Document And Entity Information
Document And Entity Information | 6 Months Ended |
Jun. 30, 2018shares | |
Document And Entity Information [Abstract] | |
Document Type | 10-Q |
Amendment Flag | false |
Document Period End Date | Jun. 30, 2018 |
Document Fiscal Year Focus | 2,018 |
Document Fiscal Period Focus | Q2 |
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 | 84,137,477 |
Condensed Consolidated Statemen
Condensed Consolidated Statements Of Operations - USD ($) $ in Thousands | 3 Months Ended | 6 Months Ended | ||
Jun. 30, 2018 | Jun. 30, 2017 | Jun. 30, 2018 | Jun. 30, 2017 | |
Condensed Consolidated Statements Of Operations [Abstract] | ||||
Net sales | $ 416,239 | $ 348,632 | $ 821,771 | $ 669,187 |
Cost of sales | 289,594 | 240,290 | 576,440 | 462,051 |
Gross profit | 126,645 | 108,342 | 245,331 | 207,136 |
Selling, general and administrative expenses | 70,124 | 62,981 | 143,216 | 122,427 |
Restructuring and impairment charges | 3,768 | 3,224 | 7,874 | 6,242 |
Other expense (income): | ||||
Interest expense | 8,200 | 6,449 | 16,162 | 12,673 |
Interest earned | (186) | (175) | (387) | (355) |
Foreign currency losses, net | 2,660 | 4,868 | 4,500 | 4,554 |
Loss on extinguishment of debt | 3,226 | 3,226 | 3,905 | |
Miscellaneous (income) expense, net | (1,372) | 1,071 | (597) | (1,493) |
Income before income taxes | 40,225 | 29,924 | 71,337 | 59,183 |
Income tax expense | 10,364 | 8,695 | 17,878 | 15,833 |
Net income | 29,861 | 21,229 | 53,459 | 43,350 |
Less: Net income attributable to noncontrolling interests | 193 | 204 | 400 | 427 |
Net income attributable to Ferro Corporation common shareholders | $ 29,668 | $ 21,025 | $ 53,059 | $ 42,923 |
Earnings per share attributable to Ferro Corporation common shareholders: | ||||
Basic earnings per share | $ 0.35 | $ 0.25 | $ 0.63 | $ 0.51 |
Diluted earnings per share | $ 0.35 | $ 0.25 | $ 0.62 | $ 0.50 |
Condensed Consolidated Stateme3
Condensed Consolidated Statements of Comprehensive Income - USD ($) $ in Thousands | 3 Months Ended | 6 Months Ended | ||
Jun. 30, 2018 | Jun. 30, 2017 | Jun. 30, 2018 | Jun. 30, 2017 | |
Condensed Consolidated Statements of Comprehensive Income [Abstract] | ||||
Net income | $ 29,861 | $ 21,229 | $ 53,459 | $ 43,350 |
Other comprehensive income, net of income tax: | ||||
Foreign currency translation (loss) income | (30,315) | 13,866 | (24,528) | 21,077 |
Cash flow hedging instruments, unrealized (loss) gain | (1,336) | (22) | ||
Postretirement benefit liabilities (loss) gain | 10 | 16 | 17 | 12 |
Other comprehensive (loss) income, net of income tax | (31,641) | 13,882 | (24,533) | 21,089 |
Total comprehensive (loss) income | (1,780) | 35,111 | 28,926 | 64,439 |
Less: Comprehensive (loss) income attributable to noncontrolling interests | (114) | 280 | 221 | 543 |
Comprehensive (loss) income attributable to Ferro Corporation | $ (1,666) | $ 34,831 | $ 28,705 | $ 63,896 |
Condensed Consolidated Balance
Condensed Consolidated Balance Sheets - USD ($) $ in Thousands | Jun. 30, 2018 | Dec. 31, 2017 |
Current assets | ||
Cash and cash equivalents | $ 44,886 | $ 63,551 |
Accounts receivable, net | 395,858 | 354,416 |
Inventories | 381,763 | 324,180 |
Other receivables | 66,519 | 67,137 |
Other current assets | 25,765 | 16,448 |
Total current assets | 914,791 | 825,732 |
Other assets | ||
Property, plant and equipment, net | 334,997 | 321,742 |
Goodwill | 199,172 | 195,369 |
Intangible assets, net | 179,154 | 187,616 |
Deferred income taxes | 109,404 | 108,025 |
Other non-current assets | 36,294 | 43,718 |
Total assets | 1,773,812 | 1,682,202 |
Current liabilities | ||
Loans payable and current portion of long-term debt | 25,739 | 25,136 |
Accounts payable | 201,380 | 211,711 |
Accrued payrolls | 39,904 | 48,201 |
Accrued expenses and other current liabilities | 75,114 | 70,151 |
Total current liabilities | 342,137 | 355,199 |
Other liabilities | ||
Long-term debt, less current portion | 815,015 | 726,491 |
Postretirement and pension liabilities | 161,179 | 166,680 |
Other non-current liabilities | 71,769 | 77,152 |
Total liabilities | 1,390,100 | 1,325,522 |
Equity | ||
Common stock, par value $1 per share; 300.0 million shares authorized; 93.4 million shares issued; 84.1 million and 84.0 million shares outstanding at June 30, 2018, and December 31, 2017, respectively | 93,436 | 93,436 |
Paid-in capital | 296,242 | 302,158 |
Retained earnings | 228,944 | 171,744 |
Accumulated other comprehensive loss | (99,822) | (75,468) |
Common shares in treasury, at cost | (144,172) | (147,056) |
Total Ferro Corporation shareholders' equity | 374,628 | 344,814 |
Noncontrolling interests | 9,084 | 11,866 |
Total equity | 383,712 | 356,680 |
Total liabilities and equity | $ 1,773,812 | $ 1,682,202 |
Condensed Consolidated Balance5
Condensed Consolidated Balance Sheets (Parenthetical) - $ / shares | Jun. 30, 2018 | Dec. 31, 2017 |
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 | 84,100,000 | 84,000,000 |
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, 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 | 42,923 | 427 | 43,350 | ||||
Other comprehensive income (loss) | 20,973 | 116 | 21,089 | ||||
Stock-based compensation transactions | $ 6,656 | (2,761) | 3,895 | ||||
Stock-based compensation transactions, shares | (255,000) | ||||||
Distributions to noncontrolling interests | (474) | (474) | |||||
Ending Balances at Jun. 30, 2017 | $ (154,280) | 93,436 | 303,805 | 157,613 | (85,670) | 7,988 | 322,892 |
Ending Balances, shares at Jun. 30, 2017 | 9,741,000 | ||||||
Beginning Balances at Dec. 31, 2017 | $ (147,056) | 93,436 | 302,158 | 171,744 | (75,468) | 11,866 | 356,680 |
Beginning Balances, shares at Dec. 31, 2017 | 9,386,000 | ||||||
Net income | 53,059 | 400 | 53,459 | ||||
Other comprehensive income (loss) | (24,354) | (179) | (24,533) | ||||
Purchase of treasury stock | $ (6,014) | $ (6,014) | |||||
Purchase of treasury stock, shares | 287,000 | 287,257 | |||||
Stock-based compensation transactions | $ 8,898 | (6,705) | $ 2,193 | ||||
Stock-based compensation transactions, shares | (376,000) | ||||||
Change in ownership interest | 789 | (2,228) | (1,439) | ||||
Distributions to noncontrolling interests | (775) | (775) | |||||
Ending Balances at Jun. 30, 2018 | $ (144,172) | $ 93,436 | $ 296,242 | 228,944 | $ (99,822) | $ 9,084 | 383,712 |
Ending Balances, shares at Jun. 30, 2018 | 9,297,000 | ||||||
Adjustment for accounting standards update 2016-16 | $ 4,141 | $ 4,141 |
Condensed Consolidated Stateme7
Condensed Consolidated Statements of Cash Flows - USD ($) $ in Thousands | 6 Months Ended | |
Jun. 30, 2018 | Jun. 30, 2017 | |
Cash flows from operating activities | ||
Net cash (used in) provided by operating activities | $ (37,675) | $ 14,705 |
Cash flows from investing activities | ||
Capital expenditures for property, plant and equipment and other long lived assets | (43,569) | (16,894) |
Business acquisitions, net of cash acquired | (4,920) | (14,752) |
Other investing activities | 31 | 145 |
Net cash used in investing activities | (48,458) | (31,501) |
Cash flows from financing activities | ||
Net (repayments) under loans payable | (1,828) | (5,645) |
Proceeds from revolving credit facility - 2014 Credit Facility | 15,628 | |
Principal payments on revolving credit facility - 2014 Credit Facility | (327,183) | |
Proceeds from term loan facility - Credit Facility | 623,827 | |
Principal payments on term loan facility - 2014 Credit Facility | (243,250) | |
Principal payments on term loan facility - Credit Facility | (304,060) | (1,596) |
Principal payments on term loan facility - Amended Credit Facility | (2,050) | |
Proceeds from revolving credit facility - Credit Facility | 134,950 | |
Principal payments on revolving credit facility - Credit Facility | (212,950) | |
Proceeds from revolving credit facility - Amended Credit Facility | 580 | |
Proceeds from revolving credit facility - Amended Credit Facility | 466,075 | |
Payment of debt issuance costs | (3,466) | (12,927) |
Acquisition related contingent consideration payment | (348) | |
Purchase of treasury stock | (6,014) | |
Other financing activities | (2,387) | (930) |
Net cash provided by financing activities | 68,502 | 47,924 |
Effect of exchange rate changes on cash and cash equivalents | (1,034) | 2,156 |
(Decrease) increase in cash and cash equivalents | (18,665) | 33,284 |
Cash and cash equivalents at beginning of period | 63,551 | 45,582 |
Cash and cash equivalents at end of period | 44,886 | 78,866 |
Cash paid during the period for: | ||
Interest | 16,450 | 14,714 |
Income taxes | $ 14,378 | $ 9,513 |
Basis Of Presentation
Basis Of Presentation | 6 Months Ended |
Jun. 30, 2018 | |
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, 2017 . We produce our products primarily in the Europe-Middle East (“EMEA”) region, the United States, the Asia Pacific region, and Latin America. Operating results for the three and six months ended June 30, 2018 , are not necessarily indicative of the results expected in subsequent quarters or for the full year ending December 31, 2018 . |
Recent Accounting Pronouncement
Recent Accounting Pronouncements | 6 Months Ended |
Jun. 30, 2018 | |
Recent Accounting Pronouncements [Abstract] | |
Recent Accounting Pronouncements | 2. Recent Accounting Pronouncements Recently Adopted Accounting Standards On April 1, 2018, we adopted Financial Accounting Standards Board (“ FASB ”) Accounting Standards Update (“ 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 th e presentation of hedge results. T he adoption of this ASU did not have an impact to the opening balance of Retained earnings. We will apply the guidance of this ASU to applicable transactions after the adoption date. On April 1, 2018, we adopted FASB ASU 2018-03, Technical Corrections and Improvements to Financial Instruments - Overall (Subtopic 825-10): Recognition and Measurement of Financial Assets and Financial Liabilities. ASU 2018-03 provides targeted improvements to address certain aspec ts of recognition , measurement presentation, and disclosure of financial instruments. The adoption of ASU 2018-03 did not have a material impact on the Company’s condensed consolidated financial statements. On January 1, 20 18, we adopted FASB 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 new guidance would only impact our consolidated financial statements if, in the future, we modified the terms of any of our share-based awards. We will apply the guidance of this ASU to applicable transactions after the adoption date. The adoption of ASU 2017-09 d id not have a material impact on the Company’s condensed consolidated financial statements. On January 1, 2018, we adopted FASB 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 s eparately from the service cost component and outside a subtotal of income from operations. This ASU also allows only the service cost component of net benefit costs to be eligible for capitalization. We adopted this new standard using the retrospective approach for the presentation of the service cost component and the other components of the net periodic pension (credit) cost and net periodic postretirement benefit cost in the income statement. This resulted in the reclassification of income of $0.5 million and $1.0 million from Selling , general and administrative expenses to Other income, expense, net in our condensed consolidated statement of operations for the three and six months ended June 30 , 2017 , respectively . The Company used a practical expedient where the amount disclosed in our Retirement Benefits footnote for the prior year comparative period was the basis for the estimation for applying the retrospective presentation requirements. Other than this reclassification, the adoption of ASU 2017-07 d id not have an impact on the Company’s condensed consolidated financial statements. O n January 1, 2018, we adopted FASB 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. We will apply the guidance of this ASU to applicable transactions after the adoption date. The adoption of ASU 2017-01 did not have a material impact on the Company’s condensed consolidated financial statements. On January 1, 2018, we adopted FASB 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. We adopted this new standard using the modified retrospective method. The impact of adopting this guidance on the Company’s condensed consolidated financial statements resulted in an increase to Retained earnings of $4.1 million and Deferred income taxes of $4.7 million and a decrease to Other receivables of $0.6 million for the year ended June 30, 2018. On January 1, 2018 , we adopted FASB 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. Adoption of ASU 2016-15 did not have a material effect on our condensed consolidated financial statements. On January 1, 2018, we adopted FASB ASU 2014-09, Revenue from Contracts with Customers: (Topic 606 ) (“ASC 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 a pplication of which require significant judgment. We have completed our assessment and review of specific contracts and have adopted this new standard using the modified retrospective method with no impact to the opening R etained earnings balance. We expect the impact of the adoption of this new standard will not have a material effect on our consolidated financial statements on an ongoing basis . New Accounting Standards In February 2018, the FASB issued ASU 2018-02, Income Statement – Reporting Comprehensive Income (Topic 220): Reclassification of Certain Tax Effects from Accumulated Other Comprehensive Income. ASU 2018-02 allows a reclassification from Accumulated Other Comprehensive (Loss) Income to Retained Earnings for stranded tax effects resulting from the Tax Cuts and Jobs Act and requires certain disclosures about stranded tax effects. This pronouncement is effective for fiscal years beginning after December 15, 2018, including interim periods within those fiscal years. Early adoption is permitted, including adoption in any interim period. 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 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. No other new accounting pronouncements issued had , or are expected to have , a material impact on the Company’s consolidated financial statements. |
Revenue
Revenue | 6 Months Ended |
Jun. 30, 2018 | |
Revenue [Abstract] | |
