| Segments
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Performance Coatings | Transportation Coatings | Total | |||||||
December 31, 2015 | $ | 866.1 | $ | 62.1 | $ | 928.2 | |||
Foreign currency translation | 2.7 | 0.2 | 2.9 | ||||||
June 30, 2016 | $ | 868.8 | $ | 62.3 | $ | 931.1 |
June 30, 2016 | Gross Carrying Amount | Accumulated Amortization | Net Book Value | Weighted average amortization periods (years) | ||||||
Technology | $ | 413.8 | $ | (137.9 | ) | $ | 275.9 | 10.0 | ||
Trademarks - indefinite-lived | 284.4 | — | 284.4 | Indefinite | ||||||
Trademarks - definite-lived | 45.8 | (10.1 | ) | 35.7 | 14.8 | |||||
Customer relationships | 676.4 | (120.1 | ) | 556.3 | 19.3 | |||||
Non-compete agreements | 1.9 | (1.4 | ) | 0.5 | 4.6 | |||||
Total | $ | 1,422.3 | $ | (269.5 | ) | $ | 1,152.8 |
December 31, 2015 | Gross Carrying Amount | Accumulated Amortization | Net Book Value | Weighted average amortization periods (years) | ||||||
Technology | $ | 413.0 | $ | (117.2 | ) | $ | 295.8 | 10.0 | ||
Trademarks—indefinite-lived | 284.4 | — | 284.4 | Indefinite | ||||||
Trademarks—definite-lived | 45.2 | (8.5 | ) | 36.7 | 14.7 | |||||
Customer relationships | 676.1 | (102.1 | ) | 574.0 | 19.3 | |||||
Non-compete agreements | 1.9 | (1.2 | ) | 0.7 | 4.6 | |||||
Total | $ | 1,420.6 | $ | (229.0 | ) | $ | 1,191.6 |
Remainder of 2016 | $ | 40.1 | |
2017 | $ | 79.9 | |
2018 | $ | 79.8 | |
2019 | $ | 79.8 | |
2020 | $ | 79.7 |
|
2016 Activity | |||
Balance at December 31, 2015 | $ | 41.3 | |
Expense Recorded | 5.6 | ||
Payments Made | (15.4 | ) | |
Foreign Currency Impacts | 0.2 | ||
Balance at June 30, 2016 | $ | 31.7 |
|
|
Three Months Ended June 30, | Six Months Ended June 30, | |||||||||||
2016 | 2015 | 2016 | 2015 | |||||||||
Components of net periodic benefit cost: | ||||||||||||
Net periodic benefit cost: | ||||||||||||
Service cost | $ | 2.6 | $ | 3.3 | $ | 5.1 | $ | 6.4 | ||||
Interest cost | 3.9 | 4.6 | 7.8 | 9.2 | ||||||||
Expected return on plan assets | (3.4 | ) | (3.6 | ) | (6.6 | ) | (7.3 | ) | ||||
Amortization of actuarial loss, net | 0.2 | 0.2 | 0.1 | 0.5 | ||||||||
Amortization of prior service credit, net | — | — | — | (0.1 | ) | |||||||
Net periodic benefit cost | $ | 3.3 | $ | 4.5 | $ | 6.4 | $ | 8.7 |
|
2016 Grants | ||
Expected Term | 6.00 years | |
Volatility | 21.63 | % |
Dividend Yield | — | |
Discount Rate | 1.45 | % |
Awards/Units (millions) | Weighted- Average Exercise Price | Aggregate Intrinsic Value (millions) | Weighted Average Remaining Contractual Life (years) | ||||||
Outstanding at January 1, 2016 | 11.0 | $ | 12.19 | ||||||
Granted | 1.1 | $ | 23.25 | ||||||
Exercised | (0.7 | ) | $ | 8.46 | |||||
Forfeited | (0.3 | ) | $ | 7.65 | |||||
Outstanding at June 30, 2016 | 11.1 | $ | 13.59 | ||||||
Vested and expected to vest at June 30, 2016 | 11.1 | $ | 13.59 | $ | 149.9 | 7.62 | |||
Exercisable at June 30, 2016 | 9.2 | $ | 10.77 | $ | 146.3 | 7.27 |
Awards (millions) | Weighted-Average Fair Value | ||||
Outstanding at January 1, 2016 | 1.7 | $ | 32.22 | ||
Granted | 0.8 | $ | 23.33 | ||
Vested | (0.2 | ) | $ | 31.79 | |
Forfeited | — | $ | — | ||
Outstanding at June 30, 2016 | 2.3 | $ | 29.39 |
Awards (millions) | Weighted-Average Fair Value | ||||
Outstanding at January 1, 2016 | — | $ | — | ||
Granted | 0.3 | $ | 24.74 | ||
Vested | — | $ | — | ||
Forfeited | — | $ | — | ||
Outstanding at June 30, 2016 | 0.3 | $ | 24.74 |
|
Three Months Ended June 30, | Six Months Ended June 30, | |||||||||||
2016 | 2015 | 2016 | 2015 | |||||||||
Foreign exchange losses, net | $ | 18.0 | $ | 57.8 | $ | 25.5 | $ | 66.5 | ||||
Impairment of real estate investment | 10.5 | 30.6 | 10.5 | 30.6 | ||||||||
Debt extinguishment | 2.3 | — | 2.3 | — | ||||||||
Other miscellaneous expense (income), net | 2.0 | 0.2 | 2.5 | (4.6 | ) | |||||||
Total | $ | 32.8 | $ | 88.6 | $ | 40.8 | $ | 92.5 |
|
Six Months Ended June 30, | ||||
2016 | 2015 | |||
Effective Tax Rate | 30.2 | % | 57.8 | % |
|
June 30, 2016 | December 31, 2015 | |||||
Accounts receivable—trade, net | $ | 720.0 | $ | 647.2 | ||
Notes receivable | 36.3 | 43.0 | ||||
