Item 1. Financial Statements
ITEM 1. FINANCIAL STATEMENTS
ADVANSIX INC.
CONDENSED CONSOLIDATED STATEMENTS OF OPERATIONS
(Unaudited)
(Dollars in thousands, except share and per share amounts)
Three Months Ended
September 30, Nine Months Ended
September 30,
2023 2022 2023 2022
Sales $ 322,907 $ 478,769 $ 1,151,391 $ 1,541,578
Costs, expenses and other:
Costs of goods sold 314,785 443,646 1,004,844 1,296,128
Selling, general and administrative expenses 21,585 23,069 70,711 65,120
Interest expense, net 2,075 686 5,296 2,017
Other non-operating (income) expense, net ( 5,485 ) ( 1,394 ) ( 6,918 ) ( 1,825 )
Total costs, expenses and other 332,960 466,007 1,073,933 1,361,440
Income (loss) before taxes ( 10,053 ) 12,762 77,458 180,138
Income tax expense (benefit) ( 2,076 ) 2,730 17,753 41,876
Net income (loss) $ ( 7,977 ) $ 10,032 $ 59,705 $ 138,262
Earnings per common share
Basic $ ( 0.29 ) $ 0.36 $ 2.18 $ 4.92
Diluted $ ( 0.29 ) $ 0.35 $ 2.12 $ 4.74
Weighted average common shares outstanding
Basic 27,209,521 27,944,494 27,433,851 28,103,255
Diluted 27,209,521 28,889,658 28,193,721 29,173,537
See accompanying notes to Condensed Consolidated Financial Statements.
3
ADVANSIX INC.
CONDENSED CONSOLIDATED STATEMENTS OF COMPREHENSIVE INCOME (LOSS)
(Unaudited)
(Dollars in thousands)
Three Months Ended
September 30, Nine Months Ended
September 30,
2023 2022 2023 2022
Net income (loss) $ ( 7,977 ) $ 10,032 $ 59,705 $ 138,262
Foreign exchange translation adjustment 197 ( 32 ) 39 ( 10 )
Cash-flow hedges — 57 ( 150 ) 864
Other comprehensive income (loss), net of tax 197 25 ( 111 ) 854
Comprehensive income (loss) $ ( 7,780 ) $ 10,057 $ 59,594 $ 139,116
See accompanying notes to Condensed Consolidated Financial Statements.
4
ADVANSIX INC.
CONDENSED CONSOLIDATED BALANCE SHEETS
(Unaudited)
(Dollars in thousands, except share and per share amounts)
September 30,
2023 December 31,
2022
ASSETS
Current assets:
Cash and cash equivalents $ 22,110 $ 30,985
Accounts and other receivables – net 144,673 175,429
Inventories – net 229,199 215,502
Taxes receivable 1,498 9,771
Other current assets 16,251 9,241
Total current assets 413,731 440,928
Property, plant and equipment – net 830,399 811,065
Operating lease right-of-use assets 102,267 114,688
Goodwill 56,192 56,192
Intangible assets 46,955 49,242
Other assets 26,910 23,216
Total assets $ 1,476,454 $ 1,495,331
LIABILITIES
Current liabilities:
Accounts payable $ 230,547 $ 272,770
Accrued liabilities 41,302 48,820
Operating lease liabilities – short-term 33,690 37,472
Deferred income and customer advances 2,415 34,430
Total current liabilities 307,954 393,492
Deferred income taxes 161,431 160,409
Operating lease liabilities – long-term 68,875 77,571
Line of credit – long-term 170,000 115,000
Postretirement benefit obligations 3,419 —
Other liabilities 10,290 10,679
Total liabilities 721,969 757,151
COMMITMENTS AND CONTINGENCIES (Note 9)
STOCKHOLDERS' EQUITY
Common stock, par value $ 0.01 ; 200,000,000 shares authorized; 32,597,015 shares issued and 27,055,067 outstanding at September 30, 2023; 31,977,593 shares issued and 27,446,520 outstanding at December 31, 2022
326 320
Preferred stock, par value $ 0.01 ; 50,000,000 shares authorized and 0 shares issued and outstanding at September 30, 2023 and December 31, 2022
— —
Treasury stock at par ( 5,541,948 shares at September 30, 2023; 4,531,073 shares at December 31, 2022)
( 55 ) ( 45 )
Additional paid-in capital 143,965 174,585
Retained earnings 614,557 567,517
Accumulated other comprehensive loss ( 4,308 ) ( 4,197 )
Total stockholders' equity 754,485 738,180
Total liabilities and stockholders' equity $ 1,476,454 $ 1,495,331
See accompanying notes to Condensed Consolidated Financial Statements.