Revenue | 3. Revenue Revenue Recognition Under ASC 606, revenues are recognized when control of the promised goods is transferred to our customers, in an amount that reflects the consideration we expect to be entitled to in exchange for those goods. In order to achieve that core principle, the Company applies the following five-step approach: 1) identify the contract with a customer, 2) identify the performance obligations, 3) determine the transaction price, 4) allocate the transaction price to the performance obligations in the contract, and 5) recognize revenue when a performance obligation is satisfied. The Company considers confirmed customer purchase orders, which in some cases are governed by master sales agreements, to be the contracts, from an accounting perspective, with customers. Under our standard contracts, the only performance obligation is the delivery of manufactured goods and the performance obligation is satisfied at a point in time, when the Company transfers control of the manufactured goods . The Company may receive orders for products to be delivered over multiple dates that may extend across several reporting periods. The Company invoices for each order and recognizes revenue for each distinct product upon shipment, once transfer of control has occurred. Payment terms are standard for the industry and jurisdiction in which we operate. In determining the transaction price, the Company evaluates whether the price is subject to refund or adjustment, to determine the net consideration to which the Company expects to be entitled. Discounts or rebates are specifically stated in customer contracts or invoices, and are recorded as a reduction of revenue in the period the related revenue is recognized. The product price as specified on the customer confirmed orders is considered the standalone selling price. The Company allocates the transaction price to each distinct product based on its relative standalone selling price. Revenue is recognized when control of the product is transferred to the customer (i.e., when the Company’s performance obligation is satisfied), which generally occurs at shipment. We review all material contracts to determine transfer of control based upon the business practices and legal requirements of each country. The amount of shipping and handling fees invoiced to our customers at the time our product is shipped is included in net sales as we are the principle in those activities. Sales, valued-added and other taxes collected from our customers and remitted to governmental authorities are excluded from net sales. There were no changes in amounts previously reported in the Company’s condensed consolidated financial statements due to adopting ASC 606. Revenues disaggregated by geography and reportable segment for the three months ended June 30, 2018, follow: EMEA United States Asia Pacific Latin America Total (Dollars in thousands) Performance Coatings $ 126,133 $ 11,715 $ 29,129 $ 26,472 $ 193,449 Performance Colors and Glass 63,675 38,504 18,063 5,785 126,027 Color Solutions 36,227 41,272 10,532 8,732 96,763 Total net sales $ 226,035 $ 91,491 $ 57,724 $ 40,989 $ 416,239 Revenues disaggregated by geography and reportable segment for the three months ended June 30, 2017, follow: EMEA United States Asia Pacific Latin America Total (Dollars in thousands) Performance Coatings $ 88,814 $ 11,604 $ 23,089 $ 28,239 $ 151,746 Performance Colors and Glass 47,592 37,832 15,796 5,417 106,637 Color Solutions 34,961 39,179 8,775 7,334 90,249 Total net sales $ 171,367 $ 88,615 $ 47,660 $ 40,990 $ 348,632 Revenues disaggregated by geography and reportable segment for the six months ended June 30, 2018, follow: EMEA United States Asia Pacific Latin America Total (Dollars in thousands) Performance Coatings $ 245,249 $ 24,534 $ 55,076 $ 53,238 $ 378,097 Performance Colors and Glass 125,019 75,595 34,578 11,340 246,532 Color Solutions 76,710 82,898 20,470 17,064 197,142 Total net sales $ 446,978 $ 183,027 $ 110,124 $ 81,642 $ 821,771 Revenu es disaggregated by geography and reportable segment f or the six months ended June 30 , 2017, follow: EMEA United States Asia Pacific Latin America Total (Dollars in thousands) Performance Coatings $ 157,973 $ 22,362 $ 44,406 $ 53,570 $ 278,311 Performance Colors and Glass 92,178 76,936 30,429 10,612 210,155 Color Solutions 70,138 77,696 17,034 15,853 180,721 Total net sales $ 320,289 $ 176,994 $ 91,869 $ 80,035 $ 669,187 Practical Expedients and Exemptions All material contracts have an original duration of one year or less and, as such, the Company uses the practical expedient applicable to such contracts, and has not disclosed the transaction price for the remaining performance obligations as of the end of each reporting period, or when the Company expects to recognize this revenue. When the period of time between the transfer of control of the goods and the time the customer pays for the goods is one year or less, the Company uses the practical expedient allowed by ASC 606 that provides relief from adjusting the amount of promised consideration for the effects of a financing component. We generally expense sales commissions when incurred because the amortization period is one year or less. These costs are recorded within Selling, general and administrative expenses. |
Aquisitions
Aquisitions | 6 Months Ended |
Jun. 30, 2018 | |
Acquisitions [Abstract] | |
Acquisitions | 4. Acquisitions PT Ferro Materials Utama On June 29, 2018, the Company acquired 66% of the equity interest s in PT Ferro Materials Utama (“FMU ”) for $2.7 million in cash, in addition to the forgiveness of debt of $9.2 million, bringing our total ownership to 100 % . The Company previously recorded its investment in FMU as an equity method investment , and f ollowing t his transaction, the Company fully consolidates FMU. Due to the change of control that occurred, the Company recorded a gain on purchase of $2.6 million, which is recorded in Miscellaneous (income), expense net , related to the difference between the Company’s carrying value and fair value of the previously held equity method investment during the second quarter of 2018 . Endeka Group On November 1, 2017, the Company acquired 100% of the equity interests of Endeka Group (“Endeka”), a global producer of high-value coatings and key raw materials for the ceramic tile market, for €72. 8 million (approximately $84. 8 million), including the assumption of debt of € 13. 1 million (approximately $15.3 million). The Company incurred acquisition costs for the six months ended June 30, 2018 , of $0.5 million, which is included in Selling, general and administrative expenses in our condensed consolidated statements of operations. The acquired business contributed net sales of $30. 5 million and $ 61.2 million for the three and six months ended June 30, 201 8 , respectively, and net income attributable to Ferro Corporation of $4. 8 million and $ 8.8 million for the three and six months ended June 30, 2018, 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. During the first half of 2018, the Company adjusted the net working capital on the opening balance sheet and as such, the carrying amount of the personal and real property decreased $4. 1 million. As of June 30, 2018, the purchase price allocation is subject to further adjustment until all information is fully evaluated by the Company. The Company preliminarily recorded $44. 1 million of net working capital, $24. 1 million of deferred tax assets, $17. 7 million of personal and real property and $1. 1 million of noncontrolling interest on the condensed consolidated balance sheet. Gardenia Quimica S.A. On August 3, 2017, the Company acquired a 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. Following t his transaction, the Company owned 83.5% and fully consolidates Gardenia. Due to the 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 during the third quarter of 2017 . On March 1, 2018, the Company acquired the remaining equity interest in Gardenia for $1. 4 million. 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 co atings, for $77.0 million. Dip-Tech is headquartered in Kfar Saba, Israel. The purchase price consideration consisted of cash paid at closing of $60. 1 million, net of the net working capital adjustment, and contingent consideration of $16.9 million. The Company inc urred acquisition costs for the six months ended June 30, 2018 , of $0.1 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 $7. 0 milli on and $ 10.9 million for the three and six months ended June 30, 2018, respectively , and net loss attribu table to Ferro Corporation of $1. 6 million and $ 4.0 million for the three and six months ended June 30, 2018, respectively . The net loss attributable to Ferro Corporation was driven by the amortization of acquired intangible asset amortization costs of $1. 0 million and $ 2.0 million for the three and six months ended June 30 , 2018 , respectively . Dip-Tech incurred research and development costs of $1. 8 million and $ 3.3 million for the three and six months ended June 30 , 2018 , 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 June 30, 2018 , the purchase price allocation is subject to further adjustment until all information is fully evaluated by the C ompany . The Company preliminarily recorded $41. 2 million of amortizable intangible assets , $33. 5 million of goodwill, $7. 2 million of a deferred tax liability , $5.1 million of indefinite-lived intangible assets, $3. 2 million of person al and real property and $1. 2 million of net working capital on the condensed consolidated balance sheet. 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 € 18. 7 million (approximately $20. 3 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 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 $6. 1 million of personal and real property, $6. 0 million of amortizable intangible assets , $5. 2 million of goodwill, $5. 0 million of net working capital and $2. 0 million of a deferred tax liability on the condensed consolidated balance sheet. |
Inventories
Inventories | 6 Months Ended |
Jun. 30, 2018 | |
Inventories [Abstract] | |
Inventories | 5. Inventories June 30, December 31, 2018 2017 (Dollars in thousands) Raw materials $ 135,595 $ 112,300 Work in process 58,591 39,454 Finished goods 187,577 172,426 Total inventories $ 381,763 $ 324,180 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 $0.4 million and $0.3 million for the three months ended June 30, 2018 and 2017 , respectively, and were $0.8 million and $0.5 million for the six months ended June 30, 2018 and 2017, respectively. We had on- hand precious metals owned by participants in our precious metals consignment program of $44.1 million at June 30, 2018 , and $37.7 m illion at December 31, 2017 , measured at fair value based on market prices for ide ntical assets . |
Property, Plant And Equipment
Property, Plant And Equipment | 6 Months Ended |
Jun. 30, 2018 | |
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 $515.1 million at June 30, 2018 , and $502.9 million at December 31, 2017 . Unpaid capital expenditure liabilities, which are non-cash investing activities, were $3.8 million at June 30, 2018 , and $3.8 million at June 30, 2017 . |
Goodwill And Other Intangible A
Goodwill And Other Intangible Assets | 6 Months Ended |
Jun. 30, 2018 | |
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, 2017 $ 38,236 $ 42,535 $ 114,598 $ 195,369 Acquisitions 5,140 (2) — 1,291 (1) 6,431 Foreign currency adjustments (1,348) (445) (835) (2,628) Goodwill, net at June 30, 2018 $ 42,028 $ 42,090 $ 115,054 $ 199,172 (1) During the first quarter of 2018, the Company recorded a purchase price adjustment within the measurement period for goodwill related to the Dip-Tech acquisition. (2) During the second quarter of 2018, the Company recorded goodwill related to the FMU acquisition. June 30, December 31, 2018 2017 (Dollars in thousands) Goodwill, gross $ 257,639 $ 253,836 Accumulated impairment (58,467) (58,467) Goodwill, net $ 199,172 $ 195,369 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 June 30, 2018, 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: June 30, December 31, 2018 2017 (Dollars in thousands) Gross amortizable intangible assets: Patents $ 5,210 $ 5,279 Land rights 4,893 4,947 Technology/know-how and other 127,765 131,070 Customer relationships 92,493 93,500 Total gross amortizable intangible assets 230,361 234,796 Accumulated amortization: Patents (5,149) (5,226) Land rights (2,912) (2,883) Technology/know-how and other (46,580) (45,214) Customer relationships (13,447) (11,114) Total accumulated amortization (68,088) (64,437) Amortizable intangible assets, net $ 162,273 $ 170,359 Indefinite-lived intangible assets consisted of the following: June 30, December 31, 2018 2017 (Dollars in thousands) Indefinite-lived intangibles assets: Trade names and trademarks $ 16,881 $ 17,257 |
Debt
Debt | 6 Months Ended |
Jun. 30, 2018 | |
Debt [Abstract] | |
Debt | 8. Debt Loans payable and current portion of long-term debt consisted of the following: June 30, December 31, 2018 2017 (Dollars in thousands) Loans payable $ 16,494 $ 16,360 Current portion of long-term debt 9,245 8,776 Loans payable and current portion of long-term debt $ 25,739 $ 25,136 Long-term debt consisted of the following: June 30, December 31, 2018 2017 (Dollars in thousands) Term loan facility, net of unamortized issuance costs, maturing 2024 (1) $ 812,665 $ 645,242 Revolving credit facility 580 78,000 Capital lease obligations 4,425 4,913 Other notes 6,590 7,112 Total long-term debt 824,260 735,267 Current portion of long-term debt (9,245) (8,776) Long-term debt, less current portion $ 815,015 $ 726,491 (1) The carrying value of the term loan facility, maturing 2024, is net of unamortized debt issuance costs of $5.3 million at June 30, 2018, and $7.5 million at December 31, 2017. Amended Credit Facility On April 25, 2018 the Company entered into an amendment (the “Amended Credit Facility”) to its existing credit facility (the “Credit Facility”) which Amended Credit Facility (a) provided a new revolving facility (the “2018 Revolving Facility”), which replaced the Company’s existing revolving facility, (b) repriced the (“Tranche B-1 Loans”) , (c) provided new tranche s of term loans (“Tranche B-2 Loans” and “Tranche B-3 Loans”) denominated in U.S. dollars borrowed by the Company’s existing credit f acility and will be used for ongoing working capital requirements and general corporate purposes . The (“Tranche B-2 Loans”) are borrowed by the Company and the (“Tranche B-3 Loans”) are borrowed on a joint and several basis by Ferro GmbH and Ferro E urope Holdings LLC . The Amended Credit Facility consists of a $500 million secured revolving line of credit with a maturity of February 2023, a $355 million secured term loan facil ity with a maturity of February 2024, a $235 million secured term loan facility with a maturity of February 2024 and a $230 million sec ured term loan facility with a maturity of February 2024. 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 in an amount equal to a portion of the Company’s excess cash flow, as calculated pursuant to the Amended Credit Facility, which prepayment will be applied first to the term loans until they are paid in full, and then to the revolving loans. 