What changed in this filing

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Item 1. Financial Statements

2022-08-05 compared with 2022-05-06 · 112 added, 68 removed, 375 unchanged (32% of the section changed)

4 unchanged sentences

Three Months Ended

June 30, Six Months Ended

2022 2021 2022 2021

Sales $ 583,736 $ 437,682 $ 1,062,809 $ 814,065

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Three Months Ended

June 30, Six Months Ended

2022 2021 2022 2021

Net income $ 65,157 $ 44,131 $ 128,230 $ 72,262

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200,000,000 shares authorized;

31,900,305 shares issued and 28,103,293 outstanding at March 31, 2022;

31,961,956 shares issued and 28,077,693 outstanding at June 30, 2022;

31,755,430 shares issued and 28,139,954 outstanding at December 31, 2021

Preferred stock, par value $ 0.01 ;

50,000,000 shares authorized and 0 shares issued and outstanding at March 31, 2022 and December 31, 2021

Treasury stock at par ( 3,797,012 shares at March 31, 2022;

50,000,000 shares authorized and 0 shares issued and outstanding at June 30, 2022 and December 31, 2021

Treasury stock at par ( 3,884,263 shares at June 30, 2022;

3,615,476 shares at December 31, 2021)

9 unchanged sentences

(Dollars in thousands)

Three Months Ended

Six Months Ended

Cash flows from operating activities:

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Issuance of common stock 1,032 46

Net cash provided by (used for) financing activities 74,948 ( 29,641 )

Net cash used for financing activities ( 5,400 ) ( 80,907 )

Net change in cash and cash equivalents 2,197 ( 6,355 )

25 unchanged sentences

Balance at March 31, 2022 31,900,305 319 193,321 470,759 ( 38 ) ( 5,970 ) 658,391

Net Income — — — 65,157 — — 65,157

Comprehensive income

Foreign exchange translation adjustments — — — — — ( 35 ) ( 35 )

Cash-flow hedges — — — — — 295 295

Pension obligation adjustments — — — — — — —

Other comprehensive income (loss), net of tax — — — — — 260 260

Issuance of common stock 61,651 1 317 — — — 318

Purchase of treasury stock ( 87,251 shares)

— — ( 3,406 ) — ( 1 ) — ( 3,407 )

Stock-based compensation — — 2,005 — — — 2,005

Dividends — — 155 ( 3,670 ) — — ( 3,515 )

Balance at June 30, 2022 31,961,956 $ 320 $ 192,392 $ 532,246 $ ( 39 ) $ ( 5,710 ) $ 719,209

ADVANSIX INC.

CONDENSED CONSOLIDATED STATEMENTS OF STOCKHOLDERS' EQUITY

(Dollars in thousands)

Common Stock Additional Paid-In Capital Retained Earnings Treasury Stock Accumulated Other Comprehensive Income (Loss) Total Equity

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Balance at March 31, 2021 31,660,339 317 186,652 303,374 ( 36 ) ( 15,719 ) 474,588

Net Income — — — 44,131 — — 44,131

Comprehensive income

Foreign exchange translation adjustments — — — — — 65 65

Cash-flow hedges — — — — — 402 402

Pension obligation adjustments — — — — — — —

Other comprehensive income (loss), net of tax — — — — — 467 467

Issuance of common stock 72,450 — 45 — — — 45

Purchase of treasury stock ( 4,919 shares)

— — ( 146 ) — — — ( 146 )

Stock-based compensation — — 3,744 — — — 3,744

Balance at June 30, 2021 31,732,789 $ 317 $ 190,295 $ 347,505 $ ( 36 ) $ ( 15,252 ) $ 522,829

See accompanying notes to Condensed Consolidated Financial Statements.

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Since early 2020, the novel coronavirus (COVID-19) has continued to spread, with confirmed cases worldwide, and with certain jurisdictions experiencing resurgences, including as a result of variant strains.