Other | 82.3 | 75.6 | ||||
Total | $ | 838.6 | $ | 765.8 |
|
June 30, 2016 | December 31, 2015 | |||||
Finished products | $ | 309.1 | $ | 313.1 | ||
Semi-finished products | 83.0 | 88.5 | ||||
Raw materials and supplies | 127.6 | 129.1 | ||||
Total | $ | 519.7 | $ | 530.7 |
|
June 30, 2016 | December 31, 2015 | |||||
Property, plant and equipment | $ | 1,916.7 | $ | 1,855.3 | ||
Accumulated depreciation | (558.2 | ) | (472.4 | ) | ||
Property, plant, and equipment, net | $ | 1,358.5 | $ | 1,382.9 |
|
June 30, 2016 | December 31, 2015 | |||||
Dollar Term Loan | $ | 1,931.0 | $ | 2,042.5 | ||
Euro Term Loan | 428.9 | 428.0 | ||||
Dollar Senior Notes | 750.0 | 750.0 | ||||
Euro Senior Notes | 276.4 | 274.4 | ||||
Short-term and other borrowings | 36.0 | 26.5 | ||||
Unamortized original issue discount | (11.8 | ) | (14.0 | ) | ||
Unamortized deferred financing costs, net | (57.3 | ) | (65.9 | ) | ||
$ | 3,353.2 | $ | 3,441.5 | |||
Less: | ||||||
Short term borrowings | $ | 27.7 | $ | 22.7 | ||
Current portion of long-term borrowings | 27.4 | 27.4 | ||||
Long-term debt | $ | 3,298.1 | $ | 3,391.4 |
Period | Euro Notes Percentage | |
2016 | 104.313 | % |
2017 | 102.875 | % |
2018 | 101.438 | % |
2019 and thereafter | 100.000 | % |
Period | Dollar Notes Percentage | |
2016 | 105.531 | % |
2017 | 103.688 | % |
2018 | 101.844 | % |
2019 and thereafter | 100.000 | % |
Remainder of 2016 | $ | 22.9 | |
2017 | 29.5 | ||
2018 | 28.2 | ||
2019 | 27.6 | ||
2020 | 2,264.2 | ||
Thereafter | 1,026.8 | ||
$ | 3,399.2 |
|
|
June 30, 2016 | December 31, 2015 | |||||
Other assets: | ||||||
Interest rate swaps | $ | — | $ | 0.4 | ||
Total assets | $ | — | $ | 0.4 | ||
Other liabilities: | ||||||
Interest rate swaps | $ | 6.4 | $ | 1.8 | ||
Total liabilities | $ | 6.4 | $ | 1.8 |
June 30, 2016 | December 31, 2015 | |||||
Prepaid and other assets: | ||||||
Foreign currency contracts | $ | — | $ | 0.3 | ||
Total assets | $ | — | $ | 0.3 | ||
Other accrued liabilities: | ||||||
Foreign currency contracts | $ | 3.5 | $ | — | ||
Total liabilities: | $ | 3.5 | $ | — |
Amount of (Gain) Loss Recognized in OCI on Derivatives (Effective Portion) | Location of (Gain) Loss Reclassified from Accumulated OCI into Income (Effective Portion) | Amount of (Gain) Loss Reclassified from Accumulated OCI to Income (Effective Portion) | Location of (Gains) Losses Recognized in Income on Derivatives (Ineffective Portion) | Amount of (Gain) Loss Recognized in Income on Derivatives (Ineffective Portion) | ||||||||||||||||
Derivatives in Cash Flow Hedging Relationships | Three Months Ended June 30, 2016 | Three Months Ended June 30, 2015 | Three Months Ended June 30, 2016 | Three Months Ended June 30, 2015 | Three Months Ended June 30, 2016 | Three Months Ended June 30, 2015 | ||||||||||||||
Interest rate contracts | $ | (0.5 | ) | $ | (0.3 | ) | Interest expense, net | $ | 1.6 | $ | 1.6 | Interest expense, net | $ | 0.9 | $ | 0.2 |
Amount of (Gain) Loss Recognized in OCI on Derivatives (Effective Portion) | Location of (Gain) Loss Reclassified from Accumulated OCI into Income (Effective Portion) | Amount of (Gain) Loss Reclassified from Accumulated OCI to Income (Effective Portion) | Location of (Gains) Losses Recognized in Income on Derivatives (Ineffective Portion) | Amount of (Gain) Loss Recognized in Income on Derivatives (Ineffective Portion) | ||||||||||||||||
Derivatives in Cash Flow Hedging Relationships | Six Months Ended June 30, 2016 | Six Months Ended June 30, 2015 | Six Months Ended June 30, 2016 | Six Months Ended June 30, 2015 | Six Months Ended June 30, 2016 | Six Months Ended June 30, 2015 | ||||||||||||||
Interest rate contracts | $ | 1.7 | $ | 4.5 | Interest expense, net | $ | 3.2 | $ | 3.2 | Interest expense, net | $ | 3.3 | $ | 1.4 |
Three Months Ended June 30, | Six Months Ended June 30, | ||||||||||||
Derivatives Not Designated as Hedging Instruments under ASC 815 | Location of (Gain) Loss Recognized in Income on Derivatives | 2016 | 2015 | 2016 | 2015 | ||||||||
Foreign currency forward contracts | Other expense, net | $ | 1.6 | $ | (0.1 | ) | $ | 4.0 | $ | (1.9 | ) | ||
