Item 1. Financial Statements
ITEM 1.
FINANCIAL STATEMENTS
SENSIENT TECHNOLOGIES CORPORATION
CONSOLIDATED STATEMENTS OF EARNINGS
(In thousands except per share amounts)
(Unaudited)
Three Months
Ended June 30,
Six Months
Ended June 30,
2022
2021
2022
2021
Revenue
$
371,706
$
335,827
$
727,227
$
695,529
Cost of products sold
240,703
224,233
471,378
468,322
Selling and administrative expenses
75,759
75,841
147,816
144,557
Operating income
55,244
35,753
108,033
82,650
Interest expense
3,083
3,322
6,076
6,755
Earnings before income taxes
52,161
32,431
101,957
75,895
Income taxes
13,514
6,495
26,239
18,291
Net earnings
$
38,647
$
25,936
$
75,718
$
57,604
Weighted average number of common shares outstanding:
Basic
41,893
42,135
41,879
42,199
Diluted
42,208
42,267
42,178
42,328
Earnings per common share:
Basic
$
0.92
$
0.62
$
1.81
$
1.37
Diluted
$
0.92
$
0.61
$
1.80
$
1.36
Dividends declared per common share
$
0.41
$
0.39
$
0.82
$
0.78
See accompanying notes to consolidated condensed financial statements.
1
Index
SENSIENT TECHNOLOGIES CORPORATION
CONSOLIDATED CONDENSED STATEMENTS OF
COMPREHEN SIVE INCOME
(In thousands)
(Unaudited)
Three Months
Ended June 30,
Six Months
Ended June 30,
2022
2021
2022
2021
Comprehensive income
$
10,340
$
44,245
$
47,174
$
60,774
See accompanying notes to consolidated condensed financial statements.
2
Index
SENSIENT TECHNOLOGIES CORPORATION
CONSOLIDATED
BALANCE SHEETS
(In thousands)
Assets
June 30,
2022
(Unaudited)
December 31,
2021
Current Assets:
Cash and cash equivalents
$
25,271
$
25,740
Trade accounts receivable
295,948
261,121
Inventories
452,161
411,635
Prepaid expenses and other current assets
48,146
42,657
Total current assets
821,526
741,153
Other assets
100,863
92,952
Deferred tax assets
19,620
29,901
Intangible assets, net
13,962
14,975
Goodwill
403,576
420,034
Property, Plant, and Equipment:
Land
29,725
31,028
Buildings
309,609
315,207
Machinery and equipment
710,294
715,344
Construction in progress
49,389
32,801
1,099,017
1,094,380
Less accumulated depreciation
( 655,342
)
( 647,902
)
443,675
446,478
Total assets
$
1,803,222
$
1,745,493
Liabilities
and Shareholders ’ Equity
Current Liabilities:
Trade accounts payable
$
140,776
$
125,519
Accrued salaries, wages, and withholdings from employees
35,755
40,939
Other accrued expenses
47,772
46,292
Income taxes
12,989
11,016
Short-term borrowings
26,624
8,539
Total current liabilities
263,916
232,305
Deferred tax liabilities
15,538
14,349
Other liabilities
37,893
28,829
Accrued employee and retiree benefits
28,193
28,579
Long-term debt
498,715
503,006
Shareholders’ Equity:
Common stock
5,396
5,396
Additional paid-in capital
116,596
111,352
Earnings reinvested in the business
1,672,000
1,630,713
Treasury stock, at cost
( 631,853
)
( 634,408
)
Accumulated other comprehensive loss
( 203,172
)
( 174,628
)
Total shareholders’ equity
958,967
938,425
Total liabilities and shareholders’ equity
$
1,803,222
$
1,745,493
See accompanying notes to consolidated condensed financial statements.
3
Index
SENSIENT TECHNOLOGIES CORPORATION
CONSOLIDATED STATEMENTS OF
CASH FLOWS
(In thousands)
(Unaudited)
Six Months
Ended June 30,
2022
2021
Cash flows from operating activities:
Net earnings
$
75,718
$
57,604
Adjustments to arrive at net cash provided by operating activities:
Depreciation and amortization
26,180
25,817
Share-based compensation expense
8,691
4,188
Net (gain) loss on assets
( 38
)
206
Loss on divestitures and other charges
-
13,511
Deferred income taxes
12,244
1,702
Changes in operating assets and liabilities:
Trade accounts receivable
( 41,592
)
( 26,902
)
Inventories
( 51,768
)
19,357
Prepaid expenses and other assets
( 25,919
)
( 15,573
)
Accounts payable and other accrued expenses
20,501
9,632
Accrued salaries, wages, and withholdings from employees
( 4,188
)
( 3,944
)
Income taxes
2,765
1,953
Other liabilities
199
1,710
Net cash provided by operating activities
22,793
89,261
Cash flows from investing activities:
Acquisition of property, plant, and equipment
( 32,468
)
( 25,550
)
Proceeds from sale of assets
92
169
Proceeds from divestiture of businesses
-
36,255
Other investing activities
1,571
( 254
)
Net cash (used in) provided by investing activities
( 30,805
)
10,620
Cash flows from financing activities:
Proceeds from additional borrowings
69,424
25,997
Debt payments
( 31,547
)
( 62,578
)
Purchase of treasury stock
-
( 22,507
)
Dividends paid
( 34,446
)
( 33,027
)
Other financing activities
( 2,056
)
( 582
)
Net cash provided by (used in) financing activities
1,375
( 92,697
)
Effect of exchange rate changes on cash and cash equivalents
6,168
1,352
Net (decrease) increase in cash and cash equivalents
( 469
)
8,536
Cash and cash equivalents at beginning of period
25,740
24,770
Cash and cash equivalents at end of period
$
25,271
$
33,306
See accompanying notes to consolidated condensed financial statements.
