(Mark One) | |
ý | QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 |
o | TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 |
AdvanSix Inc. (Exact Name of Registrant as Specified in its Charter) |
Delaware | 81-2525089 | |
(State or Other Jurisdiction of Incorporation or Organization) | (I.R.S. Employer Identification No.) |
300 Kimball Drive, Suite 101, Parsippany, New Jersey | 07054 | |
(Address of Principal Executive Offices) | (Zip Code) |
Large accelerated filer o | Accelerated filer o | Non-accelerated filer x | Smaller reporting company o |
Emerging growth company o |
Three Months Ended September 30, | Nine Months Ended September 30, | ||||||||||||||
2017 | 2016 | 2017 | 2016 | ||||||||||||
Sales | $ | 366,660 | $ | 323,953 | $ | 1,104,805 | $ | 932,201 | |||||||
Costs, expenses and other: | |||||||||||||||
Costs of goods sold | 309,629 | 285,091 | 923,268 | 804,471 | |||||||||||
Selling, general and administrative expenses | 19,086 | 11,695 | 54,022 | 33,949 | |||||||||||
Other non-operating expense (income), net | 2,133 | (635 | ) | 6,381 | (1,792 | ) | |||||||||
330,848 | 296,151 | 983,671 | 836,628 | ||||||||||||
Income before taxes | 35,812 | 27,802 | 121,134 | 95,573 | |||||||||||
Income taxes | 14,538 | 11,342 | 46,803 | 36,712 | |||||||||||
Net income | $ | 21,274 | $ | 16,460 | $ | 74,331 | $ | 58,861 | |||||||
Earnings per common share | |||||||||||||||
Basic | $ | 0.70 | $ | 0.54 | $ | 2.44 | $ | 1.93 | |||||||
Diluted | $ | 0.68 | $ | 0.54 | $ | 2.40 | $ | 1.93 | |||||||
Weighted average common shares outstanding | |||||||||||||||
Basic | 30,482,966 | 30,482,966 | 30,482,966 | 30,482,966 | |||||||||||
Diluted | 31,159,710 | 30,482,966 | 31,013,606 | 30,482,966 |
Three Months Ended September 30, | Nine Months Ended September 30, | ||||||||||||||
2017 | 2016 | 2017 | 2016 | ||||||||||||
Net income | $ | 21,274 | $ | 16,460 | $ | 74,331 | $ | 58,861 | |||||||
Foreign exchange translation adjustment | (12 | ) | (148 | ) | (15 | ) | 284 | ||||||||
Commodity hedges | — | (3,470 | ) | — | (1,635 | ) | |||||||||
Other comprehensive income (loss), net of tax | (12 | ) | (3,618 | ) | (15 | ) | (1,351 | ) | |||||||
Comprehensive income | $ | 21,262 | $ | 12,842 | $ | 74,316 | $ | 57,510 |
September 30, 2017 | December 31, 2016 | ||||||
ASSETS | |||||||
Current assets: | |||||||
Cash and cash equivalents | $ | 39,986 | $ | 14,199 | |||
Accounts and other receivables – net | 152,511 | 131,671 | |||||
Inventories – net | 100,474 | 128,978 | |||||
Other current assets | 8,684 | 7,690 | |||||
Total current assets | 301,655 | 282,538 | |||||
Property, plant and equipment – net | 597,877 | 575,375 | |||||
Goodwill | 15,005 | 15,005 | |||||
Other assets | 35,105 | 32,039 | |||||
Total assets | $ | 949,642 | $ | 904,957 | |||
LIABILITIES | |||||||
Current liabilities: | |||||||
Accounts payable | $ | 177,688 | $ | 222,929 | |||
Accrued liabilities | 27,630 | 25,396 | |||||
Income taxes payable | 18 | 86 | |||||
Deferred income and customer advances | 801 | 25,567 | |||||
Current portion of long-term debt | 10,125 | — | |||||
Total current liabilities | 216,262 | 273,978 | |||||
Deferred income taxes | 147,461 | 114,200 | |||||
Long-term debt | 254,995 | 264,838 | |||||
Postretirement benefit obligations | 25,372 | 33,544 | |||||
Other liabilities | 2,941 | 3,035 | |||||
Total liabilities | 647,031 | 689,595 | |||||
COMMITMENTS AND CONTINGENCIES (Note 8) | |||||||
EQUITY | |||||||
Common stock, par value $0.01; 200,000,000 shares authorized and 30,482,966 shares issued and outstanding | 305 | 305 | |||||
Preferred stock, par value $0.01; 50,000,000 shares authorized and 0 shares issued and outstanding | — | — | |||||
Additional paid in capital | 255,709 | 242,806 | |||||
Retained earnings/(accumulated deficit) | 49,617 | (24,714 | ) | ||||
Accumulated other comprehensive income (loss) | (3,020 | ) | (3,035 | ) | |||
Total equity | 302,611 | 215,362 | |||||
Total liabilities and equity | $ | 949,642 | $ | 904,957 |
Nine Months Ended September 30, | |||||||
2017 | 2016 | ||||||
Cash flows from operating activities: | |||||||
Net income | $ | 74,331 | $ | 58,861 | |||
Adjustments to reconcile net income to net cash (used for) provided by operating activities: | |||||||
Depreciation and amortization | 35,524 | 29,964 | |||||
Loss on disposal of assets | 1,236 | 1,246 | |||||
Deferred income taxes | 40,478 | 29,206 | |||||
Stock based compensation | 5,686 | — | |||||
Accretion of deferred financing fees | 444 | — | |||||
Changes in assets and liabilities: | |||||||
Accounts and other receivables | (20,825 | ) | (20,117 | ) | |||
Inventories | 28,504 | 13,581 | |||||
Accounts payable | (33,893 | ) | (161 | ) | |||
Income taxes payable | (68 | ) | — | ||||
Accrued liabilities | 2,234 | (9,690 | ) | ||||
Deferred income and customer advances | (24,766 | ) | (23,501 | ) | |||
Other assets and liabilities | (10,414 | ) | (12,922 | ) | |||
Net cash provided by operating activities | 98,471 | 66,467 | |||||
Cash flows from investing activities: | |||||||
Expenditures for property, plant and equipment | (67,206 | ) | (56,859 | ) | |||
Other investing activities | (5,387 | ) | (461 | ) | |||
Net cash used for investing activities | (72,593 | ) | (57,320 | ) | |||
Cash flows from financing activities: | |||||||
Proceeds from long term debt | — | 270,000 | |||||
Payment of debt issuance costs | — | (1,770 | ) | ||||
Borrowings from revolving credit facility | 308,500 | 40,000 | |||||
Payments to revolving credit facility | (308,500 | ) | — | ||||
Payment of revolving credit facility fees | — | (1,016 | ) | ||||
Distribution to Honeywell in connection with the Spin-Off | — | (269,347 | ) | ||||
Principal payments of capital leases | (91 | ) | — | ||||
Net decrease in invested equity | — | (9,050 | ) | ||||
Net cash (used for) provided by financing activities | (91 | ) | 28,817 | ||||
Net increase in cash and cash equivalents | 25,787 | 37,964 | |||||
Cash and cash equivalents at beginning of period | 14,199 | — | |||||
Cash and cash equivalents at the end of period | $ | 39,986 | $ | 37,964 | |||
Non-Cash Investing Activities: | |||||||
Capital expenditures included in accounts payable | $ | 17,228 | $ | 19,935 | |||
Supplemental Disclosure of Cash Flow Information: | |||||||
Interest paid | $ | 7,976 | $ | — | |||
Income taxes paid | $ | 12,695 | $ | — |
Three Months Ended September 30, | Nine Months Ended September 30, | ||||||
2017 | 2016 | 2017 | 2016 | ||||
Nylon | 28% | 29% | 29% | 29% | |||
Caprolactam | 19% | 16% | 19% | 16% | |||
Ammonium Sulfate Fertilizers | 20% | 22% | 20% | 24% | |||
Chemical Intermediates | 33% | 33% | 32% | 31% |
Three Months Ended September 30, | Nine Months Ended September 30, | ||||||||||||||
2017 | 2016 | 2017 | 2016 | ||||||||||||
Basic | |||||||||||||||
Net Income | $ | 21,274 | $ | 16,460 | $ | 74,331 | $ | 58,861 | |||||||
Weighted average common shares outstanding | 30,482,966 | 30,482,966 | 30,482,966 | 30,482,966 | |||||||||||
EPS – Basic | $ | 0.70 | $ | 0.54 | $ | 2.44 | $ | 1.93 | |||||||
Diluted | |||||||||||||||
Dilutive effect of unvested equity awards | 676,744 | — | 530,640 | — | |||||||||||
Weighted average common shares outstanding | 31,159,710 | 30,482,966 | 31,013,606 | 30,482,966 | |||||||||||
EPS – Diluted | $ | 0.68 | $ | 0.54 | $ | 2.40 | $ | 1.93 |
September 30, 2017 | December 31, 2016 | ||||||
Accounts receivables | $ | 151,318 | $ | 119,475 | |||
Other | 1,816 | 15,407 | |||||
Total accounts and other receivables | 153,134 | 134,882 | |||||
Less – allowance for doubtful accounts | (623 | ) | (3,211 | ) | |||
Total accounts and other receivables – net | $ | 152,511 | $ | 131,671 |
September 30, 2017 | December 31, 2016 | ||||||
Raw materials | $ | 39,313 | $ | 68,900 | |||
Work in progress | 36,801 | 47,759 | |||||
Finished goods | 32,946 | 19,069 | |||||
Spares and other | 24,118 | 23,129 | |||||
133,178 | 158,857 | ||||||
Reduction to LIFO cost basis | (32,704 | ) | (29,879 | ) | |||
Total inventories | $ | 100,474 | $ | 128,978 |
Three Months Ended September 30, | Nine Months Ended September 30, | ||||||||||||||
2017 | 2016 | 2017 | 2016 | ||||||||||||
Service costs | $ | 1,908 | $ | — | $ | 5,724 | $ | — | |||||||
Interest costs | 333 | — | 999 | — | |||||||||||
Expected return on plan assets | (76 | ) | — | (228 | ) | — | |||||||||
Other (1) | — | 1,717 | — | 5,151 | |||||||||||
Net periodic benefit cost | $ | 2,165 | $ | 1,717 | $ | 6,495 | $ | 5,151 |