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 . The Company can also raise certain additional debt or credit facilities subject to satisfaction of certain covenant levels. Certain of the Company’s U.S. subsidiaries have guaranteed the Company’s obligations under the Amended 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. The Tranche B-3 Loans are guaranteed by the Company, the U.S. subsidiary guarantors and a cross-guaranty by the borrowers of the Tranche B-3 Loans, and are secured by the collateral securing the revolving loans and the other term loans, in addition to a pledge of the equity interests of Ferro GmbH. Interest Rate – Term Loans: The interest rates applicable to the 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 base rate for term loans will be the highest of (i) the federal funds rate plus 0.50% , (ii) syndication agent’s prime rate, (iii) the daily LIBOR rate plus 1.00% or (iv) 0.00%. The applicable margin for base rate loans is 1.25% . · The LIBOR rate for term loans shall not be less than 0.0% and the applicable margin for LIBOR rate term loans is 2.25% . · For LIBOR 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 for the corresponding duration. At June 30, 2018, the Company had borrowed $354.1 million under the Tranche B-1 Loans at an interest rate of 4.58% , $234.4 million under the Tranche B-2 Loans at an interest rate of 4.58% , and $229.4 million under the Tranche B-3 Loans at an interest rate of 4.58% . At June 30, 2018, there were no additional borrowings available under the Tranche B-1 Loans, Tranche B-2 Loans and Tranche B-3 Loans. 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, (iii) the daily LIBOR rate plus 1.00% or (iv) 0.00%. The applicable margin for base rate loans will vary between 0.50% to 1.50% . · The LIBOR rate for revolving loans shall not be less than 0% and the applicable margin for LIBOR rate revolving loans will vary between 1.50% and 2.50% . · 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 June 30, 2018, there were $0.6 million borrowings under the revolving credit line at an interest rate of 4.09% . After reductions for outstanding letters of credit secured by these facilities, we had $494.8 million of additional borrowings available under the revolving credit facilities at June 30, 2018. The Amended 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 Amended 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 2018 Revolving 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 Amended Credit Facility agreement may be accelerated and become immediately due and payable. At June 30, 2018, we were in compliance with the covenants of the Amended Credit Facility. Credit Facility On February 14, 2017, the Company entered into a 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 consisted 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. For discussion of the Company’s Credit Facility, refer to Note 8 in the Company’s Annual Report on Form 10-K for the year ended December 31, 2017. In conjunction with the refinancing of the Credit Facility, we recorded a charge of $3.2 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 three and six months ended June 30, 2018. 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 “2014 Credit Facility”) with a group of lenders that was replaced on February 14, 2017 , by the C redit Facility (as defined above ). 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, 2017 . 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 six months ended June 30, 2017. 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 $43.3 million and $64.5 million at June 30, 2018 , and December 31, 2017 , respectively. The unused portions of these lines provided additional liquidity of $21.1 million at June 30, 2018 , and $39.4 million at December 31, 2017 . |
Financial Instruments
Financial Instruments | 6 Months Ended |
Jun. 30, 2018 | |
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: June 30, 2018 Carrying Fair Value Amount Total Level 1 Level 2 Level 3 (Dollars in thousands) Cash and cash equivalents $ 44,886 $ 44,886 $ 44,886 $ — $ — Loans payable (16,494) (16,494) — (16,494) — Term loan facility, maturing 2024 (1) (812,665) (807,468) — (807,468) — Revolving credit facility, maturing 2023 (580) (573) — (573) — Other long-term notes payable (6,590) (4,073) — (4,073) — Cross currency swaps 10,820 10,820 — 10,820 — Interest rate swaps (1,610) (1,610) — (1,610) — Foreign currency forward contracts, net 2,860 2,860 — 2,860 — December 31, 2017 Carrying Fair Value Amount Total Level 1 Level 2 Level 3 (Dollars in thousands) Cash and cash equivalents $ 63,551 $ 63,551 $ 63,551 $ — $ — Loans payable (16,360) (16,360) — (16,360) — Term loan facility, maturing 2024 (1) (645,242) (646,979) — (646,979) — Revolving credit facility, maturing 2022 (78,000) (79,295) — (79,295) — Other long-term notes payable (7,112) (3,973) — (3,973) — Interest rate swaps 1,616 1,616 — 1,616 — Interest rate swaps (124) (124) — (124) — Foreign currency forward contracts, net (469) (469) — (469) — (1) The carrying values of the term loan facility are net of unamortized debt issuance costs of $5.3 million and $7.5 million for the period ended June 30, 2018, and December 31, 2017, 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. 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. 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 and cross currency 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 enter into hedging arrangements or where hedging inefficiencies exist, such as timing of transactions. Derivatives Designated as Hedging Instruments Cash Flow Hedges. For derivative instruments that are designated and qualify as cash flow hedges, the effective portion of the gain or loss on the derivative is recorded in Accumulated other comprehensive loss (“AOCL”) and reclassified into earnings in the same period during which the hedged transaction affects earnings. The Company utilizes interest rate swaps to limit exposure to market fluctuations on floating-rate debt. During the second quarter of 2017, the Company entered into interest rate swap agreements that converted $150 million and €90 million of our term loans from variable interest rates to fixed interest rates. These swaps qualified for, and were designated as, cash flow hedges. This interest rate swap agreement was terminated in the second quarter of 2018 in connection with the refinancing of the Credit Facility. During the second quarter of 2018, the Company entered into variable to fixed interest rate swap s for an initial aggregate notional amount of $319.2 million with a maturity date of February 28, 2024. These swaps are hedging risk associated with the Tranche B-1 Loans. These interest rate swaps are designated as cash flow hedge s . As of June 30 , 2018, the Company exp ects it will reclassify net losses of approximately $1.2 million , currently recorded in AOCL, into earnings within the next twelve months. However, the actual amount reclassified could vary due to future changes in the fair value of these derivatives. The Company has converted a US dollar denominated, variable rate debt obligation into a euro fixed rate obligation using a receive-float, pay fixed cross currency swaps in the second quarter of 2018. These swaps are hedging risk associated with the Tranche B-3 Loans. These cross currency swap s are designated as cash flow hedge s . T he initial aggregate notional amount is $230 million with a maturity date of February 28, 2024. As o f June 30 , 2018, the Company expects it will reclassify net gains of approximately $5.5 million , currently recorded in AOCL, into earnings within the next twelve months. However, the actual amount reclassified could vary due to future changes in the fair value of these derivatives. The amount of (loss) gain recognized in AOCL and the amount of (loss) gain reclassified into earnings for the three months ended June 30, 2018 and 2017, follow: Amount of Gain Amount of (Loss) Gain Reclassified from Location of (Loss) Gain Recognized in AOCL AOCL into Income Reclassified from 2018 2017 2018 2017 AOCL into Income (Dollars in thousands) Interest rate swaps $ (1,947) $ — $ 125 $ — Interest expense Cross currency swaps 9,429 — 888 — Interest expense $ 1,013 $ Total Interest expense Cross currency swaps — — 10,315 — Foreign currency losses, net $ 10,315 $ — Total Foreign currency losses, net The amount of gain recognized in AOCL and the amount of (loss) gain reclassified into earnings for the six months ended June 30, 2018 and 2017, follow: Amount of (Loss) Gain Amount of Gain Reclassified from Location of (Loss) Gain Recognized in AOCL AOCL into Income Reclassified from 2018 2017 2018 2017 AOCL into Income (Dollars in thousands) Interest rate swaps $ (374) $ — $ (11) $ — Interest expense Cross currency swaps 9,429 — 888 — Interest expense $ 877 $ — Total Interest expense Cross currency swap — — 10,315 — Foreign currency losses, net $ 10,315 $ — Total Foreign currency losses, net 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. In the second quarter of 2017, the Company designated a portion of its Euro denominated debt as a net investment hedge for accounting purposes. This net investment hedge was terminated in the second quarter of 2018. In the second quarter of 2018, the Company entered into cross currency swap agreement s to convert a notional amount of $117.5 million , where we pay variable rate interest in Euros and receive variable rate interest in US dollars. These swaps are hedging risk associated with the Tranche B-2 Loans. These cross currency swap s are designated as net investment hedge s with the spot method of accounting applied . The effective portions of net investment hedges are recorded in AOCL as a part of the cumulative translation adjustment. The amount of gain recognized in AOCL, the amount reclassified into earnings and the amount of gain recognized in income on derivative (amount excluded from effectiveness testing) for the three months ended June 30, 2018 and 2017, follow Amount of Gain Amount of Gain Recognized in Amount of Gain Reclassified from Income on Derivative (Amount Recognized in AOCL AOCL into Income Excluded from Effectiveness Testing) Location of Gain 2018 2017 2018 2017 2018 2017 in Earnings (Dollars in thousands) Cross currency swaps $ 2,774 $ — $ — $ — $ 495 $ — Interest expense Net investment hedge — (6,828) — — — — The amount of gain (loss) recognized in AOCL, the amount reclassified into earnings and the amount of gain recognized in income on derivative (amount excluded from effectiveness testing) for the six months ended June 30, 2018 and 2017, follow Amount of Gain Amount of Gain Recognized in Amount of Gain (Loss) Reclassified from Income on Derivative (Amount Recognized in AOCL AOCL into Income Excluded from Effectiveness Testing) Location of Gain 2018 2017 2018 2017 2018 2017 in Earnings (Dollars in thousands) Cross currency swaps $ 2,774 $ — $ — $ — $ 495 $ — Interest expense Net investment hedge (860) (6,828) — — — — 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 gains of $1.0 million and $1.4 million in the three and six months ended June 30, 2018 , respectively, and net losses of $3.0 million and $2.7 million in the three and six months ended June 30, 2017 , respectively, arising from the change in fair value of our financial instruments, which partially offset the related net gains and losses on international trade transactions. The notional amount of foreign currency forward contracts was $345.3 million at June 30, 2018 , and $238.5 million at December 31, 2017 . The following table presents the effect on our condensed consolidated statements of operations for the three and six months ended June 30, 2018 and 2017 , respectively, of our foreign currency forward contracts: Amount of Gain (Loss) Recognized in Earnings Three Months Ended June 30, 2018 2017 Location of Gain (Loss) in Earnings (Dollars in thousands) Foreign currency forward contracts $ 1,020 $ (2,954) Foreign currency losses, net Amount of Gain (Loss) Recognized in Earnings Six Months Ended June 30, 2018 2017 Location of Gain (Loss) in Earnings (Dollars in thousands) Foreign currency forward contracts $ 1,411 $ (2,711) Foreign currency losses, net Location and Fair Value Amount of Derivative Instruments The following table presents the fair values of our derivative instruments on our condense d consolidated balance sheets. All derivatives are reported on a gross basis. June 30, December 31, 2018 2017 Balance Sheet Location (Dollars in thousands) Asset derivatives: Interest rate swaps $ — $ 1,616 Other non-current assets Cross currency swaps 8,980 — Other current assets Cross currency swaps 3,043 — Other non-current assets Foreign currency forward contracts 3,640 661 Other current assets Liability derivatives: Interest rate swaps (1,243) (124) Accrued expenses and other current liabilities Interest rate swaps (367) — Other non-current liabilities Cross currency swaps (1,203) — Other non-current liabilities Foreign currency forward contracts $ (780) $ (1,130) Accrued expenses and other current liabilities |
Income Taxes
Income Taxes | 6 Months Ended |
Jun. 30, 2018 | |
Income Taxes [Abstract] | |
Income Taxes | 10. Income Taxes During the first half of 2018, income tax expense was $17. 9 million, or 25.1% of pre-tax income. In the first half of 2017, we recorded tax expense of $15.8 million, or 26.8% of pre-tax income. The tax expense in the first half of 2018, as a percentage of pre-tax income, was higher than the U.S. federal statutory income tax rate of 21% primarily as a result of foreign statutory rate differences. The tax expense for the first half of 2017, as a percentage of pre-tax income, was lower than the U.S. federal statutory income tax rate of 35% primarily as a result of foreign statutory rate differences. We have recognized the provisional tax impacts related to the 2017 Tax Cut and Jobs Act (the “Tax Act”) under the guidance of the SEC Staff Accounting Bulletin No. 118, Income Tax Accounting Implications of the Tax Cuts and Jobs Act (“SAB 118”). The ultimate impact may differ from these provisional amounts due to additional analysis, changes in interpretations and assumptions, additional regulatory guidance that may be issued, and actions we may take as a result of the Tax Act. The Company’s preliminary determinations related to the estimable impacts of the Tax Act that are effective for the year-ended December 31, 2017 have not changed in the current quarter. The Company continues to review the anticipated impacts of the global intangible low taxed income (“GILTI”) and the foreign-derived intangible income (“FDII”) on the Company for 2018. For the current quarter, the Company has made reasonable estimates of GILTI and FDII, as well as the impact of changes to valuation allowances related to certain positions. The combined provisional net impact of these items are not anticipated to be material to the tax rate in 2018. The Company has not recorded any potential deferred tax effects related to GILTI in the financial statements and has not made a policy decision regarding whether to record deferred taxes on GILTI or use the period cost method. |