5
ADVANSIX INC.
CONDENSED CONSOLIDATED STATEMENTS OF CASH FLOWS
(Unaudited)
(Dollars in thousands)
Nine Months Ended
September 30,
2023 2022
Cash flows from operating activities:
Net income $ 59,705 $ 138,262
Adjustments to reconcile net income to net cash provided by operating activities:
Depreciation and amortization 54,337 51,870
Loss on disposal of assets 939 1,303
Deferred income taxes 1,069 8,696
Stock-based compensation 5,840 7,599
Amortization of deferred financing fees 464 464
Operational asset adjustments ( 4,472 ) —
Changes in assets and liabilities, net of business acquisitions:
Accounts and other receivables 42,185 7,346
Inventories ( 14,082 ) 27
Taxes receivable 8,273 ( 13,983 )
Accounts payable ( 47,987 ) 33,769
Accrued liabilities ( 7,787 ) ( 7,666 )
Deferred income and customer advances ( 32,015 ) ( 188 )
Other assets and liabilities ( 9,088 ) ( 23,512 )
Net cash provided by operating activities 57,381 203,987
Cash flows from investing activities:
Expenditures for property, plant and equipment ( 69,025 ) ( 61,010 )
Acquisition of businesses — ( 97,456 )
Other investing activities ( 2,404 ) ( 1,587 )
Net cash used for investing activities ( 71,429 ) ( 160,053 )
Cash flows from financing activities:
Borrowings from line of credit 371,000 354,000
Payments of line of credit ( 316,000 ) ( 354,000 )
Principal payments of finance leases ( 698 ) ( 712 )
Dividend payments ( 12,354 ) ( 11,083 )
Purchase of treasury stock ( 37,651 ) ( 23,591 )
Issuance of common stock 876 1,046
Net cash (used for) provided by financing activities 5,173 ( 34,340 )
Net change in cash and cash equivalents ( 8,875 ) 9,594
Cash and cash equivalents at beginning of period 30,985 15,100
Cash and cash equivalents at the end of period $ 22,110 $ 24,694
Supplemental non-cash investing activities:
Capital expenditures included in accounts payable $ 21,188 $ 19,182
Supplemental cash activities:
Cash paid for interest $ 4,998 $ 1,580
Cash paid for income taxes $ 7,037 $ 55,840
See accompanying notes to Condensed Consolidated Financial Statements.
6
ADVANSIX INC.
CONDENSED CONSOLIDATED STATEMENTS OF STOCKHOLDERS' EQUITY
(Unaudited)
(Dollars in thousands)
Common Stock Additional Paid-In Capital Retained Earnings Treasury Stock Accumulated Other Comprehensive Income (Loss) Total Equity
Shares Amount
Balance at December 31, 2022 31,977,593 $ 320 $ 174,585 $ 567,517 $ ( 45 ) $ ( 4,197 ) $ 738,180
Net Income — — — 34,954 — — 34,954
Comprehensive income
Foreign exchange translation adjustments — — — — — ( 33 ) ( 33 )
Cash-flow hedges — — — — — ( 150 ) ( 150 )
Other comprehensive income (loss), net of tax — — — — — ( 183 ) ( 183 )
Issuance of common stock 555,249 5 617 — — — 622
Purchase of treasury stock ( 333,054 shares)
— — ( 13,496 ) — ( 3 ) — ( 13,499 )
Stock-based compensation — — 2,013 — — — 2,013
Dividends — — 112 ( 4,132 ) — — ( 4,020 )
Balance at March 31, 2023 32,532,842 325 163,831 598,339 ( 48 ) ( 4,380 ) 758,067
Net Income — — — 32,728 — — 32,728
Comprehensive income
Foreign exchange translation adjustments — — — — — ( 125 ) ( 125 )
Cash-flow hedges — — — — — — —
Other comprehensive income (loss), net of tax — — — — — ( 125 ) ( 125 )
Issuance of common stock 45,020 1 122 — — — 123
Purchase of treasury stock ( 410,862 shares)
— — ( 14,881 ) — ( 5 ) — ( 14,886 )
Stock-based compensation — — 2,436 — — — 2,436
Dividends — — 198 ( 4,182 ) — — ( 3,984 )
Balance at June 30, 2023 32,577,862 326 151,706 626,885 ( 53 ) ( 4,505 ) 774,359
Net Income (loss) — — — ( 7,977 ) — — ( 7,977 )
Comprehensive income —
Foreign exchange translation adjustments — — — — — 197 197
Cash-flow hedges — — — — — — —
Other comprehensive income (loss), net of tax — — — — — 197 197
Issuance of common stock 19,153 — 131 — — — 131
Purchase of treasury stock ( 266,959 shares)
— — ( 9,264 ) — ( 2 ) — ( 9,266 )
Stock-based compensation — — 1,391 — — — 1,391
Dividends — — 1 ( 4,351 ) — — ( 4,350 )
Balance at September 30, 2023 32,597,015 $ 326 $ 143,965 $ 614,557 $ ( 55 ) $ ( 4,308 ) $ 754,485
7
ADVANSIX INC.