Interest rate cap | Interest expense, net | — | (0.1 | ) | — | (0.1 | ) | ||||||
$ | 1.6 | $ | (0.2 | ) | $ | 4.0 | $ | (2.0 | ) |
|
Three Months Ended June 30, | Six Months Ended June 30, | |||||||||||
2016 | 2015 | 2016 | 2015 | |||||||||
Performance Coatings | ||||||||||||
Refinish | $ | 448.8 | $ | 460.1 | $ | 827.5 | $ | 853.3 | ||||
Industrial | 183.3 | 178.7 | 347.6 | 342.7 | ||||||||
Total Net sales Performance Coatings | 632.1 | 638.8 | 1,175.1 | 1,196.0 | ||||||||
Transportation Coatings | ||||||||||||
Light Vehicle | 344.4 | 347.2 | 673.8 | 680.4 | ||||||||
Commercial Vehicle | 88.6 | 108.1 | 171.8 | 206.9 | ||||||||
Total Net sales Transportation Coatings | 433.0 | 455.3 | 845.6 | 887.3 | ||||||||
Total Net sales | $ | 1,065.1 | $ | 1,094.1 | $ | 2,020.7 | $ | 2,083.3 |
Three Months Ended June 30, | ||||||||||||||||||
2016 | 2015 | |||||||||||||||||
Performance Coatings | Transportation Coatings | Total | Performance Coatings | Transportation Coatings | Total | |||||||||||||
Net sales (1) | $ | 632.1 | $ | 433.0 | $ | 1,065.1 | $ | 638.8 | $ | 455.3 | $ | 1,094.1 | ||||||
Equity in earnings in unconsolidated affiliates | 0.1 | — | 0.1 | 0.2 | 0.2 | 0.4 | ||||||||||||
Adjusted EBITDA (2) | 157.3 | 95.3 | 252.6 | 162.1 | 93.4 | 255.5 | ||||||||||||
Investment in unconsolidated affiliates | 3.9 | 11.2 | 15.1 | 5.7 | 6.8 | 12.5 |
Six Months Ended June 30, | ||||||||||||||||||
2016 | 2015 | |||||||||||||||||
Performance Coatings | Transportation Coatings | Total | Performance Coatings | Transportation Coatings | Total | |||||||||||||
Net sales (1) | $ | 1,175.1 | $ | 845.6 | $ | 2,020.7 | $ | 1,196.0 | $ | 887.3 | $ | 2,083.3 | ||||||
Equity in earnings in unconsolidated affiliates | 0.2 | 0.1 | 0.3 | 0.3 | 0.5 | 0.8 | ||||||||||||
Adjusted EBITDA (2) | 267.4 | 180.0 | 447.4 | 269.2 | 168.3 | 437.5 | ||||||||||||
Investment in unconsolidated affiliates | 3.9 | 11.2 | 15.1 | 5.7 | 6.8 | 12.5 |
(1) | The Company has no intercompany sales between segments. |
(2) | The primary measure of segment operating performance is Adjusted EBITDA, which is defined as net income before interest, taxes, depreciation and amortization and other unusual items impacting operating results. Adjusted EBITDA is a key metric that is used by management to evaluate business performance in comparison to budgets, forecasts, and prior year financial results, providing a measure that management believes reflects the Company’s core operating performance. Reconciliation of Adjusted EBITDA to income before income taxes follows: |
Three Months Ended June 30, | Six Months Ended June 30, | |||||||||||
2016 | 2015 | 2016 | 2015 | |||||||||
Income before income taxes | $ | 70.4 | $ | 5.2 | $ | 115.6 | $ | 53.1 | ||||
Interest expense, net | 47.8 | 49.2 | 97.9 | 99.2 | ||||||||
Depreciation and amortization | 78.6 | 77.5 | 154.6 | 150.1 | ||||||||
EBITDA | 196.8 | 131.9 | 368.1 | 302.4 | ||||||||
Debt extinguishment (a) | 2.3 | — | 2.3 | — | ||||||||
Foreign exchange remeasurement losses (b) | 18.0 | 57.8 | 25.5 | 66.5 | ||||||||
Long-term employee benefit plan adjustments (c) | 0.7 | 0.2 | 1.3 | 0.4 | ||||||||
Termination benefits and other employee related costs (d) | 7.0 | 14.8 | 8.9 | 18.5 | ||||||||
Consulting and advisory fees (e) | 2.6 | 6.8 | 5.6 | 9.9 | ||||||||
Offering and transactional costs (f) | 1.4 | 0.3 | 1.4 | (3.7 | ) | |||||||
Stock-based compensation (g) | 11.4 | 12.4 | 21.6 | 14.2 | ||||||||
Other adjustments (h) | 1.9 | 1.3 | 3.7 | 2.8 | ||||||||
Dividends in respect of noncontrolling interest (i) | — | (0.6 | ) | (1.5 | ) | (4.1 | ) | |||||
Asset impairment (j) | 10.5 | 30.6 | 10.5 | 30.6 | ||||||||
Adjusted EBITDA | $ | 252.6 | $ | 255.5 | $ | 447.4 | $ | 437.5 |
(a) | In April 2016, we prepaid $100.0 million of the outstanding principal on the New Dollar Term Loan and recorded a non-cash pre-tax loss on extinguishment of $2.3 million for the three and six months ended June 30, 2016. |
