|
|
|
|
|
|
|
|
|
|
|
|
(Dollars in thousands)
|
September 30,
2021
|
|
December 31,
2020
|
Gross amortizable intangible assets:
|
|
|
|
Patents
|
$
|
5,494
|
|
$
|
5,589
|
Land rights
|
3,215
|
|
3,173
|
Technology/know-how and other
|
116,121
|
|
116,015
|
Customer relationships
|
66,276
|
|
68,142
|
Total gross amortizable intangible assets
|
191,106
|
|
192,919
|
Accumulated amortization:
|
|
|
|
Patents
|
(5,472)
|
|
|
(5,566)
|
|
Land rights
|
(1,718)
|
|
|
(1,630)
|
|
Technology/know-how and other
|
(67,541)
|
|
|
(61,104)
|
|
Customer relationships
|
(19,197)
|
|
|
(18,317)
|
|
Total accumulated amortization
|
(93,928)
|
|
|
(86,617)
|
|
Amortizable intangible assets, net
|
$
|
97,178
|
|
$
|
106,302
|
Indefinite-lived intangible assets consisted of the following:
|
|
|
|
|
|
|
|
|
|
|
|
(Dollars in thousands)
|
September 30,
2021
|
|
December 31,
2020
|
Indefinite-lived intangibles assets:
|
|
|
|
Trade names and trademarks
|
$
|
12,871
|
|
$
|
13,198
|
8. Debt
Loans payable and current portion of long-term debt consisted of the following:
|
|
|
|
|
|
|
|
|
|
|
|
(Dollars in thousands)
|
September 30,
2021
|
|
December 31,
2020
|
Current portion of long-term debt
|
$
|
8,888
|
|
$
|
8,839
|
Loans payable and current portion of long-term debt
|
$
|
8,888
|
|
$
|
8,839
|
Long-term debt consisted of the following:
|
|
|
|
|
|
|
|
|
|
|
|
(Dollars in thousands)
|
September 30,
2021
|
|
December 31,
2020
|
Term loan facility, net of unamortized issuance costs, maturing 2024(1)
|
$
|
355,058
|
|
$
|
793,731
|
Finance lease obligations
|
2,663
|
|
2,911
|
Other notes
|
3,862
|
|
3,706
|
Total long-term debt
|
361,583
|
|
800,348
|
Current portion of long-term debt
|
(8,888)
|
|
|
(8,839)
|
|
Long-term debt, less current portion
|
$
|
352,695
|
|
$
|
791,509
|
(1)The carrying value of the term loan facility, maturing 2024, is net of unamortized debt issuance costs of $1.2 million at September 30, 2021 and $3.7 million at December 31, 2020.
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”), and (c) provided new tranches of term loans (“Tranche B-2 Loans” and “Tranche B-3 Loans”) denominated in U.S. dollars. On May 4, 2020, the Company entered into an amendment (Third Amendment to Credit Agreement) to the Amended Credit Facility, which added an approval to Section 7.2.8 Permitted Dispositions for the Tile Coatings Business Disposition. The Amended Credit Facility 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 Europe Holdings LLC.
The Amended Credit Facility consists of a $500 million secured revolving line of credit with a maturity of February 14, 2023, a $355 million secured term loan facility with a maturity of February 14, 2024, a $235 million secured term loan facility with a maturity of February 14, 2024 and a $230 million secured term loan facility with a maturity of February 14, 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) the 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 September 30, 2021, the Company had borrowed $154.3 million under the Tranche B-1 Loans at an interest rate of 2.38%, $102.1 million under the Tranche B-2 Loans at an interest rate of 2.38% and $99.9 million under the Tranche B-3 Loans at an interest rate of 2.38%. At September 30, 2021, there were no additional borrowings available under the Tranche B-1 Loans, Tranche B-2 Loans, or Tranche B-3 Loans. In connection with these borrowings, we entered into swap agreements in the second quarter of 2018. At September 30, 2021, the effective interest rate for all tranches of the term loan facility, inclusive of hedging activities, was 4.84%.
Interest Rate – Revolving Credit Line: The interest rates applicable to loans under the 2018 Revolving Credit Facility 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 (as defined in the Amended Credit Agreement) at such time to (b) the Company’s consolidated EBITDA (as defined in the Amended Credit Agreement) 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) the 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 September 30, 2021, there were no borrowings under the 2018 Revolving Credit Facility. After reductions for outstanding letters of credit secured by these facilities, we had $496.1 million of additional borrowings available under the revolving credit facilities at September 30, 2021.
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 Credit Facility, the Company is subject to a financial covenant regarding the Company’s maximum leverage ratio. If an event of default occurs, all amounts outstanding under the Amended Credit Facility agreement may be accelerated and become immediately due and payable. At September 30, 2021, we were in compliance with the covenants of the Amended Credit Facility.