4
Index
SENSIENT TECHNOLOGIES CORPORATION
CONSOLIDATED STATEMENTS OF
SHAREHOLDERS’
EQUITY
(In thousands, except share and per share amounts)
(Unaudited)
Common
Additional
Paid-In
Earnings Reinvested in the
Treasury Stock
Accumulated
Other
Comprehensive
Total
Three Months Ended June 30 , 2022
Stock
Capital
Business
Shares
Amount
Income (Loss)
Equity
Balances at March 31, 2022
$
5,396
$
112,973
$
1,650,588
12,068,868
$
( 632,382
)
$
( 174,865
)
$
961,710
Net earnings
-
-
38,647
-
-
-
38,647
Other comprehensive loss
-
-
-
-
-
( 28,307
)
( 28,307
)
Cash dividends paid – $ 0.41 per share
-
-
( 17,235
)
-
-
-
( 17,235
)
Share-based compensation
-
4,528
-
-
-
-
4,528
Non-vested stock issued upon vesting
-
( 761
)
-
( 14,523
)
761
-
-
Other
-
( 144
)
-
4,428
( 232
)
-
( 376
)
Balances at June 30 , 2022
$
5,396
$
116,596
$
1,672,000
12,058,773
$
( 631,853
)
$
( 203,172
)
$
958,967
Three Months Ended June 30 , 2021
Balances at March 31, 2021
$
5,396
$
104,725
$
1,593,795
11,776,654
$
( 604,040
)
$
( 174,230
)
$
925,646
Net earnings
-
-
25,936
-
-
-
25,936
Other comprehensive income
-
-
-
-
-
18,309
18,309
Cash dividends paid – $ 0.39 per share
-
-
( 16,492
)
-
-
-
( 16,492
)
Share-based compensation
-
2,075
-
-
-
-
2,075
Non-vested stock issued upon vesting
-
( 701
)
-
( 13,666
)
701
-
-
Purchase of treasury stock
-
-
-
125,150
( 10,842
)
-
( 10,842
)
Other
-
( 132
)
-
4,359
( 223
)
-
( 355
)
Balances at June 30 , 2021
$
5,396
$
105,967
$
1,603,239
11,892,497
$
( 614,404
)
$
( 155,921
)
$
944,277
Six Months Ended June 30 , 2022
Balances at December 31 , 2021
$
5,396
$
111,352
$
1,630,713
12,107,549
$
( 634,408
)
$
( 174,628
)
$
938,425
Net earnings
-
-
75,718
-
-
-
75,718
Other comprehensive loss
-
-
-
-
-
( 28,544
)
( 28,544
)
Cash dividends paid – $ 0.82 per share
-
-
( 34,446
)
-
-
-
( 34,446
)
Share-based compensation
-
8,691
-
-
-
-
8,691
Non-vested stock issued upon vesting
-
( 3,239
)
-
( 61,821
)
3,239
-
-
Benefit plans
-
560
-
( 11,786
)
618
-
1,178
Other
-
( 768
)
15
24,831
( 1,302
)
-
( 2,055
)
Balances at June 30 , 2022
$
5,396
$
116,596
$
1,672,000
12,058,773
$
( 631,853
)
$
( 203,172
)
$
958,967
Six Months Ended June 30 , 2021
Balances at December 31, 2020
$
5,396
$
102,909
$
1,578,662
11,647,627
$
( 593,540
)
$
( 159,091
)
$
934,336
Net earnings
-
-
57,604
-
-
-
57,604
Other comprehensive income
-
-
-
-
-
3,170
3,170
Cash dividends paid – $ 0.78 per share
-
-
( 33,027
)
-
-
-
( 33,027
)
Share-based compensation
-
4,188
-
-
-
-
4,188
Non-vested stock issued upon vesting
-
( 1,264
)
-
( 24,711
)
1,264
-
-
Benefit plans
-
338
-
( 14,791
)
756
-
1,094
Purchase of treasury stock
-
-
-
276,993
( 22,507
)
-
( 22,507
)
Other
-
( 204
)
-
7,379
( 377
)
-
( 581
)
Balances at June 30 , 2021
$
5,396
$
105,967
$
1,603,239
11,892,497
$
( 614,404
)
$
( 155,921
)
$
944,277
See accompanying notes to consolidated condensed financial statements.
5
Index
SENSIENT TECHNOLOGIES
CORPORATION
NOTES TO CONSOLIDATED CONDENSED FINANCIAL STATEMENTS
(Unaudited)
1.
Accounting Policies
In the opinion of Sensient Technologies Corporation (the
Company), the accompanying unaudited consolidated condensed financial statements contain all adjustments (consisting of only normal recurring adjustments) that are necessary to present fairly the financial position of the Company as of June 30,
2022, and the results of operations, comprehensive income, and shareholders’ equity for the three and six months ended June 30, 2022 and 2021, and cash flows for the six months ended June 30, 2022 and 2021. The results of operations for any
interim period are not necessarily indicative of the results to be expected for the full year .
The
preparation of financial statements in conformity with U.S. generally accepted accounting principles (GAAP) requires management to make estimates and assumptions that affect the amounts reported in the financial statements and accompanying notes.
Actual results could differ from those estimates. Expenses are charged to operations in the period incurred.