(1) | Prior to the Spin-Off, certain of our employees participated in a defined benefit pension plan (“Shared Plan”) sponsored by Honeywell which included participants of other Honeywell subsidiaries and operations. Net periodic benefit cost related to participation in the Shared Plan was $1.7 million and $5.2 million for the three and nine months ended September 30, 2016, respectively. |
September 30, 2017 | |||
Cash and cash equivalents | 2% | ||
US and non-US equity securities | 65% | ||
Fixed income / other securities | 33% | ||
Total Pension Assets | 100% |
Three Months Ended September 30, | Nine Months Ended September 30, | ||||||
2017 | 2016 | 2017 | 2016 | ||||
Sales | $366,660 | $323,953 | $1,104,805 | $932,201 | |||
% change compared with prior year period | 13.2% | 18.5% |
Three Months Ended September 30, 2017 | Nine Months Ended September 30, 2017 | ||
Volume | 4.9% | 4.1% | |
Price | 8.3% | 14.4% | |
13.2% | 18.5% |
Three Months Ended September 30, | Nine Months Ended September 30, | ||||||
2017 | 2016 | 2017 | 2016 | ||||
Costs of goods sold | $309,629 | $285,091 | $923,268 | $804,471 | |||
% change compared with prior year period | 8.6% | 14.8% | |||||
Gross Margin percentage | 15.6% | 12.0% | 16.4% | 13.7% |
Three Months Ended September 30, | Nine Months Ended September 30, | ||||||
2017 | 2016 | 2017 | 2016 | ||||
Selling, general and administrative expenses | $19,086 | $11,695 | $54,022 | $33,949 | |||
Percent of sales | 5.2% | 3.6% | 4.9% | 3.6% |
Three Months Ended September 30, | Nine Months Ended September 30, | ||||||
2017 | 2016 | 2017 | 2016 | ||||
Tax expense | $14,538 | $11,342 | $46,803 | $36,712 | |||
Effective tax rate | 40.6% | 40.8% | 38.6% | 38.4% |
Three Months Ended September 30, | Nine Months Ended September 30, | ||||||
2017 | 2016 | 2017 | 2016 | ||||
Net income | $21,274 | $16,460 | $74,331 | $58,861 |
Three Months Ended September 30, | Nine Months Ended September 30, | ||||||||||||||
2017 | 2016 | 2017 | 2016 | ||||||||||||
Net income | $ | 21,274 | $ | 16,460 | $ | 74,331 | $ | 58,861 | |||||||
Interest expense (income) | 1,961 | — | 5,373 | — | |||||||||||
Income taxes | 14,538 | 11,342 | 46,803 | 36,712 | |||||||||||
Depreciation and amortization | 12,565 | 10,307 | 35,524 | 29,964 | |||||||||||
EBITDA (non-GAAP) | 50,338 | 38,109 | 162,031 | 125,537 | |||||||||||
Prior year one-time benefit (1) | — | — | — | 15,500 | |||||||||||
EBITDA excluding prior year one-time benefit (non-GAAP) | $ | 50,338 | $ | 38,109 | $ | 162,031 | $ | 110,037 | |||||||
Sales | $ | 366,660 | $ | 323,953 | $ | 1,104,805 | $ | 932,201 | |||||||
EBITDA Margin (non-GAAP) | 13.7% | 11.8% | 14.7% | 13.5% | |||||||||||
EBITDA Margin excluding prior year one-time benefit (non-GAAP) | 13.7% | 11.8% | 14.7% | 11.8% |
(1) | Prior year one-time benefit reflects the $15.5 million one-time benefit in the first quarter of 2016 related to the termination of a long-term supply agreement. |
Nine Months Ended September 30, | |||||||
2017 | 2016 | ||||||
Cash provided by (used for): | |||||||
Operating activities | $ | 98,471 | $ | 66,467 | |||
Investing activities | (72,593 | ) | (57,320 | ) | |||
Financing activities | (91 | ) | 28,817 | ||||
Net increase in cash and cash equivalents | $ | 25,787 | $ | 37,964 |
Nine Months Ended September 30, 2017 | |||
Capital expenditures in Accounts payable at December 31, 2016 | $ | 28,485 | |
Purchases of property, plant and equipment | 55,949 | ||
Capital expenditures in Accounts payable at September 30, 2017 | (17,228 | ) | |
Cash paid for capital expenditures | $ | 67,206 |
Exhibit | Description | |
3.1 | ||
3.2 | ||
10.1 | ||
31.1 | ||
31.2 | ||
32.1 | ||
32.2 | ||
101.INS | XBRL Instance Document | |
101.SCH | XBRL Taxonomy Extension Schema | |
101.CAL | XBRL Taxonomy Extension Calculation Linkbase | |
101.DEF | XBRL Taxonomy Extension Definition Linkbase | |
101.LAB | XBRL Taxonomy Extension Label Linkbase | |
101.PRE | XBRL Taxonomy Extension Presentation Linkbase |
ADVANSIX INC. | |||
Date: November 7, 2017 | By: | /s/ Michael Preston | |
Michael Preston | |||
Senior Vice President and Chief Financial Officer |
1. | I have reviewed this Quarterly Report on Form 10-Q of AdvanSix Inc.; |
2. | Based on my knowledge, this report does not contain any untrue statement of a material fact or omit to state a material fact necessary to make the statements made, in light of the circumstances under which such statements were made, not misleading with respect to the period covered by this report; |
3. | Based on my knowledge, the financial statements, and other financial information included in this report, fairly present in all material respects the financial condition, results of operations and cash flows of the registrant as of, and for, the periods presented in this report; |
4. | The registrant’s other certifying officer and I are responsible for establishing and maintaining disclosure controls and procedures (as defined in Exchange Act Rules 13a-15(e) and 15d-15(e)) for the registrant and have: |
a. | Designed such disclosure controls and procedures, or caused such disclosure controls and procedures to be designed under our supervision, to ensure that material information relating to the registrant, including its consolidated subsidiaries, is made known to us by others within those entities, particularly during the period in which this report is being prepared; |
b. | Evaluated the effectiveness of the registrant’s disclosure controls and procedures and presented in this report our conclusions about the effectiveness of the disclosure controls and procedures, as of the end of the period covered by this report based on such evaluation; and |
c. | Disclosed in this report any change in the registrant’s internal control over financial reporting that occurred during the registrant’s most recent fiscal quarter (the registrant’s fourth fiscal quarter in the case of an annual report) that has materially affected, or is reasonably likely to materially affect, the registrant’s internal control over financial reporting; and |
5. | The registrant’s other certifying officer and I have disclosed, based on our most recent evaluation of internal control over financial reporting, to the registrant’s auditors and the audit committee of the registrant’s board of directors (or persons performing the equivalent functions): |
a. | All significant deficiencies and material weaknesses in the design or operation of internal control over financial reporting which are reasonably likely to adversely affect the registrant’s ability to record, process, summarize and report financial information; and |
b. | Any fraud, whether or not material, that involves management or other employees who have a significant role in the registrant’s internal control over financial reporting. |
/s/ Erin N. Kane | |
Erin N. Kane | |
President and Chief Executive Officer |
1. | I have reviewed this Quarterly Report on Form 10-Q of AdvanSix Inc.; |
2. | Based on my knowledge, this report does not contain any untrue statement of a material fact or omit to state a material fact necessary to make the statements made, in light of the circumstances under which such statements were made, not misleading with respect to the period covered by this report; |
3. | Based on my knowledge, the financial statements, and other financial information included in this report, fairly present in all material respects the financial condition, results of operations and cash flows of the registrant as of, and for, the periods presented in this report; |
4. | The registrant’s other certifying officer and I are responsible for establishing and maintaining disclosure controls and procedures (as defined in Exchange Act Rules 13a-15(e) and 15d-15(e)) for the registrant and have: |
a. | Designed such disclosure controls and procedures, or caused such disclosure controls and procedures to be designed under our supervision, to ensure that material information relating to the registrant, including its consolidated subsidiaries, is made known to us by others within those entities, particularly during the period in which this report is being prepared; |
b. | Evaluated the effectiveness of the registrant’s disclosure controls and procedures and presented in this report our conclusions about the effectiveness of the disclosure controls and procedures, as of the end of the period covered by this report based on such evaluation; and |
c. | Disclosed in this report any change in the registrant’s internal control over financial reporting that occurred during the registrant’s most recent fiscal quarter (the registrant’s fourth fiscal quarter in the case of an annual report) that has materially affected, or is reasonably likely to materially affect, the registrant’s internal control over financial reporting; and |