As noted in Note 4, on February 25, 2021, we completed the sale of our Tile Coatings business. Proceeds from the close of the transaction, in addition to current cash balances, were used to pay down our term loan facility in the amount of $435.0 million on February 25, 2021. The debt pay-down reduced outstanding amounts of the Tranche B-1 Loans, Tranche B-2 Loans, and Tranche B-3 Loans, by $188.3 million, $124.7 million and $122.0 million, respectively. In conjunction with the prepayment of debt, we recorded a charge of $2.0 million in connection with the write-off of unamortized issuance costs, which is recorded within Loss on extinguishment of debt in our consolidated statement of operations for the nine months ended September 30, 2021.
Receivable Sales Programs
We have several international programs to sell without recourse trade accounts receivable to financial institutions. During the third quarter of 2020, these programs were amended to include a domestic program. These transactions are treated as a sale and are accounted for as a reduction in accounts receivable because the agreements transfer effective control over and risk related to the receivables to the buyers. The Company continues to service the receivables sold in exchange for a fee. The servicing fee for the three and nine months ended September 30, 2021, were immaterial. The program, whose maximum capacity is €85 million, is scheduled to expire on December 31, 2023. Generally, at the transfer date, the Company receives cash equal to approximately 80% of the value of the sold receivable. Cash proceeds at the transfer date from these arrangements are reflected in operating activities in our consolidated statement of cash flows. The proceeds from the deferred purchase price are reflected in investing activities.
The outstanding principal amount of receivables sold under this program, which has not yet been collected from the customer, was $38.5 million at September 30, 2021 and $24.5 million at December 31, 2020. The carrying amount of deferred purchase price was $7.7 million at September 30, 2021 and $9.8 million at December 31, 2020 and is recorded in Other receivables. Trade accounts receivable collected from customers to be remitted to financial institutions were $39.3 million at September 30, 2021 and $36.0 million at December 31, 2020 recorded in Accrued expenses and other current liabilities.
Activity from these programs for the nine months ended September 30, 2021 and 2020 is detailed below:
|
|
|
|
|
|
|
|
|
|
|
|
|
Nine Months Ended
September 30,
|
(Dollars in thousands)
|
2021
|
|
2020
|
Trade accounts receivable sold to financial institutions
|
$
|
467,245
|
|
$
|
206,104
|
Cash proceeds from financial institutions (1)
|
375,196
|
|
139,549
|
(1)Excluded from the table above, in the nine months ended September 30, 2020, our Tile Coatings business received cash proceeds from financial institutions of $47.3 million. Refer to Note 4 for additional discussion of the Tile Coatings business and its classification as discontinued operations.
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 $25.0 million and $28.1 million at September 30, 2021 and December 31, 2020, respectively. The unused portions of these lines provided additional liquidity of $25.0 million at September 30, 2021 and December 31, 2020.
9. Financial Instruments
The following financial instrument assets (liabilities) are presented at their respective carrying amount, fair value and classification within the fair value hierarchy:
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
September 30, 2021
|
|
Carrying
Amount
|
|
Fair Value
|
(Dollars in thousands)
|
|
Total
|
|
Level 1
|
|
Level 2
|
|
Level 3
|
Cash and cash equivalents
|
$
|
148,754
|
|
$
|
148,754
|
|
$
|
148,754
|
|
$
|
—
|
|
$
|
—
|
Term loan facility - Amended Credit Facility (1)
|
(355,058)
|
|
|
(354,382)
|
|
|
—
|
|
(354,382)
|
|
|
—
|
Other long-term notes payable
|
(3,862)
|
|
|
(2,324)
|
|
|
—
|
|
(2,324)
|
|
|
—
|
Cross currency swaps
|
1,456
|
|
1,456
|
|
—
|
|
1,456
|
|
—
|
Interest rate swaps
|
(17,595)
|
|
|
(17,595)
|
|
|
—
|
|
(17,595)
|
|
|
—
|
Foreign currency forward contracts, net
|
(3,255)
|
|
|
(3,255)
|
|
|
—
|
|
(3,255)
|
|
|
—
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
December 31, 2020
|
|
Carrying
Amount
|
|
Fair Value
|
(Dollars in thousands)
|
|
Total
|
|
Level 1
|
|
Level 2
|
|
Level 3
|
Cash and cash equivalents
|
$
|
174,077
|
|
$
|
174,077
|
|
$
|
174,077
|
|
$
|
—
|
|
$
|
—
|
Term loan facility - Amended Credit Facility (1)
|
(793,731)
|
|
|
(783,143)
|
|
|
—
|
|
(783,143)
|
|
|
—
|
Other long-term notes payable
|
(3,706)
|
|
|
(1,887)
|
|
|
—
|
|
(1,887)
|
|
|
—
|
Cross currency swaps
|
(5,162)
|
|
|
(5,162)
|
|
|
—
|
|
(5,162)
|
|
|
—
|
Interest rate swaps
|
(24,694)
|
|
|
(24,694)
|
|
|
—
|
|
(24,694)
|
|
|
—
|
Foreign currency forward contracts, net
|
2,019
|
|
2,019
|
|
—
|
|
2,019
|
|
—
|
(1)The carrying value of the term loan facility is net of unamortized debt issuance costs of $1.2 million and $3.7 million for the period ended September 30, 2021, and December 31, 2020, respectively.
