What changed in this filing

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Item 1. Financial Statements

2021-10-22 compared with 2021-07-28 · 160 added, 121 removed, 679 unchanged (29% of the section changed)

3 unchanged sentences

(In millions, except per share data)

June 30, 2021 December 31, 2020 June 30, 2020

September 30, 2021 December 31, 2020 September 30, 2020

Current assets:

40 unchanged sentences

(In millions, except per share data)

Three Months Ended June 30, Six Months Ended June 30,

Three Months Ended September 30, Nine Months Ended September 30,

2021 2020 2021 2020

4 unchanged sentences

Restructuring charges 3.6 1.3 24.5 4.7

Other operating income 0.5 0.1 0.5 0.1

Goodwill impairment — 699.8 — 699.8

Other operating expense 0.5 0.2 — 0.1

Operating income (loss) 549.0 ( 683.8 ) 1,325.2 ( 827.1 )

3 unchanged sentences

Income (loss) before taxes 504.3 ( 753.4 ) 1,147.7 ( 1,019.4 )

Income tax (benefit) provision ( 18.5 ) ( 40.0 ) 44.0 ( 65.9 )

Income tax provision (benefit) 113.6 ( 16.6 ) 157.6 ( 82.5 )

Net income (loss) $ 390.7 $ ( 736.8 ) $ 990.1 $ ( 936.9 )

9 unchanged sentences

(In millions)

Three Months Ended June 30, Six Months Ended June 30,

Three Months Ended September 30, Nine Months Ended September 30,

2021 2020 2021 2020

10 unchanged sentences

(In millions, except per share data)

Three Months Ended June 30, Six Months Ended June 30,

Three Months Ended September 30, Nine Months Ended September 30,

2021 2020 2021 2020

Balance at beginning of period $ 160.5 $ 157.9 $ 158.0 $ 157.7

Common stock repurchased and retired ( 1.5 ) — ( 1.5 ) —

Common stock issued for:

4 unchanged sentences

Balance at beginning of period $ 2,187.9 $ 2,127.0 $ 2,137.8 $ 2,122.1

Common stock repurchased and retired ( 66.8 ) — ( 66.8 ) —

Common stock issued for:

18 unchanged sentences

(In millions)

Six Months Ended June 30,

Nine Months Ended September 30,

Operating Activities

1 unchanged sentence

Adjustments to reconcile net income (loss) to net cash and cash equivalents provided by (used for) operating activities:

Goodwill impairment

Stock-based compensation

26 unchanged sentences

Debt early redemption premiums ( 37.7 ) —

Common stock repurchased and retired ( 68.3 ) —

Stock options exercised 58.3 0.5

6 unchanged sentences

Cash and cash equivalents, end of period $ 306.1 $ 282.7

Cash paid for interest and income taxes:

Cash paid (received) for interest and income taxes:

Interest, net $ 218.2 $ 179.3

21 unchanged sentences

In March 2020, the Financial Accounting Standards Board issued Accounting Standards Update (ASU) 2020-04, “Facilitation of the Effects of Reference Rate Reform on Financial Reporting” (ASU 2020-04) which creates a new topic, Accounting Standards Codification (ASC) 848 “Reference Rate Reform.” Subsequent to the issuance of ASU 2020-04, ASC 848 was amended by ASU 2021-01, “Scope” which amended and clarified the application and scope of the aforementioned update.

This update provides optional guidance to ease the potential accounting burden associated with transition away from reference rates that are expected to be discontinued at the end of 2021, at which time financial institutions will no longer be required to report information that is currently used to determine the London Interbank Offered Rate (LIBOR) and other reference rates.

This update provides optional guidance to ease the potential accounting burden associated with transition away from reference rates that are expected to be discontinued when financial institutions are no longer required to report information that is currently used to determine the London Interbank Offered Rate (LIBOR) and other reference rates.

This update allows companies to treat contract amendments to existing contracts for the purpose of establishing a new reference rate as continuations of those contracts without additional analysis, as long as the modification was made to establish a new reference rate.

4 unchanged sentences

RESTRUCTURING CHARGES

Olin committed to a productivity initiative to align the organization with our new operating model and improve efficiencies (collectively, Productivity Plan).

We committed to a productivity initiative to align the organization with our new operating model and improve efficiencies (collectively, Productivity Plan).

These actions and related activities were completed during the second quarter of 2021.

For both the three and six months ended June 30, 2021, we recorded pretax restructuring charges of $ 10.1 million for employee severance and related benefit costs related to these actions.

For the three and nine months ended September 30, 2021, we recorded pretax restructuring charges of $ 0.2 million and $ 10.3 million, respectively, for employee severance and related benefit costs related to these actions.

We do no t expect to incur additional restructuring charges related to these actions.

4 unchanged sentences

The closure was completed in the first quarter of 2021.

For the three and six months ended June 30, 2021, we recorded pretax restructuring charges of $ 0.4 million and $ 4.8 million, respectively, for lease and other contract termination costs related to this action.

For the three and nine months ended September 30, 2021, we recorded pretax restructuring charges of $ 0.4 million and $ 5.2 million, respectively, for lease and other contract termination costs related to this action.

We expect to incur additional restructuring charges through 2022 of approximately $ 2 million related to this action.

On January 18, 2021, we announced that we had made the decision to permanently close our trichloroethylene and anhydrous hydrogen chloride liquefaction facilities in Freeport, TX (collectively, Freeport 2021 Plan), before the end of 2021.

For the three and six months ended June 30, 2021, we recorded pretax restructuring charges of $ 2.8 million and $ 4.1 million, respectively, for facility exit costs related to these actions.

For the three and nine months ended September 30, 2021, we recorded pretax restructuring charges of $ 1.6 million and $ 5.7 million, respectively, for facility exit costs related to these actions.

We expect to incur additional restructuring charges through 2023 of approximately $ 25 million related to these actions.

1 unchanged sentence

The VDC facility and related chlor alkali plant were closed during fourth quarter of 2020 and second quarter of 2021, respectively.

For the three months ended June 30, 2021 and 2020, we recorded pretax restructuring charges of $ 0.4 million and $ 0.5 million, respectively, for facility exit costs related to these actions.

For the six months ended June 30, 2021 and 2020, we recorded pretax restructuring charges of $ 1.2 million and $ 0.5 million, respectively, for facility exit costs related to these actions.

For the three months ended September 30, 2021 and 2020, we recorded pretax restructuring charges of $ 1.0 million and $ 0.3 million, respectively, for facility exit costs related to these actions.

For the nine months ended September 30, 2021 and 2020, we recorded pretax restructuring charges of $ 2.2 million and $ 0.8 million, respectively, for facility exit costs related to these actions.

