ELEMENT SOLUTIONS INC, 10-Q filed on 10/26/2023
Quarterly Report
v3.23.3
Cover Page - shares
9 Months Ended
Sep. 30, 2023
Oct. 19, 2023
Cover [Abstract]    
Document Type 10-Q  
Document Quarterly Report true  
Document Period End Date Sep. 30, 2023  
Document Transition Report false  
Entity File Number 001-36272  
Entity Registrant Name Element Solutions Inc  
Entity Incorporation, State or Country Code DE  
Entity Tax Identification Number 37-1744899  
Entity Address, Street Name 500 East Broward Boulevard, Suite 1860  
Entity Address, Postal Zip Code 33394  
Entity Address, City Fort Lauderdale,  
Entity Address, State FL  
City Area Code 561  
Local Phone Number 207-9600  
Title of each class Common Stock, par value $0.01 per share  
Trading symbol(s) ESI  
Name of each exchange on which registered NYSE  
Entity Current Reporting Status Yes  
Entity Interactive Data Current Yes  
Entity Filer Category Large Accelerated Filer  
Entity Small Business false  
Entity Emerging Growth Company false  
Entity Shell Company false  
Entity Common Stock, Shares Outstanding   241,516,314
Current Fiscal Year End Date --12-31  
Amendment Flag false  
Entity Central Index Key 0001590714  
Document Fiscal Year Focus 2023  
Document Fiscal Period Focus Q3  
v3.23.3
CONDENSED CONSOLIDATED STATEMENTS OF OPERATIONS (Unaudited) - USD ($)
shares in Millions, $ in Millions
3 Months Ended 9 Months Ended
Sep. 30, 2023
Sep. 30, 2022
Sep. 30, 2023
Sep. 30, 2022
Income Statement [Abstract]        
Net sales $ 599.3 $ 618.5 $ 1,759.8 $ 1,975.6
Cost of sales 357.4 396.6 1,061.6 1,240.9
Gross profit 241.9 221.9 698.2 734.7
Operating expenses:        
Selling, technical, general and administrative 149.9 131.4 445.8 431.3
Research and development 12.9 11.3 54.3 38.2
Goodwill impairment 80.0 0.0 80.0 0.0
Total operating expenses 242.8 142.7 580.1 469.5
Operating (loss) profit (0.9) 79.2 118.1 265.2
Other (expense) income:        
Interest expense, net (13.3) (12.3) (37.0) (39.6)
Foreign exchange (loss) gain (5.3) 0.9 8.6 2.9
Other income, net 3.1 2.0 1.8 5.2
Total other expense (15.5) (9.4) (26.6) (31.5)
(Loss) income before income taxes and non-controlling interests (16.4) 69.8 91.5 233.7
Income tax expense (15.3) (16.5) (53.4) (60.4)
Net (loss) income from continuing operations (31.7) 53.3 38.1 173.3
Income from discontinued operations, net of tax 0.0 0.0 2.9 1.8
Net income (31.7) 53.3 41.0 175.1
Net income attributable to non-controlling interests (0.1) (0.1) 0.0 (0.6)
Net (loss) income attributable to common stockholders $ (31.8) $ 53.2 $ 41.0 $ 174.5
(Loss) earnings per share        
Basic from continuing operations (in dollars per share) $ (0.13) $ 0.22 $ 0.16 $ 0.70
Basic from discontinued operations (in dollars per share) 0 0 0.01 0.01
Basic attributable to common stockholders (in dollars per share) (0.13) 0.22 0.17 0.71
Diluted from continuing operations (in dollars per share) (0.13) 0.22 0.16 0.70
Diluted from discontinued operations (in dollars per share) 0 0 0.01 0.01
Diluted attributable to common stockholders (in dollars per share) $ (0.13) $ 0.22 $ 0.17 $ 0.71
Weighted average common shares outstanding        
Basic (in shares) 241.5 244.7 241.4 246.4
Diluted (in shares) 241.5 245.0 241.8 247.2
v3.23.3
CONDENSED CONSOLIDATED STATEMENTS OF COMPREHENSIVE LOSS (Unaudited) - USD ($)
$ in Millions
3 Months Ended 9 Months Ended
Sep. 30, 2023
Sep. 30, 2022
Sep. 30, 2023
Sep. 30, 2022
Statement of Comprehensive Income [Abstract]        
Net (loss) income $ (31.7) $ 53.3 $ 41.0 $ 175.1
Foreign currency translation:        
Other comprehensive loss before reclassifications, net of tax expense of $0.6 and $5.4 for the three months ended September 30, 2023 and 2022 and $0.6 and $7.8 for the nine months ended September 30, 2023 and 2022, respectively (21.8) (107.4) (80.4) (233.8)
Total foreign currency translation adjustments (21.8) (107.4) (80.4) (233.8)
Available-for-sale debt securities:        
Other comprehensive loss before reclassifications, net of tax expense of $0.0 for the three and nine months ended September 30, 2023, respectively 0.0 0.0 (1.0) 0.0
Total unrealized loss on available-for-sale debt securities 0.0 0.0 (1.0) 0.0
Derivative financial instruments:        
Other comprehensive income before reclassifications, net of tax (benefit) expense of $(0.7)and $4.3 for the three months ended September 30, 2023 and 2022 and $(1.6) and $16.0 for the nine months ended September 30, 2023 and 2022, respectively 7.3 15.1 20.5 43.7
Reclassifications, net of tax expense of $0.0 for the three months ended September 30, 2023 and 2022 and $0.0 for the nine months ended September 30, 2023 and 2022, respectively (10.8) (0.9) (28.6) 6.9
Total unrealized (loss) gain on qualified hedging derivatives (3.5) 14.2 (8.1) 50.6
Other comprehensive loss (25.3) (93.2) (89.5) (183.2)
Comprehensive loss (57.0) (39.9) (48.5) (8.1)
Comprehensive loss attributable to non-controlling interests 0.0 0.1 0.5 1.6
Comprehensive loss attributable to common stockholders $ (57.0) $ (39.8) $ (48.0) $ (6.5)
v3.23.3
CONDENSED CONSOLIDATED STATEMENTS OF COMPREHENSIVE LOSS (Parenthetical) - USD ($)
$ in Millions
3 Months Ended 9 Months Ended
Sep. 30, 2023
Sep. 30, 2022
Sep. 30, 2023
Sep. 30, 2022
Foreign currency translation:        
Before reclassification adjustment, tax $ 0.6 $ 5.4 $ 0.6 $ 7.8
Available-for-sale debt securities:        
Before reclassification adjustments, tax 0.0 0.0 0.0 0.0
Derivative financial instruments:        
Before reclassification adjustment, tax expense (benefit) (0.7) 4.3 (1.6) 16.0
Reclassification adjustment, tax $ 0.0 $ 0.0 $ 0.0 $ 0.0
v3.23.3
CONDENSED CONSOLIDATED BALANCE SHEETS (Unaudited) - USD ($)
$ in Millions
Sep. 30, 2023
Dec. 31, 2022
Assets    
Cash & cash equivalents $ 329.6 $ 265.6
Accounts receivable, net of allowance for doubtful accounts of $14.0 and $14.4 at September 30, 2023 and December 31, 2022, respectively 449.5 455.8
Inventories 322.8 290.7
Prepaid expenses 31.3 38.5
Other current assets 166.3 138.1
Total current assets 1,299.5 1,188.7
Property, plant and equipment, net 279.2 277.2
Goodwill 2,281.5 2,412.8
Intangible assets, net 889.6 805.5
Deferred income tax assets 49.8 51.5
Other assets 169.2 168.0
Total assets 4,968.8 4,903.7
Liabilities and stockholders' equity    
Accounts payable 143.8 132.2
Current installments of long-term debt 11.5 11.5
Accrued expenses and other current liabilities 221.4 200.7
Total current liabilities 376.7 344.4
Debt 2,027.8 1,883.8
Pension and post-retirement benefits 34.6 36.7
Deferred income tax liabilities 104.4 121.2
Other liabilities 179.1 168.5
Total liabilities 2,722.6 2,554.6
Commitments and contingencies (Note 9)
Stockholders' equity    
Common stock: 400.0 shares authorized (2023: 266.2 shares issued; 2022: 265.1 shares issued) 2.7 2.7
Additional paid-in capital 4,197.7 4,185.9
Treasury stock (2023: 24.6 shares; 2022: 24.3 shares) (341.9) (334.2)
Accumulated deficit (1,241.2) (1,223.8)
Accumulated other comprehensive loss (387.1) (298.1)
Total stockholders' equity 2,230.2 2,332.5
Non-controlling interests 16.0 16.6
Total equity 2,246.2 2,349.1
Total liabilities and stockholders' equity $ 4,968.8 $ 4,903.7
v3.23.3
CONDENSED CONSOLIDATED BALANCE SHEETS (Parenthetical) - USD ($)
$ in Millions
Sep. 30, 2023
Dec. 31, 2022
Assets    
Allowance for doubtful accounts, current $ 14.0 $ 14.4
Stockholders' equity    
Common shares authorized (in shares) 400,000,000.0 400,000,000.0
Common shares issued (in shares) 266,200,000 265,100,000
Treasury shares (in shares) 24,600,000 24,300,000
v3.23.3
CONDENSED CONSOLIDATED STATEMENTS OF CASH FLOWS (Unaudited) - USD ($)
$ in Millions
9 Months Ended
Sep. 30, 2023
Sep. 30, 2022
Cash flows from operating activities:    
Net income $ 41.0 $ 175.1
Net income from discontinued operations, net of tax 2.9 1.8
Net (loss) income from continuing operations 38.1 173.3
Reconciliations of net income to net cash flows provided by operating activities:    
Depreciation and amortization 124.7 122.0
Deferred income taxes (8.1) 3.9
Foreign exchange gain (10.5) (1.0)
Incentive stock compensation 10.6 12.8
Goodwill impairment 80.0 0.0
Other, net 25.8 10.7
Changes in assets and liabilities, net of acquisitions:    
Accounts receivable (6.6) (23.3)
Inventories (37.2) (63.1)
Accounts payable 13.3 32.1
Accrued expenses (8.0) (47.9)
Prepaid expenses and other current assets 3.4 (22.0)
Other assets and liabilities (3.7) (2.1)
Net cash flows provided by operating activities 221.8 195.4
Cash flows from investing activities:    
Capital expenditures (36.3) (32.8)
Proceeds from disposal of property, plant and equipment 1.4 3.4
Acquisitions, net of cash acquired (188.6) (22.6)
Other, net (2.7) (9.9)
Net cash flows used in investing activities (226.2) (61.9)
Cash flows from financing activities:    
Debt proceeds 150.0 0.0
Repayments of borrowings (8.6) (11.9)
Repurchases of common stock 0.0 (113.5)
Dividends (58.1) (59.2)
Payment of financing fees (1.0) 0.0
Other, net (7.7) (27.0)
Net cash flows provided by (used in) financing activities 74.6 (211.6)
Net cash flows provided by operating activities of discontinued operations 2.9 1.8
Effect of exchange rate changes on cash and cash equivalents (9.1) (19.8)
Net increase (decrease) in cash and cash equivalents 64.0 (96.1)
Cash and cash equivalents at beginning of period 265.6 330.1
