RESTRUCTURING

On January 4, 2016, the Company’s board of directors approved the 2016 Restructuring to reduce its exposure to the upstream oil markets and to reduce consolidated expenses. During 2016, the Company completed its restructuring, which included repositioning Energy Services’ upstream operations in California, reducing Corrosion Protection’s upstream exposure by divesting its interest in a Canadian pipe coating joint venture, right-sizing Corrosion Protection to compete more effectively and reducing corporate and other operating costs. Cost savings were achieved primarily through office closures and headcount reductions of 964 employees, or 15.5% of the Company’s total workforce as of December 31, 2015.

Total pre-tax 2016 Restructuring charges recorded since inception were $16.1 million ($10.3 million after tax) and consisted of employee severance, retention, extension of benefits, employment assistance programs and other restructuring costs associated with the restructuring efforts described above. The vast majority of 2016 Restructuring costs were cash charges.

There were no expenses incurred in the first six months of 2017 related to the 2016 Restructuring. During the quarter and six months ended June 30, 2016, the Company recorded pre-tax expenses related to the 2016 Restructuring as follows (in thousands):



	Quarter Ended June 30, 2016
	Infrastructure Solutions		Corrosion Protection		Energy Services		Total
Severance and benefit related costs	$	344	$	714	$	94	$	1,152
Relocation and other moving costs	307		62		14		383
Other restructuring costs ⁽¹⁾	568		181		1,479		2,228
Total pre-tax restructuring charges ⁽²⁾	$	1,219	$	957	$	1,587	$	3,763

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⁽¹⁾	Includes charges primarily related to downsizing the Company’s upstream operations in California, inclusive of wind-down costs, professional fees, fixed asset disposals and certain other restructuring charges.


⁽²⁾	Includes $0.2 million of corporate-related restructuring charges that have been allocated to the reportable segments.



	Six Months Ended June 30, 2016
	Infrastructure Solutions		Corrosion Protection		Energy Services		Total
Severance and benefit related costs	$	2,256	$	3,134	$	1,403	$	6,793
Lease termination costs	—		—		969		969
Relocation and other moving costs	307		62		134		503
Other restructuring costs ⁽¹⁾	809		498		3,933		5,240
Total pre-tax restructuring charges ⁽²⁾	$	3,372	$	3,694	$	6,439	$	13,505

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⁽¹⁾	Includes charges primarily related to downsizing the Company’s upstream operations in California, inclusive of wind-down costs, professional fees, fixed asset disposals and certain other restructuring charges.


⁽²⁾	Includes $1.2 million of corporate-related restructuring charges that have been allocated to the reportable segments.

2016 Restructuring costs related to severance, other termination benefit costs and early lease termination costs were zero and $1.5 million for the quarters ended June 30, 2017 and 2016, respectively, and zero and $8.3 million for the six months ended June 30, 2017 and 2016, respectively, and are reported on a separate line in the Consolidated Statements of Operations in accordance with FASB ASC 420, Exit or Disposal Cost Obligations.

The following tables summarize all charges related to the 2016 Restructuring recognized in the quarter and six months ended June 30, 2016 as presented in their affected line in the Consolidated Statements of Operations (in thousands):



	Quarter Ended June 30, 2016						Six Months Ended June 30, 2016
	Non-Cash Restructuring Charges		Cash Restructuring Charges ⁽¹⁾		Total		Non-Cash Restructuring Charges		Cash Restructuring Charges ⁽¹⁾		Total
	Non-Cash Restructuring Charges		Cash Restructuring Charges ⁽¹⁾		Total		Non-Cash Restructuring Charges		Cash Restructuring Charges ⁽¹⁾		Total
Cost of revenues⁽²⁾	$	—	$	10	$	10	$	—	$	59	$	59
Operating expenses⁽³⁾	259		1,710		1,969		259		4,673		4,932
Restructuring charges ⁽⁴⁾	—		1,535		1,535		—		8,265		8,265
Other expense ⁽⁵⁾	249		—		249		249		—		249
Total pre-tax restructuring charges	$	508	$	3,255	$	3,763	$	508	$	12,997	$	13,505

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⁽¹⁾	Cash charges consist of charges incurred during the period that will be settled in cash, either during the current period or future periods.


⁽²⁾	All charges for the quarter and six-month period ended June 30, 2016 related to Corrosion Protection.

⁽³⁾

Includes charges of $0.4 million and $0.6 million for the quarter and six-month period ended June 30, 2016, respectively, related to Infrastructure Solutions. Includes charges of $0.1 million and $0.4 million for the quarter and six-month period ended June 30, 2016, respectively, related to Corrosion Protection. Includes charges of $1.5 million and $3.9 million for the quarter and six-month period ended June 30, 2016, respectively, related to Energy Services.

⁽⁴⁾

Includes charges of $0.6 million and $2.5 million for the quarter and six-month period ended June 30, 2016, respectively, related to Infrastructure Solutions. Includes charges of $0.8 million and $3.2 million for the quarter and six-month period ended June 30, 2016, respectively, related to Corrosion Protection. Includes charges of $0.1 million and $2.5 million for the quarter and six-month period ended June 30, 2016, respectively, related to Energy Services.


⁽⁵⁾	All charges relate to the release of cumulative currency translation adjustments in Infrastructure Solutions.

The following tables summarize the 2016 Restructuring activity during the six months ended June 30, 2017 and 2016 (in thousands):



	Reserves at December 31, 2016		Cash Utilized in 2017 ⁽¹⁾		Reserves at June 30, 2017
	Reserves at December 31, 2016		Cash Utilized in 2017 ⁽¹⁾		Reserves at June 30, 2017
Severance and benefit related costs	$	645	$	437	$	208
Lease termination costs	125		65		60
Relocation and other moving costs	10		10		—
Other restructuring costs	120		66		54
Total pre-tax restructuring charges	$	900	$	578	$	322

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⁽¹⁾	Refers to cash utilized to settle charges that were reserved at December 31, 2016.



	2016 Charge to Income		Utilized in 2016				Reserves at June 30, 2016
	2016 Charge to Income		Cash⁽¹⁾		Non-Cash		Reserves at June 30, 2016
Severance and benefit related costs	$	6,793	$	4,786	$	—	$	2,007
Lease termination costs	969		969		—		—
Relocation and other moving costs	503		322		—		181
Other restructuring costs	5,240		4,642		508		90
Total pre-tax restructuring charges	$	13,505	$	10,719	$	508	$	2,278

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⁽¹⁾	Refers to cash utilized to settle charges during the first six months of 2016.