Contingent Liabilities
Contingent Liabilities | 6 Months Ended |
Jun. 30, 2018 | |
Contingent Liabilities [Abstract] | |
Contingent Liabilities | 11. Contingent Liabilities We have recorded environmental liabilities of $5.7 m illion at June 30, 2018 , and $6.7 million at December 31, 2017 , for costs associated with the remediation of certain of our properties that hav e been contaminated. The liability at June 30, 2018 , and December 31, 2017 , was primarily comprised of liabilities 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. In November 2017, Suffolk County Water Authority filed a complaint, Suffolk County Water Authority v. The Dow Chemical Company et al., against the Company and a number of other companies in the U.S. Federal Court for the Eastern District of New York with regard to the product 1,4 dioxane. The plaintiff alleges, among other things, that the Suffolk County water supply is contaminated with 1,4 dioxane and that the defendants are liable for unspecified costs of cleanup and remediation of the water supply, among other damages. The Company has not manufactured 1,4 dioxane since 2008, denies the allegations related to liability for the plaintiff’s claims, and is vigorously defending this proceeding. In March 2018, the defendants, including the Company, filed a motion to dismiss the complaint, which was heard by the court in June 2018. The Company currently does not expect the outcome of this proceeding to have a material adverse impact on its consolidated financial condition, results of operations, or cash flows, net of any insurance coverage. However, it is not possible to predict the ultimate outcome of this proceeding due to the unpredictable nature of litigation. In addition to the proceeding described above, the Company and its consolidated subsidiaries are subject from time to time to various claims, lawsuits, investigations, and proceedings related to products, services, contracts, environmental, health and safety, employment, intellectual property, and other matters, including with respect to divested businesses. The outcome of such matters is unpredictable, our assessment of them may change, and resolution of them could have a material adverse effect on the Company’s consolidated financial position, results of operations, or cash flows. We do not currently expect the resolution of such matters to materially affect the consolidated financial position, results of operations, or cash flows of the Company. |
Retirement Benefits
Retirement Benefits | 6 Months Ended |
Jun. 30, 2018 | |
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 June 30, 2018 and 2017 , respectively, follow: U.S. Pension Plans Non-U.S. Pension Plans Other Benefit Plans Three Months Ended June 30, 2018 2017 2018 2017 2018 2017 (Dollars in thousands) Service cost $ 3 $ 4 $ 447 $ 423 $ 1 $ — Interest cost 2,788 3,666 667 606 183 211 Expected return on plan assets (3,995) (4,740) (225) (222) — — Amortization of prior service cost — 2 10 11 — — Net periodic benefit (credit) cost $ (1,204) $ (1,068) $ 899 $ 818 $ 184 $ 211 Net periodic benefit (credit) cost for the six months ended June 30, 2018 and 2017, respectively, follow: U.S. Pension Plans Non-U.S. Pension Plans Other Benefit Plans Six Months Ended June 30, 2018 2017 2018 2017 2018 2017 (Dollars in thousands) Service cost $ 6 $ 9 $ 908 $ 827 $ 1 $ — Interest cost 5,576 7,331 1,356 1,179 366 422 Expected return on plan assets (7,989) (9,479) (459) (432) — — Amortization of prior service cost — 3 22 21 — — Net periodic benefit (credit) cost $ (2,407) $ (2,136) $ 1,827 $ 1,595 $ 367 $ 422 Interest cost, expected return on plan assets and amortization of prior service cost are recorded in Miscellaneous (income) expense, net on the condensed consolidated statement of operations. |
Stock-Based Compensation
Stock-Based Compensation | 6 Months Ended |
Jun. 30, 2018 | |
Stock-Based Compensation [Abstract] | |
Stock-Based Compensation | 13 . Stock-Based Compensation On May 3, 2018 , ou r shareholders approved the 2018 Omnibus Incentive Plan (the “Plan”), which was adopted by the Board of Directors on Februa ry 22, 2018 , 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 4,500,000 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 awards, performance awards, other common stock- based awards, and dividend equivalent rights. T he 2013 Omnibus Incentive Plan (the “ Previous Plan”), was replaced by the Plan, and no future grants may be made under the Previous Plan. However, any outstanding awards or grants made under the Previous Plan will continue until the end of their specified terms. In the first half of 2018 , our Board of Directors gran ted 0.2 million stock options, 0.1 million performance share units and 0.1 million restricted stock units . 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 six months ended June 30, 2018 : Stock Options Weighted-average grant-date fair value $ 8.91 Expected life, in years 5.4 Risk-free interest rate 2.7 % Expected volatility 39.7 % The weighted average grant date fair value of our performance share units granted in the six months ended June 30, 2018 , was $22.92 . 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 . The weighted-average grant date fair value per unit for grants made during the six months ended June 30, 2018 , was $22.27 . 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. We recognized stock-based compensation expense of $1.4 million and $3.8 million for the three and six months ended June 30, 2018 , and $2.7 million and $5.4 million for the six months ended June 30, 2017 . At June 30, 2018 , unearned compensation cost related to the unvested portion of all stock-based compensation awards was approximately $9.7 million and is expected to be recognized over the remaining vesting period of the respective grants , through the first quarter of 2021 . |
Restructuring And Optimization
Restructuring And Optimization Programs | 6 Months Ended |
Jun. 30, 2018 | |
Restructuring And Optimization Programs [Abstract] | |
Restructuring And Optimization Programs | 14. Restructuring and Optimization Programs Total restructuring and impairment charges were $ 3. 8 million and $7. 9 million for the three and six months ended June 30, 2018 , respectively, and $3.2 million and $6.2 million for the three and six months ended June 30, 2017, respectively . Included in the charges for the three and six months ended June 30, 2017, was an impairment charge of $1.5 million related to an equity method investment. The remainder of the charges primarily relate to costs associated with integration of our recent acquisitions and optimization programs, and are further summarized below. Employee Other Severance Costs Total (Dollars in thousands) Balances at December 31, 2017 $ 2,286 $ 1,234 $ 3,520 Restructuring charges 3,432 4,442 7,874 Cash payments (3,237) (283) (3,520) Non-cash items (91) (3,534) (3,625) Balances at June 30, 2018 $ 2,390 $ 1,859 $ 4,249 We expect to make cash payments to settle the remaining li ability for employee severance benefits and other costs over the next twelve months , except where legal or contractual obligations would require it to extend beyond that period . |
Earnings Per Share
Earnings Per Share | 6 Months Ended |
Jun. 30, 2018 | |
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 Six Months Ended June 30, June 30, 2018 2017 2018 2017 (Dollars in thousands, except per share amounts) Basic earnings per share computation: Net income attributable to Ferro Corporation common shareholders $ 29,668 $ 21,025 $ 53,059 $ 42,923 Weighted-average common shares outstanding 84,341 83,673 84,284 83,602 Basic earnings per share attributable to Ferro Corporation common shareholders $ 0.35 $ 0.25 $ 0.63 $ 0.51 Diluted earnings per share computation: Net income attributable to Ferro Corporation common shareholders $ 29,668 $ 21,025 $ 53,059 $ 42,923 Weighted-average common shares outstanding 84,341 83,673 84,284 83,602 Assumed exercise of stock options 791 677 818 599 Assumed satisfaction of restricted stock unit conditions 281 425 271 376 Assumed satisfaction of performance stock unit conditions 176 502 172 503 Weighted-average diluted shares outstanding 85,589 85,277 85,545 85,080 Diluted earnings per share attributable to Ferro Corporation common shareholders $ 0.35 $ 0.25 $ 0.62 $ 0.50 The number of anti-dilutive or unearned shares was 1.7 million and 1.7 million for the three and six months ended June 30, 2018 , respectively, and 1.8 millio n and 1.9 million for the three and six months ended June 30, 2017 . These shares were excluded from the calculation of diluted earnings per share due to their anti-dilutive impact. |
Share Repurchase Program
Share Repurchase Program | 6 Months Ended |
Jun. 30, 2018 | |
Share Repurchase Program [Abstract] | |
Share Repurchase Program | 16. Share Repurchase Program The Company’s Board of Directors has approved $50 million of a share repurchase program, under which the Company is authorized to repurchase 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 program does 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 six months ended June 30, 2018, the Company repurchased 287,257 shares of common stock at an average price of $20. 94 per share for a total cost of $6.0 million. As of June 30, 2018 , $44.0 million may still be purchased under the program. |
Accumulated Other Comprehensive
Accumulated Other Comprehensive Loss | 6 Months Ended |
Jun. 30, 2018 | |
Accumulated Other Comprehensive Loss [Abstract] | |
Accumulated Other Comprehensive Loss | 17. Accumulated Other Comprehensive Loss Changes in accumulated other comprehensive income (loss) by component, net of tax, were as follows: Three Months Ended June 30, Postretirement Net Gain Benefit Liability Translation on Cash Adjustments Adjustments Flow Hedges Total (Dollars in thousands) Balances at March 31, 2017 $ 1,137 $ (100,613) $ — $ (99,476) Other comprehensive income before reclassifications, before tax — 13,790 — 13,790 Reclassification to earnings: Postretirement benefit liabilities loss, before tax 18 — — 18 Current period other comprehensive (loss) income, before tax 18 13,790 — 13,808 Tax effect 2 — — 2 Current period other comprehensive income (loss), net of tax 16 13,790 — 13,806 Balances at June 30, 2017 $ 1,153 $ (86,823) $ — $ (85,670) Balances at March 31, 2018 $ 1,172 $ (71,919) $ 2,259 $ (68,488) Other comprehensive (loss) income before reclassifications, before tax — (29,482) 10,256 (19,226) Reclassification to earnings: Postretirement benefit liabilities income, before tax 6 — — 6 Cash flow hedge income, before tax — — (11,823) (11,823) Current period other comprehensive income (loss), before tax 6 (29,482) (1,567) (31,043) Tax effect (4) 526 (231) 291 Current period other comprehensive (loss) income, net of tax 10 (30,008) (1,336) (31,334) Balances at June 30, 2018 $ 1,182 $ (101,927) $ 923 $ (99,822) Six Months Ended June 30, Postretirement Net Gain Benefit Liability Translation on Cash Adjustments Adjustments Flow Hedges Total (Dollars in thousands) Balances at December 31, 2016 $ 1,141 $ (107,784) $ — $ (106,643) Other comprehensive income before reclassifications, before tax — 20,961 — 20,961 Reclassification to earnings: Postretirement benefit liabilities loss, before tax 9 — — 9 Current period other comprehensive (loss) income, before tax 9 20,961 — 20,970 Tax effect (3) — — (3) Current period other comprehensive income, net of tax 12 20,961 — 20,973 Balances at June 30, 2017 $ 1,153 $ (86,823) $ — $ (85,670) Balances at December 31, 2017 $ 1,165 $ (77,578) $ 945 $ (75,468) Other comprehensive (loss) income before reclassifications, before tax — (24,021) 11,829 (12,192) Reclassification to earnings: Postretirement benefit liabilities income, before tax 22 — — 22 Cash flow hedge income, before tax — — (11,687) (11,687) Current period other comprehensive income (loss), before tax 22 (24,021) 142 (23,857) Tax effect 5 328 164 497 Current period other comprehensive income (loss), net of tax 17 (24,349) (22) (24,354) Balances at June 30, 2018 $ 1,182 $ (101,927) $ 923 $ (99,822) |
Reporting For Segments
Reporting For Segments | 6 Months Ended |
Jun. 30, 2018 | |
Reporting For Segments [Abstract] | |
Reporting For Segments | 18 . Reporting for Segments Net sales to external customers by segment are presented in the table below. Sales between segments were not material. Three Months Ended Six Months Ended June 30, June 30, 2018 2017 2018 2017 (Dollars in thousands) Performance Coatings $ 193,449 $ 151,746 $ 378,097 $ 278,311 Performance Colors and Glass 126,027 106,637 246,532 210,155 Color Solutions 96,763 90,249 197,142 180,721 Total net sales $ 416,239 $ 348,632 $ 821,771 $ 669,187 Each segment’s gross profit and reconciliations to income before income taxes are presented in the table below: Three Months Ended Six Months Ended June 30, June 30, 2018 2017 2018 2017 (Dollars in thousands) Performance Coatings $ 50,297 $ 40,246 $ 94,062 $ 73,735 Performance Colors and Glass 45,362 40,087 88,690 77,505 Color Solutions 31,541 28,416 63,690 56,598 Other cost of sales (555) (407) (1,111) (702) Total gross profit 126,645 108,342 245,331 207,136 Selling, general and administrative expenses 70,124 62,981 143,216 122,427 Restructuring and impairment charges 3,768 3,224 7,874 6,242 Other expense, net 12,528 12,213 22,904 19,284 Income before income taxes $ 40,225 $ 29,924 $ 71,337 $ 59,183 |
Subsequent Event
Subsequent Event | 6 Months Ended |
Jun. 30, 2018 | |
Subsequent Event [Abstract] | |
Subsequent Event | 19. Subsequent Event We have signed definitive acquisition agreements (subject to customary closing conditions) in July 2018 with purchase prices in the aggregate amount of approximately $70 million. Due to the timing of the acquisitions, 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 prices to acquired assets and liabilities and the related disclosures at this time. |
Recent Accounting Pronounceme27
Recent Accounting Pronouncements (Policy) | 6 Months Ended |
Jun. 30, 2018 | |
Recent Accounting Pronouncements [Abstract] | |