Recently
Issued Accounting Pronouncements
In March 2020, the FASB issued ASU No. 2020-04, Reference Rate Reform (Topic 848): Facilitation of the Effects of Reference Rate Reform on
Financial Reporting , which provides temporary optional expedients and exceptions to GAAP guidance on contract modifications and hedge accounting to ease the financial reporting burdens of the expected market transition from LIBOR and other
inter-bank offered rates to alternative rates. The guidance is effective upon issuance and generally can be applied through December 31, 2022. The Company is currently evaluating the potential impact of this standard on its consolidated financial
statements and its related disclosures.
Please refer to the notes in the Company’s annual consolidated financial statements for the year ended December 31, 2021, for additional details of the Company’s financial
condition and a description of the Company’s accounting policies, which have been continued without change.
2.
Divestitures
On June 30, 2020, the Company completed the sale of its inks product line. On September 18, 2020, the Company completed the sale of its
yogurt fruit preparations product line. This sale also included an earnout based on future performance, which could result in additional cash consideration for the Company. On April 1, 2021, the Company completed the sale of its fragrances
product line (excluding its essential oils product line) for $ 36.3 million of net cash.
The Company reports all costs associated with the
divestitures in Corporate & Other. There were no costs associated with the divestitures for the three and six months ended
June 30, 2022.
The following table summarizes the divestiture & other related costs for the three months ended June 30, 2021:
(In
thousands)
Yogurt Fruit Preparations
Fragrances
Inks
Corporate &
Other
Total
Non-cash impairment charges – Selling and administrative expenses
$
-
$
1,062
$
-
$
-
$
1,062
Non-cash charges – Cost of products sold
-
3
-
-
3
Reclassification of foreign currency translation and related items – Selling and administrative expenses
-
10,193
-
-
10,193
Other costs
- Selling and administrative expenses (1)
264
202
( 98
)
62
430
Total
$
264
$
11,460
$
( 98
)
$
62
$
11,688
(1)
Other costs – Selling and administrative expenses include employee separation costs,
professional services, accelerated depreciation, and other related costs.
6
Index
T he following table
summarizes the divestiture & other related costs for the six months ended June 30, 2021 :
(In
thousands)
Yogurt Fruit Preparations
Fragrances
Inks
Corporate &
Other
Total
Non-cash
impairment charges – Selling and administrative expenses
$
-
$
1,062
$
-
$
-
$
1,062
Non-cash
charges – Cost of products sold
-
37
( 9
)
-
28
Reclassification
of foreign currency translation and related items – Selling and administrative expenses
-
10,193
-
-
10,193
Other costs -
Selling and administrative expenses (1)
529
1,216
( 205
)
437
1,977
Total
$
529
$
12,508
$
( 214
)
$
437
$
13,260
(1)
Other costs – Selling and
administrative expenses include environmental remediation, employee separation costs, professional services, accelerated depreciation, and other related costs.
In March 2020, the Company was notified by the buyer of the Company’s fragrances product line that environmental sampling conducted at the Company’s Granada, Spain location had identified the presence
of contaminants in soil and groundwater in certain areas of the property. The Company records liabilities related to environmental remediation obligations when estimated future expenditures are probable and the amount of the liability is
reasonably estimable. Based upon an environmental investigation and a quantitative risk assessment performed by a consultant hired by the Company, the Company recorded $ 0.3 million related to these obligations in Selling and Administrative Expenses during the six months ended June 30, 2021.
3.
Operational Improvement Plan
During
the third quarter of 2020, the Company approved an operational improvement plan (Operational Improvement Plan) to consolidate manufacturing facilities and improve efficiencies within the Company. As part of the Operational Improvement Plan, the
Company combined its New Jersey cosmetics manufacturing facility in the Personal Care product line of the Color segment into its existing Color segment facility in Missouri. In addition, the Company centralized certain Flavors & Extracts
segment support functions in Europe into one location. In the Asia Pacific segment, the Company incurred costs in connection with the elimination of certain selling and administrative positions.
The
Company reports all costs and income associated with the Operational Improvement Plan in Corporate & Other. There were no
costs associated with the Operational Improvement Plan for the three and six months ended June 30, 2022.
The
following table summarizes the Operational Improvement Plan expenses recorded in Selling and Administrative Expenses by segment for the three months ended June 30, 2021:
(In thousands)
Flavors & Extracts
Color
Asia Pacific
Consolidated
Employee separation costs
$
3
$
26
$
( 24
)
$
5
Other income (1)
-
( 3,624
)
-
( 3,624
)
Other costs (2)
-
125
-
125
Total expense (income)
$
3
$
( 3,473
)
$
( 24
)
$
( 3,494
)
(1)
Other income includes cash received for the early termination of a lease less associated expenses.
(2)
Other costs include professional services, accelerated depreciation, and other related costs.
7
Index
The following table summarizes the Operational
Improvement Plan expenses recorded in Selling and Administrative Expenses by segment for the six months ended June 30, 2021:
(In thousands)
Flavors & Extracts
Color
Asia Pacific
Consolidated
Employee separation costs
$
( 16
)
$
80
$
( 68
)
$
( 4
)
Other income (1)
-
( 3,624
)
-
( 3,624
)
Other costs (2)
-
1,134
1
1,135
Total expense (income)
$
( 16
)
$
( 2,410
)
$
( 67
)
$
( 2,493
)
(1)
Other income includes cash received for the early termination of a lease less associated expenses.
(2)
Other costs include professional services, accelerated depreciation, and other related costs.