CONDENSED CONSOLIDATED STATEMENTS OF STOCKHOLDERS' EQUITY
(Unaudited)
(Dollars in thousands)
Common Stock Additional Paid-In Capital Retained Earnings Treasury Stock Accumulated Other Comprehensive Income (Loss) Total Equity
Shares Amount
Balance at December 31, 2021 31,755,430 $ 318 $ 195,931 $ 411,516 $ ( 36 ) $ ( 6,539 ) $ 601,190
Net Income — — — 63,073 — — 63,073
Comprehensive income
Foreign exchange translation adjustments — — — — — 57 57
Cash-flow hedges — — — — — 512 512
Other comprehensive income (loss), net of tax — — — — — 569 569
Issuance of common stock 144,875 1 713 — — — 714
Purchase of treasury stock ( 181,536 shares)
— — ( 7,010 ) — ( 2 ) — ( 7,012 )
Stock-based compensation — — 3,374 — — — 3,374
Dividends — — 313 ( 3,830 ) — — ( 3,517 )
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
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
Net Income — — — 10,032 — — 10,032
Comprehensive income
Foreign exchange translation adjustments — — — — — ( 32 ) ( 32 )
Cash-flow hedges — — — — — 57 57
Pension obligation adjustments — — — — — — —
Other comprehensive income (loss), net of tax — — — — — 25 25
Issuance of common stock 510 — 14 — — — 14
Purchase of treasury stock ( 362,609 shares)
— — ( 13,169 ) — ( 3 ) — ( 13,172 )
Stock-based compensation — — 2,220 — — — 2,220
Dividends — — 171 ( 4,222 ) — — ( 4,051 )
Balance at September 30, 2022 31,962,466 $ 320 $ 181,628 $ 538,056 $ ( 42 ) $ ( 5,685 ) $ 714,277
See accompanying notes to Condensed Consolidated Financial Statements.
8
ADVANSIX INC.
NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS
(Dollars in thousands, except share and per share amounts and as otherwise noted)
1. Organization, Operations and Basis of Presentation
Description of Business
AdvanSix Inc. ("AdvanSix," the "Company," "we" or "our") is a diversified chemistry company playing a critical role in global supply chains, innovating and delivering essential products for our customers in a wide variety of end markets and applications that touch people’s lives, such as building and construction, fertilizers, agrochemicals, plastics, solvents, packaging, paints, coatings, adhesives and electronics. Our reliable and sustainable supply of quality products emerges from the integrated value chain of our five U.S.-based manufacturing facilities. AdvanSix strives to deliver best-in-class customer experiences and differentiated products in the industries of nylon solutions, chemical intermediates and plant nutrients, guided by our core values of Safety, Integrity, Accountability and Respect.
Basis of Presentation
The Condensed Consolidated Financial Statements have been prepared in accordance with accounting principles generally accepted in the United States of America (“U.S. GAAP”) for interim financial information and with the instructions to Rule 10-01 of Regulation S-X. Accordingly, they do not include all of the information and footnotes required by U.S. 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 September 30, 2023, and its results of operations for the three and nine months ended September 30, 2023 and 2022 and cash flows for the nine months ended September 30, 2023 and 2022. The year-end Condensed Consolidated Balance Sheet data was derived from audited financial statements but does not include all disclosures required by U.S. GAAP. The results of operations of any interim period are not necessarily indicative of the results of operations to be expected for the full fiscal year. These financial statements should be read in conjunction with the Company’s Annual Report on Form 10-K for the year ended December 31, 2022 (the "2022 Form 10-K"). All intercompany transactions have been eliminated.