We expect to incur additional restructuring charges through 2025 of approximately $ 45 million related to these actions.

3 unchanged sentences

This 220,000 ton reduction was entirely from diaphragm cell capacity.

For the three months ended June 30, 2021 and 2020, we recorded pretax restructuring charges of $ 0.3 million and $ 1.2 million, respectively, for facility exit costs and lease and other contract termination costs related to these actions.

For the six months ended June 30, 2021 and 2020, we recorded pretax restructuring charges of $ 0.7 million and $ 2.9 million, respectively, for facility exit costs, employee severance and related benefit costs and lease and other contract termination costs related to these actions.

For the three months ended September 30, 2021 and 2020, we recorded pretax restructuring charges of $ 0.4 million and $ 1.0 million, respectively, for facility exit costs and lease and other contract termination costs related to these actions.

For the nine months ended September 30, 2021 and 2020, we recorded pretax restructuring charges of $ 1.1 million and $ 3.9 million, respectively, for facility exit costs, employee severance and related benefit costs and lease and other contract termination costs related to these actions.

We expect to incur additional restructuring charges through 2021 of approximately $ 1 million related to these capacity reductions.

The following table summarizes the 2021 and 2020 activities by major component of these restructuring actions and the remaining balances of accrued restructuring costs as of June 30, 2021 and 2020:

The following table summarizes the 2021 and 2020 activities by major component of these restructuring actions and the remaining balances of accrued restructuring costs as of September 30, 2021 and 2020:

Employee severance and related benefit costs Lease and other contract termination costs Facility exit costs Total

4 unchanged sentences

Second quarter — — 1.7 1.7

Third quarter — 0.3 1.0 1.3

Amounts utilized ( 0.1 ) ( 1.0 ) ( 4.2 ) ( 5.3 )

Balance at June 30, 2020 $ — $ 2.6 $ — $ 2.6

Balance at September 30, 2020 $ — $ 2.5 $ — $ 2.5

Balance at January 1, 2021 $ 1.8 $ 1.7 $ — $ 3.5

2 unchanged sentences

Second quarter 10.1 0.5 3.4 14.0

Third quarter 0.2 0.5 2.9 3.6

Amounts utilized ( 3.5 ) ( 1.3 ) ( 8.6 ) ( 13.4 )

Balance at June 30, 2021 $ 10.6 $ 6.1 $ — $ 16.7

The following table summarizes the cumulative restructuring charges of these restructuring actions by major component through June 30, 2021:

Balance at September 30, 2021 $ 8.6 $ 6.0 $ — $ 14.6

The following table summarizes the cumulative restructuring charges of these restructuring actions by major component through September 30, 2021:

Chlor Alkali Products and Vinyls Corporate/other Total

Plaquemine Plan McIntosh Plan Freeport 2021 Plan Freeport 2019 Plan Chlor Alkali 2016 Plan Productivity Plan

McIntosh Plan Freeport 2021 Plan Freeport 2019 Plan Chlor Alkali 2016 Plan Productivity Plan

($ in millions)

5 unchanged sentences

Total cumulative restructuring charges $ 5.2 $ 5.7 $ 64.9 $ 181.8 $ 10.3 $ 267.9

As of June 30, 2021, we have incurred cash expenditures of $ 110.2 million and non-cash charges of $ 137.4 million related to these restructuring actions.

As of September 30, 2021, we have incurred cash expenditures of $ 115.6 million and non-cash charges of $ 137.7 million related to these restructuring actions.

The remaining balance of $ 14.6 million is expected to be paid out through 2031.

Subsequent Event

On October 21, 2021, we announced that we had made a decision to permanently cease operations of the remaining 50 % of our diaphragm-grade chlor alkali capacity, representing 200,000 tons, at our McIntosh, AL facility.

The closure is expected to be completed by the end of the third quarter of 2022.

As a result of this action, we expect to incur approximately $ 40 million of pretax restructuring costs, none of which is expected to be incurred in 2021.

We currently estimate these restructuring costs will primarily consist of facility exit costs to be paid in cash through 2025.

ACCOUNTS RECEIVABLES

We maintain a $ 250.0 million Receivables Financing Agreement (Receivables Financing Agreement) that is scheduled to mature on July 15, 2022.

During 2021, we amended our existing $ 250.0 million Receivables Financing Agreement which expanded the borrowing capacity to $ 300.0 million (Receivables Financing Agreement) and extended the maturity to September 28, 2024.

The Receivables Financing Agreement includes a minimum borrowing requirement of 50 % of the facility limit or available borrowing capacity, whichever is less.

1 unchanged sentence

Under the Receivables Financing Agreement, our eligible trade receivables are used for collateralized borrowings and continue to be serviced by us.

In addition, the Receivables Financing Agreement incorporates the secured leverage covenant that is contained in the $ 1,615.0 million senior secured credit facility.

As of June 30, 2021, $ 457.9 million of our trade receivables were pledged as collateral.

As of June 30, 2021, we had $ 125.0 million drawn with $ 125.0 million of additional borrowing capacity available under the Receivables Financing Agreement.

As of December 31, 2020 and June 30, 2020, we had $ 125.0 million and $ 240.7 million, respectively, drawn under the Receivables Financing Agreement.

In addition, the Receivables Financing Agreement incorporates the net leverage ratio covenant that is contained in the $ 1,615.0 million senior credit facility.

As of September 30, 2021, $ 542.0 million of our trade receivables were pledged as collateral.

As of September 30, 2021, we had $ 150.0 million drawn with $ 150.0 million of additional borrowing capacity available under the Receivables Financing Agreement.

As of both December 31, 2020 and September 30, 2020, we had $ 125.0 million drawn under the Receivables Financing Agreement.

Olin also has trade accounts receivable factoring arrangements (AR Facilities) and pursuant to the terms of the AR Facilities, certain of our domestic subsidiaries may sell their accounts receivable up to a maximum of $ 229.0 million and certain of our foreign subsidiaries may sell their accounts receivable up to a maximum of € 40.4 million.

2 unchanged sentences

The following table summarizes the AR Facilities activity:

September 30,

($ in millions)

4 unchanged sentences

The factoring discount paid under the AR Facilities is recorded as interest expense on the condensed statements of operations.

The factoring discount was $ 0.3 million and $ 0.4 million for the three months ended June 30, 2021 and 2020, respectively, and $ 0.7 million and $ 1.0 million for the six months ended June 30, 2021 and 2020, respectively.

The agreements are without recourse and therefore no recourse liability had been recorded as of June 30, 2021, December 31, 2020 or June 30, 2020.