As of June 30, 2022 and December 31 2021, accrued liabilities in Other Accrued Expenses totaled $ 0.4 million and $ 0.8 million,
respectively, related to the Operational Improvement Plan .
4.
Acquisition
On July 15, 2021, the Company acquired substantially all of the assets of Flavor Solutions, Inc. , a flavors
business located in New Jersey. The purchase price for this acquisition was $ 14.9 million in cash with approximately $ 1.0 million of such amount being held back by the Company for 12 months in order to satisfy post-closing indemnification claims that may arise. The assets acquired and liabilities assumed were recorded at their estimated fair value as of the acquisition date. The Company
acquired net assets of $ 0.4 million and identified intangible assets, principally customer relationships, of $ 5.0 million. The remaining $ 9.5 million
was allocated to goodwill. This business is now part of the Flavors & Extracts segment.
5 .
Trade Accounts Receivable
Trade accounts receivables are recorded at their face amount, less an allowance for expected losses on doubtful accounts. The allowance for doubtful accounts is calculated based on customer-specific analysis and an
aging methodology using historical loss information. The Company believes historical loss information is a reasonable basis for expected credit losses as the Company’s historical credit loss experience correlates with its customer delinquency
status. This information is also adjusted for any known current economic conditions, including the current and expected impact of COVID-19. Currently, the COVID-19 pandemic has not had and is not anticipated to have a material impact on trade
accounts receivable. Forecasted economic conditions have not had a significant impact on the current credit loss estimate due to the short-term nature of the Company’s customer receivables; however, the Company will continue to monitor and evaluate
the rapidly changing economic conditions. Additionally, as the Company only has one portfolio segment, there are not different risks
between portfolios. Specific accounts are written off against the allowance for doubtful accounts when the receivable is deemed no longer collectible.
The following table summarizes the changes in
the allowance for doubtful accounts during the three and six month periods ended June 30, 2022 and 2021:
(In thousands)
Three Months Ended June 30, 2022
Allowance for
Doubtful Accounts
Balance at
March 31, 2022
$
4,912
Provision for
expected credit losses
547
Accounts
written off
( 729
)
Translation and
other activity
( 236
)
Balance at June
30, 2022
$
4,494
(In thousands)
Three Months Ended June 30, 2021
Allowance for
Doubtful Accounts
Balance at March 31, 2021
$
3,614
Provision for
expected credit losses
138
Accounts
written off
( 20
)
Translation and
other activity
17
Balance at June
30, 2021
$
3,749
(In thousands)
Six
Months Ended June 30, 2022
Allowance for
Doubtful Accounts
Balance at
December 31, 2021
$
4,877
Provision for
expected credit losses
832
Accounts
written off
( 1,096
)
Translation and
other activity
( 119
)
Balance at June
30, 2022
$
4,494
(In thousands)
Six
Months Ended June 30, 2021
Allowance for
Doubtful Accounts
Balance at
December 31, 2020
$
3,891
Provision for
expected credit losses
294
Accounts
written off
( 373
)
Translation and
other activity
( 63
)
Balance at June
30, 2021
$
3,749
8
Index
6.
Inventories
At June 30, 2022, and December 31, 2021, inventories included finished and in-process products totaling $ 294.4
million and $ 280.2 million, respectively, and raw materials and supplies of $ 157.7 million and $ 131.4 million, respectively.
7.
Fair Value
Accounting
Standards Codification 820, Fair Value Measurement , defines fair value for financial assets and liabilities, establishes a framework for measuring fair value in GAAP, and expands disclosures about fair value
measurements. The carrying values of the Company’s cash and cash equivalents, trade accounts receivable, trade accounts payable, accrued expenses, and short-term borrowings were approximately the same as the fair values as of June 30, 2022 and
December 31, 2021. The net fair value of the forward exchange contracts based on current pricing obtained for comparable derivative products (Level 2 inputs) was an asset of $ 0.3 million and $ 0.1 million as of June 30, 2022 and December 31,
2021, respectively. The fair value of the Company’s long-term debt, including current maturities, is estimated using discounted cash flows based on the Company’s current incremental borrowing rates for similar types of borrowing arrangements (Level 2
inputs). The carrying value of the long-term debt at June 30, 2022 and December 31, 2021, was $ 499.2 million and $ 503.5 million, respectively. The fair value of the long-term debt at June 30, 2022 and December 31, 2021, was $ 497.9 million and $ 520.0 million, respectively.
8 .
Segment Information
The Company evaluates performance based on
operating income before divestiture & other related costs, share-based compensation, restructuring and other charges including operational improvement plan costs, interest expense, and income taxes (segment operating income). Total revenue and
segment operating income by business segment and geographic region include both sales to customers, as reported in the Company’s Consolidated Statements of Earnings, and intersegment sales, which are accounted for at prices that approximate market
prices and are eliminated in consolidation.
The Company determines its operating segments
based on information utilized by its chief operating decision maker to allocate resources and assess performance. The Company’s three
reportable segments are the Flavors & Extracts and Color segments, which are both managed on a product line basis, and the Asia Pacific segment, which is managed on a geographic basis. The Company’s Flavors & Extracts segment produces flavor,
extracts and essential oils products that impart a desired taste, texture, aroma, and other characteristics to a broad range of consumer and other products. The Color segment produces natural and synthetic color systems for use in foods, beverages,
pharmaceuticals, and nutraceuticals; colors and other ingredients for cosmetics, such as active ingredients, solubilizers, and surface treated pigments; pharmaceutical and nutraceutical excipients, such as colors, flavors, coatings, and nutraceutical
ingredients; and technical colors for industrial applications. The Asia Pacific segment is managed on a geographic basis and produces and distributes color and flavor products for the Asia Pacific countries. The Company’s corporate expenses,
divestiture & other related costs, share-based compensation, operational improvement plan expenses, and other costs are included in the “Corporate & Other” category.
