What changed in this filing

/stocks — the workspaceLOADING

Item 1. Financial Statements

2020-10-29 compared with 2020-07-30 · 124 added, 106 removed, 552 unchanged (29% of the section changed)

4 unchanged sentences

Three Months Ended

Six Months Ended

Nine Months Ended

Cost of Sales

2 unchanged sentences

Research, development and technical services

Deferred compensation (income) expense

Deferred compensation expense

Business restructuring expenses (Note 16)

14 unchanged sentences

Three Months Ended

Six Months Ended

Nine Months Ended

Other comprehensive income:

11 unchanged sentences

(Dollars in thousands)

June 30, 2020

September 30, 2020

December 31, 2019

39 unchanged sentences

(In thousands)

Six Months Ended June 30

Nine Months Ended September 30

Cash Flows From Operating Activities

17 unchanged sentences

Expenditures for property, plant and equipment

Asset acquisition (Note 17)

Asset acquistion (Note 17)

Business acquisition, net of cash acquired (Note 17)

Net Cash Used In Investing Activities

16 unchanged sentences

NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS

June 30, 2020

September 30, 2020

CONDENSED CONSOLIDATED FINANCIAL STATEMENTS

1 unchanged sentence

Certain information and footnote disclosures normally included in financial statements prepared in accordance with accounting principles generally accepted in the United States of America (GAAP) have been condensed or omitted pursuant to such rules and regulations, although management believes that the disclosures are adequate and make the information presented not misleading.

In the opinion of management, all adjustments, consisting only of normal recurring accruals, necessary to present fairly the Company’s financial position as of June 30, 2020, and its results of operations for the three and six months ended June 30, 2020 and 2019, and cash flows for the six months ended June 30, 2020 and 2019, have been included.

In the opinion of management, all adjustments, consisting only of normal recurring accruals, necessary to present fairly the Company’s financial position as of September 30, 2020, and its results of operations for the three and nine months ended September 30, 2020 and 2019, and cash flows for the nine months ended September 30, 2020 and 2019, have been included.

These financial statements and related footnotes should be read in conjunction with the financial statements and related footnotes included in the Company’s 2019 Annual Report on Form 10-K.

RECONCILIATIONS OF EQUITY

Below are reconciliations of total equity, Company equity and equity attributable to noncontrolling interests for the three and six months ended June 30, 2020 and 2019:

Below are reconciliations of total equity, Company equity and equity attributable to noncontrolling interests for the three and nine months ended September 30, 2020 and 2019:

(In thousands, except share and per share amounts)

2 unchanged sentences

Noncontrolling

Balance at March 31, 2020

Balance at June 30, 2020

Issuance of 40,435 shares of common stock under stock option plan

Purchase of 71,555 shares of common stock

Stock-based and deferred compensation

2 unchanged sentences

Common stock ($ 0.28 per share)

Balance at June 30, 2020

Balance at September 30, 2020

(In thousands, except share and per share amounts)

4 unchanged sentences

Issuance of 47,115 shares of common stock under stock option plan

Purchase of 160,780 shares of common stock

Purchase of 160,780 shares of common stock on the open market

Stock-based and deferred compensation

2 unchanged sentences

Common stock ($ 0.84 per share)

Balance at June 30, 2020

Balance at September 30, 2020

(In thousands, except share and per share amounts)

2 unchanged sentences

Noncontrolling

Balance at March 31, 2019

Balance at June 30, 2019

Issuance of 13,256 shares of common stock under stock option plan

Purchase of 69,736 shares of common stock

Purchase of 73,821 shares of common stock on the open market

Stock-based and deferred compensation

2 unchanged sentences

Common stock ($ 0.25 per share)

Balance at June 30, 2019

Balance at September 30, 2019

(In thousands, except share and per share amounts)

4 unchanged sentences

Issuance of 56,385 shares of common stock under stock option plan

Purchase of 70,636 shares of common stock

Purchase of 144,457 shares of common stock on the open market

Stock-based and deferred compensation

2 unchanged sentences

Common stock ($ 0.75 per share)

Balance at June 30, 2019

Balance at September 30, 2019

Reflects the noncontrolling interest in the Company’s China joint venture.

