0001122976false2021FYP3YP4YP2YP3Y33.3300011229762021-01-012021-12-3100011229762021-06-30iso4217:USD00011229762022-02-04xbrli:shares00011229762020-01-012020-12-3100011229762019-01-012019-12-31iso4217:USDxbrli:shares00011229762021-12-3100011229762020-12-3100011229762019-12-3100011229762018-12-310001122976us-gaap:CommonStockMember2018-12-310001122976us-gaap:TreasuryStockMember2018-12-310001122976us-gaap:AdditionalPaidInCapitalMember2018-12-310001122976us-gaap:RetainedEarningsMember2018-12-310001122976us-gaap:AccumulatedOtherComprehensiveIncomeMember2018-12-310001122976us-gaap:ParentMember2018-12-310001122976us-gaap:NoncontrollingInterestMember2018-12-310001122976us-gaap:RetainedEarningsMember2019-01-012019-12-310001122976us-gaap:ParentMember2019-01-012019-12-310001122976us-gaap:NoncontrollingInterestMember2019-01-012019-12-310001122976us-gaap:AccumulatedOtherComprehensiveIncomeMember2019-01-012019-12-310001122976us-gaap:TreasuryStockMember2019-01-012019-12-310001122976us-gaap:AdditionalPaidInCapitalMember2019-01-012019-12-310001122976us-gaap:CommonStockMember2019-12-310001122976us-gaap:TreasuryStockMember2019-12-310001122976us-gaap:AdditionalPaidInCapitalMember2019-12-310001122976us-gaap:RetainedEarningsMember2019-12-310001122976us-gaap:AccumulatedOtherComprehensiveIncomeMember2019-12-310001122976us-gaap:ParentMember2019-12-310001122976us-gaap:NoncontrollingInterestMember2019-12-310001122976us-gaap:RetainedEarningsMember2020-01-012020-12-310001122976us-gaap:ParentMember2020-01-012020-12-310001122976us-gaap:NoncontrollingInterestMember2020-01-012020-12-310001122976us-gaap:AccumulatedOtherComprehensiveIncomeMember2020-01-012020-12-310001122976us-gaap:TreasuryStockMember2020-01-012020-12-310001122976us-gaap:AdditionalPaidInCapitalMember2020-01-012020-12-310001122976us-gaap:ParentMember2021-01-012021-12-310001122976us-gaap:CommonStockMember2020-12-310001122976us-gaap:TreasuryStockMember2020-12-310001122976us-gaap:AdditionalPaidInCapitalMember2020-12-310001122976us-gaap:RetainedEarningsMember2020-12-310001122976us-gaap:AccumulatedOtherComprehensiveIncomeMember2020-12-310001122976us-gaap:ParentMember2020-12-310001122976us-gaap:NoncontrollingInterestMember2020-12-310001122976us-gaap:RetainedEarningsMember2021-01-012021-12-310001122976us-gaap:NoncontrollingInterestMember2021-01-012021-12-310001122976us-gaap:AccumulatedOtherComprehensiveIncomeMember2021-01-012021-12-310001122976us-gaap:TreasuryStockMember2021-01-012021-12-310001122976us-gaap:AdditionalPaidInCapitalMember2021-01-012021-12-310001122976us-gaap:CommonStockMember2021-12-310001122976us-gaap:TreasuryStockMember2021-12-310001122976us-gaap:AdditionalPaidInCapitalMember2021-12-310001122976us-gaap:RetainedEarningsMember2021-12-310001122976us-gaap:AccumulatedOtherComprehensiveIncomeMember2021-12-310001122976us-gaap:ParentMember2021-12-310001122976us-gaap:NoncontrollingInterestMember2021-12-31avnt:segment0001122976srt:MinimumMemberus-gaap:MachineryAndEquipmentMember2021-01-012021-12-310001122976us-gaap:MachineryAndEquipmentMembersrt:MaximumMember2021-01-012021-12-310001122976us-gaap:BuildingMembersrt:MaximumMember2021-01-012021-12-310001122976us-gaap:ComputerSoftwareIntangibleAssetMembersrt:MaximumMember2021-01-012021-12-310001122976srt:MaximumMember2021-01-012021-12-310001122976us-gaap:AccumulatedTranslationAdjustmentMember2018-12-310001122976us-gaap:AccumulatedDefinedBenefitPlansAdjustmentMember2018-12-310001122976us-gaap:AccumulatedGainLossNetCashFlowHedgeParentMember2018-12-310001122976us-gaap:AccumulatedTranslationAdjustmentMember2019-01-012019-12-310001122976us-gaap:AccumulatedGainLossNetCashFlowHedgeParentMember2019-01-012019-12-310001122976us-gaap:AccumulatedTranslationAdjustmentMember2019-12-310001122976us-gaap:AccumulatedDefinedBenefitPlansAdjustmentMember2019-12-310001122976us-gaap:AccumulatedGainLossNetCashFlowHedgeParentMember2019-12-310001122976us-gaap:AccumulatedTranslationAdjustmentMember2020-01-012020-12-310001122976us-gaap:AccumulatedGainLossNetCashFlowHedgeParentMember2020-01-012020-12-310001122976us-gaap:AccumulatedTranslationAdjustmentMember2020-12-310001122976us-gaap:AccumulatedDefinedBenefitPlansAdjustmentMember2020-12-310001122976us-gaap:AccumulatedGainLossNetCashFlowHedgeParentMember2020-12-310001122976us-gaap:AccumulatedTranslationAdjustmentMember2021-01-012021-12-310001122976us-gaap:AccumulatedGainLossNetCashFlowHedgeParentMember2021-01-012021-12-310001122976us-gaap:AccumulatedTranslationAdjustmentMember2021-12-310001122976us-gaap:AccumulatedDefinedBenefitPlansAdjustmentMember2021-12-310001122976us-gaap:AccumulatedGainLossNetCashFlowHedgeParentMember2021-12-310001122976avnt:ClariantMBMember2020-07-012020-07-010001122976avnt:UnderwrittenPublicOfferingMember2020-02-012020-02-2900011229762020-05-012020-05-310001122976avnt:ClariantMBMember2020-12-310001122976avnt:ClariantMBMember2021-06-300001122976avnt:ClariantMBMember2021-01-012021-06-300001122976us-gaap:CustomerRelatedIntangibleAssetsMemberavnt:ClariantMBMember2020-12-310001122976us-gaap:CustomerRelatedIntangibleAssetsMemberavnt:ClariantMBMember2021-01-012021-06-300001122976us-gaap:CustomerRelatedIntangibleAssetsMemberavnt:ClariantMBMember2021-06-300001122976us-gaap:TrademarksAndTradeNamesMemberavnt:ClariantMBMember2020-12-310001122976us-gaap:TrademarksAndTradeNamesMemberavnt:ClariantMBMember2021-01-012021-06-300001122976us-gaap:TrademarksAndTradeNamesMemberavnt:ClariantMBMember2021-06-300001122976avnt:PatentsTechnologyAndOtherIntangibleAssetMemberavnt:ClariantMBMember2020-12-310001122976avnt:PatentsTechnologyAndOtherIntangibleAssetMemberavnt:ClariantMBMember2021-01-012021-06-300001122976avnt:PatentsTechnologyAndOtherIntangibleAssetMemberavnt:ClariantMBMember2021-06-300001122976avnt:ClariantMBMember2020-07-010001122976srt:MinimumMember2020-07-012020-07-010001122976srt:MaximumMember2020-07-012020-07-010001122976avnt:ClariantMBMember2020-01-012020-12-310001122976avnt:ClariantMBMember2019-01-012019-12-310001122976avnt:ClariantMBMemberavnt:ExpenseAdjustmentMember2020-01-012020-12-310001122976avnt:ClariantMBMemberavnt:ExpenseAdjustmentMember2019-01-012019-12-310001122976us