ||||
Goodwill | 49,212 | 49,212 | ||||
Other intangibles, net of amortization | 19,265 | 20,834 | ||||
Intergroup receivable | 0 | |||||
Total assets | 8,487,859 | 4,772,465 | ||||
Current liabilities: | ||||||
Accounts payable | 121,835 | 122,479 | ||||
Intergroup payable | 365,452 | 18,097 | ||||
Accrued expenses | 189,637 | 84,619 | ||||
Current portion of long-term debt | 272,994 | 692,280 | ||||
Dividends payable | 32,295 | 21,458 | ||||
Income taxes payable | 0 | 1,396 | ||||
Total current liabilities | 982,213 | 940,329 | ||||
Long-term debt, less current portion | 2,230,720 | 2,214,755 | ||||
Postretirement benefits | 55,401 | 56,424 | ||||
Pension benefits | 120,593 | 128,238 | ||||
Intergroup payable | 1,810,546 | |||||
Other noncurrent liabilities | 53,933 | 51,936 | ||||
Deferred income taxes | 89,964 | 21,318 | ||||
Albemarle Corporation shareholders’ equity: | ||||||
Common stock | 1,122 | 780 | ||||
Additional paid-in capital | 2,056,082 | 10,447 | ||||
Accumulated other comprehensive loss | (386,413) | (62,413) | ||||
Retained earnings | 1,473,698 | 1,410,651 | ||||
Total Albemarle Corporation shareholders’ equity | 3,144,489 | 1,359,465 | ||||
Noncontrolling interests | 0 | 0 | ||||
Total equity | 3,144,489 | 1,359,465 | ||||
Total liabilities and equity | 8,487,859 | 4,772,465 | ||||
4.625% Senior Notes | Issuer | ||||||
Current assets: | ||||||
Cash and cash equivalents | 1,103 | 0 | 0 | 0 | ||
Trade accounts receivable, less allowance for doubtful accounts | 0 | 0 | ||||
Other accounts receivable | 23,915 | 0 | ||||
Intergroup receivable | 12,455 | 0 | ||||
Inventories | 0 | 0 | ||||
Other current assets | 0 | 0 | ||||
Total current assets | 37,473 | 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 | 4,783,860 | 0 | ||||
Other assets | 3,250 | 0 | ||||
Goodwill | 0 | 0 | ||||
Other intangibles, net of amortization | 0 | 0 | ||||
Intergroup receivable | 3,305,771 | |||||
Total assets | 8,135,245 | 0 | ||||
Current liabilities: | ||||||
Accounts payable | 0 | 0 | ||||
Intergroup payable | 102,004 | 0 | ||||
Accrued expenses | 137,161 | 0 | ||||
Current portion of long-term debt | 0 | 0 | ||||
Dividends payable | 0 | 0 | ||||
Income taxes payable | 11,076 | 0 | ||||
Total current liabilities | 250,241 | 0 | ||||
Long-term debt, less current portion | 1,287,643 | 0 | ||||
Postretirement benefits | 0 | 0 | ||||
Pension benefits | 0 | 0 | ||||
Intergroup payable | 155,701 | |||||
Other noncurrent liabilities | 57,995 | 0 | ||||
Deferred income taxes | 3,031 | 0 | ||||
Albemarle Corporation shareholders’ equity: | ||||||
Common stock | 0 | 0 | ||||
Additional paid-in capital | 6,605,919 | 0 | ||||
Accumulated other comprehensive loss | (269,220) | 0 | ||||
Retained earnings | 43,935 | 0 | ||||
Total Albemarle Corporation shareholders’ equity | 6,380,634 | 0 | ||||
Noncontrolling interests | 0 | 0 | ||||
Total equity | 6,380,634 | 0 | ||||
Total liabilities and equity | 8,135,245 | 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 | 6,380,635 | 0 | ||||
Other assets | 0 | 0 | ||||
Goodwill | 0 | 0 | ||||
Other intangibles, net of amortization | 0 | 0 | ||||
Intergroup receivable | 2,227 | |||||
Total assets | 6,382,862 | 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 | (269,219) | 0 | ||||
Retained earnings | 43,935 | 0 | ||||
Total Albemarle Corporation shareholders’ equity | 5,519,023 | 0 | ||||
Noncontrolling interests | 0 | 0 | ||||
Total equity | 5,519,023 | 0 | ||||
Total liabilities and equity | 6,382,862 | 0 | ||||
4.625% Senior Notes | Non-Guarantor Subsidiaries | ||||||
Current assets: | ||||||
Cash and cash equivalents | 228,971 | 558,966 | 542,241 | 388,763 | ||
Trade accounts receivable, less allowance for doubtful accounts | 525,607 | 293,363 | ||||