5. | The registrant’s other certifying officer and I have disclosed, based on our most recent evaluation of internal control over financial reporting, to the registrant’s auditors and the audit committee of the registrant’s board of directors (or persons performing the equivalent functions): |
a. | All significant deficiencies and material weaknesses in the design or operation of internal control over financial reporting which are reasonably likely to adversely affect the registrant’s ability to record, process, summarize and report financial information; and |
b. | Any fraud, whether or not material, that involves management or other employees who have a significant role in the registrant’s internal control over financial reporting. |
/s/ Michael Preston | |
Michael Preston | |
Chief Financial Officer |
/s/ Erin N. Kane | |
Erin N. Kane | |
President and Chief Executive Officer |
/s/ Michael Preston | |
Michael Preston | |
Chief Financial Officer |
Document And Entity Information - shares |
9 Months Ended | |
---|---|---|
Sep. 30, 2017 |
Nov. 01, 2017 |
|
Document and Entity Information [Abstract] | ||
Entity Registrant Name | AdvanSix Inc. | |
Document Type | 10-Q | |
Current Fiscal Year End Date | --12-31 | |
Entity Common Stock, Shares Outstanding | 30,482,966 | |
Amendment Flag | false | |
Entity Central Index Key | 0001673985 | |
Entity Filer Category | Non-accelerated Filer | |
Document Period End Date | Sep. 30, 2017 | |
Document Fiscal Year Focus | 2017 | |
Document Fiscal Period Focus | Q3 |
CONDENSED CONSOLIDATED AND COMBINED STATEMENTS OF OPERATIONS - USD ($) $ in Thousands |
3 Months Ended | 9 Months Ended | ||
---|---|---|---|---|
Sep. 30, 2017 |
Sep. 30, 2016 |
Sep. 30, 2017 |
Sep. 30, 2016 |
|
Income Statement [Abstract] | ||||
Sales | $ 366,660 | $ 323,953 | $ 1,104,805 | $ 932,201 |
Costs, expenses and other: | ||||
Costs of goods sold | 309,629 | 285,091 | 923,268 | 804,471 |
Selling, general and administrative expenses | 19,086 | 11,695 | 54,022 | 33,949 |
Other non-operating expense (income), net | 2,133 | (635) | 6,381 | (1,792) |
Costs, expenses and other | 330,848 | 296,151 | 983,671 | 836,628 |
Income before taxes | 35,812 | 27,802 | 121,134 | 95,573 |
Income taxes | 14,538 | 11,342 | 46,803 | 36,712 |
Net income | $ 21,274 | $ 16,460 | $ 74,331 | $ 58,861 |
Earnings per common share | ||||
Basic (in dollars per share) | $ 0.70 | $ 0.54 | $ 2.44 | $ 1.93 |
Diluted (in dollars per share) | $ 0.68 | $ 0.54 | $ 2.40 | $ 1.93 |
Weighted average common shares outstanding | ||||
Basic (in shares) | 30,482,966 | 30,482,966 | 30,482,966 | 30,482,966 |
Diluted (in shares) | 31,159,710 | 30,482,966 | 31,013,606 | 30,482,966 |
CONDENSED CONSOLIDATED AND COMBINED STATEMENTS OF COMPREHENSIVE INCOME - USD ($) $ in Thousands |
3 Months Ended | 9 Months Ended | ||
---|---|---|---|---|
Sep. 30, 2017 |
Sep. 30, 2016 |
Sep. 30, 2017 |
Sep. 30, 2016 |
|
Statement of Comprehensive Income [Abstract] | ||||
Net income | $ 21,274 | $ 16,460 | $ 74,331 | $ 58,861 |
Foreign exchange translation adjustment | (12) | (148) | (15) | 284 |
Commodity hedges | 0 | (3,470) | 0 | (1,635) |
Other comprehensive income (loss), net of tax | (12) | (3,618) | (15) | (1,351) |
Comprehensive income | $ 21,262 | $ 12,842 | $ 74,316 | $ 57,510 |
CONDENSED CONSOLIDATED AND COMBINED BALANCE SHEETS (Parentheticals) - $ / shares |
Sep. 30, 2017 |
Dec. 31, 2016 |
---|---|---|
Statement of Financial Position [Abstract] | ||
Common stock par value (in dollars per share) | $ 0.01 | $ 0.01 |
Common stock, shares authorized | 200,000,000 | 200,000,000 |
Common stock, shares issued | 30,482,966 | 30,482,966 |
Common stock, shares outstanding | 30,482,966 | 30,482,966 |
Preferred stock par value (in dollars per share) | $ 0.01 | $ 0.01 |
Preferred stock, shares authorized | 50,000,000 | 50,000,000 |
Preferred stock, shares issued | 0 | 0 |
Preferred stock, shares outstanding | 0 | 0 |
Organization, Operations and Basis of Presentation |
9 Months Ended | ||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||
---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|
Sep. 30, 2017 | |||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||
Accounting Policies [Abstract] | |||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||
Organization, Operations and Basis of Presentation | Organization, Operations and Basis of Presentation Description of Business AdvanSix Inc. (“AdvanSix” or the “Company”) is an integrated manufacturer of Nylon 6, a polymer resin which is a synthetic material used by our customers to produce engineered plastics, fibers, filaments and films that, in turn, are used in such end-products as automotive and electronic components, carpets, sports apparel, fishing nets and food and industrial packaging. As a result of our backward integration and the configuration of our manufacturing facilities, we also sell a variety of other products, all of which are produced as part of our Nylon 6 integrated manufacturing chain including caprolactam, ammonium sulfate fertilizers, acetone and other chemical intermediates. Each of our product lines represented the following approximate percentage of our sales:
Separation from Honeywell On October 1, 2016, Honeywell International Inc. (“Honeywell”) completed the separation of AdvanSix. The separation was completed by Honeywell distributing all of the then outstanding shares of common stock of AdvanSix on October 1, 2016 (the “Distribution Date”) through a dividend in kind of AdvanSix common stock, par value $0.01, to holders of Honeywell common stock as of the close of business on the record date of September 16, 2016 who held their shares through the Distribution Date (the “Spin-Off”). Each Honeywell stockholder who held their shares through the Distribution Date received one share of AdvanSix common stock for every 25 shares of Honeywell common stock held at the close of business on the record date of September 16, 2016. The separation was completed pursuant to a Separation and Distribution Agreement and other agreements with Honeywell related to the separation, including an Employee Matters Agreement, a Tax Matters Agreement, and Transition Services Agreement as well as Site Sharing and Services Agreements for Chesterfield, Colonial Heights and Pottsville. These agreements govern the relationship between AdvanSix and Honeywell following the separation and provide for the allocation of various assets, liabilities, rights and obligations. These agreements also include arrangements for transition services to be provided by Honeywell to AdvanSix and by AdvanSix to Honeywell. On October 3, 2016, AdvanSix stock began “regular-way” trading on the New York Stock Exchange under the “ASIX” stock symbol. Basis of Presentation Unless the context otherwise requires, references in these Notes to Condensed Consolidated and Combined Financial Statements to “we,” “us,” “our,” “AdvanSix” and the “Company” refer to AdvanSix Inc. and its consolidated subsidiaries after giving effect to the Spin-Off. All significant intercompany balances and transactions have been eliminated. The Condensed Consolidated and Combined Financial Statements have been prepared in accordance with accounting principles generally accepted in the United States of America (“U.S. GAAP”) for interim financial information and with the instructions to Rule 10-01 of Regulation S-X. Accordingly, they do not include all of the information and footnotes required by U.S. GAAP for complete financial statements. In the opinion of management, the accompanying unaudited Condensed Consolidated and Combined Financial Statements contain all adjustments, consisting of only normal recurring adjustments, necessary for a fair statement of its financial position as of September 30, 2017, and its results of operations for the three and nine months ended September 30, 2017 and 2016, and cash flows for the nine months ended September 30, 2017 and 2016. The Condensed Consolidated and Combined Balance Sheet at December 31, 2016 was derived from audited annual financial statements but does not contain all of the footnote disclosures from the annual financial statements. The results of operations of any interim period are not necessarily indicative of the results of operations to be expected for the full fiscal year. These financial statements should be read in conjunction with the Company’s Annual Report on Form 10-K for the year ended December 31, 2016. In preparing these Condensed Consolidated and Combined Financial Statements, the Company has evaluated events and transactions for potential recognition