Divestiture & other related costs and
restructuring and other costs, including the Operational Improvement Plan costs, for the three and six months ended June 30, 2021, are further described in Note 2, Divestitures , and Note 3, Operational Improvement Plan , and are included in the operating income (loss) results in Corporate & Other below. There were no divestiture & other related costs or Operational Improvement Plan costs for
the three and six months ended June 30, 2022. In addition, the Company’s corporate expenses and share-based compensation are included in Corporate & Other.
9
Index
Operating results by segment for the periods
presented are as follows:
(In thousands)
Flavors &
Extracts
Color
Asia
Pacific
Corporate
& Other
Consolidated
Three months ended June 30 , 2022 :
Revenue from
external customers
$
182,415
$
152,070
$
37,221
$
-
$
371,706
Intersegment
revenue
6,922
4,198
107
-
11,227
Total revenue
$
189,337
$
156,268
$
37,328
$
-
$
382,933
Operating
income (loss)
$
30,013
$
31,178
$
7,721
$
( 13,668
)
$
55,244
Interest
expense
-
-
-
3,083
3,083
Earnings (loss)
before income taxes
$
30,013
$
31,178
$
7,721
$
( 16,751
)
$
52,161
Three months ended June 30 , 2021 :
Revenue from
external customers
$
174,699
$
128,830
$
32,298
$
-
$
335,827
Intersegment
revenue
4,702
4,377
19
-
9,098
Total revenue
$
179,401
$
133,207
$
32,317
$
-
$
344,925
Operating
income (loss)
$
24,536
$
25,615
$
5,793
$
( 20,191
)
$
35,753
Interest
expense
-
-
-
3,322
3,322
Earnings (loss)
before income taxes
$
24,536
$
25,615
$
5,793
$
( 23,513
)
$
32,431
(In thousands)
Flavors &
Extracts
Color
Asia
Pacific
Corporate
& Other
Consolidated
Six months ended June 30 ,
2022 :
Revenue from
external customers
$
357,617
$
295,998
$
73,612
$
-
$
727,227
Intersegment
revenue
14,447
8,708
181
-
23,336
Total revenue
$
372,064
$
304,706
$
73,793
$
-
$
750,563
Operating
income (loss)
$
57,592
$
61,835
$
15,925
$
( 27,319
)
$
108,033
Interest
expense
-
-
-
6,076
6,076
Earnings (loss)
before income taxes
$
57,592
$
61,835
$
15,925
$
( 33,395
)
$
101,957
Six months ended June 30 ,
2021 :
Revenue from
external customers
$
369,360
$
260,031
$
66,138
$
-
$
695,529
Intersegment
revenue
10,952
8,896
19
-
19,867
Total revenue
$
380,312
$
268,927
$
66,157
$
-
$
715,396
Operating
income (loss)
$
51,554
$
52,209
$
12,545
$
( 33,658
)
$
82,650
Interest
expense
-
-
-
6,755
6,755
Earnings (loss)
before income taxes
$
51,554
$
52,209
$
12,545
$
( 40,413
)
$
75,895
10
Index
Product Lines
(In thousands)
Flavors &
Extracts
Color
Asia Pacific
Consolidated
Three months ended June 30 , 2022 :
Flavors,
Extracts & Flavor Ingredients
$
130,578
$
-
$
-
$
130,578
Natural
Ingredients
58,759
-
-
58,759
Food &
Pharmaceutical Colors
-
113,784
-
113,784
Personal Care
-
42,116
-
42,116
Inks
-
368
-
368
Asia Pacific
-
-
37,328
37,328
Intersegment
Revenue
( 6,922
)
( 4,198
)
( 107
)
( 11,227
)
Total revenue
from external customers
$
182,415
$
152,070
$
37,221
$
371,706
Three months ended June 30 , 2021 :
Flavors,
Extracts & Flavor Ingredients
$
117,684
$
-
$
-
$
117,684
Natural
Ingredients
60,302
-
-
60,302
Yogurt Fruit
Preparations
1,415
-
-
1,415
Food &
Pharmaceutical Colors
-
94,092
-
94,092
Personal Care
-
38,323
-
38,323
Inks
-
792
-
792
Asia Pacific
-
-
32,317
32,317
Intersegment
Revenue
( 4,702
)
( 4,377
)
( 19
)
( 9,098
)
Total revenue
from external customers
$
174,699
$
128,830
$
32,298
$
335,827
(In thousands)
Flavors &
Extracts
Color
Asia Pacific
Consolidated
Six months ended June 30 ,
2022 :
Flavors,
Extracts & Flavor Ingredients
$
257,096
$
-
$
-
$
257,096
Natural
Ingredients
114,968
-
-
114,968
Food &
Pharmaceutical Colors
-
216,893
-
216,893
Personal Care
-
86,962
-
86,962
Inks
-
851
-
851
Asia Pacific
-
-
73,793
73,793
Intersegment
Revenue
( 14,447
)
( 8,708
)
( 181
)
( 23,336
)
Total revenue
from external customers
$
357,617
$
295,998
$
73,612
$
727,227
Six months ended June 30, 2021:
Flavors,
Extracts & Flavor Ingredients
$
231,502
$
-
$
-
$
231,502
Natural
Ingredients
122,506
-
-
122,506
Fragrances
22,739
-
-
22,739
Yogurt Fruit
Preparations
3,565
-
-
3,565
Food &
Pharmaceutical Colors
-
187,877
-
187,877
Personal Care
-
79,838
-
79,838
Inks
-
1,212
-
1,212
Asia Pacific
-
-
66,157
66,157
Intersegment
Revenue
( 10,952
)
( 8,896
)
( 19
)
( 19,867
)
Total revenue
from external customers
$
369,360
$
260,031
$
66,138
$
695,529
11
Index
Geographic Markets
(In thousands)
Flavors &
Extracts
Color
Asia Pacific
Consolidated
Three months ended June 30 , 2022 :
North America
$
138,885
$
79,360
$
2
$
218,247
Europe
31,165
39,615
50
70,830
Asia Pacific
6,800
16,413
36,807
60,020
Other
5,565
16,682
362
22,609
Total revenue
from external customers
$
182,415
$
152,070
$
37,221
$
