What changed in this filing

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Item 1. Financial Statements

2023-04-28 compared with 2022-10-27 · 159 added, 244 removed, 549 unchanged (42% of the section changed)

3 unchanged sentences

(In millions, except per share data)

September 30, 2022 December 31, 2021 September 30, 2021

March 31, 2023 December 31, 2022 March 31, 2022

Current assets:

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Retained earnings 2,354.6 2,224.5 1,376.0

Total shareholders’ equity 2,549.7 2,652.2 2,387.9

Total liabilities and shareholders’ equity $ 8,220.2 $ 8,517.7 $ 8,652.7

Olin Corporation’s shareholders’ equity 2,492.8 2,543.6 2,785.9

Noncontrolling interests 41.8 — —

Total equity 2,534.6 2,543.6 2,785.9

Total liabilities and equity $ 8,109.4 $ 8,044.2 $ 8,574.7

The accompanying notes to condensed financial statements are an integral part of the condensed financial statements.

2 unchanged sentences

(In millions, except per share data)

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

2022 2021 2022 2021

Three Months Ended March 31,

Sales $ 1,844.3 $ 2,461.4

3 unchanged sentences

Restructuring charges 60.9 3.1

Other operating income (expense) 13.0 ( 0.5 ) 16.3 —

Other operating income 0.5 —

Operating income 230.4 546.5

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Net income $ 154.0 $ 393.0

Net income per common share:

Net loss attributable to noncontrolling interests ( 2.3 ) —

Net income attributable to Olin Corporation $ 156.3 $ 393.0

Net income attributable to Olin Corporation per common share:

Basic $ 1.19 $ 2.54

7 unchanged sentences

(In millions)

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

2022 2021 2022 2021

Three Months Ended March 31,

Net income $ 154.0 $ 393.0

Other comprehensive (loss) income, net of tax:

Other comprehensive income, net of tax:

Foreign currency translation adjustments 5.5 ( 10.5 )

Unrealized (losses) gains on derivative contracts, net ( 8.7 ) 13.8 ( 33.0 ) 37.1

Unrealized gains on derivative contracts, net 7.4 30.7

Amortization of prior service costs and actuarial losses, net 0.3 6.6

Total other comprehensive (loss) income, net of tax ( 26.8 ) 10.5 ( 74.3 ) 46.1

Total other comprehensive income, net of tax 13.2 26.8

Comprehensive income 167.2 419.8

Comprehensive loss attributable to noncontrolling interests ( 2.3 ) —

Comprehensive income attributable to Olin Corporation $ 169.5 $ 419.8

The accompanying notes to condensed financial statements are an integral part of the condensed financial statements.

2 unchanged sentences

(In millions, except per share data)

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

2022 2021 2022 2021

Three Months Ended March 31,

Balance at beginning of period $ 132.3 $ 156.8

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Balance at beginning of period $ ( 495.9 ) $ ( 488.0 )

Other comprehensive (loss) income ( 26.8 ) 10.5 ( 74.3 ) 46.1

Other comprehensive income 13.2 26.8

Balance at end of period $ ( 482.7 ) $ ( 461.2 )

Retained Earnings (Accumulated Deficit)

Retained Earnings

Balance at beginning of period $ 2,224.5 $ 1,013.8

2 unchanged sentences

Balance at end of period $ 2,354.6 $ 1,376.0

Total Shareholders’ Equity $ 2,549.7 $ 2,387.9 $ 2,549.7 $ 2,387.9

Olin Corporation’s Shareholders’ Equity $ 2,492.8 $ 2,785.9

Noncontrolling Interests

Balance at beginning of period $ — $ —

Net loss ( 2.3 ) —

Contributions from noncontrolling interests 44.1 —

Balance at end of period $ 41.8 $ —

Total Equity $ 2,534.6 $ 2,785.9

Dividends declared per share of common stock $ 0.20 $ 0.20

3 unchanged sentences

(In millions)

Nine Months Ended September 30,

Three Months Ended March 31,

Operating Activities

2 unchanged sentences

Stock-based compensation 3.7 3.1

Gains on disposition of property, plant and equipment ( 13.0 ) —

Loss on debt extinguishment — 47.6

Depreciation and amortization 137.1 151.7

Deferred income taxes ( 11.0 ) 7.9

Write-off of equipment and facility included in restructuring charges 12.8 —

Qualified pension plan contributions ( 0.8 ) ( 0.4 )

11 unchanged sentences

Capital expenditures ( 61.4 ) ( 47.3 )

Proceeds from disposition of property, plant and equipment 14.9 —

Payments under other long-term supply contracts ( 9.3 ) —

Other investing activities ( 0.4 ) —

Net investing activities ( 71.1 ) ( 47.3 )

3 unchanged sentences

Repayments ( 97.4 ) ( 65.2 )

Debt early redemption premiums — ( 37.7 )

Common stock repurchased and retired ( 206.1 ) ( 263.2 )

1 unchanged sentence

Dividends paid ( 26.2 ) ( 30.8 )

Debt issuance costs — ( 3.8 )

Contributions received from noncontrolling interests 44.1 —

Net financing activities 15.6 ( 289.0 )

13 unchanged sentences

Olin Corporation (Olin) is a Virginia corporation, incorporated in 1892, having its principal executive offices in Clayton, MO.

We are a manufacturer concentrated in three business segments:

We are a leading vertically-integrated global manufacturer and distributor of chemical products and a leading U.S.

manufacturer of ammunition.

Our operations are concentrated in three business segments:

Chlor Alkali Products and Vinyls, Epoxy and Winchester.

The Chlor Alkali Products and Vinyls segment manufactures and sells chlorine and caustic soda, ethylene dichloride (EDC) and vinyl chloride monomer, methyl chloride, methylene chloride, chloroform, carbon tetrachloride, perchloroethylene, hydrochloric acid, hydrogen, bleach products and potassium hydroxide.