Our condensed balance sheets included an allowance for doubtful accounts receivables of $ 12.4 million, $ 12.3 million and $ 12.5 million and other receivables of $ 72.8 million, $ 62.4 million and $ 87.7 million at June 30, 2021, December 31, 2020 and June 30, 2020, respectively, which were included in receivables, net.

The factoring discount was $ 0.3 million and $ 0.2 million for the three months ended September 30, 2021 and 2020, respectively, and $ 1.0 million and $ 1.2 million for the nine months ended September 30, 2021 and 2020, respectively.

The agreements are without recourse and therefore no recourse liability had been recorded as of September 30, 2021, December 31, 2020 or September 30, 2020.

Our condensed balance sheets included an allowance for doubtful accounts receivables of $ 12.2 million, $ 12.3 million and $ 12.1 million and other receivables of $ 68.1 million, $ 62.4 million and $ 73.9 million at September 30, 2021, December 31, 2020 and September 30, 2020, respectively, which were included in receivables, net.

Inventories consisted of the following:

June 30, 2021 December 31,

2020 June 30, 2020

September 30, 2021 December 31,

2020 September 30, 2020

($ in millions)

11 unchanged sentences

Inventories under the LIFO method are based on annual estimates of quantities and costs as of year-end;

therefore, the condensed financial statements at June 30, 2021 reflect certain estimates relating to inventory quantities and costs at December 31, 2021.

The replacement cost of our inventories would have been approximately $ 89.6 million, $ 48.2 million and $ 43.8 million higher than reported at June 30, 2021, December 31, 2020 and June 30, 2020, respectively.

therefore, the condensed financial statements at September 30, 2021 reflect certain estimates relating to inventory quantities and costs at December 31, 2021.

The replacement cost of our inventories would have been approximately $ 95.7 million, $ 48.2 million and $ 45.7 million higher than reported at September 30, 2021, December 31, 2020 and September 30, 2020, respectively.

Included in other assets were the following:

June 30, 2021 December 31, 2020 June 30, 2020

September 30, 2021 December 31, 2020 September 30, 2020

($ in millions)

5 unchanged sentences

The original liability was discounted and recorded at present value as of March 31, 2017.

For the six months ended June 30, 2020, $ 4.0 million of interest expense was recorded for accretion on the 2020 payment liability discount.

During the six months ended June 30, 2020, a payment of $ 75.8 million was made associated with the resolution of a dispute over the allocation to Olin of certain capital costs incurred at our Plaquemine, LA site after the October 5, 2015 closing date of the acquisition from Dow.

Amortization expense of $ 17.3 million and $ 11.0 million for the three months ended June 30, 2021 and 2020, respectively, and amortization expense of $ 34.8 million and $ 33.3 million for the six months ended June 30, 2021 and 2020, respectively, was recognized within cost of goods sold related to our long-term supply contracts and is reflected in depreciation and amortization on the condensed statements of cash flows.

For the nine months ended September 30, 2020, $ 4.0 million of interest expense was recorded for accretion on the 2020 payment liability discount.

During the nine months ended September 30, 2020, a payment of $ 75.8 million was made associated with the resolution of a dispute over the allocation to Olin of certain capital costs incurred at our Plaquemine, LA site after the October 5, 2015 closing date of the acquisition from Dow.

Amortization expense of $ 17.3 million and $ 11.3 million for the three months ended September 30, 2021 and 2020, respectively, and amortization expense of $ 52.1 million and $ 44.6 million for the nine months ended September 30, 2021 and 2020, respectively, was recognized within cost of goods sold related to our long-term supply contracts and is reflected in depreciation and amortization on the condensed statements of cash flows.

The long-term supply contracts are monitored for impairment each reporting period.

4 unchanged sentences

Balance at January 1, 2020 $ 1,832.7 $ 287.0 $ 2,119.7

Goodwill impairment ( 557.6 ) ( 142.2 ) ( 699.8 )

Foreign currency translation adjustment 0.2 — 0.2

Balance at June 30, 2020 $ 1,832.7 $ 287.0 $ 2,119.7

Balance at September 30, 2020 $ 1,275.3 $ 144.8 $ 1,420.1

Balance at January 1, 2021 $ 1,275.3 $ 144.9 $ 1,420.2

$ 1,275.3 $ 144.9 $ 1,420.2

Foreign currency translation adjustment 0.1 — 0.1

Balance at June 30, 2021 (1)

$ 1,275.3 $ 144.9 $ 1,420.2

(1) The Chlor Alkali Products and Vinyls, Epoxy and total goodwill balances are net of $ 557.6 million, $ 142.2 million and $ 699.8 million of accumulated impairment losses recorded during the third quarter of 2020.

Balance at September 30, 2021 $ 1,275.4 $ 144.9 $ 1,420.3

During the three months ended September 30, 2020, we identified a triggering event associated with a sustained significant overall decrease in our stock price.

As a result, we performed an updated quantitative goodwill impairment test during the third quarter of 2020.

We used a discounted cash flow approach to develop the estimated fair value of our reporting

As a further indicator that each reporting unit had been valued appropriately using a discounted cash flow model, the aggregate fair value of all reporting units was reconciled to the total market value of Olin.

Due to the sustained decline in our stock price, the decrease in the value of our reporting units reflected a market participant’s perceived risk in the valuation implied by the sustained reduction in our stock price.

As a result of this assessment, the carrying values of our Chlor Alkali Products and Vinyls and Epoxy reporting units exceeded the fair values which resulted in pre-tax goodwill impairment charges of $ 557.6 million and $ 142.2 million, respectively.

The goodwill impairment charge was calculated as the amount that the carrying value of the reporting unit, including any goodwill, exceeded its fair value and therefore the carrying value of our reporting units was equal their fair value upon completion of the goodwill impairment test.

Intangible assets consisted of the following:

June 30, 2021 December 31, 2020 June 30, 2020

September 30, 2021 December 31, 2020 September 30, 2020

Gross Amount Accumulated Amortization Net Gross Amount Accumulated Amortization Net Gross Amount Accumulated Amortization Net

11 unchanged sentences

Diluted net income (loss) per share reflects the dilutive effect of stock-based compensation.

Three Months Ended June 30, Six Months Ended June 30,

Three Months Ended September 30, Nine Months Ended September 30,

2021 2020 2021 2020

8 unchanged sentences

Diluted net income (loss) per share $ 2.38 $ ( 4.67 ) $ 6.07 $ ( 5.94 )

The computation of dilutive shares does not include less than 0.1 million and 10.3 million shares for the three months ended June 30, 2021 and 2020, respectively, and 1.1 million and 10.3 million shares for the six months ended June 30, 2021 and 2020, respectively, as their effect would have been anti-dilutive.

