Commitments and Contingencies:

In connection with the closing of the Rockwood acquisition on January 12, 2015, we have become liable for both recorded and unrecorded contingencies of Rockwood. We are not aware of any unrecorded contingencies assumed in connection with the Rockwood acquisition whose ultimate outcome will have a material adverse effect on our consolidated results of operations, financial condition or cash flows on an annual basis, although any such sum could have a material adverse impact on our results of operations, financial condition or cash flows in a particular quarterly reporting period. We believe that amounts recorded are adequate for known items which might become due in the current year.

Environmental

We had the following activity in our recorded environmental liabilities for the years ended December 31, 2015, 2014 and 2013 (in thousands):



	Year Ended December 31,
	2015			2014			2013
Balance, beginning of year	$	9,235		$	16,599		$	20,322
Expenditures	(4,178		)	(4,548		)	(3,013		)
Acquisition of Rockwood	38,666			—			—
Divestitures	(1,826		)	(1,954		)	—
Accretion of discount	984			—			—
Revisions of estimates	150			34			(902		)
Reclass to liabilities held for sale	(5,253		)	—			—
Foreign currency translation	(2,480		)	(896		)	192
Balance, end of year	35,298			9,235			16,599
Less amounts reported in Accrued expenses	1,493			4,394			7,386
Amounts reported in Other noncurrent liabilities	$	33,805		$	4,841		$	9,213

As part of the Rockwood acquisition, we assumed $38.7 million of environmental remediation liabilities globally, the majority of which relate to sites in Germany and the U.S. where the Company is currently operating groundwater monitoring and/or remediation systems. For certain locations where the Company is operating these groundwater monitoring and/or remediation systems, prior owners or insurers have assumed all or most of the responsibility. Environmental remediation liabilities assumed as part of the Rockwood acquisition includes discounted liabilities of $24.5 million, discounted at rates ranging from 2.8% to 4.3%, with the undiscounted amount totaling $64.5 million.

The amounts recorded represent our future remediation and other anticipated environmental liabilities. These liabilities typically arise during the normal course of our operational and environmental management activities or at the time of acquisition of the site, and are based on internal analysis as well as input from outside consultants. As evaluations proceed at each relevant site, changes in risk assessment practices, remediation techniques and regulatory requirements can occur, therefore such liability estimates may be adjusted accordingly. The timing and duration of remediation activities at these sites will be determined when evaluations are completed. Although it is difficult to quantify the potential financial impact of these remediation liabilities, management estimates (based on the latest available information) that there is a reasonable possibility that future environmental remediation costs associated with our past operations, in excess of amounts already recorded, could be up to approximately $18 million before income taxes.

We believe that any sum we may be required to pay in connection with environmental remediation matters in excess of the amounts recorded would likely occur over a period of time and would likely not have a material adverse effect upon our results of operations, financial condition or cash flows on a consolidated annual basis although any such sum could have a material adverse impact on our results of operations, financial condition or cash flows in a particular quarterly reporting period.

Asset Retirement Obligations

The following is a reconciliation of our beginning and ending asset retirement obligation balances for 2015 and 2014 (in thousands):



	Year Ended December 31,
	2015			2014
Balance, beginning of year	$	15,085		$	16,930
Acquisition of Rockwood	17,265			—
Liabilities incurred	3,636			—
Accretion of discount	1,289			323
Liabilities settled	—			(333		)
Divestitures	—			(1,816		)
Foreign currency translation adjustments	(45		)	(19		)
Balance, end of year	$	37,230		$	15,085

Our asset retirement obligations are recorded in Other noncurrent liabilities in the condensed consolidated balance sheets. Asset retirement obligations assumed through the acquisition of Rockwood primarily relate to post-closure reclamation of sites involved in the surface mining and manufacturing of lithium. We are not aware of any conditional asset retirement obligations that would require recognition in our consolidated financial statements.

Rental Expense

Our rental expenses include a number of operating lease agreements, primarily for office space, transportation equipment and storage facilities. We also have certain buildings and improvements under capital lease. The following schedule details the future non-cancelable minimum lease payments for the next five years and thereafter (in thousands):



	Operating Leases		Capital Leases
2016	$	14,643	$	3,163
2017	$	10,664	$	3,178
2018	$	9,217	$	3,193
2019	$	7,436	$	10,201
2020	$	6,665	$	—
Thereafter	$	21,124	$	—
			19,735
Less: amount representing interest			2,928
Present value of net minimum obligations			$	16,807

Rental expense was approximately $45.0 million, $31.9 million, and $30.7 million for 2015, 2014 and 2013, respectively. Rental expense related to discontinued operations was approximately $1.3 million and $1.6 million for 2014 and 2013, respectively. Rental expense is shown net of sublease income which was minimal during 2015, 2014 and 2013.

Litigation

We are involved from time to time in legal proceedings of types regarded as common in our business, including administrative or judicial proceedings seeking remediation under environmental laws, such as the federal Comprehensive Environmental Response, Compensation and Liability Act, commonly known as CERCLA or Superfund, products liability, breach of contract liability and premises liability litigation. Where appropriate, we may establish financial reserves for such proceedings. We also maintain insurance to mitigate certain of such risks. Costs for legal services are generally expensed as incurred.

Also see Note 2, “Acquisitions” for a discussion about litigation matters in connection with the Acquisition of Rockwood.

Indemnities

We are indemnified by third parties in connection with certain matters related to acquired and divested businesses. Although we believe that the financial condition of those parties who may have indemnification obligations to the Company is generally sound, in the event the Company seeks indemnity under any of these agreements or through other means, there can be no assurance that any party who may have obligations to indemnify us will adhere to their obligations and we may have to resort to legal action to enforce our rights under the indemnities.

The Company may be subject to indemnity claims relating to properties or businesses it divested, including properties or businesses that Rockwood divested prior to the Acquisition Closing Date. In the opinion of management, and based upon information currently available, the ultimate resolution of any indemnification obligations owed to the Company or by the Company is not expected to have a material effect on the Company’s financial condition, results of operations or cash flows.

Other

The Company has standby letters of credit and guarantees with various financial institutions. The following table summarizes our letters of credit and guarantee agreements (in thousands):



	2016		2017		2018		2019		2020		Thereafter
Letters of credit and other guarantees	$	24,789	$	11,248	$	3,190	$	14	$	210	$	24,356

The outstanding letters of credit are primarily related to insurance claim payment guarantees with expiration dates ranging from 2016 to 2022. The majority of the Company’s other guarantees have terms of one year and mainly consist of performance and environmental guarantees, as well as guarantees to customs and port authorities. The guarantees arose during the ordinary course of business.

We do not have recorded reserves for the letters of credit and guarantees as of December 31, 2015. We are unable to estimate the maximum amount of the potential future liability under guarantees and letters of credit. However, we accrue for any potential loss for which we believe a future payment is probable and a range of loss can be reasonably estimated. We believe our liability under such obligations is immaterial.

We currently, and are from time to time, subject to transactional audits in various taxing jurisdictions and to customs audits globally. We do not expect the financial impact of any of these audits to have a material adverse effect on the Company’s results of operations, financial condition or cash flows.