The fair value of cash and cash equivalents are based on the fair values of identical assets. The fair value of loans payable is based on the present value of expected future cash flows and approximate their carrying amounts due to the short periods to maturity. The fair value of the term loan facility is based on market price information and is measured using the last available bid price of the instrument on a secondary market. The fair value of 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 adjusted 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 value 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 investments 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 gain or loss on the derivative is recorded as a component of 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 2018, the Company entered into variable to fixed interest rate swaps with a maturity date of February 14, 2024. The notional amount is $308.8 million at September 30, 2021. These swaps are hedging risk associated with the Tranche B-1, B-2 and B-3 Loans. These interest rate swaps are designated as cash flow hedges. As of September 30, 2021, the Company expects it will reclassify net losses of approximately $8.5 million, currently recorded in AOCL, into interest expense in 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 U.S. dollar denominated, variable rate debt obligation into a Euro fixed rate obligation using receive-float, pay-fixed cross currency swaps in the second quarter of 2018. These swaps are hedging currency and interest rate risk associated with the Tranche B-3 Loan. These cross-currency swaps are designated as cash flow hedges. In conjunction with the pay-down of debt discussed in Note 8, we terminated all cross-currency swaps, except for one, which we de-designated and re-designated to hedge the remaining Tranche B-3 Loan after the interest rate swaps. Due to the original designation layering, the other comprehensive loss from the cross-currency swap at re-designation and the other comprehensive loss from the terminated cross-currency swaps were written-off as the interest payments were deemed remote. The Company paid counterparties $3.5 million to settle the terminated derivatives, resulting in a net $4.5 million being reclassified from AOCL to Interest expense as a result of this remote transaction. The remaining notional amount is $38.6 million at September 30, 2021, with a maturity date of February 14, 2024. As of September 30, 2021, the Company expects it will reclassify net losses of approximately $0.1 million, currently recorded in AOCL, into interest expense in earnings within the next twelve months. However, the actual amount reclassified could vary due to future changes in the fair value of this derivative.
The amount of gain (loss) recognized in AOCL and the amount of loss (gain) reclassified into earnings for the three months ended September 30, 2021 and 2020, follow:
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Amount of Gain (Loss)
Recognized in AOCL
|
|
Amount of Loss (Gain)
Reclassified from
AOCL into Income
|
|
Location of Gain (Loss)
Reclassified from
AOCL into Income
|
(Dollars in thousands)
|
2021
|
|
2020
|
|
2021
|
|
2020
|
|
Interest rate swaps
|
$
|
(428)
|
|
|
$
|
(975)
|
|
|
$
|
(2,422)
|
|
|
$
|
(1,648)
|
|
|
Interest expense
|
Cross currency swaps
|
907
|
|
|
(10,286)
|
|
|
(111)
|
|
|
116
|
|
Interest expense
|
|
|
|
|
|
$
|
(2,533)
|
|
|
$
|
(1,532)
|
|
Total Interest expense
|
Cross currency swaps
|
|
|
|
|
916
|
|
|
(9,825)
|
|
|
Foreign currency losses (gains), net
|
|
|
|
|
|
$
|
916
|
|
|
$
|
(9,825)
|
|
|
Total Foreign currency losses (gains), net
|
The amount of gain (loss) recognized in AOCL and the amount of loss (gain) reclassified into earnings for the nine months ended September 30, 2021 and 2020, follow:
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Amount of Gain (Loss)
Recognized in AOCL
|
|
Amount of Loss (Gain)
Reclassified from
AOCL into Income
|
|
Location of Gain (Loss)
Reclassified from
AOCL into Income
|
(Dollars in thousands)
|
2021
|
|
2020
|
|
2021
|
|
2020
|
|
Interest rate swaps
|
$
|
625
|
|
|
$
|
(15,783)
|
|
|
$
|
(6,035)
|
|
|
$
|
(2,970)
|
|
|
Interest expense
|
Cross currency swaps
|
3,215
|
|
(8,930)
|
|
(234)
|
|
|
2,135
|
|
Interest expense
|
|
|
|
|
|
$
|
(6,269)
|
|
|
$
|
(835)
|
|
Total Interest expense
|
Cross currency swaps
|
|
|
|
|
3,410
|
|
(10,407)
|
|
|
Foreign currency losses (gains), net
|
|
|
|
|
|
$
|
3,410
|
|
$
|
(10,407)
|
|
|
Total Foreign currency losses (gains), net
|
The total amounts of expense and the respective line items in which the effect of cash flow hedges is presented in the condensed consolidated statement of operations for the three and nine months ended September 30, 2021 and 2020, are as follows:
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Three Months Ended
September 30,
|
|
Nine Months Ended
September 30,
|
(Dollars in thousands)
|
2021
|
|
2020
|
|
2021
|
|
2020
|
Interest expense
|
$
|
5,436
|
|
$
|
4,767
|
|
$
|
19,879
|
|
$
|
16,474
|
Foreign currency losses, net
|
426
|
|
1,450
|
|
4,793
|
|
1,278
|
|
Net Investment Hedges. For derivatives that are designated and qualify as net investment hedges, the gain or loss on the derivative is reported as a component of the currency translation adjustment in AOCL. These cross-currency swaps are designated as hedges of our net investment in European operations. Time value is excluded from the assessment of effectiveness and the amount of interest paid or received on the swaps will be recognized as an adjustment to interest expense in earnings over the life of the swaps.