Cash and cash equivalents at end of period $ 329.6 $ 234.0
v3.23.3
CONDENSED CONSOLIDATED STATEMENTS OF CHANGES IN STOCKHOLDERS' EQUITY - USD ($)
$ in Millions
Total
Total Stockholders' Equity
Common Stock
Additional Paid-in Capital
Treasury Stock
Accumulated Deficit
Accumulated Other Comprehensive (Loss) Income
Non- controlling Interests
Balance at Dec. 31, 2021 $ 2,500.8 $ 2,480.7 $ 2.6 $ 4,166.6 $ (159.2) $ (1,331.9) $ (197.4) $ 20.1
Balance (in shares) at Dec. 31, 2021     261,937,509          
Balance (in shares) at Dec. 31, 2021         15,195,525      
Increase (Decrease) in Stockholders' Equity                
Net (loss) income 175.1 174.5       174.5   0.6
Other comprehensive loss, net of taxes (183.2) (181.0)         (181.0) (2.2)
Exercise/ vesting of stock-based compensation (23.9) (23.9) $ 0.1   $ (24.0)      
Exercise/ vesting of share based compensation (in shares)     3,040,841   1,033,035      
Issuance of common stock under Employee Stock Purchase Plan (in shares)     57,176          
Issuance of common stock under Employee Stock Purchase Plan 1.0 1.0   1.0        
Repurchases of common stock (116.5) (116.5)     $ (116.5)      
Repurchases of common stock (in shares)         6,011,945      
Dividends (59.7) (59.7)       (59.7)    
Equity compensation expense 13.1 13.1   13.1        
Changes in non-controlling interests (2.0) (0.1)   (0.1)       (1.9)
Balance (in shares) at Sep. 30, 2022     265,035,526          
Balance at Sep. 30, 2022 2,304.7 2,288.1 $ 2.7 4,180.6 $ (299.7) (1,217.1) (378.4) 16.6
Balance (in shares) at Sep. 30, 2022         22,240,505      
Balance at Jun. 30, 2022 2,415.2 2,398.2 $ 2.7 4,176.4 $ (244.9) (1,250.6) (285.4) 17.0
Balance (in shares) at Jun. 30, 2022     265,013,065          
Balance (in shares) at Jun. 30, 2022         19,221,388      
Increase (Decrease) in Stockholders' Equity                
Net (loss) income 53.3 53.2       53.2   0.1
Other comprehensive loss, net of taxes (93.2) (93.0)         (93.0) (0.2)
Exercise/ vesting of stock-based compensation 0.0              
Exercise/ vesting of share based compensation (in shares)     851   266      
Issuance of common stock under Employee Stock Purchase Plan (in shares)     21,610          
Issuance of common stock under Employee Stock Purchase Plan 0.3 0.3   0.3        
Repurchases of common stock (54.8) (54.8)     $ (54.8)      
Repurchases of common stock (in shares)         3,018,851      
Dividends (19.7) (19.7)       (19.7)    
Equity compensation expense 4.1 4.1   4.1        
Changes in non-controlling interests (0.5) (0.2)   (0.2)       (0.3)
Balance (in shares) at Sep. 30, 2022     265,035,526          
Balance at Sep. 30, 2022 2,304.7 2,288.1 $ 2.7 4,180.6 $ (299.7) (1,217.1) (378.4) 16.6
Balance (in shares) at Sep. 30, 2022         22,240,505      
Balance at Dec. 31, 2022 $ 2,349.1 2,332.5 $ 2.7 4,185.9 $ (334.2) (1,223.8) (298.1) 16.6
Balance (in shares) at Dec. 31, 2022     265,062,533          
Balance (in shares) at Dec. 31, 2022 24,300,000       24,272,748      
Increase (Decrease) in Stockholders' Equity                
Net (loss) income $ 41.0 41.0       41.0   0.0
Other comprehensive loss, net of taxes (89.5) (89.0)         (89.0) (0.5)
Exercise/ vesting of stock-based compensation (7.7) (7.7)     $ (7.7)      
Exercise/ vesting of share based compensation (in shares)     1,038,192   372,007      
Issuance of common stock under Employee Stock Purchase Plan (in shares)     60,344          
Issuance of common stock under Employee Stock Purchase Plan 1.0 1.0   1.0        
Dividends (58.4) (58.4)       (58.4)    
Equity compensation expense 10.8 10.8   10.8        
Changes in non-controlling interests (0.1)             (0.1)
Balance (in shares) at Sep. 30, 2023     266,161,069          
Balance at Sep. 30, 2023 $ 2,246.2 2,230.2 $ 2.7 4,197.7 $ (341.9) (1,241.2) (387.1) 16.0
Balance (in shares) at Sep. 30, 2023 24,600,000       24,644,755      
Balance at Jun. 30, 2023 $ 2,319.7 2,303.5 $ 2.7 4,194.4 $ (341.8) (1,189.9) (361.9) 16.2
Balance (in shares) at Jun. 30, 2023     266,130,782          
Balance (in shares) at Jun. 30, 2023         24,641,709      
Increase (Decrease) in Stockholders' Equity                
Net (loss) income (31.7) (31.8)       (31.8)   0.1
Other comprehensive loss, net of taxes (25.3) (25.2)         (25.2) (0.1)
Exercise/ vesting of stock-based compensation (0.1) (0.1) $ 0.0   $ (0.1)      
Exercise/ vesting of share based compensation (in shares)     10,107   3,046      
Issuance of common stock under Employee Stock Purchase Plan (in shares)     20,180          
Issuance of common stock under Employee Stock Purchase Plan 0.3 0.3   0.3        
Dividends (19.5) (19.5)       (19.5)    
Equity compensation expense 3.0 3.0   3.0        
Changes in non-controlling interests (0.2)             (0.2)
Balance (in shares) at Sep. 30, 2023     266,161,069          
Balance at Sep. 30, 2023 $ 2,246.2 $ 2,230.2 $ 2.7 $ 4,197.7 $ (341.9) $ (1,241.2) $ (387.1) $ 16.0
Balance (in shares) at Sep. 30, 2023 24,600,000       24,644,755      
v3.23.3
CONDENSED CONSOLIDATED STATEMENTS OF CHANGES IN STOCKHOLDERS' EQUITY (Parenthetical) - $ / shares
3 Months Ended 9 Months Ended
Sep. 30, 2023
Sep. 30, 2022
Sep. 30, 2023
Sep. 30, 2022
Statement of Stockholders' Equity [Abstract]        
Dividends declared (in dollars per share) $ 0.08 $ 0.08 $ 0.24 $ 0.24
v3.23.3
BACKGROUND AND BASIS OF PRESENTATION
9 Months Ended
Sep. 30, 2023
Organization, Consolidation and Presentation of Financial Statements [Abstract]  
BACKGROUND AND BASIS OF PRESENTATION BACKGROUND AND BASIS OF PRESENTATION
Background
Element Solutions was incorporated in Delaware in January 2014 and its shares of common stock, par value $0.01 per share, trade on the New York Stock Exchange under the ticker symbol “ESI.”
Element Solutions is a leading global specialty chemicals company whose businesses supply a broad range of solutions that enhance the performance of products people use every day. Developed in multi-step technological processes, these innovative solutions enable customers' manufacturing processes in several key industries, including consumer electronics, power electronics, semiconductor fabrication, communications and data storage infrastructure, automotive systems, industrial surface finishing, consumer packaging and offshore energy. Element Solutions' businesses provide products that, in substantially all cases, are consumed by customers as part of their production process, providing the Company with reliable and recurring revenue streams as the products are replenished in order to continue production. Element Solutions delivers its products to customers through its sales and service workforce, regional distributors and manufacturing representatives.
Basis of Presentation
The accompanying unaudited Condensed Consolidated Financial Statements have been prepared in accordance with GAAP and include the accounts of Element Solutions and all of its controlled subsidiaries. The Company consolidates the income, expenses, assets, liabilities and cash flows of its subsidiaries from the date it acquires control or becomes the primary beneficiary. All intercompany accounts and transactions have been eliminated upon consolidation.
In preparing the unaudited Condensed Consolidated Financial Statements in conformity with GAAP, management uses estimates and assumptions that may affect the reported amounts of assets and liabilities, the disclosure of contingent assets and liabilities at the date of the financial statements and the reported amounts of net sales and expenses during the reporting period. Management applies judgment based on its understanding and analysis of the relevant circumstances, including historical experience and future expectations. These judgments, by their nature, are subject to an inherent degree of uncertainty and, accordingly, actual results could differ significantly from these estimates and assumptions.
These unaudited Condensed Consolidated Financial Statements reflect all adjustments that are normal, recurring and necessary for a fair statement of the Company's financial position, results of operations and cash flows for interim periods, but are not necessarily indicative of the results of operations that may be expected for the year ending December 31, 2023. These unaudited Condensed Consolidated Financial Statements should be read in conjunction with the Company's Consolidated Financial Statements and related notes included in its 2022 Annual Report.
In the first quarter of 2023, the Company transferred operational responsibility of its Films business from its Graphics Solutions business within its Industrial & Specialty segment to its Circuitry Solutions business in its Electronics segment. The financial results of this business are not material to the Company's Consolidated Financial Statements. In addition, the Company transferred certain product lines between its Assembly Solutions business and its Semiconductor Solutions business, both of which are part of its Electronics segment, to align more closely with its current business structure. Historical information has been reclassified to reflect these changes for all periods presented in the unaudited Condensed Consolidated Financial Statements included in this Quarterly Report.