The pandemic and related containment measures, such as travel bans and restrictions, shelter in place orders and business shutdowns, have had a substantial impact on businesses around the world and on global, regional and national economies, including disruptions to supply chains, volatility in demand, production and sales across most industries, volatility within global financial markets, inflationary pressures in commodity pricing and an increasingly dynamic workforce environment.

The pandemic and related containment measures have had a substantial impact on businesses around the world and on global, regional and national economies, including disruptions to supply chains, volatility in demand, production and sales across most industries, volatility within global financial markets, inflationary pressures in commodity pricing and an increasingly dynamic workforce environment.

The continuously evolving nature of this pandemic and the pace and shape of a full recovery may continue to have an impact on the United States and global economies.

1 unchanged sentence

The Company continues to consider the impact of COVID-19 on the estimates and assumptions used for the financial statements.

As previously disclosed, the Company experienced a material impact on its second quarter 2020 results of operations associated with lower demand, particularly in nylon, caprolactam and phenol, and a decrease in overall sales volume related to global markets and the economic impact of COVID-19.

Starting in the second half of 2020, and through the first quarter of 2022, demand improved to pre-COVID-19 levels with states, regions and countries in various phases of re-opening and continued administration of vaccines for COVID-19.

The Company will continue to monitor developments and execute our operational and safety mitigation plans as previously disclosed.

The Company experienced a material impact on its second quarter 2020 results of operations associated with lower demand, particularly in nylon, caprolactam and phenol, and a decrease in overall sales volume related to global markets and the economic impact of COVID-19.

Starting in the second half of 2020, demand improved to pre-COVID-19 levels with states, regions and countries in various phases of re-opening and continued administration of vaccines for COVID-19.

The Company will continue to monitor developments and execute operational and safety mitigation plans as previously disclosed.

As the situation surrounding COVID-19 remains fluid and unpredictable, the Company cannot reasonably estimate with any degree of certainty the future impact COVID-19 may have on the Company’s results of operations, financial position, and liquidity.

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GAAP for complete financial statements.

In the opinion of management, the accompanying unaudited Condensed Consolidated Financial Statements contain all adjustments, consisting of only normal recurring adjustments, necessary for a fair statement of the Company's financial position as of March 31, 2022, and its results of operations for the three months ended March 31, 2022 and 2021 and cash flows for the three months ended March 31, 2022 and 2021.

In the opinion of management, the accompanying unaudited Condensed Consolidated Financial Statements contain all adjustments, consisting of only normal recurring adjustments, necessary for a fair statement of the Company's financial position as of June 30, 2022, and its results of operations for the three and six months ended June 30, 2022 and 2021 and cash flows for the six months ended June 30, 2022 and 2021.

The year-end Condensed Consolidated Balance Sheet data were derived from audited financial statements but does not include all disclosures required by U.S.

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It is our practice to establish actual quarterly closing dates using a predetermined fiscal calendar, which requires our businesses to close their books on a Saturday in order to minimize the potentially disruptive effects of quarterly closing on our business processes.

Historically, the effects of this practice were generally not significant to reported results for any quarter and only

Historically, the effects of this practice have generally not been significant to reported results for any quarter and only existed within a reporting year.

In the event that differences in actual closing dates are material to year-over-year

ADVANSIX INC.

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(Dollars in thousands, except share and per share amounts and as otherwise noted)

existed within a reporting year.

In the event that differences in actual closing dates are material to year-over-year comparisons of quarterly or year-to-date results, we will provide the appropriate disclosures.

Our actual closing dates for the three months ended March 31, 2022 and 2021 wer e April 2, 2022 and April 3, 2021, respe ctively.

Liabilities to creditors to whom we have issued checks that remained outstanding at March 31, 2022 and December 31, 2021 aggregated to $ 2.2 million and $ 4.5 million, respectively, and were included in Cash and cash equivalents and Accounts payable in the Condensed Consolidated Balance Sheets.

comparisons of quarterly or year-to-date results, we will provide the appropriate disclosures.

