ELEMENT SOLUTIONS INC, 10-Q filed on 8/2/2019
Quarterly Report
v3.19.2
Cover - shares
 6 Months Ended
Jun. 30, 2019
Jul. 26, 2019
Cover page.    
Document Type 10-Q  
Document Quarterly Report true  
Document Period End Date Jun. 30, 2019  
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,  
Entity Address, Suite Number Suite 1860  
Entity Address, City Fort Lauderdale,  
Entity Address, State FL  
Entity Address, Postal Zip Code 33394  
City Area Code 561  
Local Phone Number 207-9600  
Title of each class Common Stock, par value $0.01 per share  
Trading Symbol ESI  
Name of each exchange on which registered NYSE  
Entity Current Reporting Status Yes  
Entity Interactive Data Current Yes  
Amendment Flag false  
Entity Filer Category Large Accelerated Filer  
Entity Emerging Growth Company false  
Entity Small Business false  
Entity Shell Company false  
Entity Common Stock, Shares Outstanding (in shares)   256,664,544
Entity Central Index Key 0001590714  
Current Fiscal Year End Date --12-31  
Document Fiscal Year Focus 2019  
Document Fiscal Period Focus Q2  
v3.19.2
CONDENSED CONSOLIDATED STATEMENTS OF OPERATIONS - USD ($)
shares in Millions, $ in Millions
 3 Months Ended 6 Months Ended
Jun. 30, 2019
Jun. 30, 2018
Jun. 30, 2019
Jun. 30, 2018
Income Statement [Abstract]        
Net sales $ 456.7 $ 501.6 $ 916.5 $ 994.1
Cost of sales 263.7 286.9 525.2 568.3
Gross profit 193.0 214.7 391.3 425.8
Operating expenses:        
Selling, technical, general and administrative 126.4 144.3 268.8 285.1
Research and development 11.1 11.2 21.9 22.6
Total operating expenses 137.5 155.5 290.7 307.7
Operating profit 55.5 59.2 100.6 118.1
Other expense:        
Interest expense, net (18.2) (78.3) (56.3) (155.5)
Foreign exchange (loss) gain (28.3) (2.4) (1.2) 5.1
Other (expense) income, net (1.1) 1.9 (49.1) 13.7
Total other expense (47.6) (78.8) (106.6) (136.7)
Income (loss) before income taxes and non-controlling interests 7.9 (19.6) (6.0) (18.6)
Income tax benefit (expense) 6.8 (30.0) 17.2 (39.9)
Net income (loss) from continuing operations 14.7 (49.6) 11.2 (58.5)
(Loss) income from discontinued operations, net of tax (13.3) 61.4 14.1 108.3
Net income 1.4 11.8 25.3 49.8
Net loss (income) attributable to the non-controlling interests 0.1 0.2 (0.6) (0.5)
Net income attributable to common stockholders $ 1.5 $ 12.0 $ 24.7 $ 49.3
Earnings (loss) per share        
Basic from continuing operations (in dollars per share) $ 0.06 $ (0.17) $ 0.04 $ (0.21)
Basic from discontinued operations (in dollars per share) (0.05) 0.21 0.05 0.38
Basic (in dollars per share) 0.01 0.04 0.09 0.17
Diluted from continuing operations (in dollars per share) 0.06 (0.17) 0.04 (0.21)
Diluted from discontinued operations (in dollars per share) (0.05) 0.21 0.05 0.38
Diluted (in dollars per share) $ 0.01 $ 0.04 $ 0.09 $ 0.17
Weighted average common shares outstanding        
Basic (in shares) 257.3 288.2 262.7 288.0
Diluted (in shares) 259.6 288.2 265.3 288.0
v3.19.2
Condensed Consolidated Statements of Comprehensive (Loss) Income - USD ($)
$ in Millions
 3 Months Ended 6 Months Ended
Jun. 30, 2019
Jun. 30, 2018
Jun. 30, 2019
Jun. 30, 2018
Statement of Comprehensive Income [Abstract]        
Net income $ 1.4 $ 11.8 $ 25.3 $ 49.8
Foreign currency translation:        
Other comprehensive (loss) income before reclassifications, net of tax (benefit) of $(0.7) and $0.0 for the three months ended June 30, 2019 and 2018, and $0.0 for the six months ended June 30, 2019 and 2018, respectively (0.1) (377.8) 94.1 (318.6)
Reclassifications, net of tax of $0.0 for the three and six months ended June 30, 2019 and 2018, respectively 0.0 0.0 479.8 0.0
Total foreign currency translation adjustments (0.1) (377.8) 573.9 (318.6)
Pension and post-retirement plans:        
Reclassifications, net of tax of $0.0 for the three and six months ended June 30, 2019 and 2018, respectively 0.0 0.0 (2.1) 0.0
Total pension and post-retirement plans 0.0 0.0 (2.1) 0.0
Derivative financial instruments:        
Other comprehensive (loss) income before reclassifications, net of tax expense (benefit) of $2.4 and $0.9 for the three months ended June 30, 2019 and 2018, and $0.0 and $3.1 for the six months ended June 30, 2019 and 2018, respectively (18.5) 10.4 (27.7) 7.8
Reclassifications, net of tax of $0.00 and $0.0 for the three months ended June 30, 2019 and 2018, and $1.4 and $0.0 for the six months ended June 30, 2019 and 2018, respectively 0.3 (7.8) (5.4) 0.9
Total unrealized (loss) gain arising on qualified hedging derivatives (18.2) 2.6 (33.1) 8.7
Other comprehensive (loss) income (18.3) (375.2) 538.7 (309.9)
Comprehensive (loss) income (16.9) (363.4) 564.0 (260.1)
Comprehensive loss (income) attributable to the non-controlling interests 0.0 35.1 (40.2) 32.8
Comprehensive (loss) income attributable to common stockholders $ (16.9) $ (328.3) $ 523.8 $ (227.3)
v3.19.2
Condensed Consolidated Statements of Comprehensive (Loss) Income (Parenthetical) - USD ($)
$ in Millions
 3 Months Ended 6 Months Ended
Jun. 30, 2019
Jun. 30, 2018
Jun. 30, 2019
Jun. 30, 2018
Foreign currency translation:        
Tax expense $ (0.7) $ 0.0 $ 0.0 $ 0.0
Tax expense, reclassification 0.0 0.0 0.0 0.0
Pension and post-retirement plans:        
Tax expense, reclassification 0.0 0.0 0.0 0.0
Derivative financial instruments:        
Tax expense 2.4 0.9 0.0 3.1
Tax expense, reclassification $ 0.0 $ 0.0 $ 1.4 $ 0.0
v3.19.2
CONDENSED CONSOLIDATED BALANCE SHEETS - USD ($)
$ in Millions
Jun. 30, 2019
Dec. 31, 2018
Assets    
Cash and cash equivalents $ 247.6 $ 233.6
Accounts receivable, net of allowance for doubtful accounts of $8.3 and $7.7 at June 30, 2019 and December 31, 2018, respectively 374.7 382.4
Inventories 201.6 188.1
Prepaid expenses 23.7 14.3
Other current assets 69.1 42.5
Current assets of discontinued operations 9.6 1,621.3
Total current assets 926.3 2,482.2
Property, plant and equipment, net 256.7 266.9
Goodwill 2,177.9 2,182.6
Intangible assets, net 967.0 1,024.5
Other assets 105.6 32.9
Non-current assets of discontinued operations 6.8 3,412.4
Total assets 4,440.3 9,401.5
Liabilities and stockholders' equity    
Accounts payable 106.1 100.9
Current installments of long-term debt and revolving credit facilities 57.8 25.3
Accrued expenses and other current liabilities 116.2 189.5
Current liabilities of discontinued operations 57.9 826.8
Total current liabilities 338.0 1,142.5
Debt 1,515.3 5,350.7
Pension and post-retirement benefits 48.6 49.5
Deferred income taxes 120.3 133.0
Other liabilities 186.9 128.5
Non-current liabilities of discontinued operations 0.0 416.2
Total liabilities 2,209.1 7,220.4
Commitments and contingencies (Note 12)
Stockholders' Equity    
Preferred stock - Series A 0.0 0.0
Common stock: 400.0 shares authorized (2019: 258.3 shares issued; 2018: 289.3 shares issued) 2.6 2.9
Additional paid-in capital 4,109.4 4,062.1
Treasury stock (2019: 1.7 shares; 2018: 0.3 shares) (16.8) (3.5)
Accumulated deficit (1,604.0) (1,195.4)
Accumulated other comprehensive loss (258.4) (756.9)
Total stockholders' equity 2,232.8 2,109.2
Non-controlling interests (1.6) 71.9
Total equity 2,231.2 2,181.1
Total liabilities and stockholders' equity $ 4,440.3 $ 9,401.5
v3.19.2
CONDENSED CONSOLIDATED BALANCE SHEETS (Parenthetical) - USD ($)
$ in Millions
Jun. 30, 2019
Dec. 31, 2018
Statement of Financial Position [Abstract]    
Allowance for doubtful accounts, current $ 8.3 $ 7.7
Stockholders' Equity    
Common shares authorized (in shares) 400,000,000 400,000,000
Common shares issued (in shares) 258,300,000 289,300,000
Treasury stock (in shares) 1,700,000 300,000
v3.19.2
CONDENSED CONSOLIDATED STATEMENTS OF CASH FLOWS - USD ($)
$ in Millions
 6 Months Ended
Jun. 30, 2019
Jun. 30, 2018
Cash flows from operating activities:    
Net income $ 25.3 $ 49.8
Net income from discontinued operations, net of tax 14.1 108.3
Net income (loss) from continuing operations 11.2 (58.5)
Reconciliation of net loss from continuing operations to net cash flows used in operating activities:    
Depreciation and amortization 77.5 79.8
Deferred income taxes (10.8) (18.0)
Foreign exchange gain (8.6) (7.7)
Other, net 79.8 5.6
Changes in assets and liabilities, net of acquisitions:    
Accounts receivable 5.4 (11.3)
Inventories (13.9) (27.1)
Accounts payable 5.4 12.2
Accrued expenses (93.5) 1.0
Prepaid expenses and other current assets (24.9) 17.5
Other assets and liabilities (22.3) (6.2)
Net cash flows provided by (used in) operating activities of continuing operations 5.3 (12.7)
Cash flows from investing activities:    
Capital expenditures (11.4) (11.0)
Proceeds from disposal of property, plant and equipment 0.0 1.6
Acquisition of business, net of cash acquired 0.0 (28.2)
Proceeds from Arysta Sale (net of cash $148.7 million) 4,281.8 0.0
Proceeds from the sale of equity investment 0.0 25.0
Other, net 7.9 0.8
Net cash flows provided by (used in) investing activities of continuing operations 4,278.3 (11.8)
Cash flows from financing activities:    
Debt proceeds, net of discount 749.1 0.0
Repayments of borrowings (4,603.0) (0.2)
Change in lines of credit, net 25.1 60.0
Repurchases of common stock (445.1) 0.0
Payment of financing fees (39.5) (1.0)
Other, net (8.8) 0.3
Net cash flows (used in) provided by financing activities of continuing operations (4,322.2) 59.1
Cash flows from discontinued operations:    
Net cash flows used in operating activities of discontinued operations (135.3) (79.0)
Net cash flows used in investing activities of discontinued operations (5.0) (20.9)
Net cash flows provided by financing activities of discontinued operations 4.8 44.1
Net cash flows used in discontinued operations (135.5) (55.8)
Effect of exchange rate changes on cash, cash equivalents and restricted cash 6.2 (15.8)
Net decrease in cash, cash equivalents and restricted cash (167.9) (37.0)
Cash, cash equivalents and restricted cash at beginning of period [1] 415.5 483.9
Cash, cash equivalents and restricted cash at end of period [2] $ 247.6 $ 446.9
[1] Includes cash, cash equivalents and restricted cash of discontinued operations of $181.9 million and $225.4 million at December 31, 2018 and 2017, respectively.
[2] Includes cash, cash equivalents and restricted cash of discontinued operations of $166.6 million at June 30, 2018.
v3.19.2
CONDENSED CONSOLIDATED STATEMENTS OF CASH FLOWS (Parentheticals) - USD ($)
$ in Millions
 6 Months Ended
Jun. 30, 2019
Dec. 31, 2018
Jun. 30, 2018
Dec. 31, 2017
Statement of Cash Flows [Abstract]        
Cash from divestiture $ 148.7      
Cash, cash equivalents and restricted cash of discontinued operations   $ 181.9 $ 166.6 $ 225.4
v3.19.2
CONDENSED CONSOLIDATED STATEMENTS OF CHANGES IN STOCKHOLDERS' EQUITY - USD ($)
$ in Millions
Total
Preferred Stock
Common Stock
Additional Paid-in Capital
Treasury Stock
Accumulated Deficit
Accumulated Other Comprehensive (Loss) Income
Total Stockholders' Equity
Non- controlling Interests
Balance at Dec. 31, 2017 $ 2,860.0 $ 0.0 $ 2.9 $ 4,032.0 $ (0.1) $ (869.7) $ (422.0) $ 2,743.1 $ 116.9
Balance (in shares) at Dec. 31, 2017   2,000,000 287,405,939   6,618        
Increase (Decrease) in Stockholders' Equity [Roll Forward]                  
Net income (loss) 49.8         49.3   49.3 0.5
Other comprehensive income (loss), net of taxes (309.9)                
Other comprehensive income, net of taxes (309.9)           (276.6) (276.6) (33.3)
Exercise/ vesting of share based compensation (in shares)     44,549            
Conversion of shares of common stock of PDH into common stock       8.6       8.6 (8.6)
Conversion of shares of common stock of PDH into common stock (in shares)     686,610            
Issuance of common stock under ESPP 0.6     0.6       0.6  
Issuance of common stock under ESPP (in shares)     70,807            
Equity compensation expense 7.4     7.4       7.4  
Changes in non-controlling interests (3.5)     0.0         (3.5)
Balance at Jun. 30, 2018 2,604.4 $ 0.0 $ 2.9 4,048.6 $ (0.1) (821.7) (697.3) 2,532.4 72.0
Balance (in shares) at Jun. 30, 2018   2,000,000 288,207,905   6,618        
Balance at Mar. 31, 2018 2,967.0 $ 0.0 $ 2.9 4,043.6 $ (0.1) (833.7) (356.9) 2,855.8 111.2
Balance (in shares) at Mar. 31, 2018   2,000,000 288,115,844   6,618.0        
Increase (Decrease) in Stockholders' Equity [Roll Forward]                  
Net income (loss) 11.8         12.0   12.0 (0.2)
Other comprehensive income (loss), net of taxes (375.2)                
Other comprehensive income, net of taxes (375.2)           (340.4) (340.4) (34.8)
Exercise/ vesting of share based compensation (in shares)     29,549            
Conversion of shares of common stock of PDH into common stock       0.4       0.4 (0.4)
Conversion of shares of common stock of PDH into common stock (in shares)     29,069            
Issuance of common stock under ESPP 0.3     0.3       0.3  
Issuance of common stock under ESPP (in shares)     33,443            
Equity compensation expense 4.3     4.3       4.3  
Changes in non-controlling interests (3.8)     0.0         (3.8)
Balance at Jun. 30, 2018 2,604.4 $ 0.0 $ 2.9 4,048.6 $ (0.1) (821.7) (697.3) 2,532.4 72.0
Balance (in shares) at Jun. 30, 2018   2,000,000 288,207,905   6,618        
Balance at Dec. 31, 2018 2,181.1 $ 0.0 $ 2.9 4,062.1 $ (3.5) (1,195.4) (756.9) 2,109.2 71.9
Balance (in shares) at Dec. 31, 2018   2,000,000 289,316,170   341,967        
Increase (Decrease) in Stockholders' Equity [Roll Forward]                  
Net income (loss) 25.3         24.7   24.7 0.6
Other comprehensive income (loss), net of taxes 538.7                
Other comprehensive income, net of taxes 49.1           49.1 49.1  
Arysta Sale 411.0     (5.7)     463.3 457.6 (46.6)
Exercise/ vesting of share based compensation       1.9 $ (1.9)        
Exercise/ vesting of share based compensation (in shares)     1,929,518   170,989        
Conversion of shares of common stock of PDH into common stock     $ 0.1 41.1     (13.9) 27.3 (27.3)
Conversion of shares of common stock of PDH into common stock (in shares)     4,019,710            
Issuance of common stock under ESPP 0.6     0.6       0.6  
Issuance of common stock under ESPP (in shares)     58,425            
Repurchases of common stock (445.1)   $ (0.4)   $ (11.4) (433.3)   (445.1)  
Repurchases of common stock (in shares)     (37,000,000)   (1,154,585)        
Equity compensation expense 9.4     9.4       9.4  
Changes in non-controlling interests (0.2)               (0.2)
Balance at Jun. 30, 2019 2,231.2 $ 0.0 $ 2.6 4,109.4 $ (16.8) (1,604.0) (258.4) 2,232.8 (1.6)
Balance (in shares) at Jun. 30, 2019   2,000,000 258,323,823   1,667,541        
Balance at Mar. 31, 2019 2,255.2 $ 0.0 $ 2.6 4,105.1 $ (5.4) (1,605.5) (240.1) 2,256.7 (1.5)
Balance (in shares) at Mar. 31, 2019   2,000,000 257,955,093   512,956        
Increase (Decrease) in Stockholders' Equity [Roll Forward]                  
Net income (loss) 1.4         1.5   1.5 (0.1)
Other comprehensive income (loss), net of taxes (18.3)                
Other comprehensive income, net of taxes (18.3)           (18.3) (18.3)  
Exercise/ vesting of share based compensation 1.9     1.9       1.9  
Exercise/ vesting of share based compensation (in shares)     336,703            
Issuance of common stock under ESPP 0.3     0.3       0.3  
Issuance of common stock under ESPP (in shares)     32,027            
Repurchases of common stock (11.4)       $ (11.4)     (11.4)  
Repurchases of common stock (in shares)         (1,154,585)        
Equity compensation expense 2.1     2.1       2.1  
Changes in non-controlling interests 0.0               0.0
Balance at Jun. 30, 2019 $ 2,231.2 $ 0.0 $ 2.6 $ 4,109.4 $ (16.8) $ (1,604.0) $ (258.4) $ 2,232.8 $ (1.6)
Balance (in shares) at Jun. 30, 2019   2,000,000 258,323,823   1,667,541        
v3.19.2
Background and Basis of Presentation
 6 Months Ended
Jun. 30, 2019
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 NYSE under the ticker symbol “ESI.”
Element Solutions is a leading global specialty chemicals company whose operating businesses formulate a broad range of solutions that enhance the performance of products people use every day. Developed in multi-step technological processes, the innovative solutions of the Company's businesses enable customers' manufacturing processes in several key industries, including electronic circuitry, semiconductor, communications infrastructure, automotive systems, industrial surface finishing, consumer packaging and offshore energy. 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 include the accounts and transactions of the Company and have been prepared on a basis that is consistent with the accounting principles applied in the Company’s 2018 Annual Report. In the opinion of management, 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, 2019. These unaudited Condensed Consolidated Financial Statements should be read in conjunction with the Consolidated Financial Statements and the related notes thereto included in the Company’s 2018 Annual Report.
On January 31, 2019, the Company completed the Arysta Sale for net cash proceeds of approximately $4.28 billion, after certain post-closing adjustments. Agricultural Solutions' assets, liabilities, operating results and cash flows for all periods presented have been classified as discontinued operations within the unaudited Condensed Consolidated Financial Statements. See Note 3, Discontinued Operations, for additional information. The Company's Prior Senior Notes, 5.875% USD Notes due 2025 and term loans then outstanding under the Company's second amended and restated credit agreement, dated August 6, 2014, as further amended and restated, were not required to be immediately redeemed or repaid in connection with the Arysta Sale. As such, the related liabilities and interest expense are not included in discontinued operations and therefore fully burdened continuing operations.
The process of preparing the Company’s unaudited Condensed Consolidated Financial Statements requires the use of estimates and judgments that affect the reported amount of assets, liabilities, net sales and expenses. These estimates and judgments are based on historical experience, future expectations and other factors as well as assumptions the Company believes to be reasonable under the circumstances. These estimates and judgments are reviewed on an ongoing basis and revised as necessary. Actual amounts may differ materially from these estimates.
Certain other prior year amounts have been reclassified to conform to the current year’s presentation.
v3.19.2
Recent Accounting Pronouncements
 6 Months Ended
Jun. 30, 2019
Accounting Policies [Abstract]  
RECENT ACCOUNTING PRONOUNCEMENTS RECENT ACCOUNTING PRONOUNCEMENTS
Recently Adopted Accounting Pronouncements
Leases (Topic 842) - In February 2016, the FASB issued ASU No. 2016-02, “Leases.” This ASU requires lessees to recognize most leases in their balance sheets, but to continue to record expenses on their income statements in a manner similar to current accounting. The ASU is required to be applied to leases in existence as of the date of initial application using a modified retrospective transition approach. The Company adopted the new standard on January 1, 2019. No cumulative-effect adjustment was required to the opening balance of retained earnings on the adoption date.
The Company made updates to its systems, policies and internal controls over financial reporting in preparation of adopting the new guidance. Upon the prospective adoption of ASC 842 during the first quarter of 2019, the Company elected the following package of transition practical expedients:
•
Not to separate non-lease components from lease components and account for them as a single lease component;
•
Not to reassess arrangements entered into prior to January 1, 2019 for whether an arrangement is or contains a lease, the lease classification applied or to separate initial direct costs; and
•
To use hindsight in determining the lease term for lease contracts that have historically been renewed or amended.
At December 31, 2018, the Company was not a lessor to any significant lease agreements and substantially all of the leases under which the Company was a lessee were classified as operating leases under the existing ASC 840 guidance. As such, consistent with the Company's practical expedient election to not reassess lease classification, substantially all the Company's existing leases will continue to be classified as operating leases under ASC 842. As a lessee, the Company categorizes its operating leases into two general categories: real estate and other.
This new standard had no impact on the Company’s Condensed Consolidated Statements of Operations or Cash Flows but its Condensed Consolidated Balance Sheet at June 30, 2019 was impacted by the recognition of right of use (ROU) assets of $64.0 million in "Other Assets" which reflected the present value of remaining operating lease payments under existing lease arrangements, as well as current and non-current lease liabilities of $14.9 million and $49.3 million, reported in "Accrued expenses and other current liabilities" and "Other liabilities," respectively.
See Note 11, Leases, for more information.
Derivatives and Hedging (Topic 815) - In August 2017, the FASB issued ASU No. 2017-12, “Targeted Improvements to Accounting for Hedging Activities.” This ASU improves the financial reporting of hedge relationships by updating hedging designation and measurement guidance. The update also simplifies the application of existing hedge accounting guidance related to assessing hedge effectiveness. The guidance is effective prospectively as of January 1, 2019 and is applied to contracts in existence at the date of adoption. This new guidance did not have a material impact on the Company's unaudited Condensed Consolidated Financial Statements.
v3.19.2
Discontinued Operations
 6 Months Ended
Jun. 30, 2019
Discontinued Operations and Disposal Groups [Abstract]  
DISCONTINUED OPERATIONS DISCONTINUED OPERATIONS
On July 20, 2018, the Company agreed to sell to UPL 100% of the then issued and outstanding shares of common stock of Arysta and its subsidiaries pursuant to the terms and conditions of the Arysta Sale Agreement. The Arysta Sale was completed on January 31, 2019 for net cash proceeds of approximately $4.28 billion, after certain post-closing adjustments relating to, among other things, cash, indebtedness and working capital, as finalized with UPL on May 17, 2019.
The Company's former Agricultural Solutions business was previously its own reportable segment and has been presented for all periods as discontinued operations in this Quarterly Report as the Arysta Sale represented a significant strategic shift and was determined to have a major effect on the Company's operations and financial results. Corporate costs previously allocated to the Agricultural Solutions segment were reallocated to the remaining segments for all periods presented as these costs were not clearly identifiable as costs of the former Agricultural Solutions segment.
In the second quarter of 2019, the Company recorded a loss of $18.8 million on the Arysta Sale, for a 2019 year-to-date gain of $2.5 million. The sale resulted in an overall loss of $448 million as an estimated impairment loss of $450 million was recorded in 2018, primarily due to the reclassification of foreign currency translation adjustments from "Accumulated other comprehensive loss" within Stockholders’ Equity into earnings within the Condensed Consolidated Statement of Operations. The Company may record an additional gain or loss in the future as it settles certain tax assets and liabilities associated with the Arysta Sale.
In connection with the Arysta Sale, the Company agreed to retain certain liabilities associated with legal and tax proceedings, primarily related to an Arysta subsidiary in Brazil. The Company does not expect to incur any material losses as a result of these proceedings. However, the resolutions of these matters may take several years and, to the extent not covered by insurance, may adversely impact the Company's financial position or results of operations.
The following table details the components comprising net (loss) income from the Company's discontinued operations attributable to common stockholders:
 