The Epoxy segment produces and sells a full range of epoxy materials and precursors, including aromatics (acetone, bisphenol, cumene and phenol), allyl chloride, epichlorohydrin, liquid epoxy resins, solid epoxy resins and downstream products such as converted epoxy resins and additives.

All of our business segments are capital intensive manufacturing businesses.

The Chlor Alkali Products and Vinyls segment manufactures and sells chlorine and caustic soda, ethylene dichloride and vinyl chloride monomer, methyl chloride, methylene chloride, chloroform, carbon tetrachloride, perchloroethylene, hydrochloric acid, hydrogen, bleach products and potassium hydroxide.

The Epoxy segment produces and sells a full range of epoxy materials and precursors, including aromatics (acetone and phenol), allyl chloride, epichlorohydrin, liquid epoxy resins, solid epoxy resins and systems and growth products such as converted epoxy resins and additives.

The Winchester segment produces and sells sporting ammunition, reloading components, small caliber military ammunition and components, and industrial cartridges.

On January 10, 2023, Blue Water Alliance (BWA), our joint venture with Mitsui & Co., Ltd.

(Mitsui), began operations after receiving all necessary regulatory approvals.

BWA is an independent global trader of ECU-based derivatives, focused on globally traded caustic soda and ethylene dichloride (EDC).

Olin holds 51% interest and exercises control in BWA and the joint venture is consolidated in our consolidated financial statements with Mitsui’s 49% interest in BWA classified as noncontrolling interest.

All intercompany accounts and transactions are eliminated in consolidation.

We have prepared the condensed financial statements included herein, without audit, pursuant to the rules and regulations of the United States (U.S.) Securities and Exchange Commission (SEC).

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We recommend that you read these condensed financial statements in conjunction with the financial statements, accounting policies and the notes thereto and Management’s Discussion and Analysis of Financial Condition and Results of Operations included in our Annual Report on Form 10-K for the year ended December 31, 2022.

Certain reclassifications were made to prior year amounts to conform to the 2022 presentation.

RECENT ACCOUNTING PRONOUNCEMENTS

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RESTRUCTURING CHARGES

Olin 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 the three and nine months ended September 30, 2021, we recorded pretax restructuring charges of $ 0.2 million and $ 10.3 million 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.

On March 15, 2021, we announced that we had made the decision to permanently close approximately 50 % of our diaphragm-grade chlor alkali capacity, representing 200,000 tons, at our McIntosh, AL facility.

The closure was completed in the first quarter of 2021.

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 an additional 200,000 tons, at our McIntosh, AL facility (collectively, McIntosh Plan).

The closure was completed during third quarter of 2022.

For the three months ended September 30, 2022 and 2021, we recorded pretax restructuring charges of $ 5.5 million and $ 0.4 million, respectively, for write-off of equipment and facility costs, lease and other contract termination costs and for facility exit costs related to this action.

For the nine months ended September 30, 2022 and 2021, we recorded pretax restructuring charges of $ 7.1 million and $ 5.2 million, respectively, for write-off of equipment and facility costs, lease and other contract termination costs and for facility exit costs related to this action.

As a result of weak global resin demand and higher cost structures within the European region, we began a review of our global Epoxy asset footprint to optimize the most productive and cost effective assets to support our strategic operating model.

As part of this review we announced operational cessations in the fourth quarter of 2022 and the first quarter of 2023 (collectively, Epoxy Optimization Plan).

On March 21, 2023, we announced we had made the decision to cease operations at our Cumene facility in Terneuzen, Netherlands and solid epoxy resin production at our facilities in Gumi, South Korea and Guaruja, Brazil.

The closures were completed in the first quarter 2023.

During the fourth quarter of 2022, we committed to and completed a plan to close down one of our bisphenol (BisA) production lines at our Stade, Germany site.

For the three months ended March 31, 2023, we recorded pretax restructuring charges of $ 55.9 million for contract termination costs, the write-off of equipment and facility costs and facility exit costs related to the first quarter 2023 cessations.

For the three months ended March 31, 2023, we recorded additional pretax restructuring charges of $ 1.9 million for facility exit costs related to the fourth quarter 2022 BisA closure.

We expect to incur additional restructuring charges through 2026 of approximately $ 30 million related to these actions.

During 2021, we announced that we had made the decision to permanently close our diaphragm-grade chlor alkali capacity, representing 400,000 tons, at our McIntosh, AL facility(McIntosh Plan).

The closure was completed during third

quarter of 2022.

For the three months ended March 31, 2023 and 2022, we recorded pretax restructuring charges of $ 1.4 million and $ 0.9 million, respectively, for write-off of equipment and facility costs, lease and other contract termination costs and for facility exit costs related to this action.

We expect to incur additional restructuring charges through 2027 of approximately $ 30 million related to these actions.

On January 18, 2021, we announced we had made the decision to permanently close our trichloroethylene and anhydrous hydrogen chloride liquefaction facilities in Freeport, TX (collectively, Freeport 2021 Plan), which were completed in the fourth quarter of 2021.

For the three months ended September 30, 2022 and 2021, we recorded pretax restructuring charges of $ 0.4 million and $ 1.6 million, respectively, for facility exit costs related to these actions.

For the nine months ended September 30, 2022 and 2021, we recorded pretax restructuring charges of $ 1.9 million and $ 5.7 million, respectively, for facility exit costs related to these actions.

For the three months ended March 31, 2023 and 2022, we recorded pretax restructuring charges of $ 0.7 million and $ 0.3 million, respectively, for facility exit costs related to these actions.

We expect to incur additional restructuring charges through 2024 of approximately $ 15 million related to these actions.

1 unchanged sentence

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

For the three months ended September 30, 2022 and 2021, we recorded pretax restructuring charges of $ 1.7 million and $ 1.0 million, respectively, for facility exit costs related to these actions.

