Document And Entity Information
Document And Entity Information - shares | 9 Months Ended | |
Sep. 30, 2017 | Oct. 31, 2017 | |
Document And Entity Information [Abstract] | ||
Document Type | 10-Q | |
Amendment Flag | false | |
Document Period End Date | Sep. 30, 2017 | |
Document Fiscal Year Focus | 2,017 | |
Document Fiscal Period Focus | Q3 | |
Trading Symbol | foe | |
Entity Registrant Name | FERRO CORP | |
Entity Central Index Key | 35,214 | |
Current Fiscal Year End Date | --12-31 | |
Entity Filer Category | Large Accelerated Filer | |
Entity Common Stock, Shares Outstanding | 83,857,289 |
Condensed Consolidated Statemen
Condensed Consolidated Statements Of Operations - USD ($) $ in Thousands | 3 Months Ended | 9 Months Ended | ||
Sep. 30, 2017 | Sep. 30, 2016 | Sep. 30, 2017 | Sep. 30, 2016 | |
Condensed Consolidated Statements Of Operations [Abstract] | ||||
Net sales | $ 350,012 | $ 288,527 | $ 1,019,199 | $ 863,955 |
Cost of sales | 246,396 | 199,546 | 708,447 | 592,372 |
Gross profit | 103,616 | 88,981 | 310,752 | 271,583 |
Selling, general and administrative expenses | 65,485 | 55,588 | 186,957 | 166,105 |
Restructuring and impairment charges | 1,471 | 26 | 7,713 | 1,694 |
Other expense (income): | ||||
Interest expense | 7,248 | 5,304 | 19,921 | 15,579 |
Interest earned | (201) | (214) | (556) | (414) |
Foreign currency losses, net | 1,021 | 867 | 5,575 | 2,867 |
Loss on extinguishment of debt | 3,905 | |||
Miscellaneous (income) expense, net | (1,726) | 705 | (2,264) | (2,079) |
Income before income taxes | 30,318 | 26,705 | 89,501 | 87,831 |
Income tax expense | 7,353 | 6,157 | 23,186 | 22,659 |
Income from continuing operations | 22,965 | 20,548 | 66,315 | 65,172 |
Loss from discontinued operations, net of income taxes | (29,222) | (64,464) | ||
Net income (loss) | 22,965 | (8,674) | 66,315 | 708 |
Less: Net income attributable to noncontrolling interests | 148 | 210 | 575 | 589 |
Net income (loss) attributable to Ferro Corporation common shareholders | $ 22,817 | $ (8,884) | $ 65,740 | $ 119 |
Basic earnings (loss): | ||||
Continuing operations | $ 0.27 | $ 0.24 | $ 0.79 | $ 0.78 |
Discontinued operations | (0.35) | (0.77) | ||
Total | 0.27 | (0.11) | 0.79 | 0.01 |
Diluted earnings (loss): | ||||
Continuing operations | 0.27 | 0.24 | 0.77 | 0.77 |
Discontinued operations | (0.35) | $ (0.77) | ||
Total | $ 0.27 | $ (0.11) | $ 0.77 |
Condensed Consolidated Stateme3
Condensed Consolidated Statements of Comprehensive Income (Loss) - USD ($) $ in Thousands | 3 Months Ended | 9 Months Ended | ||
Sep. 30, 2017 | Sep. 30, 2016 | Sep. 30, 2017 | Sep. 30, 2016 | |
Condensed Consolidated Statements of Comprehensive Income (Loss) [Abstract] | ||||
Net income (loss) | $ 22,965 | $ (8,674) | $ 66,315 | $ 708 |
Other comprehensive income (loss), net of income tax: | ||||
Foreign currency translation (loss) income | (2,996) | 2,680 | 18,081 | (2,267) |
Cash flow hedging instruments, unrealized gain | 104 | 104 | ||
Postretirement benefit liabilities (loss) gain | (33) | (2) | (21) | 293 |
Other comprehensive (loss) income, net of income tax | (2,925) | 2,678 | 18,164 | (1,974) |
Total comprehensive income (loss) | 20,040 | (5,996) | 84,479 | (1,266) |
Less: Comprehensive income attributable to noncontrolling interests | 294 | 191 | 837 | 450 |
Comprehensive income (loss) attributable to Ferro Corporation | $ 19,746 | $ (6,187) | $ 83,642 | $ (1,716) |
Condensed Consolidated Balance
Condensed Consolidated Balance Sheets - USD ($) $ in Thousands | Sep. 30, 2017 | Dec. 31, 2016 |
Current assets | ||
Cash and cash equivalents | $ 52,211 | $ 45,582 |
Accounts receivable, net | 337,887 | 259,687 |
Inventories | 286,848 | 229,847 |
Other receivables | 50,057 | 37,814 |
Other current assets | 19,533 | 9,087 |
Total current assets | 746,536 | 582,017 |
Other assets | ||
Property, plant and equipment, net | 288,774 | 262,026 |
Goodwill | 197,819 | 148,296 |
Intangible assets, net | 190,985 | 137,850 |
Deferred income taxes | 106,081 | 106,454 |
Other non-current assets | 45,472 | 47,126 |
Total assets | 1,575,667 | 1,283,769 |
Current liabilities | ||
Loans payable and current portion of long-term debt | 18,477 | 17,310 |
Accounts payable | 155,542 | 127,655 |
Accrued payrolls | 40,950 | 35,859 |
Accrued expenses and other current liabilities | 85,927 | 65,203 |
Total current liabilities | 300,896 | 246,027 |
Other liabilities | ||
Long-term debt, less current portion | 673,464 | 557,175 |
Postretirement and pension liabilities | 170,199 | 162,941 |
Other non-current liabilities | 83,995 | 62,594 |
Total liabilities | 1,228,554 | 1,028,737 |
Equity | ||
Common stock, par value $1 per share; 300.0 million shares authorized; 93.4 million shares issued; 83.8 million and 83.4 million shares outstanding at September 30, 2017, and December 31, 2016, respectively | 93,436 | 93,436 |
Paid-in capital | 303,428 | 306,566 |
Retained earnings | 180,430 | 114,690 |
Accumulated other comprehensive loss | (88,741) | (106,643) |
Common shares in treasury, at cost | (151,900) | (160,936) |
Total Ferro Corporation shareholders' equity | 336,653 | 247,113 |
Noncontrolling interests | 10,460 | 7,919 |
Total equity | 347,113 | 255,032 |
Total liabilities and equity | $ 1,575,667 | $ 1,283,769 |
Condensed Consolidated Balance5
Condensed Consolidated Balance Sheets (Parenthetical) - $ / shares | Sep. 30, 2017 | Dec. 31, 2016 |
Condensed Consolidated Balance Sheets [Abstract] | ||
Common stock, par value | $ 1 | $ 1 |
Common stock, shares authorized | 300,000,000 | 300,000,000 |
Common stock, shares issued | 93,400,000 | 93,400,000 |
Common stock, shares outstanding | 83,800,000 | 83,400,000 |
Condensed Consolidated Stateme6
Condensed Consolidated Statements of Equity - USD ($) $ in Thousands | Common Shares in Treasury [Member] | Common Stock [Member] | Paid-in Capital [Member] | Retained Earnings [Member] | Accumulated Other Comprehensive (Loss) [Member] | Non-controlling Interests [Member] | Total |
Beginning Balances at Dec. 31, 2015 | $ (166,020) | $ 93,436 | $ 314,854 | $ 135,507 | $ (61,318) | $ 7,822 | $ 324,281 |
Beginning Balances, shares at Dec. 31, 2015 | 9,431,000 | ||||||
Net income (loss) | 119 | 589 | 708 | ||||
Other comprehensive (loss) income | (1,835) | (139) | (1,974) | ||||
Purchase of treasury stock | $ (11,429) | $ (11,429) | |||||
Purchase of treasury stock, shares | 1,175,000 | 1,175,437 | |||||
Stock-based compensation transactions | $ 15,095 | (10,015) | $ 5,080 | ||||
Stock-based compensation transactions, shares | (556,000) | ||||||
Distributions to noncontrolling interests | (502) | (502) | |||||
Ending Balances at Sep. 30, 2016 | $ (162,354) | 93,436 | 304,839 | 135,626 | (63,153) | 7,770 | 316,164 |
Ending Balances, shares at Sep. 30, 2016 | 10,050,000 | ||||||
Beginning Balances at Dec. 31, 2016 | $ (160,936) | 93,436 | 306,566 | 114,690 | (106,643) | 7,919 | 255,032 |
Beginning Balances, shares at Dec. 31, 2016 | 9,996,000 | ||||||
Net income (loss) | 65,740 | 575 | 66,315 | ||||
Other comprehensive (loss) income | 17,902 | 262 | 18,164 | ||||
Stock-based compensation transactions | $ 9,036 | (3,138) | 5,898 | ||||
Stock-based compensation transactions, shares | (359,000) | ||||||
Change in ownership interest | 2,178 | 2,178 | |||||
Distributions to noncontrolling interests | (474) | (474) | |||||
Ending Balances at Sep. 30, 2017 | $ (151,900) | $ 93,436 | $ 303,428 | $ 180,430 | $ (88,741) | $ 10,460 | $ 347,113 |
Ending Balances, shares at Sep. 30, 2017 | 9,637,000 |
Condensed Consolidated Stateme7
Condensed Consolidated Statements of Cash Flows - USD ($) $ in Thousands | 9 Months Ended | |
Sep. 30, 2017 | Sep. 30, 2016 | |
Cash flows from operating activities | ||
Net cash provided by operating activities | $ 34,691 | $ 6,742 |
Cash flows from investing activities | ||
Capital expenditures for property, plant and equipment and other long lived assets | (30,134) | (18,217) |
Proceeds from sale of assets | 3,598 | |
Proceeds from sale of equity method investment | 2,268 | |
Business acquisitions, net of cash acquired | (71,930) | (11,417) |
Other investing | 551 | |
Net cash (used in) investing activities | (99,245) | (26,036) |
Cash flows from financing activities | ||
Net (repayments) borrowings under loans payable | (10,803) | 2,606 |
Proceeds from revolving credit facility, maturing 2019 | 15,628 | 212,906 |
Principal payments on revolving credit facility, maturing 2019 | (327,183) | (149,696) |
Proceeds from term loan facility, maturing 2024 | 623,827 | |
Principal payments on term loan facility, maturing 2024 | (3,232) | |
Principal payments on term loan facility, maturing 2021 | (243,250) | (52,250) |
Proceeds from revolving credit facility, maturing 2022 | 69,787 | |
Principal payments on revolving credit facility, maturing 2022 | (42,400) | |
Principal payments on other long-term debt | (2,978) | |
Proceeds from other long-term debt | 2,700 | |
Payment of debt issuance costs | (12,927) | (661) |
Acquisition related contingent consideration payment | (1,315) | |
Purchase of treasury stock | (11,429) | |
Other financing activities | 182 | 416 |
Net cash provided by financing activities | 68,036 | 1,892 |
Effect of exchange rate changes on cash and cash equivalents | 3,147 | (422) |
Increase (decrease) in cash and cash equivalents | 6,629 | (17,824) |
Cash and cash equivalents at beginning of period | 45,582 | 58,380 |
Cash and cash equivalents at end of period | 52,211 | 40,556 |
Cash paid during the period for: | ||
Interest | 20,594 | 15,032 |
Income taxes | $ 16,619 | $ 12,929 |
Basis Of Presentation
Basis Of Presentation | 9 Months Ended |
Sep. 30, 2017 | |
Basis Of Presentation [Abstract] | |
Basis Of Presentation | 1. Basis of Presentation The accompanying unaudited condensed consolidated financial statements of Ferro Corporation (“Ferro,” “we,” “us” or “the Company”) have been prepared in accordance with accounting principles generally accepted in the United States of America (“U.S. GAAP”) for interim financial information, the instructions to Form 10-Q, and Article 10 of Regulation S-X. These statements reflect all normal and recurring adjustments which are, in the opinion of management, necessary to present fairly the financial position, results of operations and cash flows for the periods presented. The preparation of financial statements in conformity with U.S. GAAP requires us to make estimates and assumptions that affect the amounts reported in the financial statements and accompanying notes. These interim condensed consolidated financial statements should be read in conjunction with the consolidated financial statements and related notes included in our Annual Report on Form 10-K for the year ended December 31, 2016 . As discussed in Note 3, in the third quarter of 2016, w e completed the disposition of the Europe-based Polymer Additives business and have classified the related operating results, net of income tax, as discontinued operations in the accompanying condensed consolidated statements of oper ations for the three and nine months ended September 30, 2016 . During the first quarter of 2017, the Company renamed the Pigments, Powders and Oxides segment “Color Solutions.” Operating results for the three and nine months ended September 30, 2017 , are not necessarily indicative of the results expected in subsequent quarters or for the full year ending December 31, 2017 . |
Recent Accounting Pronouncement
Recent Accounting Pronouncements | 9 Months Ended |
Sep. 30, 2017 | |
Recent Accounting Pronouncements [Abstract] | |
Recent Accounting Pronouncements | 2. Recent Accounting Pronouncements Recently Adopted Accounting Standards In March 2016, the Financial Accounting Standards Board (“FASB”) issued Accounting Standards Update (“ASU”) 2016-09, Compensation – Stock Compensation: (Topic 718): Improvements to Employee Share-Based Payment Accounting. ASU 2016-09 is intended to simplify several aspects of the accounting for share-based payment transactions, including the income tax consequences, classification of awards as either equity or liabilities, and classification on the statement of cash flows. This new guidance requires all income tax effects of awards to be recognized as income tax expense or benefit in the income statement when the awards vest or are settled. Cash flow related to excess tax benefits will no longer be classified as a financing activity on the statement of cash flows but will be presented with all other income tax cash flows as an operating activity. The new guidance also provides an accounting policy election to account for award forfeitures as they occur. Finally, the updated standard also allows the Company to repurchase more of an employee’s shares for tax withholding purposes without triggering liability accounting and clarifies that all cash tax payments made on an employee’s behalf for withheld shares should be presented as financing activities on the statement of cash flows. The Company adopted ASU 2016-09, in the first quarter of 2017. As a result of the adoption, tax benefits of $ 0.3 million were recorded in income tax expense. The Company has elected to account for award forfeitures as they occur. In addition, the Company elected to apply the presentation requirements for cash flows related to excess tax benefits prospectively. The presentation requirements for cash flows related to employee taxes paid for withheld shares had no impact on the statements of cash flows since the Company has historically presented such payments as financing activities. New Accounting Standards In August 2017, the FASB issued ASU 2017-12, Derivatives and Hedging (Topic 815): Targeted Improvements to Accounting for Hedging Activities. ASU 2017-12 provides guidance to better align an entity’s risk management activities and financial reporting for hedging relationships through changes to both the designation and measurement guidance for qualifying hedging relationships and the presentation of hedge results. This pronouncement is effective for fiscal years beginning after December 15, 2018, including interim periods within those fiscal years. The Company is in the process of assessing the impact that the adoption of this ASU will have on our consolidated financial statements. In May 2017, the FASB issued ASU 2017-09, Compensation – Stock Compensation: (Topic 718): Scope of Modification Accounting. ASU 2017-09 provides guidance about which changes to the terms or conditions of a share-based payment award require an entity to apply modification accounting in Topic 718. This pronouncement is effective for annual periods beginning after December 15, 2017, including interim periods within those annual periods. The Company is in the process of assessing the impact that the adoption of this ASU will have on our consolidated financial statements. In March 2017, the FASB issued ASU 2017-07, Compensation – Retirement Benefits: (Topic 715): Improving the Presentation of Net Periodic Pension Cost and Net Periodic Postretirement Benefit Costs. ASU 2017-07 requires that an employer report the service cost component in the same line item as other compensation costs arising from services rendered during the period. The other components of net benefit costs are to be presented in the income statement separately from the service costs component and outside a subtotal of income from operations. Employers will have to disclose the line(s) used to present the other components of net periodic benefit cost, if the components are not presented separately in the income statement . This pronouncement is effective for annual periods beginning after December 15, 2017, including interim periods within those annual periods. The Company is in the process of assessing the impact that the adoption of this ASU will have on our consolidated financial statements. In January 2017, the FASB issued ASU 2017-04, Intangibles – Goodwill and Other: (Topic 350): Simplifying the Test for Goodwill Impairment. ASU 2017-04 is intended to simplify the subsequent measurement of goodwill by eliminating Step 2 from the current goodwill impairment test. This pronouncement is effective for the annual or any interim goodwill impairment tests conducted in fiscal years beginning after December 15, 2019. The Company is in the process of assessing the impact that the adoption of this ASU will have on our consolidated financial statements. In January 2017, the FASB issued ASU 2017-01, Business Combinations: (Topic 805): Clarifying the Definition of a Business. ASU 2017-01 is intended to clarify the definition of a business with the objective of adding guidance to assist entities in evaluating whether transactions should be accounted for as acquisitions (or dispositions) of assets or businesses. This pr onouncement is effective for annual periods beginning after December 15, 2017, including interim periods within those fiscal years. The Company is in the process of assessing the impact that the adoption of this ASU will have on our consolidated financial statements. In October 2016, the FASB issued ASU 2016-16, Income Taxes: (Topic 740): Intra-Entity Transfers of Assets Other Than Inventory. ASU 2016-16 is intended to improve the accounting for the income tax consequences of intra-entity transfers of assets other than inventory and requires the recognition of the income tax consequences of an intra-entity transfer of an asset, other than inventory, when the transfer occurs. This pr onouncement is effective for annual periods beginning after December 15, 2017, including interim reporting periods within those annual reporting periods. The Company is in the process of assessing the impact that the adoption of this ASU will have on our consolidated financial statements. In August 2016, the FASB issued ASU 2016-15, Statement of Cash Flow: (Topic 230): Classification of Certain Cash Receipts and Cash Payments. ASU 2016-15 is intended to address eight specific cash flow issues with the objective of reducing the existing diversity in practice. This pronouncement is effective for fiscal years beginning after December 15, 2017, and interim periods within those fiscal years. The Company is in the process of assessing the impact the adoption of this ASU will have on our consolidated financial statements. In February 2016, the FASB issued ASU 2016-02, Leases: (Topic 842). ASU 2016-02 requires companies to recognize a lease liability and asset on the balance sheet for operating leases with a term greater than one year. This pronouncement is effective for fiscal years beginning after December 15, 2018, and interim periods within those fiscal years. The Company is in the process of assessing the impact the adoption of this ASU will have on our consolidated financial statements. In May 2014, the FASB issued ASU 2014-09, Revenue from Contracts with Customers: (Topic 606) . This ASU replaces nearly all existing U.S. GAAP guidance on revenue recognition. The standard prescribes a five-step model for recognizing revenue, the application of which will require significant judgment. This standard is effective for fiscal years, and interim periods within those fiscal years, beginning after December 15, 2017. We will adopt the new standard effective January 1, 2018, using the modified retrospective method. We are nearing completion of our assessment and review of specific contracts and we do not currently believe ASU 2014-09 will have a material effect on our consolidated financial statements. No other new accounting pronouncements issued had or are expected to have a material impact of the Company’s consolidated financial statements. |