Three Months Ended June 30,
 
Six Months Ended June 30,
 (dollars in millions)
2019
 
2018
 
2019 (1)
 
2018
Net sales
$
—

 
$
520.9

 
$
65.3

 
$
992.5

Cost of sales
—

 
(312.7
)
 
(45.5
)
 
(590.7
)
Selling, technical, general and administrative
(0.8
)
 
(135.7
)
 
(37.4
)
 
(271.9
)
Research and development
—

 
(14.8
)
 
(4.6
)
 
(26.9
)
(Loss) gain on Arysta Sale
(18.8
)
 
—

 
2.5

 
—

Operating (loss) profit
(19.6
)
 
57.7

 
(19.7
)
 
103.0

Other, net
(0.6
)
 
(40.9
)
 
8.7

 
15.8

(Loss) income from discontinued operations, before income taxes
(20.2
)
 
16.8

 
(11.0
)
 
118.8

Income tax benefit (expense)
6.9

 
44.6

 
25.1

 
(10.5
)
(Loss) income from discontinued operations, net of tax
(13.3
)
 
61.4

 
14.1

 
108.3

Net loss (income) from discontinued operations attributable to the non-controlling interests
0.1

 
(0.4
)
 
—

 
0.2

Net (loss) income from discontinued operations attributable to common stockholders
$
(13.2
)
 
$
61.0

 
$
14.1

 
$
108.5

(1) 
Includes activity through January 31, 2019, when the Arysta Sale was completed, and certain post-closing adjustments relating to, among other things, cash, indebtedness and working capital as of the closing date.
The carrying value of major classes of assets and liabilities related to the Company's discontinued operations were as follows:
 
June 30,
 
December 31,
 
 (dollars in millions)
2019
 
2018
 
Assets
 
 
 
 
Cash and cash equivalents
$
—

 
$
177.8

 
Accounts receivable, net
—

 
919.4

 
Inventories
—

 
369.1

 
Other current assets
9.6

(1) 
155.0

 
Current assets of discontinued operations
$
9.6

 
$
1,621.3

 
Property, plant and equipment, net
$
—

 
$
172.0

 
Goodwill
—

 
1,816.9

 
Intangible assets, net
—

 
1,797.7

 
Other assets
6.8

 
(374.2
)
(2) 
Non-current assets of discontinued operations
$
6.8

 
$
3,412.4

 
Liabilities
 
 
 
 
Accounts payable
$
—

 
$
365.7

 
Current installments of revolving credit facilities
—

 
52.5

 
Accrued expenses and other current liabilities
57.9

 
408.6

 
Current liabilities of discontinued operations
$
57.9

 
$
826.8

 
Deferred income taxes
$
—

 
$
369.9

 
Other liabilities
—

 
46.3

 
Non-current liabilities of discontinued operations
$
—

 
$
416.2

 
(1) 
Primarily comprised of a receivable from UPL associated with certain post-closing adjustments.
(2) 
Includes the impairment loss of $450 million on discontinued operations at December 31, 2018.
v3.19.2
Inventories
 6 Months Ended
Jun. 30, 2019
Inventory Disclosure [Abstract]  
INVENTORIES INVENTORIES
The major components of inventory, on a net basis, were as follows: 
 (dollars in millions)
June 30,
2019
 
December 31,
2018
Finished goods
$
118.0

 
$
109.4

Work in process
17.9

 
15.3

Raw materials and supplies
65.7

 
63.4

Total inventories
$
201.6

 
$
188.1
v3.19.2
Property, Plant and Equipment
 6 Months Ended
Jun. 30, 2019
Property, Plant and Equipment [Abstract]  
PROPERTY, PLANT AND EQUIPMENT PROPERTY, PLANT AND EQUIPMENT
The major components of property, plant and equipment were as follows:
 (dollars in millions)
June 30,
2019
 
December 31,
2018
Land and leasehold improvements
$
67.5

 
$
67.8

Buildings and improvements
104.7

 
101.0

Machinery, equipment, fixtures and software
212.1

 
207.3

Construction in process
11.7

 
14.9

Total property, plant and equipment
396.0

 
391.0

Accumulated depreciation
(139.3
)
 
(124.1
)
Property, plant and equipment, net
$
256.7

 
$
266.9


For the three months ended June 30, 2019 and 2018, the Company recorded depreciation expense of $10.4 million and $11.2 million, respectively. For the six months ended June 30, 2019 and 2018, the Company recorded depreciation expense of $20.7 million and $22.9 million, respectively.
v3.19.2
Goodwill and Intangible Assets
 6 Months Ended
Jun. 30, 2019
Goodwill and Intangible Assets Disclosure [Abstract]  
GOODWILL AND INTANGIBLE ASSETS GOODWILL AND INTANGIBLE ASSETS
Goodwill
The changes in the carrying amount of goodwill were as follows:
 (dollars in millions)
 