In the second quarter of 2018, the Company entered into cross currency swap agreements under which we pay variable rate interest in Euros and receive variable rate interest in U.S. dollars. The net investment hedge was terminated in the fourth quarter of 2020. These swaps were hedging risk associated with the net investment in Euro denominated operations due to fluctuating exchange rates and were designated as net investment hedges. The changes in the fair value of these designated cross-currency swaps were recognized in AOCL.
The amount of gain (loss) on net investment hedges recognized in AOCL and the amount of gain recognized in income on derivative (amount excluded from effectiveness testing) for the three months ended September 30, 2021 and 2020, follow:
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Amount of Gain (Loss)
Recognized in AOCL
|
|
Amount of Gain
Recognized in Income on
Derivative (Amount Excluded
from Effectiveness Testing)
|
|
Location of Gain
in Earnings
|
(Dollars in thousands)
|
2021
|
|
2020
|
|
2021
|
|
2020
|
|
|
Cross currency swaps
|
$
|
—
|
|
$
|
(4,285)
|
|
|
$
|
—
|
|
$
|
259
|
|
Interest expense
|
The amount of gain (loss) on net investment hedges recognized in AOCL and the amount of gain recognized in income on derivative (amount excluded from effectiveness testing) for the nine months ended September 30, 2021 and 2020, follow:
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Amount of Gain (Loss)
Recognized in AOCL
|
|
Amount of Gain
Recognized in Income on
Derivative (Amount Excluded
from Effectiveness Testing)
|
|
Location of Gain
in Earnings
|
(Dollars in thousands)
|
2021
|
|
2020
|
|
2021
|
|
2020
|
|
|
Cross currency swaps
|
$
|
—
|
|
$
|
(3,195)
|
|
$
|
—
|
|
$
|
1,651
|
|
Interest expense
|
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 (gains), net in the condensed consolidated statements of operations. We recognized net losses of $2.6 million and $10.1 million in the three and nine months ended September 30, 2021, respectively, and net gains of $3.6 million and $4.0 million in the three and nine months ended September 30, 2020, 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 $705.7 million at September 30, 2021 and $494.2 million at December 31, 2020.
The following table presents the effect on our condensed consolidated statements of operations for the three and nine months ended September 30, 2021 and 2020, respectively, of our foreign currency forward contracts:
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Amount of Gain (Loss)
Recognized in Earnings
|
|
Amount of Gain (Loss) Recognized in Earnings
|
|
Location of Gain (Loss) in Earnings
|
|
Three Months Ended
September 30,
|
|
Nine Months Ended
September 30,
|
|
(Dollars in thousands)
|
2021
|
|
2020
|
|
2021
|
|
2020
|
|
|
Foreign currency forward contracts
|
$
|
(2,555)
|
|
|
$
|
3,586
|
|
$
|
(10,101)
|
|
|
$
|
3,996
|
|
Foreign currency losses (gains), net
|
Location and Fair Value Amount of Derivative Instruments
The following table presents the fair values of our derivative instruments on our condensed consolidated balance sheets. All derivatives are reported on a gross basis.
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
(Dollars in thousands)
|
September 30,
2021
|
|
December 31,
2020
|
|
Balance Sheet Location
|
Asset derivatives:
|
|
|
|
|
|
Cross currency swaps
|
$
|
32
|
|
$
|
9
|
|
Other current assets
|
Cross currency swaps
|
1,424
|
|
—
|
|
Other non-current assets
|
Foreign currency forward contracts
|
1,133
|
|
2,649
|
|
Other current assets
|
Liability derivatives:
|
|
|
|
|
|
Interest rate swaps
|
$
|
(8,450)
|
|
|
$
|
(8,436)
|
|
|
Accrued expenses and other current liabilities
|
Interest rate swaps
|
(9,145)
|
|
|
(16,258)
|
|
|
Other non-current liabilities
|
Cross currency swaps
|
—
|
|
(67)
|
|
|
Accrued expenses and other current liabilities
|
Cross currency swaps
|
—
|
|
(5,104)
|
|
|
Other non-current liabilities
|
Foreign currency forward contracts
|
(4,388)
|
|
|
(630)
|
|
|
Accrued expenses and other current liabilities
|
10. Income Taxes
Income tax expense for the nine months ended September 30, 2021 was $29.9 million, or 38.6% of pre-tax income. Income tax expense for the nine months ended September 30, 2020 was $10.4 million, or 30.6% of pre-tax income. The tax expense during the nine months ended September 30, 2021, as a percentage of pre-tax income, is higher than the U.S. federal statutory income tax rate of 21.0% primarily as a result of foreign statutory rate differences and an extraordinary distribution from a foreign affiliate subject to local country withholding taxes that were not fully creditable by the U.S. shareholder. The tax expense during the nine months ended September 30, 2020, as a percentage of pre-tax income, is higher than the U.S. federal statutory income tax rate of 21.0% primarily as a result of foreign statutory rate differences and U.S. taxation of foreign earnings.