Discontinued Operations
Discontinued Operations | 9 Months Ended |
Sep. 30, 2017 | |
Discontinued Operations [Abstract] | |
Discontinued Operations | 3. Discontinued Operations During 2014, we commenced a process to market for sale our Europe-based Polymer Additives business. We determined that the criteria to classify these assets as held-for-sal e under ASC Topic 360, Property, Plant and Equipment, were met at that time . On August 22, 2016, we completed the disposition of the Europe-based Polymer Additives business to Plahoma Two AG, an affiliate of the LIVIA Group. The Company made a capital contribution of €12 million (approximately $13.6 million) to its subsidiaries that owned the assets prior to the close of the sale. In August 2016, prior to the sale, an impairment charge of $26.8 million was recorded under ASC Topic 360 Property, Plant and Equipment. The charge was calculated as the difference of the executed transaction price and the carrying value of the assets. The impairment charge included $1.1 million associated with the reclassification of foreign currency translation loss from Accumulated other comprehensive loss (Note 17). We have classified the Europe-based Polymer Additives operating results, net of income tax, as discontinued operations in the accompanying condensed consolidated statements of operations for the three and nine months ended September 30, 2016 . The table below summarizes results for the Europe-based Polymer Additives assets, for the three and nine months ended September 30, 2016 , which are reflected in our condensed consolidated statements of operations as discontinued operations. Interest expense has been allocated to the discontinued operations based on the ratio of net assets of each business to consolidated net assets excluding debt. Three Months Ended Nine Months Ended September 30, 2016 September 30, 2016 (Dollars in thousands) Net sales $ 3,831 $ 18,481 Cost of sales 5,654 28,473 Gross loss (1,823) (9,992) Selling, general and administrative expenses 588 3,094 Restructuring and impairment charges 26,843 50,902 Interest expense 49 325 Miscellaneous income (4) (392) Loss from discontinued operations before income taxes (29,299) (63,921) Income tax (benefit) expense (77) 543 Loss from discontinued operations, net of income taxes $ (29,222) $ (64,464) |
Aquisitions
Aquisitions | 9 Months Ended |
Sep. 30, 2017 | |
Acquisitions [Abstract] | |
Acquisitions | 4. Acquisitions Dip Tech Ltd. On August 2, 2017, the Company acquired 100% of the equity interests of Dip Tech Ltd. (“Dip-Tech”), a leading provider of digital printing solutions for glass coatings, for $77.3 million, excluding customary adjustments. Dip-Tech is headquartered in Kfar Saba, Israel. The fair value of the consideration transferred was cash paid at closing of $60.4 million and contingent consideration of $16.9 million. The Company inc urred acquisition costs for the three and nine months ended September 30, 2017, of $2.1 million , which is included in Selling, general and administrative expenses in our condensed consolidated state ments of operations. The acquired business contributed net sales of $6. 4 milli on for the three and nine months ended September 30, 2017, and net loss attribu table to Ferro Corporation of $1. 1 million for the three and nine months ended September 30, 2017. The net loss attributable to Ferro Corporation was driven by the amortization of inventory step up costs of $0.8 million and acquired intangible asset amortization costs of $0.6 million for the three and nine months ended September 30, 2017. Dip-Tech incurred research and development costs of $1.1 million for the three and nine months ended September 30, 2017. The information included herein has been prepared based on the preliminary allocation of the purchase price using estimates of the fair value and useful lives of the assets acquired and liabilities assumed, which were determined with the assistance of third parties who performed independent valuations using discounted cash flow and comparative market approaches , and estimates made by management. As of September 30, 2017 , the purchase price allocation is subject to further adjustment until all information is fully evaluated by the C ompany . The Company preliminarily recorded $46. 3 million of amortizable intangible assets , $38. 2 million of goodwill, $11. 5 million of a deferred tax liability , $3. 2 million of person al and real property and $1. 1 million of net working capital on the condensed consolidated balance sheet. Gardenia Quimica S.A. On August 3, 2017, the Company acquired the majority interest in Gardenia Quimica S.A. (“Gardenia”) for $3.0 million . The Company previously owned 46% of Gardenia and recorded it as an equity method investment. In connection with this transaction, the Company now owns 83.5% and fully consolidates Gardenia. Due to a change of control that occurred, the Company recorded a gain on purchase of $2.6 million related to the difference between the Company’s carrying value and fair value of the previously held equity method investment. Smalti per Ceramiche, s.r.l On April 24, 2017, the Company acquired 100% of the equity in terests of S.P.C. Group s.r.l. , and 100% of the equity interests of Smalti per Ceramiche, s.r.l. (“SPC”) , for € 17. 9 million (approximately $19. 4 million) , including the assumption of debt of € 5. 7 million (approximately $6.2 million) . SPC is a high-end tile coatings manufacturer based in Italy focused on fast-growing specialty products . SPC’s products, strong technology, design capabilities, and customer-centric business model are complementary to our Performance Coatings segment, and position us for continued growth in the high-end tile markets . The Company incurred acquisition costs for the three and nine months ended September 30, 2017, of $ 0.1 million and $1. 3 million, respectively , which is included in Selling, general and administrative expenses in our condensed consolidated statements of operations. The information included herein has been prepared based on the preliminary allocation of the purchase price using estimates of the fair value and useful lives of the assets acquired and liabilities assumed, which were determined with the assistance of third parties who performed independent valuations using discounted cash flow and comparative market approaches , and estimates made by management. As of September 30, 2017 , the purchase price allocation is subject to further adjustment until all information is fully evaluated by the C ompany . The Company preliminarily recorded $6. 7 million of personal and real property, $5. 9 million of amortizable intangible assets , $5. 7 million of net working capital, $3. 3 million of goodwill and $2. 2 million of a deferred tax liability on the condensed consolidated balance sheet. Cappelle Pigments NV On December 9, 2016, the Company acquired 100% of the equity interests of Belgium-based Cappelle Pigments NV (“Cappelle”), a leader in specialty, high-performance inorganic and organic pigments used in coatings, inks and plastics, for €49. 8 million (approximately $52. 7 million) , in cluding the assumption of debt of € 9. 8 million. The acquired business contributed net sales of $17. 8 million and $ 55.8 million for the three and nine months ended September 30, 2017, respectively, and net income attributable to Ferro Corporation of $1. 2 million and $ 2.3 million for the three and nine months ended September 30, 2017 , respectively. The information included herein has been prepared based on the preliminary allocation of the purchase price using estimates of the fair value and useful lives of the assets acquired and liabilities assumed, which were determined with the assistance of third parties who performed independent valuations using discounted cash flow and comparative market approaches, and estimates made by management. As of September 30, 2017 , the purchase price allocation is subject to further adjustment until all information is fully evaluated by the Company. The Com pany preliminarily recorded $28.6 million of net working capital, $24.1 million of per sonal and real property, $3.5 million of goodwill and $3.5 million of a deferred tax liability on the condensed consolidated balance sheet. Electro-Science Laboratories, Inc . On October 31, 2016, the Company acquired 100% of the equity interests of Electro-Science Laboratories, Inc. (“ESL”), a leader in electronic packaging materials, for $78. 5 million. ESL is headquartered in King of Prussia, Pennsylvania. The acquisition of ESL enhances the Company’s position in the electronic packaging materials space with complementary products, and provides a platform for growth in our Performance Colors and Glass segment. ESL produces thick-film pastes and ceramics tape systems that enable important functionality in a wide variety of industrial and consumer applications. The acquired business con tributed net sales of $10. 5 million and $ 31.8 million for the three and nine months ended September 30, 2017, respectively, and net income attributable to Ferro Corporation of $1. 2 million and $ 3.9 million for the three and nine months ended September 30, 2017 , respectively. The Company incurr ed acquisition costs for the nine months ended September 30, 2017 , of $ 0.3 million, which is included in Selling, general and administrative expenses in our condensed consolidated statements of operations. The information included herein has been prepared based on the preliminary allocation of the purchase price using estimates of the fair value and useful lives of the assets acquired and liabilities assumed, which were determined with the assistance of third parties who performed independent valuations using discounted cash flow and comparative market approaches, and estimates made by management. As of September 30, 2017 , the purchase price allocation is subject to further adjustment until all information is fully evaluated by the Company. The Company preliminarily recorded $39. 7 million of intangible assets, $19. 0 million of goodwill, $18. 9 million of net working capital, $2.9 million of personal and real property and $2.0 million of a deferred tax liability on the condensed consolidated balance sheet. Delta Performance Products, LLC On August 1 , 2016, the Company acquired certain assets of Delta Performance Products, LLC, for a cash purchase price of $4.4 million. The information included herein has been prepared based on the allocation of the purchase price using the fair value and useful lives of the assets acquired and liabilities assumed, which were determined with the assistance of third parties who performed independent valuations using discounted cash flow and comparative market approaches, and estimates made by management. The Company recorded $3.2 million of amortizable intangible assets, $0.6 million of net working capital , $0. 4 million of goodwill and $0.2 mil lion of a deferred tax asset on the condensed consolidated balance sheet. Pinturas Benicarló, S.L. On June 1, 2016, the Company acquired 100% of the equity interests of privately held Pinturas Benicarló, S.L. (“Pinturas”) for €16. 5 million in cash (approximately $18. 4 million). The information included herein has been p repared based on the allocation of the purchase price using the fair value and useful lives of the assets acquired and liabilities assumed, which were determined with the assistance of third parties who performed independent valuations using discounted cash flow and comparative market approaches , and estimates made by management. The Company recorded $8. 8 million of amortizable intangible assets, $7. 7 million of net working capital , $3. 9 million of goodwill, $2. 7 million of a deferred tax liability , and $0.7 million of personal and real property on the condensed consolidated balance sheet. Ferer Dis Ticaret Ve Kimyasallar Anonim Sirketi A.S. On January 5, 2016, the Company completed the purchase of 100% of the equity interests of privately held Istanbul-based Ferer Dis Ticaret Ve Kimyasallar Anonim Sirketi A.S. (“Ferer”) for approximately $9. 4 million . The information included herein has been p repared based on the allocation of the p urchase price using the fair value and useful lives of the assets acquired and liabilities assumed, which were determined with the assistance of third parties who performed independent valuations using discounted cash flow and comparative market approaches , and estimates made by management. The Company recorded $4. 5 million of goodwill , $3. 3 million of amortizable intangible assets, $1. 7 million of net working capital, $0. 7 million of a deferred tax liability and $0. 6 million of personal and real property on the condensed consolidated balance sheet. |
Inventories
Inventories | 9 Months Ended |
Sep. 30, 2017 | |
Inventories [Abstract] | |
Inventories | 5. Inventories September 30, December 31, 2017 2016 (Dollars in thousands) Raw materials $ 92,387 $ 72,943 Work in process 48,131 38,859 Finished goods 146,330 118,045 Total inventories $ 286,848 $ 229,847 In the production of some of our products, we use precious metals, which we obtain from financial institutions under consignment agreements with terms of one year or less. The financial institutions retain ownership of the precious metals and charge us fees based on the amou nts we consign. These fees were $0.3 million and $0.2 million for the three months ended September 30, 2017 and 2016 , respectively, and were $0.8 million and $0.6 million for the nine months ended September 30, 2017 and 2016, respectively. We had on- hand precious metals owned by participants in our precious metals consignment program of $36.3 million at September 30, 2017 , and $28.7 m illion at December 31, 2016 , measured at fair value based on market prices for identical assets and net of credits. |
Property, Plant And Equipment
Property, Plant And Equipment | 9 Months Ended |
Sep. 30, 2017 | |
Property, Plant And Equipment [Abstract] | |