(b) | Eliminates foreign exchange gains and losses resulting from the remeasurement of assets and liabilities denominated in foreign currencies, net of gains associated with our foreign currency instruments used to hedge our balance sheet exposures. Exchange losses attributable to the remeasurement of our Venezuelan subsidiary represented $15.6 million and $22.7 million for the three and six months ended June 30, 2016, respectively, and $55.6 million and $54.8 million for the three and six months ended June 30, 2015, respectively. |
(c) | Eliminates the non-cash, non-service cost components of long-term employee benefit costs. |
(d) | Represents expenses primarily related to employee termination benefits and other employee-related costs including our initiative to improve overall cost structure within the European region as well as costs associated with our Axalta Way initiatives, which are not considered indicative of our ongoing operating performance. |
(e) | Represents fees paid to consultants for professional services primarily related to our Axalta Way initiatives, which are not considered indicative of our ongoing operating performance. |
(f) | Represents costs associated with the secondary offerings of our common shares by Carlyle, acquisition-related costs, including a $5.4 million gain recognized during the six months ended June 30, 2015 resulting from the remeasurement of our previously held interest in an equity method investee upon the acquisition of a controlling interest and costs associated with changes in the fair value of contingent consideration associated with our acquisitions, all of which are not considered indicative of our ongoing operating performance. |
(g) | Represents non-cash costs associated with stock-based compensation, including $8.2 million of expense during the three and six months ended June 30, 2015 attributable to the accelerated vesting of all issued and outstanding stock options issued under the 2013 Plan as a result of the Change in Control. |
(h) | Represents costs for certain unusual or non-operational (gains) and losses, including equity investee dividends, indemnity losses (gains) associated with the Acquisition, losses (gains) on sale and disposal of property, plant and equipment, losses (gains) on the remaining foreign currency derivative instruments and non-cash fair value inventory adjustments associated with our 2015 acquisitions. |
(i) | Represents the payment of dividends to our joint venture partners by our consolidated entities that are not wholly owned, which are considered indicative of our ongoing operating performance. |
(j) | As a result of currency devaluations in Venezuela, we recorded non-cash impairment charges relating to a real estate investment of $10.5 million and $30.6 million during both the three and six months ended June 30, 2016 and 2015, respectively (discussed further at Note 20). |
|
Unrealized Currency Translation Adjustments | Pension and Other Long-term Employee Benefit Adjustments | Unrealized Gain (Loss) on Securities | Unrealized Gain (Losses) on Derivatives | Accumulated Other Comprehensive Loss | |||||||||||
December 31, 2015 | $ | (232.8 | ) | $ | (33.4 | ) | $ | 0.1 | $ | (3.2 | ) | $ | (269.3 | ) | |
Current year deferrals to AOCI | 2.3 | — | (0.3 | ) | (2.1 | ) | (0.1 | ) | |||||||
Reclassifications from AOCI to Net income | — | (0.5 | ) | — | 1.0 | 0.5 | |||||||||
Net Change | 2.3 | (0.5 | ) | (0.3 | ) | (1.1 | ) | 0.4 | |||||||
June 30, 2016 | $ | (230.5 | ) | $ | (33.9 | ) | $ | (0.2 | ) | $ | (4.3 | ) | $ | (268.9 | ) |
Unrealized Currency Translation Adjustments | Pension and Other Long-term Employee Benefit Adjustments | Unrealized Loss on Securities | Unrealized Gain (Loss) on Derivatives | Accumulated Other Comprehensive Loss | |||||||||||
December 31, 2014 | $ | (72.1 | ) | $ | (31.2 | ) | $ | (0.2 | ) | $ | 0.2 | $ | (103.3 | ) | |
Current year deferrals to AOCI | (82.1 | ) | (3.1 | ) | 0.4 | 0.4 | (84.4 | ) | |||||||
Reclassifications from AOCI to Net income | — | 0.8 | — | (3.2 | ) | (2.4 | ) | ||||||||
Net Change | (82.1 | ) | (2.3 | ) | 0.4 | (2.8 | ) | (86.8 | ) | ||||||
June 30, 2015 | $ | (154.2 | ) | $ | (33.5 | ) | $ | 0.2 | $ | (2.6 | ) | $ | (190.1 | ) |
|
|
|
Performance Coatings | Transportation Coatings | Total | |||||||