Recently Adopted Accounting Standards | Recently Adopted Accounting Standards On April 1, 2018, we adopted Financial Accounting Standards Board (“ FASB ”) Accounting Standards Update (“ 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 th e presentation of hedge results. T he adoption of this ASU did not have an impact to the opening balance of Retained earnings. We will apply the guidance of this ASU to applicable transactions after the adoption date. On April 1, 2018, we adopted FASB ASU 2018-03, Technical Corrections and Improvements to Financial Instruments - Overall (Subtopic 825-10): Recognition and Measurement of Financial Assets and Financial Liabilities. ASU 2018-03 provides targeted improvements to address certain aspec ts of recognition , measurement presentation, and disclosure of financial instruments. The adoption of ASU 2018-03 did not have a material impact on the Company’s condensed consolidated financial statements. On January 1, 20 18, we adopted FASB 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 new guidance would only impact our consolidated financial statements if, in the future, we modified the terms of any of our share-based awards. We will apply the guidance of this ASU to applicable transactions after the adoption date. The adoption of ASU 2017-09 d id not have a material impact on the Company’s condensed consolidated financial statements. On January 1, 2018, we adopted FASB 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 s eparately from the service cost component and outside a subtotal of income from operations. This ASU also allows only the service cost component of net benefit costs to be eligible for capitalization. We adopted this new standard using the retrospective approach for the presentation of the service cost component and the other components of the net periodic pension (credit) cost and net periodic postretirement benefit cost in the income statement. This resulted in the reclassification of income of $0.5 million and $1.0 million from Selling , general and administrative expenses to Other income, expense, net in our condensed consolidated statement of operations for the three and six months ended June 30 , 2017 , respectively . The Company used a practical expedient where the amount disclosed in our Retirement Benefits footnote for the prior year comparative period was the basis for the estimation for applying the retrospective presentation requirements. Other than this reclassification, the adoption of ASU 2017-07 d id not have an impact on the Company’s condensed consolidated financial statements. O n January 1, 2018, we adopted FASB 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. We will apply the guidance of this ASU to applicable transactions after the adoption date. The adoption of ASU 2017-01 did not have a material impact on the Company’s condensed consolidated financial statements. On January 1, 2018, we adopted FASB 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. We adopted this new standard using the modified retrospective method. The impact of adopting this guidance on the Company’s condensed consolidated financial statements resulted in an increase to Retained earnings of $4.1 million and Deferred income taxes of $4.7 million and a decrease to Other receivables of $0.6 million for the year ended June 30, 2018. On January 1, 2018 , we adopted FASB 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. Adoption of ASU 2016-15 did not have a material effect on our condensed consolidated financial statements. On January 1, 2018, we adopted FASB ASU 2014-09, Revenue from Contracts with Customers: (Topic 606 ) (“ASC 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 a pplication of which require significant judgment. We have completed our assessment and review of specific contracts and have adopted this new standard using the modified retrospective method with no impact to the opening R etained earnings balance. We expect the impact of the adoption of this new standard will not have a material effect on our consolidated financial statements on an ongoing basis . |
New Accounting Standards | New Accounting Standards In February 2018, the FASB issued ASU 2018-02, Income Statement – Reporting Comprehensive Income (Topic 220): Reclassification of Certain Tax Effects from Accumulated Other Comprehensive Income. ASU 2018-02 allows a reclassification from Accumulated Other Comprehensive (Loss) Income to Retained Earnings for stranded tax effects resulting from the Tax Cuts and Jobs Act and requires certain disclosures about stranded tax effects. This pronouncement is effective for fiscal years beginning after December 15, 2018, including interim periods within those fiscal years. Early adoption is permitted, including adoption in any interim period. 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 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. No other new accounting pronouncements issued had , or are expected to have , a material impact on the Company’s consolidated financial statements. |
Revenue (Tables)
Revenue (Tables) | 6 Months Ended |
Jun. 30, 2018 | |
Revenue [Abstract] | |
Summary Of Revenues Disaggregated By Geography By Reportable Segment | Revenues disaggregated by geography and reportable segment for the three months ended June 30, 2018, follow: EMEA United States Asia Pacific Latin America Total (Dollars in thousands) Performance Coatings $ 126,133 $ 11,715 $ 29,129 $ 26,472 $ 193,449 Performance Colors and Glass 63,675 38,504 18,063 5,785 126,027 Color Solutions 36,227 41,272 10,532 8,732 96,763 Total net sales $ 226,035 $ 91,491 $ 57,724 $ 40,989 $ 416,239 Revenues disaggregated by geography and reportable segment for the three months ended June 30, 2017, follow: EMEA United States Asia Pacific Latin America Total (Dollars in thousands) Performance Coatings $ 88,814 $ 11,604 $ 23,089 $ 28,239 $ 151,746 Performance Colors and Glass 47,592 37,832 15,796 5,417 106,637 Color Solutions 34,961 39,179 8,775 7,334 90,249 Total net sales $ 171,367 $ 88,615 $ 47,660 $ 40,990 $ 348,632 Revenues disaggregated by geography and reportable segment for the six months ended June 30, 2018, follow: EMEA United States Asia Pacific Latin America Total (Dollars in thousands) Performance Coatings $ 245,249 $ 24,534 $ 55,076 $ 53,238 $ 378,097 Performance Colors and Glass 125,019 75,595 34,578 11,340 246,532 Color Solutions 76,710 82,898 20,470 17,064 197,142 Total net sales $ 446,978 $ 183,027 $ 110,124 $ 81,642 $ 821,771 Revenu es disaggregated by geography and reportable segment f or the six months ended June 30 , 2017, follow: EMEA United States Asia Pacific Latin America Total (Dollars in thousands) Performance Coatings $ 157,973 $ 22,362 $ 44,406 $ 53,570 $ 278,311 Performance Colors and Glass 92,178 76,936 30,429 10,612 210,155 Color Solutions 70,138 77,696 17,034 15,853 180,721 Total net sales $ 320,289 $ 176,994 $ 91,869 $ 80,035 $ 669,187 |
Inventories (Tables)
Inventories (Tables) | 6 Months Ended |
Jun. 30, 2018 | |
Inventories [Abstract] | |
Inventories | June 30, December 31, 2018 2017 (Dollars in thousands) Raw materials $ 135,595 $ 112,300 Work in process 58,591 39,454 Finished goods 187,577 172,426 Total inventories $ 381,763 $ 324,180 |
Goodwill And Other Intangible30
Goodwill And Other Intangible Assets (Tables) | 6 Months Ended |
Jun. 30, 2018 | |
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, 2017 $ 38,236 $ 42,535 $ 114,598 $ 195,369 Acquisitions 5,140 (2) — 1,291 (1) 6,431 Foreign currency adjustments (1,348) (445) (835) (2,628) Goodwill, net at June 30, 2018 $ 42,028 $ 42,090 $ 115,054 $ 199,172 (1) During the first quarter of 2018, the Company recorded a purchase price adjustment within the measurement period for goodwill related to the Dip-Tech acquisition. (2) During the second quarter of 2018, the Company recorded goodwill related to the FMU acquisition. |
Summary of Impairment of Goodwill | June 30, December 31, 2018 2017 (Dollars in thousands) Goodwill, gross $ 257,639 $ 253,836 Accumulated impairment (58,467) (58,467) Goodwill, net $ 199,172 $ 195,369 |
Details of Amortizable Intangible Assets | June 30, December 31, 2018 2017 (Dollars in thousands) Gross amortizable intangible assets: Patents $ 5,210 $ 5,279 Land rights 4,893 4,947 Technology/know-how and other 127,765 131,070 Customer relationships 92,493 93,500 Total gross amortizable intangible assets 230,361 234,796 Accumulated amortization: Patents (5,149) (5,226) Land rights (2,912) (2,883) Technology/know-how and other (46,580) (45,214) Customer relationships (13,447) (11,114) Total accumulated amortization (68,088) (64,437) Amortizable intangible assets, net $ 162,273 $ 170,359 |
Schedule of Indefinite-Lived Intangible Assets | June 30, December 31, 2018 2017 (Dollars in thousands) Indefinite-lived intangibles assets: Trade names and trademarks $ 16,881 $ 17,257 |
Debt (Tables)
Debt (Tables) | 6 Months Ended |
Jun. 30, 2018 | |
Debt [Abstract] | |
Loans Payable And Current Portion Of Long-Term Debt | June 30, December 31, 2018 2017 (Dollars in thousands) Loans payable $ 16,494 $ 16,360 Current portion of long-term debt 9,245 8,776 Loans payable and current portion of long-term debt $ 25,739 $ 25,136 |
Summary Of Long-Term Debt | June 30, December 31, 2018 2017 (Dollars in thousands) Term loan facility, net of unamortized issuance costs, maturing 2024 (1) $ 812,665 $ 645,242 Revolving credit facility 580 78,000 Capital lease obligations 4,425 4,913 Other notes 6,590 7,112 Total long-term debt 824,260 735,267 Current portion of long-term debt (9,245) (8,776) Long-term debt, less current portion $ 815,015 $ 726,491 (1) The carrying value of the term loan facility, maturing 2024, is net of unamortized debt issuance costs of $5.3 million at June 30, 2018, and $7.5 million at December 31, 2017. |
Financial Instruments (Tables)
Financial Instruments (Tables) | 6 Months Ended |
Jun. 30, 2018 | |
Financial Instruments [Abstract] | |
Financial Instruments Assets (Liabilities) Measured At Fair Value | June 30, 2018 Carrying Fair Value Amount Total Level 1 Level 2 Level 3 (Dollars in thousands) Cash and cash equivalents $ 44,886 $ 44,886 $ 44,886 $ — $ — Loans payable (16,494) (16,494) — (16,494) — Term loan facility, maturing 2024 (1) (812,665) (807,468) — (807,468) — Revolving credit facility, maturing 2023 (580) (573) — (573) — Other long-term notes payable (6,590) (4,073) — (4,073) — Cross currency swaps 10,820 10,820 — 10,820 — Interest rate swaps (1,610) (1,610) — (1,610) — Foreign currency forward contracts, net 2,860 2,860 — 2,860 — December 31, 2017 Carrying Fair Value Amount Total Level 1 Level 2 Level 3 (Dollars in thousands) Cash and cash equivalents $ 63,551 $ 63,551 $ 63,551 $ — $ — Loans payable (16,360) (16,360) — (16,360) — Term loan facility, maturing 2024 (1) (645,242) (646,979) — (646,979) — Revolving credit facility, maturing 2022 (78,000) (79,295) — (79,295) — Other long-term notes payable (7,112) (3,973) — (3,973) — Interest rate swaps 1,616 1,616 — 1,616 — Interest rate swaps (124) (124) — (124) — Foreign currency forward contracts, net (469) (469) — (469) — (1) The carrying values of the term loan facility are net of unamortized debt issuance costs of $5.3 million and $7.5 million for the period ended June 30, 2018, and December 31, 2017, respectively. |
Schedule of Cash Flow Hedges Amount of Loss Recognized in AOCL and the Amount of Loss Reclassified into Earnings | The amount of (loss) gain recognized in AOCL and the amount of (loss) gain reclassified into earnings for the three months ended June 30, 2018 and 2017, follow: Amount of Gain Amount of (Loss) Gain Reclassified from Location of (Loss) Gain Recognized in AOCL AOCL into Income Reclassified from 2018 2017 2018 2017 AOCL into Income (Dollars in thousands) Interest rate swaps $ (1,947) $ — $ 125 $ — Interest expense Cross currency swaps 9,429 — 888 — Interest expense $ 1,013 $ Total Interest expense Cross currency swaps — — 10,315 — Foreign currency losses, net $ 10,315 $ — Total Foreign currency losses, net The amount of gain recognized in AOCL and the amount of (loss) gain reclassified into earnings for the six months ended June 30, 2018 and 2017, follow: Amount of (Loss) Gain Amount of Gain Reclassified from Location of (Loss) Gain Recognized in AOCL AOCL into Income Reclassified from 2018 2017 2018 2017 AOCL into Income (Dollars in thousands) Interest rate swaps $ (374) $ — $ (11) $ — Interest expense Cross currency swaps 9,429 — 888 — Interest expense $ 877 $ — Total Interest expense Cross currency swap — — 10,315 — Foreign currency losses, net $ 10,315 $ — Total Foreign currency losses, net |
Schedule of Net Investment Hedges Amount of Loss Recognized in AOCL and the Amount of Loss Reclassified into Earnings | The amount of gain recognized in AOCL, the amount reclassified into earnings and the amount of gain recognized in income on derivative (amount excluded from effectiveness testing) for the three months ended June 30, 2018 and 2017, follow Amount of Gain Amount of Gain Recognized in Amount of Gain Reclassified from Income on Derivative (Amount Recognized in AOCL AOCL into Income Excluded from Effectiveness Testing) Location of Gain 2018 2017 2018 2017 2018 2017 in Earnings (Dollars in thousands) Cross currency swaps $ 2,774 $ — $ — $ — $ 495 $ — Interest expense Net investment hedge — (6,828) — — — — The amount of gain (loss) recognized in AOCL, the amount reclassified into earnings and the amount of gain recognized in income on derivative (amount excluded from effectiveness testing) for the six months ended June 30, 2018 and 2017, follow Amount of Gain Amount of Gain Recognized in Amount of Gain (Loss) Reclassified from Income on Derivative (Amount Recognized in AOCL AOCL into Income Excluded from Effectiveness Testing) Location of Gain 2018 2017 2018 2017 2018 2017 in Earnings (Dollars in thousands) Cross currency swaps $ 2,774 $ — $ — $ — $ 495 $ — Interest expense Net investment hedge (860) (6,828) — — — — |
Effect On Derivative Instruments On Consolidated Statements Of Operations | Amount of Gain (Loss) Recognized in Earnings Three Months Ended June 30, 2018 2017 Location of Gain (Loss) in Earnings (Dollars in thousands) Foreign currency forward contracts $ 1,020 $ (2,954) Foreign currency losses, net Amount of Gain (Loss) Recognized in Earnings Six Months Ended June 30, 2018 2017 Location of Gain (Loss) in Earnings (Dollars in thousands) Foreign currency forward contracts $ 1,411 $ (2,711) Foreign currency losses, net |
Fair Value Of Derivative Instruments On Consolidated Balance Sheets | June 30, December 31, 2018 2017 Balance Sheet Location (Dollars in thousands) Asset derivatives: Interest rate swaps $ — $ 1,616 Other non-current assets Cross currency swaps 8,980 — Other current assets Cross currency swaps 3,043 — Other non-current assets Foreign currency forward contracts 3,640 661 Other current assets Liability derivatives: Interest rate swaps (1,243) (124) Accrued expenses and other current liabilities Interest rate swaps (367) — Other non-current liabilities Cross currency swaps (1,203) — Other non-current liabilities Foreign currency forward contracts $ (780) $ (1,130) Accrued expenses and other current liabilities |
Retirement Benefits (Tables)
Retirement Benefits (Tables) | 6 Months Ended |
Jun. 30, 2018 | |
Retirement Benefits [Abstract] | |