11. Contingent Liabilities
We have recorded environmental liabilities of $5.3 million and $5.7 million at September 30, 2021 and December 31, 2020, respectively, for costs associated with the remediation of certain of our current or former properties that have been contaminated. The balance at September 30, 2021 and December 31, 2020, were 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 line in 2013. These costs include, but are not limited to, 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, the ultimate cost of required remediation, and other circumstances.
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. Since December 2018, additional complaints were filed in the same court by 25 other New York municipal water suppliers and in New York State Supreme Court by one water supplier against the Company and others making substantially similar allegations regarding the contamination of their respective water supplies with 1,4 dioxane. The Company is likewise vigorously defending these additional actions. The Company currently does not expect the outcome of these proceedings 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 these proceedings due to the unpredictable nature of litigation.
In addition to the proceedings 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.
12. Retirement Benefits
Net periodic benefit cost (credit) of our U.S. pension plans (including our unfunded nonqualified plans), non-U.S. pension plans, and postretirement health care and life insurance benefit plans for the three months ended September 30, 2021 and 2020, respectively, follow:
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
U.S. Pension Plans
|
|
Non-U.S. Pension Plans
|
|
Other Benefit Plans
|
|
Three Months Ended September 30,
|
(Dollars in thousands)
|
2021
|
|
2020
|
|
2021
|
|
2020
|
|
2021
|
|
2020
|
Service cost
|
$
|
—
|
|
$
|
3
|
|
$
|
315
|
|
$
|
325
|
|
$
|
—
|
|
$
|
1
|
Interest cost
|
1,880
|
|
2,387
|
|
316
|
|
379
|
|
68
|
|
132
|
Expected return on plan assets
|
(3,824)
|
|
|
(3,708)
|
|
|
(107)
|
|
|
(128)
|
|
|
—
|
|
—
|
Amortization of prior service cost
|
—
|
|
—
|
|
(19)
|
|
|
(5)
|
|
|
—
|
|
—
|
Net periodic benefit (credit) cost
|
$
|
(1,944)
|
|
|
$
|
(1,318)
|
|
|
$
|
505
|
|
$
|
571
|
|
$
|
68
|
|
$
|
133
|
Net periodic benefit cost (credit) 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 nine months ended September 30, 2021 and 2020, respectively, follow:
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
U.S. Pension Plans
|
|
Non-U.S. Pension Plans
|
|
Other Benefit Plans
|
|
Nine Months Ended September 30,
|
(Dollars in thousands)
|
2021
|
|
2020
|
|
2021
|
|
2020
|
|
2021
|
|
2020
|
Service cost
|
$
|
—
|
|
|
$
|
9
|
|
|
$
|
987
|
|
|
$
|
904
|
|
|
$
|
—
|
|
|
$
|
2
|
|
Interest cost
|
5,641
|
|
|
7,162
|
|
|
994
|
|
|
1,052
|
|
|
204
|
|
|
397
|
|
Expected return on plan assets
|
(11,472)
|
|
|
(11,124)
|
|
|
(337)
|
|
|
(356)
|
|
|
—
|
|
|
—
|
|
Amortization of prior service cost
|
—
|
|
|
—
|
|
|
(60)
|
|
|
(14)
|
|
|
—
|
|
|
—
|
|
Net periodic benefit (credit) cost
|
$
|
(5,831)
|
|
|
$
|
(3,953)
|
|
|
$
|
1,584
|
|
|
$
|
1,586
|
|
|
$
|
204
|
|
|
$
|
399
|
|
Interest cost, expected return on plan assets and amortization of prior service cost are recorded in Miscellaneous income, net on the condensed consolidated statement of operations.
13. Stock-Based Compensation
On May 3, 2018, our shareholders approved the 2018 Omnibus Incentive Plan (the “Plan”), which was adopted by the Board of Directors on February 22, 2018. 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 performance goals and objectives, and thereby align their 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, restricted awards, performance awards, other common stock-based awards, and dividend equivalent rights.
The Plan replaced the 2013 Omnibus Incentive Plan (the “Previous 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.
Through the nine months ended September 30, 2021, our Board of Directors granted 0.3 million stock options, 0.2 million performance share units, and 0.2 million restricted share units under the Plan.
We estimate the fair value of each stock option on the date of grant using the Black-Scholes option pricing model. The following table details the weighted-average grant-date fair values and the assumptions used for estimating the fair values of stock option grants made during the nine months ended September 30, 2021:
|
|
|
|
|
|
|
Stock Options
|
Weighted-average grant-date fair value
|
$
|
5.94
|
Expected life, in years
|
6
|
Risk-free interest rate
|
0.76%
|
Expected volatility
|
40.39%
|
The weighted-average grant date fair value of our performance share units granted in the nine months ended September 30, 2021, was $16.00. 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 of our restricted share units granted in the nine months ended September 30, 2021, was $15.07. 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 $6.5 million for the three and nine months ended September 30, 2021, respectively, and $1.6 million and $7.1 million for the three and nine months ended September 30, 2020, respectively. At September 30, 2021, unearned compensation cost related to the unvested portion of all stock-based compensation awards was approximately $9.8 million and is expected to be recognized over the remaining vesting period of the respective grants, through the first quarter of 2024.
