Business Combinations (Tables)

9 Months Ended

Sep. 30, 2015

The acquisition was accounted for as a business combination, with the purchase price allocated based on the estimated fair values of the assets acquired and liabilities assumed. The purchase price allocation remains preliminary as management continues to evaluate the assumptions and methodology used in the valuation of acquired inventories, property, plant and equipment, intangible assets, accrued pension benefits, environmental liabilities, asset retirement obligations, and the resultant deferred income tax adjustments.

(In millions)
Purchase consideration:
Consideration paid at closing	$	501.2
Redeemable Preferred Stock issued		19.6
Initial working capital adjustment		31.3
Final working capital adjustment		2.4
Total purchase consideration	$	554.5

Purchase price allocation:
Assets:
Cash	$	10.2
Trade accounts receivable		150.1
Inventories		173.8
Property, plant and equipment		326.4
Deferred income taxes		6.1
Other		4.0
Identifiable intangible assets		21.1
Total assets		691.7
Liabilities:
Trade payables		112.4
Accrued liabilities		26.9
Accrued pension liabilities		46.0
Environmental liabilities		18.4
Other		13.7
Deferred income taxes		4.8
Total liabilities		222.2
Estimated fair value of net assets acquired	$	469.5

Total purchase consideration	$	554.5
Estimated fair value of net assets acquired		469.5
Goodwill	$	85.0

Summary of Estimated Fair Value of Property Plant and Equipment

The fair value of property, plant and equipment acquired was estimated as follows:

(In millions)	Estimated Fair Value
Land	$	63.6
Buildings		57.0
Machinery, equipment, furniture and fixtures		193.8
Construction work in progress		12.0
Property, plant and equipment	$	326.4

Summary of Assumptions Used to Measure Accrued Pension Liabilities

The following assumptions were utilized to measure the accrued pension liabilities:

Discount rate	1.7	%
Salary increase	3.0	%
Pension increase	1.8	%
Turnover	2.0	%

Schedule of Activity Associated with Goodwill

The following table reflects the activity associated with goodwill during the nine months ended September 30, 2015:

(In millions)
Balance at beginning of period	$	—
Preliminary purchase price allocation for the Real Alloy Acquisition reported as of March 31, 2015		102.3
Adjustments to preliminary purchase price allocation for the Real Alloy Acquisition recorded in the quarter ended June 30, 2015		(17.8	)
Adjustments to preliminary purchase price allocation for the Real Alloy Acquisition recorded in the quarter ended September 30, 2015		0.5
Balance at end of period	$	85.0

Summary of Selected Unaudited Pro forma Results of Operations

The following selected unaudited pro forma results of operations of the Company for the three and nine months ended September 30, 2015 and 2014, give effect to this business combination as though the transaction occurred on January 1, 2014:

	Three Months Ended September 30,					Nine Months Ended September 30,
(In millions)		2015		2014			2015			2014
Total revenues:
As reported	$	338.6	$	—		$	845.1		$	0.1
Pro forma		338.6		392.6			1,081.9			1,165.6
Earnings (loss) from continuing operations before income taxes:
As reported	$	2.5	$	(1.4	)	$	(36.2	)	$	(6.1	)
Pro forma		3.0		(2.4	)		(18.5	)		(43.6	)