3 unchanged sentences

FAIR VALUE MEASUREMENTS

The following were the financial instruments held by the Company at June 30, 2020, and December 31, 2019, and the methods and assumptions used to estimate the instruments’ fair values:

The following were the financial instruments held by the Company at September 30, 2020, and December 31, 2019, and the methods and assumptions used to estimate the instruments’ fair values:

Cash and cash equivalents

13 unchanged sentences

The fair value of debt with original maturities greater than one year comprised the combined present values of scheduled principal and interest payments for each of the various loans, individually discounted at rates equivalent to those which could be obtained by the Company for new debt issues with durations equal to the average life to maturity of each loan.

The fair values of

the remaining Company debt obligations approximated their carrying values due to the short-term nature of the debt.

The fair values of the remaining Company debt obligations approximated their carrying values due to the short-term nature of the debt.

The Company’s fair value measurements for debt fall within level 2 of the fair value hierarchy.

At June 30, 2020, and December 31, 2019, the fair values and related carrying values of debt, including current maturities, were as follows (the fair value and carrying value amounts are presented without regard to unamortized debt issuance costs of $ 685,000 and $ 754,000 as of June 30, 2020 and December 31, 2019, respectively):

At September 30, 2020, and December 31, 2019, the fair values and related carrying values of debt, including current maturities, were as follows (the fair value and carrying value amounts are presented without regard to unamortized debt issuance costs of $ 651,000 and $ 754,000 as of September 30, 2020 and December 31, 2019, respectively):

(In thousands)

September 30,

Carrying value

The following tables present financial assets and liabilities, excluding cash and cash equivalents, measured on a recurring basis at fair value as of June 30, 2020, and December 31, 2019, and the level within the fair value hierarchy in which the fair value measurements fall:

The following tables present financial assets and liabilities, excluding cash and cash equivalents, measured on a recurring basis at fair value as of September 30, 2020, and December 31, 2019, and the level within the fair value hierarchy in which the fair value measurements fall:

(In thousands)

19 unchanged sentences

Gains and losses arising from recording the foreign exchange contracts at fair value are reported in earnings as offsets to the losses and gains reported in earnings arising from the re-measurement of the asset and liability balances into the applicable functional currencies.

At June 30, 2020, and December 31, 2019, the Company had open forward foreign currency exchange contracts, all with durations of one to three months , to buy or sell foreign currencies with U.S.

At September 30, 2020, and December 31, 2019, the Company had open forward foreign currency exchange contracts, all with durations of one to three months , to buy or sell foreign currencies with U.S.

dollar equivalent amounts of $ 46,721,506 and $ 48,540,368 , respectively.

The fair values of the derivative instruments held by the Company on June 30, 2020, and December 31, 2019, are disclosed in Note 3.

Derivative instrument gains and losses for the three- and six-month periods ended June 30, 2020 and 2019, were immaterial.

For amounts reclassified out of accumulated other comprehensive income (loss) (AOCI) into earnings for the three- and six-month periods ended June 30, 2020 and 2019, see Note 11.

The fair values of the derivative instruments held by the Company on September 30, 2020, and December 31, 2019, are disclosed in Note 3.

Derivative instrument gains and losses for the three- and nine-month periods ended September 30, 2020 and 2019, were immaterial.

For amounts reclassified out of accumulated other comprehensive income (loss) (AOCI) into earnings for the three- and nine-month periods ended September 30, 2020 and 2019, see Note 11.

STOCK-BASED COMPENSATION

On June 30, 2020, the Company had stock options, stock awards and stock appreciation rights (SARs) outstanding under its 2011 Incentive Compensation Plan.

On September 30, 2020, the Company had stock options, stock awards and stock appreciation rights (SARs) outstanding under its 2011 Incentive Compensation Plan.

SARs granted prior to 2015 are cash-settled, and SARs granted in 2015 and later are stock-settled.

Stock options and SARs granted prior to 2017 generally cliff vested after two years .

Starting in 2017, stock options and

SARs have a three-year graded vesting feature, with one-third of the awards vesting each year.

Starting in 2017, stock options and SARs have a three-year graded vesting feature, with one-third of the awards vesting each year.

The Company has elected the straight-line method of expense attribution for the stock options and SARs with the graded vesting feature.