Net Periodic Benefit (Credit) Cost | U.S. Pension Plans Non-U.S. Pension Plans Other Benefit Plans Three Months Ended June 30, 2018 2017 2018 2017 2018 2017 (Dollars in thousands) Service cost $ 3 $ 4 $ 447 $ 423 $ 1 $ — Interest cost 2,788 3,666 667 606 183 211 Expected return on plan assets (3,995) (4,740) (225) (222) — — Amortization of prior service cost — 2 10 11 — — Net periodic benefit (credit) cost $ (1,204) $ (1,068) $ 899 $ 818 $ 184 $ 211 Net periodic benefit (credit) cost for the six months ended June 30, 2018 and 2017, respectively, follow: U.S. Pension Plans Non-U.S. Pension Plans Other Benefit Plans Six Months Ended June 30, 2018 2017 2018 2017 2018 2017 (Dollars in thousands) Service cost $ 6 $ 9 $ 908 $ 827 $ 1 $ — Interest cost 5,576 7,331 1,356 1,179 366 422 Expected return on plan assets (7,989) (9,479) (459) (432) — — Amortization of prior service cost — 3 22 21 — — Net periodic benefit (credit) cost $ (2,407) $ (2,136) $ 1,827 $ 1,595 $ 367 $ 422 |
Stock-Based Compensation (Table
Stock-Based Compensation (Tables) | 6 Months Ended |
Jun. 30, 2018 | |
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 $ 8.91 Expected life, in years 5.4 Risk-free interest rate 2.7 % Expected volatility 39.7 % |
Restructuring And Optimizatio35
Restructuring And Optimization Programs (Tables) | 6 Months Ended |
Jun. 30, 2018 | |
Restructuring And Optimization Programs [Abstract] | |
Summary Of Accruals Related To Restructuring And Cost Reduction Programs | Employee Other Severance Costs Total (Dollars in thousands) Balances at December 31, 2017 $ 2,286 $ 1,234 $ 3,520 Restructuring charges 3,432 4,442 7,874 Cash payments (3,237) (283) (3,520) Non-cash items (91) (3,534) (3,625) Balances at June 30, 2018 $ 2,390 $ 1,859 $ 4,249 |
Earnings Per Share (Tables)
Earnings Per Share (Tables) | 6 Months Ended |
Jun. 30, 2018 | |
Earnings Per Share [Abstract] | |
Calculations Of Basic And Diluted Earnings Per Share | Three Months Ended Six Months Ended June 30, June 30, 2018 2017 2018 2017 (Dollars in thousands, except per share amounts) Basic earnings per share computation: Net income attributable to Ferro Corporation common shareholders $ 29,668 $ 21,025 $ 53,059 $ 42,923 Weighted-average common shares outstanding 84,341 83,673 84,284 83,602 Basic earnings per share attributable to Ferro Corporation common shareholders $ 0.35 $ 0.25 $ 0.63 $ 0.51 Diluted earnings per share computation: Net income attributable to Ferro Corporation common shareholders $ 29,668 $ 21,025 $ 53,059 $ 42,923 Weighted-average common shares outstanding 84,341 83,673 84,284 83,602 Assumed exercise of stock options 791 677 818 599 Assumed satisfaction of restricted stock unit conditions 281 425 271 376 Assumed satisfaction of performance stock unit conditions 176 502 172 503 Weighted-average diluted shares outstanding 85,589 85,277 85,545 85,080 Diluted earnings per share attributable to Ferro Corporation common shareholders $ 0.35 $ 0.25 $ 0.62 $ 0.50 |
Accumulated Other Comprehensi37
Accumulated Other Comprehensive Loss (Tables) | 6 Months Ended |
Jun. 30, 2018 | |
Accumulated Other Comprehensive Loss [Abstract] | |
Changes In Accumulated Other Comprehensive (Loss) Income By Component, Net Of Tax | Three Months Ended June 30, Postretirement Net Gain Benefit Liability Translation on Cash Adjustments Adjustments Flow Hedges Total (Dollars in thousands) Balances at March 31, 2017 $ 1,137 $ (100,613) $ — $ (99,476) Other comprehensive income before reclassifications, before tax — 13,790 — 13,790 Reclassification to earnings: Postretirement benefit liabilities loss, before tax 18 — — 18 Current period other comprehensive (loss) income, before tax 18 13,790 — 13,808 Tax effect 2 — — 2 Current period other comprehensive income (loss), net of tax 16 13,790 — 13,806 Balances at June 30, 2017 $ 1,153 $ (86,823) $ — $ (85,670) Balances at March 31, 2018 $ 1,172 $ (71,919) $ 2,259 $ (68,488) Other comprehensive (loss) income before reclassifications, before tax — (29,482) 10,256 (19,226) Reclassification to earnings: Postretirement benefit liabilities income, before tax 6 — — 6 Cash flow hedge income, before tax — — (11,823) (11,823) Current period other comprehensive income (loss), before tax 6 (29,482) (1,567) (31,043) Tax effect (4) 526 (231) 291 Current period other comprehensive (loss) income, net of tax 10 (30,008) (1,336) (31,334) Balances at June 30, 2018 $ 1,182 $ (101,927) $ 923 $ (99,822) Six Months Ended June 30, Postretirement Net Gain Benefit Liability Translation on Cash Adjustments Adjustments Flow Hedges Total (Dollars in thousands) Balances at December 31, 2016 $ 1,141 $ (107,784) $ — $ (106,643) Other comprehensive income before reclassifications, before tax — 20,961 — 20,961 Reclassification to earnings: Postretirement benefit liabilities loss, before tax 9 — — 9 Current period other comprehensive (loss) income, before tax 9 20,961 — 20,970 Tax effect (3) — — (3) Current period other comprehensive income, net of tax 12 20,961 — 20,973 Balances at June 30, 2017 $ 1,153 $ (86,823) $ — $ (85,670) Balances at December 31, 2017 $ 1,165 $ (77,578) $ 945 $ (75,468) Other comprehensive (loss) income before reclassifications, before tax — (24,021) 11,829 (12,192) Reclassification to earnings: Postretirement benefit liabilities income, before tax 22 — — 22 Cash flow hedge income, before tax — — (11,687) (11,687) Current period other comprehensive income (loss), before tax 22 (24,021) 142 (23,857) Tax effect 5 328 164 497 Current period other comprehensive income (loss), net of tax 17 (24,349) (22) (24,354) Balances at June 30, 2018 $ 1,182 $ (101,927) $ 923 $ (99,822) |
Reporting For Segments (Tables)
Reporting For Segments (Tables) | 6 Months Ended |
Jun. 30, 2018 | |
Reporting For Segments [Abstract] | |
Net Sales To External Customers By Segment | Three Months Ended Six Months Ended June 30, June 30, 2018 2017 2018 2017 (Dollars in thousands) Performance Coatings $ 193,449 $ 151,746 $ 378,097 $ 278,311 Performance Colors and Glass 126,027 106,637 246,532 210,155 Color Solutions 96,763 90,249 197,142 180,721 Total net sales $ 416,239 $ 348,632 $ 821,771 $ 669,187 |
Segment's Gross Profit And Reconciliations To Income Before Income Taxes | Three Months Ended Six Months Ended June 30, June 30, 2018 2017 2018 2017 (Dollars in thousands) Performance Coatings $ 50,297 $ 40,246 $ 94,062 $ 73,735 Performance Colors and Glass 45,362 40,087 88,690 77,505 Color Solutions 31,541 28,416 63,690 56,598 Other cost of sales (555) (407) (1,111) (702) Total gross profit 126,645 108,342 245,331 207,136 Selling, general and administrative expenses 70,124 62,981 143,216 122,427 Restructuring and impairment charges 3,768 3,224 7,874 6,242 Other expense, net 12,528 12,213 22,904 19,284 Income before income taxes $ 40,225 $ 29,924 $ 71,337 $ 59,183 |
Recent Accounting Pronounceme39
Recent Accounting Pronouncements (Narrative) (Details) - USD ($) $ in Thousands | 3 Months Ended | 6 Months Ended | ||
Jun. 30, 2017 | Jun. 30, 2017 | Jun. 30, 2018 | Dec. 31, 2017 | |
Increase to prior year retained earnings | $ 4,141 | |||
Increase in deferred income taxes | 109,404 | $ 108,025 | ||
Decrease to other receivables | 66,519 | $ 67,137 | ||
Accounting Standards Update 2017-07 [Member] | ||||
Reclassification of income from Selling, general and administrative expenses to Other income, expense, net | $ 500 | $ 1,000 | ||
Accounting Standards Update 2016-16 [Member] | ||||
Increase to prior year retained earnings | 4,100 | |||
Increase in deferred income taxes | 4,700 | |||
Decrease to other receivables | $ 600 |
Revenue (Summary Of Revenues Di
Revenue (Summary Of Revenues Disaggregated By Geography By Reportable Segment) (Details) - USD ($) $ in Thousands | 3 Months Ended | 6 Months Ended | ||
Jun. 30, 2018 | Jun. 30, 2017 | Jun. 30, 2018 | Jun. 30, 2017 | |
Total net sales | $ 416,239 | $ 348,632 | $ 821,771 | $ 669,187 |
EMEA [Member] | ||||
Total net sales | 226,035 | 171,367 | 446,978 | 320,289 |
United States [Member] | ||||
Total net sales | 91,491 | 88,615 | 183,027 | 176,994 |
Asia Pacific [Member] | ||||
Total net sales | 57,724 | 47,660 | 110,124 | 91,869 |
Latin America [Member] | ||||
Total net sales | 40,989 | 40,990 | 81,642 | 80,035 |
Performance Coatings [Member] | ||||
Total net sales | 193,449 | 151,746 | 378,097 | 278,311 |
Performance Coatings [Member] | EMEA [Member] | ||||
Total net sales | 126,133 | 88,814 | 245,249 | 157,973 |
Performance Coatings [Member] | United States [Member] | ||||
Total net sales | 11,715 | 11,604 | 24,534 | 22,362 |
Performance Coatings [Member] | Asia Pacific [Member] | ||||
Total net sales | 29,129 | 23,089 | 55,076 | 44,406 |
Performance Coatings [Member] | Latin America [Member] | ||||
Total net sales | 26,472 | 28,239 | 53,238 | 53,570 |
Performance Colors And Glass [Member] | ||||
Total net sales | 126,027 | 106,637 | 246,532 | 210,155 |
Performance Colors And Glass [Member] | EMEA [Member] | ||||
Total net sales | 63,675 | 47,592 | 125,019 | 92,178 |
Performance Colors And Glass [Member] | United States [Member] | ||||
Total net sales | 38,504 | 37,832 | 75,595 | 76,936 |
Performance Colors And Glass [Member] | Asia Pacific [Member] | ||||
Total net sales | 18,063 | 15,796 | 34,578 | 30,429 |
Performance Colors And Glass [Member] | Latin America [Member] | ||||
Total net sales | 5,785 | 5,417 | 11,340 | 10,612 |
Color Solutions [Member] | ||||
Total net sales | 96,763 | 90,249 | 197,142 | 180,721 |
Color Solutions [Member] | EMEA [Member] | ||||
Total net sales | 36,227 | 34,961 | 76,710 | 70,138 |
Color Solutions [Member] | United States [Member] | ||||
Total net sales | 41,272 | 39,179 | 82,898 | 77,696 |
Color Solutions [Member] | Asia Pacific [Member] | ||||
Total net sales | 10,532 | 8,775 | 20,470 | 17,034 |
Color Solutions [Member] | Latin America [Member] | ||||
Total net sales | $ 8,732 | $ 7,334 | $ 17,064 | $ 15,853 |
Aquisitions (Narrative) (Detail
Aquisitions (Narrative) (Details) $ in Thousands, € in Millions | Jun. 29, 2018USD ($) | Mar. 01, 2018USD ($) | Nov. 01, 2017EUR (€) | Nov. 01, 2017USD ($) | Aug. 03, 2017USD ($) | Aug. 02, 2017USD ($) | Apr. 24, 2017EUR (€) | Apr. 24, 2017USD ($) | Jun. 30, 2018USD ($) | Jun. 30, 2017USD ($) | Jun. 30, 2018USD ($) | Jun. 30, 2017USD ($) | Dec. 31, 2017USD ($) | Nov. 01, 2017USD ($) | Apr. 24, 2017USD ($) |
Business Acquisition [Line Items] | |||||||||||||||
Net sales | $ 416,239 | $ 348,632 | $ 821,771 | $ 669,187 | |||||||||||
Net income (loss) attributable to Ferro Corporation common shareholders | 29,668 | 21,025 | 53,059 | 42,923 | |||||||||||
Goodwill | 199,172 | 199,172 | $ 195,369 | ||||||||||||
Performance Coatings [Member] | |||||||||||||||
Business Acquisition [Line Items] | |||||||||||||||
Net sales | 193,449 | 151,746 | 378,097 | 278,311 | |||||||||||
Goodwill | 42,028 | 42,028 | 38,236 | ||||||||||||
Performance Colors And Glass [Member] | |||||||||||||||
Business Acquisition [Line Items] | |||||||||||||||
Net sales | 126,027 | $ 106,637 | 246,532 | $ 210,155 | |||||||||||
Goodwill | 115,054 | 115,054 | $ 114,598 | ||||||||||||
PT Ferro Materials Utama (“FMU”) [Member] | |||||||||||||||
Business Acquisition [Line Items] | |||||||||||||||
Business acquisition, percentage of voting interests acquired | 66.00% | ||||||||||||||
Ownership, percentage | 100.00% | ||||||||||||||
Equity Method Investment, Realized Gain (Loss) on Disposal | 2,600 | ||||||||||||||
Cash payments to acquire businesses | $ 2,700 | ||||||||||||||
Forgiveness of debt | $ 9,200 | ||||||||||||||
Endeka Group ("Endeka") [Member] | |||||||||||||||
Business Acquisition [Line Items] | |||||||||||||||
Business acquisition, percentage of voting interests acquired | 100.00% | 100.00% | |||||||||||||
Business acquisition | € 72.8 | $ 84,800 | |||||||||||||
Net sales | 30,500 | 61,200 | |||||||||||||
Net income (loss) attributable to Ferro Corporation common shareholders | 4,800 | 8,800 | |||||||||||||
Acquisition related costs | 500 | ||||||||||||||
Personal and real property | 17,700 | 17,700 | |||||||||||||
Decrease in carrying amount of personal and real property | 4,100 | ||||||||||||||
Deferred tax asset | 24,100 | 24,100 | |||||||||||||
Debt | € 13.1 | $ 15,300 | |||||||||||||
Net working capital | 44,100 | 44,100 | |||||||||||||
Noncontrolling interest | 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 | $ 1,400 | $ 3,000 | |||||||||||||
Dip Tech Ltd. (“Dip-Tech”) [Member] | |||||||||||||||
Business Acquisition [Line Items] | |||||||||||||||
Business acquisition, percentage of voting interests acquired | 100.00% | ||||||||||||||
Business acquisition | $ 77,000 | ||||||||||||||
Net sales | 7,000 | 10,900 | |||||||||||||
Net income (loss) attributable to Ferro Corporation common shareholders | (1,600) | (4,000) | |||||||||||||
Cash payments to acquire businesses | 60,100 | ||||||||||||||
Business Combination, Contingent Consideration, Liability | 16,900 | ||||||||||||||
Acquisition related costs | 100 | ||||||||||||||
Amortizable intangible assets | 41,200 | ||||||||||||||
Goodwill | 33,500 | ||||||||||||||
Personal and real property | 3,200 | ||||||||||||||
Deferred tax liabilities | 7,200 | ||||||||||||||
Net working capital | 1,200 | ||||||||||||||
Acquired intangible asset amortization costs | 1,000 | 2,000 | |||||||||||||
Research and development costs | $ 1,800 | $ 3,300 | |||||||||||||
Acquired indefinite-lived intangible assets | $ 5,100 | ||||||||||||||
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 | € 18.7 | $ 20,300 | |||||||||||||
Amortizable intangible assets | $ 6,000 | ||||||||||||||
Goodwill | 5,200 | ||||||||||||||
Personal and real property | 6,100 | ||||||||||||||
Deferred tax liabilities | 2,000 | ||||||||||||||
Debt | € 5.7 | 6,200 | |||||||||||||
Net working capital | $ 5,000 |
Inventories (Narrative) (Detail
Inventories (Narrative) (Details) - USD ($) $ in Millions | 3 Months Ended | 6 Months Ended | |||
Jun. 30, 2018 | Jun. 30, 2017 | Jun. 30, 2018 | Jun. 30, 2017 | Dec. 31, 2017 | |
Inventories [Abstract] | |||||
Terms of precious metals consignment agreements, maximum | 1 year | ||||
Fees under precious metals consignment agreements | $ 0.4 | $ 0.3 | $ 0.8 | $ 0.5 | |
Fair value of precious metals on hand under consignment agreements | $ 44.1 | $ 44.1 | $ 37.7 |
Inventories (Inventories) (Deta
Inventories (Inventories) (Details) - USD ($) $ in Thousands | Jun. 30, 2018 | Dec. 31, 2017 |
Inventories [Abstract] | ||
Raw materials | $ 135,595 | $ 112,300 |
Work in process | 58,591 | 39,454 |
Finished goods | 187,577 | 172,426 |
Total inventories | $ 381,763 | $ 324,180 |
Property, Plant And Equipment (
Property, Plant And Equipment (Narrative) (Details) - USD ($) $ in Millions | 6 Months Ended | ||
Jun. 30, 2018 | Jun. 30, 2017 | Dec. 31, 2017 | |
Property, Plant And Equipment [Abstract] | |||
Total accumulated depreciation | $ 515.1 | $ 502.9 | |
Unpaid capital expenditure liabilities | $ 3.8 | $ 3.8 |
Goodwill And Other Intangible45
Goodwill And Other Intangible Assets (Details and Activity of Goodwill by Segment) (Details) $ in Thousands | 6 Months Ended |
Jun. 30, 2018USD ($) | |
Acquired Finite-Lived Intangible Assets [Line Items] | |
Goodwill, net, beginning balance | $ 195,369 |
Acquisitions | 6,431 |