Property, Plant And Equipment | 6. Property, Plant and Equipment Property, plant and equipment is reported net of accumulated depreciation of $493.6 million at September 30, 2017 , and $439.4 million at December 31, 2016 . Unpaid capital expenditure liabilities, which are non-cash investing activities, were $3.2 million at September 30, 2017 , and $2.4 million at September 30, 2016 . We recorded a $3.9 million gain on sale of a closed site in Australia which was recorded in Miscellaneous (income) expense , net in our condensed consolidated statements of operations for the nine months ended September 30, 2016. As discussed in Note 3, o ur Europe-based Polymer Additives assets had been classified as held-for-sale under ASC Topic 360, Property, Plant and Equipment from 2014 until the ultimate sale of the business in August 2016 . As such, at each historical reporting date, these assets were tested for impairment comparing the fair value of the assets, less costs to sell, to the carrying value. The fair value was determined using both the m arket approach and income approach, utilizing Level 3 measurements within the fair value hierarchy, which indicated the fair value , less costs to sell , was less than the carrying value during the first quarter of 2016, resulting in an impairment charge of $24.1 million, representing the remaining carrying value of long-lived assets at that reporting date . During the third quarter of 2016, prior to the sale, an impairment charge of $26.8 million, representing net working capital, was recorded under ASC Topic 360 Property, Plant and Equipment. The impairment charges of $26.8 million and $50.9 million are included in Loss from discontinued operations, net of income taxes in our condensed consolidated statem ents of operations for the three and nine months ended September 30, 2016, respectively . Fair Value Measurements Using Total Description Level 1 Level 2 Level 3 Total (Losses) (Dollars in thousands) December 31, 2016 Assets held for sale $ — $ — $ — $ — $ (50,902) |
Goodwill And Other Intangible A
Goodwill And Other Intangible Assets | 9 Months Ended |
Sep. 30, 2017 | |
Goodwill And Other Intangible Assets [Abstract] | |
Goodwill And Other Intangible Assets | 7. Goodwill and Other Intangible Assets Details and activity in the Company’s goodwill by segment follow: Performance Performance Color Colors and Coatings Solutions Glass Total (Dollars in thousands) Goodwill, net at December 31, 2016 $ 28,090 $ 40,421 $ 79,785 $ 148,296 Acquisitions 4,145 2,4 — 37,371 1,3 41,516 Foreign currency adjustments 3,062 1,582 3,363 8,007 Goodwill, net at September 30, 2017 $ 35,297 $ 42,003 $ 120,519 $ 197,819 (1) During the first quarter of 2017, the Company recorded a purchase price adjustment within the measurement period for goodwill related to the ESL acquisition. (2) During the second quarter of 2017, the Company recorded goodwill related to the SPC acquisition. Refer to Note 4 for additional details. (3) During the third quarter of 2017, the Company recorded goodwill related to the Dip-Tech acquisition. Refer to Note 4 for additional details. (4) During the third quarter of 2017, the Company recorded goodwill related to the Gardenia acquisition. Refer to Note 4 for additional details. September 30, December 31, 2017 2016 (Dollars in thousands) Goodwill, gross $ 256,286 $ 206,763 Accumulated impairment losses (58,467) (58,467) Goodwill, net $ 197,819 $ 148,296 Goodwill is tested for impairment at the reporting unit level on an annual basis in the fourth quarter and between annual tests if an event occurs, or circumstances change, that would more likely than not reduce the fair value of a reporting unit below its carrying value. As of September 30, 2017, the Company is not aware of any events or circumstances that occurred which would require a goodwill impairment test. Amortizable intangible assets consisted of the following: September 30, December 31, 2017 2016 (Dollars in thousands) Gross amortizable intangible assets: Patents $ 5,334 $ 5,147 Land rights 4,876 4,746 Technology/know-how and other 129,003 84,837 Customer relationships 92,678 80,153 Total gross amortizable intangible assets 231,891 174,883 Accumulated amortization: Patents (5,228) (4,981) Land rights (2,825) (2,698) Technology/know-how and other (40,723) (34,775) Customer relationships (9,204) (5,311) Total accumulated amortization (57,980) (47,765) Amortizable intangible assets, net $ 173,911 $ 127,118 Indefinite-lived intangible assets consisted of the following: September 30, December 31, 2017 2016 (Dollars in thousands) Indefinite-lived intangibles assets: Trade names and trademarks $ 17,074 $ 10,732 |
Debt
Debt | 9 Months Ended |
Sep. 30, 2017 | |
Debt [Abstract] | |
Debt | 8. Debt Loans payable and current portion of long-term debt consisted of the following: September 30, December 31, 2017 2016 (Dollars in thousands) Loans payable $ 10,409 $ 11,452 Current portion of long-term debt 8,068 5,858 Loans payable and current portion of long-term debt $ 18,477 $ 17,310 Long-term debt consisted of the following: September 30, December 31, 2017 2016 (Dollars in thousands) Term loan facility, net of unamortized issuance costs, maturing 2021 (1) $ — $ 239,530 Term loan facility, net of unamortized issuance costs, maturing 2024 (2) 641,842 — Revolving credit facility, maturing 2019 — 311,555 Revolving credit facility, maturing 2022 27,387 — Capital lease obligations 5,292 3,720 Other notes 7,011 8,228 Total long-term debt 681,532 563,033 Current portion of long-term debt (8,068) (5,858) Long-term debt, less current portion $ 673,464 $ 557,175 (1) The carrying value of the term loan facility, maturing 2021, was net of unamortized debt issuance costs of $3.7 million. (2) The carrying value of the term loan facility, maturing 2024, is net of unamortized debt issuance costs of $7.7 million. 2014 Credit Facility In 2014, the Company entered into a credit facility that was amended on January 25, 2016 , and August 29, 2016 , resulting in a $400 million secured revolving line of credit with a term of five years and a $300 million secured term loan facility with a term of seven years from the original issuance date (the “Previous Credit Facility”) with a group of lenders that was replaced on February 14, 2017 , by the Credit Facility (as defined below). For discussion of the Company’s Previous Credit Facility, refer to Note 8 in the Company’s Annual Report on Form 10-K for the year ended December 31, 2016 . In conjunction with the refinancing of the Previous Credit Facility, we recorded a charge of $3.9 million in connection with the write-off of unamortized issuance costs, which is recorded within Loss on extinguishment of debt in our condensed consolidated statement of operations for the nine months ended September 30, 2017. 2017 Credit Facility On February 14, 2017, the Company entered into a new credit facility (the “Credit Facility”) with a group of lenders to refinance its then outstanding credit facility debt and to provide liquidity for ongoing working capital requirements and general corporate purposes. The Credit Facility consists of a $400 million secured revolving line of credit with a term of five years, a $357.5 million secured term loan facility with a term of seven years and a €250 million secured euro term loan facility with a term of seven years. The term loans are payable in equal quarterly installments in an amount equal to 0.25% of the original principal amount of the term loans, with the remaining balance due on the maturity date thereof. In addition, the Company is required, on an annual basis, to make a prepayment of term loans until they are fully paid and then to the revolving loans in an amount equal to a portion of the Company’s excess cash flow, as calculated pursuant to the Credit Facility. Subject to the satisfaction of certain conditions, the Company can request additional commitments under the revolving line of credit or term loans in the aggregate principal amount of up to $250 million to the extent that existing or new lenders agree to provide such additional commitments and/or term loans and, certain additional debt subject to satisfaction of certain covenant levels. Certain of the Company’s U.S. subsidiaries have guaranteed the Company’s obligations under the Credit Facility and such obligations are secured by (a) substantially all of the personal property of the Company and the U.S. subsidiary guarantors and (b) a pledge of 100% of the stock of certain of the Company’s U.S. subsidiaries and 65% of the stock of certain of the Company’s direct foreign subsidiaries. Interest Rate – Term Loans: The interest rates applicable to the U.S. term loans will be, at the Company’s option, equal to either a base rate or a LIBOR rate plus, in both cases, an applicable margin. The interest rates applicable to the Euro term loans will be a Euro Interbank Offered Rate (“EURIBOR”) rate plus an applicable margin. · The base rate for U.S. term loans will be the highest of (i) the federal funds rate plus 0.50% , (ii) syndication agent’s prime rate or (iii) the daily LIBOR rate plus 1.00% . The applicable margin for base rate loans is 1.50% . · The LIBOR rate for U.S. term loans shall not be less than 0.75% and the applicable margin for LIBOR rate U.S. term loans is 2.50% . · The EURIBOR rate for Euro term loans shall not be less than 0% and the applicable margin for EURIBOR rate loans is 2.75% . · For LIBOR rate term loans and EURIBOR rate term loans, the Company may choose to set the duration on individual borrowings for periods of one, two, three or six months, with the interest rate based on the applicable LIBOR rate or EURIBOR rate, as applicable, for the corresponding duration. At September 30, 2017, the Company had borrowed $355.7 million under the secured term loan facility at an interest rate of 3.73% and €248.8 million under the secured euro term loan facility at an interest rate of 2.75% . At September 30, 2017, there were no additional borrowings available under the term loan facilities. We entered into interest rate swap agreements in the second quarter of 2017. These swaps converted $150 million and €90 million of our term loans from variable interest rates to fixed interest rates. At September 30, 2017, the effective interest rate for the term loan facilities after adjusting for the interest rate swap was 4.27% for the secured term loan facility and 3.00% for the euro term loan facility. Interest Rate – Revolving Credit Line: The interest rates applicable to loans under the revolving credit line will be, at the Company’s option, equal to either a base rate or a LIBOR rate plus, in both cases, an applicable variable margin. The variable margin will be based on the ratio of (a) the Company’s total consolidated net debt outstanding at such time to (b) the Company’s consolidated EBITDA computed for the period of four consecutive fiscal quarters most recently ended. · The base rate for revolving loans will be the highest of (i) the federal funds rate plus 0.50% , (ii) syndication agent’s prime rate or (iii) the daily LIBOR rate plus 1.00% . The applicable margin for base rate loans will vary between 0.75% and 1.75% . · The LIBOR rate for revolving loans shall not be less than 0% and the applicable margin for LIBOR rate revolving loans will vary between 1.75% and 2.75% . · For LIBOR rate revolving loans, the Company may choose to set the duration on individual borrowings for periods of one, two, three or six months, with the interest rate based on the applicable LIBOR rate for the corresponding duration. At September 30, 201 7, there were $27.4 million borrowings under the revolving credit line at an interest rate of 3.48% . After reductions for outstanding letters of credit secured by these facilities, we had $ 367.9 million of additional borrowings available under the revolving credit facilities at September 30, 201 7. The Credit Facility contains customary restrictive covenants including, but not limited to, limitations on use of loan proceeds, limitations on the Company’s ability to pay dividends and repurchase stock, limitations on acquisitions and dispositions, and limitations on certain types of investments. The Credit Facility also contains standard provisions relating to conditions of borrowing and customary events of default, including the non-payment of obligations by the Company and the bankruptcy of the Company. Specific to the revolving credit facility, the Company is subject to a financial covenant regarding the Company’s maximum leverage ratio. If an event of default occurs, all amounts outstanding under the Credit Facility may be accelerated and become immediately due and payable. At September 30, 2017, we were in compliance with the covenants of the Credit Facility. Other Financing Arrangements We maintain other lines of credit to provide global flexibility for our short-term liquidity requirements. These facilities are uncommitted lines for our international operations and totaled $61.8 million and $7.3 million at September 30, 2017 , and December 31, 2016 , respectively. The unused portions of these lines provided additional liquidity of $43.5 million at September 30, 2017 , and $6.7 million at December 31, 2016 . |
Financial Instruments
Financial Instruments | 9 Months Ended |
Sep. 30, 2017 | |
Financial Instruments [Abstract] | |
Financial Instruments | 9. Financial Instruments The following financial instrument assets (liabilities) are presented at their respective carrying amount, fair value and classification within the fair value hierarchy: September 30, 2017 Carrying Fair Value Amount Total Level 1 Level 2 Level 3 (Dollars in thousands) Cash and cash equivalents $ 52,211 $ 52,211 $ 52,211 $ — $ — Loans payable (10,409) (10,409) — (10,409) — Term loan facility, maturing 2024 (1) (641,842) (644,916) — (644,916) — Revolving credit facility, maturing 2022 (27,387) (27,835) — (27,835) — Other long-term notes payable (7,011) (3,781) — (3,781) — Interest rate swaps - asset 298 298 — 298 — Interest rate swaps - liability (132) (132) — (132) — Foreign currency forward contracts, net 52 52 — 52 — December 31, 2016 Carrying Fair Value Amount Total Level 1 Level 2 Level 3 (Dollars in thousands) Cash and cash equivalents $ 45,582 $ 45,582 $ 45,582 $ — $ — Loans payable (11,452) (11,452) — (11,452) — Term loan facility, maturing 2021 (1) (239,530) (252,052) — (252,052) — Revolving credit facility, maturing 2019 (311,555) (318,389) — (318,389) — Other long-term notes payable (8,228) (7,315) — (7,315) — Foreign currency forward contracts, net 350 350 — 350 — (1) The carrying value s of the term loan facilities are net of unamortized debt issuance costs of $7.7 million and $3.7 million for the period ended September 30, 2017, and December 31, 2016, respectively . The fair values of cash and cash equivalents are based on the fair values of identical assets. The fair values of loans payable are based on the present value of expected future cash flows and approximate their carrying amounts due to t he short periods to maturity. At September 30, 2017, the fair value of the term loan fac ility is based on market price information and is measured using the last available bid price of the instrument on a secondary market and at December 31, 2016, is based on the present value of expected future cash flows and interest rates that would be currently available to the Company for issuance of similar types of debt instruments with similar terms and remaining maturities adjusted for the Company's performance risk . The revolving credit facility and other long-term notes payable are based on the present value of expected future cash flows and interest rates that would be currently available to the Company for issuance of similar types of debt instruments with similar terms and remaining maturities adjust ed for the Company's performance risk. The fair values of our interest rate swaps are determined based on inputs that are readily available in public markets or can be derived from information available in publicly quoted markets. The fair values of the foreign currency forward contracts are based on market prices for comparable contracts. Derivative Instruments The Company may use derivative instruments to partially offset its business exposure to foreign currency and interest rate risk on expected future cash flows, on net investment in certain foreign subsidiaries and on certain existing assets and liabilities. However, the Company may choose not to hedge in countries where it is not economically feasible to ent er into hedging arrangements or where hedging inefficiencies exist , such as timing of transactions . Derivatives Designated as Hedging Instruments Interest rate swaps. To reduce our exposure to interest rate changes on our variable-rate debt, we entered into interest rate swap agreements in the second quarter of 2017. These swaps converted $150 million and €90 million of our term loans from variable interest rates to fixed interest rates. These swaps qualify and were designated as cash flow hedges. The effective portions of cash flow hedges are recorded in accumulated other comprehensive income (“AOCI”) and are reclassified into earnings in the same period the underlying hedged items impact earnings. The ineffective portions of cash flow hedges is recognized immediately into earnings. The Company did not have any ineffectiveness related to the interest rate swaps during the three and nine months ended September 30, 2017. The amount of gain recognized in AOCI and the amount of gain reclassified into earnings for the three months ended September 30, 2017 and 