or disclosure through the date that the Condensed Consolidated and Combined Financial Statements were issued. Certain prior period amounts have been reclassified for consistency with the current period presentation. We report our quarterly financial information using a calendar convention; prior to the Spin-Off, the first, second and third quarters were consistently reported as ending on March 31, June 30 and September 30 in the financial statements of Honeywell; subsequent to the Spin-Off we continued to follow that convention. It is our practice to establish actual quarterly closing dates using a predetermined fiscal calendar, which requires our businesses to close their books on a Saturday in order to minimize the potentially disruptive effects of quarterly closing on our business processes. Historically, the effects of this practice were generally not significant to reported results for any quarter and only existed within a reporting year. In the event that differences in actual closing dates are material to year-over-year comparisons of quarterly or year-to-date results, we will provide the appropriate disclosures. Our actual closing dates for the three and nine months ending September 30, 2017 and 2016 were September 30, 2017 and October 1, 2016, respectively. Liabilities to creditors to whom we have issued checks that remained outstanding at September 30, 2017 and December 31, 2016 aggregated $6.4 million and $12.5 million, respectively, and were included in Cash and cash equivalents and Accounts payable in the Condensed Consolidated and Combined Balance Sheets. |
Recent Accounting Pronouncements |
9 Months Ended |
---|---|
Sep. 30, 2017 | |
Accounting Policies [Abstract] | |
Recent Accounting Pronouncements | Recent Accounting Pronouncements The Company considers the applicability and impact of all Accounting Standards Updates (“ASU”). ASUs not discussed below were assessed and determined to be either not applicable or are expected to have minimal impact on our consolidated financial position or results of operations. In March 2017, the Financial Accounting Standards Board (“FASB”) issued ASU 2017-07, Compensation – Retirement Benefits (Topic 715), in order to improve the presentation of net periodic pension and postretirement costs. The amendment requires that an employer report the service cost component in the same line item or items as other compensation costs arising from services rendered by the pertinent employees during the period. The other components of net benefit cost as defined in paragraphs 715-30-35-4 and 715-60-35-9 are required to be presented in the income statement separately from the service cost component and outside a subtotal of income from operations, if one is presented. The amendments in this ASU also allow only the service cost component to be eligible for capitalization when applicable. The amendments in this update related to income statement activity should be applied retrospectively whereas balance sheet activity should be applied prospectively. For public business entities, the effective date for ASU 2017-07 is annual periods beginning after December 15, 2017, including interim periods within those annual periods. Early adoption is permitted within the first interim period. We expect to adopt this guidance effective January 1, 2018 and no impact, other than expense classification, on the Company’s consolidated financial position and results of operations is expected upon adoption. In January 2017, the FASB issued ASU 2017-04, Intangibles – Goodwill and Other (Topic 350): Simplifying the Test for Goodwill Impairment, which simplifies the accounting for goodwill impairment for all entities by requiring impairment charges to be based on the first step in today’s two-step impairment test under ASC 350. Under the new guidance, if a reporting unit’s carrying amount exceeds its fair value, an entity will record an impairment charge based on that difference. The impairment charge will be limited to the amount of goodwill allocated to that reporting unit. The amendment eliminates the requirement to calculate a goodwill impairment charge by comparing the implied fair value of goodwill with its carrying amount (i.e., Step 2 of today’s goodwill impairment test). The standard will be applied prospectively and is effective for annual and interim impairment tests performed in periods beginning after December 15, 2019. Early adoption is permitted for annual and interim goodwill impairment testing dates after January 1, 2017. The Company elected to adopt ASU 2017-04 early beginning in January 2017 and there was no impact on the Company’s consolidated financial position and results of operations upon adoption. In January 2017, the FASB issued ASU 2017-01, Business Combinations (Topic 805): Clarifying the Definition of a Business, which clarifies the definition of a business to assist entities with evaluating whether transactions should be accounted for as acquisitions (or disposals) of assets or businesses. The definition of a business affects many areas of accounting including acquisitions, disposals, goodwill, and consolidation. The new guidance requires an entity to first evaluate whether substantially all of the fair value of the gross assets acquired is concentrated in a single identifiable asset or a group of similar identifiable assets. If this threshold is met, the set of transferred assets and activities is not a business. If the threshold is not met, the entity evaluates whether the set meets the requirement that a business include, at a minimum, an input and a substantive process that together significantly contribute to the ability to create outputs. For public business entities, the effective date for ASU 2017-01 is annual periods beginning after December 15, 2017, including interim periods within those periods. The Company elected to adopt ASU 2017-01 early beginning in January 2017 and there was no impact on the Company’s consolidated financial position and results of operations upon adoption. In March 2016, the FASB issued ASU 2016-09, Compensation – Stock Compensation (Topic 718), which simplifies certain aspects of share-based payment transactions including income tax consequences, classification of awards as either equity or liabilities and classification on the statement of cash flows. The new guidance requires an entity to record all excess tax benefits / deficiencies as income tax expense / benefit in the income statement. The new guidance also allows an entity to make an entity-wide accounting policy election to either estimate the number of awards that are expected to vest or account for forfeitures when they occur. For public business entities, the effective date for ASU 2016-09 is annual periods beginning after December 15, 2016, including interim periods within those periods. The Company adopted this ASU effective January 1, 2017 and has elected to continue to accrue compensation cost for forfeitures based on the number of awards that are expected to vest. There was no impact on the Company’s consolidated financial position and results of operations upon adoption. In February 2016, the FASB issued ASU 2016-02, Leases (Topic 842), which requires lessees to recognize most leases on their balance sheets related to the rights and obligations created by those leases. The new standard also requires disclosures to help financial statement users better understand the amount, timing, and uncertainty of cash flows arising from leases and will be effective for interim and annual periods beginning after December 15, 2018 (early adoption is permitted). The new standard should be applied under a modified retrospective approach. We are evaluating the impact of the new standard on the Company’s consolidated financial position and results of operations and related disclosures. Although we have not yet completed our assessment, adoption of this standard will have a significant impact on our Consolidated Balance Sheets. However, we do not expect adoption of this standard to have a significant impact on the recognition, measurement or presentation of lease expenses within the Consolidated Statements of Operations or the Consolidated Statements of Cash Flows. Information about our undiscounted future lease payments and the timing of those payments is provided under “Contractual Obligations” in Management’s Discussion and Analysis of Financial Condition and Results of Operations in our 2016 Form 10-K. We will adopt this standard effective January 1, 2019. In May 2014, the FASB issued ASU 2014-09, Revenue from Contracts with Customers (Topic 606), which