Foreign currency adjustments | (2,628) |
Goodwill, net, ending balance | 199,172 |
Performance Coatings [Member] | |
Acquired Finite-Lived Intangible Assets [Line Items] | |
Goodwill, net, beginning balance | 38,236 |
Acquisitions | 5,140 |
Foreign currency adjustments | (1,348) |
Goodwill, net, ending balance | 42,028 |
Color Solutions [Member] | |
Acquired Finite-Lived Intangible Assets [Line Items] | |
Goodwill, net, beginning balance | 42,535 |
Foreign currency adjustments | (445) |
Goodwill, net, ending balance | 42,090 |
Performance Colors And Glass [Member] | |
Acquired Finite-Lived Intangible Assets [Line Items] | |
Goodwill, net, beginning balance | 114,598 |
Acquisitions | 1,291 |
Foreign currency adjustments | (835) |
Goodwill, net, ending balance | $ 115,054 |
Goodwill And Other Intangible46
Goodwill And Other Intangible Assets (Summary of Impairment of Goodwill) (Details) - USD ($) $ in Thousands | Jun. 30, 2018 | Dec. 31, 2017 |
Goodwill And Other Intangible Assets [Abstract] | ||
Goodwill, gross | $ 257,639 | $ 253,836 |
Accumulated impairment | (58,467) | (58,467) |
Goodwill, net | $ 199,172 | $ 195,369 |
Goodwill And Other Intangible47
Goodwill And Other Intangible Assets (Details of Amortizable Intangible Assets) (Details) - USD ($) $ in Thousands | Jun. 30, 2018 | Dec. 31, 2017 |
Amortization Of Intangible Assets [Line Items] | ||
Total gross amortizable intangible assets | $ 230,361 | $ 234,796 |
Total accumulated amortization | (68,088) | (64,437) |
Amortizable intangible assets, net | 162,273 | 170,359 |
Patents [Member] | ||
Amortization Of Intangible Assets [Line Items] | ||
Total gross amortizable intangible assets | 5,210 | 5,279 |
Total accumulated amortization | (5,149) | (5,226) |
Land Rights [Member] | ||
Amortization Of Intangible Assets [Line Items] | ||
Total gross amortizable intangible assets | 4,893 | 4,947 |
Total accumulated amortization | (2,912) | (2,883) |
Technology/Know-how And Other [Member] | ||
Amortization Of Intangible Assets [Line Items] | ||
Total gross amortizable intangible assets | 127,765 | 131,070 |
Total accumulated amortization | (46,580) | (45,214) |
Customer Relationships [Member] | ||
Amortization Of Intangible Assets [Line Items] | ||
Total gross amortizable intangible assets | 92,493 | 93,500 |
Total accumulated amortization | $ (13,447) | $ (11,114) |
Goodwill And Other Intangible48
Goodwill And Other Intangible Assets (Schedule of Indefinite-Lived Intangible Assets) (Details) - USD ($) $ in Thousands | 6 Months Ended | 12 Months Ended |
Jun. 30, 2018 | Dec. 31, 2017 | |
Trade Names and Trademarks [Member] | ||
Indefinite-lived Intangible Assets [Line Items] | ||
Indefinite-lived intangible assets | $ 16,881 | $ 17,257 |
Debt (Narrative) (Details)
Debt (Narrative) (Details) | 3 Months Ended | 6 Months Ended | |||||
Jun. 30, 2018USD ($) | Jun. 30, 2017USD ($) | Jun. 30, 2018USD ($) | Jun. 30, 2017USD ($) | Jun. 30, 2018EUR (€) | Jun. 30, 2018USD ($) | Dec. 31, 2017USD ($) | |
Debt Instrument [Line Items] | |||||||
Additional commitments under the revolving line of credit or term loans | $ 250,000,000 | ||||||
Loss on extinguishment of debt | $ 3,226,000 | 3,226,000 | $ 3,905,000 | ||||
Long-term debt | $ 824,260,000 | $ 735,267,000 | |||||
Foreign currency (gains) losses, net | $ (2,660,000) | $ (4,868,000) | (4,500,000) | $ (4,554,000) | |||
Other Financing Arrangements [Member] | |||||||
Debt Instrument [Line Items] | |||||||
Debt facility amount | 43,300,000 | 64,500,000 | |||||
Additional borrowings available | $ 21,100,000 | 39,400,000 | |||||
2014 Credit Facility [Member] | |||||||
Debt Instrument [Line Items] | |||||||
Loss on extinguishment of debt | 3,900,000 | ||||||
Revolving Credit Facility [Member] | |||||||
Debt Instrument [Line Items] | |||||||
Loss on extinguishment of debt | $ 3,200,000 | ||||||
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 | 2.50% | 2.50% | |||||
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 | 1.50% | 1.50% | |||||
Revolving Credit Facility [Member] | Base Rate [Member] | Maximum [Member] | |||||||
Debt Instrument [Line Items] | |||||||
Applicable margin percentage | 1.50% | 1.50% | |||||
Revolving Credit Facility [Member] | Base Rate [Member] | Minimum [Member] | |||||||
Debt Instrument [Line Items] | |||||||
Applicable margin percentage | 0.50% | 0.50% | |||||
Revolving Credit Facility, Maturing 2022 [Member] | |||||||
Debt Instrument [Line Items] | |||||||
Long-term debt | $ 580,000 | $ 78,000,000 | |||||
Amended Credit Facility [Member] | |||||||
Debt Instrument [Line Items] | |||||||
Debt stated interest rate | 4.09% | 4.09% | |||||
Borrowings under revolving line of credit | $ 600,000 | ||||||
Additional borrowings available | $ 494,800,000 | ||||||
Secured Debt [Member] | Secured Term Loan Facility $355 Million [Member] | |||||||
Debt Instrument [Line Items] | |||||||
Debt stated interest rate | 4.58% | 4.58% | |||||
Long-term debt | $ 354,100,000 | ||||||
Secured Debt [Member] | Secured Term Loan Facility $235 Million [Member] | |||||||
Debt Instrument [Line Items] | |||||||
Debt stated interest rate | 4.58% | 4.58% | |||||
Long-term debt | $ 234,400,000 | ||||||
Secured Debt [Member] | Secured Term Loan Facility $230 Million [Member] | |||||||
Debt Instrument [Line Items] | |||||||
Debt stated interest rate | 4.58% | 4.58% | |||||
Long-term debt | $ 229,400,000 | ||||||
Secured Debt [Member] | Secured Term Loan Facility $375.5 Million [Member] | |||||||
Debt Instrument [Line Items] | |||||||
Term of debt instrument/credit facility | 7 years | ||||||
Debt amount issued | 357,500,000 | ||||||
Secured Debt [Member] | Secured Term Loan Facility $300 Million [Member] | |||||||
Debt Instrument [Line Items] | |||||||
Term of debt instrument/credit facility | 7 years | ||||||
Debt amount issued | 300,000,000 | ||||||
Secured Debt [Member] | Secured Euro Term Loan Facility €250 Million [Member] | |||||||
Debt Instrument [Line Items] | |||||||
Term of debt instrument/credit facility | 7 years | ||||||
Debt amount issued | € | € 250,000,000 | ||||||
Secured Debt [Member] | Secured Term Loan Facility [Member] | |||||||
Debt Instrument [Line Items] | |||||||
Additional borrowings available under the term loan facility | $ 0 | ||||||
Secured Debt [Member] | Federal Funds Effective Swap Rate [Member] | Secured Term Loan Facility [Member] | |||||||
Debt Instrument [Line Items] | |||||||
Debt instrument, basis spread on variable rate | 0.50% | ||||||
Secured Debt [Member] | London Interbank Offered Rate (LIBOR) [Member] | Secured Term Loan Facility [Member] | |||||||
Debt Instrument [Line Items] | |||||||
Debt instrument, basis spread on variable rate | 1.00% | ||||||
Applicable margin percentage | 2.25% | 2.25% | |||||
Secured Debt [Member] | London Interbank Offered Rate (LIBOR) [Member] | Minimum [Member] | Secured Term Loan Facility [Member] | |||||||
Debt Instrument [Line Items] | |||||||
Debt instrument, basis spread on variable rate | 0.00% | ||||||
Secured Debt [Member] | Base Rate [Member] | Secured Term Loan Facility [Member] | |||||||
Debt Instrument [Line Items] | |||||||
Applicable margin percentage | 1.25% | 1.25% | |||||
Secured Debt [Member] | 2014 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 | ||||||
Secured Debt [Member] | Amended Credit Facility [Member] | |||||||
Debt Instrument [Line Items] | |||||||
Debt facility amount | 500,000,000 | ||||||
Equal quarterly installments in an amount equal to percentage of the original principal amount of the term loans | 0.25% | ||||||
Secured Debt [Member] | Amended Credit Facility [Member] | Secured Term Loan Facility $355 Million [Member] | |||||||
Debt Instrument [Line Items] | |||||||
Debt amount issued | 355,000,000 | ||||||
Secured Debt [Member] | Amended Credit Facility [Member] | Secured Term Loan Facility $235 Million [Member] | |||||||
Debt Instrument [Line Items] | |||||||
Debt amount issued | 235,000,000 | ||||||
Secured Debt [Member] | Amended Credit Facility [Member] | Secured Term Loan Facility $230 Million [Member] | |||||||
Debt Instrument [Line Items] | |||||||
Debt amount issued | $ 230,000,000 | ||||||
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 | Jun. 30, 2018 | Dec. 31, 2017 |
Short-term Debt [Line Items] | ||
Loans payable and current portion of long-term debt | $ 25,739 | $ 25,136 |
Loans Payable [Member] | ||
Short-term Debt [Line Items] | ||
Loans payable and current portion of long-term debt | 16,494 | 16,360 |
Current Portion Of Long-Term Debt [Member] | ||
Short-term Debt [Line Items] | ||
Loans payable and current portion of long-term debt | $ 9,245 | $ 8,776 |
Debt (Summary Of Long Term Debt
Debt (Summary Of Long Term Debt) (Details) - USD ($) $ in Thousands | Jun. 30, 2018 | Dec. 31, 2017 |
Debt Instrument [Line Items] | ||
Long-term debt | $ 824,260 | $ 735,267 |
Current portion of long-term debt | (9,245) | (8,776) |
Long-term debt, less current portion | 815,015 | 726,491 |
Term Loan Facility, Maturing 2024 [Member] | ||
Debt Instrument [Line Items] | ||
Long-term debt | 812,665 | 645,242 |
Unamortized debt issuance costs | 5,300 | 7,500 |
Revolving Credit Facility, Maturing 2022 [Member] | ||
Debt Instrument [Line Items] | ||
Long-term debt | 580 | 78,000 |
Capital Lease Obligations [Member] | ||
Debt Instrument [Line Items] | ||
Long-term debt | 4,425 | 4,913 |
Other Notes [Member] | ||
Debt Instrument [Line Items] | ||
Long-term debt | $ 6,590 | $ 7,112 |
Financial Instruments (Narrativ
Financial Instruments (Narrative) (Details) | 3 Months Ended | 6 Months Ended | |||||
Jun. 30, 2018USD ($) | Jun. 30, 2017USD ($) | Jun. 30, 2018USD ($) | Jun. 30, 2017USD ($) | Dec. 31, 2017USD ($) | Jun. 30, 2017EUR (€) | Jun. 30, 2017USD ($) | |
Gain (loss) from the change in fair value of financial instruments | $ 1,000,000 | $ (3,000,000) | $ 1,400,000 | $ (2,700,000) | |||
Notional amount | 345,300,000 | 345,300,000 | $ 238,500,000 | ||||
Interest Rate Swaps [Member] | Cash Flow Hedging [Member] | |||||||
Notional amount | 319,200,000 | 319,200,000 | |||||
Interest Rate Cash Flow Hedge Gain (Loss) to be Reclassified During Next 12 Months, Net | 1,200,000 | 1,200,000 | |||||
Cross Currency Swaps [Member] | Cash Flow Hedging [Member] | |||||||
Notional amount | 230,000,000 | 230,000,000 | |||||
Foreign Currency Cash Flow Hedge Gain (Loss) to be Reclassified During Next 12 Months | 5,500,000 | 5,500,000 | |||||
Cross Currency Swaps [Member] | Net Investment Hedging [Member] | |||||||
Notional amount | $ 117,500,000 | $ 117,500,000 | |||||
Secured Debt [Member] | Interest Rate Swaps [Member] | Cash Flow Hedging [Member] | |||||||
Debt amount issued | € 90,000,000 | $ 150,000,000 |
Financial Instruments (Financia
Financial Instruments (Financial Instruments Assets (Liabilities) Measured At Fair Value) (Details) - USD ($) $ in Thousands | Jun. 30, 2018 | Dec. 31, 2017 |
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Cash and cash equivalents | $ 44,886 | $ 63,551 |
Loans payable | (16,494) | (16,360) |
Other long-term notes payable | (4,073) | (3,973) |
Foreign currency forward contracts, net | 2,860 | (469) |
Carrying Amount [Member] | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Cash and cash equivalents | 44,886 | 63,551 |
Loans payable | (16,494) | (16,360) |
Other long-term notes payable | (6,590) | (7,112) |
Foreign currency forward contracts, net | 2,860 | (469) |
Cross Currency Swaps [Member] | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Derivative asset | 10,820 | |
Cross Currency Swaps [Member] | Carrying Amount [Member] | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Derivative asset | 10,820 | |
Interest Rate Swaps [Member] | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Derivative asset | 1,616 | |
Derivative liability | (1,610) | (124) |
Interest Rate Swaps [Member] | Carrying Amount [Member] | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Derivative asset | 1,616 | |
Derivative liability | (1,610) | (124) |
Revolving Credit Facility, Maturing 2023 [Member] | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Line of credit facility | (573) | |
Revolving Credit Facility, Maturing 2023 [Member] | Carrying Amount [Member] | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Line of credit facility | (580) | |
Revolving Credit Facility, Maturing 2022 [Member] | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Line of credit facility | (79,295) | |
Revolving Credit Facility, Maturing 2022 [Member] | Carrying Amount [Member] | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Line of credit facility | (78,000) | |
Term Loan Facility, Maturing 2024 [Member] | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Line of credit facility | (807,468) | (646,979) |
Unamortized debt issuance costs | 5,300 | 7,500 |
Term Loan Facility, Maturing 2024 [Member] | Carrying Amount [Member] | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Line of credit facility | (812,665) | (645,242) |
Level 1 [Member] | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Cash and cash equivalents | 44,886 | 63,551 |
Level 2 [Member] | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Loans payable | (16,494) | (16,360) |
Other long-term notes payable | (4,073) | (3,973) |
Foreign currency forward contracts, net | 2,860 | (469) |
Level 2 [Member] | Cross Currency Swaps [Member] | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Derivative asset | 10,820 | |
Level 2 [Member] | Interest Rate Swaps [Member] | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Derivative asset | 1,616 | |
Derivative liability | (1,610) | (124) |
Level 2 [Member] | Revolving Credit Facility, Maturing 2023 [Member] | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Line of credit facility | (573) | |
Level 2 [Member] | Revolving Credit Facility, Maturing 2022 [Member] | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Line of credit facility | (79,295) | |
Level 2 [Member] | Term Loan Facility, Maturing 2024 [Member] | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Line of credit facility | (807,468) | $ (646,979) |
Level 3 [Member] | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Cash and cash equivalents | ||
Loans payable | ||
Other long-term notes payable | ||
Foreign currency forward contracts, net | ||
Level 3 [Member] | Cross Currency Swaps [Member] | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Derivative asset | ||
Level 3 [Member] | Interest Rate Swaps [Member] | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Derivative liability | ||
Level 3 [Member] | Revolving Credit Facility, Maturing 2023 [Member] | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Line of credit facility | ||
Level 3 [Member] | Term Loan Facility, Maturing 2024 [Member] | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Line of credit facility |
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 | 6 Months Ended | ||
Jun. 30, 2018 | Jun. 30, 2017 | Jun. 30, 2018 | Jun. 30, 2017 | |