14. Restructuring and Optimization Programs
Total restructuring charges were $0.6 million and $7.8 million for the three and nine months ended September 30, 2021, respectively, and $2.4 million and $12.2 million for the three and nine months ended September 30, 2020, respectively. As discussed in Note 4, our Tile Coatings business was classified as held-for-sale during the fourth quarter of 2019. As such, there were additional restructuring charges of $0.3 million for the nine months ended September 30, 2021 and $0.3 million and $2.3 million for the three and nine months ended September 30, 2020, respectively, classified as Net income from discontinued operations, net of income taxes.
Organizational Optimization Plan
In conjunction with the sale of the Tile Coatings business, discussed in Note 4, we developed our Organizational Optimization Plan and initiated a program across the organization with the objective of realigning the business and lowering our cost structure. As a result of these actions, the Company expects to incur total charges of approximately $5.7 million, substantially all of which will be for anticipated severance costs. The remaining activities of the program are expected to be recognized throughout the remainder of 2021. Charges associated with the program were $0.2 million and $3.2 million for the three and nine months ended September 30, 2021, respectively, and $1.2 million for the three and nine months ended September 30, 2020.
Americas Manufacturing Optimization Plan
In the second quarter of 2019, we developed our Americas Manufacturing Optimization Plan and initiated a program across the organization with the objective of realigning the business and lowering our cost structure. The Americas Manufacturing Optimization Plan is focused on the construction of a new manufacturing center of excellence located in Villagran, Mexico. We are in the process of consolidating two plants located in the United States and two sites in Latin America into the expanded Villagran location. As a result of these actions, the Company expects to incur total charges of approximately $9.5 million, substantially all of which will be for anticipated severance costs. The remaining activities of the program are expected to be recognized within the next 12 months. Charges associated with the program were $0.1 million and $2.5 million for the three and nine months ended September 30, 2021, respectively, and $1.1 million for the nine months ended September 30, 2020.
Global Optimization Plan
The program involves our global operations and certain functions and initiatives to increase operational efficiencies, some of which is associated with integration of our acquisitions. Actions associated with the Global Optimization Plan are substantially completed, and as such, we do not anticipate material charges related to this plan for the remainder of 2021. Charges associated with the program were $0.3 million and $2.1 million for the three and nine months ended September 30, 2021, respectively, and $1.2 million and $9.9 million for the three and nine months ended September 30, 2020, respectively.
The charges associated with these programs are further summarized below.
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
(Dollars in thousands)
|
Employee
Severance
|
|
Other
Costs
|
|
Total
|
Balances at December 31, 2020
|
$
|
5,510
|
|
|
$
|
4,460
|
|
|
$
|
9,970
|
|
Restructuring charges
|
5,697
|
|
|
2,059
|
|
|
7,756
|
|
Cash payments
|
(6,178)
|
|
|
(1,454)
|
|
|
(7,632)
|
|
Balances at September 30, 2021
|
$
|
5,029
|
|
|
$
|
5,065
|
|
|
$
|
10,094
|
|
We expect to make cash payments to settle the remaining liability 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.
15. Earnings Per Share
Details of the calculation of basic and diluted earnings per share are shown below:
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Three Months Ended
September 30,
|
|
Nine Months Ended
September 30,
|
(Dollars in thousands, except per share amounts)
|
2021
|
|
2020
|
|
2021
|
|
2020
|
Basic earnings per share computation:
|
|
|
|
|
|
|
|
Income from continuing operations
|
$
|
11,679
|
|
|
$
|
9,547
|
|
|
$
|
47,664
|
|
|
$
|
23,533
|
|