Certain prior year amounts have also been reclassified to conform to the current year’s presentation.
v3.23.3
ACQUISITIONS
9 Months Ended
Sep. 30, 2023
Business Combination and Asset Acquisition [Abstract]  
ACQUISITIONS ACQUISITIONS
ViaForm Distribution Rights
On June 1, 2023, the Company terminated a long-standing distribution agreement related to its ViaForm® electrochemical deposition products for $200 million, including $170 million paid at closing and a deferred payment of $30.0 million which remains contingent upon satisfaction of certain conditions during the applicable transition period. Following the transition period, the Company expects to manage all aspects of the ViaForm® product line in-house, which it believes will result in a more efficient supply chain and improved customer outcomes for leading semiconductor fabricators. This deferred payment is expected to be paid in the fourth quarter of 2023 and, as such, is included in the Condensed Consolidated Balance Sheets as "Accrued expenses and other current liabilities." The transaction did not meet the accounting definition of a business which precluded any goodwill from being recognized and allowed the Company to capitalize $0.5 million of transaction costs. The financial results of this transaction are included in the Company's Semiconductor Solutions business within its Electronics segment.
In connection with the transaction, the Company recognized a reacquired distribution right intangible asset of $187 million, which will be amortized over 15 years, and a receivable of $13.5 million which will be settled in inventory and cash at the conclusion of the transition period and is included in the Condensed Consolidated Balance Sheets as "Other current assets." The amount paid, including future consideration, is deductible for tax purposes.
Kuprion Acquisition
On May 19, 2023, the Company completed the Kuprion Acquisition for $15.9 million, net of cash, with potential additional payments in various installments, which are not to exceed $259 million in aggregate, to be made upon the achievement of certain milestones associated with product qualification and revenue through December 31, 2030. The Company acquired Kuprion, Inc. to complement its next-generation nano-copper technology to the semiconductor, circuit board and electronics assembly markets. As the acquisition did not meet the accounting definition of a business and the technology acquired is still in development with no alternative future use, $15.7 million was expensed to research and development in the Condensed Consolidated Statements of Operations. Any potential earn-out payments to be paid based on milestones will be recognized when probable and estimable and either expensed as additional research and development expense, if the technology did not yet meet the accounting definition of an asset, or capitalized as a developed technology intangible asset. The Company does not expect payments associated with the contingent consideration to be material for the remainder of 2023. Kuprion, Inc. is included in the Company's Semiconductor Solutions business within its Electronics segment. The amount paid, including future consideration, is not deductible for tax purposes.
v3.23.3
INVENTORIES
9 Months Ended
Sep. 30, 2023
Inventory Disclosure [Abstract]  
INVENTORIES INVENTORIESThe major components of inventory, on a net basis, were as follows:
 (dollars in millions)September 30, 2023December 31, 2022
Finished goods$192.7 $164.4 
Work in process36.5 25.9 
Raw materials and supplies93.6 100.4 
Total inventories$322.8 $290.7 
v3.23.3
PROPERTY, PLANT AND EQUIPMENT
9 Months Ended
Sep. 30, 2023
Property, Plant and Equipment [Abstract]  
PROPERTY, PLANT AND EQUIPMENT PROPERTY, PLANT AND EQUIPMENTThe major components of property, plant and equipment were as follows:
 (dollars in millions)September 30, 2023December 31, 2022
Land and leasehold improvements$50.1 $52.0 
Buildings and improvements165.9 163.9 
Machinery, equipment, fixtures and software315.7 299.8 
Construction in process55.0 50.3 
Total property, plant and equipment586.7 566.0 
Accumulated depreciation(307.5)(288.8)
Property, plant and equipment, net$279.2 $277.2 
For the three months ended September 30, 2023 and 2022, the Company recorded depreciation expense of $11.8 million and $10.6 million, respectively. For the nine months ended September 30, 2023 and 2022, the Company recorded depreciation expense of $31.4 million and $31.5 million, respectively.
v3.23.3
GOODWILL AND INTANGIBLE ASSETS
9 Months Ended
Sep. 30, 2023
Goodwill and Intangible Assets Disclosure [Abstract]  
GOODWILL AND INTANGIBLE ASSETS GOODWILL AND INTANGIBLE ASSETS
Goodwill
The changes in the carrying amount of goodwill by segment were as follows:
 (dollars in millions)ElectronicsIndustrial & SpecialtyTotal
Balance at December 31, 2022$1,304.0 $1,108.8 (1)$2,412.8 
Transfer of Films business (2)
7.9 (7.9)— 
Goodwill impairment
— (80.0)(80.0)
Foreign currency translation and other(43.2)(8.1)(51.3)
Balance at September 30, 2023$1,268.7 $1,012.8 $2,281.5 
(1) Includes accumulated impairment losses of $46.6 million.
(2) Goodwill was reallocated using a relative fair value approach and assessed for impairment both before and after the allocation. See Note 1, Background and Basis of Presentation, to the unaudited Condensed Consolidated Financial Statements for further information.
Goodwill is tested for impairment at the reporting unit level in the fourth quarter of each year or when events or changes in circumstances indicate that goodwill might be impaired. During the third quarter of 2023, given the lower-than-expected results of the Graphics Solutions reporting unit, the Company determined that it was more likely than not that the fair value of this reporting unit was less than its carrying value. As a result, the Company conducted an interim goodwill impairment test using the same quantitative methodologies used for its 2022 annual goodwill impairment test (as described in Note 2, Summary of Significant Accounting Policies, to the Consolidated Financial Statements to the 2022 Annual Report). This quantitative test confirmed that goodwill was impaired and the Company recorded an $80.0 million impairment charge in the Condensed Consolidated Statement of Operations to reduce the carrying value of this reporting unit to its estimated fair value. This impairment charge was primarily driven by the reduction of the expected long-term cash flows for the business due to profit margin pressures from raw material inflation across the packaging supply chain, the recent loss of a significant newspaper customer, and a higher WACC as compared to the assumptions used for the 2022 annual goodwill impairment test.
As of September 30, 2023, following the impairment, the goodwill assigned to the Graphics Solutions reporting unit was approximately $129 million. After recording the impairment, its carrying value was equal to its estimated fair value.
Intangible Assets
The major components of intangible assets were as follows:
 September 30, 2023December 31, 2022
 (dollars in millions)Gross Carrying
Amount
Accumulated
Amortization
Net Book
Value
Gross Carrying
Amount
Accumulated
Amortization
Net Book
Value
Customer relationships$952.2 $(478.1)$474.1 $967.5 $(434.1)$533.4 
Developed technology398.8 (299.5)99.3 408.9 (277.0)131.9 
Trade names93.6 (28.5)65.1 96.0 (23.8)72.2 
Reacquired distribution rights187.0 (4.2)182.8 — — — 
Other0.6 (0.3)0.3 — — — 
Indefinite-lived trade name68.0 — 68.0 68.0 — 68.0 
Total$1,700.2 $(810.6)$889.6 $1,540.4 $(734.9)$805.5 
For the three months ended September 30, 2023 and 2022, the Company recorded amortization expense on intangible assets of $32.7 million and $29.2 million, respectively. For the nine months ended September 30, 2023 and 2022, the Company recorded amortization expense on intangible assets of $93.3 million and $90.5 million, respectively.
v3.23.3
DEBT
9 Months Ended
Sep. 30, 2023
Debt Disclosure [Abstract]  
DEBT DEBT
The Company’s debt obligations consisted of the following:
 (dollars in millions)Maturity DateInterest RateSeptember 30, 2023December 31, 2022
Term Loans A (1)
2026
SOFR plus 1.75%
$149.2 $— 
Term Loans B (1)
2026
SOFR plus 2.00%
1,098.2 1,104.5 
Senior Notes - $800 million (2)
20283.875%791.9 790.8 
Total debt2,039.3 1,895.3 
Less: current installments of long-term debt11.5 11.5 
Total long-term debt$2,027.8 $1,883.8 

(1) Term loans, net of unamortized discounts and debt issuance costs of $8.0 million and $9.5 million at September 30, 2023 and December 31, 2022, respectively. The effective interest rate was 2.8% and 1.6% at September 30, 2023 and December 31, 2022, respectively, including the effects of interest rate swaps and net investment hedges. See Note 7, Financial Instruments, to the unaudited Condensed Consolidated Financial Statements for further information regarding the Company's interest rate swaps and net investment hedges.
(2) Senior notes, net of unamortized debt issuance costs of $8.1 million and $9.2 million at September 30, 2023 and December 31, 2022, respectively. The effective interest rate was 4.1% at September 30, 2023 and December 31, 2022, respectively.
Credit Agreement
On June 1, 2023, the Company amended its Credit Agreement and borrowed U.S. dollar denominated term loans A in an aggregate principal amount of $150 million under an incremental term loan facility. The new term loans A have identical terms as the term loans B, including a maturity date of January 2026, except for a first lien net leverage ratio covenant, their SOFR spread adjustment and the lack of required quarterly principal payments. Proceeds of the transaction were used to finance a portion of the reacquired ViaForm Distribution Rights.
Guarantees, Covenants and Events of Default
The obligations of the borrowers (the Company and its subsidiary, MacDermid, Incorporated) under the Credit Agreement are guaranteed, jointly and severally, by certain of their domestic subsidiaries and secured by a first-priority security interest in substantially all of their assets and the assets of the guarantors, including mortgages on material real property, subject to certain exceptions.
The Credit Agreement contains customary representations and warranties and affirmative and negative covenants, including limitations on additional indebtedness, dividends, and other distributions, entry into new lines of business, use of loan proceeds, capital expenditures, restricted payments, restrictions on liens on the assets of the borrowers or any guarantor, transactions with affiliates, amendments to organizational documents, accounting changes, sale and leaseback transactions and dispositions. Subject to certain exceptions, the borrowers are required to maintain a first lien net leverage ratio not to exceed 5.0 to 1.0 under the term loan A facility and any borrowings under the revolving credit facility in an aggregate amount greater than 30% of the commitment amount, subject to a right to cure.
The Credit Agreement requires the borrowers to make mandatory prepayments of borrowings, subject to certain exceptions, as described in the Credit Agreement. In addition, the Credit Agreement contains customary events of default that include, among others, non-payment of principal, interest or fees, violation of covenants, inaccuracy of representations and warranties, failure to make payment on, or defaults with respect to, certain other material indebtedness, bankruptcy and insolvency events, material judgments and change of control provisions. Upon the occurrence of an event of default, and after the expiration of any applicable grace period, payment of any outstanding loans under the Credit Agreement may be accelerated and the lenders could foreclose on their security interests in the assets of the borrowers and the guarantors.