2 unchanged sentences

Three Months Ended

Six Months Ended

The increase in stock-based compensation expense for the second quarter of 2020 compared to the second quarter of 2019 was primarily attributable to cash-settled SARs.

The increase in cash-settled SARs compensation expense reflects a larger increase in the market value of Company stock during the second quarter of 2020 versus the increase in the market value of Company stock during the second quarter of 2019.

Nine Months Ended

The increase in stock-based compensation expense for the third quarter of 2020 compared to the third quarter of 2019 was primarily attributable to cash-settled SARs.

The increase in cash-settled SARs compensation expense reflects a larger increase in the market value of Company stock during the third quarter of 2020 versus the increase in the market value of Company stock during the third quarter of 2019.

Unrecognized compensation costs for stock options, stock awards and SARs were as follows:

(In thousands)

June 30, 2020

September 30, 2020

December 31, 2019

3 unchanged sentences

Stock awards (at target)

The unrecognized compensation costs at June 30, 2020, are expected to be recognized over a weighted-average period of 2.0 years for stock options, stock awards and SARs.

The composition of inventories at June 30, 2020, and December 31, 2019, was as follows:

The unrecognized compensation costs at September 30, 2020, are expected to be recognized over a weighted-average period of 1.8 years for stock options and SARs and 1.9 years for stock awards.

The composition of inventories at September 30, 2020, and December 31, 2019, was as follows:

(In thousands)

September 30,

Finished goods

6 unchanged sentences

The Company’s two principal real estate leases relate to land leases in the Philippines and Singapore.

As of June 30, 2020, the Company had an approximately $ 612,000 storage tank lease that had not commenced.

This lease will commence in the third quarter of 2020 with a lease term of four years .

As most of the Company’s leases do not provide an implicit borrowing rate, the Company uses its incremental borrowing rate (IBR) based on the information available at the commencement date in determining the present value of lease payments.

4 unchanged sentences

Three months ended

June 30, 2020

Six months ended

June 30, 2020

September 30, 2020

Nine months ended

September 30, 2020

Operating lease cost

8 unchanged sentences

Undiscounted Cash Flows:

2020 (excluding the six months ended June 30, 2020)

2020 (excluding the nine months ended September 30, 2020)

Subsequent to 2024

23 unchanged sentences

The level of annual expenditures for remedial, monitoring and investigatory activities will change in the future as major components of planned remediation activities are completed and the scope, timing and costs of existing activities are changed.

As of June 30, 2020, the Company estimated a range of possible environmental and legal losses of $ 22.7 million to $ 41.7 million.

As of September 30, 2020, the Company estimated a range of possible environmental and legal losses of $ 22,448,000 to $ 41,146,000 .

Within the range of possible environmental and legal losses, management has currently concluded that no single amount is more likely to occur than any other amounts in the range and, thus, has accrued at the lower end of the range.

These accruals totaled $ 22.7 million at June 30, 2020 and $ 25.9 million at December 31, 2019.

These accruals totaled $ 22,448,000 at September 30, 2020 and $ 25,905,000 at December 31, 2019.

Although the Company believes that its reserves are adequate for environmental contingencies, it is possible due to the uncertainties noted above, that additional reserves could be required in the future.

Cash expenditures related to legal and environmental matters approximated $ 3.1 million and $ 2.5 million for the six-month periods ended June 30, 2020 and 2019, respectively.

Cash expenditures related to legal and environmental matters approximated $ 3,781,000 and $ 2,826,000 for the nine-month periods ended September 30, 2020 and 2019, respectively.

For certain sites, the Company has responded to information requests made by federal, state or local government agencies but has received no response confirming or denying the Company’s stated positions.

1 unchanged sentence

Consequently, the Company is unable to predict the effect thereof on the Company’s financial position, cash flows and results of operations.

Based upon the Company’s present knowledge with respect to its involvement at these sites, the possibility of other viable entities’ responsibilities for cleanup, management believes that the Company has no material liability at these sites and that these matters, individually and in the aggregate, will not have a material effect on the Company’s financial position.

Based upon the Company’s present knowledge with respect to its involvement at these sites, the possibility of other viable entities’ responsibilities for cleanup, and the extended period over which any costs would be incurred, management believes that the Company has no material liability at these sites and that these matters, individually and in the aggregate, will not have a material effect on the Company’s financial position.