replaces the existing accounting standards for revenue recognition with a single comprehensive five-step model eliminating industry-specific accounting rules. The core principle is to recognize revenue upon the transfer of goods or services to customers at an amount that reflects the consideration expected to be received. Since its issuance, the FASB has amended several aspects of the new guidance, including provisions that address revenue recognition associated with the licensing of intellectual property. The provisions of ASU 2014-09 will be effective for public business entities for interim and annual periods beginning after December 15, 2017, with early adoption permitted for annual periods beginning after December 15, 2016. The guidance may be adopted either by restating all years presented in the Company’s financial statements or by recording the impact of adoption as an adjustment to retained earnings at the beginning of the year of adoption. During the three months ended September 30, 2017, the Company continued its assessment of AdvanSix revenue streams by reviewing and documenting customer contracts and related transaction support to determine the impact on revenue recognition under the new standard. The Company has made progress on redrafting its revenue recognition policies, assessing the redesign of internal controls, as well as evaluating the expanded disclosure requirements. The Company plans to adopt the standard effective January 1, 2018 and the impact of adoption, if any, will be reflected as an adjustment to retained earnings at the beginning of the year of adoption. Based on the results of the assessment performed to date, the Company has preliminarily concluded that revenues from the Company's products are expected to remain substantially unchanged from the Company's current revenue recognition model. The Company will continue to assess the new standard and the potential impact on the Company’s consolidated financial position and results of operations and related disclosures upon adoption. |
Related Party Transactions with Honeywell |
9 Months Ended |
---|---|
Sep. 30, 2017 | |
Related Party Transactions [Abstract] | |
Related Party Transactions with Honeywell | Related Party Transactions with Honeywell Prior to consummation of the Spin-Off, the Condensed Consolidated and Combined Financial Statements have been prepared on a stand-alone basis and are derived from the consolidated financial statements and accounting records of Honeywell. During the three and nine months ended September 30, 2016, AdvanSix was allocated $10,470 and $31,877, respectively, of general corporate expenses incurred by Honeywell for certain services, such as legal, accounting, information technology, human resources, other infrastructure support and shared facilities, on behalf of AdvanSix. These expenses were reflected within Costs of goods sold and Selling, general and administrative expenses in the Condensed Consolidated and Combined Statements of Operations. Sales to Honeywell during the three and nine months ended September 30, 2016 were $3,274 and $5,955, respectively. Of these sales, $3,080 and $5,682, respectively, were sold to Honeywell at zero margin. Costs of goods sold to Honeywell during the three and nine months ended September 30, 2016 were $3,157 and $5,842, respectively. Purchases from Honeywell during the three and nine months ended September 30, 2016 were $1,041 and $3,299, respectively. The total net effect of the settlement of these inter-company transactions was reflected in the Condensed Consolidated and Combined Statements of Cash Flows as a financing activity identified as Invested equity. When the Company was owned by Honeywell, a centralized approach was used for cash management and financing of operations. Prior to consummation of the Spin-Off, the Company’s cash was transferred to Honeywell daily and Honeywell funded the Company’s operating and investing activities as needed. Subsequent to the Spin-Off on October 1, 2016, transactions with Honeywell were not considered related party transactions. Accordingly, no related party transactions with Honeywell were recorded for the three and nine months ended September 30, 2017. |
Earnings Per Share |
9 Months Ended | ||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||
---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|
Sep. 30, 2017 | |||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||
Earnings Per Share [Abstract] | |||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||
Earnings Per Share | Earnings Per Share On October 1, 2016, the date of consummation of the Spin-Off, 30,482,966 shares of the Company’s Common Stock were distributed to Honeywell shareholders of record as of September 16, 2016. This share amount is being utilized for the calculation of basic earnings per share for all periods presented as no Common Stock was outstanding prior to the date of the Spin-Off. In October 2016, the Company issued 908,540 time-based restricted stock units in connection with the Spin-Off with vesting periods ranging from 18 to 42 months. These restricted stock units were not included in the computation of diluted earnings per share for the three and nine months ended September 30, 2016. The details of the earnings per share calculations for the three and nine months ended September 30, 2017 and 2016 are as follows:
On March 8, 2017, the Company granted equity awards representing 333,719 shares of common stock under the 2016 Stock Incentive Plan of AdvanSix Inc. and its Affiliates to Company employees consisting of 175,026 stock options, 89,896 performance stock units (at target) and 68,797 restricted stock units. These equity awards have a per share strike price or grant date fair value per share of $26.66 with vesting periods ranging from 12 to 36 months. On June 1, 2017, the Company granted equity awards representing 28,856 shares of common stock under the 2016 Stock Incentive Plan of AdvanSix Inc. and its Affiliates to Company employees and the Company's Board of Directors consisting of restricted stock units. These equity awards have a grant date fair value per share of $29.25 with vesting periods ranging from 12 to 36 months. Stock compensation expense related to all outstanding equity awards is being ratably recognized over the vesting period of each type of equity award with vesting periods ranging from 12 to 42 months based on grant date fair value. Stock compensation expense aggregated $2,067 and $5,686 for the three and nine months ended September 30, 2017. |
Accounts and Other Receivables Net |
9 Months Ended | ||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||
---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|
Sep. 30, 2017 | |||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||
Receivables [Abstract] | |||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||
Accounts and Other Receivables Net | Accounts and Other Receivables – Net
The increase in Accounts receivable at September 30, 2017 versus December 31, 2016 was due to significantly higher sales during the third quarter of 2017 versus the fourth quarter of 2016 which was impacted by the Company's plant turnaround activities. The increase in accounts receivable at September 30, 2017 was partially offset by higher accounts receivable collections related to a trade receivables discount arrangement with a third party financial institution which enhances liquidity and enables the Company to efficiently manage its working capital needs. |
Inventories |
9 Months Ended | ||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||
---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|
Sep. 30, 2017 | |||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||
Inventory Disclosure [Abstract] | |||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||
Inventories | Inventories
The decrease in total inventories as of September 30, 2017 compared to December 31, 2016 is due primarily to lower levels of raw materials driven primarily by cumene delivery delays resulting from hurricane impacts on logistics as well as higher than normal levels of cumene inventory at December 31, 2016. The decrease was partially offset by a buildup of finished goods inventory compared to December 31, 2016 following fourth quarter 2016 plant outages. The overall lower levels of inventories at September 30, 2017 resulted in a change in the LIFO cost basis reserve of $4.4 million (unfavorable pretax income impact) during the three months ended September 30, 2017. |
Postretirement Benefit Obligations |
9 Months Ended | ||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||