The computation of dilutive shares does not include less than 0.1 million shares for both the three and nine months ended September 30, 2021 and 10.3 million shares for both the three and nine months ended September 30, 2020, as their effect would have been anti-dilutive.

ENVIRONMENTAL

1 unchanged sentence

Environmental provisions charged to income, which are included in costs of goods sold, were as follows:

Three Months Ended June 30, Six Months Ended June 30,

Three Months Ended September 30, Nine Months Ended September 30,

2021 2020 2021 2020

3 unchanged sentences

Environmental expense $ 3.6 $ 12.5 $ 8.6 $ 17.9

Environmental expense for the six months ended June 30, 2021 includes $ 2.2 million of insurance recoveries for environmental costs incurred and expensed in prior periods.

The condensed balance sheets included reserves for future environmental expenditures to investigate and remediate known sites amounting to $ 148.4 million, $ 147.2 million and $ 138.6 million at June 30, 2021, December 31, 2020 and June 30, 2020, respectively, of which $ 129.4 million, $ 128.2 million and $ 121.6 million, respectively, were classified as other noncurrent liabilities.

Environmental expense for the nine months ended September 30, 2021 includes $ 2.2 million of insurance recoveries for environmental costs incurred and expensed in prior periods.

The condensed balance sheets included reserves for future environmental expenditures to investigate and remediate known sites amounting to $ 147.7 million, $ 147.2 million and $ 146.7 million at September 30, 2021, December 31, 2020 and September 30, 2020, respectively, of which $ 128.7 million, $ 128.2 million and $ 129.7 million, respectively, were classified as other noncurrent liabilities.

Environmental exposures are difficult to assess for numerous reasons, including the identification of new sites, developments at sites resulting from investigatory studies, advances in technology, changes in environmental laws and regulations and their application, changes in regulatory authorities, the scarcity of reliable data pertaining to identified sites, the difficulty in assessing the involvement and financial capability of other Potentially Responsible Parties (PRPs), our ability to obtain contributions from other parties and the lengthy time periods over which site remediation occurs.

20 unchanged sentences

We, and our subsidiaries, are defendants in various other legal actions (including proceedings based on alleged exposures to asbestos) incidental to our past and current business activities.

As of June 30, 2021, December 31, 2020 and June 30, 2020, our condensed balance sheets included accrued liabilities for these other legal actions of $ 12.9 million, $ 13.5 million and $ 12.4 million, respectively.

As of September 30, 2021, December 31, 2020 and September 30, 2020, our condensed balance sheets included accrued liabilities for these other legal actions of $ 13.1 million, $ 13.5 million and $ 13.0 million, respectively.

These liabilities do not include costs associated with legal representation.

7 unchanged sentences

This program will terminate upon the purchase of $ 500.0 million of our common stock.

There were no shares repurchased for both the three and six months ended June 30, 2021 and 2020.

As of June 30, 2021, we had repurchased a total of $ 195.9 million of our common stock, representing 10.1 million shares, and $ 304.1 million of common stock remained authorized to be repurchased.

We issued 2.4 million and less than 0.1 million shares representing stock options exercised for the six months ended June 30, 2021 and 2020, respectively, with a total value of $ 50.2 million and $ 0.5 million, respectively.

For the nine months ended September 30, 2021, 1.5 million shares were repurchased and retired at a cost of $ 68.3 million.

There were zero shares repurchased for the nine months ended September 30, 2020.

As of September 30, 2021, we had repurchased a total of $ 264.2 million of our common stock, representing 11.5 million shares, and $ 235.8 million of common stock remained authorized to be repurchased under the program.

We issued 2.8 million and less than 0.1 million shares representing stock options exercised for the nine months ended September 30, 2021 and 2020, respectively, with a total value of $ 58.3 million and $ 0.5 million, respectively.

The following table represents the activity included in accumulated other comprehensive loss:

5 unchanged sentences

Second quarter 8.2 29.9 — 38.1

Third quarter 17.0 26.0 — 43.0

Reclassification adjustments of losses into income:

1 unchanged sentence

Second quarter — 9.3 11.6 20.9

Third quarter — 0.1 11.5 11.6

Tax benefit (provision):

1 unchanged sentence

Second quarter — ( 9.2 ) ( 2.6 ) ( 11.8 )

Third quarter — ( 6.3 ) ( 2.6 ) ( 8.9 )

Net change 16.2 31.9 27.1 75.2

Balance at June 30, 2020 $ ( 9.2 ) $ ( 1.5 ) $ ( 763.2 ) $ ( 773.9 )

Balance at September 30, 2020 $ 7.8 $ 18.3 $ ( 754.3 ) $ ( 728.2 )

Balance at January 1, 2021 $ 19.4 $ 21.4 $ ( 730.7 ) $ ( 689.9 )

2 unchanged sentences

Second quarter 2.4 41.8 — 44.2

Third quarter ( 14.0 ) 41.7 — 27.7

Reclassification adjustments of (gains) losses into income:

1 unchanged sentence

Second quarter — ( 20.4 ) 13.7 ( 6.7 )

Third quarter — ( 23.5 ) 13.4 ( 10.1 )

Tax provision:

1 unchanged sentence

Second quarter — ( 5.1 ) ( 3.0 ) ( 8.1 )

Third quarter — ( 4.4 ) ( 2.7 ) ( 7.1 )

Net change ( 23.0 ) 37.1 32.0 46.1

Balance at June 30, 2021 $ 10.4 $ 44.7 $ ( 709.4 ) $ ( 654.3 )

Balance at September 30, 2021 $ ( 3.6 ) $ 58.5 $ ( 698.7 ) $ ( 643.8 )

Net income (loss) and cost of goods sold included reclassification adjustments for realized gains and losses on derivative contracts from accumulated other comprehensive loss.

8 unchanged sentences

Sales are attributed to geographic areas based on customer location.

Three Months Ended June 30, Six Months Ended June 30,

Three Months Ended September 30, Nine Months Ended September 30,

2021 2020 2021 2020

12 unchanged sentences

Restructuring charges ( 3.6 ) ( 1.3 ) ( 24.5 ) ( 4.7 )

Other operating income 0.5 0.1 0.5 0.1

Goodwill impairment — ( 699.8 ) — ( 699.8 )

Other operating expense ( 0.5 ) ( 0.2 ) — ( 0.1 )

Interest expense ( 54.0 ) ( 74.6 ) ( 204.4 ) ( 207.1 )

2 unchanged sentences

Income (loss) before taxes $ 504.3 $ ( 753.4 ) $ 1,147.7 $ ( 1,019.4 )

Three Months Ended June 30, Six Months Ended June 30,

Three Months Ended September 30, Nine Months Ended September 30,

2021 2020 2021 2020

18 unchanged sentences

Total sales $ 2,340.1 $ 1,437.6 $ 6,480.2 $ 4,103.9

Three Months Ended June 30, Six Months Ended June 30,

Three Months Ended September 30, Nine Months Ended September 30,

2021 2020 2021 2020

14 unchanged sentences

Stock-based compensation granted includes stock options, performance stock awards, restricted stock awards and deferred directors’ compensation.