For the nine months ended September 30, 2022 and 2021, we recorded pretax restructuring charges of $ 4.9 million and $ 2.2 million, respectively, for facility exit costs related to these actions.

For the three months ended March 31, 2023 and 2022, we recorded pretax restructuring charges of $ 1.0 million and $ 1.7 million, respectively, for facility exit costs related to these actions.

We expect to incur additional restructuring charges through 2026 of approximately $ 30 million related to these actions.

On March 21, 2016, we announced that we had made the decision to close a combined total of 433,000 tons of chlor alkali capacity across three separate locations (collectively, Chlor Alkali 2016 Plan).

Associated with this action, we have permanently closed our Henderson, NV chlor alkali plant with 153,000 tons of capacity and have reconfigured the site to manufacture bleach and distribute caustic soda and hydrochloric acid.

Also, the capacity of our Niagara Falls, NY chlor alkali plant has been reduced from 300,000 tons to 240,000 tons and the chlor alkali capacity at our Freeport, TX facility was reduced by 220,000 tons.

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

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

For the nine months ended September 30, 2022 and 2021, we recorded pretax restructuring charges of $ 0.4 million and $ 1.1 million, respectively, for facility exit costs and lease and other contract termination costs related to these actions.

For the three months ended March 31, 2022, we recorded pretax restructuring charges of $ 0.2 million for facility exit costs and lease and other contract termination costs related to these actions.

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

The following table summarizes the 2022 and 2021 activities by major component of these restructuring actions and the remaining balances of accrued restructuring costs as of September 30, 2022 and 2021:

The following table summarizes the 2023 and 2022 activities by major component of these restructuring actions and the remaining balances of accrued restructuring costs as of March 31, 2023 and 2022:

Employee severance and related benefit costs Lease and other contract termination costs Facility exit costs Write-off of equipment and facility Total

2 unchanged sentences

Restructuring charges — 0.1 2.6 0.4 3.1

First quarter — 4.6 2.3 — 6.9

Second quarter 10.1 0.5 3.4 — 14.0

Third quarter 0.2 0.5 2.9 — 3.6

Amounts utilized ( 2.0 ) ( 0.2 ) ( 2.6 ) ( 0.4 ) ( 5.2 )

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

Balance at March 31, 2022 $ 4.9 $ 5.3 $ — $ — $ 10.2

Balance at January 1, 2023 $ 9.4 $ 4.2 $ — $ — $ 13.6

Restructuring charges — 39.7 8.4 12.8 60.9

First quarter — 0.1 2.6 0.4 3.1

Second quarter — 0.2 3.1 0.3 3.6

Third quarter — — 4.9 2.7 7.6

Amounts utilized ( 0.7 ) ( 3.5 ) ( 8.4 ) ( 12.8 ) ( 25.4 )

Balance at September 30, 2022 $ 2.6 $ 4.4 $ — $ — $ 7.0

The following table summarizes the cumulative restructuring charges of these restructuring actions by major component through September 30, 2022:

Chlor Alkali Products and Vinyls Corporate/other Total

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

Balance at March 31, 2023 $ 8.7 $ 40.4 $ — $ — $ 49.1

The following table summarizes the cumulative restructuring charges of these restructuring actions by major component through March 31, 2023:

Chlor Alkali Products and Vinyls Epoxy Corporate/other Total

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

($ in millions)

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Total cumulative restructuring charges $ 15.3 $ 9.8 $ 73.6 $ 182.7 $ 65.8 $ 10.3 $ 357.5

As of September 30, 2022, we have incurred cash expenditures of $ 137.1 million and non-cash charges of $ 141.5 million related to these restructuring actions.

As of March 31, 2023, we have incurred cash expenditures of $ 155.3 million and non-cash charges of $ 153.1 million related to these restructuring actions.

The remaining balance of $ 49.1 million is expected to be paid out through 2028.

ACCOUNTS RECEIVABLES

As of September 30, 2022, we maintained a $ 300.0 million Receivables Financing Agreement (Receivables Financing Agreement) that was scheduled to mature on September 28, 2024.

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

We maintain a $ 425.0 million Receivables Financing Agreement (Receivables Financing Agreement) that is scheduled to mature on October 14, 2025.

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 incorporated the net leverage ratio covenant that is contained in the 2021 Senior Credit Facility.

As of September 30, 2022, $ 655.2 million of our trade receivables were pledged as collateral and we had $ 300.0 million drawn with no additional borrowing capacity available under the Receivables Financing Agreement.

As of December 31, 2021 and September 30, 2021, we had $ 300.0 million and $ 150.0 million, respectively, drawn under the Receivables Financing Agreement.

On October 11, 2022, we amended the Receivables Financing Agreement which increased the facility limit to $ 425.0 million and extended the scheduled termination date of the Receivables Financing Agreement to October 14, 2025 (Amended Receivables Financing Agreement).

The Amended Receivables Financing Agreement incorporates the net leverage ratio covenant that is contained in the Senior Credit Facility.

In addition, the Receivables Financing Agreement incorporates the net leverage ratio covenant that is contained in the $ 1,550.0 million senior credit facility.

As of March 31, 2023, December 31, 2022 and March 31, 2022, we had $ 355.0 million, $ 300.0 million and $ 300.0 million, respectively, drawn under the agreement.

As of March 31, 2023, $ 569.0 million of our trade receivables were pledged as collateral and we had $ 70.0 million of additional borrowing capacity 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 $ 207.7 million and certain of our foreign subsidiaries may sell their accounts receivable up to a maximum of € 42.9 million.

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The following table summarizes the AR Facilities activity:

September 30,

($ in millions)

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

The factoring discount was $ 0.9 million and $ 0.3 million for the three months ended September 30, 2022 and 2021, respectively, and $ 1.8 million and $ 1.0 million for the nine months ended September 30, 2022 and 2021, respectively.