Electronics
 
Industrial & Specialty
 
Total
Balance at December 31, 2018
(*)
$
1,226.7

 
$
955.9

 
$
2,182.6

Foreign currency translation
 
(2.4
)
 
(2.3
)
 
(4.7
)
Balance at June 30, 2019
(*)
$
1,224.3

 
$
953.6

 
$
2,177.9

(*) Includes accumulated impairment losses of $46.6 million associated with the Company's Industrial & Specialty segment.
Indefinite-Lived Intangible Assets
The carrying value of indefinite-lived intangible assets other than goodwill, which consisted solely of tradenames, was $105 million and $150 million at June 30, 2019 and December 31, 2018, respectively.
During the first quarter of 2019, the Company determined that the useful life of one of its tradenames no longer met the criteria to be considered an indefinite-lived asset and concluded no indication of impairment. Subsequently, the Company started amortizing
this tradename over 15 years, consistent with other similar finite-lived assets.
Finite-Lived Intangible Assets
Intangible assets subject to amortization were as follows:
 
June 30, 2019
 
December 31, 2018
 (dollars in millions)
Gross Carrying
Amount
 
Accumulated
Amortization
 
Net Book
Value
 
Gross Carrying
Amount
 
Accumulated
Amortization
 
Net Book
Value
Customer lists
$
925.7

 
$
(317.3
)
 
$
608.4

 
$
927.8

 
$
(283.2
)
 
$
644.6

Developed technology
381.5

 
(175.1
)
 
206.4

 
381.3

 
(155.6
)
 
225.7

Tradenames
50.8

 
(3.2
)
 
47.6

 
5.9

 
(1.6
)
 
4.3

Non-compete agreements
1.5

 
(1.4
)
 
0.1

 
1.5

 
(1.3
)
 
0.2

Total
$
1,359.5

 
$
(497.0
)
 
$
862.5

 
$
1,316.5

 
$
(441.7
)
 
$
874.8


For the three months ended June 30, 2019 and 2018, the Company recorded amortization expense on intangible assets of $28.4 million, respectively. For the six months ended June 30, 2019 and 2018, the Company recorded amortization expense on intangible assets of $56.8 million and $56.9 million, respectively.
v3.19.2
Debt
 6 Months Ended
Jun. 30, 2019
Debt Disclosure [Abstract]  
DEBT DEBT
The Company’s debt and finance lease obligations consisted of the following:
 (dollars in millions)
Maturity Date
 
Interest Rate
 
June 30,
2019
 
December 31,
2018
USD Term Loans (1)
2026
 
LIBOR plus 2.25%
 
$
736.4

 
$
—

Senior Notes - USD 800 million (2)
2025
 
5.875%
 
785.8

 
784.9

Senior Notes - USD 1.10 billion (2)
2022
 
6.50%
 
—

 
1,067.1

Senior Notes - EUR 350 million (2)
2023
 
6.00%
 
—

 
397.4

First Lien Credit Facility - USD Term Loans (1)
2020
 
> of 3.50% or LIBOR plus 2.50%
 
—

 
624.3

First Lien Credit Facility - USD Term Loans (1)
2021
 
> of 4.00% or LIBOR plus 3.00%
 
—

 
1,124.7

First Lien Credit Facility - Euro Term Loans (1)
2020
 
> of 3.25% or EURIBOR plus 2.50%
 
—

 
666.2

First Lien Credit Facility - Euro Term Loans (1)
2021
 
> of 3.50% or EURIBOR plus 2.75%
 
—

 
685.3

Borrowings under the Revolving Credit Facility
2024
 
LIBOR plus 2.25%
 
50.0

 
25.0

Other
 
 
 
 
0.9

 
1.1

Total debt and finance lease obligations
 
1,573.1

 
5,376.0

Less: current installments of long-term debt and revolving credit facilities
 
57.8

 
25.3

Total long-term debt and finance lease obligations
 
$
1,515.3

 
$
5,350.7


 
(1)
Term loans, net of unamortized discounts and debt issuance costs of $9.8 million and $22.4 million at June 30, 2019 and December 31, 2018, respectively. Weighted average effective interest rate of 2.4% and 4.6% at June 30, 2019 and December 31, 2018, respectively, including the effects of interest rate swaps and net investment hedges. See Note 8, Financial Instruments, for further information regarding the Company's interest rate swaps and net investment hedges.
(2) 
Senior notes, net of unamortized premium, discounts and debt issuance costs of $14.2 million and $29.9 million at June 30, 2019 and December 31, 2018, respectively. Weighted average effective interest rate of 6.2% and 6.5% at June 30, 2019 and December 31, 2018, respectively.

New Credit Agreement
The Company is a party to the New Credit Agreement, which provides for senior secured credit facilities in an aggregate principal amount of $1.08 billion, consisting of a revolving facility in an aggregate principal amount of $330 million maturing in 2024 and a term loan in an aggregate principal amount of $750 million maturing in 2026. On the closing date of the Arysta Sale, the $750 million term loan was borrowed under the New Credit Agreement.
The New Credit Agreement replaced the Company's second amended and restated credit agreement, dated August 6, 2014, as further amended and restated, which was terminated on January 31, 2019, the closing date of the Arysta Sale, as the Company paid down its then existing credit facilities, including the first lien credit facility and the revolving credit facility, under this agreement and expensed $22.9 million of unamortized premiums, discounts and debt issuance costs, which was recorded in the Condensed Consolidated Statement of Operations as "Other (expense) income, net."
Borrowings under the New Credit Agreement bear interest at a rate per annum equal to a base rate, as defined in the New Credit Agreement, plus, in each case, an applicable rate equal to a spread of 1.25% with respect to Base Rate Loans and a spread of 2.25% with respect to Eurocurrency Rate Loans. The Company is required to pay a commitment fee in respect of any undrawn portion of the Revolver of 0.50% per annum, subject to a stepdown to 0.375% based on the Company’s first lien net leverage ratio.
The revolving facility under the New Credit Agreement includes borrowing capacity in the form of letters of credit of up to $100 million. In connection with the termination of the Company's second amended and restated credit agreement and entry into the New Credit Agreement, all letters of credit outstanding on January 31, 2019 under the second amended and restated credit agreement were rolled into the New Credit Agreement.
The credit facilities under the New Credit Agreement are guaranteed, jointly and severally, by certain of the Company’s domestic subsidiaries and secured by a first-priority security interest in substantially all of the assets of the borrowers and the guarantors, including mortgages on material real property, subject to certain exceptions.
Covenants, Events of Default and Provisions
The New 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. If the borrowers have total outstanding borrowings under the revolver (subject to certain exceptions) in excess of 30% of the commitment amount under the revolver, the revolver requires that the Company maintain a first lien net leverage ratio of at least 5.0 to 1.0, subject to a right to cure.
The New Credit Agreement requires the borrowers to make mandatory prepayments of borrowings, subject to certain exceptions, as described in the New Credit Agreement. In addition, the New 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 New Credit Agreement may be accelerated and the lenders could foreclose on their security interests in the assets of the borrowers and the guarantors.
At June 30, 2019, the Company was in compliance with the debt covenants contained in the credit facilities of the New Credit Agreement and, in accordance with applicable debt covenants, had full availability of its unused borrowing capacity of $275 million, net of letters of credit, under the revolving facility.
Senior Notes
Prior Senior Notes
On February 1, 2019, the Company completed the redemption of all outstanding Prior Senior Notes and, as a result, the Prior Senior Notes Indenture was terminated, releasing the Company and the guarantors named therein from their obligation under the Prior Senior Notes and the Prior Senior Notes Indenture. In connection with this redemption, the Company expensed $44.0 million, consisting of $29.5 million of call premiums and $14.5 million of unamortized premiums, discounts and debt issuance costs, which was recorded in the Condensed Consolidated Statement of Operations as "Other (expense) income, net." The Company funded the redemption with a portion of the net proceeds from the Arysta Sale and a portion of the borrowings under the New Credit Agreement. The 5.875% USD Notes due 2025 were not redeemed and remain outstanding.
5.875% USD Notes due 2025
The 5.875% USD Notes due 2025 are governed by the 5.875% USD Notes Indenture which provides, among other things, for customary affirmative and negative covenants, events of default and other customary provisions. The Company has the option to redeem the 5.875% USD Notes due 2025 prior to their maturity, subject to, in certain cases, the payment of an applicable make-whole premium. The 5.875% USD Notes due 2025 are fully and unconditionally guaranteed on a senior unsecured basis by certain of the Company’s domestic subsidiaries that guarantee the obligations of the borrowers under the New 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 June 30, 2019 and December 31, 2018, the aggregate principal amount outstanding under such facilities totaled $50.0 million and $25.0 million, respectively. The Company also had letters of credit outstanding of $5.1 million and $10.2 million at June 30, 2019 and December 31, 2018, respectively, of which $4.8 million and $9.7 million at June 30, 2019 and December 31, 2018, respectively, reduced the borrowings available under the various facilities. At June 30, 2019, the availability under these facilities totaled approximately $303 million, net of outstanding letters of credit.
v3.19.2
Financial Instruments
 6 Months Ended
Jun. 30, 2019
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 foreign currency exchange rates, commodity prices and interest rates. Derivative financial instruments, such as foreign currency exchange forward contracts, commodities futures contracts, interest rate swaps and net investment hedges 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 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.
Foreign Currency
The Company conducts a significant portion of its business in currencies other than the U.S. dollar and a portion of its business in currencies other than the functional currencies of its subsidiaries. As a result, the Company’s operating results are impacted by foreign currency exchange rate volatility.
At June 30, 2019, the Company held foreign currency forward contracts to purchase and sell various currencies in order to mitigate such foreign currency exposure, primarily with the U.S. dollar and euro. 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 (expense) income, net." The total notional value of foreign currency exchange forward contracts held at June 30, 2019 and December 31, 2018 was approximately $148.8 million and $102 million, respectively, with settlement dates generally within one year.
Commodities
As part of its risk management policy, the Company enters into commodities futures 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 futures contracts to purchase and sell various metals, primarily tin and silver, with a notional value of $39.5 million and $28.9 million at June 30, 2019 and December 31, 2018, respectively. Substantially all contracts outstanding at June 30, 2019 had 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 (expense) income, net."
Unrealized gains and losses on derivative contracts are accounted for as "Operating activities" in the Condensed Consolidated Statements of Cash Flows.
Interest Rates
During the six months ended June 30, 2019, the Company:
•
Terminated and settled interest rate swaps previously entered into to effectively fix the floating base rate portion of its interest payments on approximately $1.12 billion of prior U.S. dollar denominated debt and €276 million of prior euro denominated debt at 1.96% and 1.20%, respectively, through June 2020. Upon termination and settlement, the Company received a cash payment of $8.2 million and reclassified $7.1 million of income from "Accumulated other comprehensive loss" to "Other (expense) income, net" in the Condensed Consolidated Statement of Operations. The proceeds are reflected as cash flows from Investing Activities on the Condensed Consolidated Statement of Cash Flows.
•
Entered into interest rate swaps to effectively fix the floating rate of the interest payments associated with its new $750 million term loan under New Credit Agreement through January 2024. These contracts were designated as a cash flow hedge. All interest payments to be paid during the last two years preceding the maturity date of this new term loan (February 2024 to January 2026) will revert back to a floating rate of interest. The proceeds are reflected as cash flows from Operating Activities on the Condensed Consolidated Statement of Cash Flows.
•
Entered into cross-currency swaps to effectively convert the new $750 million term loan under the New Credit Agreement, a U.S. dollar denominated debt obligation, into fixed-rate euro-denominated debt. Under these contracts, which expire in January 2024, the Company is obligated to make periodic euro-denominated coupon payments to the hedge counterparties on an aggregate initial notional amount of €662 million, in exchange for periodic U.S. dollar-denominated coupon payments from these hedge counterparties on an aggregate initial notional amount of $750 million. The Company has also designated these contracts as a net investment hedge of the foreign currency exposure of a portion of its net investment in its European operations. The proceeds are reflected as cash flows from Operating Activities on the Condensed Consolidated Statement of Cash Flows.
The net result of the above hedges is a fixed interest rate of approximately 2.4% through January 2024.
Changes in the fair value of a derivative instrument that is designated as, and meets all the required criteria of, a cash flow hedge are recorded in "Other comprehensive (loss) income" and reclassified from "Accumulated other comprehensive loss" into earnings as the underlying hedged item affects earnings. Amounts reclassified into earnings related to interest rate swaps are included in the Condensed Consolidated Statements of Operations as "Interest expense, net." Changes in the fair value of a derivative instrument that is designated as, and meets all the required criteria of, a net investment hedge are recorded in "Foreign currency translation" in "Accumulated other comprehensive loss" offsetting the translation adjustment attributable to the hedged portion of the Company’s net investment in its European operations.
For the three and six months ended June 30, 2019, the Company's interest rate swaps and cross-currency swaps were deemed highly effective. The Company expects to reclassify $5.1 million of expense from "Accumulated other comprehensive loss" to "Interest expense, net" in the Condensed Consolidated Statements of Operations within the next twelve months.
Fair Value Measurements
The following table presents the Company’s financial assets and liabilities that are measured at fair value on a recurring basis:
 (dollars in millions)
Balance sheet location
 
Classification
 
June 30,
2019
 
December 31,
2018
Asset Category
 
 
 
 
 
 
 
Foreign exchange and metals contracts not designated as hedging instruments
Other current assets
 
Level 2
 
$
0.6

 
$
0.9

Interest rate swaps designated as cash flow hedging instruments
Other current assets
 
Level 2
 
—

 
6.5

Cross currency swaps designated as net investment hedge
Other current assets
 
Level 2
 
18.2

 
—

Interest rate swaps designated as cash flow hedging instruments
Other assets
 
Level 2
 
—

 
2.6

Available for sale equity securities
Other assets
 
Level 1
 
0.3

 
0.3

Total
 
 
 
 
$
19.1

 
$
10.3

 
 
 
 
 
 
 
 
Liability Category
 
 
 
 
 
 
 
Foreign exchange and metals contracts not designated as hedging instruments
Accrued expenses and other liabilities
 
Level 2
 
$
2.0

 
$
1.2

Interest rate swaps designated as cash flow hedging instruments
Accrued expenses and other liabilities
 
Level 2
 
5.1

 
0.6

Interest rate swaps designated as cash flow hedging instruments
Other liabilities
 