Stock-based compensation expense was as follows:

Three Months Ended June 30, Six Months Ended June 30,

Stock-based compensation expense (benefit) was as follows:

Three Months Ended September 30, Nine Months Ended September 30,

2021 2020 2021 2020

38 unchanged sentences

Expected life of the performance stock award grant was based on historical exercise and cancellation patterns, as we believe that historical experience is the best estimate of future exercise patterns.

During 2021, activity of our debt outstanding included:

During 2021, activity of our outstanding debt included:

Long-term Debt Borrowings (Repayments) Loss on Debt Extinguishment (1)

Six Months Ended June 30, 2021 Three Months Ended June 30, 2021 Six Months Ended June 30, 2021

Nine Months Ended September 30, 2021 Three Months Ended September 30, 2021 Nine Months Ended September 30, 2021

Debt Instrument ($ in millions)

Senior Secured Term Loans $ 315.0

Senior Term Loans $ 315.0

Receivables Financing Agreement 75.0

4 unchanged sentences

5.00% senior notes due 2030 ( 26.0 ) 1.5 2.1

Senior Secured Term Loans ( 150.0 ) 0.6 0.8

Senior Term Loans ( 465.0 ) 1.2 2.0

Receivables Financing Agreement ( 50.0 ) — —

3 unchanged sentences

(1) Loss on debt extinguishment is included as interest expense in the condensed statements of operations.

The loss includes the payment of bond redemption premiums of $ 12.3 million and $ 31.0 million for the three and six months ended June 30, 2021, respectively, as well as the write-off of deferred debt issuance costs and recognition of deferred fair value interest rate swap losses of $ 3.1 million and $ 7.9 million for the three and six months ended June 30, 2021, respectively, associated with the optional prepayment of existing debt.

The cash payments related to the early redemption premiums for the debt extinguishments are classified as cash outflows from financing activities on the condensed statement of cash flows for the six months ended June 30, 2021.

The loss includes the payment of bond redemption premiums of $ 6.7 million and $ 37.7 million for the three and nine months ended September 30, 2021, respectively, as well as the write-off of deferred debt issuance costs and recognition of deferred fair value interest rate swap losses of $ 2.0 million and $ 9.9 million for the three and nine months ended September 30, 2021, respectively, associated with the optional prepayment of existing debt.

The condensed statement of cash flows reflects a correction to the loss on debt extinguishment and early redemption premiums from the previously issued condensed statement of cash flows for the three months ended March 31, 2021, which increased cash flows from net operating activities and decreased cash flows from net financing activities by $ 18.7 million.

During the fourth quarter of 2021, the previously issued statement of cash flows for the year ended December 31, 2020 will reflect the correction of previously presented early redemption premiums, which will increase cash flows from net operating activities and decrease cash flows from net financing activities by $ 14.6 million.

On February 24, 2021, we entered into a $ 1,615.0 million senior secured credit facility (Senior Secured Credit Facility) that amended our existing $ 1,300.0 million senior secured credit facility.

The Senior Secured Credit Facility includes a senior secured delayed-draw term loan facility with aggregate commitments of $ 315.0 million (Delayed Draw Term Loan), a senior secured term loan facility with aggregate commitments of $ 500.0 million (2020 Term Loan and together with the Delayed Draw Term Loan, the Senior Secured Term Loans) and a senior secured revolving credit facility with aggregate commitments in an amount equal to $ 800.0 million (Senior Revolving Credit Facility).

The maturity date for the Senior Secured Credit Facility is July 16, 2024.

The amendment modified the pricing grid for the Senior Secured Credit Facility by reducing applicable interest rates on the borrowings under the facility.

On February 24, 2021, we entered into a $ 1,615.0 million senior secured credit facility (Senior Credit Facility) that amended our existing $ 1,300.0 million senior secured credit facility.

On July 28, 2021, the liens on the collateral provided under the Senior Credit Facility were released based on the achievement of a net leverage ratio below 3.50 for the prior two consecutive fiscal quarters.

The Senior Credit Facility includes a senior delayed-draw term loan facility with aggregate commitments of $ 315.0 million (Delayed Draw Term Loan), a senior term loan facility with aggregate commitments of $ 500.0 million (2020 Term Loan and together with the Delayed Draw Term Loan, the Senior Term Loans) and a senior revolving credit facility with aggregate commitments in an amount equal to $ 800.0 million (Senior Revolving Credit Facility).

The maturity date for the Senior Credit Facility is July 16, 2024.

The amendment modified the pricing grid for the Senior Credit Facility by reducing applicable interest rates on the borrowings under the facility.

On March 30, 2021, Olin drew the entire $ 315.0 million of the Delayed Draw Term Loan and used the proceeds to fund the redemption of the 10.00 % senior notes due October 15, 2025.

The Senior Secured Term Loans include principal amortization amounts payable beginning June 30, 2021 at a rate of 1.25 % per quarter through the end of 2022, increasing to 1.875 % per quarter during 2023 and 2.50 % per quarter thereafter until maturity.

During the six months ended June 30, 2021, we repaid $ 150.0 million of the Senior Secured Term Loans, of which $ 10.2 million was a required quarterly installment.

These repayments eliminated the required quarterly installments of the Senior Secured Term Loans through December 2023.

During the nine months ended September 30, 2021, we repaid $ 465.0 million of the Senior Term Loans.

These repayments satisfied all future required quarterly installments of the Senior Term Loans.

The Senior Revolving Credit Facility includes a $ 100.0 million letter of credit subfacility.

At June 30, 2021, we had $ 799.6 million available under our $ 800.0 million Senior Revolving Credit Facility because we had issued $ 0.4 million of letters of credit.

Annual maturities of long-term debt at June 30, 2021, including finance lease obligations, are $ 0.6 million in 2021, $ 326.1 million in 2022, $ 1.0 million in 2023, $ 735.8 million in 2024, $ 503.1 million in 2025 and a total of $ 1,848.5 million thereafter.

For the six months ended June 30, 2021, we paid debt issuance costs of $ 3.1 million for the amendments to our Senior Secured Credit Facility.

Under the Senior Secured Credit Facility, we may select various floating rate borrowing options.