---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|
Sep. 30, 2017 | |||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||
Retirement Benefits [Abstract] | |||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||
Postretirement Benefit Cost | Postretirement Benefit Cost The components of net periodic benefit cost of the Company’s pension plan are as follows:
The Company made contributions during 2017 sufficient to satisfy pension funding requirements under the AdvanSix Retirement Earnings Plan in an aggregate amount of approximately $17.0 million and will make additional contributions in future years sufficient to satisfy pension funding requirements in those periods. The Company made contributions of $2.2 million in the first quarter of 2017, $1.6 million in the second quarter of 2017, $11.1 million in the third quarter of 2017 and $2.0 million in October 2017. The pension plan assets are invested through a master trust fund. The strategic asset allocation for the trust fund is selected by the Company's Investment Committee reflecting the results of comprehensive asset and liability modeling. The Investment Committee establishes strategic asset allocation percentage targets and appropriate benchmarks for significant asset classes with the aim of achieving a prudent balance between return and risk. The approximate target asset allocation for the Company's pension plan assets is summarized as follows:
Fixed income and other securities include investment grade securities covering the Treasury, agency, asset-backed, mortgage-backed and credit sectors of the U.S. Bond Market, as well as listed real estate companies and real estate investment trusts located in both developed and emerging markets. |
Commitments and Contingencies |
9 Months Ended |
---|---|
Sep. 30, 2017 | |
Commitments and Contingencies Disclosure [Abstract] | |
Commitments and Contingencies | Commitments and Contingencies The Company is subject to a number of lawsuits, investigations and disputes (some of which involve substantial amounts claimed) arising out of the conduct of the Company or other third parties in the normal and ordinary course of business, including matters relating to commercial transactions. A liability is recognized for any contingency that is probable of occurrence and reasonably estimable. The Company continually assesses the likelihood of adverse judgments or outcomes in these matters, as well as potential ranges of possible losses (taking into consideration any insurance recoveries), based on an analysis of each matter with the assistance of legal counsel and, if applicable, other experts. Given the uncertainty inherent in such lawsuits, investigations and disputes, the Company does not believe it is possible to develop estimates of reasonably possible loss in excess of current accruals for these matters. Considering the Company’s past experience and existing accruals, the Company does not expect the outcome of these matters, either individually or in the aggregate, to have a material adverse effect on the Company’s consolidated financial position, results of operations or cash flows. Potential liabilities are subject to change due to new developments, changes in settlement strategy or the impact of evidentiary requirements, which could cause the Company to pay damage awards or settlements (or become subject to equitable remedies) that could have a material adverse effect on the Company’s consolidated results of operations, balance sheet and/or operating cash flows in the periods recognized or paid. We assumed from Honeywell all health, safety and environmental (“HSE”) liabilities and compliance obligations related to the past and future operations of our current business, as well as all HSE liabilities associated with our three current manufacturing locations and the other locations used in our current operations, including any cleanup or other liabilities related to any contamination that may have occurred at such locations in the past. Honeywell retained all HSE liabilities related to former business locations or the operation of our former businesses. Although we have ongoing environmental remedial obligations at certain of our facilities, in the past three years, the associated remediation costs have not been material, and we do not expect our known remediation costs to be material for 2017. |
Income Taxes |
9 Months Ended |
---|---|
Sep. 30, 2017 | |
Income Tax Disclosure [Abstract] | |
Income Taxes | Income Taxes The Company’s provision for income taxes in interim periods is computed by applying an estimated annual effective tax rate against Income before taxes for the period. The provision for income taxes was $14.5 million and $11.3 million for the three months ended September 30, 2017 and 2016, respectively. The provision for income taxes was $46.8 million and $36.7 million for the nine months ended September 30, 2017 and 2016, respectively. During the three months ended September 30, 2017, the Company adjusted its deferred tax assets and liabilities to account for changes to the September 30, 2016 deferred tax balances related to the separation from Honeywell. The changes were attributable to the completion of Honeywell’s 2016 income tax return and related return to provision adjustment. The current period adjustment resulted in a $7.2 million decrease in Deferred income taxes and an increase in Additional paid in capital. |
Recent Accounting Pronouncements (Policies) |
9 Months Ended |
---|---|
Sep. 30, 2017 | |
Accounting Policies, by Policy (Policies) [Line Items] | |
Basis of Accounting | Basis of Presentation Unless the context otherwise requires, references in these Notes to Condensed Consolidated and Combined Financial Statements to “we,” “us,” “our,” “AdvanSix” and the “Company” refer to AdvanSix Inc. and its consolidated subsidiaries after giving effect to the Spin-Off. All significant intercompany balances and transactions have been eliminated. The Condensed Consolidated and Combined Financial Statements have been prepared in accordance with accounting principles generally accepted in the United States of America (“U.S. GAAP”) for interim financial information and with the instructions to Rule 10-01 of Regulation S-X. Accordingly, they do not include all of the information and footnotes required by U.S. GAAP for complete financial statements. In the opinion of management, the accompanying unaudited Condensed Consolidated and Combined Financial Statements contain all adjustments, consisting of only normal recurring adjustments, necessary for a fair statement of its financial position as of September 30, 2017, and its results of operations for the three and nine months ended September 30, 2017 and 2016, and cash flows for the nine months ended September 30, 2017 and 2016. The Condensed Consolidated and Combined Balance Sheet at December 31, 2016 was derived from audited annual financial statements but does not contain all of the footnote disclosures from the annual financial statements. The results of operations of any interim period are not necessarily indicative of the results of operations to be expected for the full fiscal year. These financial statements should be read in conjunction with the Company’s Annual Report on Form 10-K for the year ended December 31, 2016. In preparing these Condensed Consolidated and Combined Financial Statements, the Company has evaluated events and transactions for potential recognition or disclosure through the date that the Condensed Consolidated and Combined Financial Statements were issued. Certain prior period amounts have been reclassified for consistency with the current period presentation. We report our quarterly financial information using a calendar convention; prior to the Spin-Off, the first, second and third quarters were consistently reported as ending on March 31, June 30 and September 30 in the financial statements of Honeywell; subsequent to the Spin-Off we continued to follow that convention. It is our practice to establish actual quarterly closing dates using a predetermined fiscal calendar, which requires our businesses to close their books on a Saturday in order to minimize the potentially disruptive effects of quarterly closing on our business processes. Historically, the effects of this practice were generally not significant to reported results for any quarter and only existed within a reporting year. In the event that differences in actual closing dates are material to year-over-year comparisons of quarterly or year-to-date results, we will provide the appropriate disclosures. Our actual closing dates for the three and nine months ending September 30, 2017 and 2016 were September 30, 2017 and October 1, 2016, respectively. Liabilities to creditors to whom we have issued checks that remained outstanding at September 30, 2017 and December 31, 2016 aggregated $6.4 million and $12.5 million, respectively, and were included in Cash and cash equivalents and Accounts payable in the Condensed Consolidated and Combined Balance Sheets. |