Less: Net income attributable to noncontrolling interests from continuing operations
|
482
|
|
|
451
|
|
|
1,237
|
|
|
793
|
|
Net income attributable to Ferro Corporation from continuing operations
|
11,197
|
|
|
9,096
|
|
|
46,427
|
|
|
22,740
|
|
Income (loss) from discontinued operations, net of income taxes
|
(822)
|
|
|
5,367
|
|
|
87,484
|
|
|
2,350
|
|
Less: Net income (loss) attributable to noncontrolling interests from discontinued operations
|
—
|
|
|
(11)
|
|
|
64
|
|
|
33
|
|
Net income (loss) attributable to Ferro Corporation from discontinued operations
|
(822)
|
|
|
5,378
|
|
|
87,420
|
|
|
2,317
|
|
Total
|
$
|
10,375
|
|
|
$
|
14,474
|
|
|
$
|
133,847
|
|
|
$
|
25,057
|
|
|
|
|
|
|
|
|
|
Weighted-average common shares outstanding
|
82,719
|
|
|
82,261
|
|
|
82,627
|
|
|
82,201
|
|
Basic earnings per share from continuing operations attributable to Ferro Corporation common shareholders
|
$
|
0.14
|
|
|
$
|
0.11
|
|
|
$
|
0.56
|
|
|
$
|
0.28
|
|
Diluted earnings per share computation:
|
|
|
|
|
|
|
|
Net income attributable to Ferro Corporation from continuing operations
|
$
|
11,197
|
|
|
9,096
|
|
|
46,427
|
|
|
22,740
|
|
Net income (loss) attributable to Ferro Corporation from discontinued operations
|
(822)
|
|
|
5,378
|
|
|
87,420
|
|
|
2,317
|
|
Total
|
$
|
10,375
|
|
|
$
|
14,474
|
|
|
$
|
133,847
|
|
|
$
|
25,057
|
|
|
|
|
|
|
|
|
|
Weighted-average common shares outstanding
|
82,719
|
|
|
82,261
|
|
|
82,627
|
|
|
82,201
|
|
Assumed exercise of stock options
|
629
|
|
|
272
|
|
|
531
|
|
|
260
|
|
Assumed satisfaction of restricted stock unit conditions
|
155
|
|
|
157
|
|
|
200
|
|
|
300
|
|
Assumed satisfaction of performance share unit conditions
|
184
|
|
|
81
|
|
|
162
|
|
|
130
|
|
Weighted-average diluted shares outstanding
|
83,687
|
|
|
82,771
|
|
|
83,520
|
|
|
82,891
|
|
Diluted earnings per share from continuing operations attributable to Ferro Corporation common shareholders
|
$
|
0.13
|
|
|
$
|
0.11
|
|
|
$
|
0.56
|
|
|
$
|
0.27
|
|
The number of anti-dilutive shares were 2.0 million for the three and nine months ended September 30, 2021, respectively, and 2.8 million and 2.7 million for the three and nine months ended September 30, 2020, respectively. These shares are excluded from the calculation of diluted earnings per share due to their anti-dilutive impact.
16. Share Repurchase Programs
The Company’s Board of Directors has approved share repurchase programs under which the Company is authorized to repurchase up to $150 million of the Company’s outstanding shares of common stock on the open market, including through a Rule 10b5-1 plan, or in privately negotiated transactions.
The timing and amount of shares to be repurchased will be determined by the Company, based on evaluation of market and business conditions, share price, and other factors, including limitations contained in the Merger Agreement with Prince. The share repurchase programs do not obligate the Company to repurchase any dollar amount or number of common shares, and may be suspended or discontinued at any time.
As of September 30, 2021, $46.2 million remains authorized under the programs for the repurchase of common stock.
17. Accumulated Other Comprehensive Loss
Changes in accumulated other comprehensive loss by component, net of tax, were as follows:
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Three Months Ended September 30,
|
(Dollars in thousands)
|
Postretirement
Benefit Liability
Adjustments
|
|
Foreign
Currency
Items
|
|
Net Gain (Loss)
on Cash Flow
Hedges
|
|
Total
|
Balances at June 30, 2020
|
$
|
1,206
|
|
|
$
|
(111,954)
|
|
|
$
|
(23,607)
|
|
|
$
|
(134,355)
|
|
Other comprehensive income (loss) before reclassifications, before tax
|
—
|
|
|
13,022
|
|
|
(11,261)
|
|
|
1,761
|
|
Reclassification to earnings:
|
|
|
|
|
|
|
|
Cash flow hedge income (loss), before tax
|
—
|
|
|
—
|
|
|
11,357
|
|
|
11,357
|
|
Current period other comprehensive income (loss), before tax
|
—
|
|
|
13,022
|
|
|
96
|
|
|
13,118
|
|
Tax effect
|
—
|
|
|
(1,052)
|
|
|
(173)
|
|
|
(1,225)
|
|
Current period other comprehensive income (loss), net of tax
|
—
|
|
|
14,074
|
|
|
269
|
|
|
14,343
|
|
Balances at September 30, 2020
|
$
|
1,206
|
|
|
$
|
(97,880)
|
|
|
$
|
(23,338)
|
|
|
$
|