2016, respectively, follow: Amount of Gain Recognized Amount of Gain Reclassified in AOCI - Effective Portion from AOCI into Income - Effective Portion 2017 2016 2017 2016 (Dollars in thousands) Interest rate swap $ 166 $ — $ — $ — The amount of gain recognized in AOCI and the amount of gain reclassified into earnings for the nine months ended September 30, 2017 and 2016, respectively, follow: Amount of Gain Recognized Amount of Gain Reclassified in AOCI - Effective Portion from AOCI into Income - Effective Portion 2017 2016 2017 2016 (Dollars in thousands) Interest rate swap $ 166 $ — $ — $ — Net investment hedge. To help protect the value of the Company’s net investment in European operations against adverse changes in exchange rates, the Company uses non-derivative financial instruments, such as its foreign currency denominated debt, as economic hedges of its net investments in certain foreign subsidiaries. Net investment hedges that use foreign currency denominated debt to hedge net investments are not impacted by ASC Topic 820, Fair Value Measurements, as the debt used as a hedging instrument is marked to a value with respect to changes in spot foreign currency exchange rates and not with respect to other factors that may impact fair value. The effective portions of net investment hedges are recorded in AOCI as a part of the cumulative translation adjustment. The ineffective portions of net investment hedges are recognized immediately into earnings. Effective May 1, 2017, the Company designated a portion of its euro denominated debt as a net investment hedge for accounting purposes . The fair value of the net investment hedge is €79.4 million at September 30, 2017. The Company did no t have any ineffectiveness related to net investment hedges during the three and nine months ended September 30, 2017. The amount of loss recognized in AOCI and the amount of loss reclassified into earnings for the three months ended September 30, 2017 and 2016, respectively, follow: Amount of (Loss) Recognized Amount of Loss Reclassified from in AOCI - Effective Portion AOCI into Income - Effective Portion 2017 2016 2017 2016 (Dollars in thousands) Net investment hedge $ (8,020) $ — $ — $ — The amount of loss recognized in AOCI and the amount of loss reclassified into earnings for the nine months ended September 30, 2017 and 2016, respectively, follow: Amount of (Loss) Recognized Amount of Loss Reclassified from in AOCI - Effective Portion AOCI into Income - Effective Portion 2017 2016 2017 2016 (Dollars in thousands) Net investment hedge $ (14,848) $ — $ — $ — Derivatives Not Designated as Hedging Instruments Foreign currency forward contracts. We manage foreign currency risks principally by entering into forward contracts to mitigate the impact of currency fluctuations on transactions. These forward contracts are not formally designated as hedges. Gains and losses on these foreign currency forward contracts are netted with gains and losses from currency fluctuations on transactions arising from international trade and reported as Foreign currency losses, net in the condensed consolidated statements of operations. We recognized net losses of $1.4 million and $4.1 million in the three and nine months ended September 30, 2017 , respectively, and net losses of $1.2 million and $5.8 million in the three and nine months ended September 30, 2016 , respectively, arising from the change in fair value of our financial instruments, which offset the related net gains and losses on international trade transactions. The notional amount of foreign currency forward contracts was $212.1 million at September 30, 2017 , and $338.2 million at December 31, 2016 . The following table presents the effect on our condensed consolidated statements of operations for the three and nine months ended September 30, 2017 and 2016 , respectively, of our foreign currency forward contracts: Amount of (Loss) Recognized in Earnings Three Months Ended September 30, 2017 2016 Location of (Loss) in Earnings (Dollars in thousands) Foreign currency forward contracts $ (1,438) $ (1,163) Foreign currency losses, net Amount of (Loss) Recognized in Earnings Nine Months Ended September 30, 2017 2016 Location of (Loss) in Earnings (Dollars in thousands) Foreign currency forward contracts $ (4,149) $ (5,848) Foreign currency losses, net Location and Fair Value Amount of Derivative Instruments The following table presents the fair values on our condensed consolidated balance sheets of derivative instruments : September 30, December 31, 2017 2016 Balance Sheet Location (Dollars in thousands) Asset derivatives: Interest rate swaps $ 298 $ — Other assets Foreign currency forward contracts 620 1,854 Other current assets Liability derivatives: Interest rate swaps (132) — Accrued expenses and other current liabilities Foreign currency forward contracts $ (568) $ (1,504) Accrued expenses and other current liabilities |
Income Taxes
Income Taxes | 9 Months Ended |
Sep. 30, 2017 | |
Income Taxes [Abstract] | |
Income Taxes | 10. Income Taxes Income tax expense for the nine months ended September 30, 2017, was $23.2 million, or 25.9% of pre-tax income, compared with $22.7 million, or 25.8% of pre-tax income in the prior-year same period. The tax expense in the first nine months of 2017 and 2016, as a percentage of pre-tax income, is lower than the U.S. federal statutory income tax rate of 35% primarily as a result of foreign statutory rate differences. |
Contingent Liabilities
Contingent Liabilities | 9 Months Ended |
Sep. 30, 2017 | |
Contingent Liabilities [Abstract] | |
Contingent Liabilities | 11. Contingent Liabilities We have recorded environmental liabilities of $6.6 m illion at September 30, 2017 , and $7.2 million at December 31, 2016 , for costs associated with the remediation of certain of our properties that hav e been contaminated. The liability at September 30, 2017 , and December 31, 2016 , was primarily related to a non-operating facility in Brazil, and for retained environmental obligations related to a site in the United States that was part of the sale of our North American and Asian metal powders product lines in 2013. The costs include legal and consulting fees, site studies, the design and implementation of remediation plans, post-remediation monitoring and related activities. The ultimate liability could be affected by numerous uncertainties, including the extent of contamination found, the required period of monitoring and the ultimate cost of required remediation. There are various lawsuits and claims pending against the Company and its consolidated subsidiaries. We do not currently expect the resolution of these lawsuits and claims to materially affect the consolidated financial position, results of operations, or cash flows of the Company. |
Retirement Benefits
Retirement Benefits | 9 Months Ended |
Sep. 30, 2017 | |
Retirement Benefits [Abstract] | |
Retirement Benefits | 12. Retirement Benefits Net periodic benefit (credit) cost of our U.S. pension plans (including our unfunded nonqualified plans), non-U.S. pension plans, and postretirement health care and life insurance benefit plans for the three months ended September 30, 2017 and 2016 , respectively, follow: U.S. Pension Plans Non-U.S. Pension Plans Other Benefit Plans Three Months Ended September 30, 2017 2016 2017 2016 2017 2016 (Dollars in thousands) Service cost $ 4 $ 4 $ 432 $ 346 $ — $ — Interest cost 3,666 3,937 621 914 211 236 Expected return on plan assets (4,740) (4,935) (227) (493) — — Amortization of prior service cost 2 3 11 12 — — Net periodic benefit (credit) cost $ (1,068) $ (991) $ 837 $ 779 $ 211 $ 236 Net periodic benefit (credit) cost for the nine months ended September 30, 2017 and 2016, respectively, follow: U.S. Pension Plans Non-U.S. Pension Plans Other Benefit Plans Nine Months Ended September 30, 2017 2016 2017 2016 2017 2016 (Dollars in thousands) Service cost $ 13 $ 13 $ 1,259 $ 1,081 $ — $ — Interest cost 10,997 11,812 1,801 2,808 632 708 Expected return on plan assets (14,218) (14,805) (659) (1,538) — — Amortization of prior service cost 5 8 33 34 — — Net periodic benefit (credit) cost $ (3,203) $ (2,972) $ 2,434 $ 2,385 $ 632 $ 708 |
Stock-Based Compensation
Stock-Based Compensation | 9 Months Ended |
Sep. 30, 2017 | |
Stock-Based Compensation [Abstract] | |
Stock-Based Compensation | 13. Stock-Based Compensation On May 22, 2013, our shareholders approved the 2013 Omnibus Incentive Plan (the “Plan”), which was adopted by the Board of Directors on February 22, 2013, subject to shareholder approval. The Plan’s purpose is to promote the Company’s long-term financial interests and growth by attracting, retaining and motivating high quality key employees and directors, motivating such employees and directors to achieve the Company’s short- and long-range p erformance goals and objectives and thereby align t heir interests with those of the Company’s shareholders. The Plan reserves 4,400,000 shares of common stock to be issued for grants of several different types of long-term incentives including stock options, stock appreciation rights, restric ted shares, performance shares, other common stock- based awards, and dividend equivalent rights. In the first nine months of 2017 , our Board of Directors gran ted 0.2 million stock options, 0.2 million performance share units and 0.2 million restricted stock units under the Plan. We estimate the fair value of each stock option on the date of grant using the Black-Scholes option pricing model. The following table details the weighted-average grant-date fair values and the assumptions used for estimating the fair values of stock option grants made during the nine months ended September 30, 2017 : Stock Options Weighted-average grant-date fair value $ 7.29 Expected life, in years 6.0 Risk-free interest rate 1.9% - 2.3 % Expected volatility 48.0% -51.5 % The weighted average grant date fair value of our performance share units granted in the nine months ended September 30, 2017, was $14.89 . We measure the fair value of performance share units based on the closing market price of our common stock on the date of the grant. These shares are evaluated each reporting period for respective attainment rates against the performance criteria . We measure the fair value of restricted share units based on the closing market price of our common stock on the date of the grant . The restricted share units vest over three years. The weighted-average grant date fair value per unit for grants made during the nine months ended September 30, 2017 , was $14.73 . We recognized stock-based compensation expense of $6.9 million for the nine months ended September 30, 2017 , and $5.3 million for the nine months ended September 30, 2016 . At September 30, 2017 , unearned compensation cost related to the unvested portion of all stock-based compensation awards was approximately $9.6 million and is expected to be recognized over the remaining vesting period of the respective grants , through the first quarter of 2020. |
Restructuring And Cost Reductio
Restructuring And Cost Reduction Programs | 9 Months Ended |
Sep. 30, 2017 | |
Restructuring And Cost Reduction Programs [Abstract] | |
Restructuring And Cost Reduction Programs | 14. Restructuring and Cost Reduction Programs Total restructuring and impairment charges were $ 1. 5 million and $7. 7 million for the three and nine months ended September 30, 2017 , respectively, and $0. 0 million and $1.7 million for the three and nine months ended September 30, 2016, respectively. Included in the charges for the nine months ended September 30, 2017, was an impairment charge of $1.5 million related to an equity method investment. The remainder of the charges relate to our restructuring and cost reduction programs, which are primarily related to costs associated with integration of our recent acquisitions, and are further summarized below. Employee Other Asset Severance Costs Impairment Total (Dollars in thousands) Balances at December 31, 2016 $ 239 $ 1,489 $ — $ 1,728 Restructuring charges 2,455 2,583 1,176 6,214 Cash payments (2,555) (1,529) — (4,084) Non-cash items 64 (1,282) (1,176) (2,394) Balances at September 30, 2017 $ 203 $ 1,261 $ — $ 1,464 We expect to make cash payments to settle the remaining li ability for employee severance benefits and other costs primarily over the next twelve months where applicable , except where legal or contractual obligations would require it to extend beyond that period . |
Earnings Per Share
Earnings Per Share | 9 Months Ended |
Sep. 30, 2017 | |
Earnings Per Share [Abstract] | |
Earnings Per Share | 15. Earnings Per Share Details of the calculation of basic and diluted earnings per share are shown below: Three Months Ended Nine Months Ended September 30, September 30, 2017 2016 2017 2016 (Dollars in thousands, except per share amounts) Basic earnings per share computation: Net income (loss) attributable to Ferro Corporation common shareholders $ 22,817 $ (8,884) $ 65,740 $ 119 Adjustment for loss from discontinued operations — 29,222 — 64,464 Total $ 22,817 $ 20,338 $ 65,740 $ 64,583 Weighted-average common shares outstanding 83,735 83,268 83,646 83,263 Basic earnings per share from continuing operations attributable to Ferro Corporation common shareholders $ 0.27 $ 0.24 $ 0.79 $ 0.78 Diluted earnings per share computation: Net income (loss) attributable to Ferro Corporation common shareholders $ 22,817 $ (8,884) $ 65,740 $ 119 Adjustment for loss from discontinued operations — 29,222 — 64,464 Total $ 22,817 $ 20,338 $ 65,740 $ 64,583 Weighted-average common shares outstanding 83,735 83,268 83,646 83,263 Assumed exercise of stock options 808 544 671 499 Assumed exercise of deferred stock unit conditions — 80 — — Assumed satisfaction of restricted stock unit conditions 424 473 383 419 Assumed satisfaction of performance stock unit conditions 483 111 474 58 Weighted-average diluted shares outstanding 85,450 84,476 85,174 84,239 Diluted earnings per share from continuing operations attributable to Ferro Corporation common shareholders $ 0.27 $ 0.24 $ 0.77 $ 0.77 The number of anti-dilutive or unearned shares was 1.6 million and 1.8 million for the three and nine months ended September 30, 2017 , respectively, and 2.3 million and 2.5 million for the three and nine months ended September 30, 2016 , respectively. These shares were excluded from the calculation of diluted earnings per share due to their anti-dilutive impact. |
Share Repurchase Program
Share Repurchase Program | 9 Months Ended |
Sep. 30, 2017 | |
Share Repurchase Program [Abstract] | |
Share Repurchase Program | 16. Share Repurchase Program The Company’s Board of Directors approved share repurchase programs, under which the Company is authorized to repurchase up to $100 million of the Company’s outstanding shares of Common Stock on the open market, including through a Rule 10b5-1 plan, or in privately negotiated transactions. The timing and amount of shares to be repurchased will be determined by the Company, based on evaluation of market and business conditions, share price, and other factors. The share repurchase programs do not obligate the Company to repurchase any dollar amount or number of common shares, and may be suspended or discontinued at any time. For the nine months ended September 30, 2016, the Company repurchased 1,175, 437 shares of common stock at an average price of $9. 72 per share for a total cost of $11.4 million. As of September 30, 2017, Company shares having an aggregate value of up to $50.0 million may still be purchased under the programs. |
Accumulated Other Comprehensive
Accumulated Other Comprehensive Income (Loss) | 9 Months Ended |
Sep. 30, 2017 | |
Accumulated Other Comprehensive Income (Loss) [Abstract] | |