Accounting Standard Update 2017-07 [Member] | |
Accounting Policies, by Policy (Policies) [Line Items] | |
New Accounting Pronouncements | In March 2017, the Financial Accounting Standards Board (“FASB”) issued ASU 2017-07, Compensation – Retirement Benefits (Topic 715), in order to improve the presentation of net periodic pension and postretirement costs. The amendment requires that an employer report the service cost component in the same line item or items as other compensation costs arising from services rendered by the pertinent employees during the period. The other components of net benefit cost as defined in paragraphs 715-30-35-4 and 715-60-35-9 are required to be presented in the income statement separately from the service cost component and outside a subtotal of income from operations, if one is presented. The amendments in this ASU also allow only the service cost component to be eligible for capitalization when applicable. The amendments in this update related to income statement activity should be applied retrospectively whereas balance sheet activity should be applied prospectively. For public business entities, the effective date for ASU 2017-07 is annual periods beginning after December 15, 2017, including interim periods within those annual periods. Early adoption is permitted within the first interim period. We expect to adopt this guidance effective January 1, 2018 and no impact, other than expense classification, on the Company’s consolidated financial position and results of operations is expected upon adoption. |
Accounting Standard Update 2017-04 [Member] | |
Accounting Policies, by Policy (Policies) [Line Items] | |
New Accounting Pronouncements | In January 2017, the FASB issued ASU 2017-04, Intangibles – Goodwill and Other (Topic 350): Simplifying the Test for Goodwill Impairment, which simplifies the accounting for goodwill impairment for all entities by requiring impairment charges to be based on the first step in today’s two-step impairment test under ASC 350. Under the new guidance, if a reporting unit’s carrying amount exceeds its fair value, an entity will record an impairment charge based on that difference. The impairment charge will be limited to the amount of goodwill allocated to that reporting unit. The amendment eliminates the requirement to calculate a goodwill impairment charge by comparing the implied fair value of goodwill with its carrying amount (i.e., Step 2 of today’s goodwill impairment test). The standard will be applied prospectively and is effective for annual and interim impairment tests performed in periods beginning after December 15, 2019. Early adoption is permitted for annual and interim goodwill impairment testing dates after January 1, 2017. The Company elected to adopt ASU 2017-04 early beginning in January 2017 and there was no impact on the Company’s consolidated financial position and results of operations upon adoption. |
Accounting Standard Update 2017-01 [Member] | |
Accounting Policies, by Policy (Policies) [Line Items] | |
New Accounting Pronouncements | In January 2017, the FASB issued ASU 2017-01, Business Combinations (Topic 805): Clarifying the Definition of a Business, which clarifies the definition of a business to assist entities with evaluating whether transactions should be accounted for as acquisitions (or disposals) of assets or businesses. The definition of a business affects many areas of accounting including acquisitions, disposals, goodwill, and consolidation. The new guidance requires an entity to first evaluate whether substantially all of the fair value of the gross assets acquired is concentrated in a single identifiable asset or a group of similar identifiable assets. If this threshold is met, the set of transferred assets and activities is not a business. If the threshold is not met, the entity evaluates whether the set meets the requirement that a business include, at a minimum, an input and a substantive process that together significantly contribute to the ability to create outputs. For public business entities, the effective date for ASU 2017-01 is annual periods beginning after December 15, 2017, including interim periods within those periods. The Company elected to adopt ASU 2017-01 early beginning in January 2017 and there was no impact on the Company’s consolidated financial position and results of operations upon adoption. |
Accounting Standards Update 2016-09 [Member] | |
Accounting Policies, by Policy (Policies) [Line Items] | |
New Accounting Pronouncements | In March 2016, the FASB issued ASU 2016-09, Compensation – Stock Compensation (Topic 718), which simplifies certain aspects of share-based payment transactions including income tax consequences, classification of awards as either equity or liabilities and classification on the statement of cash flows. The new guidance requires an entity to record all excess tax benefits / deficiencies as income tax expense / benefit in the income statement. The new guidance also allows an entity to make an entity-wide accounting policy election to either estimate the number of awards that are expected to vest or account for forfeitures when they occur. For public business entities, the effective date for ASU 2016-09 is annual periods beginning after December 15, 2016, including interim periods within those periods. The Company adopted this ASU effective January 1, 2017 and has elected to continue to accrue compensation cost for forfeitures based on the number of awards that are expected to vest. There was no impact on the Company’s consolidated financial position and results of operations upon adoption. |
Accounting Standards Update 2016-02 [Member] | |
Accounting Policies, by Policy (Policies) [Line Items] | |
New Accounting Pronouncements | In February 2016, the FASB issued ASU 2016-02, Leases (Topic 842), which requires lessees to recognize most leases on their balance sheets related to the rights and obligations created by those leases. The new standard also requires disclosures to help financial statement users better understand the amount, timing, and uncertainty of cash flows arising from leases and will be effective for interim and annual periods beginning after December 15, 2018 (early adoption is permitted). The new standard should be applied under a modified retrospective approach. We are evaluating the impact of the new standard on the Company’s consolidated financial position and results of operations and related disclosures. |
Accounting Standards Update 2014-09 [Member] | |
Accounting Policies, by Policy (Policies) [Line Items] | |
New Accounting Pronouncements | In May 2014, the FASB issued ASU 2014-09, Revenue from Contracts with Customers (Topic 606), which replaces the existing accounting standards for revenue recognition with a single comprehensive five-step model eliminating industry-specific accounting rules. The core principle is to recognize revenue upon the transfer of goods or services to customers at an amount that reflects the consideration expected to be received. Since its issuance, the FASB has amended several aspects of the new guidance, including provisions that address revenue recognition associated with the licensing of intellectual property. The provisions of ASU 2014-09 will be effective for public business entities for interim and annual periods beginning after December 15, 2017, with early adoption permitted for annual periods beginning after December 15, 2016. The guidance may be adopted either by restating all years presented in the Company’s financial statements or by recording the impact of adoption as an adjustment to retained earnings at the beginning of the year of adoption. During the three months ended September 30, 2017, the Company continued its assessment of AdvanSix revenue streams by reviewing and documenting customer contracts and related transaction support to determine the impact on revenue recognition under the new standard. The Company has made progress on redrafting its revenue recognition policies, assessing the redesign of internal controls, as well as evaluating the expanded disclosure requirements. The Company plans to adopt the standard effective January 1, 2018 and the impact of adoption, if any, will be reflected as an adjustment to retained earnings at the beginning of the year of adoption. Based on the results of the assessment performed to date, the Company has preliminarily concluded that revenues from the Company's products are expected to remain substantially unchanged from the Company's current revenue recognition model. The Company will continue to assess the new standard and the potential impact on the Company’s consolidated financial position and results of operations and related disclosures upon adoption. |