At September 30, 2023, the Company was in compliance with the debt covenants contained in the Credit Agreement and had full availability of its unused borrowing capacity of $369 million, net of letters of credit, under the revolving credit facility. The Company is required to pay a commitment fee on any undrawn portion of the revolving credit facility which is not material.
Senior Notes
3.875% USD Notes due 2028
The indenture governing the 3.875% USD Notes due 2028 provides for, among other things, customary affirmative and negative covenants, events of default and other customary provisions. The notes accrue interest at a rate of 3.875% per annum, payable semi-annually in arrears, on March 1 and September 1 of each year, and will mature on September 1, 2028, unless earlier repurchased or redeemed. Pursuant to the indenture, the Company has the option to redeem the 3.875% USD Notes due 2028 prior to their maturity, subject to, in certain cases, the payment of an applicable make-whole premium, or to repurchase them by any means other than a redemption, including by tender offer, open market purchases or negotiated transactions. The 3.875% USD Notes due 2028 are fully and unconditionally guaranteed on a senior unsecured basis by generally all of the Company’s domestic subsidiaries that guarantee the obligations of the borrowers under the Credit Agreement.
Lines of Credit and Other Debt Facilities
The Company has access to various revolving lines of credit, short-term debt facilities and overdraft facilities worldwide which are used to fund short-term cash needs. At September 30, 2023 and December 31, 2022, there were $0.3 million and no amounts outstanding under such facilities, respectively. The Company had letters of credit outstanding of $5.9 million and $6.0 million at September 30, 2023 and December 31, 2022, respectively, of which $5.9 million and $6.0 million at September 30, 2023 and December 31, 2022, respectively, reduced the borrowings available under the various facilities. At September 30, 2023 and December 31, 2022, the availability under these facilities totaled approximately $392 million and $391 million, respectively, net of outstanding letters of credit.
v3.23.3
FINANCIAL INSTRUMENTS
9 Months Ended
Sep. 30, 2023
Derivative Instruments and Hedging Activities Disclosure [Abstract]  
FINANCIAL INSTRUMENTS FINANCIAL INSTRUMENTS
Derivatives and Hedging
In the normal course of business, the Company is exposed to risks relating to changes in interest rates, foreign currency exchange rates and commodity prices. Derivative financial instruments, such as interest rate swaps, net investment hedges, foreign currency exchange forward contracts and commodities derivative contracts are used to manage the risks associated with changes in the conditions of those markets. All derivatives are recognized in the Condensed Consolidated Balance Sheets at fair value. The counterparties to the Company’s derivative agreements are primarily major international financial institutions. The Company continually monitors its derivative positions and the credit ratings of its counterparties and does not anticipate nonperformance on their part.
Interest Rate and Cross-Currency Swaps
The Company uses interest rate swaps and cross-currency swaps to reduce its exposure to interest rate risk and foreign currency risk. The Company has designated its interest rate swaps as cash flow hedges and its cross-currency swaps as net investment hedges of the foreign currency exposure of a portion of its net investment in certain euro functional subsidiaries. These swaps, as amended from time to time, effectively convert the Company's term loans under the Credit Agreement, which are U.S. dollar denominated debt obligations, into fixed-rate euro-denominated debt through their respective expiration dates.
In June 2023, the Company entered into interest rate swaps and cross-currency swaps to effectively convert the $150 million of incremental term loans A from U.S. dollar denominated debt obligations into fixed-rate euro-denominated debt through January 2026.
In March 2023, the Company terminated and replaced $360 million of its interest rate swaps and cross-currency swaps with swaps that mature in January 2026; which date is concurrent with the maturity date of the Company's term loans to which they relate. The fair value of the interest rate swaps on the date of termination was $6.8 million and the amount recorded in "Accumulated other comprehensive loss" is being amortized as a reduction to "Interest expense, net" in the Condensed Consolidated Statements of Operations from March 2023 through January 2024. The fair value in "Accumulated other comprehensive loss" for the terminated cross-currency swaps will remain until the hedged net investment is sold or liquidated.
The total notional value of the interest rate swaps and cross-currency swaps held at September 30, 2023 and December 31, 2022 was approximately $1.26 billion and $1.11 billion, respectively. As of September 30, 2023, $357 million in notional value matures in January 2024, $391 million in January 2025 and $507 million in January 2026.
The proceeds from these contracts are reflected as "Cash flows from operating activities" in the Condensed Consolidated Statement of Cash Flows. Changes in the fair value of interest rate swaps are recorded in "Accumulated other comprehensive loss" and reclassified to "Interest expense, net" in the Condensed Consolidated Statements of Operations as the underlying hedged item affects earnings. Changes in the fair value of cross-currency swaps are recorded in "Foreign currency translation" in "Accumulated other comprehensive loss."
The net result of these hedges, excluding the reduction to interest expense from the terminated interest rate swaps discussed above, is an interest rate of approximately 2.8% at September 30, 2023, which could vary in the future due to changes in the euro and the U.S. dollar exchange rate. The fair value of the interest rate swaps was a net asset of $40.5 million and $47.3 million at September 30, 2023 and December 31, 2022, respectively. The fair value of the cross-currency swaps was a net asset of $73.1 million and $70.4 million at September 30, 2023 and December 31, 2022, respectively.
For the three and nine months ended September 30, 2023, these interest rate swaps and cross-currency swaps were deemed highly effective. The Company expects to reclassify a $30.5 million benefit from "Accumulated other comprehensive loss" to "Interest expense, net" in the Condensed Consolidated Statements of Operations within the next twelve months.
Foreign Currency
The Company conducts a significant portion of its business in currencies other than the U.S. dollar and certain subsidiaries conduct business in currencies other than their functional currency, which is typically their local currency. As a result, the Company’s operating results are impacted by foreign currency exchange rate volatility.
At September 30, 2023, the Company held foreign currency forward contracts to purchase and sell various currencies to mitigate foreign currency exposure primarily with the U.S. dollar, euro and British pound. The Company has not designated any foreign currency exchange forward contracts as eligible for hedge accounting and, as a result, changes in the fair value of foreign currency forward contracts are recorded in the Condensed Consolidated Statements of Operations as "Other income, net." The total notional value of foreign currency exchange forward contracts held at September 30, 2023 and December 31, 2022 was approximately $88.7 million and $105 million, respectively, with settlement dates generally within one year. The fair value of the foreign currency forward contracts was an $0.4 million net current asset and a $0.3 million net current liability at September 30, 2023 and December 31, 2022, respectively.
Commodities
As part of its risk management policy, the Company enters into commodity derivative contracts for the purpose of mitigating its exposure to fluctuations in prices of certain metals used in the production of its finished goods. The Company held derivative contracts to purchase and sell various metals, primarily tin and silver, for a notional amount of $57.3 million and $45.7 million at September 30, 2023 and December 31, 2022, respectively. The fair value of the metals derivative contracts was a net current asset of $3.4 million and a net current liability of $2.5 million at September 30, 2023 and December 31, 2022, respectively. Substantially all contracts outstanding at September 30, 2023 have delivery dates within one year. The Company has not designated these derivatives as hedging instruments and, accordingly, records changes in their fair values in the Condensed Consolidated Statements of Operations as "Other income, net."
Realized gains and losses on derivative contracts are accounted for in the Condensed Consolidated Statements of Cash Flows as "Operating activities".
Fair Value Measurements
The following table presents the Company’s financial assets and liabilities measured at fair value on a recurring basis:
 (dollars in millions)Balance sheet locationClassificationSeptember 30, 2023December 31, 2022
Asset Category    
Foreign exchange contractsOther current assetsLevel 2$0.6 $0.2 
Metals contracts Other current assetsLevel 23.8 2.5 
Interest rate swaps Other current assetsLevel 230.5 32.7 
Cross-currency swaps Other current assetsLevel 238.7 26.1 
Interest rate swaps Other assetsLevel 210.0 14.6 
Cross-currency swaps Other assetsLevel 236.0 44.3 
Available-for-sale debt securitiesOther assetsLevel 314.1 11.5 
Total$133.7 $131.9 
Liability Category
Foreign exchange contracts Accrued expenses and other current liabilitiesLevel 2$0.2 $0.5 
Metals contracts Accrued expenses and other current liabilitiesLevel 20.4 5.0 
Cross-currency swapsOther liabilitiesLevel 21.6 — 
Total$2.2 $5.5 
The fair values of Level 1 and Level 2 derivative assets and liabilities are determined using pricing models based upon observable market inputs, such as market spot and futures prices on over-the-counter derivative instruments, market interest rates and consideration of counterparty credit risk. Level 3 investments are valued using a probability weighted methodology based on possible outcomes of potential liquidity events. Significant assumptions include the enterprise valuation, the timing and type of liquidation events and the risk-free interest rate.
There were no significant transfers of financial instruments between the fair value hierarchy levels for the three and nine months ended September 30, 2023.
The carrying value and estimated fair value of the Company’s long-term debt totaled $2.04 billion and $1.95 billion, respectively, at September 30, 2023. At December 31, 2022, the carrying value and estimated fair value totaled $1.90 billion and $1.80 billion, respectively. The carrying values noted above include unamortized discounts and debt issuance costs. The estimated fair value of long-term debt is measured using quoted market prices for similar instruments at the reporting date multiplied by the gross carrying amount of the related debt, which excludes unamortized discounts and debt issuance costs. Such instruments are valued using Level 2 inputs.
Non-Recurring Fair Value MeasurementAs a result of the goodwill impairment test conducted in the third quarter 2023, the Industrial & Specialty segment recorded an impairment charge of $80.0 million to reduce the carrying value of the Graphics Solutions reporting unit to its estimated fair value. This measurement was performed on a non-recurring basis as of August 31, 2023 using significant unobservable inputs (Level 3). See Note 5, Goodwill and Intangible Assets, to the unaudited Condensed Consolidated Financial Statements for further information.
v3.23.3
EARNINGS PER SHARE
9 Months Ended
Sep. 30, 2023
Earnings Per Share [Abstract]  
EARNINGS PER SHARE EARNINGS PER SHARE
Basic and diluted earnings per share are based on the weighted average number of shares of the Company's common stock and potential common stock outstanding during the period. Potential common stock, for purposes of determining diluted earnings per share, assumes the issuance of all potentially dilutive share equivalents using the treasury stock method.