-gaap:FairValueAdjustmentToInventoryMemberavnt:ClariantMBMember2020-01-012020-12-310001122976us-gaap:InterestExpenseMemberavnt:ClariantMBMember2020-01-012020-12-310001122976avnt:MagnaColoursMember2021-07-012021-07-010001122976avnt:MagnaColoursMember2021-07-010001122976srt:MinimumMemberavnt:MagnaColoursMember2021-07-012021-07-010001122976avnt:MagnaColoursMembersrt:MaximumMember2021-07-012021-07-010001122976avnt:PlastiCompInc.Member2018-05-130001122976avnt:FiberLineLLCMember2019-01-02avnt:period0001122976avnt:FiberLineLLCMember2020-01-012020-03-310001122976us-gaap:DiscontinuedOperationsDisposedOfBySaleMemberavnt:PerformanceProductsAndSolutionsMember2019-10-250001122976us-gaap:DiscontinuedOperationsDisposedOfBySaleMemberavnt:PerformanceProductsAndSolutionsMember2019-10-252019-10-250001122976us-gaap:DiscontinuedOperationsDisposedOfBySaleMemberavnt:PerformanceProductsAndSolutionsMember2021-01-012021-12-310001122976us-gaap:DiscontinuedOperationsDisposedOfBySaleMemberavnt:PerformanceProductsAndSolutionsMember2020-01-012020-12-310001122976us-gaap:DiscontinuedOperationsDisposedOfBySaleMemberavnt:PerformanceProductsAndSolutionsMember2019-01-012019-12-310001122976avnt:SpecialtyEngineeredMaterialsMember2019-12-310001122976avnt:ColorAdditivesAndInksMember2019-12-310001122976avnt:DistributionMember2019-12-310001122976avnt:SpecialtyEngineeredMaterialsMember2020-01-012020-12-310001122976avnt:ColorAdditivesAndInksMember2020-01-012020-12-310001122976avnt:DistributionMember2020-01-012020-12-310001122976avnt:SpecialtyEngineeredMaterialsMember2020-12-310001122976avnt:ColorAdditivesAndInksMember2020-12-310001122976avnt:DistributionMember2020-12-310001122976avnt:SpecialtyEngineeredMaterialsMember2021-01-012021-12-310001122976avnt:ColorAdditivesAndInksMember2021-01-012021-12-310001122976avnt:DistributionMember2021-01-012021-12-310001122976avnt:SpecialtyEngineeredMaterialsMember2021-12-310001122976avnt:ColorAdditivesAndInksMember2021-12-310001122976avnt:DistributionMember2021-12-310001122976us-gaap:CustomerRelationshipsMember2021-12-310001122976avnt:PatentsTechnologyAndOtherMember2021-12-310001122976us-gaap:TradeNamesMember2021-12-310001122976us-gaap:CustomerRelationshipsMember2020-12-310001122976avnt:PatentsTechnologyAndOtherMember2020-12-310001122976us-gaap:TradeNamesMember2020-12-310001122976avnt:ClariantColorAcquisitionIntegrationRestructuringPlanMemberus-gaap:CostOfSalesMember2021-01-012021-12-310001122976avnt:ClariantColorAcquisitionIntegrationRestructuringPlanMemberus-gaap:CostOfSalesMember2020-01-012020-12-310001122976avnt:ClariantColorAcquisitionIntegrationRestructuringPlanMemberus-gaap:SellingGeneralAndAdministrativeExpensesMember2021-01-012021-12-310001122976avnt:ClariantColorAcquisitionIntegrationRestructuringPlanMemberus-gaap:SellingGeneralAndAdministrativeExpensesMember2020-01-012020-12-310001122976avnt:ClariantColorAcquisitionIntegrationRestructuringPlanMember2021-12-310001122976us-gaap:CostOfSalesMember2021-01-012021-12-310001122976us-gaap:CostOfSalesMember2020-01-012020-12-310001122976us-gaap:SellingGeneralAndAdministrativeExpensesMember2021-01-012021-12-310001122976us-gaap:SellingGeneralAndAdministrativeExpensesMember2020-01-012020-12-310001122976avnt:RevolvingCreditFacilityDue2022Memberus-gaap:RevolvingCreditFacilityMember2021-12-310001122976avnt:RevolvingCreditFacilityDue2022Memberus-gaap:RevolvingCreditFacilityMember2021-01-012021-12-31xbrli:pure0001122976us-gaap:SeniorNotesMemberavnt:FivePointTwentyFivePercentSeniorNotesDueTwoThousandAndTwentyThreeMember2020-12-310001122976us-gaap:SeniorNotesMemberavnt:FivePointTwentyFivePercentSeniorNotesDueTwoThousandAndTwentyThreeMember2021-12-310001122976us-gaap:SeniorNotesMemberavnt:FivePointTwentyFivePercentSeniorNotesDueTwoThousandAndTwentyThreeMember2021-01-012021-12-310001122976us-gaap:SeniorNotesMemberavnt:A575SeniorNotesDue2025Member2021-12-310001122976us-gaap:SeniorNotesMemberavnt:A575SeniorNotesDue2025Member2021-01-012021-12-310001122976us-gaap:SecuredDebtMemberavnt:SeniorTermLoanDue2026Member2021-12-310001122976us-gaap:SecuredDebtMemberavnt:SeniorTermLoanDue2026Member2021-01-012021-12-310001122976us-gaap:OtherDebtSecuritiesMember2021-12-310001122976avnt:RevolvingCreditFacilityDue2022Memberus-gaap:RevolvingCreditFacilityMember2020-12-310001122976avnt:RevolvingCreditFacilityDue2022Memberus-gaap:RevolvingCreditFacilityMember2020-01-012020-12-310001122976us-gaap:SeniorNotesMemberavnt:FivePointTwentyFivePercentSeniorNotesDueTwoThousandAndTwentyThreeMember2020-01-012020-12-310001122976us-gaap:SeniorNotesMemberavnt:A575SeniorNotesDue2025Member2020-12-310001122976us-gaap:SeniorNotesMemberavnt:A575SeniorNotesDue2025Member2020-01-012020-12-310001122976us-gaap:SecuredDebtMemberavnt:SeniorTermLoanDue2026Member2020-12-310001122976us-gaap:SecuredDebtMemberavnt:SeniorTermLoanDue2026Member2020-01-012020-12-310001122976us-gaap:OtherDebtSecuritiesMember2020-12-310001122976avnt:CreditAgreementMemberus-gaap:RevolvingCreditFacilityMember2021-10-260001122976avnt:RevolvingCreditFacilityDue2022Memberavnt:EuropeanLineOfCreditMember2019-06-280001122976us-gaap:LondonInterbankOfferedRateLIBORMemberavnt:RevolvingCreditFacilityDue2022Memberavnt:EuropeanLineOfCreditMember2019-06-282019-06-280001122976avnt:RevolvingCreditFacilityDue2022Memberavnt:EuropeanLineOfCreditMember2021-12-310001122976avnt:RevolvingCreditFacilityDue2022Memberavnt:EuropeanLineOfCreditMember2020-12-310001122976avnt:A525SeniorNotesMember2013-02-280001122976us-gaap:SeniorNotesMemberavnt:A575SeniorNotesDue2025Member2020-05-130001122976us-gaap:SeniorNotesMemberavnt:A575SeniorNotesDue2025Member2020-05-132020-05-130001122976us-gaap:SecuredDebtMemberavnt:SeniorTermLoanDue2026Member2018-04-112018-04-110001122976us-gaap:SecuredDebtMemberavnt:SeniorTermLoanDue2026Memberus-gaap:PrimeRateMember2018-04-112018-04-110001122976us-gaap:SecuredDebtMemberavnt:SeniorTermLoanDue2026Memberavnt:FloorMember2018-04-112018-04-110001122976avnt:SeniorTermLoanDue2026Member2016-08-030001122976us-gaap:ForeignLineOfCreditMemberavnt:SaudiHollandiBankCreditFacilityMember2021-12-310001122976us-gaap:ForeignLineOfCreditMemberavnt:SaudiHollandiBankCreditFacilityMember2020-12-310001122976us-gaap:LandAndLandImprovementsMember2021-12-310001122976us-gaap:LandAndLandImprovementsMember2020-12-310001122976us-gaap:BuildingMember2021-12-310001122976us-gaap:BuildingMember2020-12-310001122976us-gaap:MachineryAndEquipmentMember2021-12-310001122976us-gaap:MachineryAndEquipmentMember2020-12-310001122976us-gaap:OtherCurrentLiabilitiesMember2021-12-310001122976us-gaap:OtherCurrentLiabilitiesMember2020-12-310001122976us-gaap:OtherNoncurrentLiabilitiesMember2021-12-310001122976us-gaap:OtherNoncurrentLiabilitiesMember2020-12-310001122976us-gaap:PensionPlansDefinedBenefitMember2020-12-310001122976us-gaap:PensionPlansDefinedBenefitMember2019-12-310001122976us-gaap:DefinedBenefitPostretirementHealthCoverageMember2020-12-310001122976us-gaap:DefinedBenefitPostretirementHealthCoverageMember2019-12-310001122976us-gaap:PensionPlansDefinedBenefitMember2021-01-012021-12-310001122976us-gaap:PensionPlansDefinedBenefitMember2020-01-012020-12-310001122976us-gaap:DefinedBenefitPostretirementHealthCoverageMember2021-01-012021-12-310001122976us-gaap:DefinedBenefitPostretirementHealthCoverageMember2020-01-012020-12-310001122976us-gaap:PensionPlansDefinedBenefitMember2021-12-310001122976us-gaap:DefinedBenefitPostretirementHealthCoverageMember2021-12-310001122976us-gaap:PensionPlansDefinedBenefitMember2019-01-012019-12-310001122976us-gaap:DefinedBenefitPostretirementHealthCoverageMember2019-01-012019-12-3100011229762020-04-012020-06-300001122976us-gaap:PensionPlansDefinedBenefitMember2020-10-012020-12-310001122976us-gaap:FixedIncomeSecuritiesMember2021-12-310001122976us-gaap:DefinedBenefitPlanEquitySecuritiesMember2021-12-310001122976us-gaap:PensionPlansDefinedBenefitMemberus-gaap:DefinedBenefitPlanCashAndCashEquivalentsMemberus-gaap:FairValueInputsLevel1Member2021-12-310001122976us-gaap:PensionPlansDefinedBenefitMemberus-gaap:DefinedBenefitPlanCashAndCashEquivalentsMemberus-gaap:FairValueInputsLevel2Member2021-12-310001122976us-gaap:PensionPlansDefinedBenefitMemberus-gaap:DefinedBenefitPlanCashAndCashEquivalentsMemberus-gaap:FairValueInputsLevel3Member2021-12-310001122976us-gaap:PensionPlansDefinedBenefitMemberus-gaap:FairValueInputsLevel12And3Memberus-gaap:DefinedBenefitPlanCashAndCashEquivalentsMember2021-12-310001122976us-gaap:PensionPlansDefinedBenefitMemberavnt:DefinedBenefitPlanAssetsBondsAndNotesMemberus-gaap:FairValueInputsLevel1Member2021-12-310001122976us-gaap:PensionPlansDefinedBenefitMemberavnt:DefinedBenefitPlanAssetsBondsAndNotesMemberus-gaap:FairValueInputsLevel2Member2021-12-310001122976us-gaap:PensionPlansDefinedBenefitMemberavnt:DefinedBenefitPlanAssetsBondsAndNotesMemberus-gaap:FairValueInputsLevel3Member2021-12-310001122976us-gaap:PensionPlansDefinedBenefitMemberus-gaap:FairValueInputsLevel12And3Memberavnt:DefinedBenefitPlanAssetsBondsAndNotesMember2021-12-310001122976us-gaap:PensionPlansDefinedBenefitMemberavnt:DefinedBenefitPlanGlobalEquityMemberus-gaap:FairValueInputsLevel1Member2021-12-310001122976us-gaap:PensionPlansDefinedBenefitMemberavnt:DefinedBenefitPlanGlobalEquityMemberus-gaap:FairValueInputsLevel2Member2021-12-310001122976us-gaap:PensionPlansDefinedBenefitMemberavnt:DefinedBenefitPlanGlobalEquityMemberus-gaap:FairValueInputsLevel3Member2021-12-310001122976us-gaap:PensionPlansDefinedBenefitMemberus-gaap:FairValueInputsLevel12And3Memberavnt:DefinedBenefitPlanGlobalEquityMember2021-12-310001122976us-gaap:PensionPlansDefinedBenefitMemberus-gaap:FairValueInputsLevel1Memberavnt:DefinedBenefitPlanOtherAssetsMember2021-12-310001122976us-gaap:PensionPlansDefinedBenefitMemberus-gaap:FairValueInputsLevel2Memberavnt:DefinedBenefitPlanOtherAssetsMember2021-12-310001122976us-gaap:PensionPlansDefinedBenefitMemberus-gaap:FairValueInputsLevel3Memberavnt:DefinedBenefitPlanOtherAssetsMember2021-12-310001122976us-gaap:PensionPlansDefinedBenefitMemberus-gaap:FairValueInputsLevel12And3Memberavnt:DefinedBenefitPlanOtherAssetsMember2021-12-310001122976us-gaap:PensionPlansDefinedBenefitMemberus-gaap:FairValueInputsLevel1Member2021-12-310001122976us-gaap:PensionPlansDefinedBenefitMemberus-gaap:FairValueInputsLevel2Member2021-12-310001122976us-gaap:PensionPlansDefinedBenefitMemberus-gaap:FairValueInputsLevel3Member2021-12-310001122976us-gaap:PensionPlansDefinedBenefitMemberus-gaap:FairValueInputsLevel12And3Member2021-12-310001122976us-gaap:PensionPlansDefinedBenefitMemberavnt:DefinedBenefitPlanCommonCollectiveTrustDomesticEquityMemberus-gaap:FairValueMeasuredAtNetAssetValuePerShareMember2021-12-310001122976us-gaap:PensionPlansDefinedBenefitMemberavnt:DefinedBenefitPlanCommonCollectiveTrustInternationalEquityMemberus-gaap:FairValueMeasuredAtNetAssetValuePerShareMember2021-12-310001122976us-gaap:PensionPlansDefinedBenefitMemberavnt:DefinedBenefitPlanCommonCollectiveTrustGlobalEquityMemberus-gaap:FairValueMeasuredAtNetAssetValuePerShareMember2021-12-310001122976avnt:DefinedBenefitPlanCommonCollectiveTrustFixedIncomeMemberus-gaap:FairValueMeasuredAtNetAssetValuePerShareMember2021-12-310001122976us-gaap:PensionPlansDefinedBenefitMemberavnt:DefinedBenefitPlanCommonCollectiveTrustBalancedMemberus-gaap:FairValueMeasuredAtNetAssetValuePerShareMember2021-12-310001122976us-gaap:PensionPlansDefinedBenefitMemberus-gaap:DefinedBenefitPlanCommonCollectiveTrustMemberus-gaap:FairValueMeasuredAtNetAssetValuePerShareMember2021-12-310001122976us-gaap:PensionPlansDefinedBenefitMemberus-gaap:DefinedBenefitPlanCashAndCashEquivalentsMemberus-gaap:FairValueInputsLevel1Member2020-12-310001122976us-gaap:PensionPlansDefinedBenefitMemberus-gaap:DefinedBenefitPlanCashAndCashEquivalentsMemberus-gaap:FairValueInputsLevel2Member2020-12-310001122976us-gaap:PensionPlansDefinedBenefitMemberus-gaap:DefinedBenefitPlanCashAndCashEquivalentsMemberus-gaap:FairValueInputsLevel3Member2020-12-310001122976us-gaap:PensionPlansDefinedBenefitMemberus-gaap:FairValueInputsLevel12And3Memberus-gaap:DefinedBenefitPlanCashAndCashEquivalentsMember2020-12-310001122976us-gaap:PensionPlansDefinedBenefitMemberavnt:DefinedBenefitPlanAssetsBondsAndNotesMemberus-gaap:FairValueInputsLevel1Member2020-12-310001122976