However, in the event of one or more adverse determinations with respect to such sites in any annual or interim period, the effect on the Company’s cash flows and results of operations for those periods could be material.

Following are summaries of the Company’s major contingencies at June 30, 2020:

Following are summaries of the Company’s major contingencies at September 30, 2020:

Maywood, New Jersey Site

6 unchanged sentences

The ultimate amount for which the Company is liable could differ materially from the Company’s current recorded liability.

In April 2015, the Company entered into an Administrative Settlement Agreement and Administrative Order on Consent with USEPA which requires payment of certain costs and performance of certain investigative and design work for chemically-contaminated soil.

Based on the Company’s review and analysis of this order, no changes to the Company’s recorded liability for claims associated with soil remediation of chemical contamination at the Maywood site were required.

In April 2015, the Company entered into an Administrative Settlement Agreement and Administrative Order on Consent with USEPA which re quires payment of certain costs and performance of certain investigative and design work for chemically-contaminated soil .

Based on the Company’s review and analysis of this order, no changes to the Company’s recorded liability for claims associated with s oil remediation of chemical contamination at the Maywood site were required.

In addition, under the terms of a settlement agreement reached on November 12, 2004, the U.S.

9 unchanged sentences

Remediation work continues at the D’Imperio site.

Based on current information, the Company believes that its recorded liability is reasonable having considered the range of estimated cost of

remediation for the D’Imperio site.

Based on current information, the Company believes that its recorded liability is reasonable having considered the range of estimated cost of remediation for the D’Imperio site.

Depending on the ultimate cost of the remediation at this site, the amount for which the Company is liable could differ materially from the current estimates.

3 unchanged sentences

Under the Company’s October 1, 1993, agreement with the current owner of the Wilmington site, once total site remediation costs exceed certain levels, the Company is obligated to contribute up to five percent of future response costs associated with this site with no limitation on the ultimate amount of contributions.

The Company has paid the current owner $ 2.9 million for the Company’s portion of environmental response costs at the Wilmington site through June 30, 2020.

The Company has paid the current owner $ 2,965,000 for the Company’s portion of environmental response costs at the Wilmington site through September 30, 2020.

The Company has recorded a liability for its portion of the estimated remediation costs for the site.

15 unchanged sentences

Three Months Ended

Six Months Ended

Nine Months Ended

Interest cost

5 unchanged sentences

Three Months Ended

Six Months Ended

Nine Months Ended

Interest cost

5 unchanged sentences

qualified defined benefit plans.

Approximately $ 299,000 is expected to

be paid related to the unfunded non-qualified plans in 2020.

Of such amount, $ 195,000 had been paid related to the non-qual ified plans as of June 30, 2020.

Approximately $ 299,000 is expected to be paid related to the unfunded non-qualified plans in 2020.

Of such amount, $ 247,000 had been paid related to the non-qualified plans as of September 30, 2020.

The Company’s U.K.

subsidiary expects to contribute approximately $ 495,000 to its defined benefit pension plan in 2020.

Of such amount, $ 284,000 had been contributed to the plan as of June 30, 2020.

Of such amount, $ 434,000 had been contributed to the plan as of September 30, 2020.

Defined Contribution Plans

2 unchanged sentences

retirement plans include two qualified plans, one of which is a 401(k) plan and one of which is an employee stock ownership plan, and one non-qualified supplemental executive plan.

In the six months ended June 30, 2020 and 2019, the Company made profit sharing contributions into the qualified retirement plans for U.S.

In the nine months ended September 30, 2020 and 2019, the Company made profit sharing contributions into the qualified retirement plans for U.S.

employees and for certain non-U.S.

2 unchanged sentences

employees were made to the employee stock ownership plan.

Profit sharing contributions are allocated to participant accounts on the basis of participant base earnings.

Profit sharing contributions are allocated to participant accounts based on participant base earnings.

Defined contribution plan expenses for the Company’s qualified contribution plans were as follows:

1 unchanged sentence

Three Months Ended

Six Months Ended

Nine Months Ended

Retirement savings contributions

6 unchanged sentences

The liabilities related to the supplemental plans increase (i.e., supplemental plan expense is recognized) when the value of the trust assets appreciates and decrease when the value of the trust assets declines (i.e., supplemental plan income is recognized).