A computation of earnings per share and weighted average shares of the Company's common stock outstanding for the three and nine months ended September 30, 2023 and 2022 is as follows:
Three Months EndedNine Months Ended
September 30,September 30,
 (dollars in millions, except per share amounts)2023202220232022
Net (loss) income from continuing operations
$(31.7)$53.3 $38.1 $173.3 
Net income attributable to non-controlling interests
(0.1)(0.1)— (0.6)
Net (loss) income attributable to common stockholders
$(31.8)$53.2 $38.1 $172.7 
Basic weighted average common shares outstanding241.5 244.7 241.4 246.4 
Denominator adjustments for diluted EPS:
Number of stock options and RSUs0.3 0.4 0.8 
Denominator adjustments for diluted EPS— 0.3 0.4 0.8 
Diluted weighted average common shares outstanding241.5 245.0 241.8 247.2 
(Loss) earnings per share from continuing operations attributable to common stockholders:
    
Basic$(0.13)$0.22 $0.16 $0.70 
Diluted$(0.13)$0.22 $0.16 $0.70 
For the three and nine months ended September 30, 2023 and 2022, the following securities were not included in the computation of diluted shares outstanding because either the effect would be anti-dilutive or the applicable performance targets were not yet met for awards contingent upon such measures:
Three Months EndedNine Months Ended
September 30,September 30,
 (shares in millions)2023202220232022
Shares issuable upon vesting of RSUs and exercise of stock options3.3 3.5 3.7 3.6 
v3.23.3
CONTINGENCIES, ENVIRONMENTAL AND LEGAL MATTERS
9 Months Ended
Sep. 30, 2023
Commitments and Contingencies Disclosure [Abstract]  
CONTINGENCIES, ENVIRONMENTAL AND LEGAL MATTERS CONTINGENCIES, ENVIRONMENTAL AND LEGAL MATTERS
Environmental Matters
The Company is involved in various claims relating to environmental matters at current and former plants and waste management sites. At certain of these sites, the Company engages or participates in remedial and other environmental compliance activities. At other sites, the Company has been named as a potential responsible party pursuant to the federal Superfund Act and/or state Superfund laws comparable to the federal law for site remediation. After analyzing each individual site, considering the number of parties involved, the level of its potential liability or contribution relating to the other parties, the
nature and magnitude of the hazardous waste involved, the method and extent of remediation, the potential insurance coverage, the estimated legal and consulting expense with respect to each site and the time period over which any costs would likely be incurred, the Company estimates the clean-up costs and related claims for each site. The estimates are based in part on discussions with other potential responsible parties, governmental agencies and engineering firms.
The Company accrues for environmental matters when it is probable that a liability has been incurred and the amount of the liability can be reasonably estimated based on current laws and existing technologies. The accruals are adjusted periodically as assessment and remediation efforts progress or as additional technical or legal information becomes available. The Company's environmental liabilities, which are included in the Condensed Consolidated Balance Sheets as "Accrued expenses and other current liabilities" and "Other liabilities," totaled $11.3 million and $11.6 million at September 30, 2023 and December 31, 2022, respectively, primarily driven by environmental remediation, clean-up costs and monitoring of sites that were either closed or disposed of in prior years. While uncertainty exists with respect to the amount and timing of its ultimate environmental liabilities, the Company does not currently anticipate any material losses in excess of the amount recorded. However, new information about the sites, such as results of investigations, could make it necessary for the Company to reassess its potential exposure related to these environmental matters.
As of the date hereof, the Company believes it is not practicable to provide an estimated range of reasonably possible environmental losses in excess of its recorded liabilities, and, as a result, the Company is unable to ascertain the ultimate aggregate amount of monetary liability or financial impact that may be associated with these matters.
Legal Matters
From time to time, the Company is involved in various legal proceedings, investigations and/or claims in the normal course of its business. Although it cannot predict with certainty the ultimate resolution of these matters, which involve judgments that are inherently subjective, the Company believes that their resolutions, to the extent not covered by insurance, will not, individually or in the aggregate, have a material adverse effect on its consolidated financial position, results of operations or cash flows.
v3.23.3
INCOME TAXES
9 Months Ended
Sep. 30, 2023
Income Tax Disclosure [Abstract]  
INCOME TAXES INCOME TAXES
The Company's quarterly income tax provision is measured using an estimate of its consolidated annual effective tax rate, which includes the impact of foreign withholding tax accruals and uncertain tax positions, adjusted for discrete items, within the periods presented. The comparison of the Company's income tax provision between periods can be significantly impacted by the level and mix of earnings and losses by tax jurisdiction and discrete items.

For the three months ended September 30, 2023, the Company recognized income tax expense of $15.3 million, as compared to $16.5 million in the same period for 2022. For the nine months ended September 30, 2023, the Company recognized income tax expense of $53.4 million, as compared to $60.4 million in the same period for 2022. Income tax expense includes a U.S. tax benefit provided with respect to foreign earnings and the impact of changes to the level and mix of earnings, offset by an increase in foreign withholding tax accruals for the three and nine months ended September 30, 2023.

The effective tax rate for the three and nine months ended September 30, 2023 was adversely impacted by expenses, which will not be able to be deducted on the Company's 2023 tax return but which reduced the Company's pre-tax income, including a goodwill impairment of $80.0 million in the third quarter of 2023 and the recognition of $15.7 million of research and development costs associated with the Kuprion acquisition in the second quarter of 2023; both of which did not impact expenses in the prior year period.
v3.23.3
RELATED PARTY TRANSACTIONS
9 Months Ended
Sep. 30, 2023
Related Party Transactions [Abstract]  
RELATED PARTY TRANSACTIONS RELATED PARTY TRANSACTIONSThe Company is party to an Advisory Services Agreement with Mariposa Capital, LLC, an affiliate of one of its founder directors, whereby Mariposa Capital, LLC is entitled to receive an annual fee of $3.0 million and reimbursement for expenses. This agreement is automatically renewed for successive one-year terms unless either party notifies the other in writing of its intention not to renew no later than 90 days prior to the expiration of the applicable term. Amounts paid under this agreement are recorded in the Condensed Consolidated Statements of Operations as "Selling, technical, general and administrative" expense.
v3.23.3
SEGMENT INFORMATION
9 Months Ended
Sep. 30, 2023
Segment Reporting [Abstract]  
SEGMENT INFORMATION SEGMENT INFORMATION
The Company's operations are organized into two reportable segments: Electronics and Industrial & Specialty. These segments represent businesses for which separate financial information is utilized by the chief operating decision maker (or CODM) for purposes of allocating resources and evaluating performance. See Note 1, Background and Basis of Presentation, to the unaudited Condensed Consolidated Financial Statements for information about the transfer of the Company's Films business and other transfers of product lines that occurred in the first quarter of 2023.
The Company allocates resources and evaluates the performance of its operating segments based primarily on net sales and Adjusted EBITDA. Adjusted EBITDA for each segment is defined as EBITDA, as further adjusted for additional items included in earnings which the Company believes are not representative or indicative of each of its segments' ongoing business or are considered to be associated with the Company's capital structure. Adjusted EBITDA for each segment also includes an allocation of corporate costs, such as compensation expense and professional fees.
Results of Operations
The following table summarizes financial information regarding each reportable segment’s results of operations, including disaggregated external net sales by product category:
 Three Months EndedNine Months Ended
September 30,September 30,
 (dollars in millions)2023202220232022
Net sales:    
Electronics  
Assembly Solutions$191.2 $192.5 $548.7 $645.5 
Circuitry Solutions109.1 126.5 318.8 399.7 
Semiconductor Solutions66.7 70.4 194.9 226.6 
     Total Electronics367.0 389.4 1,062.4 1,271.8 
Industrial & Specialty
Industrial Solutions177.7 176.8 534.2 549.2 
Graphics Solutions35.9 36.1 107.5 106.3 
Energy Solutions18.7 16.2 55.7 48.3 
     Total Industrial & Specialty232.3 229.1 697.4 703.8 
Total net sales$599.3 $618.5 $1,759.8 $1,975.6 
Adjusted EBITDA:    
Electronics$90.4 $90.9 $239.4 $293.0 
Industrial & Specialty43.7 42.6 123.1 125.7 
Total Adjusted EBITDA$134.1 $133.5 $362.5 $418.7 
The following table reconciles "Net (loss) income attributable to common stockholders" to Adjusted EBITDA:
 Three Months EndedNine Months Ended
September 30,September 30,
 (dollars in millions)2023202220232022
Net (loss) income attributable to common stockholders$(31.8)$53.2 $41.0 $174.5 
Add (subtract):
Net income attributable to non-controlling interests0.1 0.1 — 0.6 
Income from discontinued operations, net of tax— — (2.9)(1.8)
Income tax expense15.3 16.5 53.4 60.4 
Interest expense, net13.3 12.3 37.0 39.6 
Depreciation expense11.8 10.6 31.4 31.5 
Amortization expense32.7 29.2 93.3 90.5 
EBITDA41.4 121.9 253.2 395.3 
Adjustments to reconcile to Adjusted EBITDA:
Inventory step-up— — — 0.5 
Restructuring expense2.1 2.9 6.3 6.1 
Acquisition and integration expense5.0 2.2 13.3 6.2 
Foreign exchange loss (gain) on intercompany loans6.5 2.5 (7.6)3.2 
Goodwill impairment80.0 — 80.0 — 
Kuprion Acquisition research and development charge— — 15.7 — 
Adjustment of stock compensation previously not probable— — — 1.3 
Other, net(0.9)4.0 1.6 6.1 
Adjusted EBITDA$134.1 $133.5 $362.5 $418.7 
v3.23.3
BACKGROUND AND BASIS OF PRESENTATION (Policies)
9 Months Ended
Sep. 30, 2023
Organization, Consolidation and Presentation of Financial Statements [Abstract]  
Consolidation The accompanying unaudited Condensed Consolidated Financial Statements have been prepared in accordance with GAAP and include the accounts of Element Solutions and all of its controlled subsidiaries. The Company consolidates the income, expenses, assets, liabilities and cash flows of its subsidiaries from the date it acquires control or becomes the primary beneficiary. All intercompany accounts and transactions have been eliminated upon consolidation.