December 31, 2015 | $ | 866.1 | $ | 62.1 | $ | 928.2 | |||
Foreign currency translation | 2.7 | 0.2 | 2.9 | ||||||
June 30, 2016 | $ | 868.8 | $ | 62.3 | $ | 931.1 |
June 30, 2016 | Gross Carrying Amount | Accumulated Amortization | Net Book Value | Weighted average amortization periods (years) | ||||||
Technology | $ | 413.8 | $ | (137.9 | ) | $ | 275.9 | 10.0 | ||
Trademarks - indefinite-lived | 284.4 | — | 284.4 | Indefinite | ||||||
Trademarks - definite-lived | 45.8 | (10.1 | ) | 35.7 | 14.8 | |||||
Customer relationships | 676.4 | (120.1 | ) | 556.3 | 19.3 | |||||
Non-compete agreements | 1.9 | (1.4 | ) | 0.5 | 4.6 | |||||
Total | $ | 1,422.3 | $ | (269.5 | ) | $ | 1,152.8 |
December 31, 2015 | Gross Carrying Amount | Accumulated Amortization | Net Book Value | Weighted average amortization periods (years) | ||||||
Technology | $ | 413.0 | $ | (117.2 | ) | $ | 295.8 | 10.0 | ||
Trademarks—indefinite-lived | 284.4 | — | 284.4 | Indefinite | ||||||
Trademarks—definite-lived | 45.2 | (8.5 | ) | 36.7 | 14.7 | |||||
Customer relationships | 676.1 | (102.1 | ) | 574.0 | 19.3 | |||||
Non-compete agreements | 1.9 | (1.2 | ) | 0.7 | 4.6 | |||||
Total | $ | 1,420.6 | $ | (229.0 | ) | $ | 1,191.6 |
Remainder of 2016 | $ | 40.1 | |
2017 | $ | 79.9 | |
2018 | $ | 79.8 | |
2019 | $ | 79.8 | |
2020 | $ | 79.7 |
|
2016 Activity | |||
Balance at December 31, 2015 | $ | 41.3 | |
Expense Recorded | 5.6 | ||
Payments Made | (15.4 | ) | |
Foreign Currency Impacts | 0.2 | ||
Balance at June 30, 2016 | $ | 31.7 |
|
Three Months Ended June 30, | Six Months Ended June 30, | |||||||||||
2016 | 2015 | 2016 | 2015 | |||||||||
Components of net periodic benefit cost: | ||||||||||||
Net periodic benefit cost: | ||||||||||||
Service cost | $ | 2.6 | $ | 3.3 | $ | 5.1 | $ | 6.4 | ||||
Interest cost | 3.9 | 4.6 | 7.8 | 9.2 | ||||||||
Expected return on plan assets | (3.4 | ) | (3.6 | ) | (6.6 | ) | (7.3 | ) | ||||
Amortization of actuarial loss, net | 0.2 | 0.2 | 0.1 | 0.5 | ||||||||
Amortization of prior service credit, net | — | — | — | (0.1 | ) | |||||||
Net periodic benefit cost | $ | 3.3 | $ | 4.5 | $ | 6.4 | $ | 8.7 |
|
2016 Grants | ||
Expected Term | 6.00 years | |
Volatility | 21.63 | % |
Dividend Yield | — | |
Discount Rate | 1.45 | % |
Awards/Units (millions) | Weighted- Average Exercise Price | Aggregate Intrinsic Value (millions) | Weighted Average Remaining Contractual Life (years) | ||||||
Outstanding at January 1, 2016 | 11.0 | $ | 12.19 | ||||||
Granted | 1.1 | $ | 23.25 | ||||||
Exercised | (0.7 | ) | $ | 8.46 | |||||
Forfeited | (0.3 | ) | $ | 7.65 | |||||
Outstanding at June 30, 2016 | 11.1 | $ | 13.59 | ||||||
Vested and expected to vest at June 30, 2016 | 11.1 | $ | 13.59 | $ | 149.9 | 7.62 | |||
Exercisable at June 30, 2016 | 9.2 | $ | 10.77 | $ | 146.3 | 7.27 |
Awards (millions) | Weighted-Average Fair Value | ||||
Outstanding at January 1, 2016 | 1.7 | $ | 32.22 | ||
Granted | 0.8 | $ | 23.33 | ||
Vested | (0.2 | ) | $ | 31.79 | |
Forfeited | — | $ | — | ||
Outstanding at June 30, 2016 | 2.3 | $ | 29.39 |
Awards (millions) | Weighted-Average Fair Value | ||||
Outstanding at January 1, 2016 | — | $ | — | ||
Granted | 0.3 | $ | 24.74 | ||
Vested | — | $ | — | ||
Forfeited | — | $ | — | ||
Outstanding at June 30, 2016 | 0.3 | $ | 24.74 |
|
Three Months Ended June 30, | Six Months Ended June 30, | |||||||||||
2016 | 2015 | 2016 | 2015 | |||||||||
Foreign exchange losses, net | $ | 18.0 | $ | 57.8 | $ | 25.5 | $ | 66.5 | ||||
Impairment of real estate investment | 10.5 | 30.6 | 10.5 | 30.6 | ||||||||
Debt extinguishment | 2.3 | — | 2.3 | — | ||||||||
Other miscellaneous expense (income), net | 2.0 | 0.2 | 2.5 | (4.6 | ) | |||||||
Total | $ | 32.8 | $ | 88.6 | $ | 40.8 | $ | 92.5 |
|
Six Months Ended June 30, | ||||
2016 | 2015 | |||
Effective Tax Rate | 30.2 | % | 57.8 | % |
|
June 30, 2016 | December 31, 2015 | |||||
Accounts receivable—trade, net | $ | 720.0 | $ | 647.2 | ||
Notes receivable | 36.3 | 43.0 | ||||
Other | 82.3 | 75.6 | ||||
Total | $ | 838.6 | $ | 765.8 |
|
June 30, 2016 | December 31, 2015 | |||||