At June 30, 2020, the balance of the trust assets was $ 1,740,000 , which equaled the balance of the supplemental plan liabilities (see the long-term investments section in Note 3 for further information regarding the Company’s mutual fund assets).

At September 30, 2020, the

balance of the trust assets was $ 1,604,000 , which equaled the ba lance of the supplemental plan liabilities (see the long-term investments section in Note 3 for further information regarding the Company’s mutual fund assets).

EARNINGS PER SHARE

Below are the computations of basic and diluted earnings per share for the three and six months ended June 30, 2020 and 2019:

Below are the computations of basic and diluted earnings per share for the three and nine months ended September 30, 2020 and 2019:

(In thousands, except per share amounts)

Three Months Ended

Six Months Ended

Nine Months Ended

Computation of Basic Earnings per Share

16 unchanged sentences

Diluted earnings per share

(1) Options/SARs to acquire 253,448 and 254,868 shares of Company common stock were excluded from the computations of diluted earnings per share for the three and six months ended June 30, 2020, respectively.

Options/SARs to acquire 215,257 and 214,749 shares of Company common stock were excluded from the computations of diluted earnings per share for the three and six months ended June 30, 2019, respectively.

(1) Options/SARs to acquire 169,912 shares of Company common stock were excluded from the computations of diluted earnings per share for the nine months ended September 30, 2020.

Options/SARs to acquire 142,833 shares of Company common stock were excluded from the computations of diluted earnings per share for the nine months ended September 30, 2019.

Inclusion of the instruments would have had antidilutive effects on the computations of the earnings per share.

ACCUMULATED OTHER COMPREHENSIVE INCOME (LOSS)

Below is the change in the Company’s AOCI balance by component (net of income taxes) for the three and six months ended June 30, 2020 and 2019:

Below is the change in the Company’s AOCI balance by component (net of income taxes) for the three and nine months ended September 30, 2020 and 2019:

(In thousands)

Balance at March 31, 2019

Balance at June 30, 2019

Other comprehensive income before reclassifications

1 unchanged sentence

Net current-period other comprehensive income

Balance at September 30, 2019

Balance at June 30, 2020

Balance at March 31, 2020

Other comprehensive income before reclassifications

1 unchanged sentence

Net current-period other comprehensive income

Balance at June 30, 2020

Balance at September 30, 2020

Balance at December 31, 2018

3 unchanged sentences

Net current-period other comprehensive income

Balance at June 30, 2019

Balance at September 30, 2019

Balance at December 31, 2019

2 unchanged sentences

Net current-period other comprehensive income

Balance at June 30, 2020

Balance at September 30, 2020

Represents reclassification of the stranded tax effects resulting from the U.S.

Tax Cuts and Jobs Act (Tax Act) from accumulated other comprehensive income (loss) to retained earnings in accordance with ASU 2018-02.

Information regarding the reclassifications out of AOCI for the three- and six-month periods ended June 30, 2020 and 2019, is displayed below:

Information regarding the reclassifications out of AOCI for the three- and nine-month periods ended September 30, 2020 and 2019, is displayed below:

(In thousands)

2 unchanged sentences

Three Months Ended

Six Months Ended

Nine Months Ended

Affected Line Item in

11 unchanged sentences

Surfactants, Polymers and Specialty Products.

Net sales by segment for the three and six months ended June 30, 2020 and 2019, were as follows:

Net sales by segment for the three and nine months ended September 30, 2020 and 2019, were as follows:

(In thousands)

Three Months Ended

Six Months Ended

Nine Months Ended

Segment Net Sales

Specialty Products

Segment operating income and reconciliations of segment operating income to income before provision for income taxes for the three and six months ended June 30, 2020 and 2019, are summarized below:

Segment operating income and reconciliations of segment operating income to income before provision for income taxes for the three and nine months ended September 30, 2020 and 2019, are summarized below:

(In thousands)

Three Months Ended

Six Months Ended

Nine Months Ended

Segment Operating Income

12 unchanged sentences

For a small portion of the business, performance obligations are deemed satisfied when product is delivered to a customer location.

As of June 30, 2020, the Company had $ 593,000 of contract liabilities and no contract assets.

As of September 30, 2020, the Company had $ 438,000 of contract liabilities and no contract assets.