Basis of Presentation
In preparing the unaudited Condensed Consolidated Financial Statements in conformity with GAAP, management uses estimates and assumptions that may affect the reported amounts of assets and liabilities, the disclosure of contingent assets and liabilities at the date of the financial statements and the reported amounts of net sales and expenses during the reporting period. Management applies judgment based on its understanding and analysis of the relevant circumstances, including historical experience and future expectations. These judgments, by their nature, are subject to an inherent degree of uncertainty and, accordingly, actual results could differ significantly from these estimates and assumptions.
These unaudited Condensed Consolidated Financial Statements reflect all adjustments that are normal, recurring and necessary for a fair statement of the Company's financial position, results of operations and cash flows for interim periods, but are not necessarily indicative of the results of operations that may be expected for the year ending December 31, 2023. These unaudited Condensed Consolidated Financial Statements should be read in conjunction with the Company's Consolidated Financial Statements and related notes included in its 2022 Annual Report.
v3.23.3
INVENTORIES (Tables)
9 Months Ended
Sep. 30, 2023
Inventory Disclosure [Abstract]  
Schedule of Major Components of Inventory The major components of inventory, on a net basis, were as follows:
 (dollars in millions)September 30, 2023December 31, 2022
Finished goods$192.7 $164.4 
Work in process36.5 25.9 
Raw materials and supplies93.6 100.4 
Total inventories$322.8 $290.7 
v3.23.3
PROPERTY, PLANT AND EQUIPMENT (Tables)
9 Months Ended
Sep. 30, 2023
Property, Plant and Equipment [Abstract]  
Major Components of Property, Plant, and Equipment The major components of property, plant and equipment were as follows:
 (dollars in millions)September 30, 2023December 31, 2022
Land and leasehold improvements$50.1 $52.0 
Buildings and improvements165.9 163.9 
Machinery, equipment, fixtures and software315.7 299.8 
Construction in process55.0 50.3 
Total property, plant and equipment586.7 566.0 
Accumulated depreciation(307.5)(288.8)
Property, plant and equipment, net$279.2 $277.2 
v3.23.3
GOODWILL AND INTANGIBLE ASSETS (Tables)
9 Months Ended
Sep. 30, 2023
Goodwill and Intangible Assets Disclosure [Abstract]  
Changes in the Carrying Amount of Goodwill by Segment
The changes in the carrying amount of goodwill by segment were as follows:
 (dollars in millions)ElectronicsIndustrial & SpecialtyTotal
Balance at December 31, 2022$1,304.0 $1,108.8 (1)$2,412.8 
Transfer of Films business (2)
7.9 (7.9)— 
Goodwill impairment
— (80.0)(80.0)
Foreign currency translation and other(43.2)(8.1)(51.3)
Balance at September 30, 2023$1,268.7 $1,012.8 $2,281.5 
(1) Includes accumulated impairment losses of $46.6 million.
(2) Goodwill was reallocated using a relative fair value approach and assessed for impairment both before and after the allocation. See Note 1, Background and Basis of Presentation, to the unaudited Condensed Consolidated Financial Statements for further information.
Schedule of Major Components of Intangible Assets The major components of intangible assets were as follows:
 September 30, 2023December 31, 2022
 (dollars in millions)Gross Carrying
Amount
Accumulated
Amortization
Net Book
Value
Gross Carrying
Amount
Accumulated
Amortization
Net Book
Value
Customer relationships$952.2 $(478.1)$474.1 $967.5 $(434.1)$533.4 
Developed technology398.8 (299.5)99.3 408.9 (277.0)131.9 
Trade names93.6 (28.5)65.1 96.0 (23.8)72.2 
Reacquired distribution rights187.0 (4.2)182.8 — — — 
Other0.6 (0.3)0.3 — — — 
Indefinite-lived trade name68.0 — 68.0 68.0 — 68.0 
Total$1,700.2 $(810.6)$889.6 $1,540.4 $(734.9)$805.5 
v3.23.3
DEBT (Tables)
9 Months Ended
Sep. 30, 2023
Debt Disclosure [Abstract]  
Schedule Debt and Capital Lease Obligations
The Company’s debt obligations consisted of the following:
 (dollars in millions)Maturity DateInterest RateSeptember 30, 2023December 31, 2022
Term Loans A (1)
2026
SOFR plus 1.75%
$149.2 $— 
Term Loans B (1)
2026
SOFR plus 2.00%
1,098.2 1,104.5 
Senior Notes - $800 million (2)
20283.875%791.9 790.8 
Total debt2,039.3 1,895.3 
Less: current installments of long-term debt11.5 11.5 
Total long-term debt$2,027.8 $1,883.8 

(1) Term loans, net of unamortized discounts and debt issuance costs of $8.0 million and $9.5 million at September 30, 2023 and December 31, 2022, respectively. The effective interest rate was 2.8% and 1.6% at September 30, 2023 and December 31, 2022, respectively, including the effects of interest rate swaps and net investment hedges. See Note 7, Financial Instruments, to the unaudited Condensed Consolidated Financial Statements for further information regarding the Company's interest rate swaps and net investment hedges.
(2) Senior notes, net of unamortized debt issuance costs of $8.1 million and $9.2 million at September 30, 2023 and December 31, 2022, respectively. The effective interest rate was 4.1% at September 30, 2023 and December 31, 2022, respectively.
v3.23.3
FINANCIAL INSTRUMENTS (Tables)
9 Months Ended
Sep. 30, 2023
Derivative Instruments and Hedging Activities Disclosure [Abstract]  
Schedule of Financial Assets and Liabilities Measured at Fair Value on a Recurring Basis
The following table presents the Company’s financial assets and liabilities measured at fair value on a recurring basis:
 (dollars in millions)Balance sheet locationClassificationSeptember 30, 2023December 31, 2022
Asset Category    
Foreign exchange contractsOther current assetsLevel 2$0.6 $0.2 
Metals contracts Other current assetsLevel 23.8 2.5 
Interest rate swaps Other current assetsLevel 230.5 32.7 
Cross-currency swaps Other current assetsLevel 238.7 26.1 
Interest rate swaps Other assetsLevel 210.0 14.6 
Cross-currency swaps Other assetsLevel 236.0 44.3 
Available-for-sale debt securitiesOther assetsLevel 314.1 11.5 
Total$133.7 $131.9 
Liability Category
Foreign exchange contracts Accrued expenses and other current liabilitiesLevel 2$0.2 $0.5 
Metals contracts Accrued expenses and other current liabilitiesLevel 20.4 5.0 
Cross-currency swapsOther liabilitiesLevel 21.6 — 
Total$2.2 $5.5 
v3.23.3
EARNINGS PER SHARE (Tables)
9 Months Ended
Sep. 30, 2023
Earnings Per Share [Abstract]  
Schedule of Earnings Per Share, Basic and Diluted
A computation of earnings per share and weighted average shares of the Company's common stock outstanding for the three and nine months ended September 30, 2023 and 2022 is as follows:
Three Months EndedNine Months Ended
September 30,September 30,
 (dollars in millions, except per share amounts)2023202220232022
Net (loss) income from continuing operations
$(31.7)$53.3 $38.1 $173.3 
Net income attributable to non-controlling interests
(0.1)(0.1)— (0.6)
Net (loss) income attributable to common stockholders
$(31.8)$53.2 $38.1 $172.7 
Basic weighted average common shares outstanding241.5 244.7 241.4 246.4 
Denominator adjustments for diluted EPS:
Number of stock options and RSUs0.3 0.4 0.8 
Denominator adjustments for diluted EPS— 0.3 0.4 0.8 
Diluted weighted average common shares outstanding241.5 245.0 241.8 247.2 
(Loss) earnings per share from continuing operations attributable to common stockholders:
    
Basic$(0.13)$0.22 $0.16 $0.70 
Diluted$(0.13)$0.22 $0.16 $0.70 
Schedule of Antidilutive Securities Excluded From Computation of Earnings Per Share
For the three and nine months ended September 30, 2023 and 2022, the following securities were not included in the computation of diluted shares outstanding because either the effect would be anti-dilutive or the applicable performance targets were not yet met for awards contingent upon such measures:
Three Months EndedNine Months Ended
September 30,September 30,
 (shares in millions)2023202220232022
Shares issuable upon vesting of RSUs and exercise of stock options3.3 3.5 3.7 3.6 
v3.23.3
SEGMENT INFORMATION (Tables)
9 Months Ended
Sep. 30, 2023
Segment Reporting [Abstract]  
Schedule of Segment Reporting Information, By Segment The following table summarizes financial information regarding each reportable segment’s results of operations, including disaggregated external net sales by product category:
 Three Months EndedNine Months Ended
September 30,September 30,
 (dollars in millions)2023202220232022
Net sales:    
Electronics  
Assembly Solutions$191.2 $192.5 $548.7 $645.5 
Circuitry Solutions109.1 126.5 318.8 399.7 
Semiconductor Solutions66.7 70.4 194.9 226.6 
     Total Electronics367.0 389.4 1,062.4 1,271.8 
Industrial & Specialty
Industrial Solutions177.7 176.8 534.2 549.2 
Graphics Solutions35.9 36.1 107.5 106.3 
Energy Solutions18.7 16.2 55.7 48.3 
     Total Industrial & Specialty232.3 229.1 697.4 703.8 
Total net sales$599.3 $618.5 $1,759.8 $1,975.6 
Adjusted EBITDA:    
Electronics$90.4 $90.9 $239.4 $293.0 
Industrial & Specialty43.7 42.6 123.1 125.7 
Total Adjusted EBITDA$134.1 $133.5 $362.5 $418.7 
The following table reconciles "Net (loss) income attributable to common stockholders" to Adjusted EBITDA:
 Three Months EndedNine Months Ended
September 30,September 30,
 (dollars in millions)2023202220232022
Net (loss) income attributable to common stockholders$(31.8)$53.2 $41.0 $174.5 
Add (subtract):
Net income attributable to non-controlling interests0.1 0.1 — 0.6 
Income from discontinued operations, net of tax— — (2.9)(1.8)
Income tax expense15.3 16.5 53.4 60.4 
Interest expense, net13.3 12.3 37.0 39.6 
Depreciation expense11.8 10.6 31.4 31.5 
Amortization expense32.7 29.2 93.3 90.5 
EBITDA41.4 121.9 253.2 395.3 
Adjustments to reconcile to Adjusted EBITDA:
Inventory step-up— — — 0.5 
Restructuring expense2.1 2.9 6.3 6.1 
Acquisition and integration expense5.0 2.2 13.3 6.2 
Foreign exchange loss (gain) on intercompany loans6.5 2.5 (7.6)3.2 
Goodwill impairment80.0 — 80.0 — 
Kuprion Acquisition research and development charge— — 15.7 — 
Adjustment of stock compensation previously not probable— — — 1.3 
Other, net(0.9)4.0 1.6 6.1 
Adjusted EBITDA$134.1 $133.5 $362.5 $418.7 
v3.23.3
BACKGROUND AND BASIS OF PRESENTATION (Details)
Jan. 31, 2014
$ / shares
Organization, Consolidation and Presentation of Financial Statements [Abstract]  
Common stock par value (in dollars per share) $ 0.01
v3.23.3
ACQUISITIONS (Details) - USD ($)
$ in Millions
3 Months Ended 9 Months Ended
Jun. 01, 2023
May 19, 2023
Sep. 30, 2023
Sep. 30, 2022
Sep. 30, 2023
Sep. 30, 2022
Business Acquisition            
Research and development     $ 12.9 $ 11.3 $ 54.3 $ 38.2
ViaForm Distribution            
Business Acquisition            
Consideration transferred $ 200.0          
Payments to acquire productive assets 170.0          
Deferred payment upon satisfaction 30.0          
Transaction costs 0.5          
Other receivables 13.5          
ViaForm Distribution | Reacquired distribution rights            
Business Acquisition            
Intangible assets acquired $ 187.0          
ViaForm Distribution | Customer relationships            
Business Acquisition            
Finite lived intangible asset useful life (in years) 15 years          
Kuprion            
Business Acquisition            
Payments to acquire productive assets   $ 15.9        
Additional payment upon achievement of milestones   259.0        
Research and development   $ 15.7        
v3.23.3
INVENTORIES (Details) - USD ($)
$ in Millions
Sep. 30, 2023
Dec. 31, 2022
Inventory Disclosure [Abstract]    
Finished goods $ 192.7 $ 164.4
Work in process 36.5 25.9
Raw materials and supplies 93.6 100.4
Total inventories $ 322.8 $ 290.7
v3.23.3
PROPERTY, PLANT AND EQUIPMENT - Major Components of Property, Plant, and Equipment (Details) - USD ($)
$ in Millions
Sep. 30, 2023
Dec. 31, 2022
Property, plant and equipment    
Total property, plant and equipment $ 586.7 $ 566.0
Accumulated depreciation (307.5) (288.8)
Property, plant and equipment, net 279.2 277.2
Land and leasehold improvements    
Property, plant and equipment    
Total property, plant and equipment 50.1 52.0
Buildings and improvements    
Property, plant and equipment    
Total property, plant and equipment 165.9 163.9
Machinery, equipment, fixtures and software    
Property, plant and equipment    
Total property, plant and equipment 315.7 299.8
Construction in process    
Property, plant and equipment    
Total property, plant and equipment $ 55.0 $ 50.3
v3.23.3
PROPERTY, PLANT AND EQUIPMENT - Additional Information (Details) - USD ($)
$ in Millions
3 Months Ended 9 Months Ended
Sep. 30, 2023
Sep. 30, 2022
Sep. 30, 2023
Sep. 30, 2022
Property, Plant and Equipment [Abstract]        
Depreciation expense $ 11.8 $ 10.6 $ 31.4 $ 31.5
v3.23.3
GOODWILL AND INTANGIBLE ASSETS - Changes in Carrying Amount of Goodwill by Segment (Details) - USD ($)
$ in Millions
3 Months Ended 9 Months Ended
Sep. 30, 2023
Sep. 30, 2022
Sep. 30, 2023
Sep. 30, 2022
Dec. 31, 2022
Goodwill          
Beginning balance     $ 2,412.8    
Transfer of Films business     0.0    
Goodwill impairment $ (80.0) $ 0.0 (80.0) $ 0.0  
Foreign currency translation and other     (51.3)    
Ending balance 2,281.5   2,281.5    
Accumulated impairment losses         $ 46.6
Electronics          
Goodwill          
Beginning balance     1,304.0    
Transfer of Films business     7.9    
Goodwill impairment     0.0    
Foreign currency translation and other     (43.2)    
Ending balance 1,268.7   1,268.7    
Industrial & Specialty          
Goodwill          
Beginning balance     1,108.8    
Transfer of Films business     (7.9)    
Goodwill impairment     (80.0)    
Foreign currency translation and other     (8.1)    
Ending balance $ 1,012.8   $ 1,012.8    
v3.23.3
GOODWILL AND INTANGIBLE ASSETS - Additional Information (Details) - USD ($)
$ in Millions
3 Months Ended 9 Months Ended
Sep. 30, 2023
Sep. 30, 2022
Sep. 30, 2023
Sep. 30, 2022
Dec. 31, 2022
Goodwill          
Goodwill impairment $ 80.0 $ 0.0 $ 80.0 $ 0.0  
Goodwill 2,281.5   2,281.5   $ 2,412.8
Amortization of expense of intangible assets 32.7 $ 29.2 93.3 $ 90.5  
Graphics Solutions          
Goodwill          
Goodwill $ 129.0   $ 129.0    
v3.23.3
GOODWILL AND INTANGIBLE ASSETS - Intangible Assets Subject to Amortization (Details) - USD ($)
$ in Millions
Sep. 30, 2023
Dec. 31, 2022
Finite-Lived Intangible Assets    
Accumulated Amortization $ (810.6) $ (734.9)
Intangible Assets, Gross (Excluding Goodwill) 1,700.2 1,540.4
Intangible assets, net 889.6 805.5
Trade names    
Finite-Lived Intangible Assets    
Indefinite lived intangible assets 68.0 68.0
Customer relationships    
Finite-Lived Intangible Assets    
Gross Carrying Amount 952.2 967.5
Accumulated Amortization (478.1) (434.1)
Net Book Value 474.1 533.4
Developed technology    
Finite-Lived Intangible Assets    
Gross Carrying Amount 398.8 408.9
Accumulated Amortization (299.5) (277.0)
Net Book Value 99.3 131.9
Trade names    
Finite-Lived Intangible Assets    
Gross Carrying Amount 93.6 96.0
Accumulated Amortization (28.5) (23.8)
Net Book Value 65.1 72.2
Reacquired distribution rights    
Finite-Lived Intangible Assets    
Gross Carrying Amount 0.6 0.0
Accumulated Amortization (0.3) 0.0
Net Book Value 0.3 0.0
Other    
Finite-Lived Intangible Assets    
Gross Carrying Amount 187.0 0.0
Accumulated Amortization (4.2) 0.0
Net Book Value $ 182.8 $ 0.0
v3.23.3
DEBT - Summary of Debt and Capital Leases Outstanding (Details) - USD ($)
9 Months Ended
Sep. 30, 2023
Jun. 30, 2023
Jun. 01, 2023
Dec. 31, 2022
Debt Instrument        
Total debt $ 2,039,300,000     $ 1,895,300,000
Less: current installments of long-term debt 11,500,000     11,500,000
Total long-term debt 2,027,800,000     1,883,800,000
Term loan A, Notes maturing 2026 | Domestic Line of Credit        
Debt Instrument        
Debt face amount   $ 150,000,000 $ 150,000,000  
Total debt $ 149,200,000     0
Term loan A, Notes maturing 2026 | Domestic Line of Credit | SOFR        
Debt Instrument        
Spread on variable rate (percent) 1.75%      
Term loan B, Notes maturing 2026 | Domestic Line of Credit        
Debt Instrument        
Total debt $ 1,098,200,000     1,104,500,000
Unamortized premiums, discounts and debt issuance costs $ 8,000,000     $ 9,500,000
Effective interest rate (percent) 2.80%     1.60%
Term loan B, Notes maturing 2026 | Domestic Line of Credit | SOFR        
Debt Instrument        
Spread on variable rate (percent) 2.00%      
USD Senior Notes, Due 2028 | Senior Notes        
Debt Instrument        
Debt face amount $ 800,000,000      
Stated interest rate (percent) 3.875%      
Total debt $ 791,900,000     $ 790,800,000
Unamortized premiums, discounts and debt issuance costs $ 8,100,000     $ 9,200,000
Effective interest rate (percent) 4.10%     4.10%
v3.23.3
DEBT - Credit Agreement (Details) - USD ($)
Jun. 30, 2023
Jun. 01, 2023
Domestic Line of Credit | Term loan A, Notes maturing 2026    
Line of Credit Facility    
Debt face amount $ 150,000,000 $ 150,000,000
v3.23.3
DEBT - Guarantees, Covenants and Events of Default (Details)
$ in Millions
9 Months Ended
Sep. 30, 2023
USD ($)
Senior Notes  
Debt Instrument  
Covenant, outstanding borrowings leverage threshold (percent) 30.00%
Senior Notes | Term loan A, Notes maturing 2026  
Debt Instrument  
Covenant, first lien net leverage ratio 5.0
Line of Credit | Revolving Credit Facility  
Debt Instrument  
Current borrowing capacity $ 369
v3.23.3
DEBT - USD Notes (Details)
Sep. 30, 2023
Senior Notes | USD Senior Notes, Due 2028  
Debt Instrument  
Stated interest rate (percent) 3.875%
v3.23.3
DEBT - Lines of Credit and Other Debt Facilities (Details) - USD ($)
9 Months Ended 12 Months Ended
Sep. 30, 2023
Dec. 31, 2022
Debt Instrument    
Total debt and capital lease obligations $ 2,039,300,000 $ 1,895,300,000
Revolving Credit Facility    
Debt Instrument    
Reduction in borrowings 5,900,000 6,000,000
Line of Credit    
Debt Instrument    
Outstanding letters of credit 5,900,000 6,000,000
Line of Credit | Lines of Credit and Revolving Lines of Credit    
Debt Instrument    
Total debt and capital lease obligations 300,000 0
Remaining borrowing capacity $ 392,000,000 $ 391,000,000
v3.23.3
FINANCIAL INSTRUMENTS - Derivatives and Hedging (Details) - USD ($)