us-gaap:PensionPlansDefinedBenefitMemberavnt:DefinedBenefitPlanAssetsBondsAndNotesMemberus-gaap:FairValueInputsLevel2Member2020-12-310001122976us-gaap:PensionPlansDefinedBenefitMemberavnt:DefinedBenefitPlanAssetsBondsAndNotesMemberus-gaap:FairValueInputsLevel3Member2020-12-310001122976us-gaap:PensionPlansDefinedBenefitMemberus-gaap:FairValueInputsLevel12And3Memberavnt:DefinedBenefitPlanAssetsBondsAndNotesMember2020-12-310001122976us-gaap:PensionPlansDefinedBenefitMemberavnt:DefinedBenefitPlanGlobalEquityMemberus-gaap:FairValueInputsLevel1Member2020-12-310001122976us-gaap:PensionPlansDefinedBenefitMemberavnt:DefinedBenefitPlanGlobalEquityMemberus-gaap:FairValueInputsLevel2Member2020-12-310001122976us-gaap:PensionPlansDefinedBenefitMemberavnt:DefinedBenefitPlanGlobalEquityMemberus-gaap:FairValueInputsLevel3Member2020-12-310001122976us-gaap:PensionPlansDefinedBenefitMemberus-gaap:FairValueInputsLevel12And3Memberavnt:DefinedBenefitPlanGlobalEquityMember2020-12-310001122976us-gaap:PensionPlansDefinedBenefitMemberus-gaap:FairValueInputsLevel1Memberavnt:DefinedBenefitPlanOtherAssetsMember2020-12-310001122976us-gaap:PensionPlansDefinedBenefitMemberus-gaap:FairValueInputsLevel2Memberavnt:DefinedBenefitPlanOtherAssetsMember2020-12-310001122976us-gaap:PensionPlansDefinedBenefitMemberus-gaap:FairValueInputsLevel3Memberavnt:DefinedBenefitPlanOtherAssetsMember2020-12-310001122976us-gaap:PensionPlansDefinedBenefitMemberus-gaap:FairValueInputsLevel12And3Memberavnt:DefinedBenefitPlanOtherAssetsMember2020-12-310001122976us-gaap:PensionPlansDefinedBenefitMemberus-gaap:FairValueInputsLevel1Member2020-12-310001122976us-gaap:PensionPlansDefinedBenefitMemberus-gaap:FairValueInputsLevel2Member2020-12-310001122976us-gaap:PensionPlansDefinedBenefitMemberus-gaap:FairValueInputsLevel3Member2020-12-310001122976us-gaap:PensionPlansDefinedBenefitMemberus-gaap:FairValueInputsLevel12And3Member2020-12-310001122976us-gaap:PensionPlansDefinedBenefitMemberavnt:DefinedBenefitPlanCommonCollectiveTrustDomesticEquityMemberus-gaap:FairValueMeasuredAtNetAssetValuePerShareMember2020-12-310001122976us-gaap:PensionPlansDefinedBenefitMemberavnt:DefinedBenefitPlanCommonCollectiveTrustInternationalEquityMemberus-gaap:FairValueMeasuredAtNetAssetValuePerShareMember2020-12-310001122976us-gaap:PensionPlansDefinedBenefitMemberavnt:DefinedBenefitPlanCommonCollectiveTrustGlobalEquityMemberus-gaap:FairValueMeasuredAtNetAssetValuePerShareMember2020-12-310001122976avnt:DefinedBenefitPlanCommonCollectiveTrustFixedIncomeMemberus-gaap:FairValueMeasuredAtNetAssetValuePerShareMember2020-12-310001122976us-gaap:PensionPlansDefinedBenefitMemberavnt:DefinedBenefitPlanCommonCollectiveTrustBalancedMemberus-gaap:FairValueMeasuredAtNetAssetValuePerShareMember2020-12-310001122976us-gaap:PensionPlansDefinedBenefitMemberus-gaap:DefinedBenefitPlanCommonCollectiveTrustMemberus-gaap:FairValueMeasuredAtNetAssetValuePerShareMember2020-12-3100011229762020-02-29avnt:company0001122976avnt:CalvertCityMember2021-12-310001122976srt:AsiaMember2021-01-012021-12-310001122976srt:AsiaMember2020-01-012020-12-310001122976srt:AsiaMember2019-01-012019-12-310001122976srt:EuropeMember2021-01-012021-12-310001122976srt:EuropeMember2020-01-012020-12-310001122976srt:EuropeMember2019-01-012019-12-310001122976avnt:NorthAmericaAndSouthAmericaMember2021-01-012021-12-310001122976avnt:NorthAmericaAndSouthAmericaMember2020-01-012020-12-310001122976avnt:NorthAmericaAndSouthAmericaMember2019-01-012019-12-310001122976avnt:DeferredTaxLiabilitiesNoncurrentMember2021-12-310001122976avnt:DeferredTaxLiabilitiesNoncurrentMember2020-12-310001122976avnt:DomesticandForeignTaxAuthorityMember2020-01-012020-12-3100011229762018-01-012018-12-3100011229762020-05-310001122976us-gaap:StockAppreciationRightsSARSMember2021-01-012021-12-310001122976us-gaap:StockAppreciationRightsSARSMember2020-01-012020-12-310001122976us-gaap:StockAppreciationRightsSARSMember2019-01-012019-12-310001122976us-gaap:PerformanceSharesMember2021-01-012021-12-310001122976us-gaap:PerformanceSharesMember2020-01-012020-12-310001122976us-gaap:PerformanceSharesMember2019-01-012019-12-310001122976us-gaap:RestrictedStockUnitsRSUMember2021-01-012021-12-310001122976us-gaap:RestrictedStockUnitsRSUMember2020-01-012020-12-310001122976us-gaap:RestrictedStockUnitsRSUMember2019-01-012019-12-310001122976us-gaap:StockAppreciationRightsSARSMembersrt:MaximumMember2021-01-012021-12-310001122976us-gaap:StockAppreciationRightsSARSMember2020-12-310001122976us-gaap:StockAppreciationRightsSARSMember2021-12-310001122976us-gaap:RestrictedStockUnitsRSUMember2021-12-310001122976us-gaap:StockAppreciationRightsSARSMemberavnt:VestsRateablyOverThreeYearsMember2021-01-012021-12-31avnt:grade_resinavnt:injectionMoldersAndExtrudersavnt:supplier0001122976us-gaap:IntersegmentEliminationMemberavnt:ColorAdditivesAndInksMember2021-01-012021-12-310001122976us-gaap:OperatingSegmentsMemberavnt:ColorAdditivesAndInksMember2021-01-012021-12-310001122976us-gaap:IntersegmentEliminationMemberavnt:SpecialtyEngineeredMaterialsMember2021-01-012021-12-310001122976us-gaap:OperatingSegmentsMemberavnt:SpecialtyEngineeredMaterialsMember2021-01-012021-12-310001122976us-gaap:IntersegmentEliminationMemberavnt:DistributionMember2021-01-012021-12-310001122976us-gaap:OperatingSegmentsMemberavnt:DistributionMember2021-01-012021-12-310001122976avnt:OperatingSegmentsExcludingIntersegmentEliminationMember2021-01-012021-12-310001122976us-gaap:IntersegmentEliminationMember2021-01-012021-12-310001122976us-gaap:CorporateNonSegmentMember2021-01-012021-12-310001122976us-gaap:SegmentContinuingOperationsMember2021-01-012021-12-310001122976us-gaap:IntersegmentEliminationMemberavnt:ColorAdditivesAndInksMember2020-01-012020-12-310001122976us-gaap:OperatingSegmentsMemberavnt:ColorAdditivesAndInksMember2020-01-012020-12-310001122976us-gaap:IntersegmentEliminationMemberavnt:SpecialtyEngineeredMaterialsMember2020-01-012020-12-310001122976us-gaap:OperatingSegmentsMemberavnt:SpecialtyEngineeredMaterialsMember2020-01-012020-12-310001122976us-gaap:IntersegmentEliminationMemberavnt:DistributionMember2020-01-012020-12-310001