Our actual closing dates for the three and six months ended June 30, 2022 and 2021 wer e July 2, 2022 and July 3, 2021, respe ctively.

Liabilities to creditors to whom we have issued checks that remained outstanding at June 30, 2022 and December 31, 2021 aggregated to $ 2.5 million and $ 4.5 million, respectively, and were included in Cash and cash equivalents and Accounts payable in the Condensed Consolidated Balance Sheets.

On May 4, 2018, the Company announced that its Board of Directors (the “Board”) authorized a share repurchase program of up to $ 75 million of the Company’s common stock.

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The par value of the shares repurchased is applied to Treasury stock and the excess of the purchase price over par value is applied to Additional paid-in capital.

During the first quarter of 2022, the Company repurchased 181,536 shares of common stock, including 57,968 shares to cover tax withholding obligations in connection with the vesting of awards, for an aggregate of $ 7.0 million at a weighted average market price of $ 38.61 per share.

As of March 31, 2022, the Company had repurchased 3,797,012 shares of common stock, including 583,682 shares withheld to cover tax withholding obligations in connection with the vesting of awards, for an aggregate of $ 109.4 million at a weighted average market price of $ 28.81 per share.

As of March 31, 2022, $ 54.8 million remained available for share repurchases under the current authorization.

During the period April 1, 2022 through April 29, 2022, no additional shares were repurchased under the currently authorized repurchase program.

As of June 30, 2022, the Company has repurchased a total of 3,884,263 shares of common stock, including 592,972 shares withheld to cover tax withholding obligations in connection with the vesting of awards, for an aggregate of $ 112.8 million at a weighted average market price of $ 29.04 per share.

As of June 30, 2022, $ 51.8 million remained available for share repurchases under the current authorization.

During the period July 1, 2022 through July 29, 2022, the Company repurchased an additional 70,554 shares at a weighted average market price of $ 35.30 per share under the current authorized repurchase program.

Recent Accounting Pronouncements

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Revenue Recognition

We serve approximately 400 customers annually in approximately 50 countries and across a wide variety of industries.

For the three months ended March 31, 2022 and 2021, the Company's ten largest customers accounted for approximately 37 % and 38 % of total sales, respectively.

We serve approximately 400 customers annually in approximately 50 countries across a wide variety of industries.

For the three months ended June 30, 2022 and 2021, the Company's ten largest customers accounted for approximately 40 % and 42 % of total sales, respectively.

For the six months ended June 30, 2022 and 2021, the Company's ten largest customers accounted for approximately 38 % and 40 % of total sales, respectively.

We typically sell to customers under master service agreements, with primarily one-year terms, or by purchase orders.

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(“Shaw”), a significant consumer of caprolactam and Nylon 6 resin, to whom we sell under a long-term agreement.

For the three months ended March 31, 2022 and 2021, the Company's sales to Shaw were 9 % and 12 % of our total sales, respectively.

The Company's revenue by product line, and related approximate percentage of total sales, for the three months ended March 31, 2022 and 2021 were as follows:

For the three and six months ended June 30, 2022 and 2021, the Company's sales to Shaw were 10 % and 12 % of our total sales, respectively.

The Company's revenue by product line, and related approximate percentage of total sales, for the three and six months ended June 30, 2022 and 2021 were as follows:

ADVANSIX INC.

2 unchanged sentences

Three Months Ended

June 30, Six Months Ended

2022 2021 2022 2021

Nylon $ 132,105 23 % $ 111,710 25 % $ 250,715 23 % $ 195,498 24 %

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$ 583,736 100 % $ 437,682 100 % $ 1,062,809 100 % $ 814,065 100 %

The Company's revenues by geographic area, and related approximate percentage of total sales, for the three months ended March 31, 2022 and 2021 were as follows:

The Company's revenues by geographic area, and related approximate percentage of total sales, for the three and six months ended June 30, 2022 and 2021 were as follows:

Three Months Ended

June 30, Six Months Ended

2022 2021 2022 2021

United States $ 494,155 85 % $ 373,409 85 % $ 897,174 84 % $ 674,081 83 %

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The Company defers revenues when cash payments are received in advance of our performance.