Finished products | $ | 309.1 | $ | 313.1 | ||
Semi-finished products | 83.0 | 88.5 | ||||
Raw materials and supplies | 127.6 | 129.1 | ||||
Total | $ | 519.7 | $ | 530.7 |
|
June 30, 2016 | December 31, 2015 | |||||
Property, plant and equipment | $ | 1,916.7 | $ | 1,855.3 | ||
Accumulated depreciation | (558.2 | ) | (472.4 | ) | ||
Property, plant, and equipment, net | $ | 1,358.5 | $ | 1,382.9 |
|
June 30, 2016 | December 31, 2015 | |||||
Dollar Term Loan | $ | 1,931.0 | $ | 2,042.5 | ||
Euro Term Loan | 428.9 | 428.0 | ||||
Dollar Senior Notes | 750.0 | 750.0 | ||||
Euro Senior Notes | 276.4 | 274.4 | ||||
Short-term and other borrowings | 36.0 | 26.5 | ||||
Unamortized original issue discount | (11.8 | ) | (14.0 | ) | ||
Unamortized deferred financing costs, net | (57.3 | ) | (65.9 | ) | ||
$ | 3,353.2 | $ | 3,441.5 | |||
Less: | ||||||
Short term borrowings | $ | 27.7 | $ | 22.7 | ||
Current portion of long-term borrowings | 27.4 | 27.4 | ||||
Long-term debt | $ | 3,298.1 | $ | 3,391.4 |
Remainder of 2016 | $ | 22.9 | |
2017 | 29.5 | ||
2018 | 28.2 | ||
2019 | 27.6 | ||
2020 | 2,264.2 | ||
Thereafter | 1,026.8 | ||
$ | 3,399.2 |
Period | Euro Notes Percentage | |
2016 | 104.313 | % |
2017 | 102.875 | % |
2018 | 101.438 | % |
2019 and thereafter | 100.000 | % |
Period | Dollar Notes Percentage | |
2016 | 105.531 | % |
2017 | 103.688 | % |
2018 | 101.844 | % |
2019 and thereafter | 100.000 | % |
|
Amount of (Gain) Loss Recognized in OCI on Derivatives (Effective Portion) | Location of (Gain) Loss Reclassified from Accumulated OCI into Income (Effective Portion) | Amount of (Gain) Loss Reclassified from Accumulated OCI to Income (Effective Portion) | Location of (Gains) Losses Recognized in Income on Derivatives (Ineffective Portion) | Amount of (Gain) Loss Recognized in Income on Derivatives (Ineffective Portion) | ||||||||||||||||
Derivatives in Cash Flow Hedging Relationships | Three Months Ended June 30, 2016 | Three Months Ended June 30, 2015 | Three Months Ended June 30, 2016 | Three Months Ended June 30, 2015 | Three Months Ended June 30, 2016 | Three Months Ended June 30, 2015 | ||||||||||||||
Interest rate contracts | $ | (0.5 | ) | $ | (0.3 | ) | Interest expense, net | $ | 1.6 | $ | 1.6 | Interest expense, net | $ | 0.9 | $ | 0.2 |
Amount of (Gain) Loss Recognized in OCI on Derivatives (Effective Portion) | Location of (Gain) Loss Reclassified from Accumulated OCI into Income (Effective Portion) | Amount of (Gain) Loss Reclassified from Accumulated OCI to Income (Effective Portion) | Location of (Gains) Losses Recognized in Income on Derivatives (Ineffective Portion) | Amount of (Gain) Loss Recognized in Income on Derivatives (Ineffective Portion) | ||||||||||||||||
Derivatives in Cash Flow Hedging Relationships | Six Months Ended June 30, 2016 | Six Months Ended June 30, 2015 | Six Months Ended June 30, 2016 | Six Months Ended June 30, 2015 | Six Months Ended June 30, 2016 | Six Months Ended June 30, 2015 | ||||||||||||||
Interest rate contracts | $ | 1.7 | $ | 4.5 | Interest expense, net | $ | 3.2 | $ | 3.2 | Interest expense, net | $ | 3.3 | $ | 1.4 |
Three Months Ended June 30, | Six Months Ended June 30, | ||||||||||||
Derivatives Not Designated as Hedging Instruments under ASC 815 | Location of (Gain) Loss Recognized in Income on Derivatives | 2016 | 2015 | 2016 | 2015 | ||||||||
Foreign currency forward contracts | Other expense, net | $ | 1.6 | $ | (0.1 | ) | $ | 4.0 | $ | (1.9 | ) | ||
Interest rate cap | Interest expense, net | — | (0.1 | ) | — | (0.1 | ) | ||||||
$ | 1.6 | $ | (0.2 | ) | $ | 4.0 | $ | (2.0 | ) |
June 30, 2016 | December 31, 2015 | |||||
Other assets: | ||||||
Interest rate swaps | $ | — | $ | 0.4 | ||
Total assets | $ | — | $ | 0.4 | ||
Other liabilities: | ||||||
Interest rate swaps | $ | 6.4 | $ | 1.8 | ||
Total liabilities | $ | 6.4 | $ | 1.8 |
June 30, 2016 | December 31, 2015 | |||||
Prepaid and other assets: | ||||||
Foreign currency contracts | $ | — | $ | 0.3 | ||
Total assets | $ | — | $ | 0.3 | ||
Other accrued liabilities: | ||||||
Foreign currency contracts | $ | 3.5 | $ | — | ||