122976us-gaap:OperatingSegmentsMemberavnt:DistributionMember2020-01-012020-12-310001122976avnt:OperatingSegmentsExcludingIntersegmentEliminationMember2020-01-012020-12-310001122976us-gaap:IntersegmentEliminationMember2020-01-012020-12-310001122976us-gaap:CorporateNonSegmentMember2020-01-012020-12-310001122976us-gaap:SegmentContinuingOperationsMember2020-01-012020-12-310001122976avnt:ColorAdditivesAndInksMember2019-01-012019-12-310001122976us-gaap:IntersegmentEliminationMemberavnt:ColorAdditivesAndInksMember2019-01-012019-12-310001122976us-gaap:OperatingSegmentsMemberavnt:ColorAdditivesAndInksMember2019-01-012019-12-310001122976avnt:SpecialtyEngineeredMaterialsMember2019-01-012019-12-310001122976us-gaap:IntersegmentEliminationMemberavnt:SpecialtyEngineeredMaterialsMember2019-01-012019-12-310001122976us-gaap:OperatingSegmentsMemberavnt:SpecialtyEngineeredMaterialsMember2019-01-012019-12-310001122976avnt:DistributionMember2019-01-012019-12-310001122976us-gaap:IntersegmentEliminationMemberavnt:DistributionMember2019-01-012019-12-310001122976us-gaap:OperatingSegmentsMemberavnt:DistributionMember2019-01-012019-12-310001122976avnt:OperatingSegmentsExcludingIntersegmentEliminationMember2019-01-012019-12-310001122976us-gaap:IntersegmentEliminationMember2019-01-012019-12-310001122976us-gaap:CorporateNonSegmentMember2019-01-012019-12-310001122976us-gaap:SegmentContinuingOperationsMember2019-01-012019-12-310001122976country:US2021-01-012021-12-310001122976country:US2020-01-012020-12-310001122976country:US2019-01-012019-12-310001122976country:CA2021-01-012021-12-310001122976country:CA2020-01-012020-12-310001122976country:CA2019-01-012019-12-310001122976country:MX2021-01-012021-12-310001122976country:MX2020-01-012020-12-310001122976country:MX2019-01-012019-12-310001122976srt:SouthAmericaMember2021-01-012021-12-310001122976srt:SouthAmericaMember2020-01-012020-12-310001122976srt:SouthAmericaMember2019-01-012019-12-310001122976us-gaap:OperatingSegmentsMemberavnt:ColorAdditivesAndInksMember2021-12-310001122976us-gaap:OperatingSegmentsMemberavnt:ColorAdditivesAndInksMember2020-12-310001122976us-gaap:OperatingSegmentsMemberavnt:SpecialtyEngineeredMaterialsMember2021-12-310001122976us-gaap:OperatingSegmentsMemberavnt:SpecialtyEngineeredMaterialsMember2020-12-310001122976us-gaap:OperatingSegmentsMemberavnt:DistributionMember2021-12-310001122976us-gaap:OperatingSegmentsMemberavnt:DistributionMember2020-12-310001122976us-gaap:CorporateNonSegmentMember2021-12-310001122976us-gaap:CorporateNonSegmentMember2020-12-310001122976country:US2021-12-310001122976country:US2020-12-310001122976country:CA2021-12-310001122976country:CA2020-12-310001122976country:MX2021-12-310001122976country:MX2020-12-310001122976srt:SouthAmericaMember2021-12-310001122976srt:SouthAmericaMember2020-12-310001122976srt:EuropeMember2021-12-310001122976srt:EuropeMember2020-12-310001122976srt:AsiaMember2021-12-310001122976srt:AsiaMember2020-12-310001122976us-gaap:InterestExpenseMemberus-gaap:NetInvestmentHedgingMemberus-gaap:CrossCurrencyInterestRateContractMember2018-12-31avnt:swap0001122976us-gaap:NetInvestmentHedgingMemberus-gaap:CrossCurrencyInterestRateContractMember2018-12-310001122976us-gaap:NetInvestmentHedgingMemberus-gaap:CrossCurrencyInterestRateContractMember2020-09-30iso4217:EUR0001122976us-gaap:NetInvestmentHedgingMemberus-gaap:CrossCurrencyInterestRateContractMember2021-09-300001122976us-gaap:InterestExpenseMemberus-gaap:NetInvestmentHedgingMemberus-gaap:CrossCurrencyInterestRateContractMember2021-01-012021-12-310001122976us-gaap:InterestExpenseMemberus-gaap:NetInvestmentHedgingMemberus-gaap:CrossCurrencyInterestRateContractMember2020-01-012020-12-310001122976us-gaap:NetInvestmentHedgingMemberus-gaap:CrossCurrencyInterestRateContractMember2021-01-012021-12-310001122976us-gaap:NetInvestmentHedgingMemberus-gaap:CrossCurrencyInterestRateContractMember2020-01-012020-12-310001122976us-gaap:InterestRateSwapMemberus-gaap:CashFlowHedgingMember2018-08-310001122976us-gaap:InterestExpenseMemberus-gaap:InterestRateSwapMemberus-gaap:CashFlowHedgingMember2021-01-012021-12-310001122976us-gaap:InterestExpenseMemberus-gaap:InterestRateSwapMemberus-gaap:CashFlowHedgingMember2020-01-012020-12-310001122976us-gaap:InterestRateSwapMemberus-gaap:CashFlowHedgingMember2021-01-012021-12-310001122976us-gaap:InterestRateSwapMemberus-gaap:CashFlowHedgingMember2020-01-012020-12-310001122976us-gaap:OtherNoncurrentAssetsMemberus-gaap:DesignatedAsHedgingInstrumentMemberus-gaap:NetInvestmentHedgingMemberus-gaap:CrossCurrencyInterestRateContractMember2021-12-310001122976us-gaap:OtherNoncurrentAssetsMemberus-gaap:DesignatedAsHedgingInstrumentMemberus-gaap:NetInvestmentHedgingMemberus-gaap:CrossCurrencyInterestRateContractMember2020-12-310001122976us-gaap:OtherNoncurrentLiabilitiesMemberus-gaap:DesignatedAsHedgingInstrumentMemberus-gaap:NetInvestmentHedgingMemberus-gaap:CrossCurrencyInterestRateContractMember2021-12-310001122976us-gaap:OtherNoncurrentLiabilitiesMemberus-gaap:DesignatedAsHedgingInstrumentMemberus-gaap:NetInvestmentHedgingMemberus-gaap:CrossCurrencyInterestRateContractMember2020-12-310001122976us-gaap:FairValueHedgingMemberus-gaap:DesignatedAsHedgingInstrumentMemberus-gaap:InterestRateSwapMemberus-gaap:OtherCurrentLiabilitiesMember2021-12-310001122976us-gaap:FairValueHedgingMemberus-gaap:DesignatedAsHedgingInstrumentMemberus-gaap:InterestRateSwapMemberus-gaap:OtherCurrentLiabilitiesMember2020-12-310001122976us-gaap:FairValueHedgingMemberus-gaap:OtherNoncurrentLiabilitiesMemberus-gaap:DesignatedAsHedgingInstrumentMemberus-gaap:InterestRateSwapMember2021-12-310001122976us-gaap:FairValueHedgingMemberus-gaap:OtherNoncurrentLiabilitiesMemberus-gaap:DesignatedAsHedgingInstrumentMemberus-gaap:InterestRateSwapMember2020-12-31
United States
Securities and Exchange Commission
Washington, DC 20549
FORM 10-K
☑ ANNUAL
REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES
EXCHANGE ACT OF 1934
For the fiscal year ended December 31, 2021
☐ TRANSITION
REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES
EXCHANGE ACT OF 1934
For the transition period
from to .