Accumulated Other Comprehensive Income (Loss) | 17. Accumulated Other Comprehensive Income (Loss) Changes in accumulated other comprehensive income (loss) by component, net of tax, were as follows: Three Months Ended September 30, Postretirement Net Gain Benefit Liability Translation on Cash Other Adjustments Adjustments Flow Hedges Adjustments Total (Dollars in thousands) Balances at June 30, 2016 $ 1,106 $ (66,886) $ — $ (70) $ (65,850) Other comprehensive income (loss) before reclassifications, before tax — 1,584 — — 1,584 Reclassification to earnings: Postretirement benefit liabilities loss, before tax (2) — — — (2) Foreign currency translation adjustment, before tax (1) — 1,115 — — 1,115 Current period other comprehensive income (loss), before tax (2) 2,699 — — 2,697 Tax effect — — — — — Current period other comprehensive income (loss), net of tax (2) 2,699 — — 2,697 Balances at September 30, 2016 $ 1,104 $ (64,187) $ — $ (70) $ (63,153) Balances at June 30, 2017 $ 1,153 $ (86,753) $ — $ (70) $ (85,670) Other comprehensive income (loss) before reclassifications, before tax — (141) 166 — 25 Reclassification to earnings: Postretirement benefit liabilities income, before tax (39) — — — (39) Current period other comprehensive income (loss), before tax (39) (141) 166 — (14) Tax effect (6) 3,001 62 — 3,057 Current period other comprehensive income (loss), net of tax (33) (3,142) 104 — (3,071) Balances at September 30, 2017 $ 1,120 $ (89,895) $ 104 $ (70) $ (88,741) Nine Months Ended September 30, Postretirement Net Gain Benefit Liability Translation on Cash Other Adjustments Adjustments Flow Hedges Adjustments Total (Dollars in thousands) Balances at December 31, 2015 $ 811 $ (62,059) $ — $ (70) $ (61,318) Other comprehensive income (loss) before reclassifications, before tax — (3,243) — — (3,243) Reclassification to earnings: Postretirement benefit liabilities income, before tax 320 — — — 320 Foreign currency translation adjustment, before tax (1) — 1,115 — — 1,115 Current period other comprehensive income (loss), before tax 320 (2,128) — — (1,808) Tax effect 27 — — — 27 Current period other comprehensive income (loss), net of tax 293 (2,128) — — (1,835) Balances at September 30, 2016 $ 1,104 $ (64,187) $ — $ (70) $ (63,153) Balances at December 31, 2016 $ 1,141 $ (107,714) $ — $ (70) $ (106,643) Other comprehensive income (loss) before reclassifications, before tax — 20,820 166 — 20,986 Reclassification to earnings: Postretirement benefit liabilities income, before tax (30) — — — (30) Current period other comprehensive income (loss), before tax (30) 20,820 166 — 20,956 Tax effect (9) 3,001 62 — 3,054 Current period other comprehensive income (loss), net of tax (21) 17,819 104 — 17,902 Balances at September 30, 2017 $ 1,120 $ (89,895) $ 104 $ (70) $ (88,741) (1) Includes a release of accumulated foreign currency translation of $1.1 million related to the Company’s sale of the Europe-based Polymer Additives business (Note 3), which is included in Loss from discontinued operations, net of income taxes in our condensed consolidated statements of operations for the three and nine months ended September 30, 2016. |
Reporting For Segments
Reporting For Segments | 9 Months Ended |
Sep. 30, 2017 | |
Reporting For Segments [Abstract] | |
Reporting For Segments | 18. Reporting for Segments In the first quarter of 2017, the Company’s Pigments, Powders and Oxides segment was renamed Color Solutions. Net sales to external customers by segment are presented in the table below. Sales between segments were not material. Three Months Ended Nine Months Ended September 30, September 30, 2017 2016 2017 2016 (Dollars in thousands) Performance Coatings $ 146,238 $ 130,453 $ 424,549 $ 399,166 Performance Colors and Glass 110,578 92,793 320,733 276,896 Color Solutions 93,196 65,281 273,917 187,893 Total net sales $ 350,012 $ 288,527 $ 1,019,199 $ 863,955 Each segment’s gross profit and reconciliations to income before income taxes are presented in the table below: Three Months Ended Nine Months Ended September 30, September 30, 2017 2016 2017 2016 (Dollars in thousands) Performance Coatings $ 35,470 $ 33,636 $ 109,205 $ 104,985 Performance Colors and Glass 37,880 32,282 115,385 100,825 Color Solutions 31,044 23,178 87,642 65,868 Other cost of sales (778) (115) (1,480) (95) Total gross profit 103,616 88,981 310,752 271,583 Selling, general and administrative expenses 65,485 55,588 186,957 166,105 Restructuring and impairment charges 1,471 26 7,713 1,694 Other expense, net 6,342 6,662 26,581 15,953 Income before income taxes $ 30,318 $ 26,705 $ 89,501 $ 87,831 |
Subsequent Events
Subsequent Events | 9 Months Ended |
Sep. 30, 2017 | |
Subsequent Events [Abstract] | |
Subsequent Events | 19 . Subsequent Events On November 1, 2017, the Company acquired 100% of the equity interests of Endeka Group, a global producer of high-value coatings and key raw materials for €63.8 million (approximately $74.3 million), excluding customary adjustments and fees. The operating results related to the Endeka Group acquisition will be included in the Company’s condensed consolidated financial statements commencing on the date of the acquisition. Due to the timing of the acquisition, the Company’s initial purchase price accounting was incomplete at the time these financial statements were issued. As such, the Company cannot disclose the allocation of the acquisition price to acquired assets and liabilities and the related disclosures at this time. |
Recent Accounting Pronounceme27
Recent Accounting Pronouncements (Policies) | 9 Months Ended |
Sep. 30, 2017 | |
Recent Accounting Pronouncements [Abstract] | |
Recently Adopted Accounting Standards | Recently Adopted Accounting Standards In March 2016, the Financial Accounting Standards Board (“FASB”) issued Accounting Standards Update (“ASU”) 2016-09, Compensation – Stock Compensation: (Topic 718): Improvements to Employee Share-Based Payment Accounting. ASU 2016-09 is intended to simplify several aspects of the accounting for share-based payment transactions, including the income tax consequences, classification of awards as either equity or liabilities, and classification on the statement of cash flows. This new guidance requires all income tax effects of awards to be recognized as income tax expense or benefit in the income statement when the awards vest or are settled. Cash flow related to excess tax benefits will no longer be classified as a financing activity on the statement of cash flows but will be presented with all other income tax cash flows as an operating activity. The new guidance also provides an accounting policy election to account for award forfeitures as they occur. Finally, the updated standard also allows the Company to repurchase more of an employee’s shares for tax withholding purposes without triggering liability accounting and clarifies that all cash tax payments made on an employee’s behalf for withheld shares should be presented as financing activities on the statement of cash flows. The Company adopted ASU 2016-09, in the first quarter of 2017. As a result of the adoption, tax benefits of $ 0.3 million were recorded in income tax expense. The Company has elected to account for award forfeitures as they occur. In addition, the Company elected to apply the presentation requirements for cash flows related to excess tax benefits prospectively. The presentation requirements for cash flows related to employee taxes paid for withheld shares had no impact on the statements of cash flows since the Company has historically presented such payments as financing activities. |
New Accounting Standards | New Accounting Standards In August 2017, the FASB issued ASU 2017-12, Derivatives and Hedging (Topic 815): Targeted Improvements to Accounting for Hedging Activities. ASU 2017-12 provides guidance to better align an entity’s risk management activities and financial reporting for hedging relationships through changes to both the designation and measurement guidance for qualifying hedging relationships and the presentation of hedge results. This pronouncement is effective for fiscal years beginning after December 15, 2018, including interim periods within those fiscal years. The Company is in the process of assessing the impact that the adoption of this ASU will have on our consolidated financial statements. In May 2017, the FASB issued ASU 2017-09, Compensation – Stock Compensation: (Topic 718): Scope of Modification Accounting. ASU 2017-09 provides guidance about which changes to the terms or conditions of a share-based payment award require an entity to apply modification accounting in Topic 718. This pronouncement is effective for annual periods beginning after December 15, 2017, including interim periods within those annual periods. The Company is in the process of assessing the impact that the adoption of this ASU will have on our consolidated financial statements. In March 2017, the FASB issued ASU 2017-07, Compensation – Retirement Benefits: (Topic 715): Improving the Presentation of Net Periodic Pension Cost and Net Periodic Postretirement Benefit Costs. ASU 2017-07 requires that an employer report the service cost component in the same line item as other compensation costs arising from services rendered during the period. The other components of net benefit costs are to be presented in the income statement separately from the service costs component and outside a subtotal of income from operations. Employers will have to disclose the line(s) used to present the other components of net periodic benefit cost, if the components are not presented separately in the income statement . This pronouncement is effective for annual periods beginning after December 15, 2017, including interim periods within those annual periods. The Company is in the process of assessing the impact that the adoption of this ASU will have on our consolidated financial statements. In January 2017, the FASB issued ASU 2017-04, Intangibles – Goodwill and Other: (Topic 350): Simplifying the Test for Goodwill Impairment. ASU 2017-04 is intended to simplify the subsequent measurement of goodwill by eliminating Step 2 from the current goodwill impairment test. This pronouncement is effective for the annual or any interim goodwill impairment tests conducted in fiscal years beginning after December 15, 2019. The Company is in the process of assessing the impact that the adoption of this ASU will have on our consolidated financial statements. In January 2017, the FASB issued ASU 2017-01, Business Combinations: (Topic 805): Clarifying the Definition of a Business. ASU 2017-01 is intended to clarify the definition of a business with the objective of adding guidance to assist entities in evaluating whether transactions should be accounted for as acquisitions (or dispositions) of assets or businesses. This pr onouncement is effective for annual periods beginning after December 15, 2017, including interim periods within those fiscal years. The Company is in the process of assessing the impact that the adoption of this ASU will have on our consolidated financial statements. In October 2016, the FASB issued ASU 2016-16, Income Taxes: (Topic 740): Intra-Entity Transfers of Assets Other Than Inventory. ASU 2016-16 is intended to improve the accounting for the income tax consequences of intra-entity transfers of assets other than inventory and requires the recognition of the income tax consequences of an intra-entity transfer of an asset, other than inventory, when the transfer occurs. This pr onouncement is effective for annual periods beginning after December 15, 2017, including interim reporting periods within those annual reporting periods. The Company is in the process of assessing the impact that the adoption of this ASU will have on our consolidated financial statements. In August 2016, the FASB issued ASU 2016-15, Statement of Cash Flow: (Topic 230): Classification of Certain Cash Receipts and Cash Payments. ASU 2016-15 is intended to address eight specific cash flow issues with the objective of reducing the existing diversity in practice. This pronouncement is effective for fiscal years beginning after December 15, 2017, and interim periods within those fiscal years. The Company is in the process of assessing the impact the adoption of this ASU will have on our consolidated financial statements. In February 2016, the FASB issued ASU 2016-02, Leases: (Topic 842). ASU 2016-02 requires companies to recognize a lease liability and asset on the balance sheet for operating leases with a term greater than one year. This pronouncement is effective for fiscal years beginning after December 15, 2018, and interim periods within those fiscal years. The Company is in the process of assessing the impact the adoption of this ASU will have on our consolidated financial statements. In May 2014, the FASB issued ASU 2014-09, Revenue from Contracts with Customers: (Topic 606) . This ASU replaces nearly all existing U.S. GAAP guidance on revenue recognition. The standard prescribes a five-step model for recognizing revenue, the application of which will require significant judgment. This standard is effective for fiscal years, and interim periods within those fiscal years, beginning after December 15, 2017. We will adopt the new standard effective January 1, 2018, using the modified retrospective method. We are nearing completion of our assessment and review of specific contracts and we do not currently believe ASU 2014-09 will have a material effect on our consolidated financial statements. No other new accounting pronouncements issued had or are expected to have a material impact of the Company’s consolidated financial statements. |
Discontinued Operations (Tables
Discontinued Operations (Tables) | 9 Months Ended |
Sep. 30, 2017 | |
Discontinued Operations [Abstract] | |
Summary Of Discontinued Operations | Three Months Ended Nine Months Ended September 30, 2016 September 30, 2016 (Dollars in thousands) Net sales $ 3,831 $ 18,481 Cost of sales 5,654 28,473 Gross loss (1,823) (9,992) Selling, general and administrative expenses 588 3,094 Restructuring and impairment charges 26,843 50,902 Interest expense 49 325 Miscellaneous income (4) (392) Loss from discontinued operations before income taxes (29,299) (63,921) Income tax (benefit) expense (77) 543 Loss from discontinued operations, net of income taxes $ (29,222) $ (64,464) |
Inventories (Tables)
Inventories (Tables) | 9 Months Ended |
Sep. 30, 2017 | |
Inventories [Abstract] | |
Inventories | September 30, December 31, 2017 2016 (Dollars in thousands) Raw materials $ 92,387 $ 72,943 Work in process 48,131 38,859 Finished goods 146,330 118,045 Total inventories $ 286,848 $ 229,847 |
Property, Plant And Equipment (
Property, Plant And Equipment (Tables) | 9 Months Ended |
Sep. 30, 2017 | |
Property, Plant And Equipment [Abstract] | |
Summary Of Fair Value And Impairment Of Long Lived Assets | Fair Value Measurements Using Total Description Level 1 Level 2 Level 3 Total (Losses) (Dollars in thousands) December 31, 2016 Assets held for sale $ — $ — $ — $ — $ (50,902) |
Goodwill And Other Intangible31
Goodwill And Other Intangible Assets (Tables) | 9 Months Ended |
Sep. 30, 2017 | |
Goodwill And Other Intangible Assets [Abstract] | |
Details and Activity of Goodwill by Segment | Performance Performance Color Colors and Coatings Solutions Glass Total (Dollars in thousands) Goodwill, net at December 31, 2016 $ 28,090 $ 40,421 $ 79,785 $ 148,296 Acquisitions 4,145 2,4 — 37,371 1,3 41,516 Foreign currency adjustments 3,062 1,582 3,363 8,007 Goodwill, net at September 30, 2017 $ 35,297 $ 42,003 $ 120,519 $ 197,819 (1) During the first quarter of 2017, the Company recorded a purchase price adjustment within the measurement period for goodwill related to the ESL acquisition. (2) During the second quarter of 2017, the Company recorded goodwill related to the SPC acquisition. Refer to Note 4 for additional details. (3) During the third quarter of 2017, the Company recorded goodwill related to the Dip-Tech acquisition. Refer to Note 4 for additional details. (4) During the third quarter of 2017, the Company recorded goodwill related to the Gardenia acquisition. Refer to Note 4 for additional details. |
Summary of Impairment of Goodwill | September 30, December 31, 2017 2016 (Dollars in thousands) Goodwill, gross $ 256,286 $ 206,763 Accumulated impairment losses (58,467) (58,467) Goodwill, net $ 197,819 $ 148,296 |
Details of Amortizable Intangible Assets | September 30, December 31, 2017 2016 (Dollars in thousands) Gross amortizable intangible assets: Patents $ 5,334 $ 5,147 Land rights 4,876 4,746 Technology/know-how and other 129,003 84,837 Customer relationships 92,678 80,153 Total gross amortizable intangible assets 231,891 174,883 Accumulated amortization: Patents (5,228) (4,981) Land rights (2,825) (2,698) Technology/know-how and other (40,723) (34,775) Customer relationships (9,204) (5,311) Total accumulated amortization (57,980) (47,765) Amortizable intangible assets, net $ 173,911 $ 127,118 |
Schedule of Indefinite-Lived Intangible Assets | September 30, December 31, 2017 2016 (Dollars in thousands) Indefinite-lived intangibles assets: Trade names and trademarks $ 17,074 $ 10,732 |
Debt (Tables)
Debt (Tables) | 9 Months Ended |
Sep. 30, 2017 | |
Debt [Abstract] | |
Loans Payable And Current Portion Of Long-Term Debt | September 30, December 31, 2017 2016 (Dollars in thousands) Loans payable $ 10,409 $ 11,452 Current portion of long-term debt 8,068 5,858 Loans payable and current portion of long-term debt $ 18,477 $ 17,310 |
Summary Of Long-Term Debt | September 30, December 31, 2017 2016 (Dollars in thousands) Term loan facility, net of unamortized issuance costs, maturing 2021 (1) $ — $ 239,530 Term loan facility, net of unamortized issuance costs, maturing 2024 (2) 641,842 — Revolving credit facility, maturing 2019 — 311,555 Revolving credit facility, maturing 2022 27,387 — Capital lease obligations 5,292 3,720 Other notes 7,011 8,228 Total long-term debt 681,532 563,033 Current portion of long-term debt (8,068) (5,858) Long-term debt, less current portion $ 673,464 $ 557,175 (1) The carrying value of the term loan facility, maturing 2021, was net of unamortized debt issuance costs of $3.7 million. (2) The carrying value of the term loan facility, maturing 2024, is net of unamortized debt issuance costs of $7.7 million. |