Below is a roll-forward of Deferred income and customer advances for the three months ended March 31, 2022:

Below is a roll-forward of Deferred income and customer advances for the six months ended June 30, 2022:

Opening balance January 1, 2022 $ 2,749

1 unchanged sentence

Less amounts recognized in revenues ( 2,224 )

Ending balance March 31, 2022 $ 2,434

The Company expects to recognize as revenue the March 31, 2022 ending balance of Deferred income and customer advances within one year or less.

Ending balance June 30, 2022 $ 1,607

The Company expects to recognize as revenue the June 30, 2022 ending balance of Deferred income and customer advances within one year or less.

Earnings Per Share

The computation of basic and diluted earnings per share ("EPS") is based on Net income divided by the basic weighted average number of common shares and diluted weighted average number of common shares, respectively.

The details of the basic and diluted EPS calculations for the three months ended March 31, 2022 and 2021 were as follows:

The details of the basic and diluted EPS calculations for the three and six months ended June 30, 2022 and 2021 were as follows:

Three Months Ended

June 30, Six Months Ended

2022 2021 2022 2021

Net income $ 65,157 $ 44,131 $ 128,230 $ 72,262

9 unchanged sentences

The diluted EPS calculations exclude the effect of stock options when the options’ assumed proceeds exceed the average market price of the common shares during the period.

The anti-dilutive common stock equivalents outstanding at the three months ended March 31, 2022 and 2021 were as follows:

The anti-dilutive common stock equivalents outstanding at the three and six months ended June 30, 2022 and 2021 were as follows:

Three Months Ended

June 30, Six Months Ended

2022 2021 2022 2021

Options and stock equivalents 121,794 425,816 121,055 643,596

Dividend activity for the three months ended March 31, 2022 and 2021 was as follows:

Dividend activity for the three and six months ended June 30, 2022 and 2021 was as follows:

Three Months Ended

June 30, Six Months Ended

2022 2021 2022 2021

Cash dividends declared per share $ 0.125 $ — $ 0.250 $ —

15 unchanged sentences

Total inventories $ 155,447 $ 149,570

Substantially all of the Company’s inventories at March 31, 2022 and December 31, 2021 are valued at the lower of cost or market using the last-in, first-out (“LIFO”) method.

However, approximately 9 % was valued at average cost using the first-in, first-out (“FIFO”) method at March 31, 2022.

The excess of replacement cost over the carrying value of total inventories subject to LIFO was $ 72.5 million and $ 29.4 million at March 31, 2022 and December 31, 2021, respectively.

Substantially all of the Company’s inventories at June 30, 2022 and December 31, 2021 are valued at the lower of cost or market using the last-in, first-out (“LIFO”) method.

However, approximately 6 % was valued at average cost using the first-in, first-out (“FIFO”) method at June 30, 2022.

The excess of replacement cost over the carrying value of total inventories subject to LIFO was $ 84.1 million and $ 29.4 million at June 30, 2022 and December 31, 2021, respectively.

We determine if an arrangement is a lease at inception.

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Three Months Ended

June 30, Six Months Ended

2022 2021 2022 2021

Finance lease cost:

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Total lease cost $ 11,762 $ 13,389 $ 23,704 $ 27,065

As of March 31, 2022, we have additional finance leases that have not yet commenced for approximately $ 0.5 million.

As of June 30, 2022, we have additional operating and finance leases that have not yet commenced for approximately $ 5.2 million and approximately $ 0.5 million, respectively.

These leases will commence during 2022 with lease terms of up to 7 years.