Commission file number 1-16091
Avient Corporation
(Exact name of registrant as specified in its charter)
|
|
|
|
|
|
|
|
|
|
|
|
Ohio |
|
|
34-1730488 |
(State or other jurisdiction |
|
|
(I.R.S. Employer Identification No.) |
of incorporation or organization) |
|
|
|
33587 Walker Road, |
|
|
|
Avon Lake, Ohio
|
|
|
44012 |
(Address of principal executive offices) |
|
|
(Zip Code) |
Registrant’s telephone number, including area
code (440) 930-1000
Securities registered pursuant to Section 12(b) of the
Act:
|
|
|
|
|
|
|
|
|
Title of each class |
Trading Symbol |
Name of each exchange on which registered |
Common Shares, par value $.01 per share |
AVNT |
New York Stock Exchange |
Securities registered pursuant to Section 12(g) of the
Act:
None
Indicate by check mark if the registrant is a well-known seasoned
issuer, as defined in Rule 405 of the Securities
Act. Yes ☑ No ☐
Indicate by check mark if the registrant is not required to file
reports pursuant to Section 13 or Section 15(d) of the
Act. Yes ☐ No ☑
Indicate by check mark whether the registrant: (1) has filed
all reports required to be filed by Section 13 or 15(d) of the
Securities Exchange Act of 1934 during the preceding 12 months
(or for such shorter period that the registrant was required to
file such reports), and (2) has been subject to such filing
requirements for the past
90 days. Yes ☑ No ☐
Indicate by check mark whether the registrant has submitted
electronically every Interactive Data File required to be submitted
pursuant to Rule 405 of Regulation S-T (§ 232.405 of this
chapter) during the preceding 12 months (or for such shorter
period that the registrant was required to submit such
files). Yes ☑ No ☐
Indicate by check mark whether the registrant is a large
accelerated filer, an accelerated filer, a non-accelerated filer, a
smaller reporting company or an emerging growth company. See the
definitions of “large accelerated filer,” “accelerated filer”,
“smaller reporting company” and "emerging growth company" in
Rule 12b-2 of the Exchange Act.
|
|
|
|
|
|
|
|
|
|
|
|
Large accelerated filer |
☒ |
Accelerated filer |
☐ |
Non-accelerated filer |
☐ |
Smaller reporting company |
☐ |
|
|
Emerging growth company |
☐ |
If an emerging growth company, indicate by check mark if the
registrant has elected not to use the extended transition period
for complying with any new or revised financial accounting
standards provided pursuant to Section 13(a) of the Exchange Act.
☐
Indicate by check mark whether the registrant has filed a report on
and attestation to its management's assessment of the effectiveness
of its internal control over financial reporting under Section
404(b) of the Sarbanes-Oxley Act (15 U.S.C. 7262(b)) by the
registered public accounting firm that prepared or issued its audit
report. ☑
Indicate by check mark whether the registrant is a shell company
(as defined in Rule 12b-2 of the Exchange
Act). Yes ☐ No ☑
The aggregate market value of the registrant’s outstanding common
shares held by non-affiliates on June 30, 2021, determined using a
per share closing price on that date of $49.16, as quoted on the
New York Stock Exchange, was $4.5 billion.
The number of shares of common shares outstanding as of February 4,
2022 was 91,604,913.
DOCUMENTS INCORPORATED BY REFERENCE
Part III of this Annual Report on Form 10-K incorporates
by reference certain information from the registrant’s definitive
Proxy Statement with respect to the 2022 Annual Meeting of
Shareholders.
PART I
CAUTIONARY NOTE ON FORWARD-LOOKING STATEMENTS
In this Annual Report on Form 10-K, statements that are not
reported financial results or other historical information are
“forward-looking statements” within the meaning of the Private
Securities Litigation Reform Act of 1995. Forward-looking
statements give current expectations or forecasts of future events
and are not guarantees of future performance. They are based on
management’s expectations that involve a number of business risks
and uncertainties, any of which could cause actual results to
differ materially from those expressed in or implied by the
forward-looking statements. You can identify these statements by
the fact that they do not relate strictly to historic or current
facts. They use words such as "will," “anticipate,” “estimate,”
“expect,” “project,” “intend,” “plan,” “believe” and other words
and terms of similar meaning in connection with any discussion of
future operating or financial condition, performance and/or sales.
In particular, these include statements relating to future actions;
prospective changes in raw material costs, product pricing or
product demand; future performance; estimated capital expenditures;
results of current and anticipated market conditions and market
strategies; sales efforts; expenses; the outcome of contingencies
such as legal proceedings and environmental liabilities; and
financial results. Factors that could cause actual results to
differ materially from those implied by these forward-looking
statements include, but are not limited to:
•disruptions,
uncertainty or volatility in the credit markets that could
adversely impact the availability of credit already arranged and
the availability and cost of credit in the future;
•the
effect on foreign operations of currency fluctuations, tariffs and
other political, economic and regulatory risks;
•the
current and potential future impact of the COVID-19 pandemic on our
business, results of operations, financial position or cash flows,
including without any limitation, any supply chain and logistics
issues;
•changes
in polymer consumption growth rates and laws and regulations
regarding plastics in jurisdictions where we conduct
business;
•fluctuations
in raw material prices, quality and supply, and in energy prices
and supply;
•production
outages or material costs associated with scheduled or unscheduled
maintenance programs;
•unanticipated
developments that could occur with respect to contingencies such as
litigation and environmental matters;
•our
ability to pay regular quarterly cash dividends and the amounts and
timing of any future dividends;
•information
systems failures and cyberattacks;
•amounts
for cash and non-cash charges related to restructuring plans that
may differ from original estimates, including because of timing
changes associated with the underlying actions; and
•other
factors described in this Annual Report on Form 10-K under
Item 1A, “Risk Factors.”
We cannot guarantee that any forward-looking statement will be
realized, although we believe we have been prudent in our plans and
assumptions. Achievement of future results is subject to risks,
uncertainties and assumptions. Should known or unknown risks or
uncertainties materialize, or should underlying assumptions prove
inaccurate, actual results could vary materially from those
anticipated, estimated or projected. Investors should bear this in
mind as they consider forward-looking statements. We undertake no
obligation to publicly update forward-looking statements, whether
as a result of new information, future events or otherwise, except
as otherwise required by law. You are advised, however, to consult
any further disclosures we make on related subjects in our reports
on Forms 10-Q, 8-K and 10-K filed with the Securities and
Exchange Commission (SEC). You should understand that it is not
possible to predict or identify all risk factors. Consequently, you
should not consider any such list to be a complete set of all
potential risks or uncertainties.
ITEM 1. BUSINESS
Business Overview
We are a premier formulator of specialized and sustainable material
solutions that transform customer challenges into opportunities,
bringing new products to life for a better world. Our products
include specialty engineered materials, advanced composites, color
and additive systems and polymer distribution. We are also a highly
specialized developer and manufacturer of performance enhancing
additives, liquid colorants and fluoropolymer and silicone
colorants. When used in this Annual Report on Form 10-K, the terms
“we,” “us,” “our," "Avient" and the “Company” mean Avient
Corporation and its consolidated subsidiaries.
Avient was formed as PolyOne Corporation on August 31, 2000
from the consolidation of The Geon Company (Geon) and M.A. Hanna
Company (Hanna). In 1948, B.F. Goodrich created a vinyl plastic
division that was subsequently spun off through a public offering
in 1993, creating The Geon Company, a separate publicly-held
company. Hanna was formed in 1885 as a privately-held company and
became publicly-held in 1927. In the mid-1980s, Hanna began to
divest its historic mining and shipping businesses to focus on
polymers. Hanna purchased its first polymer company in 1986 and
completed its 26th polymer company acquisition in
2000.
On July 1, 2020, the Company completed its acquisition of the
equity interests in the global color business of Clariant AG, a
corporation organized and existing under the laws of Switzerland
(Clariant), and certain assets of Clariant Chemicals (India)
Limited, a public limited company incorporated in India and an
indirect majority owned subsidiary of Clariant (Clariant India).
The business and assets are collectively referred to as Clariant
Color and the acquisitions are collectively referred to as the
Clariant Color Acquisition. In connection with the completion of
the Clariant Color Acquisition and effective as of June 30, 2020,
the Company amended its existing Articles of Incorporation to
change its name to Avient Corporation. In conjunction with its
rebranding and new name, the Company also changed its ticker symbol
from “POL” to “AVNT”, effective at the start of trading on July 13,
2020.