Net Investment Hedging [Member] | ||||
Amount of (Loss) Recognized in AOCI | $ (6,828) | $ (860) | $ (6,828) | |
Amount of Loss Reclassified from AOCI into Income | ||||
Amount of Gain Recognized in Income on Derivative (Amount Excluded from Effectiveness Testing) | ||||
Interest Expense [Member] | Cash Flow Hedging [Member] | ||||
Amount of Loss Reclassified from AOCI into Income | $ 1,013 | 877 | ||
Interest Expense [Member] | Cross Currency Swaps [Member] | ||||
Amount of (Loss) Recognized in AOCI | 2,774 | 2,774 | ||
Amount of Loss Reclassified from AOCI into Income | ||||
Amount of Gain Recognized in Income on Derivative (Amount Excluded from Effectiveness Testing) | 495 | 495 | ||
Interest Expense [Member] | Cross Currency Swaps [Member] | Cash Flow Hedging [Member] | ||||
Amount of (Loss) Recognized in AOCI | 9,429 | 9,429 | ||
Amount of Loss Reclassified from AOCI into Income | 888 | 888 | ||
Interest Expense [Member] | Interest Rate Swaps [Member] | Cash Flow Hedging [Member] | ||||
Amount of (Loss) Recognized in AOCI | (1,947) | (374) | ||
Amount of Loss Reclassified from AOCI into Income | 125 | (11) | ||
Foreign Currency Loss, Net [Member] | Cash Flow Hedging [Member] | ||||
Amount of Loss Reclassified from AOCI into Income | 10,315 | 10,315 | ||
Foreign Currency Loss, Net [Member] | Cross Currency Swaps [Member] | Cash Flow Hedging [Member] | ||||
Amount of Loss Reclassified from AOCI into Income | $ 10,315 | $ 10,315 |
Financial Instruments (Effect O
Financial Instruments (Effect On Derivative Instruments On Consolidated Statements Of Operations) (Details) - USD ($) $ in Thousands | 3 Months Ended | 6 Months Ended | ||
Jun. 30, 2018 | Jun. 30, 2017 | Jun. 30, 2018 | Jun. 30, 2017 | |
Foreign Currency Forward Contracts [Member] | Foreign Currency Loss, Net [Member] | Not Designated As Hedging Instrument [Member] | ||||
Derivative Instruments, Gain (Loss) [Line Items] | ||||
Amount of Gain Recognized in Earnings | $ 1,020 | $ (2,954) | $ 1,411 | $ (2,711) |
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 | Jun. 30, 2018 | Dec. 31, 2017 |
Other Non-current Assets [Member] | Interest Rate Swaps [Member] | ||
Derivatives, Fair Value [Line Items] | ||
Asset derivatives | $ 1,616 | |
Other Non-current Assets [Member] | Cross Currency Swaps [Member] | ||
Derivatives, Fair Value [Line Items] | ||
Asset derivatives | $ 3,043 | |
Other Current Assets [Member] | Cross Currency Swaps [Member] | ||
Derivatives, Fair Value [Line Items] | ||
Asset derivatives | 8,980 | |
Other Current Assets [Member] | Foreign Currency Forward Contracts [Member] | ||
Derivatives, Fair Value [Line Items] | ||
Asset derivatives | 3,640 | 661 |
Accrued Expenses And Other Current Liabilities [Member] | Interest Rate Swaps [Member] | ||
Derivatives, Fair Value [Line Items] | ||
Liability derivatives | (1,243) | (124) |
Accrued Expenses And Other Current Liabilities [Member] | Foreign Currency Forward Contracts [Member] | ||
Derivatives, Fair Value [Line Items] | ||
Liability derivatives | (780) | $ (1,130) |
Other Non-current Liabilities [Member] | Interest Rate Swaps [Member] | ||
Derivatives, Fair Value [Line Items] | ||
Liability derivatives | (367) | |
Other Non-current Liabilities [Member] | Cross Currency Swaps [Member] | ||
Derivatives, Fair Value [Line Items] | ||
Liability derivatives | $ (1,203) |
Income Taxes (Narrative) (Detai
Income Taxes (Narrative) (Details) - USD ($) $ in Thousands | 3 Months Ended | 6 Months Ended | 12 Months Ended | ||
Jun. 30, 2018 | Jun. 30, 2017 | Jun. 30, 2018 | Jun. 30, 2017 | Dec. 31, 2017 | |
Income Taxes [Abstract] | |||||
Income tax expense | $ 10,364 | $ 8,695 | $ 17,878 | $ 15,833 | |
Percentage of pre-tax income | 25.10% | 26.80% | |||
U.S. federal statutory income tax rate | 21.00% | 35.00% |
Contingent Liabilities (Details
Contingent Liabilities (Details) - USD ($) $ in Millions | Jun. 30, 2018 | Dec. 31, 2017 |
Contingent Liabilities [Abstract] | ||
Undiscounted remediation liability associated with environmentally contaminated non-operating facility | $ 5.7 | $ 6.7 |
Retirement Benefits (Net Period
Retirement Benefits (Net Periodic Benefit (Credit) Cost) (Details) - USD ($) $ in Thousands | 3 Months Ended | 6 Months Ended | ||
Jun. 30, 2018 | Jun. 30, 2017 | Jun. 30, 2018 | Jun. 30, 2017 | |
United States [Member] | ||||
Defined Benefit Plan Disclosure [Line Items] | ||||
Service cost | $ 3 | $ 4 | $ 6 | $ 9 |
Interest cost | 2,788 | 3,666 | 5,576 | 7,331 |
Expected return on plan assets | (3,995) | (4,740) | (7,989) | (9,479) |
Amortization of prior service cost | 2 | 3 | ||
Net periodic benefit (credit) cost | (1,204) | (1,068) | (2,407) | (2,136) |
Non-U.S. Pension Plans [Member] | ||||
Defined Benefit Plan Disclosure [Line Items] | ||||
Service cost | 447 | 423 | 908 | 827 |
Interest cost | 667 | 606 | 1,356 | 1,179 |
Expected return on plan assets | (225) | (222) | (459) | (432) |
Amortization of prior service cost | 10 | 11 | 22 | 21 |
Net periodic benefit (credit) cost | 899 | 818 | 1,827 | 1,595 |
Other Benefit Plans [Member] | ||||
Defined Benefit Plan Disclosure [Line Items] | ||||
Service cost | 1 | 1 | ||
Interest cost | 183 | 211 | 366 | 422 |
Expected return on plan assets | ||||
Amortization of prior service cost | ||||
Net periodic benefit (credit) cost | $ 184 | $ 211 | $ 367 | $ 422 |
Stock-Based Compensation (Narra
Stock-Based Compensation (Narrative) (Details) - USD ($) $ / shares in Units, $ in Millions | 3 Months Ended | 6 Months Ended | ||
Jun. 30, 2018 | Jun. 30, 2017 | Jun. 30, 2018 | Jun. 30, 2017 | |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||
Shares of common stock reserved under plan | 4,500,000 | 4,500,000 | ||
Recognized stock-based compensation expense | $ 1.4 | $ 2.7 | $ 3.8 | $ 5.4 |
Unearned compensation cost related to the unvested portion of all stock-based awards | $ 9.7 | $ 9.7 | ||
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 | $ 8.91 | |||
Performance Share Units [Member] | ||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||
Number of share based compensation units granted | 100,000 | |||
Weighted average grant date fair value | $ 22.92 | |||
Restricted Stock Units [Member] | ||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||
Number of share based compensation units granted | 100,000 | |||
Restricted stock unit vesting period | 3 years | |||
Weighted-average grant date fair value | $ 22.27 | $ 22.27 |
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] | 6 Months Ended |
Jun. 30, 2018$ / shares | |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |
Weighted-average grant-date fair value | $ 8.91 |
Expected life, in years | 5 years 4 months 24 days |
Risk-free interest rate | 2.70% |
Expected volatility | 39.70% |
Restructuring And Optimizatio62
Restructuring And Optimization Programs (Narrative) (Details) - USD ($) $ in Thousands | 3 Months Ended | 6 Months Ended | ||
Jun. 30, 2018 | Jun. 30, 2017 | Jun. 30, 2018 | Jun. 30, 2017 | |
Restructuring And Optimization Programs [Abstract] | ||||
Restructuring and impairment charges | $ 3,768 | $ 3,224 | $ 7,874 | $ 6,242 |
Equity method impairment charge | $ 1,500 | |||
Period expected for cash payments for employee benefits and other costs | over the next twelve months |
Restructuring And Optimizatio63
Restructuring And Optimization Programs (Summary Of Accruals Related To Restructuring And Cost Reduction Programs) (Details) $ in Thousands | 6 Months Ended |
Jun. 30, 2018USD ($) | |
Restructuring Cost and Reserve [Line Items] | |
Beginning balance | $ 3,520 |
Restructuring charges | 7,874 |
Cash payments | (3,520) |
Non-cash items | (3,625) |
Ending balance | 4,249 |
Employee Severance [Member] | |
Restructuring Cost and Reserve [Line Items] | |
Beginning balance | 2,286 |
Restructuring charges | 3,432 |
Cash payments | (3,237) |
Non-cash items | (91) |
Ending balance | 2,390 |
Other Costs [Member] | |
Restructuring Cost and Reserve [Line Items] | |
Beginning balance | 1,234 |
Restructuring charges | 4,442 |
Cash payments | (283) |
Non-cash items | (3,534) |
Ending balance | $ 1,859 |
Earnings Per Share (Narrative)
Earnings Per Share (Narrative) (Details) - shares shares in Millions | 3 Months Ended | 6 Months Ended | ||
Jun. 30, 2018 | Jun. 30, 2017 | Jun. 30, 2018 | Jun. 30, 2017 | |
Earnings Per Share [Abstract] | ||||
Anti-dilutive securities excluded from computation of earnings per share | 1.7 | 1.8 | 1.7 | 1.9 |
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 | 6 Months Ended | ||
Jun. 30, 2018 | Jun. 30, 2017 | Jun. 30, 2018 | Jun. 30, 2017 | |
Basic earnings per share computation: | ||||
Net income attributable to Ferro Corporation common shareholders | $ 29,668 | $ 21,025 | $ 53,059 | $ 42,923 |
Weighted-average common shares outstanding | 84,341 | 83,673 | 84,284 | 83,602 |
Basic earnings per share attributable to Ferro Corporation common shareholders | $ 0.35 | $ 0.25 | $ 0.63 | $ 0.51 |
Diluted earnings per share computation: | ||||
Net income attributable to Ferro Corporation common shareholders | $ 29,668 | $ 21,025 | $ 53,059 | $ 42,923 |
Weighted-average common shares outstanding | 84,341 | 83,673 | 84,284 | 83,602 |
Assumed exercise of stock options | 791 | 677 | 818 | 599 |
Assumed satisfaction of restricted stock unit conditions | 281 | 425 | 271 | 376 |
Assumed satisfaction of performance stock unit conditions | 176 | 502 | 172 | 503 |
Weighted-average diluted shares outstanding | 85,589 | 85,277 | 85,545 | 85,080 |
Diluted earnings per share attributable to Ferro Corporation common shareholders | $ 0.35 | $ 0.25 | $ 0.62 | $ 0.50 |
Share Repurchase Program (Detai
Share Repurchase Program (Details) | 6 Months Ended |
Jun. 30, 2018USD ($)$ / sharesshares | |
Share Repurchase Program [Abstract] | |
Stock Repurchase Program, Authorized Amount | $ 50,000,000 |
Purchase of treasury stock, shares | shares | 287,257 |
Treasury Stock Acquired, Average Cost Per Share | $ / shares | $ 20.94 |
Purchase of treasury stock | $ 6,014,000 |
Stock Repurchase Program, Remaining Authorized Repurchase Amount | $ 44,000,000 |
Accumulated Other Comprehensi67
Accumulated Other Comprehensive Loss (Changes In Accumulated Other Comprehensive Income (Loss) by Component, Net of Tax) (Details) - USD ($) $ in Thousands | 3 Months Ended | 6 Months Ended | ||
Jun. 30, 2018 | Jun. 30, 2017 | Jun. 30, 2018 | Jun. 30, 2017 | |
Accumulated Other Comprehensive Income (Loss) [Line Items] | ||||
Beginning Balances | $ 344,814 | |||
Ending Balances | $ 374,628 | 374,628 | ||
Accumulated Other Comprehensive (Loss) [Member] | ||||
Accumulated Other Comprehensive Income (Loss) [Line Items] | ||||
Beginning Balances | (68,488) | $ (99,476) | (75,468) | $ (106,643) |
Other comprehensive (loss) income before reclassifications, before tax | (19,226) | 13,790 | (12,192) | 20,961 |
Postretirement benefit liabilities loss, before tax | 6 | 18 | 22 | 9 |
Cash flow hedge income, before tax | (11,823) | (11,687) | ||
Current period other comprehensive (loss) income, before tax | (31,043) | 13,808 | (23,857) | 20,970 |
Tax effect | 291 | 2 | 497 | (3) |
Current period other comprehensive (loss) income, net of tax | (31,334) | 13,806 | (24,354) | 20,973 |
Ending Balances | (99,822) | (85,670) | (99,822) | (85,670) |
Postretirement Benefit Liability Adjustments [Member] | ||||
Accumulated Other Comprehensive Income (Loss) [Line Items] | ||||
Beginning Balances | 1,172 | 1,137 | 1,165 | 1,141 |
Postretirement benefit liabilities loss, before tax | 6 | 18 | 22 | 9 |
Current period other comprehensive (loss) income, before tax | 6 | 18 | 22 | 9 |
Tax effect | (4) | 2 | 5 | (3) |
Current period other comprehensive (loss) income, net of tax | 10 | 16 | 17 | 12 |
Ending Balances | 1,182 | 1,153 | 1,182 | 1,153 |
Translation Adjustments [Member] | ||||
Accumulated Other Comprehensive Income (Loss) [Line Items] | ||||
Beginning Balances | (71,919) | (100,613) | (77,578) | (107,784) |
Other comprehensive (loss) income before reclassifications, before tax | (29,482) | 13,790 | (24,021) | 20,961 |
Current period other comprehensive (loss) income, before tax | (29,482) | 13,790 | (24,021) | 20,961 |
Tax effect | 526 | 328 | ||
Current period other comprehensive (loss) income, net of tax | (30,008) | 13,790 | (24,349) | 20,961 |
Ending Balances | (101,927) | $ (86,823) | (101,927) | $ (86,823) |
Net Gain On Cash Flow Hedges [Member] | ||||
Accumulated Other Comprehensive Income (Loss) [Line Items] | ||||
Beginning Balances | 2,259 | 945 | ||
Other comprehensive (loss) income before reclassifications, before tax | 10,256 | 11,829 | ||
Cash flow hedge income, before tax | (11,823) | (11,687) | ||
Current period other comprehensive (loss) income, before tax | (1,567) | 142 | ||
Tax effect | (231) | 164 | ||
Current period other comprehensive (loss) income, net of tax | (1,336) | (22) | ||
Ending Balances | $ 923 | $ 923 |
Reporting For Segments (Net Sal
Reporting For Segments (Net Sales To External Customers By Segment) (Details) - USD ($) $ in Thousands | 3 Months Ended | 6 Months Ended | ||
Jun. 30, 2018 | Jun. 30, 2017 | Jun. 30, 2018 | Jun. 30, 2017 | |
Net sales | $ 416,239 | $ 348,632 | $ 821,771 | $ 669,187 |
Performance Coatings [Member] | ||||
Net sales | 193,449 | 151,746 | 378,097 | 278,311 |
Performance Colors And Glass [Member] | ||||
Net sales | 126,027 | 106,637 | 246,532 | 210,155 |
Color Solutions [Member] | ||||
Net sales | $ 96,763 | $ 90,249 | $ 197,142 | $ 180,721 |
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 | 6 Months Ended | ||
Jun. 30, 2018 | Jun. 30, 2017 | Jun. 30, 2018 | Jun. 30, 2017 | |
Segment Reporting, Reconciling Item for Operating Profit (Loss) from Segment to Consolidated [Line Items] | ||||
Other cost of sales | $ (555) | $ (407) | $ (1,111) | $ (702) |
Total gross profit | 126,645 | 108,342 | 245,331 | 207,136 |
Selling, general and administrative expenses | 70,124 | 62,981 | 143,216 | 122,427 |
Restructuring and impairment charges | 3,768 | 3,224 | 7,874 | 6,242 |
Other expense, net | 12,528 | 12,213 | 22,904 | 19,284 |
Income before income taxes | 40,225 | 29,924 | 71,337 | 59,183 |
Performance Coatings [Member] | ||||
Segment Reporting, Reconciling Item for Operating Profit (Loss) from Segment to Consolidated [Line Items] | ||||
Total gross profit | 50,297 | 40,246 | 94,062 | 73,735 |
Performance Colors And Glass [Member] | ||||
Segment Reporting, Reconciling Item for Operating Profit (Loss) from Segment to Consolidated [Line Items] | ||||
Total gross profit | 45,362 | 40,087 | 88,690 | 77,505 |
Color Solutions [Member] | ||||
Segment Reporting, Reconciling Item for Operating Profit (Loss) from Segment to Consolidated [Line Items] | ||||
Total gross profit | $ 31,541 | $ 28,416 | $ 63,690 | $ 56,598 |
Subsequent Event (Details)
Subsequent Event (Details) $ in Millions | 1 Months Ended |
Jul. 31, 2018USD ($) | |
Subsequent Event [Member] | |
Subsequent Event [Line Items] | |
Business acquisition | $ 70 |