Financial Instruments (Tables)
Financial Instruments (Tables) | 9 Months Ended |
Sep. 30, 2017 | |
Financial Instruments Assets (Liabilities) Measured At Fair Value | September 30, 2017 Carrying Fair Value Amount Total Level 1 Level 2 Level 3 (Dollars in thousands) Cash and cash equivalents $ 52,211 $ 52,211 $ 52,211 $ — $ — Loans payable (10,409) (10,409) — (10,409) — Term loan facility, maturing 2024 (1) (641,842) (644,916) — (644,916) — Revolving credit facility, maturing 2022 (27,387) (27,835) — (27,835) — Other long-term notes payable (7,011) (3,781) — (3,781) — Interest rate swaps - asset 298 298 — 298 — Interest rate swaps - liability (132) (132) — (132) — Foreign currency forward contracts, net 52 52 — 52 — December 31, 2016 Carrying Fair Value Amount Total Level 1 Level 2 Level 3 (Dollars in thousands) Cash and cash equivalents $ 45,582 $ 45,582 $ 45,582 $ — $ — Loans payable (11,452) (11,452) — (11,452) — Term loan facility, maturing 2021 (1) (239,530) (252,052) — (252,052) — Revolving credit facility, maturing 2019 (311,555) (318,389) — (318,389) — Other long-term notes payable (8,228) (7,315) — (7,315) — Foreign currency forward contracts, net 350 350 — 350 — (1) The carrying value s of the term loan facilities are net of unamortized debt issuance costs of $7.7 million and $3.7 million for the period ended September 30, 2017, and December 31, 2016, respectively . |
Effect On Derivative Instruments On Consolidated Statements Of Operations | Amount of (Loss) Recognized in Earnings Three Months Ended September 30, 2017 2016 Location of (Loss) in Earnings (Dollars in thousands) Foreign currency forward contracts $ (1,438) $ (1,163) Foreign currency losses, net Amount of (Loss) Recognized in Earnings Nine Months Ended September 30, 2017 2016 Location of (Loss) in Earnings (Dollars in thousands) Foreign currency forward contracts $ (4,149) $ (5,848) Foreign currency losses, net |
Fair Value Of Derivative Instruments On Consolidated Balance Sheets | September 30, December 31, 2017 2016 Balance Sheet Location (Dollars in thousands) Asset derivatives: Interest rate swaps $ 298 $ — Other assets Foreign currency forward contracts 620 1,854 Other current assets Liability derivatives: Interest rate swaps (132) — Accrued expenses and other current liabilities Foreign currency forward contracts $ (568) $ (1,504) Accrued expenses and other current liabilities |
Net Investment Hedging [Member] | |
Schedule of Loss Recognized in AOCI and the Amount of Loss Reclassified into Income | The amount of loss recognized in AOCI and the amount of loss reclassified into earnings for the three months ended September 30, 2017 and 2016, respectively, follow: Amount of (Loss) Recognized Amount of Loss Reclassified from in AOCI - Effective Portion AOCI into Income - Effective Portion 2017 2016 2017 2016 (Dollars in thousands) Net investment hedge $ (8,020) $ — $ — $ — The amount of loss recognized in AOCI and the amount of loss reclassified into earnings for the nine months ended September 30, 2017 and 2016, respectively, follow: Amount of (Loss) Recognized Amount of Loss Reclassified from in AOCI - Effective Portion AOCI into Income - Effective Portion 2017 2016 2017 2016 (Dollars in thousands) Net investment hedge $ (14,848) $ — $ — $ — |
Interest Rate Swap [Member] | |
Schedule of Loss Recognized in AOCI and the Amount of Loss Reclassified into Income | The amount of gain recognized in AOCI and the amount of gain reclassified into earnings for the three months ended September 30, 2017 and 2016, respectively, follow: Amount of Gain Recognized Amount of Gain Reclassified in AOCI - Effective Portion from AOCI into Income - Effective Portion 2017 2016 2017 2016 (Dollars in thousands) Interest rate swap $ 166 $ — $ — $ — The amount of gain recognized in AOCI and the amount of gain reclassified into earnings for the nine months ended September 30, 2017 and 2016, respectively, follow: Amount of Gain Recognized Amount of Gain Reclassified in AOCI - Effective Portion from AOCI into Income - Effective Portion 2017 2016 2017 2016 (Dollars in thousands) Interest rate swap $ 166 $ — $ — $ — |
Retirement Benefits (Tables)
Retirement Benefits (Tables) | 9 Months Ended |
Sep. 30, 2017 | |
Retirement Benefits [Abstract] | |
Net Periodic Benefit (Credit) Cost | U.S. Pension Plans Non-U.S. Pension Plans Other Benefit Plans Three Months Ended September 30, 2017 2016 2017 2016 2017 2016 (Dollars in thousands) Service cost $ 4 $ 4 $ 432 $ 346 $ — $ — Interest cost 3,666 3,937 621 914 211 236 Expected return on plan assets (4,740) (4,935) (227) (493) — — Amortization of prior service cost 2 3 11 12 — — Net periodic benefit (credit) cost $ (1,068) $ (991) $ 837 $ 779 $ 211 $ 236 Net periodic benefit (credit) cost for the nine months ended September 30, 2017 and 2016, respectively, follow: U.S. Pension Plans Non-U.S. Pension Plans Other Benefit Plans Nine Months Ended September 30, 2017 2016 2017 2016 2017 2016 (Dollars in thousands) Service cost $ 13 $ 13 $ 1,259 $ 1,081 $ — $ — Interest cost 10,997 11,812 1,801 2,808 632 708 Expected return on plan assets (14,218) (14,805) (659) (1,538) — — Amortization of prior service cost 5 8 33 34 — — Net periodic benefit (credit) cost $ (3,203) $ (2,972) $ 2,434 $ 2,385 $ 632 $ 708 |
Stock-Based Compensation (Table
Stock-Based Compensation (Tables) | 9 Months Ended |
Sep. 30, 2017 | |
Stock-Based Compensation [Abstract] | |
Details Of Weighted-Average Grant-Date Fair Values And Assumptions Used For Estimating Fair Values | Stock Options Weighted-average grant-date fair value $ 7.29 Expected life, in years 6.0 Risk-free interest rate 1.9% - 2.3 % Expected volatility 48.0% -51.5 % |
Restructuring And Cost Reduct36
Restructuring And Cost Reduction Programs (Tables) | 9 Months Ended |
Sep. 30, 2017 | |
Restructuring And Cost Reduction Programs [Abstract] | |
Summary Of Accruals Related To Restructuring And Cost Reduction Programs | Employee Other Asset Severance Costs Impairment Total (Dollars in thousands) Balances at December 31, 2016 $ 239 $ 1,489 $ — $ 1,728 Restructuring charges 2,455 2,583 1,176 6,214 Cash payments (2,555) (1,529) — (4,084) Non-cash items 64 (1,282) (1,176) (2,394) Balances at September 30, 2017 $ 203 $ 1,261 $ — $ 1,464 |
Earnings Per Share (Tables)
Earnings Per Share (Tables) | 9 Months Ended |
Sep. 30, 2017 | |
Earnings Per Share [Abstract] | |
Calculations Of Basic And Diluted Earnings Per Share | Three Months Ended Nine Months Ended September 30, September 30, 2017 2016 2017 2016 (Dollars in thousands, except per share amounts) Basic earnings per share computation: Net income (loss) attributable to Ferro Corporation common shareholders $ 22,817 $ (8,884) $ 65,740 $ 119 Adjustment for loss from discontinued operations — 29,222 — 64,464 Total $ 22,817 $ 20,338 $ 65,740 $ 64,583 Weighted-average common shares outstanding 83,735 83,268 83,646 83,263 Basic earnings per share from continuing operations attributable to Ferro Corporation common shareholders $ 0.27 $ 0.24 $ 0.79 $ 0.78 Diluted earnings per share computation: Net income (loss) attributable to Ferro Corporation common shareholders $ 22,817 $ (8,884) $ 65,740 $ 119 Adjustment for loss from discontinued operations — 29,222 — 64,464 Total $ 22,817 $ 20,338 $ 65,740 $ 64,583 Weighted-average common shares outstanding 83,735 83,268 83,646 83,263 Assumed exercise of stock options 808 544 671 499 Assumed exercise of deferred stock unit conditions — 80 — — Assumed satisfaction of restricted stock unit conditions 424 473 383 419 Assumed satisfaction of performance stock unit conditions 483 111 474 58 Weighted-average diluted shares outstanding 85,450 84,476 85,174 84,239 Diluted earnings per share from continuing operations attributable to Ferro Corporation common shareholders $ 0.27 $ 0.24 $ 0.77 $ 0.77 |
Reporting For Segments (Tables)
Reporting For Segments (Tables) | 9 Months Ended |
Sep. 30, 2017 | |
Reporting For Segments [Abstract] | |
Net Sales To External Customers By Segment | Three Months Ended Nine Months Ended September 30, September 30, 2017 2016 2017 2016 (Dollars in thousands) Performance Coatings $ 146,238 $ 130,453 $ 424,549 $ 399,166 Performance Colors and Glass 110,578 92,793 320,733 276,896 Color Solutions 93,196 65,281 273,917 187,893 Total net sales $ 350,012 $ 288,527 $ 1,019,199 $ 863,955 |
Segment's Gross Profit And Reconciliations To Income Before Income Taxes | Three Months Ended Nine Months Ended September 30, September 30, 2017 2016 2017 2016 (Dollars in thousands) Performance Coatings $ 35,470 $ 33,636 $ 109,205 $ 104,985 Performance Colors and Glass 37,880 32,282 115,385 100,825 Color Solutions 31,044 23,178 87,642 65,868 Other cost of sales (778) (115) (1,480) (95) Total gross profit 103,616 88,981 310,752 271,583 Selling, general and administrative expenses 65,485 55,588 186,957 166,105 Restructuring and impairment charges 1,471 26 7,713 1,694 Other expense, net 6,342 6,662 26,581 15,953 Income before income taxes $ 30,318 $ 26,705 $ 89,501 $ 87,831 |
Recent Accounting Pronounceme39
Recent Accounting Pronouncements (Narrative) (Details) - USD ($) $ in Thousands | 3 Months Ended | 9 Months Ended | ||
Sep. 30, 2017 | Sep. 30, 2016 | Sep. 30, 2017 | Sep. 30, 2016 | |
Income tax benefit | $ (7,353) | $ (6,157) | $ (23,186) | $ (22,659) |
Accounting Standards Update 2016-09 [Member] | ||||
Income tax benefit | $ 300 |
Discontinued Operations (Narrat
Discontinued Operations (Narrative) (Details) $ in Thousands, € in Millions | 3 Months Ended | 9 Months Ended | 12 Months Ended | |||
Sep. 30, 2016USD ($) | Mar. 31, 2016USD ($) | Sep. 30, 2017USD ($) | Sep. 30, 2016EUR (€) | Sep. 30, 2016USD ($) | Dec. 31, 2016USD ($) | |
Capital contribution to subsidiaries | $ 30,134 | $ 18,217 | ||||
Assets held for sale, impairment charge | $ 50,902 | |||||
Europe-Based Polymer Additives [Member] | Discontinued Operations, Disposed of by Sale [Member] | ||||||
Capital contribution to subsidiaries | € 12 | 13,600 | ||||
Assets held for sale, impairment charge | $ 26,800 | $ 24,100 | $ 50,900 | |||
Europe-Based Polymer Additives [Member] | Discontinued Operations, Disposed of by Sale [Member] | Translation Adjustments [Member] | ||||||
Assets held for sale, impairment charge | $ 1,100 |
Discontinued Operations (Summar
Discontinued Operations (Summary Of Discontinued Operations) (Details) - USD ($) $ in Thousands | 3 Months Ended | 9 Months Ended |
Sep. 30, 2016 | Sep. 30, 2016 | |
Loss from discontinued operations, net of income taxes | $ (29,222) | $ (64,464) |
Europe-Based Polymer Additives [Member] | Discontinued Operations, Disposed of by Sale [Member] | ||
Net sales | 3,831 | 18,481 |
Cost of sales | 5,654 | 28,473 |
Gross loss | (1,823) | (9,992) |
Selling, general and administrative expenses | 588 | 3,094 |
Restructuring and impairment charges | 26,843 | 50,902 |
Interest expense | 49 | 325 |
Miscellaneous income | (4) | (392) |
Loss from discontinued operations before income taxes | (29,299) | (63,921) |
Income tax (benefit) expense | (77) | 543 |
Loss from discontinued operations, net of income taxes | $ (29,222) | $ (64,464) |
Aquisitions (Narrative) (Detail
Aquisitions (Narrative) (Details) $ in Thousands, € in Millions | Aug. 03, 2017USD ($) | Aug. 02, 2017USD ($) | Apr. 24, 2017EUR (€) | Apr. 24, 2017USD ($) | Dec. 09, 2016EUR (€) | Dec. 09, 2016USD ($) | Oct. 31, 2016USD ($) | Aug. 01, 2016USD ($) | Jun. 01, 2016EUR (€) | Jun. 01, 2016USD ($) | Jan. 05, 2016USD ($) | Sep. 30, 2017USD ($) | Sep. 30, 2017USD ($) | Sep. 30, 2016USD ($) | Apr. 24, 2017USD ($) | Dec. 31, 2016USD ($) | Dec. 09, 2016USD ($) |
Business Acquisition [Line Items] | |||||||||||||||||
Goodwill | $ 197,819 | $ 197,819 | $ 148,296 | ||||||||||||||
Acquisition of commercial assets | 71,930 | $ 11,417 | |||||||||||||||
Performance Coatings [Member] | |||||||||||||||||
Business Acquisition [Line Items] | |||||||||||||||||
Goodwill | 35,297 | 35,297 | 28,090 | ||||||||||||||
Performance Colors And Glass [Member] | |||||||||||||||||
Business Acquisition [Line Items] | |||||||||||||||||
Goodwill | 120,519 | 120,519 | $ 79,785 | ||||||||||||||
Dip Tech Ltd. (“Dip-Tech”) [Member] | |||||||||||||||||
Business Acquisition [Line Items] | |||||||||||||||||
Equity Method Investment Ownership Percentage | 100.00% | ||||||||||||||||
Business acquisition | $ 77,300 | ||||||||||||||||
Cash payments to acquire businesses | 60,400 | ||||||||||||||||
Business Combination, Contingent Consideration, Liability | 16,900 | ||||||||||||||||
Acquired business contributed net sales attributable to Ferro Corporation | 6,400 | 6,400 | |||||||||||||||
Acquired business contributed net income (loss) attributable to Ferro Corporation | (1,100) | (1,100) | |||||||||||||||
Acquisition related costs | 2,100 | 2,100 | |||||||||||||||
Amortizable intangible assets | 46,300 | ||||||||||||||||
Goodwill | 38,200 | ||||||||||||||||
Personal and real property | 3,200 | ||||||||||||||||
Deferred tax liabilities | 11,500 | ||||||||||||||||
Net working capital | $ 1,100 | ||||||||||||||||
Acquired intangible asset amortization costs | 600 | 600 | |||||||||||||||
Amortization of inventory step up costs | 800 | 800 | |||||||||||||||
Research and development costs | 1,100 | 1,100 | |||||||||||||||
Gardenia Quimica S.A. (“Gardenia”) [Member] | |||||||||||||||||
Business Acquisition [Line Items] | |||||||||||||||||
Equity Method Investment Ownership Percentage | 83.50% | 46.00% | |||||||||||||||
Equity Method Investment, Realized Gain (Loss) on Disposal | $ 2,600 | ||||||||||||||||
Business acquisition | $ 3,000 | ||||||||||||||||
S.P.C. Group s.r.l. [Member] | |||||||||||||||||
Business Acquisition [Line Items] | |||||||||||||||||
Business acquisition, percentage of voting interests acquired | 100.00% | 100.00% | |||||||||||||||
Smalti per Ceramiche, SRL [Member] | |||||||||||||||||
Business Acquisition [Line Items] | |||||||||||||||||
Business acquisition, percentage of voting interests acquired | 100.00% | 100.00% | |||||||||||||||
Business acquisition | € 17.9 | $ 19,400 | |||||||||||||||
Acquisition related costs | 100 | 1,300 | |||||||||||||||
Amortizable intangible assets | $ 5,900 | ||||||||||||||||
Goodwill | 3,300 | ||||||||||||||||
Personal and real property | 6,700 | ||||||||||||||||
Deferred tax liabilities | 2,200 | ||||||||||||||||
Debt | € 5.7 | 6,200 | |||||||||||||||
Net working capital | $ 5,700 | ||||||||||||||||
Cappelle [Member] | |||||||||||||||||
Business Acquisition [Line Items] | |||||||||||||||||
Business acquisition, percentage of voting interests acquired | 100.00% | 100.00% | |||||||||||||||
Business acquisition | € 49.8 | $ 52,700 | |||||||||||||||
Acquired business contributed revenues | 17,800 | 55,800 | |||||||||||||||
Acquired business contributed earnings | 1,200 | 2,300 | |||||||||||||||
Goodwill | $ 3,500 | ||||||||||||||||
Personal and real property | 24,100 | ||||||||||||||||
Deferred tax liabilities | 3,500 | ||||||||||||||||
Debt | € | € 9.8 | ||||||||||||||||
Net working capital | $ 28,600 | ||||||||||||||||
Electro Science Laboratories ("ESL") [Member] | |||||||||||||||||
Business Acquisition [Line Items] | |||||||||||||||||
Business acquisition, percentage of voting interests acquired | 100.00% | ||||||||||||||||
Business acquisition | $ 78,500 | ||||||||||||||||
Acquired business contributed revenues | 10,500 | 31,800 | |||||||||||||||
Acquired business contributed earnings | $ 1,200 | 3,900 | |||||||||||||||
Acquisition related costs | $ 300 | ||||||||||||||||
Amortizable intangible assets | 39,700 | ||||||||||||||||
Goodwill | 19,000 | ||||||||||||||||
Personal and real property | 2,900 | ||||||||||||||||
Deferred tax liabilities | 2,000 | ||||||||||||||||
Net working capital | $ 18,900 | ||||||||||||||||
Delta Performance [Member] | |||||||||||||||||
Business Acquisition [Line Items] | |||||||||||||||||
Business acquisition | $ 4,400 | ||||||||||||||||
Amortizable intangible assets | 3,200 | ||||||||||||||||
Goodwill | 400 | ||||||||||||||||
Deferred tax asset | 200 | ||||||||||||||||
Net working capital | $ 600 | ||||||||||||||||
Pinturas [Member] | |||||||||||||||||
Business Acquisition [Line Items] | |||||||||||||||||
Business acquisition, percentage of voting interests acquired | 100.00% | ||||||||||||||||
Business acquisition | € 16.5 | $ 18,400 | |||||||||||||||
Amortizable intangible assets | 8,800 | ||||||||||||||||
Goodwill | 3,900 | ||||||||||||||||
Personal and real property | 700 | ||||||||||||||||
Deferred tax liabilities | 2,700 | ||||||||||||||||
Net working capital | $ 7,700 | ||||||||||||||||
Ferer [Member] | |||||||||||||||||
Business Acquisition [Line Items] | |||||||||||||||||
Business acquisition, percentage of voting interests acquired | 100.00% | ||||||||||||||||
Cash payments to acquire businesses | $ 9,400 | ||||||||||||||||
Amortizable intangible assets | 3,300 | ||||||||||||||||
Goodwill | 4,500 | ||||||||||||||||
Personal and real property | 600 | ||||||||||||||||
Deferred tax liabilities | 700 | ||||||||||||||||
Net working capital | $ 1,700 |
Inventories (Narrative) (Detail