(120,012)
|
|
|
|
|
|
|
|
|
|
Balances at June 30, 2021
|
$
|
3,328
|
|
|
$
|
(130,283)
|
|
|
$
|
(14,358)
|
|
|
$
|
(141,313)
|
|
Other comprehensive income (loss) before reclassifications, before tax
|
—
|
|
|
(5,391)
|
|
|
479
|
|
|
(4,912)
|
|
Reclassification to earnings:
|
|
|
|
|
|
|
|
Postretirement benefit liabilities income (loss), before tax
|
2
|
|
|
—
|
|
|
—
|
|
|
2
|
|
Cash flow hedge income (loss), before tax
|
—
|
|
|
—
|
|
|
1,617
|
|
|
1,617
|
|
Current period other comprehensive income (loss), before tax
|
2
|
|
|
(5,391)
|
|
|
2,096
|
|
|
(3,293)
|
|
Tax effect
|
—
|
|
|
(941)
|
|
|
543
|
|
|
(398)
|
|
Current period other comprehensive income (loss), net of tax
|
2
|
|
|
(4,450)
|
|
|
1,553
|
|
|
(2,895)
|
|
Balances at September 30, 2021
|
$
|
3,330
|
|
|
$
|
(134,733)
|
|
|
$
|
(12,805)
|
|
|
$
|
(144,208)
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Nine Months Ended September 30,
|
(Dollars in thousands)
|
Postretirement
Benefit Liability
Adjustments
|
|
Foreign
Currency
Items
|
|
Net Gain (Loss)
on Cash Flow
Hedges
|
|
Total
|
Balances at December 31, 2019
|
$
|
1,206
|
|
|
$
|
(97,575)
|
|
|
$
|
(13,007)
|
|
|
$
|
(109,376)
|
|
Other comprehensive income (loss) before reclassifications, before tax
|
—
|
|
|
(1,427)
|
|
|
(24,713)
|
|
|
(26,140)
|
|
Reclassification to earnings:
|
|
|
|
|
|
|
|
Cash flow hedge income (loss), before tax
|
—
|
|
|
—
|
|
|
11,242
|
|
|
11,242
|
|
Current period other comprehensive income (loss), before tax
|
—
|
|
|
(1,427)
|
|
|
(13,471)
|
|
|
(14,898)
|
|
Tax effect
|
—
|
|
|
(1,122)
|
|
|
(3,140)
|
|
|
(4,262)
|
|
Current period other comprehensive income (loss), net of tax
|
—
|
|
|
(305)
|
|
|
(10,331)
|
|
|
(10,636)
|
|
Balances at September 30, 2020
|
$
|
1,206
|
|
|
$
|
(97,880)
|
|
|
$
|
(23,338)
|
|
|
$
|
(120,012)
|
|
|
|
|
|
|
|
|
|
Balances at December 31, 2020
|
$
|
3,199
|
|
|
$
|
(70,482)
|
|
|
$
|
(22,427)
|
|
|
$
|
(89,710)
|
|
Other comprehensive income (loss) before reclassifications, before tax
|
—
|
|
|
(81,857)
|
|
|
3,840
|
|
|
(78,017)
|
|
Reclassification to earnings:
|
|
|
|
|
|
|
|
Postretirement benefit liabilities income (loss), before tax
|
131
|
|
|
—
|
|
|
—
|
|
|
131
|
|
Currency translation reclassification to income on divestiture
|
—
|
|
|
17,305
|
|
|
—
|
|
|
17,305
|
|
Amount reclassification to income (remote transaction)
|
—
|
|
|
—
|
|
|
4,509
|
|
|
4,509
|
|
Cash flow hedge income (loss), before tax
|
—
|
|
|
—
|
|
|
2,859
|
|
|
2,859
|
|
Current period other comprehensive income (loss), before tax
|
131
|
|
|
(64,552)
|
|
|
11,208
|
|
|
(53,213)
|
|
Tax effect
|
—
|
|
|
(301)
|
|
|
1,586
|
|
|
1,285
|
|
Current period other comprehensive income (loss), net of tax
|
131
|
|
|
(64,251)
|
|
|
9,622
|
|
|
(54,498)
|
|
Balances at September 30, 2021
|
$
|
3,330
|
|
|
$
|
(134,733)
|
|
|
$
|
(12,805)
|
|
|
$
|
(144,208)
|
|
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
September 30,
|
|
Nine Months Ended
September 30,
|
(Dollars in thousands)
|
2021
|
|
2020
|
|
2021
|
|
2020
|
Functional Coatings
|
$
|
179,568
|
|
|
$
|
154,218
|
|
|
$
|
559,299
|
|
|
$
|
441,325
|
|
Color Solutions
|
97,660
|
|
|
87,659
|
|
|
300,618
|
|
|
257,679
|
|
Total net sales
|
$
|
277,228
|
|
|
$
|
241,877
|
|
|
$
|
859,917
|
|
|
$
|
699,004
|
|
Each segment’s gross profit and reconciliation to income before income taxes are presented in the table below:
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Three Months Ended
September 30,
|
|
Nine Months Ended
September 30,
|
(Dollars in thousands)
|
2021
|
|
2020
|
|
2021
|
|
2020
|
Functional Coatings
|
$
|
51,094
|
|
|
$
|
41,906
|
|
|
$
|
172,491
|
|
|
$
|
125,842
|
|
Color Solutions
|
32,790
|
|
|
28,450
|
|
|
103,150
|
|
|
89,222
|
|
Other cost of sales
|
(506)
|
|
|
(190)
|
|
|
(2,325)
|
|
|
(416)
|
|
Total gross profit
|
83,378
|
|
|
70,166
|
|
|
273,316
|
|
|
214,648
|
|
Selling, general and administrative expenses
|
54,520
|
|
|
47,820
|
|
|
167,384
|
|
|
154,407
|
|
Restructuring and impairment charges
|
602
|
|
|
2,447
|
|
|
7,756
|
|
|
12,231
|
|
Other expense, net
|
2,777
|
|
|
5,305
|
|
|
20,566
|
|
|
14,113
|
|
Income (loss) before income taxes
|
$
|
25,479
|
|
|
$
|
14,594
|
|
|
$
|
77,610
|
|
|
$
|
33,897
|
|