Total liabilities: | $ | 3.5 | $ | — |
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Three Months Ended June 30, | Six Months Ended June 30, | |||||||||||
2016 | 2015 | 2016 | 2015 | |||||||||
Performance Coatings | ||||||||||||
Refinish | $ | 448.8 | $ | 460.1 | $ | 827.5 | $ | 853.3 | ||||
Industrial | 183.3 | 178.7 | 347.6 | 342.7 | ||||||||
Total Net sales Performance Coatings | 632.1 | 638.8 | 1,175.1 | 1,196.0 | ||||||||
Transportation Coatings | ||||||||||||
Light Vehicle | 344.4 | 347.2 | 673.8 | 680.4 | ||||||||
Commercial Vehicle | 88.6 | 108.1 | 171.8 | 206.9 | ||||||||
Total Net sales Transportation Coatings | 433.0 | 455.3 | 845.6 | 887.3 | ||||||||
Total Net sales | $ | 1,065.1 | $ | 1,094.1 | $ | 2,020.7 | $ | 2,083.3 |
Three Months Ended June 30, | ||||||||||||||||||
2016 | 2015 | |||||||||||||||||
Performance Coatings | Transportation Coatings | Total | Performance Coatings | Transportation Coatings | Total | |||||||||||||
Net sales (1) | $ | 632.1 | $ | 433.0 | $ | 1,065.1 | $ | 638.8 | $ | 455.3 | $ | 1,094.1 | ||||||
Equity in earnings in unconsolidated affiliates | 0.1 | — | 0.1 | 0.2 | 0.2 | 0.4 | ||||||||||||
Adjusted EBITDA (2) | 157.3 | 95.3 | 252.6 | 162.1 | 93.4 | 255.5 | ||||||||||||
Investment in unconsolidated affiliates | 3.9 | 11.2 | 15.1 | 5.7 | 6.8 | 12.5 |
Six Months Ended June 30, | ||||||||||||||||||
2016 | 2015 | |||||||||||||||||
Performance Coatings | Transportation Coatings | Total | Performance Coatings | Transportation Coatings | Total | |||||||||||||
Net sales (1) | $ | 1,175.1 | $ | 845.6 | $ | 2,020.7 | $ | 1,196.0 | $ | 887.3 | $ | 2,083.3 | ||||||
Equity in earnings in unconsolidated affiliates | 0.2 | 0.1 | 0.3 | 0.3 | 0.5 | 0.8 | ||||||||||||
Adjusted EBITDA (2) | 267.4 | 180.0 | 447.4 | 269.2 | 168.3 | 437.5 | ||||||||||||
Investment in unconsolidated affiliates | 3.9 | 11.2 | 15.1 | 5.7 | 6.8 | 12.5 |
(1) | The Company has no intercompany sales between segments. |
(2) | The primary measure of segment operating performance is Adjusted EBITDA, which is defined as net income before interest, taxes, depreciation and amortization and other unusual items impacting operating results. Adjusted EBITDA is a key metric that is used by management to evaluate business performance in comparison to budgets, forecasts, and prior year financial results, providing a measure that management believes reflects the Company’s core operating performance. Reconciliation of Adjusted EBITDA to income before income taxes follows: |
Three Months Ended June 30, | Six Months Ended June 30, | |||||||||||
2016 | 2015 | 2016 | 2015 | |||||||||
Income before income taxes | $ | 70.4 | $ | 5.2 | $ | 115.6 | $ | 53.1 | ||||
Interest expense, net | 47.8 | 49.2 | 97.9 | 99.2 | ||||||||
Depreciation and amortization | 78.6 | 77.5 | 154.6 | 150.1 | ||||||||
EBITDA | 196.8 | 131.9 | 368.1 | 302.4 | ||||||||
Debt extinguishment (a) | 2.3 | — | 2.3 | — | ||||||||
Foreign exchange remeasurement losses (b) | 18.0 | 57.8 | 25.5 | 66.5 | ||||||||
Long-term employee benefit plan adjustments (c) | 0.7 | 0.2 | 1.3 | 0.4 | ||||||||
Termination benefits and other employee related costs (d) | 7.0 | 14.8 | 8.9 | 18.5 | ||||||||
Consulting and advisory fees (e) | 2.6 | 6.8 | 5.6 | 9.9 | ||||||||
Offering and transactional costs (f) | 1.4 | 0.3 | 1.4 | (3.7 | ) | |||||||
Stock-based compensation (g) | 11.4 | 12.4 | 21.6 | 14.2 | ||||||||
Other adjustments (h) | 1.9 | 1.3 | 3.7 | 2.8 | ||||||||
Dividends in respect of noncontrolling interest (i) | — | (0.6 | ) | (1.5 | ) | (4.1 | ) | |||||
Asset impairment (j) | 10.5 | 30.6 | 10.5 | 30.6 | ||||||||
Adjusted EBITDA | $ | 252.6 | $ | 255.5 | $ | 447.4 | $ | 437.5 |
(a) | In April 2016, we prepaid $100.0 million of the outstanding principal on the New Dollar Term Loan and recorded a non-cash pre-tax loss on extinguishment of $2.3 million for the three and six months ended June 30, 2016. |