371,706
Three months ended June 30 , 2021 :
North America
$
128,665
$
57,264
$
37
$
185,966
Europe
32,654
37,906
54
70,614
Asia Pacific
8,161
18,543
31,794
58,498
Other
5,219
15,117
413
20,749
Total revenue
from external customers
$
174,699
$
128,830
$
32,298
$
335,827
(In thousands)
Flavors &
Extracts
Color
Asia Pacific
Consolidated
Six months ended June 30 ,
2022 :
North America
$
265,587
$
149,288
$
60
$
414,935
Europe
63,770
81,593
131
145,494
Asia Pacific
16,537
32,429
70,789
119,755
Other
11,723
32,688
2,632
47,043
Total revenue
from external customers
$
357,617
$
295,998
$
73,612
$
727,227
Six months ended June 30 ,
2021 :
North America
$
258,308
$
120,934
$
62
$
379,304
Europe
77,222
75,184
76
152,482
Asia Pacific
17,878
33,381
64,352
115,611
Other
15,952
30,532
1,648
48,132
Total revenue
from external customers
$
369,360
$
260,031
$
66,138
$
695,529
9.
Retirement Plans
The Company’s components of annual benefit cost for the defined benefit plans for
the periods presented are as follows:
Three Months Ended
June 30,
Six Months Ended
June 30 ,
(In thousands)
2022
2021
2022
2021
Service cost
$
407
$
437
$
815
$
873
Interest cost
240
214
484
426
Expected return on plan assets
( 199
)
( 185
)
( 404
)
( 369
)
Recognized actuarial loss
12
69
24
138
Total defined benefit expense
$
460
$
535
$
919
$
1,068
The Company’s non-service cost portion of defined benefit expense is recorded in Interest Expense on the Company’s Consolidated Statements of Earnings. The Company’s service cost portion of defined benefit expense is recorded in Selling and Administrative
Expenses on the Company’s Consolidated Statements of Earnings.
10.
Derivative Instruments and Hedging
Activity
The
Company may use forward exchange contracts and foreign currency denominated debt to manage its exposure to foreign exchange risk in order to reduce the effect of fluctuating foreign currencies on short-term foreign currency denominated intercompany
transactions, non-functional currency raw material purchases, non-functional currency sales, and other known foreign currency exposures. These forward exchange contracts generally have maturities of less than 18 months. The Company’s primary hedging activities and their accounting treatment are summarized below.
Forward exchange contracts – Certain forward exchange contracts have been designated as cash flow hedges. The Company had $ 37.0 million and $ 48.6 million of forward
exchange contracts designated as cash flow hedges outstanding as of June 30, 2022 and December 31, 2021, respectively. For the three and six months ended June 30, 2022 , amounts reclassified into net earnings in the Company’s Consolidated Statement of Earnings that offset the underlying transactions’
impact on earnings in the same period were not material. For the three and six months ended June 30, 2021, gains of $ 0.5 million and $ 0.8 million, respectively, were reclassified into net earnings in the Company’s Consolidated Statement of Earnings that offset the underlying
transactions’ impact on earnings in the same period. In addition, the Company utilizes forward exchange contracts that are not designated as cash flow hedges. The results of these transactions were not material to the financial statements of the
Company.
Net investment hedges – The Company has designated certain foreign currency denominated long-term borrowings as partial hedges of the Company’s foreign currency net asset positions. As of June 30, 2022 and December 31, 2021 , the total value of the
Company’s net investment hedges was $ 265.4 million and $ 289.5 million, respectively. These net investment hedges included Euro and British Pound denominated long-term debt. Changes in the fair value of this debt attributable to changes in the
spot foreign exchange rate are recorded in foreign currency translation in Other Comprehensive Income (OCI). For the three months ended June 30, 2022 and 2021, the impact of foreign exchange rates on these debt instruments decreased debt by $ 16.2 million and increased debt by $ 2.7 million, respectively, which has
been recorded as foreign currency translation in OCI. For the six months ended June 30, 2022 and 2021, the impact of foreign exchange rates on these debt instruments decreased debt by $ 24.1 million and $ 6.9 million, respectively, which has been
recorded as foreign currency translation in OCI. For the three and six months ended June 30, 2021, losses of $ 4.2 million were reclassified into net earnings in the Company’s
Consolidated Statement of Earnings related to the Euro net investment hedge in connection with the sale of the fragrances product line. See Note 2, Divestitures , for additional information.
12
Index
11.