The agreements are without recourse and therefore no recourse liability had been recorded as of September 30, 2022, December 31, 2021 or September 30, 2021.

Our condensed balance sheets included an allowance for doubtful accounts receivables of $ 12.5 million, $ 12.3 million and $ 12.2 million and other receivables of $ 58.0 million, $ 65.3 million and $ 68.1 million at September 30, 2022, December 31, 2021 and September 30, 2021, respectively, which were included in receivables, net.

The factoring discount was $ 1.2 million and $ 0.5 million for the three months ended March 31, 2023 and 2022, respectively.

The agreements are without recourse and therefore no recourse liability had been recorded as of March 31, 2023, December 31, 2022 or March 31, 2022.

Our condensed balance sheets included an allowance for doubtful accounts receivables of $ 13.1 million, $ 12.6 million and $ 15.2 million and other receivables of $ 67.7 million, $ 71.6 million and $ 65.6 million at March 31, 2023, December 31, 2022 and March 31, 2022, respectively, which were included in receivables, net.

Inventories consisted of the following:

September 30, 2022 December 31,

2021 September 30, 2021

March 31, 2023 December 31,

2022 March 31, 2022

($ in millions)

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

therefore, the condensed financial statements at September 30, 2022 reflect certain estimates relating to inventory quantities and costs at December 31, 2022.

The replacement cost of our inventories would have been approximately $ 154.3 million, $ 106.5 million and $ 95.7 million higher than reported at September 30, 2022, December 31, 2021 and September 30, 2021, respectively.

therefore, the condensed financial statements at March 31, 2023 reflect certain estimates relating to inventory quantities and costs at December 31, 2023.

The replacement cost of our inventories would have been approximately $ 176.8 million, $ 155.8 million and $ 144.1 million higher than reported at March 31, 2023, December 31, 2022 and March 31, 2022, respectively.

Included in other assets were the following:

September 30, 2022 December 31, 2021 September 30, 2021

March 31, 2023 December 31, 2022 March 31, 2022

($ in millions)

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Other assets $ 1,104.7 $ 1,102.5 $ 1,116.3

Amortization expense of $ 17.6 million and $ 17.3 million for the three months ended September 30, 2022 and 2021, respectively, and amortization expense of $ 52.8 million and $ 52.1 million for the nine months ended September 30, 2022 and 2021, 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.

Amortization expense of $ 17.6 million for both the three months ended March 31, 2023 and 2022, 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.

GOODWILL AND INTANGIBLE ASSETS

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Foreign currency translation adjustment 0.1 — 0.1

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

Balance at March 31, 2022 $ 1,275.7 $ 145.0 $ 1,420.7

Balance at January 1, 2023 $ 1,275.8 $ 145.1 $ 1,420.9

Foreign currency translation adjustment — — —

Balance at September 30, 2022 $ 1,276.1 $ 145.1 $ 1,421.2

Balance at March 31, 2023 $ 1,275.8 $ 145.1 $ 1,420.9

Intangible assets consisted of the following:

September 30, 2022 December 31, 2021 September 30, 2021

March 31, 2023 December 31, 2022 March 31, 2022

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

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EARNINGS PER SHARE

Basic and diluted net income per share are computed by dividing net income by the weighted-average number of common shares outstanding.

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

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

2022 2021 2022 2021

Basic and diluted net income attributable to Olin Corporation per share are computed by dividing net income attributable to Olin Corporation by the weighted-average number of common shares outstanding.

Diluted net income attributable to Olin Corporation per share reflects the dilutive effect of stock-based compensation.

Three Months Ended March 31,

Computation of Net Income per Share (In millions, except per share data)

Net income $ 154.0 $ 393.0

Net loss attributable to noncontrolling interests ( 2.3 ) —

Net income attributable to Olin Corporation $ 156.3 $ 393.0

Basic shares 131.0 154.7

Basic net income per share $ 2.23 $ 2.44 $ 7.62 $ 6.21

Basic net income attributable to Olin Corporation per share $ 1.19 $ 2.54

Diluted shares:

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Diluted shares 134.4 158.6

Diluted net income per share $ 2.18 $ 2.38 $ 7.44 $ 6.07

The computation of dilutive shares does not include 0.7 million shares for both the three and nine months ended September 30, 2022 and 0.1 million shares for both the three and nine months ended September 30, 2021, as their effect would have been anti-dilutive.

Diluted net income attributable to Olin Corporation per share $ 1.16 $ 2.48

The computation of dilutive shares does not include 1.4 million and 0.8 million shares for the three months ended March 31, 2023 and 2022, respectively, as their effect would have been anti-dilutive.

ENVIRONMENTAL

We are party to various government and private environmental actions associated with past manufacturing facilities and former waste disposal sites.

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

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

2022 2021 2022 2021

($ in millions)

Provisions charged to income $ 7.4 $ 3.6 $ 18.0 $ 10.8

Recoveries for costs incurred and expensed — — — ( 2.2 )

Environmental expense $ 7.4 $ 3.6 $ 18.0 $ 8.6

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 $ 149.3 million, $ 147.3 million and $ 147.7 million at September 30, 2022, December 31, 2021 and September 30, 2021, respectively, of which $ 124.3 million, $ 122.3 million and $ 128.7 million, respectively, were classified as other noncurrent liabilities.

The condensed balance sheets included reserves for future environmental expenditures to investigate and remediate known sites amounting to $ 146.7 million, $ 146.6 million and $ 149.5 million at March 31, 2023, December 31, 2022 and March 31, 2022, respectively, of which $ 121.7 million, $ 121.6 million and $ 124.5 million, respectively, were classified as other noncurrent liabilities.

Environmental provisions charged to income, which are included in costs of goods sold, were $ 3.2 million and $ 5.6 million for the three months ended March 31, 2023 and 2022, respectively.