Other accounts receivable | 37,325 | 30,390 | ||||
Intergroup receivable | 352,388 | 18,097 | ||||
Inventories | 435,211 | 171,543 | ||||
Other current assets | 121,821 | 25,111 | ||||
Total current assets | 1,701,323 | 1,097,470 | ||||
Property, plant and equipment, at cost | 2,331,104 | 893,980 | ||||
Less accumulated depreciation and amortization | 408,939 | 341,430 | ||||
Net property, plant and equipment | 1,922,165 | 552,550 | ||||
Investments | 374,549 | 120,542 | ||||
Investment in subsidiaries | 6,380,635 | 0 | ||||
Other assets | 157,527 | 125,119 | ||||
Goodwill | 2,761,874 | 194,050 | ||||
Other intangibles, net of amortization | 1,877,728 | 23,291 | ||||
Intergroup receivable | 1,847,122 | |||||
Total assets | 17,022,923 | 2,113,022 | ||||
Current liabilities: | ||||||
Accounts payable | 249,814 | 109,226 | ||||
Intergroup payable | 88,600 | 74,102 | ||||
Accrued expenses | 240,134 | 81,555 | ||||
Current portion of long-term debt | 11,374 | 18,816 | ||||
Dividends payable | 0 | 0 | ||||
Income taxes payable | 68,196 | 7,944 | ||||
Total current liabilities | 658,118 | 291,643 | ||||
Long-term debt, less current portion | 40,601 | 8,280 | ||||
Postretirement benefits | 0 | 0 | ||||
Pension benefits | 330,463 | 42,296 | ||||
Intergroup payable | 2,325,116 | |||||
Other noncurrent liabilities | 138,809 | 35,769 | ||||
Deferred income taxes | 668,849 | 35,566 | ||||
Albemarle Corporation shareholders’ equity: | ||||||
Common stock | 6,808 | 6,808 | ||||
Additional paid-in capital | 12,159,684 | 553,172 | ||||
Accumulated other comprehensive loss | (713,001) | (51,073) | ||||
Retained earnings | 1,277,451 | 1,061,391 | ||||
Total Albemarle Corporation shareholders’ equity | 12,730,942 | 1,570,298 | ||||
Noncontrolling interests | 130,025 | 129,170 | ||||
Total equity | 12,860,967 | 1,699,468 | ||||
Total liabilities and equity | 17,022,923 | 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 | (556,138) | (92,199) | ||||
Inventories | (13,263) | (14,188) | ||||
Other current assets | (11,078) | (4,926) | ||||
Total current assets | (580,479) | (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 | (24,618,226) | (1,551,071) | ||||
Other assets | 0 | 0 | ||||
Goodwill | 0 | 0 | ||||
Other intangibles, net of amortization | 0 | 0 | ||||
Intergroup receivable | (5,155,120) | |||||
Total assets | (30,353,825) | (1,662,384) | ||||
Current liabilities: | ||||||
Accounts payable | 0 | 0 | ||||
Intergroup payable | (556,138) | (92,199) | ||||
Accrued expenses | 0 | 0 | ||||
Current portion of long-term debt | 0 | 0 | ||||
Dividends payable | 0 | 0 | ||||
Income taxes payable | (11,968) | 113 | ||||
Total current liabilities | (568,106) | (92,086) | ||||
Long-term debt, less current portion | 0 | 0 | ||||
Postretirement benefits | 0 | 0 | ||||
Pension benefits | 0 | 0 | ||||
Intergroup payable | (5,155,120) | |||||
Other noncurrent liabilities | 0 | 0 | ||||
Deferred income taxes | 0 | 0 | ||||
Albemarle Corporation shareholders’ equity: | ||||||
Common stock | (6,808) | (6,808) | ||||
Additional paid-in capital | (24,509,910) | (553,172) | ||||
Accumulated other comprehensive loss | 1,251,440 | 51,073 | ||||
Retained earnings | (1,365,321) | (1,061,391) | ||||
Total Albemarle Corporation shareholders’ equity | (24,630,599) | (1,570,298) | ||||
Noncontrolling interests | 0 | 0 | ||||
Total equity | (24,630,599) | (1,570,298) | ||||
Total liabilities and equity | $ (30,353,825) | $ (1,662,384) |
Consolidating Guarantor Finan85
Consolidating Guarantor Financial Information - Statements of Cash Flows 2 (Details) - USD ($) $ in Thousands | 9 Months Ended | |
Sep. 30, 2015 | Sep. 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 | 316,903 | 430,542 |
