XML 105 R27.htm IDEA: XBRL DOCUMENT v3.19.3.a.u2
Acquisitions and Divestitures
 12 Months Ended
Dec. 31, 2019
Business Combinations [Abstract]  
Acquisitions and Divestitures Acquisitions and Divestitures
2019 Divestitures. On May 31, 2019, Arconic sold a small additive manufacturing facility within the EP&F segment for $1 in cash, which resulted in a loss of $13 recorded in Restructuring and other charges in the Statement of Consolidated Operations. The sale is subject to certain post-closing adjustments.
On August 15, 2019, Arconic sold inventories and properties, plants, and equipment related to a small energy business within the EP&F segment for $13 in cash. Arconic recognized a charge of $10 related to inventory impairment and recorded the charge in Cost of goods sold in the Statement of Consolidated Operations.
On October 30, 2019, Arconic reached an agreement to sell its hard alloy extrusions plant in South Korea for $61 in cash, subject to working capital and other adjustments. The operating results and assets and liabilities of this plant are included in the GRP segment. The sale transaction is expected to close in the first quarter of 2020, subject to regulatory approvals and customary closing conditions. Arconic expects to recognize a gain of $25 to $30 upon the sale, which will be recorded in Restructuring and other charges in the Statement of Consolidated Operations.
On December 1, 2019, Arconic completed the sale of its forgings business in the United Kingdom for $64 in cash, which resulted in a loss on sale of $46 which was recorded in Restructuring and other charges in the Statement of Consolidated Operations. Of the cash proceeds received, $53 was recorded as Restricted cash within Prepaid expenses and other current assets on the Consolidated Balance Sheet at December 31, 2019 as its use is subject to restriction by the U.K. pension authority until certain U.K. pension plan changes have been made and approved. The forgings business primarily produces steel, titanium, and nickel based forged components for aerospace, mining, and off-highway markets and its operating results and assets and liabilities are included in the EP&F segment. The sale remains subject to certain post-closing adjustments. This business generated sales of $116, $131, and $127 in 2019, 2018, and 2017, and had 540 employees at the time of divestiture.
On February 1, 2020, Arconic sold its aluminum rolling mill in Itapissuma, Brazil for $50 in cash, subject to working capital and other adjustments. The rolling mill produces specialty foil and sheet products and its operating results and assets and liabilities were included in the GRP segment. As a result of entering into the agreement to sell in August 2019, Arconic recognized a charge of $53 in 2019 related to a non-cash impairment of the net book value of the business, primarily properties, plants, and equipment. This charge was recorded in Restructuring and other charges in the Statement of Consolidated Operations. This business generated sales of $143, $179, and $162 in 2019, 2018, and 2017 respectively, and had 513 employees at the time of divestiture.
2018 Divestitures. On April 2, 2018, Arconic completed the sale of the Latin America extrusions business to a subsidiary of Hydro Extruded Solutions AS for $2, following the settlement of post-closing and other adjustments in December 2018. As a result of entering into the agreement to sell the Latin America extrusions business in December 2017, a charge of $41 was recognized in Restructuring and other charges in the Statement of Consolidated Operations related to the non-cash impairment of the net book value of the business and an additional charge of $2 related to a post-closing adjustment was recorded in 2018. The operating results and assets and liabilities of the business were included in the TCS segment at the time of divestiture, but were transferred to Corporate in connection with a segment change (see Note B). This business generated sales of $25 and $115 in 2018 and 2017 and had 612 employees at the time of divestiture.
On July 31, 2018, the Company announced that it had initiated a sale process of BCS, as part of the Company’s then ongoing strategy and portfolio review. In the first quarter of 2019, the Company decided to no longer pursue the sale of BCS.