The actual interest rate paid on borrowings under the Senior Secured Credit Facility is based on a pricing grid which is dependent upon the net leverage ratio as calculated under the terms of the applicable facility for the prior fiscal quarter.

The Senior Secured Credit Facility includes various customary restrictive covenants, including restrictions related to the ratio of secured debt to earnings before interest expense, taxes, depreciation and amortization (secured leverage ratio) and the ratio of earnings before interest expense, taxes, depreciation and amortization to interest expense (coverage ratio).

The calculation of secured debt in our secured leverage ratio excludes borrowings under the Receivables Financing Agreement, up to a maximum of $ 250.0 million.

As of June 30, 2021, the only secured borrowings included in the secured leverage ratio were $ 665.0 million for our Senior Secured Term Loans and $ 153.0 million for our Go Zone and Recovery Zone bonds.

At September 30, 2021, we had $ 799.6 million available under our $ 800.0 million Senior Revolving Credit Facility because we had issued $ 0.4 million of letters of credit.

Annual maturities of long-term debt at September 30, 2021, including finance lease obligations, are $ 0.2 million in 2021, $ 201.1 million in 2022, $ 1.0 million in 2023, $ 570.8 million in 2024, $ 503.1 million in 2025 and a total of $ 1,778.0 million thereafter.

For the nine months ended September 30, 2021, we paid debt issuance costs of $ 3.8 million primarily for the amendments to our Senior Credit Facility.

Under the Senior Credit Facility, we may select various floating rate borrowing options.

The actual interest rate paid on borrowings under the Senior Credit Facility is based on a pricing grid which is dependent upon the net leverage ratio as calculated under the terms of the applicable facility for the prior fiscal quarter.

The Senior Credit Facility includes various customary restrictive covenants, including restrictions related to the ratio of debt to earnings before interest expense, taxes, depreciation and amortization (net leverage ratio) and the ratio of earnings before interest expense, taxes, depreciation and amortization to interest expense (coverage ratio).

The calculation of debt in our net leverage ratio excludes borrowings under the Receivables Financing Agreement, up to a maximum of $ 250.0 million, and is reduced by all unrestricted cash and cash equivalents.

Compliance with these covenants is determined quarterly.

We were in compliance with all covenants and restrictions under all our outstanding credit agreements as of June 30, 2021, and no event of default had occurred that would permit the lenders under our outstanding credit agreements to accelerate the debt if not cured.

We were in compliance with all covenants and restrictions under all our outstanding credit agreements as of September 30, 2021, and no event of default had occurred that would permit the lenders under our outstanding credit agreements to accelerate the debt if not cured.

In the future, our ability to generate sufficient operating cash flows, among other factors, will determine the amounts available to be borrowed under these facilities.

As a result of our restrictive covenant related to the secured leverage ratio, the maximum additional borrowings available to us could be limited in the future.

As a result of our restrictive covenant related to the net leverage ratio, the maximum additional borrowings available to us could be limited in the future.

The limitation, if an amendment or waiver from our lenders is not obtained, could restrict our ability to borrow the maximum amounts available under the Senior Revolving Credit Facility and the Receivables Financing Agreement.

As of June 30, 2021, there were no covenants or other restrictions that limited our ability to borrow.

As of September 30, 2021, there were no covenants or other restrictions that limited our ability to borrow.

CONTRIBUTING EMPLOYEE OWNERSHIP PLAN

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We provide a contribution to an individual retirement contribution account maintained with the CEOP equal to an amount of between 5.0 % and 7.5 % of the employee’s eligible compensation.

The defined contribution plan expense for the three months ended June 30, 2021 and 2020 was $ 8.6 million and $ 6.8 million, respectively, and for the six months ended June 30, 2021 and 2020 was $ 17.3 million and $ 15.0 million, respectively.

The defined contribution plan expense for the three months ended September 30, 2021 and 2020 was $ 9.3 million and $ 6.5 million, respectively, and for the nine months ended September 30, 2021 and 2020 was $ 26.6 million and $ 21.5 million, respectively.

Company matching contributions are invested in the same investment allocation as the employee’s contribution.

Our matching contributions for eligible employees for the three months ended June 30, 2021 and 2020 were $ 3.7 million and $ 0.7 million, respectively, and for the six months ended June 30, 2021 and 2020 were $ 6.9 million and $ 1.5 million, respectively.

Our matching contributions for eligible employees for the three months ended September 30, 2021 and 2020 were $ 3.5 million and $ 0.8 million, respectively, and for the nine months ended September 30, 2021 and 2020 were $ 10.4 million and $ 2.3 million, respectively.

Effective January 1, 2020, we suspended the match on all salaried and non-bargaining hourly employees’ contributions, and moved to a discretionary contribution model with contributions contingent upon company-wide financial performance.

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However, a portion of our bargaining hourly employees continue to participate in our domestic qualified defined benefit pension plans under a flat-benefit formula.

Our funding policy for the

qualified defined benefit pension plans is consistent with the requirements of federal laws and regulations.

Our funding policy for the qualified defined benefit pension plans is consistent with the requirements of federal laws and regulations.

Our foreign subsidiaries maintain pension and other benefit plans, which are consistent with local statutory practices.

Our domestic qualified defined benefit pension plan provides that if, within three years following a change of control of Olin, any corporate action is taken or filing made in contemplation of, among other things, a plan termination or merger or other transfer of assets or liabilities of the plan, and such termination, merger, or transfer thereafter takes place, plan benefits would automatically be increased for affected participants (and retired participants) to absorb any plan surplus (subject to applicable collective bargaining requirements).

transfer of assets or liabilities of the plan, and such termination, merger, or transfer thereafter takes place, plan benefits would automatically be increased for affected participants (and retired participants) to absorb any plan surplus (subject to applicable collective bargaining requirements).

We also provide certain postretirement healthcare (medical) and life insurance benefits for eligible active and retired domestic employees.

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Pension Benefits Other Postretirement Benefits

Three Months Ended June 30, Three Months Ended June 30,

Three Months Ended September 30, Three Months Ended September 30,

2021 2020 2021 2020

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Pension Benefits Other Postretirement Benefits

Six Months Ended June 30, Six Months Ended June 30,

Nine Months Ended September 30, Nine Months Ended September 30,

2021 2020 2021 2020

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Net periodic benefit (income) cost $ ( 20.6 ) $ ( 8.4 ) $ 3.5 $ 3.4

We made cash contributions to our international qualified defined benefit pension plans of $ 0.6 million and $ 1.2 million for the six months ended June 30, 2021 and 2020, respectively.