Income Taxes
The effective income tax ra tes for the three months ended June 30, 2022
and 2021 were 25.9 % and 20.0 %,
respectively. For the six months ended June 30, 2022 and 2021, the effective income tax rates were 25.7 % and 24.1 %, respectively. The effective tax rates for the three and six months ended June 30, 2022 and 2021 were both impacted by changes in estimates
associated with the finalization of prior year foreign tax items and the mix of foreign earnings. The three and six months ended June 30, 2021 were also impacted by changes in valuation allowances and an audit settlement.
12.
Accumulated Other Comprehensive Income
The following table summarizes the changes in OCI during the three
and six month periods ended June 30, 2022 and 2021:
(In thousands)
Cash Flow
Hedges (1)
Pension
Items (1)
Foreign
Currency
Items
Total
Balances at December 31, 2021
$
206
$
( 353
)
$
( 174,481
)
$
( 174,628
)
Other comprehensive income (loss)
before reclassifications
136
-
( 28,202
)
( 28,066
)
Amounts reclassified from OCI
( 494
)
16
-
( 478
)
Balances at June 30 , 2022
$
( 152
)
$
( 337
)
$
( 202,683
)
$
( 203,172
)
(In thousands)
Cash Flow
Hedges (1)
Pension
Items (1)
Foreign
Currency
Items
Total
Balances at March 31, 2022
$
106
$
( 345
)
$
( 174,626
)
$
( 174,865
)
Other comprehensive loss before
reclassifications
( 106
)
-
( 28,057
)
( 28,163
)
Amounts reclassified from OCI
( 152
)
8
-
( 144
)
Balances at June 30 , 2022
$
( 152
)
$
( 337
)
$
( 202,683
)
$
( 203,172
)
(In thousands)
Cash Flow
Hedges (1)
Pension
Items (1)
Foreign
Currency
Items
Total
Balances at December 31, 2020
$
749
$
( 1,965
)
$
( 157,875
)
$
( 159,091
)
Other comprehensive income (loss)
before reclassifications
844
-
( 7,196
)
( 6,352
)
Amounts reclassified from OCI
( 776
)
104
10,194
9,522
Balances at June 30 , 2021
$
817
$
( 1,861
)
$
( 154,877
)
$
( 155,921
)
Cash Flow
Hedges (1)
Pension
Items (1)
Foreign
Currency
Items
Total
Balances at March 31, 2021
$
1,180
$
( 1,913
)
$
( 173,497
)
$
( 174,230
)
Other comprehensive income before
reclassifications
124
-
8,427
8,551
Amounts reclassified from OCI
( 487
)
52
10,193
9,758
Balances at June 30 , 2021
$
817
$
( 1,861
)
$
( 154,877
)
$
( 155,921
)
(1)
Cash Flow Hedges and Pension Items are net of tax.
13
Index
13.
Commitments and Contingencies
Agar
v. Sensient Natural Ingredients LLC
On
March 29, 2019, Calvin Agar (Agar), a former employee, filed a Class Action Complaint in Stanislaus County Superior Court against Sensient Natural Ingredients LLC (SNI). On May 22, 2019, Agar filed a First Amended Class Action Complaint against SNI
(the Complaint). Agar alleges that SNI improperly reported overtime pay on employees’ wage statements, in violation of the California Labor Code. The Complaint alleges two causes of action, both of which concern the wage statements.
The
Complaint does not allege that SNI failed to pay any overtime due to Agar or any of the putative class or group members. The Complaint merely challenges the manner in which SNI has reported overtime pay on its wage statements.
SNI
maintains that it has accurately paid Agar and the putative class members for all overtime worked, and that they have not experienced any harm. SNI further maintains that the format of its wage statements does not violate the requirements of state
law or any specific guidance from California decisional law, the California Division of Labor Standards Enforcement, or the California Labor Commissioner’s Office. Finally, SNI contended that certain of the state law claims are subject to mandatory
individual arbitration.
SNI filed its Answer and Affirmative Defenses
to the Complaint on July 10, 2019. The parties participated in an early mediation in the case in December 2019, which was not successful. On March 17, 2020, the Court granted Agar leave to file a Second Amended Complaint, which removed the claim
that SNI had asserted was subject to mandatory individual arbitration. SNI filed a Demurrer to the Second Amended Complaint, seeking dismissal of the remaining claim, on May 1, 2020. The Court overruled the Demurrer on September 1, 2020. SNI
requested discretionary appellate review of this decision. The Court of Appeal of the State of California, Fifth Appellate District granted SNI’s application on February 19, 2021 and ordered briefing by the Parties. Oral argument was held
on April 5, 2022. On April 18, 2022, the Court of Appeal ruled that a peremptory writ of mandate should be issued directing the trial court to set aside its prior order overruling SNI’s Demurrer to the complaint and to enter an order sustaining
SNI’s Demurrer without leave to amend, which has the effect of dismissing Agar’s complaint against SNI. Agar did not file a petition for review with the California Supreme Court, and therefore, the Court of Appeal’s decision was considered final as
of June 20, 2022.