On October 31, 2018, the Company sold its Texarkana, Texas rolling mill and cast house, which had a combined net book value of $63, to Ta Chen International, Inc. for $302 in cash, including the settlement of post-closing adjustments, plus additional contingent consideration of up to $50. The contingent consideration relates to the achievement of various milestones within 36 months of the transaction closing date associated with operationalizing the rolling mill equipment. The operating results and assets and liabilities of the business were included in the GRP segment. The Texarkana rolling mill facility had previously been idle since late 2009. In early 2016, the Company restarted the Texarkana cast house to meet demand for aluminum slab. As part of the agreement, the Company will continue to produce aluminum slab at the facility for a period of 18 months through a lease back of the cast house building and equipment, after which time, Ta Chen may perform toll processing of metal for the Company for a period of six months. The Company will supply Ta Chen with cold-rolled aluminum coil during this 24-month period.
The sale of the rolling mill and cast house had been accounted for separately. The gain on the sale of the rolling mill of $154, including the fair value of contingent consideration of $5 was recorded in the fourth quarter of 2018. In the fourth quarter of 2019, the Company received additional contingent consideration of $20 and recorded a gain. These amounts were recorded in Restructuring and other charges in the Statement of Consolidated Operations. The Company continues to reevaluate its estimate of the remaining $25 of contingent consideration to which it will be entitled at the end of each reporting period and will recognize any changes thereto in the Statement of Consolidated Operations.
The Company had continuing involvement related to the lease back of the cast house. As a result, in 2018, the Company continued to treat the cast house building and equipment that it sold to Ta Chen as owned and therefore reflected the following balances in its Consolidated Balance Sheet at December 31, 2018: assets of $24 in Properties, plants, and equipment, net; cash proceeds of $119 in Other noncurrent liabilities and deferred credits (which included a deferred gain of $95); and a deferred tax asset of $22 in Other noncurrent assets. In conjunction with the adoption of the new lease accounting standard (see Note A), the Company's continuing involvement no longer requires deferral of the recognition of the cast house sale. As such, the cash
proceeds, fixed assets, and deferred tax asset related to the cast house were reclassified to Retained earnings (accumulated deficit) as a cumulative effect of an accounting change.
On December 31, 2018, as part of the Company’s then ongoing strategy and portfolio review, Arconic completed the sale of its forgings business in Hungary to Angstrom Automotive Group LLC for $2, which resulted in a loss of $43 recorded in Restructuring and other charges in the Statement of Consolidated Operations. While owned by Arconic, the operating results and assets and liabilities of the business were included in the EP&F segment. This business generated sales of $32 and $38 in 2018 and 2017, respectively, and had 180 employees at the time of the divestiture.
2017 Divestitures. In March 2017, Arconic completed the sale of its rolling mill in Italy to Slim Aluminium. While owned by Arconic, the operating results and assets and liabilities of the Fusina, Italy rolling mill were included in the GRP segment. As part of the transaction, Arconic injected $10 of cash into the business and provided a third-party guarantee with a fair value of $5 related to Slim Aluminium’s environmental remediation. The Company recorded a loss on the sale of $60, which was recorded in Restructuring and other charges on the Statement of Consolidated Operations in 2017. The rolling mill generated sales of approximately $54 in 2017 and had approximately 312 employees.
2014 Acquisitions. In November 2014, Arconic acquired Firth Rixson. The purchase price included an earn-out agreement that required Arconic to make earn-out payments up to an aggregate maximum amount of $150 through December 31, 2020 upon certain conditions. This earn-out was contingent on the Firth Rixson forgings business in Savannah, Georgia achieving certain identified financial targets through December 31, 2020. During 2016, management determined that payment of the maximum amount was not probable based on the forecasted financial performance of this location. Therefore, the fair value of this liability was reduced by $56 with a corresponding credit to Other expense (income), net on the accompanying Statement of Consolidated Operations. During 2017, management determined that payment of the remaining amount of the contingent liability was not probable based on the forecasted financial performance of this location. Therefore, the fair value of this liability was reduced by $81 to zero at December 31, 2017 with a corresponding credit to Other expense (income), net on the accompanying Statement of Consolidated Operations. The fair value of this liability has remained at zero at December 31, 2019 and December 31, 2018 based on the forecasted financial performance of this location.