Level 2
 
22.4

 
0.3

Cross currency swaps designated as net investment hedge
Other liabilities
 
Level 2
 
18.8

 
—

Long-term contingent consideration
Other liabilities
 
Level 3
 
20.6

 
57.4

Total
 
 
 
 
$
68.9

 
$
59.5


The following methods and assumptions were used to estimate the fair value of each class of the Company’s financial assets and liabilities:
Derivatives - Derivative assets and liabilities include foreign currency, metals, interest rate swaps and cross currency swaps. The values 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.
Available for sale equity securities - Available for sale equity securities classified as Level 1 assets are measured using quoted market prices at the reporting date multiplied by the quantity held.
Long-term contingent consideration - The long-term contingent consideration represented a potential liability of up to $100 million tied to the achievement of certain common stock trading price performance metrics and Adjusted EBITDA targets over a seven-year period ending December 2020 in connection with the MacDermid Acquisition. In the first quarter of 2019, the Company paid $40.0 million of this liability related to the achievement of common stock performance targets, reducing the potential contingent consideration liability to $60.0 million. Of the $40.0 million paid in 2019, $30.9 million was reflected as a cash outflow from Operating Activities and $9.1 million was reflected as a cash outflow from Financing Activities on the Condensed Consolidated Statements of Cash Flows. The amount reflected as Financing Activities represented the initial amount recorded in purchase accounting.
•
The estimated fair value of the Adjusted EBITDA performance metric is derived using the income approach with unobservable inputs, based on present value and multi-year forecast assumptions, which include a discount rate of 10.50% and probability weighted Adjusted EBITDA assessments of expected future payment values of $0.0 million, $30.0 million and $60.0 million. At June 30, 2019, based on the most recent multi-year forecast, the Company continues to determine there is a higher probability of achieving the Adjusted EBITDA target that will result in an expected payment of $30.0 million. An increase or a decrease in the probability weighted Adjusted EBITDA assessments of future payment values of 10.0% changes the estimated fair value measure of the performance metric by approximately $2.3 million.
Changes in the estimated fair value of the long-term contingent consideration are recorded in the Condensed Consolidated Statements of Operations as "Selling, technical, general and administrative" expenses.
There were no significant transfers between the fair value hierarchy levels for the three and six months ended June 30, 2019.
The carrying value and estimated fair value of the Company’s long-term debt totaled $1.52 billion and $1.58 billion, respectively, at June 30, 2019. At December 31, 2018, the carrying value and estimated fair value each totaled $5.35 billion. The carrying values noted above include unamortized premiums, discounts and debt issuance costs. The estimated fair value of long-term debt is measured using quoted market prices at the reporting date multiplied by the gross carrying amount of the related debt, which excludes unamortized premiums, discounts and debt issuance costs. Such instruments are valued using Level 2 inputs.
v3.19.2
Stockholders' Equity
 6 Months Ended
Jun. 30, 2019
Equity [Abstract]  
STOCKHOLDERS’ EQUITY STOCKHOLDERS’ EQUITY
Preferred Stock
The Company is authorized to issue 5,000,000 shares of preferred stock. The Board has designated 2,000,000 of those shares as "Series A Preferred Stock." At June 30, 2019 and December 31, 2018, a total of 2,000,000 shares of Series A Preferred Stock were issued and outstanding. Shares of preferred stock have no voting rights, except in respect of any amendment to the Company's Certificate of Incorporation, as amended, that would alter or change their rights or privileges. Each share of Series A Preferred Stock is convertible into one share of the Company's common stock at the option of the holders until December 31, 2020. All outstanding shares of Series A Preferred Stock will be automatically converted into shares of the Company's common stock on a one-for-one basis (i) in the event of a change of control of the Company or (ii) on December 31, 2020 (which may be extended by the Board for three additional years).
As holders of the Series A Preferred Stock, the Founder Entities are entitled to receive dividends in the form of shares of the Company's common stock. The dividend amount is calculated based on the appreciated stock price compared to the highest dividend price previously used in calculating the Series A Preferred Stock dividends, which is currently $22.85 per share.
Non-Controlling Interest
In connection with the MacDermid Acquisition, approximately $97.5 million was raised in new equity consisting of 8,774,527 shares of common stock of PDH. The shares of common stock of PDH were recorded in the Condensed Consolidated Balance Sheets as "Non-controlling interests." On March 29, 2019, the Company completed the merger of PDH with and into Element Solutions, with Element Solutions continuing as the surviving entity. As a result of this merger and without any action on the part of the Retaining Holders, each share of common stock of PDH outstanding at March 29, 2019 was converted into the right to receive one share of the Company's common stock, and all shares of common stock of PDH were subsequently converted.
As a result of the merger, there was no allocation of net income to the Retaining Holders for the three months ended June 30, 2019. For the three months ended June 30, 2018, approximately $0.6 million of net loss had been allocated to the Retaining Holders, as included in the Condensed Consolidated Statements of Operations. For the six months ended June 30, 2019 and 2018, approximately $0.5 million and $0.6 million, respectively, of net income had been allocated to the Retaining Holders, as included in the Condensed Consolidated Statements of Operations.
Repurchases of Common Stock
On February 8, 2019, as part of the Company's previously-announced share repurchase program, the Company repurchased 37 million shares of its common stock for a per share purchase price of $11.72, the last sale price reported for the Company's shares as of the 4 pm close of trading on the NYSE on Friday, February 1, 2019, or an aggregate purchase price of $434 million. These repurchased shares, which represented approximately 13% of the Company's then outstanding common stock, were retired on the repurchase date. The repurchases were funded from cash on hand and borrowings under the New Credit Agreement.
During the three months ended June 30, 2019, the Company repurchased approximately 1.2 million shares of its common stock under the share repurchase program for approximately $11.4 million, at an average price of $9.89 per share. The repurchases were allocated to treasury shares and were funded from cash on hand.
The remaining authorization under the share repurchase program was approximately $305 million at June 30, 2019.
v3.19.2
Earnings (Loss) Per Share
 6 Months Ended
Jun. 30, 2019
Earnings Per Share [Abstract]  
LOSS PER SHARE EARNINGS (LOSS) PER SHARE
Basic and diluted earnings per share are based on the weighted average number of shares of 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 if-converted or treasury stock method.
A computation of earnings (loss) per share from continuing operations and weighted average shares of the Company's common stock outstanding for the three and six months ended June 30, 2019 and 2018 is as follows:
 
Three Months Ended June 30,
 
Six Months Ended June 30,
 (dollars in millions, except per share amounts)
2019
 
2018
 
2019
 
2018
Net income (loss) from continuing operations
$
14.7

 
$
(49.6
)
 
$
11.2

 
$
(58.5
)
Net loss (income) attributable to the non-controlling interests
—

 
0.6

 
(0.6
)
 
(0.7
)
Net income (loss) from continuing operations attributable to common stockholders
$
14.7

 
$
(49.0
)
 
$
10.6

 
$
(59.2
)
 
 
 
 
 
 
 
 
Basic weighted average common shares outstanding
257.3

 
288.2

 
262.7

 
288.0

Denominator adjustments for diluted EPS:
 
 
 
 
 
 
 
Number of shares issuable upon conversion of founder preferred stock
2.0

 
—

 
2.0

 
—

Number of stock options, RSUs and shares issued through ESPP
0.3

 
—

 
0.6

 
—

Denominator adjustments for diluted EPS
2.3

 
—

 
2.6

 
—

Diluted weighted average common shares outstanding
259.6

 
288.2

 
265.3

 
288.0

 
 
 
 
 
 
 
 
Earnings (loss) per share from continuing operations attributable to common stockholders:
 

 
 

 
 

 
 

Basic
$
0.06

 
$
(0.17
)
 
$
0.04

 
$
(0.21
)
Diluted
$
0.06

 
$
(0.17
)
 
$
0.04

 
$
(0.21
)

For the three and six months ended June 30, 2019 and 2018, the following securities were not included in the computation of diluted shares outstanding because the effect would be anti-dilutive or because performance targets were not yet achieved for RSUs contingent upon performance:
 
Three Months Ended June 30,
 
Six Months Ended June 30,
 (shares in millions)
2019
 
2018
 
2019
 
2018
Shares issuable for the contingent consideration
5.0

 
7.4

 
5.1

 
8.0

Shares issuable upon conversion of Series A Preferred Stock
—

 
2.0

 
—

 
2.0

Shares issuable upon vesting of RSUs
0.6

 
1.5

 
0.5

 
1.3

Shares issuable upon conversion of the shares of common stock of PDH
—

 
4.1

 
—

 
4.2

 Total
5.6

 
15.0

 
5.6

 
15.5
v3.19.2
Leases
 6 Months Ended
Jun. 30, 2019
Leases [Abstract]  
Leases  LEASES
The Company determines if an arrangement is a lease at inception. Right-of-Use (ROU) assets and lease liabilities are recognized based on the present value of the future minimum lease payments over the lease term at commencement date. The Company uses its incremental borrowing rate based on the information available at the beginning of each fiscal quarter in determining the present value of future payments as most of its leases do not provide an implicit rate. ROU assets also include any lease payments made and exclude lease incentives and initial direct costs incurred. The Company’s lease terms may include options to extend or terminate
the lease when it is reasonably certain that it will exercise that option. Lease expense for minimum lease payments is recognized on a straight-line basis over the lease term.
ROU assets, current and non-current lease liabilities are reported as "Other assets," " Accrued expenses and other current liabilities" and "Other liabilities" in the Condensed Consolidated Balance Sheets, respectively. Finance leases are not material and are included in the Condensed Consolidated Balance Sheets as "Property, plant and equipment, net" and "Debt and lease obligations."
For the three and six months ended June 30, 2019, operating lease expense are primarily included in "Selling, technical, general and administrative" in the Condensed Consolidated Statements of Operations and totaled $5.2 million and $10.3 million, respectively.
 
Six Months Ended June 30,
 (dollars in millions)
2019
Supplemental Cash Flow Information for Operating Leases
 
Cash paid for amounts included in the measurement of lease liabilities:
 
Operating cash flows from operating leases
$
10.4

 
 
ROU assets obtained in exchange for operating lease obligations
$
2.5

Weighted average remaining lease term
8 years
Weighted average discount rate
5.3%

Maturities of lease liabilities by fiscal year for operating leases at June 30, 2019 were as follows:
 (dollars in millions)
 
Remainder of 2019
$
9.6

2020
15.2

2021
12.3

2022
10.4

2023
7.2

Thereafter
25.0

Total future minimum lease payments
79.7

Less: imputed interest
(15.5
)
Present value of lease liabilities
$
64.2


Minimum future non-cancelable operating lease commitments at December 31, 2018 were as follows:
 (dollars in millions)
 
2019
$
19.2

2020
15.5

2021
11.9

2022
9.7

2023
7.7

Thereafter
27.9

Total
$
91.9
v3.19.2
Contingencies, Environmental and Legal Matters
 6 Months Ended
Jun. 30, 2019
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. The Company engages or participates in remedial and other environmental compliance activities at certain of these sites. At other sites, it 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. The Company analyzes 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 wastes 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 costs are likely to be incurred. Based on this analysis, 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 $16.5 million and $18.3 million at June 30, 2019 and December 31, 2018, 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, it is possible that 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 of this Quarterly Report, the Company believes it is not possible to develop an estimate of the range of reasonably possible environmental losses in excess of the Company's recorded liabilities and is unable to ascertain the ultimate aggregate amount of monetary liabilities or financial impacts with respect to 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.
v3.19.2
Income Taxes
 6 Months Ended
Jun. 30, 2019
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, adjusted in the current period for discrete income tax items, within the periods presented. The comparison of the Company's income tax provision between periods is significantly impacted by the level and mix of earnings and losses by tax jurisdiction, foreign income tax rate differentials and discrete items.
For the three months ended June 30, 2019, the Company recognized an income tax benefit of $6.8 million, as compared to an income tax expense of $30.0 million in the prior year. The tax benefit for the three months ended June 30, 2019 represented a benefit on the Company's pre-tax income based on its estimated full year annual effective tax rate, which includes the negative impact of U.S. global intangible low-taxed income provisions and an accrual of a valuation allowance on interest limitation carryforwards, and a benefit from the release of a valuation allowance in a non-U.S. jurisdiction. The tax provision for the three months ended June 30, 2018 was negatively impacted by the country mix of earnings and the Company's inability to recognize additional deferred tax assets in various jurisdictions related to its current-year operating results, primarily the United States.
For the six months ended June 30, 2019, the Company recognized an income tax benefit of $17.2 million, as compared to an income tax expense of $39.9 million in the prior year. The tax benefit for the six months ended June 30, 2019 represented a benefit
on the Company's pre-tax loss based on its estimated full year annual effective tax rate, which includes the negative impact of U.S. global intangible low-taxed income provisions, an accrual of a valuation allowance on interest limitation carryforwards and a benefit from the release of a valuation allowance in a non-U.S. jurisdiction. The tax provision for the six months ended June 30, 2018 was negatively impacted by the country mix of earnings and the Company's inability to recognize additional deferred tax assets in various jurisdictions related to its current-year operating results, primarily the United States.
As a result of the Arysta Sale, the deferred tax assets, valuation allowance and deferred tax liabilities of discontinued operations of $173 million, $75 million and $450 million, respectively, at December 31, 2018 were written off as part of the sale.
v3.19.2
Related Party Transactions
 6 Months Ended
Jun. 30, 2019
Related Party Transactions [Abstract]  
RELATED PARTY TRANSACTIONS RELATED PARTY TRANSACTIONS
The Company is a 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, which is accrued quarterly and payable in quarterly installments, and reimbursement for expenses. This agreement is automatically renewed for successive one-year terms unless either party notifies the other party in writing of its intention not to renew no later than 90 days prior to the expiration of the applicable term. Effective February 1, 2019, Mariposa Capital, LLC's annual advisory fee was increased from $2.0 million to $3.0 million. This fee is recorded in the Condensed Consolidated Statements of Operations as "Selling, technical, general and administrative" expense.
v3.19.2
Segment Information
 6 Months Ended
Jun. 30, 2019
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.
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 earnings before interest, taxes, depreciation and amortization, as further adjusted for additional items included in GAAP earnings which the Company believes are not considered to be representative or indicative of each of its segments' ongoing business or are considered to be associated with its 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 Ended June 30,
 
Six Months Ended June 30,
 (dollars in millions)
2019
 
2018
 
2019
 
2018
Net Sales:
 
 
 
 
 
 
 
Electronics
 
 
 
 
 
 
 
Assembly Solutions
$
137.4

 
$
149.8

 
$
270.4

 
$
289.6

Circuitry Solutions
92.2

 
102.1

 
183.0

 
208.1

Semiconductor Solutions
38.3

 
43.8

 
80.4

 
86.0

     Total Electronics
267.9

 
295.7

 
533.8

 
583.7

Industrial & Specialty
 
 
 