6 unchanged sentences

Amines 40,600

Balance at March 31, 2022 $ 57,863

Balance at June 30, 2022 $ 58,192

Finite-Lived Intangible Assets

Intangible assets subject to amortization were as follows:

March 31, 2022 December 31, 2021

June 30, 2022 December 31, 2021

Gross Carrying Amount Accumulated Amortization Net Book Value Gross Carrying Amount Accumulated Amortization Net Book Value

3 unchanged sentences

Total $ 56,371 $ ( 5,605 ) $ 50,766 $ 22,371 $ ( 4,391 ) $ 17,980

For the three months ended March 31, 2022 and March 31, 2021, the Company recorded amortization expense on intangible assets of $ 0.4 million and $ 0.3 million, respectively.

For the three months ended June 30, 2022 and June 30, 2021, the Company recorded amortization expense on intangible assets of $ 0.8 million and $ 0.3 million, respectively.

For the six months ended June 30, 2022 and 2021, the Company recorded amortization expense on intangible assets of $ 1.2 million and $ 0.6 million, respectively.

Commitments and Contingencies

The Company is subject to a number of lawsuits, investigations and disputes, some of which may involve substantial amounts claimed, arising out of the conduct of the Company or other third-parties in the normal and ordinary course of business.

A liability is recognized for any contingency that is probable of occurrence and reasonably estimable.

The Company continually assesses the likelihood of adverse judgments or outcomes in these matters, as well as potential ranges of possible losses, based

ADVANSIX INC.

1 unchanged sentence

(Dollars in thousands, except share and per share amounts and as otherwise noted)

on an analysis of each matter with the assistance of legal counsel and, if applicable, other experts.

liability is recognized for any contingency that is probable of occurrence and reasonably estimable.

The Company continually assesses the likelihood of adverse judgments or outcomes in these matters, as well as potential ranges of possible losses, based on an analysis of each matter with the assistance of legal counsel and, if applicable, other experts.

Given the uncertainty inherent in such lawsuits, investigations and disputes, the Company does not believe it is possible to develop estimates of reasonably possible loss in excess of current accruals for these matters.

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Potential liabilities are subject to change due to new developments, changes in settlement strategy or the impact of evidentiary requirements, which could cause the Company to pay damage awards or settlements (or become subject to equitable remedies) that could have a material adverse effect on the Company’s consolidated results of operations, balance sheet and/or operating cash flows in the periods recognized or paid.

We assumed from Honeywell all health, safety and environmental (“HSE”) liabilities and compliance obligations related to the past and future operations of our current business, as well as all HSE liabilities associated with our manufacturing locations used in our current operations, including any cleanup or other liabilities related to any contamination that may have occurred at such locations in the past.

We assumed from Honeywell International Inc.

("Honeywell") all health, safety and environmental (“HSE”) liabilities and compliance obligations related to the past and future operations of our current business as of the spin-off, as well as all HSE liabilities associated with the three manufacturing locations assumed from Honeywell that are used in our current operations, including any cleanup or other liabilities related to any contamination that may have occurred at such locations in the past.

Honeywell retained all HSE liabilities related to former business locations or the operation of our former businesses.

Although we have ongoing environmental remedial obligations at certain of our facilities, in the past three years, the associated remediation costs have not been material, and we do not expect our known remediation costs to have a material adverse effect on the Company's consolidated financial position or results of operations.

The provision for income taxes was $ 19.2 million and $ 9.3 million for the three months ended March 31, 2022 and 2021, respectively, resulting in an effective tax rate of 23.3 % and 24.8 %, respectively.

The provision for income taxes was $ 20.0 million and $ 13.8 million for the three months ended June 30, 2022 and 2021, respectively, resulting in an effective tax rate of 23.5 % and 23.8 %, respectively.

The Company’s provision for income taxes in interim periods is computed by applying an estimated annual effective tax rate against Income (Loss) before taxes for the period in addition to recording any tax effects of discrete items for the quarter.

The Company’s estimated annual effective tax rate applied against the three months ended March 31, 2022 and 2021 differed from the U.S.