Avient Corporation is incorporated in Ohio and headquartered in
Avon Lake, Ohio. We currently have 102 manufacturing sites and
eight distribution facilities in North America, South America,
Europe, the Middle East, Asia, and Africa (EMEA). In 2021, we had
sales of $4.8 billion, approximately 53% of which were to customers
outside the United States. Using our formulation expertise and
operational capabilities, we create an essential link between large
chemical producers (our raw material suppliers) and designers,
assemblers and processors of plastics (our customers). We believe
that our role in the value chain continues to become more vital as
our customers increasingly need reliable suppliers with a global
reach and increasingly effective material-based solutions to
improve their products' sustainability appeal, performance,
differentiation, profitability and competitive advantage. Our goal
is to provide customers with specialized and sustainable materials
and solutions through our global footprint, broad market knowledge,
technical expertise, product breadth, manufacturing operations, a
fully integrated information technology network and raw material
procurement leverage. Our end markets include consumer, packaging,
healthcare, industrial, transportation, building and construction,
telecommunications and energy.
Polymer Industry Overview
Avient is a specialty formulator within the polymer industry. We
have the scientific know-how in material science required to bridge
the large, commodity base resin producers and the companies who
ultimately manufacture end products utilizing formulated polymer
materials.
Polymers are a class of organic materials that are generally
produced by converting natural gas or crude oil derivatives into
monomers, such as ethylene, propylene, and styrene. These monomers
are then polymerized into chains called polymers, or plastic resin,
such as polyethylene and polypropylene, in their most basic forms.
Avient does not produce commodity base resins. Rather, Avient
sources various resins, polymers and additives, then employs
additional chemistry in formulating those materials into a highly
engineered, unique material for a specific use.
Thermoplastic polymers are characterized by their ability to be
reshaped repeatedly into new forms after heat and pressure are
applied. Thermoplastics offer versatility and a wide range of
applications. The major types of thermoplastics include
polyethylene, polypropylene, polystyrene, polyester and a range of
specialized engineering resins. Each type of thermoplastic has
unique qualities and characteristics that make it appropriate for
use in a particular application.
Thermoplastic composites include base resins, but are combined with
a structural filler such as glass, wood, carbon or polymer fibers
to enhance strength, rigidity and structure. Further performance
can be delivered through an engineered thermoplastic sheet or thick
film, which may incorporate more than one resin formulation or
composite in multiple layers to impart additional properties such
as gas barrier, structural integrity and
lightweighting.
Thermoplastics and polymer composites are found in a variety of
end-use products and markets, including packaging, building and
construction, wire and cable, transportation, medical, furniture
and furnishings, durable goods, outdoor high performance equipment,
electrical and electronics, adhesives, inks and coatings and fiber.
Each type of thermoplastic resin has to ultimately achieve unique
characteristics (such as flexibility, strength or durability)
suitable for use in a particular end-use application. The
formulation science and manufacturing processes required to achieve
those characteristics is the specialty role that Avient
plays.
For example, the packaging industry requires plastics that help
keep food fresh and free of contamination while providing a variety
of options for product display, and offering advantages in terms of
weight and user-friendliness. In wire and cable, thermoplastics and
composites serve to protect by providing electrical insulation,
flame resistance, durability, water resistance, water swelling and
color coding to engineered fibers, yarn products, wire coatings and
connectors. In the transportation industry, plastic has proven to
be durable, lightweight and corrosion resistant while offering fuel
savings, design flexibility and high performance, often replacing
traditional materials such as metal and glass. In the medical
industry, plastics are used for a vast array of devices and
equipment, including blood and intravenous bags, medical tubing,
catheters, lead replacement for radiation shielding, clamps and
connectors to bed frames, curtains and sheeting, electronic
enclosures and equipment housings. In the outdoor high performance
industry, plastic applications are used for components and
colorants for all terrain vehicles and reinforced polymers are used
for various outdoor equipment and gear. In the electronics
industry, plastic enclosures and connectors not only enhance safety
through electrical insulation, but thermally and electrically
conductive plastics provide heat transferring, cooling,
anti-static, electrostatic discharge, and electromagnetic shielding
performance for critical applications including integrated circuit
chip packaging.
Various additives can also be formulated with a base resin and
further engineered into a structure to provide them with greater
versatility and performance. Polymer formulations and structures
have advantages over metals, wood, rubber, glass and other
traditional materials, which have resulted in the replacement of
these materials across a wide spectrum of applications. These
specialized polymers offer sustainability and performance
advantages compared to traditional materials, including design
freedom, processability, weight reduction, chemical resistance,
flame retardance and lower cost. Plastics are renowned for their
durability, aesthetics, ease of handling and recyclability.
Avient’s strategy and investments are aligned to enable these
important benefits, now and in the future.
Avient Segments
We operate in three reportable segments: (1) Color, Additives and
Inks; (2) Specialty Engineered Materials; and (3) Distribution.
Previously, Avient had four reportable segments. However, as a
result of the divestiture of the Performance Products and Solutions
segment (PP&S) on October 25, 2019, we have removed PP&S as
a separate operating segment and its results are presented as
discontinued operations. Please see Note 3,
Discontinued Operations,
to the accompanying consolidated financial statements for
additional information.
Our segments are further detailed in Note 15,
Segment Information,
to the accompanying consolidated financial statements.
Competition
The production of plastics and the manufacturing of custom and
proprietary formulated color and additives systems for the plastics
industry are highly competitive. Competition is based on service,
performance, product innovation, product recognition, speed,
delivery, quality and price. The relative importance of these
factors varies among our products and services. Our competitors
range from large international companies with broad product
offerings to local independent custom producers whose focus is a
specific market niche or product offering.
The distribution of polymer resin is also highly competitive.
Speed, service, reputation, product line, brand recognition,
delivery, quality and price are the principal factors affecting
competition. We compete against other national independent resin
distributors in North America, along with other regional
distributors. Growth in the polymer distribution market is highly
correlated with growth in the base polymer resins market. We
believe that the strength of our company name and reputation, the
broad range of product offerings from our suppliers and our speed
and responsiveness, combined with the quality of products and
agility of our distribution network, allow us to compete
effectively.
Raw Materials
The primary raw materials used by our manufacturing operations are
polyolefin and other thermoplastic resins, TiO2, inorganic and
organic pigments and specialty additives. In general there is
adequate supply and capacity to serve our business. In 2021, we
experienced certain supply disruptions, shortages, volume
allocations and logistical delays for some of these materials, none
of which had a material impact on our business. See the discussion
of risks associated with raw material supply and costs in Item 1A,
“Risk Factors."
Patents and Trademarks
We own and maintain a number of patents and trademarks in the
United States and other key countries that contribute to our
competitiveness in the markets we serve because they protect our
inventions and product names against infringement by others.
Patents exist for 20 years from filing date, and trademarks have an
indefinite life based upon continued use. While we view our patents
and trademarks to be valuable because of the broad scope of our
products and services and brand recognition we enjoy, we do not
believe that the loss or expiration of any single patent or
trademark would have a material adverse effect on our results of
operations, financial position or cash flows. Nevertheless, we have
management processes designed to rigorously protect our inventions
and trademarks.
Seasonality
Sales of our products and services are typically seasonal, as
demand has historically been slower in the third and fourth
calendar quarters of the year.
Working Capital Practices
Our products are generally manufactured with a short turnaround
time, and the scheduling of manufacturing activities from customer
orders generally includes enough lead time to assure delivery of an
adequate supply of raw materials. We offer payment terms to our
customers that are competitive. We generally allow our customers to
return merchandise if pre-agreed quality standards or
specifications are not met; however, we employ quality assurance
practices that seek to minimize customer returns.
Significant Customers
No customer accounted for more than 3% of our consolidated revenues
in 2021 and we do not believe we would suffer a material adverse
effect to our consolidated financial statements if we were to lose
any single customer.
Research and Development
We have substantial technology and development capabilities,
powered by approximately 1,000 associates serving in technology
capacities, 100 of whom have PhD level educations. Our efforts are
largely devoted to developing new product formulations to address
evolving market and sustainability needs. We do this by providing
quality technical services to evaluate alternative raw materials,
assuring the continued success of our products for customer
applications, providing technology to improve our products,
processes and applications and providing support to our
manufacturing plants for cost reduction, productivity and quality
improvement programs. We operate research and development centers
that support our commercial development activities and
manufacturing operations. These facilities are equipped with
state-of-the-art analytical, synthesis, polymer characterization
and testing equipment, along with pilot plants and polymer
manufacturing operations that simulate specific production
processes. This allows us to rapidly translate new technologies
into new products, helping us advance a more circular economy with
reduced carbon footprint. Our investment in product research and
development was $83.2 million in 2021, $59.8 million in 2020, and
$50.6 million in 2019.