Inventories (Narrative) (Details) - USD ($) $ in Millions | 3 Months Ended | 9 Months Ended | |||
Sep. 30, 2017 | Sep. 30, 2016 | Sep. 30, 2017 | Sep. 30, 2016 | Dec. 31, 2016 | |
Inventories [Abstract] | |||||
Terms of precious metals consignment agreements, maximum | 1 year | ||||
Fees under precious metals consignment agreements | $ 0.3 | $ 0.2 | $ 0.8 | $ 0.6 | |
Fair value of precious metals on hand under consignment agreements | $ 36.3 | $ 36.3 | $ 28.7 |
Inventories (Inventories) (Deta
Inventories (Inventories) (Details) - USD ($) $ in Thousands | Sep. 30, 2017 | Dec. 31, 2016 |
Inventories [Abstract] | ||
Raw materials | $ 92,387 | $ 72,943 |
Work in process | 48,131 | 38,859 |
Finished goods | 146,330 | 118,045 |
Total inventories | $ 286,848 | $ 229,847 |
Property, Plant And Equipment45
Property, Plant And Equipment (Narrative) (Details) - USD ($) $ in Thousands | 3 Months Ended | 9 Months Ended | 12 Months Ended | ||
Sep. 30, 2016 | Mar. 31, 2016 | Sep. 30, 2017 | Sep. 30, 2016 | Dec. 31, 2016 | |
Total accumulated depreciation | $ 493,600 | $ 439,400 | |||
Unpaid capital expenditure liabilities | $ 3,200 | $ 2,400 | |||
Assets held for sale, impairment charge | $ 50,902 | ||||
Australia [Member] | |||||
Gain (loss) on assets sold | 3,900 | ||||
Europe-Based Polymer Additives [Member] | Discontinued Operations, Disposed of by Sale [Member] | |||||
Assets held for sale, impairment charge | $ 26,800 | $ 24,100 | $ 50,900 |
Property, Plant And Equipment46
Property, Plant And Equipment (Summary Of Fair Value And Impairment Of Long Lived Assets) (Details) $ in Thousands | 12 Months Ended |
Dec. 31, 2016USD ($) | |
Property, Plant And Equipment [Abstract] | |
Total (Losses) on assets held for sale | $ (50,902) |
Goodwill And Other Intangible47
Goodwill And Other Intangible Assets (Details and Activity of Goodwill by Segment) (Details) $ in Thousands | 9 Months Ended |
Sep. 30, 2017USD ($) | |
Acquired Finite-Lived Intangible Assets [Line Items] | |
Goodwill, net, beginning balance | $ 148,296 |
Acquisitions | 41,516 |
Foreign currency adjustments | 8,007 |
Goodwill, net, ending balance | 197,819 |
Performance Coatings [Member] | |
Acquired Finite-Lived Intangible Assets [Line Items] | |
Goodwill, net, beginning balance | 28,090 |
Acquisitions | 4,145 |
Foreign currency adjustments | 3,062 |
Goodwill, net, ending balance | 35,297 |
Color Solutions [Member] | |
Acquired Finite-Lived Intangible Assets [Line Items] | |
Goodwill, net, beginning balance | 40,421 |
Foreign currency adjustments | 1,582 |
Goodwill, net, ending balance | 42,003 |
Performance Colors And Glass [Member] | |
Acquired Finite-Lived Intangible Assets [Line Items] | |
Goodwill, net, beginning balance | 79,785 |
Acquisitions | 37,371 |
Foreign currency adjustments | 3,363 |
Goodwill, net, ending balance | $ 120,519 |
Goodwill And Other Intangible48
Goodwill And Other Intangible Assets (Summary of Impairment of Goodwill) (Details) - USD ($) $ in Thousands | Sep. 30, 2017 | Dec. 31, 2016 |
Goodwill And Other Intangible Assets [Abstract] | ||
Goodwill, gross | $ 256,286 | $ 206,763 |
Accumulated impairment losses | (58,467) | (58,467) |
Goodwill, net | $ 197,819 | $ 148,296 |
Goodwill And Other Intangible49
Goodwill And Other Intangible Assets (Details of Amortizable Intangible Assets) (Details) - USD ($) $ in Thousands | Sep. 30, 2017 | Dec. 31, 2016 |
Amortization Of Intangible Assets [Line Items] | ||
Total gross amortizable intangible assets | $ 231,891 | $ 174,883 |
Total accumulated amortization | (57,980) | (47,765) |
Amortizable intangible assets, net | 173,911 | 127,118 |
Patents [Member] | ||
Amortization Of Intangible Assets [Line Items] | ||
Total gross amortizable intangible assets | 5,334 | 5,147 |
Total accumulated amortization | (5,228) | (4,981) |
Land Rights [Member] | ||
Amortization Of Intangible Assets [Line Items] | ||
Total gross amortizable intangible assets | 4,876 | 4,746 |
Total accumulated amortization | (2,825) | (2,698) |
Technology/Know-how And Other [Member] | ||
Amortization Of Intangible Assets [Line Items] | ||
Total gross amortizable intangible assets | 129,003 | 84,837 |
Total accumulated amortization | (40,723) | (34,775) |
Customer Relationships [Member] | ||
Amortization Of Intangible Assets [Line Items] | ||
Total gross amortizable intangible assets | 92,678 | 80,153 |
Total accumulated amortization | $ (9,204) | $ (5,311) |
Goodwill And Other Intangible50
Goodwill And Other Intangible Assets (Schedule of Indefinite-Lived Intangible Assets) (Details) - USD ($) $ in Thousands | 9 Months Ended | 12 Months Ended |
Sep. 30, 2017 | Dec. 31, 2016 | |
Trade Names and Trademarks [Member] | ||
Indefinite-lived Intangible Assets [Line Items] | ||
Indefinite-lived intangible assets | $ 17,074 | $ 10,732 |
Debt (Narrative) (Details)
Debt (Narrative) (Details) | 3 Months Ended | 9 Months Ended | |||||||
Sep. 30, 2017USD ($) | Sep. 30, 2016USD ($) | Sep. 30, 2017USD ($) | Sep. 30, 2016USD ($) | Sep. 30, 2017EUR (€) | Sep. 30, 2017USD ($) | Jun. 30, 2017EUR (€) | Jun. 30, 2017USD ($) | Dec. 31, 2016USD ($) | |
Debt Instrument [Line Items] | |||||||||
Equal quarterly installments in an amount equal to percentage of the original principal amount of the term loans | 0.25% | ||||||||
Additional commitments under the revolving line of credit or term loans | $ 250,000,000 | ||||||||
Loss on extinguishment of debt | 3,905,000 | ||||||||
Long-term debt | $ 681,532,000 | $ 563,033,000 | |||||||
Foreign currency (gains) losses, net | $ (1,021,000) | $ (867,000) | (5,575,000) | $ (2,867,000) | |||||
Other Financing Arrangements [Member] | |||||||||
Debt Instrument [Line Items] | |||||||||
Debt facility amount | 61,800,000 | 7,300,000 | |||||||
Additional borrowings available | $ 43,500,000 | 6,700,000 | |||||||
Previous Credit Facility [Member] | |||||||||
Debt Instrument [Line Items] | |||||||||
Loss on extinguishment of debt | $ 3,900,000 | ||||||||
Revolving Credit Facility [Member] | Federal Funds Effective Swap Rate [Member] | |||||||||
Debt Instrument [Line Items] | |||||||||
Debt instrument, basis spread on variable rate | 0.50% | ||||||||
Revolving Credit Facility [Member] | London Interbank Offered Rate (LIBOR) [Member] | |||||||||
Debt Instrument [Line Items] | |||||||||
Debt instrument, basis spread on variable rate | 1.00% | ||||||||
Revolving Credit Facility [Member] | London Interbank Offered Rate (LIBOR) [Member] | Maximum [Member] | |||||||||
Debt Instrument [Line Items] | |||||||||
Applicable margin percentage | 2.75% | 2.75% | |||||||
Revolving Credit Facility [Member] | London Interbank Offered Rate (LIBOR) [Member] | Minimum [Member] | |||||||||
Debt Instrument [Line Items] | |||||||||
Debt instrument, basis spread on variable rate | 0.00% | ||||||||
Applicable margin percentage | 1.75% | 1.75% | |||||||
Revolving Credit Facility [Member] | Base Rate [Member] | Maximum [Member] | |||||||||
Debt Instrument [Line Items] | |||||||||
Applicable margin percentage | 1.75% | 1.75% | |||||||
Revolving Credit Facility [Member] | Base Rate [Member] | Minimum [Member] | |||||||||
Debt Instrument [Line Items] | |||||||||
Applicable margin percentage | 0.75% | 0.75% | |||||||
Revolving Credit Facility, Maturing 2019 [Member] | |||||||||
Debt Instrument [Line Items] | |||||||||
Long-term debt | $ 311,555,000 | ||||||||
Revolving Credit Facility, Maturing 2022 [Member] | |||||||||
Debt Instrument [Line Items] | |||||||||
Long-term debt | $ 27,387,000 | ||||||||
Secured Debt [Member] | Previous Credit Facility [Member] | |||||||||
Debt Instrument [Line Items] | |||||||||
Debt facility amount | 400,000,000 | ||||||||
Term of debt instrument/credit facility | 5 years | ||||||||
Secured Debt [Member] | Revolving Credit Facility [Member] | |||||||||
Debt Instrument [Line Items] | |||||||||
Debt facility amount | 400,000,000 | ||||||||
Term of debt instrument/credit facility | 5 years | ||||||||
Additional borrowings available | $ 367,900,000 | ||||||||
Secured Debt [Member] | Revolving Credit Facility, Maturing 2022 [Member] | |||||||||
Debt Instrument [Line Items] | |||||||||
Debt stated interest rate | 3.48% | 3.48% | |||||||
Borrowings under revolving line of credit | $ 27,400,000 | ||||||||
Previous Secured Term Loan [Member] | |||||||||
Debt Instrument [Line Items] | |||||||||
Term of debt instrument/credit facility | 7 years | ||||||||
Debt amount issued | 300,000,000 | ||||||||
Secured Term Loan [Member] | |||||||||
Debt Instrument [Line Items] | |||||||||
Term of debt instrument/credit facility | 7 years | ||||||||
Debt amount issued | 357,500,000 | ||||||||
Long-term debt | 355,700,000 | ||||||||
Additional borrowings available under the term loan facility | $ 0 | ||||||||
Applicable margin percentage | 3.73% | 3.73% | |||||||
Secured Term Loan [Member] | Interest Rate Swap [Member] | |||||||||
Debt Instrument [Line Items] | |||||||||
Debt amount issued | $ 150,000,000 | ||||||||
Applicable margin percentage | 4.27% | 4.27% | |||||||
Secured Term Loan [Member] | Federal Funds Effective Swap Rate [Member] | |||||||||
Debt Instrument [Line Items] | |||||||||
Debt instrument, basis spread on variable rate | 0.50% | ||||||||
Secured Term Loan [Member] | London Interbank Offered Rate (LIBOR) [Member] | |||||||||
Debt Instrument [Line Items] | |||||||||
Debt instrument, basis spread on variable rate | 1.00% | ||||||||
Applicable margin percentage | 2.50% | 2.50% | |||||||
Secured Term Loan [Member] | London Interbank Offered Rate (LIBOR) [Member] | Minimum [Member] | |||||||||
Debt Instrument [Line Items] | |||||||||
Debt instrument, basis spread on variable rate | 0.75% | ||||||||
Secured Term Loan [Member] | Base Rate [Member] | |||||||||
Debt Instrument [Line Items] | |||||||||
Applicable margin percentage | 1.50% | 1.50% | |||||||
Secured Euro Term Loan [Member] | |||||||||
Debt Instrument [Line Items] | |||||||||
Term of debt instrument/credit facility | 7 years | ||||||||
Debt amount issued | € | € 250,000,000 | ||||||||
Long-term debt | € | € 248,800,000 | ||||||||
Applicable margin percentage | 2.75% | 2.75% | |||||||
Secured Euro Term Loan [Member] | Interest Rate Swap [Member] | |||||||||
Debt Instrument [Line Items] | |||||||||
Debt amount issued | € | € 90,000,000 | ||||||||
Applicable margin percentage | 3.00% | 3.00% | |||||||
Secured Euro Term Loan [Member] | EURIBOR [Member] | |||||||||
Debt Instrument [Line Items] | |||||||||
Debt instrument, basis spread on variable rate | 0.00% | ||||||||
Applicable margin percentage | 2.75% | 2.75% | |||||||
U.S. Subsidiaries [Member] | |||||||||
Debt Instrument [Line Items] | |||||||||
Stock pledged as collateral, percentage | 100.00% | ||||||||
Foreign Subsidiaries [Member] | |||||||||
Debt Instrument [Line Items] | |||||||||
Stock pledged as collateral, percentage | 65.00% |
Debt (Loans Payable And Current
Debt (Loans Payable And Current Portion of Long-Term Debt) (Details) - USD ($) $ in Thousands | Sep. 30, 2017 | Dec. 31, 2016 |
Short-term Debt [Line Items] | ||
Loans payable and current portion of long-term debt | $ 18,477 | $ 17,310 |
Loans Payable [Member] | ||
Short-term Debt [Line Items] | ||
Loans payable and current portion of long-term debt | 10,409 | 11,452 |
Current Portion Of Long-Term Debt [Member] | ||
Short-term Debt [Line Items] | ||
Loans payable and current portion of long-term debt | $ 8,068 | $ 5,858 |
Debt (Summary Of Long Term Debt
Debt (Summary Of Long Term Debt) (Details) - USD ($) $ in Thousands | Sep. 30, 2017 | Dec. 31, 2016 |
Debt Instrument [Line Items] | ||
Long-term debt | $ 681,532 | $ 563,033 |
Current portion of long-term debt | (8,068) | (5,858) |
Long-term debt, less current portion | 673,464 | 557,175 |
Term Loan Facility, Net Of Unamortized Issuance Costs, Maturing 2021 [Member] | ||
Debt Instrument [Line Items] | ||
Long-term debt | 239,530 | |
Unamortized debt issuance costs | 3,700 | |
Term Loan Facility, Net Of Unamortized Issuance Costs, Maturing 2024 [Member] | ||
Debt Instrument [Line Items] | ||
Long-term debt | 641,842 | |
Unamortized debt issuance costs | 7,700 | |
Revolving Credit Facility, Maturing 2019 [Member] | ||
Debt Instrument [Line Items] | ||
Long-term debt | 311,555 | |
Revolving Credit Facility, Maturing 2022 [Member] | ||
Debt Instrument [Line Items] | ||
Long-term debt | 27,387 | |
Capital Lease Obligations [Member] | ||
Debt Instrument [Line Items] | ||
Long-term debt | 5,292 | 3,720 |
Other Notes [Member] | ||
Debt Instrument [Line Items] | ||
Long-term debt | $ 7,011 | $ 8,228 |
Financial Instruments (Narrativ
Financial Instruments (Narrative) (Details) | 3 Months Ended | 9 Months Ended | |||||||
Sep. 30, 2017USD ($) | Sep. 30, 2016USD ($) | Sep. 30, 2017USD ($) | Sep. 30, 2016USD ($) | Sep. 30, 2017EUR (€) | Sep. 30, 2017USD ($) | Jun. 30, 2017EUR (€) | Jun. 30, 2017USD ($) | Dec. 31, 2016USD ($) | |
Gain (loss) from the change in fair value of financial instruments | $ (1,400,000) | $ (1,200,000) | $ (4,100,000) | $ (5,800,000) | |||||
Notional amount | $ 212,100,000 | $ 338,200,000 | |||||||
Net Investment Hedging [Member] | |||||||||
Notional amount | € | € 79,400,000 | ||||||||
Amount of Ineffectiveness on Net Investment Hedges | $ 0 | $ 0 | |||||||
Secured Term Loan [Member] | |||||||||
Debt amount issued | 357,500,000 | ||||||||
Secured Term Loan [Member] | Interest Rate Swap [Member] | |||||||||
Debt amount issued | $ 150,000,000 | ||||||||
Secured Term Loan [Member] | Interest Rate Swap [Member] | Cash Flow Hedging [Member] | |||||||||
Debt amount issued | $ 150,000,000 | ||||||||
Secured Euro Term Loan [Member] | |||||||||
Debt amount issued | € | 250,000,000 | ||||||||
Secured Euro Term Loan [Member] | Interest Rate Swap [Member] | |||||||||
Debt amount issued | € | € 90,000,000 | ||||||||
Secured Euro Term Loan [Member] | Interest Rate Swap [Member] | Cash Flow Hedging [Member] | |||||||||
Debt amount issued | € | € 90,000,000 |
Financial Instruments (Financia
Financial Instruments (Financial Instruments Assets (Liabilities) Measured At Fair Value) (Details) - USD ($) $ in Thousands | 9 Months Ended | |||
Sep. 30, 2017 | Dec. 31, 2016 | Sep. 30, 2016 | Dec. 31, 2015 | |
Financial Instruments And Fair Value Measurements [Line Items] | ||||
Cash and cash equivalents, Carrying Amount | $ 52,211 | $ 45,582 | $ 40,556 | $ 58,380 |
Loans payable, Carrying Amount | (10,409) | (11,452) | ||
Long-term debt, Carrying Amount | (681,532) | (563,033) | ||
Foreign currency forward contracts, net, Carrying Amount | 52 | 350 | ||
Cash and cash equivalents, Fair Value | 52,211 | 45,582 | ||
Loans payable, Fair Value | (10,409) | (11,452) | ||
Foreign currency forward contracts, net, Fair Value | 52 | 350 | ||
Interest Rate Swap [Member] | ||||
Financial Instruments And Fair Value Measurements [Line Items] | ||||
Interest Rate Swaps-Asset, Carrying Amount | 298 | |||
Interest Rate Swaps-Liabilities, Carrying Amount | (132) | |||
Interest Rate Swaps-Asset, Fair Value | 298 | |||
Interest Rate Swaps-Liabilities, Fair Value | (132) | |||
Revolving Credit Facility, Maturing 2019 [Member] | ||||
Financial Instruments And Fair Value Measurements [Line Items] | ||||
Long-term debt, Carrying Amount | (311,555) | |||
Long-term debt, Fair Value | (318,389) | |||
Revolving Credit Facility, Maturing 2022 [Member] | ||||
Financial Instruments And Fair Value Measurements [Line Items] | ||||
Long-term debt, Carrying Amount | (27,387) | |||
Long-term debt, Fair Value | (27,835) | |||
Term Loan Facility, Net Of Unamortized Issuance Costs, Maturing 2021 [Member] | ||||
Financial Instruments And Fair Value Measurements [Line Items] | ||||
Long-term debt, Carrying Amount | (239,530) | |||
Long-term debt, Fair Value | (252,052) | |||
Unamortized debt issuance costs | 7,700 | 3,700 | ||
Term Loan Facility, Net Of Unamortized Issuance Costs, Maturing 2024 [Member] | ||||
Financial Instruments And Fair Value Measurements [Line Items] | ||||
Long-term debt, Carrying Amount | (641,842) | |||
Long-term debt, Fair Value | (644,916) | |||
Other Long-Term Notes Payable [Member] | ||||
Financial Instruments And Fair Value Measurements [Line Items] | ||||
Long-term debt, Carrying Amount | (7,011) | (8,228) | ||
Long-term debt, Fair Value | (3,781) | (7,315) | ||
Level 1 [Member] | ||||
Financial Instruments And Fair Value Measurements [Line Items] | ||||
Cash and cash equivalents, Fair Value | 52,211 | 45,582 | ||
Level 2 [Member] | ||||
Financial Instruments And Fair Value Measurements [Line Items] | ||||
Loans payable, Fair Value | (10,409) | (11,452) | ||
Foreign currency forward contracts, net, Fair Value | 52 | 350 | ||
Level 2 [Member] | Interest Rate Swap [Member] | ||||
Financial Instruments And Fair Value Measurements [Line Items] | ||||
Interest Rate Swaps-Asset, Fair Value | 298 | |||
Interest Rate Swaps-Liabilities, Fair Value | (132) | |||
Level 2 [Member] | Revolving Credit Facility, Maturing 2019 [Member] | ||||
Financial Instruments And Fair Value Measurements [Line Items] | ||||
Long-term debt, Fair Value | (318,389) | |||
Level 2 [Member] | Revolving Credit Facility, Maturing 2022 [Member] | ||||
Financial Instruments And Fair Value Measurements [Line Items] | ||||