The Company’s estimated annual effective tax rate applied against the three and six months ended June 30, 2022 and 2021 differed from the U.S.

federal statutory rate, due primarily to state taxes and executive compensation deduction limitations which generally increase the tax rate, partially offset by tax credits and the foreign-derived intangible income deduction which generally decrease the tax rate.

In February 2022, the Company acquired the stock of U.S.

Under purchase accounting rules, a net deferred tax liability of approximately $ 12.2 million was recorded in the quarter related to the adjustment of the acquired assets and liabilities to fair value.

Amines Limited.

Under purchase accounting rules, a net deferred tax liability of approximately $ 12.2 million was recorded in the first quarter related to the adjustment of the acquired assets and liabilities to fair value.

There was a $ 0.1 million reduction in the net deferred tax liability recorded in the second quarter.

See Note 13 "Acquisitions" for further details.

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In July 2019, the Company entered into an interest rate swap transaction related to its credit agreement.

The fair value of the interest rate swap at March 31, 2022 was a loss of approximately $ 0.04 million and is considered a Level 2 liability.

The fair value of the interest rate swap at June 30, 2022 was a gain of approximately $ 0.4 million and is considered a Level 2 liability.

The pension plan assets are invested in collective investment trust funds.

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Investments valued using the net asset value method (NAV) (or its equivalent) practical expedient are excluded from the fair value hierarchy disclosure.

The Company’s Condensed Consolidated Balance Sheets also include Cash and cash equivalents, Accounts receivable and Accounts payable all of which are recorded at amounts which approximate fair value.

ADVANSIX INC.

1 unchanged sentence

(Dollars in thousands, except share and per share amounts and as otherwise noted)

The Company also has assets that are required to be recorded at fair value on a non-recurring basis.

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The terms and conditions of credit sales are designed to mitigate or eliminate concentrations of credit risk with any single customer.

The Company did not have any customers with significant concentrations of trade accounts receivable – net at March 31, 2022 or December 31, 2021.

The Company did not have any customers with significant concentrations of trade accounts receivable – net at June 30, 2022 or December 31, 2021.

Allowance for doubtful accounts is calculated based upon the Company's estimate of expected credit losses over the life of exposure based upon both historical information as well as future expected losses.

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Forward commodity contracts are marked-to-market, with the resulting gains and losses recognized in earnings, in the same category as the items being hedged, when the hedged transaction is recognized.

At March 31, 2022 and 2021, we had no financial contracts related to forward commodity agreements.

At June 30, 2022 and 2021, we had no financial contracts related to forward commodity agreements.

Interest Rate Risk Management – The Company has entered into one interest rate swap agreement for a total notional amount of $ 50 million to exchange floating for fixed rate interest payments for our LIBOR-based borrowings.

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(Dollars in thousands, except share and per share amounts and as otherwise noted)

Liability Derivatives

March 31, 2022 December 31, 2021

Asset (Liability) Derivatives

June 30, 2022 December 31, 2021

Balance Sheet Classification Fair Value Balance Sheet Classification Fair Value

Derivatives designated as hedging instruments under ASC 815:

Interest Rate Contracts Accrued liabilities and Other liabilities $ ( 44 ) Accrued liabilities and Other liabilities $ ( 708 )

Interest Rate Contracts Accounts and other receivables, net $ 350 Accrued liabilities and Other liabilities $ ( 708 )

Total Derivatives $ 350 $ ( 708 )

2 unchanged sentences

Fair value adjustment 1,058

Loss on derivative instruments included in Accumulated other comprehensive loss at March 31, 2022 $ ( 44 )

At March 31, 2022, the Company expects to reclassify approximately $ 0.04 million of net losses on derivative instruments from Accumulated other comprehensive income ("AOCI") to earnings during the next 12 months due to the payment of variable interest associated with the floating rate debt with the remainder recognized in future periods through the expiration date.