Certain prior period amounts have been reclassified for consistency with the current period presentation.
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 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 comparisons of quarterly or year-to-date results, we will provide the appropriate disclosures. Our actual closing dates for the three and nine months ended September 30, 2023 and 2022 were September 30, 2023 and October 1, 2022, respectively.
Liabilities to creditors to whom we have issued checks that remained outstanding at September 30, 2023 and December 31, 2022 aggregated to $ 5.0 million and $ 9.0 million, respectively, and were included in Cash and cash equivalents and Accounts payable in the Condensed Consolidated Balance Sheets.
The Company was party to three transactions during the third quarter of 2023: (i) exit from its alliance with Oben Holding Group S.A. resulting in a pre-tax gain of approximately $ 11.4 million, (ii) notification from a licensee of certain legacy ammonium sulfate technology assets operated at the licensee’s fertilizer manufacturing facility, that it intends to close its facility no later than August 2024, resulting in a non-cash, pre-tax charge of approximately $ 4.5 million and (iii) a strategic decision to exit production of certain low-margin oximes products resulting in a non-cash, pre-tax charge of approximately $ 2.4 million. Each of these transactions, totaling a net pre-tax gain of approximately $ 4.5 million, was recorded during the third quarter of 2023 and included as a component of Other non-operating (income) expense, net on the Condensed Consolidated Statements of Operations and a non-cash transaction on the Condensed Consolidated Statements of Cash Flows.
The Company's Board of Directors (the "Board") has authorized share repurchase programs to repurchase shares of the Company's common stock as follows:
9
ADVANSIX INC.
NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS
(Dollars in thousands, except share and per share amounts and as otherwise noted)
Date of Authorization Authorized Amount
(millions)
Authorized Amount Remaining as of September 30, 2023
(millions)
May 4, 2018 $ 75.0 $ —
February 22, 2019 75.0 1.6
February 17, 2023 75.0 75.0
Totals $ 225.0 $ 76.6
Repurchases may be made from time to time on the open market in accordance with Rule 10b-18 of the Securities Exchange Act of 1934, as amended (the "Exchange Act"), including through the use of trading plans intended to qualify under Rule 10b5-1 of the Exchange Act. The size and timing of these repurchases will depend on pricing, market and economic conditions, legal and contractual requirements and other factors. The share repurchase program has no expiration date and may be modified, suspended or discontinued at any time. 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.
As of September 30, 2023, the Company has repurchased a total of 5,541,948 shares of common stock, including 854,340 shares withheld to cover tax withholding obligations in connection with the vesting of awards, for an aggregate of $ 173.6 million at a weighted average market price of $ 31.33 per share. As of September 30, 2023, $ 76.6 million remained available for share repurchases under the current authorization. During the period October 1, 2023 through October 27, 2023, the Company repurchased an additional 101,387 shares at a weighted average market price of $ 29.07 per share primarily under the current authorized repurchase program.
2. Recent Accounting Pronouncements
Recent Accounting Pronouncements – The Company considers the applicability and impact of all Accounting Standards Updates (“ASUs”) issued by the Financial Accounting Standards Board (“FASB”). ASUs not discussed below were assessed and determined to be either not applicable or are expected to have minimal impact on our consolidated financial position or results of operations.
In September 2022, the FASB issued ASU No. 2022-04, Liabilities - Supplier Finance Programs (Subtopic 405-50): Disclosure of Supplier Finance Program Obligations. The amendments in this ASU require that a buyer in a supplier finance program disclose sufficient quantitative and qualitative information about its supplier finance programs to allow a user of the financial statements to understand the program’s nature, activity during the period, changes from period to period and potential magnitude. On a retrospective basis, for each annual reporting period, an entity should disclose the key terms of the program, including a description of the payment terms, assets pledged as security or other forms of guarantees, the confirmed amount outstanding that remains unpaid, a description of where the obligations are presented in the balance sheet and a roll-forward of those obligations confirmed as well as the amount of obligations subsequently paid. In each interim reporting period, an entity should disclose the amount of confirmed obligations outstanding. The guidance is effective for fiscal years beginning after December 15, 2022, including interim periods within those fiscal years, except for the amendment on roll-forward information, which is effective for fiscal years beginning after December 15, 2023. Early adoption of the amendments in this update is permitted. The Company adopted ASU 2022-04, effective January 1, 2023, which did not have a material impact on the Company's consolidated financial position or results of operations upon adoption.