 
 
 
 
Industrial Solutions
132.5

 
142.0

 
270.5

 
287.5

Graphics Solutions
37.3

 
40.7

 
73.0

 
79.4

Energy Solutions
19.0

 
23.2

 
39.2

 
43.5

     Total Industrial & Specialty
188.8

 
205.9

 
382.7

 
410.4

Total net sales
$
456.7

 
$
501.6

 
$
916.5

 
$
994.1

 
 
 
 
 
 
 
 
Adjusted EBITDA:
 

 
 

 
 

 
 

Electronics
$
60.4

 
$
65.0

 
$
116.8

 
$
125.1

Industrial & Specialty
40.1

 
44.4

 
82.3

 
88.4

Total Adjusted EBITDA
$
100.5

 
$
109.4

 
$
199.1

 
$
213.5

The following table reconciles "Net income attributable to common stockholders" to Adjusted EBITDA:
 
Three months ended June 30,
 
Six Months Ended June 30,
 (dollars in millions)
2019
 
2018
 
2019
 
2018
Net income attributable to common stockholders
$
1.5

 
$
12.0

 
$
24.7

 
$
49.3

Add (subtract):
 
 
 
 
 
 
 
Net (loss) income attributable to the non-controlling interests
(0.1
)

(0.2
)

0.6


0.5

Loss (income) from discontinued operations, net of tax
13.3

 
(61.4
)
 
(14.1
)
 
(108.3
)
Income tax (benefit) expense
(6.8
)

30.0


(17.2
)

39.9

Interest expense, net
18.2

 
78.3

 
56.3

 
155.5

Depreciation expense
10.4

 
11.2

 
20.7

 
22.9

Amortization expense
28.4

 
28.4

 
56.8

 
56.9

EBITDA
64.9


98.3


127.8


216.7

Adjustments to reconcile to Adjusted EBITDA:
 
 
 
 
 
 
 
Restructuring expense
2.8


1.6


4.0


3.3

Integration costs
0.3


3.5


1.7


4.5

Foreign exchange loss (gain) on foreign denominated external and internal long-term debt
28.7


4.6


0.4


(3.1
)
Debt refinancing costs
0.3

 
—

 
61.0

 
—

Change in fair value of contingent consideration
0.5

 
1.0

 
2.9

 
1.5

Gain on sale of equity investment
—

 
—

 
—

 
(11.3
)
Other, net
3.0


0.4


1.3


1.9

Adjusted EBITDA
$
100.5


$
109.4


$
199.1


$
213.5
v3.19.2
Background and Basis of Presentation (Policies)
 6 Months Ended
Jun. 30, 2019
Organization, Consolidation and Presentation of Financial Statements [Abstract]  
Consolidation
The accompanying unaudited Condensed Consolidated Financial Statements include the accounts and transactions of the Company and have been prepared on a basis that is consistent with the accounting principles applied in the Company’s 2018 Annual Report. In the opinion of management, 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, 2019. These unaudited Condensed Consolidated Financial Statements should be read in conjunction with the Consolidated Financial Statements and the related notes thereto included in the Company’s 2018 Annual Report.
Basis of Presentation
The process of preparing the Company’s unaudited Condensed Consolidated Financial Statements requires the use of estimates and judgments that affect the reported amount of assets, liabilities, net sales and expenses. These estimates and judgments are based on historical experience, future expectations and other factors as well as assumptions the Company believes to be reasonable under the circumstances. These estimates and judgments are reviewed on an ongoing basis and revised as necessary. Actual amounts may differ materially from these estimates.
Recent Accounting Pronouncements
Recently Adopted Accounting Pronouncements
Leases (Topic 842) - In February 2016, the FASB issued ASU No. 2016-02, “Leases.” This ASU requires lessees to recognize most leases in their balance sheets, but to continue to record expenses on their income statements in a manner similar to current accounting. The ASU is required to be applied to leases in existence as of the date of initial application using a modified retrospective transition approach. The Company adopted the new standard on January 1, 2019. No cumulative-effect adjustment was required to the opening balance of retained earnings on the adoption date.
The Company made updates to its systems, policies and internal controls over financial reporting in preparation of adopting the new guidance. Upon the prospective adoption of ASC 842 during the first quarter of 2019, the Company elected the following package of transition practical expedients:
•
Not to separate non-lease components from lease components and account for them as a single lease component;
•
Not to reassess arrangements entered into prior to January 1, 2019 for whether an arrangement is or contains a lease, the lease classification applied or to separate initial direct costs; and
•
To use hindsight in determining the lease term for lease contracts that have historically been renewed or amended.
At December 31, 2018, the Company was not a lessor to any significant lease agreements and substantially all of the leases under which the Company was a lessee were classified as operating leases under the existing ASC 840 guidance. As such, consistent with the Company's practical expedient election to not reassess lease classification, substantially all the Company's existing leases will continue to be classified as operating leases under ASC 842. As a lessee, the Company categorizes its operating leases into two general categories: real estate and other.
This new standard had no impact on the Company’s Condensed Consolidated Statements of Operations or Cash Flows but its Condensed Consolidated Balance Sheet at June 30, 2019 was impacted by the recognition of right of use (ROU) assets of $64.0 million in "Other Assets" which reflected the present value of remaining operating lease payments under existing lease arrangements, as well as current and non-current lease liabilities of $14.9 million and $49.3 million, reported in "Accrued expenses and other current liabilities" and "Other liabilities," respectively.
See Note 11, Leases, for more information.
Derivatives and Hedging (Topic 815) - In August 2017, the FASB issued ASU No. 2017-12, “Targeted Improvements to Accounting for Hedging Activities.” This ASU improves the financial reporting of hedge relationships by updating hedging designation and measurement guidance. The update also simplifies the application of existing hedge accounting guidance related to assessing hedge effectiveness. The guidance is effective prospectively as of January 1, 2019 and is applied to contracts in existence at the date of adoption. This new guidance did not have a material impact on the Company's unaudited Condensed Consolidated Financial Statements.
v3.19.2
Discontinued Operations (Tables)
 6 Months Ended
Jun. 30, 2019
Discontinued Operations and Disposal Groups [Abstract]  
Discontinued operations
The following table details the components comprising net (loss) income from the Company's discontinued operations attributable to common stockholders:
 
Three Months Ended June 30,
 
Six Months Ended June 30,
 (dollars in millions)
2019
 
2018
 
2019 (1)
 
2018
Net sales
$
—

 
$
520.9

 
$
65.3

 
$
992.5

Cost of sales
—

 
(312.7
)
 
(45.5
)
 
(590.7
)
Selling, technical, general and administrative
(0.8
)
 
(135.7
)
 
(37.4
)
 
(271.9
)
Research and development
—

 
(14.8
)
 
(4.6
)
 
(26.9
)
(Loss) gain on Arysta Sale
(18.8
)
 
—

 
2.5

 
—

Operating (loss) profit
(19.6
)
 
57.7

 
(19.7
)
 
103.0

Other, net
(0.6
)
 
(40.9
)
 
8.7

 
15.8

(Loss) income from discontinued operations, before income taxes
(20.2
)
 
16.8

 
(11.0
)
 
118.8

Income tax benefit (expense)
6.9

 
44.6

 
25.1

 
(10.5
)
(Loss) income from discontinued operations, net of tax
(13.3
)
 
61.4

 
14.1

 
108.3

Net loss (income) from discontinued operations attributable to the non-controlling interests
0.1

 
(0.4
)
 
—

 
0.2

Net (loss) income from discontinued operations attributable to common stockholders
$
(13.2
)
 
$
61.0

 
$
14.1

 
$
108.5

(1) 
Includes activity through January 31, 2019, when the Arysta Sale was completed, and certain post-closing adjustments relating to, among other things, cash, indebtedness and working capital as of the closing date.
The carrying value of major classes of assets and liabilities related to the Company's discontinued operations were as follows:
 
June 30,
 
December 31,
 
 (dollars in millions)
2019
 
2018
 
Assets
 
 
 
 
Cash and cash equivalents
$
—

 
$
177.8

 
Accounts receivable, net
—

 
919.4

 
Inventories
—

 
369.1

 
Other current assets
9.6

(1) 
155.0

 
Current assets of discontinued operations
$
9.6

 
$
1,621.3

 
Property, plant and equipment, net
$
—

 
$
172.0

 
Goodwill
—

 
1,816.9

 
Intangible assets, net
—

 
1,797.7

 
Other assets
6.8

 
(374.2
)
(2) 
Non-current assets of discontinued operations
$
6.8

 
$
3,412.4

 
Liabilities
 
 
 
 
Accounts payable
$
—

 
$
365.7

 
Current installments of revolving credit facilities
—

 
52.5

 
Accrued expenses and other current liabilities
57.9

 
408.6

 
Current liabilities of discontinued operations
$
57.9

 
$
826.8

 
Deferred income taxes
$
—

 
$
369.9

 
Other liabilities
—

 
46.3

 
Non-current liabilities of discontinued operations
$
—

 
$
416.2

 
(1) 
Primarily comprised of a receivable from UPL associated with certain post-closing adjustments.
(2) 
Includes the impairment loss of $450 million on discontinued operations at December 31, 2018.
v3.19.2
Inventories (Tables)
 6 Months Ended
Jun. 30, 2019
Inventory Disclosure [Abstract]  
Major components of inventory
The major components of inventory, on a net basis, were as follows: 
 (dollars in millions)
June 30,
2019
 
December 31,
2018
Finished goods
$
118.0

 
$
109.4

Work in process
17.9

 
15.3

Raw materials and supplies
65.7

 
63.4

Total inventories
$
201.6

 
$
188.1
v3.19.2
Property, Plant and Equipment (Tables)
 6 Months Ended
Jun. 30, 2019
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)
June 30,
2019
 
December 31,
2018
Land and leasehold improvements
$
67.5

 
$
67.8

Buildings and improvements
104.7

 
101.0

Machinery, equipment, fixtures and software
212.1

 
207.3

Construction in process
11.7

 
14.9

Total property, plant and equipment
396.0

 
391.0

Accumulated depreciation
(139.3
)
 
(124.1
)
Property, plant and equipment, net
$
256.7

 
$
266.9
v3.19.2
Goodwill and Intangible Assets (Tables)
 6 Months Ended
Jun. 30, 2019
Goodwill and Intangible Assets Disclosure [Abstract]  
Changes in the carrying amount of goodwill by segment
The changes in the carrying amount of goodwill were as follows:
 (dollars in millions)
 
Electronics
 
Industrial & Specialty
 
Total
Balance at December 31, 2018
(*)
$
1,226.7

 
$
955.9

 
$
2,182.6

Foreign currency translation
 
(2.4
)
 
(2.3
)
 
(4.7
)
Balance at June 30, 2019
(*)
$
1,224.3

 
$
953.6

 
$
2,177.9

(*) Includes accumulated impairment losses of $46.6 million associated with the Company's Industrial & Specialty segment.
Schedule of finite-lived intangible assets subject to amortization
Intangible assets subject to amortization were as follows:
 
June 30, 2019
 
December 31, 2018
 (dollars in millions)
Gross Carrying
Amount
 
Accumulated
Amortization
 
Net Book
Value
 
Gross Carrying
Amount
 
Accumulated
Amortization
 
Net Book
Value
Customer lists
$
925.7

 
$
(317.3
)
 
$
608.4

 
$
927.8

 
$
(283.2
)
 
$
644.6

Developed technology
381.5

 
(175.1
)
 
206.4

 
381.3

 
(155.6
)
 
225.7

Tradenames
50.8

 
(3.2
)
 
47.6

 
5.9

 
(1.6
)
 
4.3

Non-compete agreements
1.5

 
(1.4
)
 
0.1

 
1.5

 
(1.3
)
 
0.2

Total
$
1,359.5

 
$
(497.0
)
 
$
862.5

 
$
1,316.5

 
$
(441.7
)
 
$
874.8
v3.19.2
Debt (Tables)
 6 Months Ended
Jun. 30, 2019
Debt Disclosure [Abstract]  
Debt and capital lease obligations
The Company’s debt and finance lease obligations consisted of the following:
 (dollars in millions)
Maturity Date
 
Interest Rate
 
June 30,
2019
 
December 31,
2018
USD Term Loans (1)
2026
 
LIBOR plus 2.25%
 
$
736.4

 
$
—

Senior Notes - USD 800 million (2)
2025
 
5.875%
 
785.8

 
784.9

Senior Notes - USD 1.10 billion (2)
2022
 
6.50%
 
—

 
1,067.1

Senior Notes - EUR 350 million (2)
2023
 
6.00%
 
—

 
397.4

First Lien Credit Facility - USD Term Loans (1)
2020
 
> of 3.50% or LIBOR plus 2.50%
 
—

 
624.3

First Lien Credit Facility - USD Term Loans (1)
2021
 
> of 4.00% or LIBOR plus 3.00%
 
—

 
1,124.7

First Lien Credit Facility - Euro Term Loans (1)
2020
 
> of 3.25% or EURIBOR plus 2.50%
 
—

 
666.2

First Lien Credit Facility - Euro Term Loans (1)
2021
 
> of 3.50% or EURIBOR plus 2.75%
 
—

 
685.3

Borrowings under the Revolving Credit Facility
2024
 
LIBOR plus 2.25%
 
50.0

 
25.0

Other
 
 
 
 
0.9

 
1.1

Total debt and finance lease obligations
 
1,573.1

 
5,376.0

Less: current installments of long-term debt and revolving credit facilities
 
57.8

 
25.3

Total long-term debt and finance lease obligations
 
$
1,515.3

 
$
5,350.7


 
(1)
Term loans, net of unamortized discounts and debt issuance costs of $9.8 million and $22.4 million at June 30, 2019 and December 31, 2018, respectively. Weighted average effective interest rate of 2.4% and 4.6% at June 30, 2019 and December 31, 2018, respectively, including the effects of interest rate swaps and net investment hedges. See Note 8, Financial Instruments, for further information regarding the Company's interest rate swaps and net investment hedges.
(2) 
Senior notes, net of unamortized premium, discounts and debt issuance costs of $14.2 million and $29.9 million at June 30, 2019 and December 31, 2018, respectively. Weighted average effective interest rate of 6.2% and 6.5% at June 30, 2019 and December 31, 2018, respectively.
v3.19.2
Financial Instruments (Tables)
 6 Months Ended
Jun. 30, 2019
Derivative Instruments and Hedging Activities Disclosure [Abstract]  
Schedule of financial assets and liabilities measured at fair value on a recurring basis
Fair Value Measurements
The following table presents the Company’s financial assets and liabilities that are measured at fair value on a recurring basis:
 (dollars in millions)
Balance sheet location
 
Classification
 
June 30,
2019
 
December 31,
2018
Asset Category
 
 
 
 
 
 
 