Sep. 30, 2023
Jun. 30, 2023
Jun. 01, 2023
Mar. 31, 2023
Dec. 31, 2022
Derivative Instruments, Gain (Loss)          
Gain (loss) to be reclassified during next 12 months $ 30,500,000        
Commodities Investment          
Derivative Instruments, Gain (Loss)          
Derivative asset, current 3,400,000        
Derivative liability, current         $ 2,500,000
Cross Currency and Interest Rate Swap          
Derivative Instruments, Gain (Loss)          
Derivative notional amount       $ 360,000,000  
Fair value       $ 6,800,000  
Cross-currency swaps          
Derivative Instruments, Gain (Loss)          
Derivative notional amount 1,260,000,000       1,110,000,000
Derivative asset 73,100,000       70,400,000
Cross-currency swaps | Debt Expiry in January 2024          
Derivative Instruments, Gain (Loss)          
Derivative notional amount 357,000,000        
Cross-currency swaps | Debt Expiry in January 2025          
Derivative Instruments, Gain (Loss)          
Derivative notional amount 391,000,000        
Cross-currency swaps | Debt Expiry in January 2026          
Derivative Instruments, Gain (Loss)          
Derivative notional amount 507,000,000        
Interest Rate Swaps          
Derivative Instruments, Gain (Loss)          
Derivative asset 40,500,000       47,300,000
Foreign Exchange Forward          
Derivative Instruments, Gain (Loss)          
Derivative notional amount $ 57,300,000       45,700,000
Derivative remaining maturity 1 year        
Foreign Exchange Forward | Not Designated as Hedging Instrument          
Derivative Instruments, Gain (Loss)          
Derivative notional amount $ 88,700,000       105,000,000
Derivative remaining maturity 1 year        
Derivative asset, current $ 400,000        
Derivative liability, current         $ 300,000
Domestic Line of Credit | Term loan A, Notes maturing 2026          
Derivative Instruments, Gain (Loss)          
Debt face amount   $ 150,000,000 $ 150,000,000    
Domestic Line of Credit | USD Term Loan          
Derivative Instruments, Gain (Loss)          
Effective interest rate (percent) 2.80%       1.60%
v3.23.3
FINANCIAL INSTRUMENTS - Schedule of Fair Value Measurements (Details) - USD ($)
$ in Millions
Sep. 30, 2023
Dec. 31, 2022
Recurring    
Asset Category    
Total $ 133.7 $ 131.9
Liability Category    
Total 2.2 5.5
Level 2 | Recurring | Metals contracts    
Asset Category    
Derivative asset 3.8 2.5
Liability Category    
Derivative liability 0.4 5.0
Level 3 | Recurring    
Asset Category    
Available-for-sale debt securities 14.1 11.5
Foreign exchange contracts | Level 2 | Recurring    
Asset Category    
Derivative asset 0.6 0.2
Liability Category    
Derivative liability 0.2 0.5
Interest rate swaps    
Asset Category    
Derivative asset 40.5 47.3
Interest rate swaps | Level 2 | Recurring | Other current assets    
Asset Category    
Derivative asset 30.5 32.7
Interest rate swaps | Level 2 | Recurring | Other assets    
Asset Category    
Derivative asset 10.0 14.6
Cross-currency swaps    
Asset Category    
Derivative asset 73.1 70.4
Cross-currency swaps | Level 2 | Recurring    
Liability Category    
Derivative liability 1.6 0.0
Cross-currency swaps | Level 2 | Recurring | Other current assets    
Asset Category    
Derivative asset 38.7 26.1
Cross-currency swaps | Level 2 | Recurring | Other assets    
Asset Category    
Derivative asset $ 36.0 $ 44.3
v3.23.3
FINANCIAL INSTRUMENTS - Fair Value Measurements, Additional Information (Details) - USD ($)
$ in Millions
3 Months Ended 9 Months Ended
Sep. 30, 2023
Sep. 30, 2022
Sep. 30, 2023
Sep. 30, 2022
Dec. 31, 2022
Fair Value, Balance Sheet Grouping, Financial Statement Captions          
Goodwill impairment $ 80.0 $ 0.0 $ 80.0 $ 0.0  
Carrying Value          
Fair Value, Balance Sheet Grouping, Financial Statement Captions          
Long-term debt, fair value 2,040.0   2,040.0   $ 1,900.0
Estimated Fair Value          
Fair Value, Balance Sheet Grouping, Financial Statement Captions          
Long-term debt, fair value $ 1,950.0   $ 1,950.0   $ 1,800.0
v3.23.3
EARNINGS PER SHARE - Computation of Weighted Average Shares Outstanding (Details) - USD ($)
$ / shares in Units, shares in Millions, $ in Millions
3 Months Ended 9 Months Ended
Sep. 30, 2023
Sep. 30, 2022
Sep. 30, 2023
Sep. 30, 2022
Earnings Per Share [Abstract]        
Net (loss) income from continuing operations $ (31.7) $ 53.3 $ 38.1 $ 173.3
Net income attributable to non-controlling interests (0.1) (0.1) 0.0 (0.6)
Net (loss) income attributable to common stockholders $ (31.8) $ 53.2 $ 38.1 $ 172.7
Basic weighted average common shares outstanding (in shares) 241.5 244.7 241.4 246.4
Denominator adjustments for diluted EPS:        
Number of stock options and RSUs (in shares) 0.3 0.4 0.8
Denominator adjustments for diluted EPS (in shares) 0.0 0.3 0.4 0.8
Diluted weighted average common shares outstanding (in shares) 241.5 245.0 241.8 247.2
(Loss) earnings per share from continuing operations attributable to common stockholders:        
Basic (in dollars per share) $ (0.13) $ 0.22 $ 0.16 $ 0.70
Diluted (in dollars per share) $ (0.13) $ 0.22 $ 0.16 $ 0.70
v3.23.3
EARNINGS PER SHARE - Anti-dilutive Securities (Details) - shares
shares in Millions
3 Months Ended 9 Months Ended
Sep. 30, 2023
Sep. 30, 2022
Sep. 30, 2023
Sep. 30, 2022
Shares issuable upon vesting of RSUs and exercise of stock options        
Antidilutive Securities Excluded from Computation of Earnings Per Share        
Weighted-average securities not included in computation of diluted shares outstanding (in shares) 3.3 3.5 3.7 3.6
v3.23.3
CONTINGENCIES, ENVIRONMENTAL AND LEGAL MATTERS (Details) - USD ($)
$ in Millions
Sep. 30, 2023
Dec. 31, 2022
Commitments and Contingencies Disclosure [Abstract]    
Reserves for environmental matters $ 11.3 $ 11.6
v3.23.3
INCOME TAXES (Details) - USD ($)
$ in Millions
3 Months Ended 9 Months Ended
Sep. 30, 2023
Jun. 30, 2023
Sep. 30, 2022
Sep. 30, 2023
Sep. 30, 2022
Income Tax Disclosure [Abstract]          
Income tax expense $ 15.3   $ 16.5 $ 53.4 $ 60.4
Goodwill impairment $ 80.0   $ 0.0 $ 80.0 $ 0.0
Non deductible research and development expense   $ 15.7      
v3.23.3
RELATED PARTY TRANSACTIONS (Details) - Mariposa Capital - Advisory Services Agreement
$ in Millions
9 Months Ended
Sep. 30, 2023
USD ($)
Related Party Transaction  
Related party transaction expense $ 3.0
Automatic renewal period 1 year
Agreement renewal period 90 days
v3.23.3
SEGMENT INFORMATION - Additional Information (Details)
9 Months Ended
Sep. 30, 2023
segment
Segment Reporting [Abstract]  
Number of reportable segments 2
v3.23.3
SEGMENT INFORMATION - Financial Information by Reportable Segment (Details) - USD ($)
$ in Millions
3 Months Ended 9 Months Ended
Sep. 30, 2023
Sep. 30, 2022
Sep. 30, 2023
Sep. 30, 2022
Segment Reporting Information        
Net sales $ 599.3 $ 618.5 $ 1,759.8 $ 1,975.6
Total Adjusted EBITDA 134.1 133.5 362.5 418.7
Electronics        
Segment Reporting Information        
Net sales 367.0 389.4 1,062.4 1,271.8
Total Adjusted EBITDA 90.4 90.9 239.4 293.0
Electronics | Assembly Solutions        
Segment Reporting Information        
Net sales 191.2 192.5 548.7 645.5
Electronics | Circuitry Solutions        
Segment Reporting Information        
Net sales 109.1 126.5 318.8 399.7
Electronics | Semiconductor Solutions        
Segment Reporting Information        
Net sales 66.7 70.4 194.9 226.6
Industrial & Specialty        
Segment Reporting Information        
Net sales 232.3 229.1 697.4 703.8
Total Adjusted EBITDA 43.7 42.6 123.1 125.7
Industrial & Specialty | Industrial Solutions        
Segment Reporting Information        
Net sales 177.7 176.8 534.2 549.2
Industrial & Specialty | Graphics Solutions        
Segment Reporting Information        
Net sales 35.9 36.1 107.5 106.3
Industrial & Specialty | Energy Solutions        
Segment Reporting Information        
Net sales $ 18.7 $ 16.2 $ 55.7 $ 48.3
v3.23.3
SEGMENT INFORMATION - Reconciliation of Adjusted EBITDA to Net Income (Details) - USD ($)
$ in Millions
3 Months Ended 9 Months Ended
Sep. 30, 2023
Sep. 30, 2022
Sep. 30, 2023
Sep. 30, 2022
Segment Reporting [Abstract]        
Net (loss) income attributable to common stockholders $ (31.8) $ 53.2 $ 41.0 $ 174.5
Add (subtract):        
Net income attributable to non-controlling interests 0.1 0.1 0.0 0.6
Income from discontinued operations, net of tax 0.0 0.0 (2.9) (1.8)
Income tax expense 15.3 16.5 53.4 60.4
Interest expense, net 13.3 12.3 37.0 39.6
Depreciation expense 11.8 10.6 31.4 31.5
Amortization expense 32.7 29.2 93.3 90.5
EBITDA 41.4 121.9 253.2 395.3
Adjustments to reconcile to Adjusted EBITDA:        
Inventory step-up 0.0 0.0 0.0 0.5
Restructuring expense 2.1 2.9 6.3 6.1
Acquisition and integration expense 5.0 2.2 13.3 6.2
Foreign exchange loss (gain) on intercompany loans 6.5 2.5 (7.6) 3.2
Goodwill impairment 80.0 0.0 80.0 0.0
Kuprion Acquisition research and development charge 0.0 0.0 15.7 0.0
Adjustment of stock compensation previously not probable     0.0 1.3
Other, net (0.9) 4.0 1.6 6.1
Adjusted EBITDA $ 134.1 $ 133.5 $ 362.5 $ 418.7