3. Revenues
Revenue Recognition
We serve approximately 400 customers annually in approximately 40 countries across a wide variety of industries. For the three months ended September 30, 2023 and 2022, the Company's ten largest customers accounted for approximately 41 % and 43 % of total sales, respectively. For the nine months ended September 30, 2023 and 2022, the Company's ten largest customers accounted for approximately 39 % and 39 % of total sales, respectively.
We typically sell to customers under master service agreements, with primarily one-year terms, or by purchase orders. We have historically experienced low customer turnover and have long-standing customer relationships, which span decades. Our largest
10
ADVANSIX INC.
NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS
(Dollars in thousands, except share and per share amounts and as otherwise noted)
customer is Shaw Industries Group, Inc. (“Shaw”), a significant consumer of caprolactam and Nylon 6 resin, to whom we sell under a long-term agreement. For the three months ended September 30, 2023 and 2022, the Company's sales to Shaw were 12 % and 16 % of our total sales, respectively. For the nine months ended September 30, 2023 and 2022, the Company's sales to Shaw were 11 % 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 nine months ended September 30, 2023 and 2022 were as follows:
Three Months Ended
September 30, Nine Months Ended
September 30,
2023 2022 2023 2022
Nylon $ 86,056 27 % $ 141,017 29 % $ 278,381 24 % $ 391,731 25 %
Caprolactam 68,794 21 % 90,818 19 % 215,867 19 % 247,992 16 %
Chemical Intermediates 83,460 26 % 115,268 24 % 298,333 26 % 409,568 27 %
Ammonium Sulfate 84,597 26 % 131,666 28 % 358,810 31 % 492,287 32 %
Total $ 322,907 100 % $ 478,769 100 % $ 1,151,391 100 % $ 1,541,578 100 %
The Company's revenues by geographic area, and related approximate percentage of total sales, for the three and nine months ended September 30, 2023 and 2022 were as follows:
Three Months Ended
September 30, Nine Months Ended
September 30,
2023 2022 2023 2022
United States $ 264,858 82 % $ 393,447 82 % $ 953,392 83 % $ 1,290,621 84 %
International 58,049 18 % 85,322 18 % 197,999 17 % 250,957 16 %
Total $ 322,907 100 % $ 478,769 100 % $ 1,151,391 100 % $ 1,541,578 100 %
Deferred Income and Customer Advances
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 nine months ended September 30, 2023:
Opening balance January 1, 2023 $ 34,430
Additional cash advances 7,307
Less amounts recognized in revenues ( 39,322 )
Ending balance September 30, 2023 $ 2,415
The Company expects to recognize as revenue the September 30, 2023 ending balance of Deferred income and customer advances within one year or less.
4. Earnings Per Share
The computation of basic and diluted earnings per share ("EPS") is based on Net income (loss) divided by the basic weighted average number of common shares outstanding and diluted weighted average number of common shares outstanding, respectively. The details of the basic and diluted EPS calculations for the three and nine months ended September 30, 2023 and 2022 were as follows:
11
ADVANSIX INC.
NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS
(Dollars in thousands, except share and per share amounts and as otherwise noted)
Three Months Ended
September 30, Nine Months Ended
September 30,
2023 2022 2023 2022
Basic
Net income (loss) $ ( 7,977 ) $ 10,032 $ 59,705 $ 138,262
Weighted average common shares outstanding 27,209,521 27,944,494 27,433,851 28,103,255
EPS – Basic $ ( 0.29 ) $ 0.36 $ 2.18 $ 4.92
Diluted
Dilutive effect of equity awards and other stock-based holdings — 945,164 759,870 1,070,282
Weighted average common shares outstanding 27,209,521 28,889,658 28,193,721 29,173,537
EPS – Diluted $ ( 0.29 ) $ 0.35 $ 2.12 $ 4.74
Diluted EPS is computed based upon the weighted average number of common shares outstanding for the period plus the dilutive effect of common stock equivalents using the treasury stock method and the average market price of our common stock for the period.