The following table summarizes the reclassification of net losses on derivative instruments from AOCI into earnings:

Amount of Loss Recognized in Earnings

Gain on derivative instruments included in Accumulated other comprehensive loss at June 30, 2022 $ 350

At June 30, 2022, the Company expects to reclassify approximately $ 0.3 million of net gains on derivative instruments from Accumulated other comprehensive income ("AOCI") to earnings during the next 12 months due to the payment of variable interest associated with the floating rate debt with the remainder recognized in future periods through the expiration date.

The following table summarizes the reclassification of net (gains) losses on derivative instruments from AOCI into earnings:

Amount of (Gain) Loss Recognized in Earnings

Three Months Ended

June 30, Six Months Ended

2022 2021 2022 2021

Interest Rate Contracts $ ( 131 ) $ 562 $ ( 119 ) $ 1,119

Total Derivatives $ ( 131 ) $ 562 $ ( 119 ) $ 1,119

In February 2022, the Company acquired U.S.

In February 2022, the Company acquired the stock of U.S.

Amines Limited ("U.S.

Amines"), a leading North American producer of alkyl and specialty amines serving high-value end markets such as agrochemicals and pharmaceuticals for an estimated purchase price of approximately $ 97 million, net of cash acquired.

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The Company expects to finalize the valuation as soon as practicable, but no later than one year from the acquisition date.

In January 2021, the Company acquired certain assets associated with ammonium sulfate packaging, warehousing and logistics services in Virginia from Commonwealth Industrial Services, Inc.

("CIS") for approximately $ 9.5 million.

This acquisition enables the Company to expand its product offerings by directly supplying packaged ammonium sulfate to customers, primarily in North and South America.

It diversifies and optimizes our product offerings to include spray-grade adjuvant to support crop protection and products for industrial use.

The Company also expects the addition of packaging and warehousing capabilities to bolster logistics and operational efficiency across its Richmond, Virginia area plants.

The transaction resulted in the Company acquiring tangible assets and a finite-lived intangible asset, comprised of customer relationships which reflects the value of the benefit derived from incremental revenue and related cash flows as a direct result of the customer relationships.

This intangible asset is being amortized on a straight-line basis over its estimated useful life of 15 years.

The residual amount of the purchase price in excess of the value of the tangible and definite-lived intangible assets was allocated to goodwill

The following table summarizes the allocation of the purchase price consideration as of the acquisition date for the transactions noted above:

Amines (February 2022 - Preliminary) CIS

(January 2021)

The following table summarizes the allocation of the purchase price consideration as of the acquisition date for the transaction noted above:

Initially Reported as of March 31, 2022 (Preliminary) Measurement Period Adjustment June 30, 2022 (Preliminary)

Cash $ 22,887 $ — $ 22,887

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Goodwill deductible for tax purposes $ — $ — $ —

The preliminary amounts presented in the table above pertained to the preliminary purchase price allocation reported in the Company's Form 10-Q for the first quarter ended March 31, 2022.

The measurement period adjustment was primarily associated with the inventory valuation.

The Company does not believe that the measurement period adjustment had a material impact on its consolidated statements of operations, balance sheets or cash flows in the prior period previously reported.

In January 2021, the Company acquired certain assets associated with ammonium sulfate packaging, warehousing and logistics services in Virginia from Commonwealth Industrial Services, Inc.

("CIS") for approximately $ 9.5 million.

Subsequent Events

As announced on May 6, 2022, the Board declared a quarterly cash dividend of $ 0.125 per share on the Company's common stock, payable on May 31, 2022 to stockholders of record as of the close of business on May 17, 2022.

As announced on August 5, 2022, the Board declared a quarterly cash dividend of $ 0.145 per share on the Company's common stock, an increase of 16 % over the prior dividend, payable on August 30, 2022 to stockholders of record as of the close of business on August 16, 2022.

Compared sentence by sentence after normalising whitespace, quotation marks, case and digits, so re-formatting and restated figures do not read as changed language. Wording changes appear as one removal and one addition. The current filing and the prior one are authoritative.

What changed 10-Q

Item 1. Financial Statements