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 | (164,568) | (76,682) |
Decrease in restricted cash | 57,550 | 0 |
Cash proceeds from divestitures, net | 6,133 | 104,718 |
Return of capital | 98,000 | 0 |
Sales of marketable securities, net | 1,265 | 943 |
Repayments from (long-term advances to) joint ventures | 2,156 | (7,499) |
Proceeds from intercompany investing related activity | 0 | |
Intercompany investing related payments | 0 | |
Net cash (used in) provided by investing activities | (2,099,954) | 21,480 |
Cash flows from financing activities: | ||
Repayments of long-term debt | (1,332,293) | (3,023) |
Proceeds from borrowings of long-term debt | 1,000,000 | 0 |
Repayments of other borrowings, net | (16,854) | (23,554) |
Dividends paid to shareholders | (86,770) | (62,827) |
Dividends paid to noncontrolling interests | (23,195) | (7,612) |
Intercompany dividends paid | 0 | 0 |
Repurchases of common stock | 0 | (150,000) |
Proceeds from exercise of stock options | 342 | 2,713 |
Excess tax benefits realized from stock-based compensation arrangements | 59 | 836 |
Withholding taxes paid on stock-based compensation award distributions | (1,218) | (3,208) |
Debt financing costs | (4,186) | (3,074) |
Other | (3,882) | 0 |
Proceeds from intercompany financing related activity | 0 | |
Intercompany financing related payments | 0 | |
Net cash used in financing activities | (467,997) | (249,749) |
Net effect of foreign exchange on cash and cash equivalents | (4,230) | (26,392) |
(Decrease) increase in cash and cash equivalents | (2,255,278) | 175,881 |
Cash and cash equivalents at end of period | 234,490 | 653,120 |
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 | 369,333 | 203,834 |
Cash flows from investing activities: | ||
Acquisition of Rockwood, net of cash acquired | (3,597,083) | |
Other acquisitions, net of cash acquired | 0 | |
Capital expenditures | (51,900) | (57,124) |
Decrease in restricted cash | 0 | |
Cash proceeds from divestitures, net | 0 | 97,523 |
Return of capital | 0 | |
Sales of marketable securities, net | 1,271 | 962 |
Repayments from (long-term advances to) joint ventures | 2,156 | 0 |
Proceeds from intercompany investing related activity | 0 | |
Intercompany investing related payments | 0 | |
Net cash (used in) provided by investing activities | (3,645,556) | 41,361 |
Cash flows from financing activities: | ||
Repayments of long-term debt | (1,325,104) | (108) |
Proceeds from borrowings of long-term debt | 1,000,000 | |
Repayments of other borrowings, net | (16,018) | (7,124) |
Dividends paid to shareholders | (86,770) | (62,827) |
Dividends paid to noncontrolling interests | 0 | 0 |
Intercompany dividends paid | 0 | 0 |
Repurchases of common stock | (150,000) | |
Proceeds from exercise of stock options | 342 | 2,713 |
Excess tax benefits realized from stock-based compensation arrangements | 59 | 836 |
Withholding taxes paid on stock-based compensation award distributions | (1,218) | (3,208) |
Debt financing costs | (4,186) | (3,074) |
Other | 0 | |
Proceeds from intercompany financing related activity | 1,845,770 | |
Intercompany financing related payments | (62,039) | |
Net cash used in financing activities | 1,350,836 | (222,792) |
Net effect of foreign exchange on cash and cash equivalents | (999) | 0 |
(Decrease) increase in cash and cash equivalents | (1,926,386) | 22,403 |
Cash and cash equivalents at end of period | 4,416 | 110,879 |
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 | (48,949) | 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 | |
Cash proceeds from divestitures, net | 0 | 0 |
Return of capital | 0 | |
Sales of marketable securities, net | 0 | 0 |
Repayments from (long-term advances to) joint ventures | 0 | 0 |