(b) | Eliminates foreign exchange gains and losses resulting from the remeasurement of assets and liabilities denominated in foreign currencies, net of gains associated with our foreign currency instruments used to hedge our balance sheet exposures. Exchange losses attributable to the remeasurement of our Venezuelan subsidiary represented $15.6 million and $22.7 million for the three and six months ended June 30, 2016, respectively, and $55.6 million and $54.8 million for the three and six months ended June 30, 2015, respectively. |
(c) | Eliminates the non-cash, non-service cost components of long-term employee benefit costs. |
(d) | Represents expenses primarily related to employee termination benefits and other employee-related costs including our initiative to improve overall cost structure within the European region as well as costs associated with our Axalta Way initiatives, which are not considered indicative of our ongoing operating performance. |
(e) | Represents fees paid to consultants for professional services primarily related to our Axalta Way initiatives, which are not considered indicative of our ongoing operating performance. |
(f) | Represents costs associated with the secondary offerings of our common shares by Carlyle, acquisition-related costs, including a $5.4 million gain recognized during the six months ended June 30, 2015 resulting from the remeasurement of our previously held interest in an equity method investee upon the acquisition of a controlling interest and costs associated with changes in the fair value of contingent consideration associated with our acquisitions, all of which are not considered indicative of our ongoing operating performance. |
(g) | Represents non-cash costs associated with stock-based compensation, including $8.2 million of expense during the three and six months ended June 30, 2015 attributable to the accelerated vesting of all issued and outstanding stock options issued under the 2013 Plan as a result of the Change in Control. |
(h) | Represents costs for certain unusual or non-operational (gains) and losses, including equity investee dividends, indemnity losses (gains) associated with the Acquisition, losses (gains) on sale and disposal of property, plant and equipment, losses (gains) on the remaining foreign currency derivative instruments and non-cash fair value inventory adjustments associated with our 2015 acquisitions. |
(i) | Represents the payment of dividends to our joint venture partners by our consolidated entities that are not wholly owned, which are considered indicative of our ongoing operating performance. |
(j) | As a result of currency devaluations in Venezuela, we recorded non-cash impairment charges relating to a real estate investment of $10.5 million and $30.6 million during both the three and six months ended June 30, 2016 and 2015, respectively (discussed further at Note 20). |
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Unrealized Currency Translation Adjustments | Pension and Other Long-term Employee Benefit Adjustments | Unrealized Gain (Loss) on Securities | Unrealized Gain (Losses) on Derivatives | Accumulated Other Comprehensive Loss | |||||||||||
December 31, 2015 | $ | (232.8 | ) | $ | (33.4 | ) | $ | 0.1 | $ | (3.2 | ) | $ | (269.3 | ) | |
Current year deferrals to AOCI | 2.3 | — | (0.3 | ) | (2.1 | ) | (0.1 | ) | |||||||
Reclassifications from AOCI to Net income | — | (0.5 | ) | — | 1.0 | 0.5 | |||||||||
Net Change | 2.3 | (0.5 | ) | (0.3 | ) | (1.1 | ) | 0.4 | |||||||
June 30, 2016 | $ | (230.5 | ) | $ | (33.9 | ) | $ | (0.2 | ) | $ | (4.3 | ) | $ | (268.9 | ) |
Unrealized Currency Translation Adjustments | Pension and Other Long-term Employee Benefit Adjustments | Unrealized Loss on Securities | Unrealized Gain (Loss) on Derivatives | Accumulated Other Comprehensive Loss | |||||||||||
December 31, 2014 | $ | (72.1 | ) | $ | (31.2 | ) | $ | (0.2 | ) | $ | 0.2 | $ | (103.3 | ) | |
Current year deferrals to AOCI | (82.1 | ) | (3.1 | ) | 0.4 | 0.4 | (84.4 | ) | |||||||
Reclassifications from AOCI to Net income | — | 0.8 | — | (3.2 | ) | (2.4 | ) | ||||||||
Net Change | (82.1 | ) | (2.3 | ) | 0.4 | (2.8 | ) | (86.8 | ) | ||||||
June 30, 2015 | $ | (154.2 | ) | $ | (33.5 | ) | $ | 0.2 | $ | (2.6 | ) | $ | (190.1 | ) |
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