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 and nine months ended September 30, 2023 and 2022 were as follows:
Three Months Ended
September 30, Nine Months Ended
September 30,
2023 2022 2023 2022
Options and stock equivalents 498,652 227,144 447,950 156,418
Dividend activity for the three and nine months ended September 30, 2023 and 2022 was as follows:
Three Months Ended
September 30, Nine Months Ended
September 30,
2023 2022 2023 2022
Cash dividends declared per share $ 0.16 $ 0.145 $ 0.465 $ 0.395
Aggregate dividends paid to shareholders $ 4,349 $ 4,051 $ 12,354 $ 11,083
5. Accounts and Other Receivables – Net
September 30,
2023 December 31,
2022
Accounts receivables $ 134,664 $ 171,923
Other 10,987 4,100
Total accounts and other receivables 145,651 176,023
Less – allowance for doubtful accounts ( 978 ) ( 594 )
Total accounts and other receivables – net $ 144,673 $ 175,429
6. Inventories
12
ADVANSIX INC.
NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS
(Dollars in thousands, except share and per share amounts and as otherwise noted)
September 30,
2023 December 31,
2022
Raw materials $ 133,103 $ 126,060
Work in progress 64,368 64,669
Finished goods 97,310 60,711
Spares and other 30,730 28,892
325,511 280,332
Reduction to LIFO cost basis ( 96,312 ) ( 64,830 )
Total inventories $ 229,199 $ 215,502
Substantially all of the Company’s inventories at September 30, 2023 and December 31, 2022 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 September 30, 2023.
The excess of replacement cost over the carrying value of total inventories subject to LIFO was $ 61.4 million and $ 58.2 million at September 30, 2023 and December 31, 2022, respectively.
7. Leases
We determine if an arrangement is a lease at inception. Operating leases are included in Operating lease right-of-use assets ("ROU"), Operating lease liabilities – short-term, and Operating lease liabilities – long-term in our Condensed Consolidated Balance Sheets. Finance leases are included in Property, plant and equipment – net, Accounts payable, and Other liabilities in our Condensed Consolidated Balance Sheets.
The components of lease expense were as follows:
Three Months Ended
September 30, Nine Months Ended
September 30,
2023 2022 2023 2022
Finance lease cost:
Amortization of right-of-use asset $ 237 $ 229 $ 675 $ 703
Interest on lease liabilities 28 15 69 37
Total finance lease cost 265 244 744 740
Operating lease cost 12,032 11,711 34,873 32,321
Short-term lease cost 1,572 1,541 4,109 4,091
Total lease cost $ 13,869 $ 13,496 $ 39,726 $ 37,152
As of September 30, 2023, we have additional operating leases that have not yet commenced for approximately $ 1.4 million. These leases will commence during December 2023 and January 2024 with lease terms of up to 7 years.
8. Goodwill and Intangible Assets
Intangible assets with finite lives acquired through a business combination are recorded at fair value, less accumulated amortization. Customer relationships and trade-names are amortized on a straight-line basis over their expected useful lives of 15 to 20 years and 5 years, respectively.
Goodwill
There was no change in the carrying amount of goodwill for the nine months ended September 30, 2023.
Finite-Lived Intangible Assets
Intangible assets subject to amortization were as follows:
13
ADVANSIX INC.
NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS
(Dollars in thousands, except share and per share amounts and as otherwise noted)
September 30, 2023 December 31, 2022
Gross Carrying Amount Accumulated Amortization Net Book Value Gross Carrying Amount Accumulated Amortization Net Book Value
Customer relationships $ 36,820 $ ( 3,283 ) $ 33,537 $ 36,820 $ ( 1,854 ) $ 34,966
Licenses 18,451 ( 5,766 ) 12,685 18,451 ( 5,074 ) 13,377
Trade names 1,100 ( 367 ) 733 1,100 ( 201 ) 899
Total $ 56,371 $ ( 9,416 ) $ 46,955 $ 56,371 $ ( 7,129 ) $ 49,242
For each of the three months ended September 30, 2023 and September 30, 2022, the Company recorded amortization expense on intangible assets of $ 0.8 million. For the nine months ended September 30, 2023 and September 30, 2022, the Company recorded amortization expense on intangible assets of $ 2.3 million and $ 2.0 million, respectively.