The effective tax rate for the three months ended June 30, 2021 included a benefit from a net decrease in the valuation allowance related to deferred tax assets in foreign jurisdictions, a benefit associated with prior year tax positions, a benefit associated with stock-based compensation and an expense from a change in tax contingencies.

We made cash contributions to our international qualified defined benefit pension plans of $ 1.0 million and $ 1.3 million for the nine months ended September 30, 2021 and 2020, respectively.

The effective tax rate for the three months ended September 30, 2021 included a benefit associated with prior year tax positions, a benefit associated with stock-based compensation, an expense from a net increase in the valuation allowance related to deferred tax assets in foreign jurisdictions and an expense from a change in tax contingencies.

These factors resulted in a net $ 1.1 million tax benefit.

After giving consideration to these items, the effective tax rate for the three months ended June 30, 2021 of 22.4 % was higher than the 21 % U.S.

After giving consideration to these items, the effective tax rate for the three months ended September 30, 2021 of 22.7 % was higher than the 21 % U.S.

federal statutory rate primarily due to state taxes, foreign income inclusions and foreign income taxes, partially offset by a net decrease in the valuation allowance related to utilization of losses in foreign jurisdictions and favorable permanent salt depletion deductions.

The effective tax rate for the three months ended June 30, 2020 of 25.0 % was higher than the 21 % U.S.

federal statutory rate primarily due to state taxes, foreign income taxes and favorable permanent salt depletion deductions, partially offset by foreign income inclusions and a net increase in the valuation allowance related to losses in foreign jurisdictions.

The effective tax rate for the six months ended June 30, 2021 included a benefit from a net decrease in the valuation allowance related to deferred tax assets in foreign jurisdictions, a benefit associated with prior year tax positions, a benefit associated with stock-based compensation, an expense from remeasurement of deferred taxes due to an increase in our state effective tax rates and an expense from a change in tax contingencies.

The effective tax rate for the three months ended September 30, 2020 included a benefit associated with prior year tax positions and an expense from a net increase in the valuation allowance related to foreign tax credits.

These factors resulted in a net $ 1.7 million tax expense.

For the three months ended September 30, 2020, a tax benefit of $ 10.8 million was recognized associated with the $ 699.8 million goodwill impairment charge.

After giving consideration to these items, including the goodwill impairment charge on Olin’s loss before taxes, the effective tax rate for the three months ended September 30, 2020 of 14.0 % was lower than the 21 % U.S.

federal statutory rate primarily due to foreign income inclusions and a net increase in the valuation allowance related to losses in foreign jurisdictions partially offset by state taxes, foreign income taxes and favorable permanent salt depletion deductions.

The effective tax rate for the nine months ended September 30, 2021 included a benefit from a net decrease in the valuation allowance related to deferred tax assets in foreign jurisdictions, a benefit associated with prior year tax positions, a benefit associated with stock-based compensation, an expense from remeasurement of deferred taxes due to an increase in our state effective tax rates and an expense from a change in tax contingencies.

These factors resulted in a net $ 96.7 million tax benefit.

After giving consideration to these items, the effective tax rate for the six months ended June 30, 2021 of 21.6 % was higher than the 21 % U.S.

After giving consideration to these items, the effective tax rate for the nine months ended September 30, 2021 of 22.2 % was higher than the 21 % U.S.

The effective tax rate for the six months ended June 30, 2020 included an expense associated with stock-based compensation, an expense associated with prior year tax positions and an expense from a change in tax contingencies.

The effective tax rate for the nine months ended September 30, 2020 included a benefit associated with prior year tax positions, an expense associated with stock-based compensation, an expense from a net increase in the valuation allowance related to foreign tax credits and an expense from a change in tax contingencies.

These factors resulted in a net $ 2.8 million tax expense.

After giving consideration to these items, the effective tax rate for the six months ended June 30, 2020 of 25.2 % was higher than the 21 % U.S.

For the nine months ended September 30, 2020, a tax benefit of $ 10.8 million was recognized associated with the $ 699.8 million goodwill impairment charge.

After giving consideration to these items, including the goodwill impairment charge on Olin’s loss before taxes, the effective tax rate for the nine months ended September 30, 2020 of 23.3 % was higher than the 21 % U.S.

During the three months ended June 30, 2021, we released the valuation allowance related to deferred tax assets of our German operations that resulted in a net tax benefit of $ 103.8 million.

During the second quarter of 2021, we released the valuation allowance related to deferred tax assets of our German operations that resulted in a net tax benefit of $ 103.8 million.

As a result of significant taxable income during the first six months of 2021, our German operations reported cumulative income before tax (adjusted for permanent items) over the previous twelve quarters.

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If there are unfavorable changes to actual operating results or to projections of future income, we may determine that it is more likely than not such deferred tax assets may not be realizable.

As of June 30, 2021, we had $ 40.8 million of gross unrecognized tax benefits, which would have a net $ 40.6 million impact on the effective tax rate, if recognized.

As of June 30, 2020, we had $ 22.0 million of gross unrecognized tax benefits, of which $ 21.8 million would have impacted the effective tax rate, if recognized.

As of September 30, 2021, we had $ 44.6 million of gross unrecognized tax benefits, which would have a net $ 44.4 million impact on the effective tax rate, if recognized.

As of September 30, 2020, we had $ 22.7 million of gross unrecognized tax benefits, of which $ 22.6 million would have impacted the effective tax rate, if recognized.

The amount of unrecognized tax benefits was as follows:

September 30,

($ in millions)

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Increases for current year tax positions 4.5 1.3

Foreign currency translation adjustments ( 0.5 ) —

Balance at end of period $ 44.6 $ 22.7

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income tax claims by the Internal Revenue Service for the year 2016 was finalized which resulted in a $ 3.8 million income tax benefit related to favorable adjustments in uncertain tax positions for prior tax years.

As of June 30, 2021, we believe it is reasonably possible that our total amount of unrecognized tax benefits will decrease by approximately $ 15.6 million over the next twelve months.

As of September 30, 2021, we believe it is reasonably possible that our total amount of unrecognized tax benefits will decrease by approximately $ 16.2 million over the next twelve months.

The anticipated reduction primarily relates to settlements with taxing authorities and the expiration of federal, state and foreign statutes of limitation.

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We enter into forward sales and purchase contracts to manage currency risk to offset our net exposures, by currency, related to the foreign currency denominated monetary assets and liabilities of our operations.

At June 30, 2021, we had outstanding forward contracts to buy foreign currency with a notional value of $ 270.8 million and to sell foreign currency with a notional value of $ 99.7 million.

At September 30, 2021, we had outstanding forward contracts to buy foreign currency with a notional value of $ 320.6 million and to sell foreign currency with a notional value of $ 114.6 million.