Foreign exchange and metals contracts not designated as hedging instruments
Other current assets
 
Level 2
 
$
0.6

 
$
0.9

Interest rate swaps designated as cash flow hedging instruments
Other current assets
 
Level 2
 
—

 
6.5

Cross currency swaps designated as net investment hedge
Other current assets
 
Level 2
 
18.2

 
—

Interest rate swaps designated as cash flow hedging instruments
Other assets
 
Level 2
 
—

 
2.6

Available for sale equity securities
Other assets
 
Level 1
 
0.3

 
0.3

Total
 
 
 
 
$
19.1

 
$
10.3

 
 
 
 
 
 
 
 
Liability Category
 
 
 
 
 
 
 
Foreign exchange and metals contracts not designated as hedging instruments
Accrued expenses and other liabilities
 
Level 2
 
$
2.0

 
$
1.2

Interest rate swaps designated as cash flow hedging instruments
Accrued expenses and other liabilities
 
Level 2
 
5.1

 
0.6

Interest rate swaps designated as cash flow hedging instruments
Other liabilities
 
Level 2
 
22.4

 
0.3

Cross currency swaps designated as net investment hedge
Other liabilities
 
Level 2
 
18.8

 
—

Long-term contingent consideration
Other liabilities
 
Level 3
 
20.6

 
57.4

Total
 
 
 
 
$
68.9

 
$
59.5
v3.19.2
Earnings (Loss) Per Share (Tables)
 6 Months Ended
Jun. 30, 2019
Earnings Per Share [Abstract]  
Earnings per share
A computation of earnings (loss) per share from continuing operations and weighted average shares of the Company's common stock outstanding for the three and six months ended June 30, 2019 and 2018 is as follows:
 
Three Months Ended June 30,
 
Six Months Ended June 30,
 (dollars in millions, except per share amounts)
2019
 
2018
 
2019
 
2018
Net income (loss) from continuing operations
$
14.7

 
$
(49.6
)
 
$
11.2

 
$
(58.5
)
Net loss (income) attributable to the non-controlling interests
—

 
0.6

 
(0.6
)
 
(0.7
)
Net income (loss) from continuing operations attributable to common stockholders
$
14.7

 
$
(49.0
)
 
$
10.6

 
$
(59.2
)
 
 
 
 
 
 
 
 
Basic weighted average common shares outstanding
257.3

 
288.2

 
262.7

 
288.0

Denominator adjustments for diluted EPS:
 
 
 
 
 
 
 
Number of shares issuable upon conversion of founder preferred stock
2.0

 
—

 
2.0

 
—

Number of stock options, RSUs and shares issued through ESPP
0.3

 
—

 
0.6

 
—

Denominator adjustments for diluted EPS
2.3

 
—

 
2.6

 
—

Diluted weighted average common shares outstanding
259.6

 
288.2

 
265.3

 
288.0

 
 
 
 
 
 
 
 
Earnings (loss) per share from continuing operations attributable to common stockholders:
 

 
 

 
 

 
 

Basic
$
0.06

 
$
(0.17
)
 
$
0.04

 
$
(0.21
)
Diluted
$
0.06

 
$
(0.17
)
 
$
0.04

 
$
(0.21
)
Summary of securities excluded from computation of earnings per share
For the three and six months ended June 30, 2019 and 2018, the following securities were not included in the computation of diluted shares outstanding because the effect would be anti-dilutive or because performance targets were not yet achieved for RSUs contingent upon performance:
 
Three Months Ended June 30,
 
Six Months Ended June 30,
 (shares in millions)
2019
 
2018
 
2019
 
2018
Shares issuable for the contingent consideration
5.0

 
7.4

 
5.1

 
8.0

Shares issuable upon conversion of Series A Preferred Stock
—

 
2.0

 
—

 
2.0

Shares issuable upon vesting of RSUs
0.6

 
1.5

 
0.5

 
1.3

Shares issuable upon conversion of the shares of common stock of PDH
—

 
4.1

 
—

 
4.2

 Total
5.6

 
15.0

 
5.6

 
15.5
v3.19.2
Leases (Tables)
 6 Months Ended
Jun. 30, 2019
Leases [Abstract]  
Operating Lease Cash Flows Disclosure
 
Six Months Ended June 30,
 (dollars in millions)
2019
Supplemental Cash Flow Information for Operating Leases
 
Cash paid for amounts included in the measurement of lease liabilities:
 
Operating cash flows from operating leases
$
10.4

 
 
ROU assets obtained in exchange for operating lease obligations
$
2.5

Weighted average remaining lease term
8 years
Weighted average discount rate
5.3%
Operating Lease Maturity Schedule
Maturities of lease liabilities by fiscal year for operating leases at June 30, 2019 were as follows:
 (dollars in millions)
 
Remainder of 2019
$
9.6

2020
15.2

2021
12.3

2022
10.4

2023
7.2

Thereafter
25.0

Total future minimum lease payments
79.7

Less: imputed interest
(15.5
)
Present value of lease liabilities
$
64.2
Summary of Minimum Non-Cancelable Operating Lease Commitments
Minimum future non-cancelable operating lease commitments at December 31, 2018 were as follows:
 (dollars in millions)
 
2019
$
19.2

2020
15.5

2021
11.9

2022
9.7

2023
7.7

Thereafter
27.9

Total
$
91.9
v3.19.2
Segment Information (Tables)
 6 Months Ended
Jun. 30, 2019
Segment Reporting [Abstract]  
Summary of segment's 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 Ended June 30,
 
Six Months Ended June 30,
 (dollars in millions)
2019
 
2018
 
2019
 
2018
Net Sales:
 
 
 
 
 
 
 
Electronics
 
 
 
 
 
 
 
Assembly Solutions
$
137.4

 
$
149.8

 
$
270.4

 
$
289.6

Circuitry Solutions
92.2

 
102.1

 
183.0

 
208.1

Semiconductor Solutions
38.3

 
43.8

 
80.4

 
86.0

     Total Electronics
267.9

 
295.7

 
533.8

 
583.7

Industrial & Specialty
 
 
 
 
 
 
 
Industrial Solutions
132.5

 
142.0

 
270.5

 
287.5

Graphics Solutions
37.3

 
40.7

 
73.0

 
79.4

Energy Solutions
19.0

 
23.2

 
39.2

 
43.5

     Total Industrial & Specialty
188.8

 
205.9

 
382.7

 
410.4

Total net sales
$
456.7

 
$
501.6

 
$
916.5

 
$
994.1

 
 
 
 
 
 
 
 
Adjusted EBITDA:
 

 
 

 
 

 
 

Electronics
$
60.4

 
$
65.0

 
$
116.8

 
$
125.1

Industrial & Specialty
40.1

 
44.4

 
82.3

 
88.4

Total Adjusted EBITDA
$
100.5

 
$
109.4

 
$
199.1

 
$
213.5

The following table reconciles "Net income attributable to common stockholders" to Adjusted EBITDA:
 
Three months ended June 30,
 
Six Months Ended June 30,
 (dollars in millions)
2019
 
2018
 
2019
 
2018
Net income attributable to common stockholders
$
1.5

 
$
12.0

 
$
24.7

 
$
49.3

Add (subtract):
 
 
 
 
 
 
 
Net (loss) income attributable to the non-controlling interests
(0.1
)

(0.2
)

0.6


0.5

Loss (income) from discontinued operations, net of tax
13.3

 
(61.4
)
 
(14.1
)
 
(108.3
)
Income tax (benefit) expense
(6.8
)

30.0


(17.2
)

39.9

Interest expense, net
18.2

 
78.3

 
56.3

 
155.5

Depreciation expense
10.4

 
11.2

 
20.7

 
22.9

Amortization expense
28.4

 
28.4

 
56.8

 
56.9

EBITDA
64.9


98.3


127.8


216.7

Adjustments to reconcile to Adjusted EBITDA:
 
 
 
 
 
 
 
Restructuring expense
2.8


1.6


4.0


3.3

Integration costs
0.3


3.5


1.7


4.5

Foreign exchange loss (gain) on foreign denominated external and internal long-term debt
28.7