9. 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 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. Considering the Company’s past experience and existing accruals, the Company does not expect the outcome of these matters, either individually or in the aggregate, to have a material adverse effect on the Company’s consolidated financial position or results of operations. 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 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.
10. Income Taxes
The (benefit) provision for income taxes was ($ 2.1 million) and $ 2.7 million for the three months ended September 30, 2023 and 2022, respectively, resulting in an effective tax rate of 20.7 % and 21.4 %, respectively. The provision for income taxes was $ 17.8 million and $ 41.9 million for the nine months ended September 30, 2023 and 2022, respectively, resulting in an effective tax rate of 22.9 % and 23.2 %, respectively.
The Company’s provision for income taxes in interim periods is computed by applying an estimated annual effective tax rate against Income before taxes for the period in addition to recording any tax effects of discrete items for the quarter. The Company’s effective tax rate for the three and nine months ended September 30, 2023 and 2022 differed from the U.S. federal statutory rate, due to the impacts of state taxes and executive compensation deduction limitations, offset by tax credits and the foreign-derived intangible income deduction. Additionally for 2023, discrete tax adjustments relating to the vesting of equity compensation, changes in state tax legislation and return to provision adjustments related to the filing of the Company's 2022 U.S. federal income tax return resulted in a net 4.4 % increase to the quarterly effective tax rate and a net 1.6 % decrease to the year-to-date effective tax rate.
14
ADVANSIX INC.
NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS
(Dollars in thousands, except share and per share amounts and as otherwise noted)
On August 16, 2022, the Inflation Reduction Act of 2022 (the "IRA") was signed into law. This legislation includes significant changes relating to tax, climate change, energy and health care. Among other provisions, the IRA introduces a corporate alternative minimum tax (CAMT) on adjusted financial statement income of certain large corporations and a 1% excise tax on share repurchases. The Company is not currently subject to the CAMT which became effective for tax years beginning after December 31, 2022. The 1% excise tax is generally applicable to publicly traded corporations for the net value of certain stock that the corporation repurchases during the year and is also effective for tax years beginning after December 31, 2022. The impact of any excise tax imposed on the Company for share repurchases is generally accounted for as an equity transaction with no consequences to the Company's results in operations, and this provision of the law is not expected to have a material impact on the Company's financial condition. The IRA also includes significant extensions, expansions and enhancements related to climate and energy tax credits designed to encourage investment in the adoption and expansion of renewable and alternative energy sources. The Company continues to evaluate these energy credit provisions of the law in relation to our sustainability and environmental, social and governance initiatives.
11. Fair Value Measurements
Financial and non-financial assets and liabilities are classified in their entirety based on the lowest level of input that is significant to the fair value measurement. In July 2019, the Company entered into an interest rate swap transaction related to its credit agreement. The interest rate swap, considered a Level 2 liability, expired February 21, 2023.
The pension plan assets are invested in collective investment trust funds. These investments are measured at fair value using the net asset value per share as a practical expedient. 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.
The Company also has assets that are required to be recorded at fair value on a non-recurring basis. These assets are evaluated when certain triggering events occur (including a decrease in estimated future cash flows) that indicate the asset should be evaluated for impairment which could result in such assets being measured at fair value. Goodwill must be evaluated at least annually. Our annual evaluation occurred on March 31, 2023 and we concluded that an impairment for goodwill did no t occur.
12. Derivative and Hedging Instruments
The specific credit and market, commodity price and interest rate risks to which the Company is exposed in connection with its ongoing business operations are described below. This discussion includes an explanation of any hedging instrument and interest rate swap agreement, used to manage the Company’s interest rate risk associated with a fixed and floating-rate borrowing.
For cash flow hedges, the entire change in the fair value of the hedging instrument included in the assessment of hedge effectiveness is recorded in Other comprehensive income. Those amounts are reclassified to earnings in the same income statement line item that is used to present the earnings effect of the hedged item when the hedged item affects earnings.
Credit and Market Risk – Financial instruments, including derivatives, expose the Company to counterparty credit risk for non-performance and to market risk related to changes in commodity prices, interest rates and foreign currency exchange rates. The Company manages its exposure to counterparty credit risk through specific minimum credit standards, diversification of counterparties, and procedures to monitor concentrations of credit risk. The Company’s counterparties in derivative transactions are substantial investment and commercial banks with significant experience using such derivative instruments. The Company monitors the impact of market risk on the fair value and cash flows of its derivative and other financial instruments considering reasonably possible changes in commodity prices, interest rates and foreign currency exchange rates and restricts the use of derivative financial instruments to hedging activities.