A contract liability would typically arise when an advance or deposit is received from a customer before the Company recognizes revenue.

1 unchanged sentence

When such situations do arise, the Company would maintain a deferred revenue liability until the time a performance obligation has been satisfied.

The Company recognized $ 350,000 of revenue in the first six months of 2020 from pre-existing contract liabilities at December 31, 2019.

The tables below provide a geographic disaggregation of net sales for the three and six months ended June 30, 2020 and 2019.

The Company recognized $ 350,000 of revenue in the nine months of 2020 from pre-existing contract liabilities at December 31, 2019.

The tables below provide a geographic disaggregation of net sales for the three and nine months ended September 30, 2020 and 2019.

The Company’s business segmentation by geographic region most effectively captures the nature and economic characteristics of the Company’s revenue streams impacted by economic factors.

For the Three Months Ended June 30, 2020

For the Three Months Ended September 30, 2020

(In thousands)

3 unchanged sentences

Latin America

For the Three Months Ended June 30, 2019

For the Three Months Ended September 30, 2019

(In thousands)

3 unchanged sentences

Latin America

For the Six Months Ended June 30, 2020

For the Nine Months Ended September 30, 2020

(In thousands)

3 unchanged sentences

Latin America

For the Six Months Ended June 30, 2019

For the Nine Months Ended September 30, 2019

(In thousands)

3 unchanged sentences

Latin America

At June 30, 2020, and December 31, 2019, debt was comprised of the following:

At September 30, 2020, and December 31, 2019, debt was comprised of the following:

(In thousands)

September 30,

Unsecured private placement notes

6 unchanged sentences

The Company maintains standby letters of credit under its workers’ compensation insurance agreements and for other purposes, as needed from time to time, which are issued under the revolving credit agreement.

As of June 30, 2020, the Company had outstanding letters of credit totaling $ 5,476,000 and no borrowings under the revolving credit agreement.

There was $ 344,524,000 available under the revolving credit agreement as of June 30, 2020.

As of September 30, 2020, the Company had outstanding letters of credit totaling $ 5,280,000 and no borrowings under the revolving credit agreement.

There was $ 344,720,000 available under the revolving credit agreement as of September 30, 2020.

The Company’s loan agreements contain provisions which, among others, require maintenance of certain financial ratios and place limitations on additional debt, investments and payment of dividends.

Based on the loan agreement provisions that

place limitations on dividend payments, unrestricted retained earnings (i.e., retained earnings available for dividend distribution) were $ 321,609,000 and $ 283,956,000 at June 30, 2020 and December 31, 2019, respectively .

place limitations on dividend payments, unrestricted retained earnings (i.e., retained earnings available for dividend distribution) were $ 351,219,000 and $ 283,956,000 at September 30, 2020 and December 31, 2019, respectively .

Other, net in the consolidated statements of income included the following:

1 unchanged sentence

Three Months Ended

Six Months Ended

Foreign exchange gain (loss)

Nine Months Ended

Foreign exchange gain

Investment income

Realized and unrealized gains on investments

Realized and unrealized gain (loss) on investments

Net periodic pension benefit cost

Gain on sale of asset

BUSINESS RESTRUCTURING

3 unchanged sentences

During the third quarter of 2018, the Company approved a plan to shut down Surfactant operations at its German plant site.

As of June 30, 2020, an aggregate of $ 2,392,000 shut down related expense has been recognized at the site.

As of September 30, 2020, an aggregate of $ 2,392,000 shut down related expense has been recognized at the site.

This aggregate expense is comprised of $ 1,404,000 of asset and spare part write downs recognized in 2018 and $ 988,000 of cumulative decommissioning costs.

The Company recognized $ 208,000 in decommissioning expenses in the second quarter of 2019 and did no t incur any decommissioning expenses in the second quarter of 2020.

For the six months of 2020 and 2019, the Company recognized $ 79,000 and $ 395,000 of decommissioning expenses, respectively.

The Company recognized $ 169,000 in decommissioning expenses in the third quarter of 2019 and did no t incur any decommissioning expenses in the third quarter of 2020.

For the first nine months of 2020 and 2019, the Company recognized $ 79,000 and $ 564,000 of decommissioning expenses, respectively.