Organization, Operations and Basis of Presentation (Tables) |
9 Months Ended | ||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||
---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|
Sep. 30, 2017 | |||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||
Accounting Policies [Abstract] | |||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||
Schedule of Sales by Product Line | Each of our product lines represented the following approximate percentage of our sales:
|
Earnings Per Share (Tables) |
9 Months Ended | ||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||
---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|
Sep. 30, 2017 | |||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||
Earnings Per Share [Abstract] | |||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||
Schedule of Earnings Per Share | The details of the earnings per share calculations for the three and nine months ended September 30, 2017 and 2016 are as follows:
|
Accounts and Other Receivables Net (Tables) |
9 Months Ended | ||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||
---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|
Sep. 30, 2017 | |||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||
Receivables [Abstract] | |||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||
Schedule of Accounts and Other Receivables Net |
|
Inventories (Tables) |
9 Months Ended | ||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||
---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|
Sep. 30, 2017 | |||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||
Inventory Disclosure [Abstract] | |||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||
Schedule of Inventory, Current |
|
Postretirement Benefit Obligations (Tables) |
9 Months Ended | ||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||
---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|
Sep. 30, 2017 | |||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||
Retirement Benefits [Abstract] | |||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||
Schedule of Net Benefit Costs | The components of net periodic benefit cost of the Company’s pension plan are as follows:
|
||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||
Schedule of Allocation of Plan Assets | The approximate target asset allocation for the Company's pension plan assets is summarized as follows:
|
Organization, Operations and Basis of Presentation - Narrative (Details) $ / shares in Units, $ in Millions |
9 Months Ended | 12 Months Ended | ||
---|---|---|---|---|
Sep. 16, 2016 |
Sep. 30, 2017
USD ($)
$ / shares
|
Dec. 31, 2016
USD ($)
$ / shares
|
Oct. 01, 2016
$ / shares
|
|
Accounting Policies [Abstract] | ||||
Common stock par value (in dollars per share) | $ / shares | $ 0.01 | $ 0.01 | $ 0.01 | |
Shares received, conversion ratio | 0.04 | |||
Liabilities to creditors, payments issued but outstanding | $ | $ 6.4 | $ 12.5 |
Related Party Transactions with Honeywell (Details) - Honeywell [Member] - USD ($) $ in Thousands |
3 Months Ended | 9 Months Ended |
---|---|---|
Sep. 30, 2016 |
Sep. 30, 2016 |
|
Related Party Transactions with Honeywell (Details) [Line Items] | ||
General corporate expenses | $ 10,470 | $ 31,877 |
Sales to Honeywell | 3,274 | 5,955 |
Costs of goods sold to related party | 3,157 | 5,842 |
Purchases from Honeywell | 1,041 | 3,299 |
Sold At Zero Margin [Member] | ||
Related Party Transactions with Honeywell (Details) [Line Items] | ||
Sales to Honeywell | $ 3,080 | $ 5,682 |
Earnings Per Share - Schedule of Earnings Per Share (Details) - USD ($) $ / shares in Units, $ in Thousands |
3 Months Ended | 9 Months Ended | ||
---|---|---|---|---|
Sep. 30, 2017 |
Sep. 30, 2016 |
Sep. 30, 2017 |
Sep. 30, 2016 |
|
Basic | ||||
Net Income | $ 21,274 | $ 16,460 | $ 74,331 | $ 58,861 |
Weighted average common shares outstanding | 30,482,966 | 30,482,966 | 30,482,966 | 30,482,966 |
EPS – Basic (in dollars per share) | $ 0.70 | $ 0.54 | $ 2.44 | $ 1.93 |
Diluted | ||||
Dilutive effect of unvested equity awards | 676,744 | 0 | 530,640 | 0 |
Weighted average common shares outstanding – Diluted | 31,159,710 | 30,482,966 | 31,013,606 | 30,482,966 |
EPS – Diluted (in dollars per share) | $ 0.68 | $ 0.54 | $ 2.40 | $ 1.93 |
Accounts and Other Receivables Net - Schedule of Accounts and Other Receivables (Details) - USD ($) $ in Thousands |
Sep. 30, 2017 |
Dec. 31, 2016 |
---|---|---|
Receivables [Abstract] | ||
Accounts receivables | $ 151,318 | $ 119,475 |
Other | 1,816 | 15,407 |
Total accounts and other receivables | 153,134 | 134,882 |
Less – allowance for doubtful accounts | (623) | (3,211) |
Total accounts and other receivables – net | $ 152,511 | $ 131,671 |
Inventories - Schedule of Inventory (Details) - USD ($) $ in Thousands |
Sep. 30, 2017 |
Dec. 31, 2016 |
---|---|---|
Inventory Disclosure [Abstract] | ||
Raw materials | $ 39,313 | $ 68,900 |
Work in progress | 36,801 | 47,759 |
Finished goods | 32,946 | 19,069 |
Spares and other | 24,118 | 23,129 |
Inventory gross | 133,178 | 158,857 |
Reduction to LIFO cost basis | (32,704) | (29,879) |
Total inventories | $ 100,474 | $ 128,978 |
Inventories - Narrative (Details) $ in Millions |
3 Months Ended |
---|---|
Sep. 30, 2017
USD ($)
| |
Inventory Disclosure [Abstract] | |
Reduction to LIFO cost basis reserve | $ 4.4 |
Postretirement Benefit Obligations - Net Periodic Benefit Cost (Details) - USD ($) $ in Thousands |
3 Months Ended | 9 Months Ended | ||
---|---|---|---|---|
Sep. 30, 2017 |
Sep. 30, 2016 |
Sep. 30, 2017 |
Sep. 30, 2016 |
|
Retirement Benefits [Abstract] | ||||
Service costs | $ 1,908 | $ 5,724 | ||
Interest costs | 333 | 999 | ||
Expected return on plan assets | (76) | (228) | ||
Other | $ 1,717 | $ 5,151 | ||
Net periodic benefit cost | $ 2,165 | 1,717 | $ 6,495 | 5,151 |
Net periodic benefit cost related to participation in Shared Plan | $ 1,700 | $ 5,200 |
Postretirement Benefit Obligations - Narrative (Details) - USD ($) $ in Millions |
1 Months Ended | 3 Months Ended | 9 Months Ended | ||
---|---|---|---|---|---|
Oct. 31, 2017 |
Sep. 30, 2017 |
Jun. 30, 2017 |
Mar. 31, 2017 |
Sep. 30, 2017 |
|
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||||
Pension contributions | $ 11.1 | $ 1.6 | $ 2.2 | $ 17.0 | |
Subsequent Event | |||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||||
Pension contributions | $ 2.0 |
Postretirement Benefit Obligations - Target Pension Plan Asset Allocation (Details) |
Sep. 30, 2017 |
---|---|
Defined Benefit Plan Disclosure [Line Items] | |
Total Pension Assets | 100.00% |
Cash and cash equivalents | |
Defined Benefit Plan Disclosure [Line Items] | |
Total Pension Assets | 2.00% |
US and non-US equity securities | |
Defined Benefit Plan Disclosure [Line Items] | |
Total Pension Assets | 65.00% |
Fixed income / other securities | |
Defined Benefit Plan Disclosure [Line Items] | |
Total Pension Assets | 33.00% |
Income Taxes (Details) - USD ($) $ in Thousands |
3 Months Ended | 9 Months Ended | ||
---|---|---|---|---|
Sep. 30, 2017 |
Sep. 30, 2016 |
Sep. 30, 2017 |
Sep. 30, 2016 |
|
Income Tax Disclosure [Abstract] | ||||
Income taxes | $ 14,538 | $ 11,342 | $ 46,803 | $ 36,712 |
Decrease in deferred income taxes payable | $ 7,200 |
'S9V/_*& \H97.%(]3@!YL-!94/QUL\VW',1L.;;OI!;/[&
M^0=02P,$% @ 9H)G2Q8%F+6U 0 T@, !@ !X;"]W;W)K =\[K[HT%L"
M OF=0T2)NJI-O.J1G _H^&9_"0=E(RDW,YF:'XNA[IX5VG.YG5F75N-0>?W"
MY '3GFGOQ5O)XX(%T#P*=W':@GAK+/(>T[EC-M9^;4QH%7Q6]LGA(YG0S@$Y
M1O@*(DLTO88)$9'(@9>]_Q\,3;0^)[4P9G;$6\\^*M]UZ*;7J3L4L@
MFF*.8TRRC)DCF&>?4R1K*8[)!WBR#D]7%:81GOZC<+].L%LEV$6"W7]+7(OY
M_"X)6_14@6GB-%E28J_C)"^\\\#>)O%-_H:/T_[(32.T)6=T_F5C_VM$!U[*
MYLJ/4.L_V&Q(J%TXWOBS&<=L-!QVTP]B\S/*BE7$E[;T?3HRYN@ Y+\%
M:"I 3D$TDMFHGZBB92'X/1#CRQJH^4^ #=*;>323=N_L,YU6ZME;"=.XB&[&
M:-+L1@U<:MXKJK4B(;,DT@ S!?120%N/%O4@B?T&R&N K$'R+@9P8HP:;#6]
MU: < >1$6:LRDL8!(O3.*!<79L-VK2)4Q&8@>Y6JL2C-/<#Y-Z85(/C)-Y
MEZYA8)YD#LQ:!?(X>P"3>6$R#TSBP&2K96 " '%@/"H$X ,8[(7!'IC4@<'K
MS @![-)X9"DA*?;C$"\.\> XKV!'5NM\0!#'SA96'AG,"7ZP.[D7)_?@8