Kelley
v. Sensient Natural Ingredients LLC; Walters v. Sensient Natural Ingredients LLC
On
March 4, 2020, Monique Kelley filed a Class Action Complaint against SNI in Merced County Superior Court in California. Ms. Kelley worked at SNI for less than a week in 2017 through a temporary staffing company. Ms. Kelley has brought suit for
purported violations of the California Labor Code and the California Business and Professions Code on her own behalf, and on behalf of all current and former California-based hourly-paid or non-exempt employees of SNI. Ms. Kelley specifically
asserts claims for unpaid overtime wages, unpaid minimum wages, unpaid meal and rest break premiums, failure to timely pay final wages upon termination, non-compliant wage statements, and unreimbursed business expenses. SNI filed a Demurrer on May
21, 2020, seeking dismissal of the Complaint in its entirety on the grounds that it contains only boilerplate allegations that fail to state facts sufficient to constitute a cause of action, and it is otherwise uncertain, ambiguous, and
unintelligible. SNI further sought dismissal of one cause of action based upon the statute of limitations. SNI simultaneously filed a Motion to Strike certain allegations in the Complaint as improperly pled. The Court sustained the Demurrer with
leave to amend on August 25, 2020. The Court also granted the Motion to Strike. Ms. Kelley has amended her original pleading, asserting the same causes of action, to which SNI has filed a responsive pleading. The parties have begun discovery.
On
April 26, 2021, the same law firm representing Ms. Kelley filed an additional notice with the State of California of the intent to pursue a claim on a representative basis pursuant to PAGA. This notice was served on behalf of Patrick Walters, an
employee of SNI. The notice states the intent to pursue relief on behalf of Mr. Walters as well as other alleged aggrieved employees, identified as all current and former hourly or non-exempt employees of SNI, whether hired directly or through
staffing agencies. The notice alleges that SNI failed to properly pay Mr. Walters and the other alleged aggrieved employees for all hours worked, failed to properly provide or compensate minimum and overtime wages and for meal and rest breaks,
failed to issue compliant wage statements, and failed to reimburse for all necessary business-related expenses, in violation of the California Labor Code and California Industrial Welfare Commission Orders. On July 30, 2021, Mr. Walters filed a
Complaint in Merced County Superior Court asserting the claims set forth in his PAGA notice. SNI filed its Answer and Affirmative Defenses in response. Ms. Kelley and Mr. Walters agreed to attempt a joint mediation with Ms. Sofia Rodriguez (see
case description below), which was scheduled for August 2022.
14
Index
On June
15, 2022, the United States Supreme Court issued its decision in Viking River Cruises, Inc. v. Moriana , 596 U.S. ___ (2022), in which the Court ruled that the Federal Arbitration Act requires enforcement of
an arbitration agreement that waives an employee’s right to bring individual claims under PAGA, and that an individual with such an agreement to arbitrate cannot bring representative claims on behalf of others. SNI has asserted in its Answer an
affirmative defense based upon the existence of an arbitration agreement between Walters and SNI requiring individual arbitration as the exclusive remedy for his claims. SNI withdrew its agreement to participate in the joint mediation in August
2022, based upon the changed legal landscape post- Viking River Cruises . SNI also has demanded that Walters submit his individual PAGA claims to arbitration in
accordance with his arbitration agreement. SNI intends to vigorously defend its interests in both the Kelley and Walters matters, absent a reasonable resolution.
Sofia
Rodriguez v. Sensient Natural Ingredients LLC and One Source Staffing Solutions, Inc.
On June
10, 2021, Sofia Rodriguez filed notice with the State of California of the intent to pursue a claim on a representative basis pursuant to PAGA. The notice was served on behalf of Ms. Rodriguez, who worked at SNI through One Source Staffing
Solutions, Inc. for five months in 2020. The notice states the intent to pursue relief on behalf of Ms. Rodriguez as well as other
alleged aggrieved employees, identified as all non-exempt employees who worked for Defendants in the State of California, and who were paid on an hourly basis. The notice alleges that SNI failed to allow Ms. Rodriguez and the other alleged
aggrieved employees to take statutorily required meal and rest periods. The notice further alleges that Defendants suffered and permitted Ms. Rodriguez and other alleged aggrieved employees to work off the clock, failed to pay for all hours worked,
failed to properly provide or compensate for minimum and overtime wages, failed to issue compliant wage statements, and failed to pay wages owed upon termination of employment, in violation of the California Labor Code. Ms. Rodriguez also asserts
that she was taken off the schedule and not returned to work after complaining about the alleged wage and hour violations set forth in the PAGA notice. On August 17, 2021, Ms. Rodriguez filed a Complaint in Stanislaus County Superior Court
asserting the claims set forth in her PAGA notice. SNI filed its Answer and Affirmative Defenses in response. Ms. Rodriguez agreed to attempt a joint mediation with Ms. Monique Kelley and Mr. Patrick Walters (see case descriptions above), which was
scheduled for August 2022. SNI withdrew its agreement to a joint mediation following the issuance of the decision in Viking River Cruises, Inc. SNI intends to vigorously defend its interests in the
Rodriguez matter, absent a reasonable resolution.
Other
Claims
The
Company is subject to various claims and litigation arising in the normal course of business. The Company establishes reserves for claims and proceedings when it is probable that liabilities exist and reasonable estimates of loss can be made. While
it is not possible to predict the outcome of these matters, based on our assessment of the facts and circumstances now known, we do not believe that these matters, individually or in the aggregate, will have a material adverse effect on our
financial position. However, actual outcomes may be different from those expected and could have a material effect on our results of operations or cash flows in a particular period.
See
Note 2, Divestitures, for information about estimated environmental remediation costs associated with our Granada, Spain location.
14.
Subsequent Event
On July 21, 2022 , the Company announced its quarterly dividend of $ 0.41 per share would be payable on September 1, 2022 .
15
Index
Text extracted from the filing as submitted to EDGAR. Formatting, tables and exhibits are simplified for reading; the original document is authoritative for anything you rely on.