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.

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We believe we have meritorious legal positions and will continue to represent our interests vigorously in the above matters.

Any losses related to this matter are not currently estimable because of unresolved questions of fact and law, but if resolved unfavorably to Olin, could have a material adverse effect on our financial position, cash flows or results of operations.

Any losses related to these matters are not currently estimable because of unresolved questions of fact and law, but if resolved unfavorably to Olin, could have a material adverse effect on our financial position, cash flows or results of operations.

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 September 30, 2022, December 31, 2021 and September 30, 2021, our condensed balance sheets included accrued liabilities for these other legal actions of $ 14.2 million, $ 14.2 million and $ 13.1 million, respectively.

As of March 31, 2023, December 31, 2022 and March 31, 2022, our condensed balance sheets included accrued liabilities for these other legal actions of $ 14.1 million, $ 14.4 million and $ 13.5 million, respectively.

These liabilities do not include costs associated with legal representation.

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This program will terminate upon the purchase of $ 2.0 billion of common stock.

On November 1, 2021, our Board of Directors authorized a share repurchase program for the purchase of shares of common stock at an aggregate price of up to $ 1.0 billion.

This program terminated upon the purchase of $ 1.0 billion of our common stock during the third quarter of 2022.

On April 26, 2018, our Board of Directors authorized a share repurchase program for the purchase of shares of common stock at an aggregate price of up to $ 500.0 million.

This program terminated upon the purchase of $ 500.0 million of our common stock during the first quarter of 2022.

For the nine months ended September 30, 2022 and 2021, 20.8 million and 1.5 million shares, respectively, of common stock were repurchased and retired at a total value of $ 1,100.6 million and $ 68.3 million, respectively.

As of September 30, 2022, 1.1 million shares of common stock have been repurchased and retired at a total value of $ 48.4 million under the 2022 Repurchase Authorization program, and $ 1,951.6 million of common stock remained authorized to be repurchased under the program.

We issued 0.9 million and 2.8 million shares representing stock options exercised for the nine months ended September 30, 2022 and 2021, respectively, with a total value of $ 21.3 million and $ 58.3 million, respectively.

For the three months ended March 31, 2023 and 2022, 3.6 million and 5.2 million shares, respectively, of common stock were repurchased and retired at a total value of $ 206.1 million and $ 263.2 million, respectively.

As of March 31, 2023, 9.6 million shares of common stock have been repurchased and retired at a total value of $ 502.8 million under the 2022 Repurchase Authorization program, and $ 1,497.2 million of common stock remained authorized to be repurchased under the program.

We issued 0.4 million and 0.2 million shares representing stock options exercised for the three months ended March 31, 2023 and 2022, respectively, with a total value of $ 11.2 million and $ 5.2 million, respectively.

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

3 unchanged sentences

Unrealized (losses) gains ( 10.5 ) 52.8 — 42.3

First quarter ( 11.4 ) 122.0 — 110.6

Second quarter 2.4 41.8 — 44.2

Third quarter ( 14.0 ) 41.7 — 27.7

Reclassification adjustments of (gains) losses into income — ( 12.4 ) 8.9 ( 3.5 )

First quarter — ( 112.8 ) 13.7 ( 99.1 )

Second quarter — ( 20.4 ) 13.7 ( 6.7 )

Third quarter — ( 23.5 ) 13.4 ( 10.1 )

Tax provision — ( 9.7 ) ( 2.3 ) ( 12.0 )

First quarter — ( 2.2 ) ( 3.1 ) ( 5.3 )

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

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

Net change ( 10.5 ) 30.7 6.6 26.8

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

Balance at March 31, 2022 $ ( 21.4 ) $ 53.5 $ ( 493.3 ) $ ( 461.2 )

Balance at January 1, 2023 $ ( 38.6 ) $ ( 32.5 ) $ ( 424.8 ) $ ( 495.9 )

Unrealized (losses) gains:

First quarter ( 10.5 ) 52.8 — 42.3

Second quarter ( 26.0 ) ( 36.4 ) — ( 62.4 )

Third quarter ( 25.1 ) 6.6 — ( 18.5 )

Reclassification adjustments of (gains) losses into income:

First quarter — ( 12.4 ) 8.9 ( 3.5 )

Second quarter — ( 36.1 ) 9.0 ( 27.1 )

Third quarter — ( 17.8 ) 9.1 ( 8.7 )

Tax (provision) benefit :

First quarter — ( 9.7 ) ( 2.3 ) ( 12.0 )

Second quarter — 17.5 ( 2.3 ) 15.2

Third quarter — 2.5 ( 2.1 ) 0.4

Unrealized gains (losses) 5.5 ( 20.8 ) — ( 15.3 )

Reclassification adjustments of losses into income — 30.7 0.4 31.1

Tax provision — ( 2.5 ) ( 0.1 ) ( 2.6 )

Net change 5.5 7.4 0.3 13.2

Balance at September 30, 2022 $ ( 72.5 ) $ ( 10.2 ) $ ( 479.6 ) $ ( 562.3 )

Balance at March 31, 2023 $ ( 33.1 ) $ ( 25.1 ) $ ( 424.5 ) $ ( 482.7 )

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

5 unchanged sentences

The three operating segments reflect the organization used by our management for purposes of allocating resources and assessing performance.

Chlorine used in our Epoxy segment is transferred at cost from the Chlor Alkali Products and Vinyls segment.

Chlorine and caustic soda used in our Epoxy segment is transferred at cost from the Chlor Alkali Products and Vinyls segment.

Sales are attributed to geographic areas based on customer location.