Proceeds from intercompany investing related activity | 1,213,717 | |
Intercompany investing related payments | (1,324,960) | |
Net cash (used in) provided by investing activities | 48,166 | 0 |
Cash flows from financing activities: | ||
Repayments of long-term debt | 0 | 0 |
Proceeds from borrowings of long-term debt | 0 | |
Repayments of other borrowings, net | 0 | 0 |
Dividends paid to shareholders | 0 | 0 |
Dividends paid to noncontrolling interests | 0 | 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 | 1,886 | 0 |
(Decrease) increase in cash and cash equivalents | 1,103 | 0 |
Cash and cash equivalents at end of period | 1,103 | 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 | |
Cash proceeds from divestitures, net | 0 | 0 |
Return of capital | 0 | |
Sales of marketable securities, net | 0 | 0 |
Repayments from (long-term advances to) joint ventures | 0 | 0 |
Proceeds from intercompany investing related activity | 0 | |
Intercompany investing related payments | 0 | |
Net cash (used in) provided by investing activities | 0 | 0 |
Cash flows from financing activities: | ||
Repayments of long-term debt | 0 | 0 |
Proceeds from borrowings of long-term debt | 0 | |
Repayments of other borrowings, net | 0 | 0 |
Dividends paid to shareholders | 0 | 0 |
Dividends paid to noncontrolling interests | 0 | 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 | 19,839 | 232,718 |
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 | (112,668) | (19,558) |
Decrease in restricted cash | 57,550 | |
Cash proceeds from divestitures, net | 6,133 | 7,195 |
Return of capital | 98,000 | |
Sales of marketable securities, net | (6) | (19) |
Repayments from (long-term advances to) joint ventures | 0 | (7,499) |
Proceeds from intercompany investing related activity | 82 | |
Intercompany investing related payments | (1,341,728) | |
Net cash (used in) provided by investing activities | 44,547 | (19,881) |
Cash flows from financing activities: | ||
Repayments of long-term debt | (7,189) | (2,915) |
Proceeds from borrowings of long-term debt | 0 | |
Repayments of other borrowings, net | (836) | (16,430) |
Dividends paid to shareholders | 0 | 0 |
Dividends paid to noncontrolling interests | (23,195) | (7,612) |
Intercompany dividends paid | (23,402) | (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 | 820,918 | |
Intercompany financing related payments | (1,151,678) | |
Net cash used in financing activities | (389,264) | (32,967) |
Net effect of foreign exchange on cash and cash equivalents | (5,117) | (26,392) |
(Decrease) increase in cash and cash equivalents | (329,995) | 153,478 |
Cash and cash equivalents at end of period | 228,971 | 542,241 |
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 | (23,402) | (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 | |
Cash proceeds from divestitures, net | 0 | 0 |
Return of capital | 0 | |
Sales of marketable securities, net | 0 | 0 |
Repayments from (long-term advances to) joint ventures | 0 | 0 |
Proceeds from intercompany investing related activity | (1,213,799) | |
Intercompany investing related payments | 2,666,688 | |
Net cash (used in) provided by investing activities | 1,452,889 | 0 |
Cash flows from financing activities: | ||
Repayments of long-term debt | 0 | 0 |
Proceeds from borrowings of long-term debt | 0 | |
Repayments of other borrowings, net | 0 | 0 |
Dividends paid to shareholders | 0 | 0 |
Dividends paid to noncontrolling interests | 0 | 0 |
Intercompany dividends paid | 23,402 | 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 | (2,666,688) | |
Intercompany financing related payments | 1,213,799 | |
Net cash used in financing activities | (1,429,487) | 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 |