4.6


0.4


(3.1
)
Debt refinancing costs
0.3

 
—

 
61.0

 
—

Change in fair value of contingent consideration
0.5

 
1.0

 
2.9

 
1.5

Gain on sale of equity investment
—

 
—

 
—

 
(11.3
)
Other, net
3.0


0.4


1.3


1.9

Adjusted EBITDA
$
100.5


$
109.4


$
199.1


$
213.5
v3.19.2
Background and Basis of Presentation (Details) - USD ($)
$ / shares in Units, $ in Millions
Jan. 31, 2019
Jun. 30, 2019
Dec. 31, 2018
Income Statement, Balance Sheet and Additional Disclosures by Disposal Groups, Including Discontinued Operations [Line Items]      
Common stock par value (in dollars per share)   $ 0.01  
Senior Notes | USD Senior Notes, Due 2025      
Income Statement, Balance Sheet and Additional Disclosures by Disposal Groups, Including Discontinued Operations [Line Items]      
Stated interest rate (percent)   5.875% 5.875%
Discontinued Operations, Disposed of by Sale | Arysta      
Income Statement, Balance Sheet and Additional Disclosures by Disposal Groups, Including Discontinued Operations [Line Items]      
Proceeds from the sale of business $ 4,280    
v3.19.2
Recent Accounting Pronouncements (Details)
$ in Millions
Jun. 30, 2019
USD ($)
Accounting Policies [Abstract]  
Right-of-use assets $ 64.0
Current portion of operating lease liabilities 14.9
Operating lease liabilities $ 49.3
v3.19.2
Discontinued Operations - Additional Information (Details) - Arysta - Discontinued Operations, Disposed of by Sale - USD ($)
$ in Millions
 3 Months Ended 6 Months Ended 12 Months Ended
Jan. 31, 2019
Jun. 30, 2019
Jun. 30, 2018
Jun. 30, 2019
Jun. 30, 2018
Jun. 30, 2019
Dec. 31, 2018
Jul. 20, 2018
Income Statement, Balance Sheet and Additional Disclosures by Disposal Groups, Including Discontinued Operations [Line Items]                
Percent of issued and outstanding common stock               100.00%
Proceeds from the sale of business $ 4,280.0              
Gain (loss) on Arysta Sale, included in discontinued operations   $ (18.8) $ 0.0 $ 2.5 $ 0.0 $ (448.0)    
Estimated impairment loss             $ 450.0  
v3.19.2
Discontinued Operations - Components Comprising Net Income (Loss) from Discontinued Operations, Net (Details) - USD ($)
$ in Millions
 3 Months Ended 6 Months Ended 12 Months Ended
Jun. 30, 2019
Jun. 30, 2018
Jun. 30, 2019
Jun. 30, 2018
Jun. 30, 2019
Income Statement, Balance Sheet and Additional Disclosures by Disposal Groups, Including Discontinued Operations [Line Items]          
(Loss) income from discontinued operations, net of tax $ (13.3) $ 61.4 $ 14.1 $ 108.3  
Arysta | Discontinued Operations, Disposed of by Sale          
Income Statement, Balance Sheet and Additional Disclosures by Disposal Groups, Including Discontinued Operations [Line Items]          
Net sales 0.0 520.9 65.3 992.5  
Cost of sales 0.0 (312.7) (45.5) (590.7)  
Selling, technical, general and administrative (0.8) (135.7) (37.4) (271.9)  
Research and development 0.0 (14.8) (4.6) (26.9)  
(Loss) gain on Arysta Sale (18.8) 0.0 2.5 0.0 $ (448.0)
Operating (loss) profit (19.6) 57.7 (19.7) 103.0  
Other, net (0.6) (40.9) 8.7 15.8  
(Loss) income from discontinued operations, before income taxes (20.2) 16.8 (11.0) 118.8  
Income tax benefit (expense) 6.9 44.6 25.1 (10.5)  
(Loss) income from discontinued operations, net of tax (13.3) 61.4 14.1 108.3  
Net loss (income) from discontinued operations attributable to the non-controlling interests 0.1 (0.4) 0.0 0.2  
Net (loss) income from discontinued operations attributable to common stockholders $ (13.2) $ 61.0 $ 14.1 $ 108.5  
v3.19.2
Discontinued Operations - Carrying Value of Major Classes of Assets and Liabilities of Discontinued Operations (Details) - USD ($)
$ in Millions
 12 Months Ended
Dec. 31, 2018
Jun. 30, 2019
Assets    
Current assets of discontinued operations $ 1,621.3 $ 9.6
Non-current assets of discontinued operations 3,412.4 6.8
Liabilities    
Current liabilities of discontinued operations 826.8 57.9
Non-current liabilities of discontinued operations 416.2 0.0
Arysta | Discontinued Operations, Disposed of by Sale    
Assets    
Cash and cash equivalents 177.8 0.0
Accounts receivable, net 919.4 0.0
Inventories 369.1 0.0
Other current assets 155.0 9.6
Current assets of discontinued operations 1,621.3 9.6
Property, plant and equipment, net 172.0 0.0
Goodwill 1,816.9 0.0
Intangible assets, net 1,797.7 0.0
Other assets (374.2) 6.8
Non-current assets of discontinued operations 3,412.4 6.8
Liabilities    
Accounts payable 365.7 0.0
Current installments of revolving credit facilities 52.5 0.0
Accrued expenses and other current liabilities 408.6 57.9
Current liabilities of discontinued operations 826.8 57.9
Deferred income taxes 369.9 0.0
Other liabilities 46.3 0.0
Non-current liabilities of discontinued operations 416.2 $ 0.0
Estimated impairment loss $ 450.0  
v3.19.2
Inventories - Major Components of Inventory (Details) - USD ($)
$ in Millions
Jun. 30, 2019
Dec. 31, 2018
Inventory Disclosure [Abstract]    
Finished goods $ 118.0 $ 109.4
Work in process 17.9 15.3
Raw materials and supplies 65.7 63.4
Total inventory, net $ 201.6 $ 188.1
v3.19.2
Property, Plant and Equipment - Major Components of Property, Plant, and Equipment (Details) - USD ($)
$ in Millions
Jun. 30, 2019
Dec. 31, 2018
Property, Plant and Equipment    
Total property, plant and equipment $ 396.0 $ 391.0
Accumulated depreciation (139.3) (124.1)
Property, plant and equipment, net 256.7 266.9
Land and leasehold improvements    
Property, Plant and Equipment    
Total property, plant and equipment 67.5 67.8
Buildings and improvements    
Property, Plant and Equipment    
Total property, plant and equipment 104.7 101.0
Machinery, equipment, fixtures and software    
Property, Plant and Equipment    
Total property, plant and equipment 212.1 207.3
Construction in process    
Property, Plant and Equipment    
Total property, plant and equipment $ 11.7 $ 14.9
v3.19.2
Property, Plant and Equipment - Additional Information (Details) - USD ($)
$ in Millions
 3 Months Ended 6 Months Ended
Jun. 30, 2019
Jun. 30, 2018
Jun. 30, 2019
Jun. 30, 2018
Property, Plant and Equipment [Abstract]        
Depreciation expense $ 10.4 $ 11.2 $ 20.7 $ 22.9
v3.19.2
Goodwill and Intangible Assets - Changes in Carrying Amount of Goodwill by Segment (Details)
$ in Millions
 6 Months Ended
Jun. 30, 2019
USD ($)
Goodwill  
Beginning balance $ 2,182.6
Foreign currency translation and other (4.7)
Ending balance 2,177.9
Electronics  
Goodwill  
Beginning balance 1,226.7
Foreign currency translation and other (2.4)
Ending balance 1,224.3
Industrial & Specialty  
Goodwill  
Beginning balance 955.9
Foreign currency translation and other (2.3)
Ending balance $ 953.6
v3.19.2
Goodwill and Intangible Assets - Additional Information (Details) - USD ($)
$ in Millions
 3 Months Ended 6 Months Ended
Jun. 30, 2019
Mar. 31, 2019
Jun. 30, 2019
Jun. 30, 2018
Dec. 31, 2018
Indefinite-lived Intangible Assets          
Accumulated goodwill impairment losses $ 46.6   $ 46.6   $ 46.6
Amortization of expense of intangible assets 28.4   56.8 $ 56.9  
Tradenames          
Indefinite-lived Intangible Assets          
Finite lived intangible asset useful life   15 years      
Tradenames          
Indefinite-lived Intangible Assets          
Indefinite lived intangible assets $ 105.0   $ 105.0   $ 150.0
v3.19.2
Goodwill and Intangible Assets - Intangible Assets Subject to Amortization (Details) - USD ($)
$ in Millions
Jun. 30, 2019
Dec. 31, 2018
Finite-Lived Intangible Assets    
Gross Carrying Amount $ 1,359.5 $ 1,316.5
Accumulated Amortization (497.0) (441.7)
Net Book Value 862.5 874.8
Customer lists    
Finite-Lived Intangible Assets    
Gross Carrying Amount 925.7 927.8
Accumulated Amortization (317.3) (283.2)
Net Book Value 608.4 644.6
Developed technology    
Finite-Lived Intangible Assets    
Gross Carrying Amount 381.5 381.3
Accumulated Amortization (175.1) (155.6)
Net Book Value 206.4 225.7
Tradenames    
Finite-Lived Intangible Assets    
Gross Carrying Amount 50.8 5.9
Accumulated Amortization (3.2) (1.6)
Net Book Value 47.6 4.3
Non-compete agreements    
Finite-Lived Intangible Assets    
Gross Carrying Amount 1.5 1.5
Accumulated Amortization (1.4) (1.3)
Net Book Value $ 0.1 $ 0.2
v3.19.2
Debt - Summary of Debt and Capital Leases Outstanding (Details) - USD ($)
 6 Months Ended
Jun. 30, 2019
Jan. 31, 2019
Dec. 31, 2018
Debt Instrument      
Spread on variable rate (as a percent) 2.25%    
Total debt and finance lease obligations $ 1,573,100,000   $ 5,376,000,000.0
Less: current installments of long-term debt and revolving credit facilities 57,800,000   25,300,000
Total long-term debt and finance lease obligations 1,515,300,000   5,350,700,000
Domestic Line of Credit | First Lien Credit Facility - U.S. Dollar Term Loans, due 2026      
Debt Instrument      
Total debt and finance lease obligations $ 736,400,000   0
Debt face amount   $ 750,000,000  
Domestic Line of Credit | First Lien Credit Facility - USD Term Loans Due 2020, Interest Rate Greater of 3.50% or LIBOR plus 2.50%      
Debt Instrument      
Stated interest rate (percent) 3.50%    
Total debt and finance lease obligations $ 0   624,300,000
Domestic Line of Credit | First Lien Credit Facility - USD Term Loans Due 2020, Interest Rate Greater of 3.50% or LIBOR plus 2.50% | LIBOR      
Debt Instrument      
Spread on variable rate (as a percent) 2.50%    
Domestic Line of Credit | First Lien Credit Facility - U.S. Dollar Term Loans, due 2021, 4.00% or LIBOR Plus 3.00%      
Debt Instrument      
Stated interest rate (percent) 4.00%    
Total debt and finance lease obligations $ 0   1,124,700,000
Domestic Line of Credit | First Lien Credit Facility - U.S. Dollar Term Loans, due 2021, 4.00% or LIBOR Plus 3.00% | LIBOR      
Debt Instrument      
Spread on variable rate (as a percent) 3.00%    
Senior Notes      
Debt Instrument      
Unamortized discount (premium) and debt issuance costs, net $ 14,200,000   $ 29,900,000
Effective interest rate (percent) 6.20%   6.50%
Senior Notes | USD Senior Notes, Due 2025      
Debt Instrument      
Stated interest rate (percent) 5.875%   5.875%
Total debt and finance lease obligations $ 785,800,000   $ 784,900,000
Debt face amount $ 800,000,000    
Senior Notes | USD Senior Notes, due 2022      
Debt Instrument      
Stated interest rate (percent) 6.50%    
Total debt and finance lease obligations $ 0   1,067,100,000
Debt face amount $ 1,100,000,000.00    
Senior Notes | EUR Senior Notes, due 2023      
Debt Instrument      
Stated interest rate (percent) 6.00%    
Total debt and finance lease obligations $ 0   397,400,000
Debt face amount $ 350,000,000    
Foreign Line of Credit | First Lien Credit Facility - Euro Term Loans Due 2020, Interest Rate Greater of 3.25% or EURIBOR plus 2.50%      
Debt Instrument      
Stated interest rate (percent) 3.25%    
Total debt and finance lease obligations $ 0   666,200,000
Foreign Line of Credit | First Lien Credit Facility - Euro Term Loans Due 2020, Interest Rate Greater of 3.25% or EURIBOR plus 2.50% | EURIBOR      
Debt Instrument      
Spread on variable rate (as a percent) 2.50%    
Foreign Line of Credit | First Lien Credit Facility - EURO Term Loans, due 2021, 3.5% or EURIBOR Plus 2.75%      
Debt Instrument      
Stated interest rate (percent) 3.50%    
Total debt and finance lease obligations $ 0   685,300,000
Foreign Line of Credit | First Lien Credit Facility - EURO Term Loans, due 2021, 3.5% or EURIBOR Plus 2.75% | EURIBOR      
Debt Instrument      
Spread on variable rate (as a percent) 2.75%    
Line of Credit | Revolving Credit Facility      
Debt Instrument      
Total debt and finance lease obligations $ 50,000,000.0   25,000,000.0
Line of Credit | Revolving Credit Facility | LIBOR      
Debt Instrument      
Spread on variable rate (as a percent) 2.25%    
Line of Credit | First Lien Credit Facility Term Loans      
Debt Instrument      
Unamortized discount (premium) and debt issuance costs, net $ 9,800,000   $ 22,400,000
Effective interest rate (percent) 2.40%   4.60%
Other      
Debt Instrument      
Total debt and finance lease obligations $ 900,000   $ 1,100,000
v3.19.2
Debt - New Credit Agreement (Details) - USD ($)
 6 Months Ended
Jan. 31, 2019
Jun. 30, 2019
Line of Credit Facility    
Write off debt issuance cost and premium $ 22,900,000  
Spread on variable rate (as a percent)   2.25%
Domestic Line of Credit | Notes maturing 2026    
Line of Credit Facility    
Debt face amount 750,000,000  
Revolving Credit Facility    
Line of Credit Facility    
Maximum capacity $ 1,080,000,000.00  
Commitment fee percentage 0.50%  
Commitment fee step down percentage (as a percent) 0.375%  
Revolving Credit Facility | Base Rate    
Line of Credit Facility    
Spread on variable rate (as a percent) 1.25%  
Revolving Credit Facility | Eurocurrency Rate    
Line of Credit Facility    
Spread on variable rate (as a percent) 2.25%  
Revolving Credit Facility | Line of Credit    
Line of Credit Facility    
Maximum capacity $ 330,000,000  
Letter of Credit    
Line of Credit Facility    
Maximum capacity $ 100,000,000  
v3.19.2
Debt - Covenants, Events of Default and Provisions (Details) - Revolving Credit Facility
Jan. 31, 2019
Jun. 30, 2019
USD ($)
Debt Instrument    
Covenant, outstanding borrowings leverage threshold (percent) 30.00%  
First lien net leverage ratio 5.0  
Line of credit current borrowing capacity   $ 275,000,000
v3.19.2
Debt - Senior Notes (Details) - USD ($)
$ in Millions
 6 Months Ended
Feb. 01, 2019
Jan. 31, 2019
Jun. 30, 2019
Jun. 30, 2018
Dec. 31, 2018
Debt Instrument          
Payments of call premiums     $ 39.5 $ 1.0  
Write off debt issuance cost and premium   $ 22.9      
Senior Notes | USD Senior Notes, Due 2025          
Debt Instrument          
Debt extinguishment cost $ 44.0        
Payments of call premiums 29.5        
Write off debt issuance cost and premium $ 14.5        
Stated interest rate (percent)     5.875%   5.875%
v3.19.2
Debt - Lines of Credit and Other Debt Facilities (Details) - USD ($)
 6 Months Ended 12 Months Ended
Jun. 30, 2019
Dec. 31, 2018
Debt Instrument    
Debt and capital lease obligations $ 1,573,100,000 $ 5,376,000,000.0
Revolving Credit Facility    
Debt Instrument    
Reduction in borrowings 4,800,000 9,700,000
Line of Credit    
Debt Instrument    
Outstanding letters of credit 5,100,000 10,200,000
Line of Credit | Revolving Credit Facility    
Debt Instrument    
Debt and capital lease obligations 50,000,000.0 25,000,000.0
Line of Credit | Lines of Credit and Revolving Lines of Credit    
Debt Instrument    
Debt and capital lease obligations 50,000,000.0 $ 25,000,000.0
Remaining borrowing capacity $ 303,000,000  
v3.19.2
Financial Instruments - Derivatives and Hedging (Details)
€ in Millions
 6 Months Ended
Jun. 30, 2019
USD ($)
Jun. 30, 2019
EUR (€)
Jan. 31, 2019
USD ($)
Jan. 31, 2019
EUR (€)
Dec. 31, 2018
USD ($)
Derivative Instruments, Gain (Loss)          
Gain (loss) to be reclassified during next 12 months $ 5,100,000        
Domestic Line of Credit | First Lien Credit Facility - U.S. Dollar Term Loans, due 2026          
Derivative Instruments, Gain (Loss)          
Debt face amount     $ 750,000,000    
Foreign Exchange Forward          
Derivative Instruments, Gain (Loss)          
Derivative notional amount $ 39,500,000       $ 28,900,000
Derivative remaining maturity 1 year        
Interest rate swaps          
Derivative Instruments, Gain (Loss)          
Proceeds from settlement of derivatives $ 8,200,000        
Amount reclassified from AOCI to income during the period 7,100,000        
Interest rate swaps | Notes Payable to Banks | USD Notes          
Derivative Instruments, Gain (Loss)          
Derivative notional amount $ 1,120,000,000        
Interest rate swap rate (as a percent) 1.96% 1.96%      
Interest rate swaps | Notes Payable to Banks | Euro Notes          
Derivative Instruments, Gain (Loss)          
Derivative notional amount | €   € 276      
Interest rate swap rate (as a percent) 1.20% 1.20%      
Interest rate swaps | Medium-term Notes | Euro Notes          
Derivative Instruments, Gain (Loss)          
Derivative notional amount | €       € 662  
Interest rate swap rate (as a percent)     2.40% 2.40%  