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

2022 2021 2022 2021

Three Months Ended March 31,

($ in millions)

11 unchanged sentences

Restructuring charges ( 60.9 ) ( 3.1 )

Other operating income (expense) 13.0 ( 0.5 ) 16.3 —

Other operating income 0.5 —

Interest expense ( 42.4 ) ( 32.9 )

2 unchanged sentences

Income before taxes $ 194.8 $ 523.6

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

2022 2021 2022 2021

Three Months Ended March 31,

Sales by geography:

17 unchanged sentences

Total sales $ 1,844.3 $ 2,461.4

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

2022 2021 2022 2021

Three Months Ended March 31,

Sales by product line:

2 unchanged sentences

Caustic soda $ 546.8 $ 518.9

Chlorine, chlorine-derivatives and other co-products 665.1 640.6 2,159.8 1,727.1

Chlorine, chlorine-derivatives and other products 570.3 726.3

Total Chlor Alkali Products and Vinyls 1,117.1 1,245.2

9 unchanged sentences

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

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

2022 2021 2022 2021

Three Months Ended March 31,

($ in millions)

14 unchanged sentences

Treasury securities rates for the expected life of the options.

Expected volatility of Olin common stock was based on our historical stock price movements, as we believe that historical experience is the best available indicator of the expected volatility.

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

Expected volatility was based on our historical stock price movements, as we believe that historical experience is the best available indicator of the expected volatility.

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

Performance share awards are denominated in shares of our stock and are paid half in cash and half in stock.

2 unchanged sentences

The expense associated with performance shares is recorded based on our estimate of our performance relative to the respective target.

The fair value of each performance stock award based on net income was estimated on the date of grant, using the current stock price.

The fair value of each performance stock award based on TSR was estimated on the date of grant, using a Monte Carlo simulation model with the following weighted average assumptions:

If an employee leaves the company before the end of the performance cycle, the performance shares may be prorated based on the number of months of the performance cycle worked and are settled in cash instead of half in cash and half in stock when the three-year performance cycle is completed.

The fair value of each performance share award based on net income was estimated on the date of grant, using the current stock price.

The fair value of each performance share award based on TSR was estimated on the date of grant, using a Monte Carlo simulation model with the following weighted average assumptions:

Grant date 2023 2022

9 unchanged sentences

Treasury securities rates for the expected life of the performance stock awards.

Expected volatility of Olin common stock and peer companies was based on historical stock price movements, as

we believe that historical experience is the best available indicator of the expected volatility.

Expected volatility of Olin common stock and peer companies was based on historical stock price movements, as we believe that historical experience is the best available indicator of the expected volatility.

The average correlation coefficient of peer companies was determined based on historical trends of Olin’s common stock price compared to the peer companies.

During 2022, activity of our outstanding debt included:

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

Long-term Debt Borrowings (Repayments)

Nine Months Ended September 30, 2022

Three Months Ended March 31, 2023 Three Months Ended March 31, 2022

Debt Instrument ($ in millions)

2 unchanged sentences

Total borrowings $ 290.0 $ 65.0

5.50% senior notes due 2022 $ ( 200.0 )

Senior Revolving Credit Facility ( 170.0 )

Receivables Financing Agreement ( 45.0 )

Finance leases ( 0.9 )

Total repayments $ ( 415.9 )

Long-term debt repayments, net $ ( 200.9 )

During 2021, activity of our outstanding debt included:

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

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

Debt Instrument ($ in millions)

Senior Term Loans $ 315.0

Receivables Financing Agreement 75.0

Total borrowings $ 390.0

10.00% senior notes due 2025 $ ( 500.0 ) $ — $ 30.9

9.75% senior notes due 2023 ( 120.0 ) — 3.7

5.625% senior notes due 2029 ( 79.0 ) 6.0 8.9

5.00% senior notes due 2030 ( 26.0 ) 1.5 2.1

Senior Term Loans ( 465.0 ) 1.2 2.0

Senior Term Loan ( 2.2 ) —

Receivables Financing Agreement ( 95.0 ) ( 65.0 )

1 unchanged sentence

Total repayments $ ( 97.4 ) $ ( 65.2 )

Long-term debt repayments, net $ ( 851.1 )

Long-term debt borrowings (repayments), net $ 192.6 $ ( 0.2 )

Senior Credit Facility

As of September 30, 2022, we maintained an existing senior credit facility (2021 Senior Credit Facility) which included outstanding senior term loans of $ 350.0 million and a senior revolving credit facility with aggregate commitments in an amount

equal to $ 800.0 million (2021 Senior Revolving Credit Facility).

The maturity date for the 2021 Senior Credit Facility was July 16, 2024.

On March 30, 2021, Olin drew the entire $ 315.0 million of the 2021 delayed draw term loan, included within the 2021 Senior Credit Facility, and used the proceeds to fund the redemption of the 10.00 % senior notes due October 15, 2025 (2025 Notes).

During 2021, we repaid $ 465.0 million of the outstanding senior term loans.

These repayments satisfied all future required quarterly installments of the senior term loans.

The 2021 Senior Revolving Credit Facility included a $ 100.0 million letter of credit subfacility.

At September 30, 2022, we had $ 799.6 million available under our $ 800.0 million 2021 Senior Revolving Credit Facility because we had issued $ 0.4 million of letters of credit.

We were in compliance with all covenants and restrictions under all our outstanding credit agreements as of September 30, 2022, 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 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 2021 Senior Revolving Credit Facility and the Receivables Financing Agreement.

As of September 30, 2022, there were no covenants or other restrictions that limited our ability to borrow.

Other Financing

Interest expense for the three and nine months ended September 30, 2021 included a loss on extinguishment of debt of $ 8.7 million and $ 47.6 million, which included $ 6.7 million and $ 37.7 million, respectively, of bond redemption premiums and $ 2.0 million and $ 9.9 million, respectively, for write-off of deferred debt issuance costs and recognition of deferred fair value interest rate swap losses related to financing transactions during 2021.