In the fourth quarter of 2017, the Company approved a plan to restructure a portion of its Fieldsboro, New Jersey production facility.

5 unchanged sentences

Decommissioning of the assets is expected to continue throughout 2020.

As of June 30, 2020, $ 7,987,000 of aggregate restructuring expense has been recognized, reflecting $ 1,644,000 of termination benefits for approximately 30 employees and $ 6,343,000 for other expenses, principally site decommissioning costs.

The Company recognized $ 225,000 and $ 200,000 of decommissioning expenses in the second quarter of 2020 and 2019, respectively.

The Company recognized $ 503,000 and $ 521,000 of decommissioning expenses in the first six months of 2020 and 2019, respectively.

2020 Acquisition

As of September 30, 2020, $ 8,113,000 of aggregate restructuring expense has been recognized, reflecting $ 1,644,000 of termination benefits for approximately 30 employees and $ 6,469,000 for other expenses, principally site decommissioning costs.

The Company recognized $ 126,000 and $ 290,000 of decommissioning expenses in the third quarter of 2020 and 2019, respectively.

The Company recognized $ 629,000 and $ 811,000 of decommissioning expenses in the first nine months of 2020 and 2019, respectively.

2020 Acquisitions

Clariant (Mexico) Acquisition

On September 17, 2020, the Company through its subsidiaries in Mexico, acquired Clariant’s (Mexico) S.A.

anionic business and select sulfonation equipment located in Santa Clara, Mexico.

The acquisition did not include the purchase of a manufacturing site.

The business acquired will be integrated into the Company’s two existing manufacturing sites in Mexico (Matamoros and Ecatepec).

The purchase price of the acquisition was $ 14,000,000 , plus associated value-added taxes (VAT).

As of September 30, 2020, $ 13,519,000 , inclusive of $ 308,000 net VAT, had been paid with cash on hand.

The acquisition was accounted for as a business combination and the assets were measured and recorded at their preliminary estimated fair value.

The acquired goodwill is not tax deductible.

All assets acquired are included in the Comp any’s Surfactants segment.

The following table summarizes the preliminary purchase price allocation for the acquisition:

(In thousands)

September 30, 2020

Identifiable intangible assets:

Customer lists

Trademarks and know-how

Non-compete agreement

Property, plant and equipment

Total assets acquired

Pro forma financial information has not been included because revenue and earnings of the Company’s consolidated entity would not have been materially different than reported had the acquisition date been January 1, 2019.

Logos Technologies Acquisition

On March 13, 2020, the Company acquired certain assets of Logos Technologies LLC's NatSurFact® business, a rhamnolipid-based line of bio-surfactants derived from renewable sources.

3 unchanged sentences

All assets acquired are included in the Company’s Surfactants segment.

The fair value allocation was updated in the second quarter of 2020.

The assets acquired were primarily intangibles, including trademarks and know-how ($ 1,392,000 ) and patents ($ 464,000 ).

4 unchanged sentences

This acquisition was accounted for as a business combination and the assets were measured and recorded at their estimated fair values.

The fair value analysis was updated in the first quarter of 2020.

The primary assets acquired were intangibles, mostly comprised of goodwill ($ 3,161,000 ), product know-how ($ 3,300,000 ) and customer relationships ($ 1,900,000 ).

24 unchanged sentences

The Company adopted the amendments in ASU No.

2017-4 for its annual, or any interim, goodwill impairment tests in the first quarter of 2020.

2017-4 for its annual, or any interim, goodwill impairment tests in the first

quarter of 2020.

The adoption of the guidance in ASU No.

2017-4 has not had an effect on the Company’s financial position, results of operations or cash flows.

2017-4 has not had an effect on the Company’s fi nancial position, results of operations or cash flows.

In August 2018, the FASB issued ASU No.

15 unchanged sentences

The amendments in this update are effective for fiscal years ending after December 15, 2020.

The adoption of this update is not expected to have an effect on the Company’s

financial position, results of operations and cash flows but will impact the disclosures made for the Company’s defined benefit retirement plans.

The adoption of this update is not expected to have an effect on the Company’s financial position, results of operations and cash flows, but will impact the disclosures made for the Company’s defined benefit retirement plans.

In December 2019, the FASB issued ASU No.

14 unchanged sentences

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