The Company continually monitors the creditworthiness of its customers to which it grants credit terms in the normal course of business. 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 September 30, 2023 or December 31, 2022. 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.
15
ADVANSIX INC.
NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS
(Dollars in thousands, except share and per share amounts and as otherwise noted)
Commodity Price Risk Management – The Company's exposure to market risk for commodity prices can result in changes in the cost of production. We primarily mitigate our exposure to commodity price risk by using long-term, formula-based price contracts with our suppliers and formula-based price agreements with customers. Our customer agreements provide for price adjustments based on relevant market indices and raw material prices and generally do not include take-or-pay terms. We may also enter into forward commodity contracts with third-parties designated as hedges of anticipated purchases of several commodities. 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 September 30, 2023 and 2022, we had no financial contracts related to forward commodity agreements.
Interest Rate Risk Management – The Company had 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. The interest rate swap had a fair value of zero at inception and was effective July 31, 2019 and matured on February 21, 2023. In accordance with ASC 815, the Company designated the interest rate swap as a cash flow hedge of floating-rate borrowings. The interest rate swap converted the Company’s interest rate payments on the first $ 50 million of variable-rate, 1-month LIBOR-based debt to a fixed interest rate. The interest rate swap involved the receipt of floating rate amounts in exchange for fixed rate interest payments over the life of the interest rate swap without an exchange of the underlying principal amount.
Asset (Liability) Derivatives
September 30, 2023 December 31, 2022
Balance Sheet Classification Fair Value Balance Sheet Classification Fair Value
Derivatives designated as hedging instruments under ASC 815:
Interest Rate Contracts Accounts and other receivables, net $ — Accounts and other receivables, net $ 197
Total Derivatives $ — $ 197
The following table summarizes adjustments related to cash flow hedge included in Cash-flow hedges, in the Condensed Consolidated Statements of Comprehensive Income:
September 30,
2023
Gain on derivative instruments included in Accumulated other comprehensive loss at December 31, 2022 $ 197
Fair value adjustment ( 197 )
Gain (Loss) on derivative instruments included in Accumulated other comprehensive loss at September 30, 2023 $ —
At September 30, 2023, the Company expects no reclassifications of net gains or losses on derivative instruments from Accumulated other comprehensive income ("AOCI") to earnings during the next 12 months as the interest rate swap agreement matured on February 21, 2023. 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
September 30, Nine Months Ended
September 30,
2023 2022 2023 2022
Derivatives:
Interest Rate Contracts $ — $ ( 256 ) $ — $ ( 375 )
Total Derivatives $ — $ ( 256 ) $ — $ ( 375 )
13. Acquisitions
16
ADVANSIX INC.
NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS
(Dollars in thousands, except share and per share amounts and as otherwise noted)
In February 2022, the Company acquired the stock of U.S. Amines, a leading North American producer of alkyl and specialty amines serving high-value end markets such as agrochemicals and pharmaceuticals for a purchase price of approximately $ 97.5 million, net of cash acquired.
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.
14. Supplier Finance Programs
The Company has entered into a supply chain finance program with a financial intermediary providing participating suppliers the option to be paid by the intermediary earlier than the original invoice due date. AdvanSix’s responsibility is limited to making payments to the intermediary based upon payment terms negotiated with the suppliers, regardless of whether the intermediary pays the supplier in advance of the original due date. The Company’s payment terms with suppliers are consistent, regardless of whether a vendor participates in the supply chain finance program or not. All related agreements are terminable by either party upon at least 30 days’ notice.
The total amount due to the financial intermediaries to settle supplier invoices under the supplier finance programs was approximately $ 17 million as of September 30, 2023 and December 31, 2022. These amounts outstanding are included in Accounts payable .
15. Subsequent Events
As announced on November 3, 2023, the Board declared a quarterly cash dividend of $ 0.160 per share on the Company's common stock, payable on November 28, 2023 to stockholders of record as of the close of business on November 14, 2023.
17
Text extracted from the filing as submitted to EDGAR. Formatting, tables and exhibits are simplified for reading; the original document is authoritative for anything you rely on.