The cash payments related to the early redemption premiums for the debt extinguishments are classified as cash outflows from financing activities on the consolidated statements of cash flows for the nine months ended September 30, 2021

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

Subsequent Event

On October 11, 2022, we entered into a new $ 1,550.0 million senior credit facility (Senior Credit Facility) that replaced our 2021 Senior Credit Facility.

On October 11, 2022, we entered into a new $ 1,550.0 million senior credit facility (Senior Credit Facility) that replaced our previous senior credit facility (2021 Senior Credit Facility), which included outstanding term loans of $ 350.0 million and a senior revolving credit facility with aggregate commitments in an amount equal to $ 800.0 million.

The Senior Credit Facility includes a senior term loan facility with aggregate commitments of $ 350.0 million (Term Loan Facility) and a senior revolving credit facility with aggregate commitments of $ 1,200.0 million (Senior Revolving Credit Facility).

The Term Loan Facility was fully drawn on the closing date with the proceeds of the Term Loan Facility used to refinance the loans and commitments outstanding under the 2021 Senior Credit Facility.

The Term Loan Facility will require principal amortization amounts payable beginning March 31, 2023 at a rate of 0.625 % per quarter through the end of 2024, increasing to 1.250 % per quarter thereafter until maturity.

The Term Loan Facility requires principal amortization amounts payable beginning March 31, 2023 at a rate of 0.625 % per quarter through the end of 2024, increasing to 1.250 % per quarter thereafter until maturity.

The maturity date for the Senior Credit Facility is October 11, 2027.

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

At March 31, 2023, we had $ 1,059.6 million available under our $ 1,200.0 million Senior Revolving Credit Facility because we had $ 140.0 million borrowed under the facility and issued $ 0.4 million of letters of credit.

We were in compliance with all covenants and restrictions under all our outstanding credit agreements as of March 31, 2023, 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 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 March 31, 2023, there were no covenants or other restrictions that limited our ability to borrow.

CONTRIBUTING EMPLOYEE OWNERSHIP PLAN

1 unchanged sentence

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 September 30, 2022 and 2021 was $ 9.6 million and $ 9.3 million, respectively, and for the nine months ended September 30, 2022 and 2021 was $ 28.9 million and $ 26.6 million, respectively.

The defined contribution plan expense for the three months ended March 31, 2023 and 2022 was $ 11.6 million and $ 10.6 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 September 30, 2022 and 2021 were $ 4.0 million and $ 3.5 million, respectively, and for the nine months ended September 30, 2022 and 2021 were $ 10.8 million and $ 10.4 million, respectively.

Our matching contributions for eligible employees for the three months ended March 31, 2023 and 2022 were $ 3.7 million and $ 3.1 million, respectively.

PENSION PLANS AND RETIREMENT BENEFITS

1 unchanged sentence

Most of our domestic employees participate in defined contribution plans.

However, a portion of our bargaining hourly employees continue

to participate in our domestic qualified defined benefit pension plans under a flat-benefit formula.

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.

4 unchanged sentences

Pension Benefits Other Postretirement Benefits

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

2022 2021 2022 2021

Components of Net Periodic Benefit (Income) Cost ($ in millions)

Service cost $ 2.0 $ 2.8 $ 0.2 $ 0.3

Interest cost 15.1 12.8 0.2 0.2

Expected return on plans’ assets ( 34.3 ) ( 35.6 ) — —

Amortization of prior service cost — ( 0.1 ) — —

Recognized actuarial loss 9.0 13.2 0.1 0.3

Net periodic benefit (income) cost $ ( 8.2 ) $ ( 6.9 ) $ 0.5 $ 0.8

Pension Benefits Other Postretirement Benefits

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

Three Months Ended March 31, Three Months Ended March 31,

2023 2022 2023 2022

6 unchanged sentences

Net periodic benefit (income) cost $ ( 5.0 ) $ ( 8.1 ) $ 0.9 $ 1.1

We made cash contributions to our international qualified defined benefit pension plans of $ 0.9 million and $ 1.0 million for the nine months ended September 30, 2022 and 2021, respectively.

The effective tax rate for the three months ended September 30, 2022 included a net $ 36.6 million tax benefit primarily associated with a legal entity liquidation.

After giving consideration to this benefit, the effective tax rate for the three months ended September 30, 2022 of 24.3 % was higher than the 21 % U.S.

federal statutory rate primarily due to state and foreign income taxes, partially offset by foreign income exclusions and favorable permanent salt depletion deductions.

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 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 nine months ended September 30, 2022 included a net $ 47.5 million tax benefit primarily associated with a legal entity liquidation, prior year tax positions and stock-based compensation.

After giving consideration to these items, the effective tax rate for the nine months ended September 30, 2022 of 24.4 % was higher than the 21 % U.S.

federal statutory rate primarily due to state and foreign income taxes, partially offset by foreign income exclusions 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 nine months ended September 30, 2021 of 22.2 % 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.

As of September 30, 2022, we had $ 44.8 million of gross unrecognized tax benefits, which would have a net $ 44.7 million impact on the effective tax rate, if recognized.

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

The amount of unrecognized tax benefits was as follows:

September 30,

We made cash contributions to our international qualified defined benefit pension plans of $ 0.8 million and $ 0.4 million for the three months ended March 31, 2023 and 2022, respectively.

The effective tax rate for the three months ended March 31, 2023 included a benefit associated with stock-based compensation, a benefit from remeasurement of deferred taxes due to a decrease in our state effective tax rates, a benefit associated with prior year tax positions, 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, resulting in a net $ 5.2 million tax benefit.

After giving consideration to these items, the effective tax rate for the three months ended March 31, 2023 of 23.6 % was higher than the 21 % U.S.

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

The effective tax rate for the three months ended March 31, 2022 included a benefit associated with prior year tax, stock-based compensation and a change in tax contingencies, resulting in a net $ 2.3 million tax benefit.