Long-term debt, Fair Value | (27,835) | |||
Level 2 [Member] | Term Loan Facility, Net Of Unamortized Issuance Costs, Maturing 2021 [Member] | ||||
Financial Instruments And Fair Value Measurements [Line Items] | ||||
Long-term debt, Fair Value | (252,052) | |||
Level 2 [Member] | Term Loan Facility, Net Of Unamortized Issuance Costs, Maturing 2024 [Member] | ||||
Financial Instruments And Fair Value Measurements [Line Items] | ||||
Long-term debt, Fair Value | (644,916) | |||
Level 2 [Member] | Other Long-Term Notes Payable [Member] | ||||
Financial Instruments And Fair Value Measurements [Line Items] | ||||
Long-term debt, Fair Value | (3,781) | $ (7,315) | ||
Level 3 [Member] | ||||
Financial Instruments And Fair Value Measurements [Line Items] | ||||
Cash and cash equivalents, Fair Value | ||||
Loans payable, Fair Value | ||||
Foreign currency forward contracts, net, Fair Value | ||||
Level 3 [Member] | Interest Rate Swap [Member] | ||||
Financial Instruments And Fair Value Measurements [Line Items] | ||||
Interest Rate Swaps-Asset, Fair Value | ||||
Interest Rate Swaps-Liabilities, Fair Value | ||||
Level 3 [Member] | Revolving Credit Facility, Maturing 2022 [Member] | ||||
Financial Instruments And Fair Value Measurements [Line Items] | ||||
Long-term debt, Fair Value | ||||
Level 3 [Member] | Term Loan Facility, Net Of Unamortized Issuance Costs, Maturing 2024 [Member] | ||||
Financial Instruments And Fair Value Measurements [Line Items] | ||||
Long-term debt, Fair Value | ||||
Level 3 [Member] | Other Long-Term Notes Payable [Member] | ||||
Financial Instruments And Fair Value Measurements [Line Items] | ||||
Long-term debt, Fair Value |
Financial Instruments (Schedule
Financial Instruments (Schedule of Loss Recognized in AOCI and the Amount of Loss Reclassified into Income) (Details) - USD ($) $ in Thousands | 3 Months Ended | 9 Months Ended |
Sep. 30, 2017 | Sep. 30, 2017 | |
Net Investment Hedging [Member] | ||
Amount of (Loss) Recognized in AOCI | $ (8,020) | $ (14,848) |
Interest Rate Swap [Member] | ||
Amount of (Loss) Recognized in AOCI | $ 166 | $ 166 |
Financial Instruments (Effect O
Financial Instruments (Effect On Derivative Instruments On Consolidated Statements Of Operations) (Details) - USD ($) $ in Thousands | 3 Months Ended | 9 Months Ended | ||
Sep. 30, 2017 | Sep. 30, 2016 | Sep. 30, 2017 | Sep. 30, 2016 | |
Foreign Currency Forward Contracts [Member] | Foreign Currency Losses, Net [Member] | Not Designated As Hedging Instrument [Member] | ||||
Derivative Instruments, Gain (Loss) [Line Items] | ||||
Amount of (Loss) Gain Recognized in Earnings | $ (1,438) | $ (1,163) | $ (4,149) | $ (5,848) |
Financial Instruments (Fair Val
Financial Instruments (Fair Value Of Derivative Instruments On Consolidated Balance Sheets) (Details) - Not Designated As Hedging Instrument [Member] - USD ($) $ in Thousands | Sep. 30, 2017 | Dec. 31, 2016 |
Other Assets [Member] | Interest Rate Swap [Member] | ||
Derivatives, Fair Value [Line Items] | ||
Asset derivatives | $ 298 | |
Other Current Assets [Member] | Foreign Currency Forward Contracts [Member] | ||
Derivatives, Fair Value [Line Items] | ||
Asset derivatives | 620 | $ 1,854 |
Accrued Expenses And Other Current Liabilities [Member] | Interest Rate Swap [Member] | ||
Derivatives, Fair Value [Line Items] | ||
Liability derivatives | (132) | |
Accrued Expenses And Other Current Liabilities [Member] | Foreign Currency Forward Contracts [Member] | ||
Derivatives, Fair Value [Line Items] | ||
Liability derivatives | $ (568) | $ (1,504) |
Income Taxes (Narrative) (Detai
Income Taxes (Narrative) (Details) - USD ($) $ in Thousands | 3 Months Ended | 9 Months Ended | ||
Sep. 30, 2017 | Sep. 30, 2016 | Sep. 30, 2017 | Sep. 30, 2016 | |
Income Taxes [Abstract] | ||||
Income tax expense | $ 7,353 | $ 6,157 | $ 23,186 | $ 22,659 |
Percentage of pre-tax income | 25.90% | 25.80% | ||
U.S. federal statutory income tax rate | 35.00% |
Contingent Liabilities (Details
Contingent Liabilities (Details) - USD ($) $ in Millions | Sep. 30, 2017 | Dec. 31, 2016 |
Contingent Liabilities [Abstract] | ||
Undiscounted remediation liability associated with environmentally contaminated non-operating facility | $ 6.6 | $ 7.2 |
Retirement Benefits (Net Period
Retirement Benefits (Net Periodic Benefit (Credit) Cost) (Details) - USD ($) $ in Thousands | 3 Months Ended | 9 Months Ended | ||
Sep. 30, 2017 | Sep. 30, 2016 | Sep. 30, 2017 | Sep. 30, 2016 | |
U.S. Pension Plans [Member] | ||||
Defined Benefit Plan Disclosure [Line Items] | ||||
Service cost | $ 4 | $ 4 | $ 13 | $ 13 |
Interest cost | 3,666 | 3,937 | 10,997 | 11,812 |
Expected return on plan assets | (4,740) | (4,935) | (14,218) | (14,805) |
Amortization of prior service cost | 2 | 3 | 5 | 8 |
Net periodic benefit (credit) cost | (1,068) | (991) | (3,203) | (2,972) |
Non-U.S. Pension Plans [Member] | ||||
Defined Benefit Plan Disclosure [Line Items] | ||||
Service cost | 432 | 346 | 1,259 | 1,081 |
Interest cost | 621 | 914 | 1,801 | 2,808 |
Expected return on plan assets | (227) | (493) | (659) | (1,538) |
Amortization of prior service cost | 11 | 12 | 33 | 34 |
Net periodic benefit (credit) cost | 837 | 779 | 2,434 | 2,385 |
Other Benefit Plans [Member] | ||||
Defined Benefit Plan Disclosure [Line Items] | ||||
Interest cost | 211 | 236 | 632 | 708 |
Net periodic benefit (credit) cost | $ 211 | $ 236 | $ 632 | $ 708 |
Stock-Based Compensation (Narra
Stock-Based Compensation (Narrative) (Details) - USD ($) $ / shares in Units, $ in Millions | 9 Months Ended | |
Sep. 30, 2017 | Sep. 30, 2016 | |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||
Shares of common stock reserved under plan | 4,400,000 | |
Recognized stock-based compensation expense | $ 6.9 | $ 5.3 |
Unearned compensation cost related to the unvested portion of all stock-based awards | $ 9.6 | |
Stock Options [Member] | ||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||
Number of share based compensation units granted | 200,000 | |
Weighted average grant date fair value | $ 7.29 | |
Performance Share Units [Member] | ||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||
Number of share based compensation units granted | 200,000 | |
Weighted average grant date fair value | $ 14.89 | |
Restricted Stock Units [Member] | ||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||
Number of share based compensation units granted | 200,000 | |
Restricted stock unit vesting period | 3 years | |
Weighted-average grant date fair value | $ 14.73 |
Stock-Based Compensation (Detai
Stock-Based Compensation (Details Of Weighted-Average Grant-Date Fair Values And Assumptions Used For Estimating Fair Values) (Details) - Stock Options [Member] | 9 Months Ended |
Sep. 30, 2017$ / shares | |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |
Weighted-average grant-date fair value | $ 7.29 |
Expected life, in years | 6 years |
Risk-free interest rate | 1.90% |
Risk-free interest rate, maximum | 2.30% |
Expected volatility | 48.00% |
Expected volatility, maximum | 51.50% |
Restructuring And Cost Reduct64
Restructuring And Cost Reduction Programs (Narrative) (Details) - USD ($) $ in Thousands | 3 Months Ended | 9 Months Ended | ||
Sep. 30, 2017 | Sep. 30, 2016 | Sep. 30, 2017 | Sep. 30, 2016 | |
Restructuring And Cost Reduction Programs [Abstract] | ||||
Restructuring and impairment charges | $ 1,471 | $ 26 | $ 7,713 | $ 1,694 |
Equity method impairment charge | $ 1,500 | |||
Period expected for cash payments for employee benefits and other costs | over the next twelve months where applicable |
Restructuring And Cost Reduct65
Restructuring And Cost Reduction Programs (Summary Of Accruals Related To Restructuring And Cost Reduction Programs) (Details) $ in Thousands | 9 Months Ended |
Sep. 30, 2017USD ($) | |
Restructuring Cost and Reserve [Line Items] | |
Beginning balance | $ 1,728 |
Restructuring charges | 6,214 |
Cash payments | (4,084) |
Non-cash items | (2,394) |
Ending balance | 1,464 |
Employee Severance [Member] | |
Restructuring Cost and Reserve [Line Items] | |
Beginning balance | 239 |
Restructuring charges | 2,455 |
Cash payments | (2,555) |
Non-cash items | 64 |
Ending balance | 203 |
Other Costs [Member] | |
Restructuring Cost and Reserve [Line Items] | |
Beginning balance | 1,489 |
Restructuring charges | 2,583 |
Cash payments | (1,529) |
Non-cash items | (1,282) |
Ending balance | 1,261 |
Asset Impairment [Member] | |
Restructuring Cost and Reserve [Line Items] | |
Restructuring charges | 1,176 |
Non-cash items | $ (1,176) |
Earnings Per Share (Narrative)
Earnings Per Share (Narrative) (Details) - shares shares in Millions | 3 Months Ended | 9 Months Ended | ||
Sep. 30, 2017 | Sep. 30, 2016 | Sep. 30, 2017 | Sep. 30, 2016 | |
Earnings Per Share [Abstract] | ||||
Anti-dilutive securities excluded from computation of earnings per share | 1.6 | 2.3 | 1.8 | 2.5 |
Earnings Per Share (Calculation
Earnings Per Share (Calculations Of Basic And Diluted Earnings Per Share) (Details) - USD ($) $ / shares in Units, shares in Thousands, $ in Thousands | 3 Months Ended | 9 Months Ended | ||
Sep. 30, 2017 | Sep. 30, 2016 | Sep. 30, 2017 | Sep. 30, 2016 | |
Basic earnings per share computation: | ||||
Net income (loss) attributable to Ferro Corporation common shareholders | $ 22,817 | $ (8,884) | $ 65,740 | $ 119 |
Adjustment for loss from discontinued operations | 29,222 | 64,464 | ||
Total | $ 22,817 | $ 20,338 | $ 65,740 | $ 64,583 |
Weighted-average common shares outstanding | 83,735 | 83,268 | 83,646 | 83,263 |
Basic earnings per share from continuing operations attributable to Ferro Corporation common shareholders | $ 0.27 | $ 0.24 | $ 0.79 | $ 0.78 |
Diluted earnings per share computation: | ||||
Net income (loss) attributable to Ferro Corporation common shareholders | $ 22,817 | $ (8,884) | $ 65,740 | $ 119 |
Adjustment for loss from discontinued operations | 29,222 | 64,464 | ||
Total | $ 22,817 | $ 20,338 | $ 65,740 | $ 64,583 |
Weighted-average common shares outstanding | 83,735 | 83,268 | 83,646 | 83,263 |
Assumed exercise of stock options | 808 | 544 | 671 | 499 |
Assumed exercise of deferred stock unit conditions | 80 | |||
Assumed satisfaction of restricted stock unit conditions | 424 | 473 | 383 | 419 |
Assumed satisfaction of performance stock unit conditions | 483 | 111 | 474 | 58 |
Weighted-average diluted shares outstanding | 85,450 | 84,476 | 85,174 | 84,239 |
Diluted earnings per share from continuing operations attributable to Ferro Corporation common shareholders | $ 0.27 | $ 0.24 | $ 0.77 | $ 0.77 |
Share Repurchase Program (Detai
Share Repurchase Program (Details) - USD ($) | 9 Months Ended | |
Sep. 30, 2016 | Sep. 30, 2017 | |
Share Repurchase Program [Abstract] | ||
Stock Repurchase Program, Authorized Amount | $ 100,000,000 | |
Purchase of treasury stock, shares | 1,175,437 | |
Treasury Stock Acquired, Average Cost Per Share | $ 9.72 | |
Purchase of treasury stock | $ 11,429,000 | |
Stock Repurchase Program, Remaining Authorized Repurchase Amount | $ 50,000,000 |
Accumulated Other Comprehensi69
Accumulated Other Comprehensive Income (Loss) (Changes In Accumulated Other Comprehensive Income (Loss) by Component, Net of Tax) (Details) - USD ($) $ in Thousands | 3 Months Ended | 9 Months Ended | 12 Months Ended | |||
Sep. 30, 2017 | Sep. 30, 2016 | Mar. 31, 2016 | Sep. 30, 2017 | Sep. 30, 2016 | Dec. 31, 2016 | |
Accumulated Other Comprehensive Income (Loss) [Line Items] | ||||||
Beginning Balances | $ 247,113 | |||||
Ending Balances | $ 336,653 | 336,653 | $ 247,113 | |||
Assets held for sale, impairment charge | 50,902 | |||||
Accumulated Other Comprehensive (Loss) [Member] | ||||||
Accumulated Other Comprehensive Income (Loss) [Line Items] | ||||||
Beginning Balances | (85,670) | $ (65,850) | $ (61,318) | (106,643) | $ (61,318) | (61,318) |
Other comprehensive income (loss) before reclassifications | 25 | 1,584 | 20,986 | (3,243) | ||
Postretirement benefit liabilities income | (39) | (2) | (30) | 320 | ||
Foreign currency translation adjustment | 1,115 | 1,115 | ||||
Current period other comprehensive income (loss), before tax | (14) | 2,697 | 20,956 | (1,808) | ||
Tax effect | 3,057 | 3,054 | 27 | |||
Current period other comprehensive income (loss), net of tax | (3,071) | 2,697 | 17,902 | (1,835) | ||
Ending Balances | (88,741) | (63,153) | (88,741) | (63,153) | (106,643) | |
Postretirement Benefit Liability Adjustments [Member] | ||||||
Accumulated Other Comprehensive Income (Loss) [Line Items] | ||||||
Beginning Balances | 1,153 | 1,106 | 811 | 1,141 | 811 | 811 |
Postretirement benefit liabilities income | (39) | (2) | (30) | 320 | ||
Current period other comprehensive income (loss), before tax | (39) | (2) | (30) | 320 | ||
Tax effect | (6) | (9) | 27 | |||
Current period other comprehensive income (loss), net of tax | (33) | (2) | (21) | 293 | ||
Ending Balances | 1,120 | 1,104 | 1,120 | 1,104 | 1,141 | |
Translation Adjustments [Member] | ||||||
Accumulated Other Comprehensive Income (Loss) [Line Items] | ||||||
Beginning Balances | (86,753) | (66,886) | (62,059) | (107,714) | (62,059) | (62,059) |
Other comprehensive income (loss) before reclassifications | (141) | 1,584 | 20,820 | (3,243) | ||
Foreign currency translation adjustment | 1,115 | 1,115 | ||||
Current period other comprehensive income (loss), before tax | (141) | 2,699 | 20,820 | (2,128) | ||
Tax effect | 3,001 | 3,001 | ||||
Current period other comprehensive income (loss), net of tax | (3,142) | 2,699 | 17,819 | (2,128) | ||
Ending Balances | (89,895) | (64,187) | (89,895) | (64,187) | (107,714) | |
Net Gain (Loss) from Cash Flow Hedges [Member] | ||||||
Accumulated Other Comprehensive Income (Loss) [Line Items] | ||||||
Other comprehensive income (loss) before reclassifications | 166 | 166 | ||||
Current period other comprehensive income (loss), before tax | 166 | 166 | ||||
Tax effect | 62 | 62 | ||||
Current period other comprehensive income (loss), net of tax | 104 | 104 | ||||
Ending Balances | 104 | 104 | ||||
Other Adjustments [Member] | ||||||
Accumulated Other Comprehensive Income (Loss) [Line Items] | ||||||
Beginning Balances | (70) | (70) | (70) | (70) | (70) | (70) |
Ending Balances | $ (70) | (70) | $ (70) | (70) | $ (70) | |
Discontinued Operations, Disposed of by Sale [Member] | Europe-Based Polymer Additives [Member] | ||||||
Accumulated Other Comprehensive Income (Loss) [Line Items] | ||||||
Assets held for sale, impairment charge | 26,800 | $ 24,100 | $ 50,900 | |||
Discontinued Operations, Disposed of by Sale [Member] | Europe-Based Polymer Additives [Member] | Translation Adjustments [Member] | ||||||
Accumulated Other Comprehensive Income (Loss) [Line Items] | ||||||
Assets held for sale, impairment charge | $ 1,100 |
Reporting For Segments (Net Sal
Reporting For Segments (Net Sales To External Customers By Segment) (Details) - USD ($) $ in Thousands | 3 Months Ended | 9 Months Ended | ||
Sep. 30, 2017 | Sep. 30, 2016 | Sep. 30, 2017 | Sep. 30, 2016 | |
Net sales | $ 350,012 | $ 288,527 | $ 1,019,199 | $ 863,955 |
Performance Coatings [Member] | ||||
Net sales | 146,238 | 130,453 | 424,549 | 399,166 |
Performance Colors And Glass [Member] | ||||
Net sales | 110,578 | 92,793 | 320,733 | 276,896 |
Color Solutions [Member] | ||||
Net sales | $ 93,196 | $ 65,281 | $ 273,917 | $ 187,893 |
Reporting For Segments (Segment
Reporting For Segments (Segment's Gross Profit And Reconciliations To Income Before Income Taxes) (Details) - USD ($) $ in Thousands | 3 Months Ended | 9 Months Ended | ||
Sep. 30, 2017 | Sep. 30, 2016 | Sep. 30, 2017 | Sep. 30, 2016 | |
Segment Reporting, Reconciling Item for Operating Profit (Loss) from Segment to Consolidated [Line Items] | ||||
Other cost of sales | $ (115) | $ (95) | ||
Other cost of sales | $ (778) | $ (1,480) | ||
Total gross profit | 103,616 | 88,981 | 310,752 | 271,583 |
Selling, general and administrative expenses | 65,485 | 55,588 | 186,957 | 166,105 |
Restructuring and impairment charges | 1,471 | 26 | 7,713 | 1,694 |
Other expense, net | 6,342 | 6,662 | 26,581 | 15,953 |
Income before income taxes | 30,318 | 26,705 | 89,501 | 87,831 |
Performance Coatings [Member] | ||||
Segment Reporting, Reconciling Item for Operating Profit (Loss) from Segment to Consolidated [Line Items] | ||||
Total gross profit | 35,470 | 33,636 | 109,205 | 104,985 |
Performance Colors And Glass [Member] | ||||
Segment Reporting, Reconciling Item for Operating Profit (Loss) from Segment to Consolidated [Line Items] | ||||
Total gross profit | 37,880 | 32,282 | 115,385 | 100,825 |
Color Solutions [Member] | ||||
Segment Reporting, Reconciling Item for Operating Profit (Loss) from Segment to Consolidated [Line Items] | ||||
Total gross profit | $ 31,044 | $ 23,178 | $ 87,642 | $ 65,868 |
Subsequent Events (Details)
Subsequent Events (Details) - Subsequent Event [Member] - Endeka Group [Member] € in Millions, $ in Millions | Nov. 01, 2017EUR (€) | Nov. 01, 2017USD ($) |
Subsequent Event [Line Items] | ||
Equity Method Investment Ownership Percentage | 100.00% | 100.00% |
Business acquisition | € 63.8 | $ 74.3 |