Not Designated as Hedging Instrument | Foreign Exchange Forward          
Derivative Instruments, Gain (Loss)          
Derivative notional amount $ 148,800,000       $ 102,000,000
Derivative remaining maturity 1 year        
v3.19.2
Financial Instruments - Assets and Liabilities Measured at Fair Value (Details) - Recurring - USD ($)
$ in Millions
Jun. 30, 2019
Dec. 31, 2018
Asset Category    
Total $ 19.1 $ 10.3
Liability Category    
Total 68.9 59.5
Other current assets | Level 2 | Foreign exchange and metals contracts not designated as hedging instruments | Not Designated as Hedging Instrument    
Asset Category    
Derivative asset 0.6 0.9
Other current assets | Level 2 | Interest rate swaps designated as cash flow hedging instruments | Designated as Hedging Instrument    
Asset Category    
Derivative asset 0.0 6.5
Other current assets | Level 2 | Cross currency swaps designated as net investment hedge | Designated as Hedging Instrument    
Asset Category    
Derivative asset 18.2 0.0
Other assets | Level 2 | Designated as Hedging Instrument    
Asset Category    
Derivative asset 0.0 2.6
Other assets | Level 1    
Asset Category    
Available for sale equity securities 0.3 0.3
Accrued expenses and other liabilities | Level 2 | Foreign exchange and metals contracts not designated as hedging instruments | Not Designated as Hedging Instrument    
Liability Category    
Derivatives 2.0 1.2
Accrued expenses and other liabilities | Level 2 | Interest rate swaps designated as cash flow hedging instruments | Designated as Hedging Instrument    
Liability Category    
Derivatives 5.1 0.6
Other liabilities | Level 2 | Interest rate swaps designated as cash flow hedging instruments | Designated as Hedging Instrument    
Liability Category    
Derivatives 22.4 0.3
Other liabilities | Level 2 | Cross currency swaps designated as net investment hedge | Designated as Hedging Instrument    
Liability Category    
Derivatives 18.8 0.0
Other liabilities | Level 3    
Liability Category    
Long-term contingent consideration $ 20.6 $ 57.4
v3.19.2
Financial Instruments - Fair Value Measurements, Additional Information (Details)
 3 Months Ended 6 Months Ended 12 Months Ended
Jun. 30, 2019
USD ($)
Jun. 30, 2018
USD ($)
Jun. 30, 2019
USD ($)
Jun. 30, 2018
USD ($)
Dec. 31, 2018
USD ($)
Fair Value, Balance Sheet Grouping, Financial Statement Captions [Line Items]          
Payment of contingent consideration $ (500,000) $ (1,000,000.0) $ (2,900,000) $ (1,500,000)  
EBITDA metric, measurement component change affected by change in discount rate     2,300,000    
Carrying Value          
Fair Value, Balance Sheet Grouping, Financial Statement Captions [Line Items]          
Long-term debt, fair value 1,520,000,000   1,520,000,000   $ 5,350,000,000
Estimated Fair Value          
Fair Value, Balance Sheet Grouping, Financial Statement Captions [Line Items]          
Long-term debt, fair value 1,580,000,000   $ 1,580,000,000    
Contingent Consideration, Adjusted EBITDA Performance Metric          
Fair Value, Balance Sheet Grouping, Financial Statement Captions [Line Items]          
Percentage change in rate affecting component measurement (as a percent)     10.00%    
Mac Dermid          
Fair Value, Balance Sheet Grouping, Financial Statement Captions [Line Items]          
Long-term contingent consideration (up to) 100,000,000   $ 100,000,000    
Price performance metrics period         7 years
Long-term contingent consideration $ 60,000,000.0   60,000,000.0    
Mac Dermid | Contingent Consideration, Common Stock Performance Target          
Fair Value, Balance Sheet Grouping, Financial Statement Captions [Line Items]          
Payment of contingent consideration     40,000,000.0    
Payment of contingent consideration, operating     30,900,000    
Payment of contingent consideration, financing     9,100,000    
Mac Dermid | Contingent Consideration, Adjusted EBITDA Performance Metric          
Fair Value, Balance Sheet Grouping, Financial Statement Captions [Line Items]          
Expected future value of payments, target 1     0.0    
Expected future value of payments, target 2     30,000,000.0    
Expected future value of payments, target 3     $ 60,000,000.0    
Mac Dermid | Contingent Consideration, Adjusted EBITDA Performance Metric | Discount Rate          
Fair Value, Balance Sheet Grouping, Financial Statement Captions [Line Items]          
EBITDA related earnout include a discount rate (as a percent) 0.1050   0.1050    
v3.19.2
Stockholders' Equity - Preferred Stock (Details)
 6 Months Ended
Jun. 30, 2019
$ / shares
shares
Dec. 31, 2018
shares
Class of Stock    
Number of preferred shares authorized in amendment (in shares) 5,000,000  
Series A Preferred Stock    
Class of Stock    
Number of preferred shares authorized in amendment (in shares) 2,000,000  
Preferred stock issued (in shares) 2,000,000 2,000,000
Preferred stock outstanding (in shares) 2,000,000 2,000,000
Dividend price (in dollars per share) | $ / shares $ 22.85  
Series A Preferred Stock | Founders Entities    
Class of Stock    
Convertible preferred stock conversion ratio 1  
Extension period for conversion 3 years  
v3.19.2
Stockholders' Equity - Non-Controlling Interest (Details) - USD ($)
$ in Millions
 3 Months Ended 6 Months Ended
Oct. 31, 2013
Jun. 30, 2018
Jun. 30, 2019
Jun. 30, 2018
Mar. 29, 2019
Mac Dermid          
Class of Stock          
Equity instruments $ 97.5        
Net income (loss) allocated to Retaining Holders   $ (0.6) $ 0.5 $ 0.6  
Mac Dermid | PDH          
Class of Stock          
Total number of shares of common stock originally issuable upon the exchange of PDH common stock pursuant to the RHSA (in shares) 8,774,527        
PDH          
Class of Stock          
Common stock issued in connection with exchange of PDH common stock (in shares)         1
v3.19.2
Stockholders' Equity - Repurchases of Common Stock (Details) - USD ($)
$ / shares in Units, shares in Millions, $ in Millions
 3 Months Ended 6 Months Ended
Feb. 08, 2019
Jun. 30, 2019
Jun. 30, 2019
Jun. 30, 2018
Class of Stock        
Payment for shares acquired $ 434.0   $ 445.1 $ 0.0
Percentage of outstanding shares (percent)     13.00%  
Common Stock        
Class of Stock        
Treasury shares acquired (in shares) 37.0 1.2    
Treasury stock price (usd per share) $ 11.72 $ 9.89    
Payment for shares acquired   $ 11.4    
Remaining shares authorized for repurchase   $ 305.0 $ 305.0  
v3.19.2
Earnings (Loss) Per Share - Computation of Weighted Average Shares Outstanding (Details) - USD ($)
$ / shares in Units, shares in Millions, $ in Millions
 3 Months Ended 6 Months Ended
Jun. 30, 2019
Jun. 30, 2018
Jun. 30, 2019
Jun. 30, 2018
Earnings Per Share [Abstract]        
Net income (loss) from continuing operations $ 14.7 $ (49.6) $ 11.2 $ (58.5)
Net loss (income) attributable to the non-controlling interests 0.0 0.6 (0.6) (0.7)
Net income (loss) from continuing operations attributable to common stockholders $ 14.7 $ (49.0) $ 10.6 $ (59.2)
Basic weighted average common shares outstanding (in shares) 257.3 288.2 262.7 288.0
Number of shares issuable upon conversion of founder preferred stock (shares) 2.0 0.0 2.0 0.0
Number of stock options, RSUs and shares issued through ESPP (shares) 0.3 0.0 0.6 0.0
Denominator adjustments for diluted EPS (in shares) 2.3 0.0 2.6 0.0
Diluted weighted average common shares outstanding (in shares) 259.6 288.2 265.3 288.0
Earnings (loss) per share from continuing operations attributable to common stockholders:        
Basic (in dollars per share) $ 0.06 $ (0.17) $ 0.04 $ (0.21)
Diluted (in dollars per share) $ 0.06 $ (0.17) $ 0.04 $ (0.21)
v3.19.2
Earnings (Loss) Per Share - Anti-dilutive Securities (Details) - shares
shares in Millions
 3 Months Ended 6 Months Ended
Jun. 30, 2019
Jun. 30, 2018
Jun. 30, 2019
Jun. 30, 2018
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items]        
Weighted-average securities not included in computation of diluted shares outstanding (in shares) 5.6 15.0 5.6 15.5
Shares issuable for the contingent consideration        
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items]        
Weighted-average securities not included in computation of diluted shares outstanding (in shares) 5.0 7.4 5.1 8.0
Shares issuable upon conversion of Series A Preferred Stock        
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items]        
Weighted-average securities not included in computation of diluted shares outstanding (in shares) 0.0 2.0 0.0 2.0
Shares issuable upon vesting of RSUs        
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items]        
Weighted-average securities not included in computation of diluted shares outstanding (in shares) 0.6 1.5 0.5 1.3
Shares issuable upon conversion of the shares of common stock of PDH        
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items]        
Weighted-average securities not included in computation of diluted shares outstanding (in shares) 0.0 4.1 0.0 4.2
v3.19.2
Leases - Narratives (Details) - USD ($)
$ in Millions
 6 Months Ended
Jun. 30, 2019
Jun. 30, 2018
Leases [Abstract]    
Operating lease expense $ 5.2 $ 10.3
v3.19.2
Leases - Cash Flows and Additional Details (Details)
$ in Millions
 6 Months Ended
Jun. 30, 2019
USD ($)
Supplemental Cash Flow Information for Operating Leases  
Operating cash flows from operating leases $ 10.4
ROU assets obtained in exchange for operating lease obligations $ 2.5
Weighted average remaining lease term 8 years
Weighted average discount rate (percent) 5.30%
v3.19.2
Leases - Maturity Schedule (Details)
$ in Millions
Jun. 30, 2019
USD ($)
June 30, 2019  
Remainder of 2019 $ 9.6
2020 15.2
2021 12.3
2022 10.4
2023 7.2
Thereafter 25.0
Total future minimum lease payments 79.7
Less: imputed interest (15.5)
Present value of lease liabilities $ 64.2
v3.19.2
Leases - Summary of Minimum Non-Cancelable Operating Lease Commitments (Details)
$ in Millions
Dec. 31, 2018
USD ($)
Operating Leases, Future Minimum Payments Due, Fiscal Year Maturity  
2019 $ 19.2
2020 15.5
2021 11.9
2022 9.7
2023 7.7
Thereafter 27.9
Total $ 91.9
v3.19.2
Contingencies, Environmental and Legal Matters (Details) - USD ($)
$ in Millions
Jun. 30, 2019
Dec. 31, 2018
Commitments and Contingencies Disclosure [Abstract]    
Reserves for environmental matters $ 16.5 $ 18.3
v3.19.2
Income Taxes (Details) - USD ($)
$ in Millions
 3 Months Ended 6 Months Ended 12 Months Ended
Jun. 30, 2019
Jun. 30, 2018
Jun. 30, 2019
Jun. 30, 2018
Dec. 31, 2018
Income Tax Contingency          
Income tax (benefit) expense $ (6.8) $ 30.0 $ (17.2) $ 39.9  
Arysta | Discontinued Operations, Disposed of by Sale          
Income Tax Contingency          
Decrease in deferred tax asset         $ 173.0
Decrease in deferred tax asset valuation allowance         75.0
Decrease in deferred tax liability         $ 450.0
v3.19.2
Related Party Transactions (Details) - Mariposa Capital - USD ($)
$ in Millions
 6 Months Ended
Feb. 01, 2019
Jan. 31, 2019
Jun. 30, 2019
Related Party Transaction      
Automatic renewal period     1 year
Agreement renewal period     90 days
Annual Fees      
Related Party Transaction      
Annual fee $ 3.0 $ 2.0  
v3.19.2
Segment Information - Additional Information (Details)
 6 Months Ended
Jun. 30, 2019
segment
Segment Reporting [Abstract]  
Number of reportable segments 2
v3.19.2
Segment Information - Financial Information by Reportable Segment (Details) - USD ($)
$ in Millions
 3 Months Ended 6 Months Ended
Jun. 30, 2019
Jun. 30, 2018
Jun. 30, 2019
Jun. 30, 2018
Segment Reporting Information [Line Items]        
Total net sales $ 456.7 $ 501.6 $ 916.5 $ 994.1
Adjusted EBITDA 100.5 109.4 199.1 213.5
Electronics        
Segment Reporting Information [Line Items]        
Total net sales 267.9 295.7 533.8 583.7
Adjusted EBITDA 60.4 65.0 116.8 125.1
Electronics | Assembly Solutions        
Segment Reporting Information [Line Items]        
Total net sales 137.4 149.8 270.4 289.6
Electronics | Circuitry Solutions        
Segment Reporting Information [Line Items]        
Total net sales 92.2 102.1 183.0 208.1
Electronics | Semiconductor Solutions        
Segment Reporting Information [Line Items]        
Total net sales 38.3 43.8 80.4 86.0
Industrial & Specialty        
Segment Reporting Information [Line Items]        
Total net sales 188.8 205.9 382.7 410.4
Adjusted EBITDA 40.1 44.4 82.3 88.4
Industrial & Specialty | Industrial Solutions        
Segment Reporting Information [Line Items]        
Total net sales 132.5 142.0 270.5 287.5
Industrial & Specialty | Graphics Solutions        
Segment Reporting Information [Line Items]        
Total net sales 37.3 40.7 73.0 79.4
Industrial & Specialty | Energy Solutions        
Segment Reporting Information [Line Items]        
Total net sales $ 19.0 $ 23.2 $ 39.2 $ 43.5
v3.19.2
Segment Information - Reconciliation of Adjusted EBITDA to Net Loss (Details) - USD ($)
$ in Millions
 3 Months Ended 6 Months Ended
Jun. 30, 2019
Jun. 30, 2018
Jun. 30, 2019
Jun. 30, 2018
Segment Reporting [Abstract]        
Net income attributable to common stockholders $ 1.5 $ 12.0 $ 24.7 $ 49.3
Net (loss) income attributable to the non-controlling interests (0.1) (0.2) 0.6 0.5
Loss (income) from discontinued operations, net of tax 13.3 (61.4) (14.1) (108.3)
Income tax (benefit) expense (6.8) 30.0 (17.2) 39.9
Interest expense, net 18.2 78.3 56.3 155.5
Depreciation expense 10.4 11.2 20.7 22.9
Amortization expense 28.4 28.4 56.8 56.9
EBITDA 64.9 98.3 127.8 216.7
Adjustments to reconcile to Adjusted EBITDA:        
Restructuring expense 2.8 1.6 4.0 3.3
Integration costs 0.3 3.5 1.7 4.5
Foreign exchange loss (gain) on foreign denominated external and internal long-term debt 28.7 4.6 0.4 (3.1)
Debt refinancing costs 0.3 0.0 61.0 0.0
Change in fair value of contingent consideration 0.5 1.0 2.9 1.5
Gain on sale of equity investment 0.0 0.0 0.0 (11.3)
Other, net 3.0 0.4 1.3 1.9
Adjusted EBITDA $ 100.5 $ 109.4 $ 199.1 $ 213.5
v3.19.2
Label Element Value
Additional Paid-in Capital [Member]  
Stockholders' Equity, Including Portion Attributable to Noncontrolling Interest us-gaap_StockholdersEquityIncludingPortionAttributableToNoncontrollingInterest $ 4,032,000,000.0
Retained Earnings [Member]  
Stockholders' Equity, Including Portion Attributable to Noncontrolling Interest us-gaap_StockholdersEquityIncludingPortionAttributableToNoncontrollingInterest $ (871,000,000.0)
Treasury Stock [Member]  
Shares, Outstanding us-gaap_SharesOutstanding 0
Stockholders' Equity, Including Portion Attributable to Noncontrolling Interest us-gaap_StockholdersEquityIncludingPortionAttributableToNoncontrollingInterest $ (100,000)
Preferred Stock [Member]  
Shares, Outstanding us-gaap_SharesOutstanding 2,000,000
Stockholders' Equity, Including Portion Attributable to Noncontrolling Interest us-gaap_StockholdersEquityIncludingPortionAttributableToNoncontrollingInterest $ 0
Common Stock [Member]  
Shares, Outstanding us-gaap_SharesOutstanding 287,405,939
Stockholders' Equity, Including Portion Attributable to Noncontrolling Interest us-gaap_StockholdersEquityIncludingPortionAttributableToNoncontrollingInterest $ 2,900,000
Noncontrolling Interest [Member]  
Stockholders' Equity, Including Portion Attributable to Noncontrolling Interest us-gaap_StockholdersEquityIncludingPortionAttributableToNoncontrollingInterest 116,900,000
AOCI Attributable to Parent [Member]  
Stockholders' Equity, Including Portion Attributable to Noncontrolling Interest us-gaap_StockholdersEquityIncludingPortionAttributableToNoncontrollingInterest (420,700,000)
Parent [Member]  
Stockholders' Equity, Including Portion Attributable to Noncontrolling Interest us-gaap_StockholdersEquityIncludingPortionAttributableToNoncontrollingInterest 2,743,100,000
Accounting Standards Update 2016-01 [Member] | Retained Earnings [Member]  
Cumulative Effect of New Accounting Principle in Period of Adoption us-gaap_CumulativeEffectOfNewAccountingPrincipleInPeriodOfAdoption (1,300,000)
Accounting Standards Update 2016-01 [Member] | AOCI Attributable to Parent [Member]  
Cumulative Effect of New Accounting Principle in Period of Adoption us-gaap_CumulativeEffectOfNewAccountingPrincipleInPeriodOfAdoption $ 1,300,000