After giving consideration to these items, the effective

tax rate for the three months ended March 31, 2022 of 25.4 % was higher than the 21 % U.S.

federal statutory rate primarily due to state and foreign income taxes, partially offset by foreign income exclusions and a favorable permanent salt depletion deductions.

As of March 31, 2023, we had $ 54.8 million of gross unrecognized tax benefits, which would have a net $ 53.2 million impact on the effective tax rate, if recognized.

As of March 31, 2022, we had $ 45.1 million of gross unrecognized tax benefits, of which $ 44.6 million would have impacted the effective tax rate, if recognized.

The amounts of unrecognized tax benefits were as follows:

($ in millions)

Balance at beginning of year $ 51.6 $ 43.4

Increases for prior year tax positions 0.3 23.4

Decreases for prior year tax positions — ( 0.7 )

2 unchanged sentences

Balance at end of period $ 54.8 $ 45.1

As of September 30, 2022, we believe it is reasonably possible that our total amount of unrecognized tax benefits will decrease by approximately $ 11.5 million over the next twelve months.

As of March 31, 2023, we believe it is reasonably possible that our total amount of unrecognized tax benefits will decrease by approximately $ 18.6 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.

1 unchanged sentence

Our tax returns are subject to examination by various federal, state and local tax authorities.

Examinations are ongoing in various states and foreign jurisdictions.

Additionally, examinations are ongoing in various states and foreign jurisdictions.

We believe we have adequately provided for all tax positions;

20 unchanged sentences

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 September 30, 2022, we had outstanding forward contracts to buy foreign currency with a notional value of $ 273.6 million and to sell foreign currency with a notional value of $ 96.0 million.

At March 31, 2023, we had outstanding forward contracts to buy foreign currency with a notional value of $ 352.5 million and to sell foreign currency with a notional value of $ 147.6 million.

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

3 unchanged sentences

At December 31, 2022, we had outstanding forward contracts to buy foreign currency with a notional value of $ 275.8 million and to sell foreign currency with a notional value of $ 110.7 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.

At March 31, 2022, we had outstanding forward contracts to buy foreign currency with a notional value of $ 259.2 million and to sell foreign currency with a notional value of $ 120.6 million.

Cash Flow Hedges

1 unchanged sentence

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

September 30, 2022 December 31, 2021 September 30, 2021

March 31, 2023 December 31, 2022 March 31, 2022

($ in millions)

3 unchanged sentences

Total notional $ 220.6 $ 261.2 $ 204.7

As of September 30, 2022, 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 March 31, 2023, 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 September 30, 2022, we had open derivative contract positions through 2027.

If all open futures contracts had been settled on September 30, 2022, we would have recognized a pretax loss of $ 13.1 million.

If commodity prices were to remain at September 30, 2022 levels, approximately $ 10.8 million of deferred losses, net of tax, would be reclassified into earnings during the next twelve months.

At March 31, 2023, we had open derivative contract positions through 2028.

If all open futures contracts had been settled on March 31, 2023, we would have recognized a pretax loss of $ 33.6 million.

If commodity prices were to remain at March 31, 2023 levels, approximately $ 23.2 million of deferred losses, 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.

3 unchanged sentences

We include the gain or loss on the hedged items (fixed-rate borrowings) in the same line item, interest expense, as the offsetting loss or gain on the related interest rate swaps.

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

For the nine months ended September 30, 2021, $ 1.8 million 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:

September 30, 2022 December 31, 2021 September 30, 2021

March 31, 2023 December 31, 2022 March 31, 2022

($ in millions)

10 unchanged sentences

Commodity contracts - gains 4.8 4.0 9.9

Commodity contracts - losses ( 0.1 ) — —

Total other assets 4.8 4.0 9.9

13 unchanged sentences

Commodity contracts - losses 8.2 8.0 0.9

Commodity contracts - gains ( 0.3 ) ( 0.6 ) ( 0.2 )

Total other liabilities 7.9 7.4 0.7

4 unchanged sentences

Amount of Gain (Loss)

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

Three Months Ended March 31,

Location of Gain (Loss) 2023 2022

4 unchanged sentences

Commodity contracts Cost of goods sold $ ( 30.7 ) $ 12.4

Derivatives – Fair Value Hedges

Interest rate contracts Interest expense $ — $ — $ — $ ( 1.8 )

Derivatives Not Designated as Hedging Instruments

10 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 September 30, 2022, December 31, 2021 and September 30, 2021, this threshold was not exceeded.

As of March 31, 2023, December 31, 2022 and March 31, 2022, 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.

14 unchanged sentences

We evaluate our hierarchy disclosures each quarter.

The following table summarizes the assets and liabilities measured at fair value in the

condensed balance sheets:

The following table summarizes the assets and liabilities measured at fair value in the condensed balance sheets:

Fair Value Measurements

Balance at September 30, 2022 Level 1 Level 2 Level 3 Total

Balance at March 31, 2023 Level 1 Level 2 Level 3 Total

Assets ($ in millions)

12 unchanged sentences

Total Liabilities $ — $ 49.9 $ — $ 49.9

Balance at September 30, 2021

Balance at March 31, 2022

Commodity contracts $ — $ 71.4 $ — $ 71.4

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 September 30, 2022, December 31, 2021 and September 30, 2021, the fair value measurements of debt were $ 2,386.5 million, $ 2,921.0 million and $ 3,287.9 million, respectively.

As of March 31, 2023, December 31, 2022 and March 31, 2022, the fair value measurements of debt were $ 2,627.5 million, $ 2,517.7 million and $ 2,807.2 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 September 30, 2022, December 31, 2021 and September 30, 2021.

There were no assets or liabilities measured at fair value on a nonrecurring basis as of March 31, 2023, December 31, 2022 and March 31, 2022.

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

What changed 10-Q

Item 1. Financial Statements