All of the currency derivatives expire within one year and are for U.S.

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At December 31, 2020, we had outstanding forward contracts to buy foreign currency with a notional value of $ 169.9 million and to sell foreign currency with a notional value of $ 113.6 million.

At June 30, 2020, we had outstanding forward contracts to buy foreign currency with a notional value of $ 176.6 million and to sell foreign currency with a notional value of $ 111.7 million.

At September 30, 2020, we had outstanding forward contracts to buy foreign currency with a notional value of $ 186.1 million and to sell foreign currency with a notional value of $ 127.7 million.

Cash Flow Hedges

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We had the following notional amounts of outstanding commodity contracts that were entered into to hedge forecasted purchases:

June 30, 2021 December 31, 2020 June 30, 2020

September 30, 2021 December 31, 2020 September 30, 2020

($ in millions)

3 unchanged sentences

Total notional $ 225.8 $ 214.1 $ 203.5

As of June 30, 2021, the counterparties to these commodity contracts were Wells Fargo Bank, N.A., Citibank, N.A., JPMorgan Chase Bank, National Association and Bank of America Corporation, all of which are major financial institutions.

As of September 30, 2021, the counterparties to these commodity contracts were Wells Fargo Bank, N.A., Citibank, N.A., JPMorgan Chase Bank, National Association and Bank of America Corporation, all of which are major financial institutions.

We use cash flow hedges for certain raw material and energy costs such as copper, zinc, lead, ethane, electricity and natural gas to provide a measure of stability in managing our exposure to price fluctuations associated with forecasted purchases of raw materials and energy used in our manufacturing process.

At June 30, 2021, we had open derivative contract positions through 2027.

If all open futures contracts had been settled on June 30, 2021, we would have recognized a pretax gain of $ 59.0 million.

If commodity prices were to remain at June 30, 2021 levels, approximately $ 33.6 million of deferred gains, net of tax, would be reclassified into earnings during the next twelve months.

At September 30, 2021, we had open derivative contract positions through 2027.

If all open futures contracts had been settled on September 30, 2021, we would have recognized a pretax gain of $ 77.1 million.

If commodity prices were to remain at September 30, 2021 levels, approximately $ 48.7 million of deferred gains, net of tax, would be reclassified into earnings during the next twelve months.

The actual effect on earnings will be dependent on actual commodity prices when the forecasted transactions occur.

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In 2021, we redeemed the 2025 Notes, which resulted in recognition of the outstanding deferred swap loss.

For the three months ended June 30, 2021 and June 30, 2020, $ 0.6 million and $ 0.1 million, respectively, and for the six months ended June 30, 2021 and June 30, 2020, $ 1.8 million and $ 0.2 million, respectively, of expense was recorded to interest expense on the accompanying condensed statements of operations related to these swap agreements.

For the three months ended September 30, 2020, $ 0.1 million and for the nine months ended September 30, 2021 and 2020, $ 1.8 million and $ 0.3 million, respectively, of expense was recorded to interest expense on the accompanying condensed statements of operations related to these swap agreements.

Financial Statement Impacts

3 unchanged sentences

The table disaggregates our net derivative assets and liabilities into gross components on a contract-by-contract basis before giving effect to master netting arrangements:

June 30, 2021 December 31, 2020 June 30, 2020

September 30, 2021 December 31, 2020 September 30, 2020

($ in millions)

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Amount of Gain (Loss)

Three Months Ended June 30, Six Months Ended June 30,

Three Months Ended September 30, Nine Months Ended September 30,

Location of Gain (Loss) 2021 2020 2021 2020

19 unchanged sentences

If the threshold is exceeded, cash is either provided by the counterparty to us if the value of the derivatives is our asset, or cash is provided by us to the counterparty if the value of the derivatives is our liability.

As of June 30, 2021, December 31, 2020 and June 30, 2020, this threshold was not exceeded.

As of September 30, 2021, December 31, 2020 and September 30, 2020, this threshold was not exceeded.

In all instances where we are party to a master netting agreement, we offset the receivable or payable recognized upon payment of cash collateral against the fair value amounts recognized for derivative instruments that have also been offset under such master netting agreements.

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Fair Value Measurements

Balance at June 30, 2021 Level 1 Level 2 Level 3 Total

Balance at September 30, 2021 Level 1 Level 2 Level 3 Total

Assets ($ in millions)

Commodity contracts $ — $ 79.3 $ — $ 79.3

Foreign exchange contracts — 0.6 — 0.6

Total Assets $ — $ 79.9 $ — $ 79.9

Commodity contracts $ — $ 2.2 $ — $ 2.2

Foreign exchange contracts — 4.8 — 4.8

6 unchanged sentences

Total Liabilities $ — $ 0.7 $ — $ 0.7

Balance at June 30, 2020

Balance at September 30, 2020

Commodity contracts $ — $ 24.3 $ — $ 24.3

13 unchanged sentences

Since our long-term debt instruments may not be actively traded, the inputs used to measure the fair value of our long-term debt are based on current market rates for debt of similar risk and maturities and is classified as Level 2 in the fair value measurement hierarchy.

As of June 30, 2021, December 31, 2020 and June 30, 2020, the fair value measurements of debt were $ 3,669.2 million, $ 4,177.2 million and $ 4,056.7 million, respectively.

As of September 30, 2021, December 31, 2020 and September 30, 2020, the fair value measurements of debt were $ 3,287.9 million, $ 4,177.2 million and $ 4,078.7 million, respectively.

Nonrecurring Fair Value Measurements

In addition to assets and liabilities that are recorded at fair value on a recurring basis, we record assets and liabilities at fair value on a nonrecurring basis as required by ASC 820.

There were no assets or liabilities measured at fair value on a nonrecurring basis as of June 30, 2021, December 31, 2020 and June 30, 2020.

There were no assets or liabilities measured at fair value on a nonrecurring basis as of September 30, 2021 and December 31, 2020.

For the three months ended September 30, 2020, the carrying value of the Chlor Alkali Products and Vinyls and Epoxy reporting units’ goodwill was remeasured to fair value on a nonrecurring basis.

The fair value of each reporting unit was calculated utilizing an income approach.

The income approach uses a discounted cash flow model that requires various observable and nonobservable inputs, such as prices, volumes, expenses, capital expenditures, discount rates and projected long-term growth rates and terminal values.

The resulting fair value Level 3 estimates were less than the reporting units’ carrying value which resulted in pre-tax goodwill impairment charge of $ 699.8 million.

As part of our impairment analysis, the fair value of all reporting units was reconciled to the company’s market capitalization.

See Note 7 “Goodwill and Intangibles” for additional information on the goodwill impairment.

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