Methods of Distribution
We sell products primarily through direct sales personnel,
distributors, including our Distribution segment, and commissioned
sales agents. We primarily use truck carriers to transport our
products to customers, although some customers pick up product at
our manufacturing facilities or warehouses. We also ship some of
our manufactured products to customers by rail.
Human Capital Resources
“People” is the first of Avient’s four cornerstones of
sustainability (People, Products, Planet and Performance), which,
together with our core values and our four-pillar strategy, form
the framework of our company culture. The success and growth of our
business depend in large part on our ability to attract, develop
and retain a diverse population of talented and high-performing
employees at all levels of our organization, including the
individuals who comprise our global workforce as well as our
executive officers and other key personnel.
We have developed key recruitment and retention strategies,
objectives and measures that guide our human capital management
approach as part of the overall management of our business. These
strategies, objectives and measures are advanced through a number
of programs, policies and initiatives, as described
below.
As of December 31, 2021, Avient employed approximately 8,700
people, 34% of which are located in the U.S. and Canada, 34% were
located in Europe, Middle East, and Africa, 25% were located in
Asia, and 7% were located in Latin America.
Safety and Health
The top priority at Avient is the safety and health of our
associates, and our ultimate goal is to operate injury free.
Progress toward this goal is measured at the business unit and
regional levels, communicated globally, and linked to a number of
recognition mechanisms. In 2021, we maintained world-class
performance for our industry, with a recordable incident rate of
0.55 per 100 full-time workers per year as compared to industry
average of 3.50 in 2020. We continue to be recognized as an
American Chemistry Counsel Responsible Care®
company and set high standards for our operations as we strive to
achieve our goal of zero recordable injuries.
Employee Recruitment
We actively recruit and seek the best and the brightest talent
through numerous channels, including job fairs, online talent
networks, industry associations, referrals and campus recruiting.
We recruit at more than 25 leading universities around the world
and hire approximately 140 new graduates each year as full-time,
co-ops or interns. We have launched seven highly coveted rotational
development roles—from marketing to operational excellence to
finance to IT—where newly hired associates rotate through various
departments and jobs for up to two years, contributing their skills
while also building diverse, well-rounded knowledge of our Company
and its many stakeholders. We leverage global processes and systems
to create a positive candidate experience with opportunities for
both entry level and experienced hires.
Training and Development
Training and development opportunities are provided to all
full-time and part-time associates through global programs and
technology, to ensure a consistent and high-quality experience for
all associates. Examples of training and development opportunities
available to our employees include: regular performance feedback,
career development discussions with managers, training and
professional development courses through Avient Academy, and access
to a global online learning platform.
Avient also offers nomination-based leadership development
programs, such as NextGen, Elevate, Engage, and Lean Six Sigma, as
well as Core Leadership, an open-enrollment program for leaders
around the globe. Some of the topics covered by our training
programs include: leadership development, safety, Lean Six Sigma
concepts, technical and operational skills, and ethics and
compliance.
Diversity and Inclusion
At Avient, we recognize the immense benefits that a diverse team
brings to our organization, including delivering better business
outcomes. Our talented people leverage their diverse backgrounds
and skills toward a common goal: meeting the needs of the present
without compromising the ability of future generations to do the
same. This spirit of inclusive collaboration can be felt throughout
our Company. It drives the innovation that earns us leadership
positions in the markets we serve and underpins the high level of
respect we show each other every day.
Our commitment to diversity begins at the highest levels of our
organization, as evidenced by the fact that 42% of our Board of
Directors are female or racially diverse. From a management
perspective, 64% of our CEO's direct reports are female, racially
or ethnically diverse, which we believe sets the right tone and
expectation for diversity and inclusion within the
Company.
More broadly within the Company, our diversity and inclusion
approach is fostered by multiple Employee Resource Groups that are
driving improvements and opening opportunities throughout our
organization. The vision that guides our collective efforts is
consistent and unwavering: to be the Company of choice for all. It
is from this vision
that our Employee Resource Groups were born and flourish today.
Each group has its own mission and supporting activities, and their
efforts coalesce to help educate and inspire our global workforce
and fortify sustainable business practices.
Our Employee Resource Groups include: PRIDE at Avient (which is
working to maintain a safe and accepting environment that enables
LGBTQ+ associates to perform to their fullest potential and
contribute to the success of our company), HYPE (which stands for
Harnessing Young Potential Energy and is building a collaborative
network of Avient’s young professionals), and LEAD by Women (which
promotes diversity and inclusion by increasing access to the tools
and resources necessary to build leadership skills and accelerate
careers). In 2021, we launched our fourth Employee Resource Group
called EMBRACE (which focuses on understanding and valuing the many
diverse cultures and backgrounds of our associates).
The executive leadership team oversees our diversity and inclusion
initiatives, which ensure that we have leadership accountability in
advancing diversity and inclusion. In addition to bi-annual reviews
with the leadership team, Avient has implemented recruiting
guidelines to expand our diverse talent pipeline, with at least
one-third of candidates being female or a U.S.
minority.
Other initiatives, including Mentoring at Avient and campus
partnerships, are vital for progress in our diversity and inclusion
journey. We require equality of opportunity for all qualified
individuals in accordance with applicable laws. Decisions on
hiring, promotion, development, compensation or advancement are
based solely on a person’s qualifications, abilities, experience
and performance, except where local law requires us to take actions
to increase employment opportunities for a specific group. The
Avient Ethics Hotline serves as a mechanism for associates to
anonymously report any perceived concerns regarding these
topics.
Compensation and Benefits Programs
We strive to remain competitive in the global marketplace and
provide foundational rewards to attract and retain top talent. In
general, our overall philosophy on compensation encompasses the
following principles:
•provide
all levels of associates with a compensation package that aligns
Avient’s and the associates’ interests through the use of base and
annual incentive pay programs;
•maintain
a competitive pay program that serves to attract, retain, motivate
and reward associates; and
•award
individual pay commensurate with experience, level of
responsibility, and marketability.
Associate Benefits: Awards and Recognition Programs
Our ongoing associate feedback is highly valued, discussed, and
most importantly, acted upon to make improvements. This includes
our culture and unique benefits we offer. In 2021, we continued to
embrace and direct workplace flexibility and work from home
arrangements to combat the spread of COVID-19 and protect our
people. In addition, we continue to offer our global benefit of
community service hours, where each associate is provided 16 hours
of paid time off each year to participate in activities to support
and help create more sustainable communities. We celebrate, reward
and share our associates’ great work through our recognition
programs, including those that all associates can earn for their
extra effort and impact, as well as those that are specific to a
position or role in the company, such as sales
excellence.
A Great Place to Work®
To gauge how associates at Avient feel about our culture, we
conduct employee engagement surveys. Last year, our first full year
as Avient, we surveyed employees in over 40 countries, and more
than 130 locations participated, providing actionable feedback to
support our employee engagement efforts. Based on positive feedback
from our employees, we proudly were recognized as a Great Place to
Work® for the third consecutive survey taken.
Environmental, Health and Safety and Other Regulation
We are subject to various environmental laws and regulations that
apply to the production, use and sale of chemicals, emissions into
the air, discharges into waterways and other releases of materials
into the environment, and the generation, handling, storage,
transportation, treatment and disposal of waste material. We
endeavor to ensure the safe and lawful operation of our facilities
in the manufacture and distribution of products, and we believe we
are in material compliance with all applicable laws and
regulations.
We maintain a disciplined environmental and occupational safety and
health compliance program and conduct periodic internal and
external regulatory audits at our facilities to identify and
prevent potential environmental exposures, including compliance
matters and operational risk reduction opportunities. This effort
can result in
process or operational modifications, the installation of pollution
control devices or cleaning up grounds or facilities. We believe
that we are in material compliance with all applicable
requirements.
We are strongly committed to safety as evidenced by our low injury
incidence rate of 0.55 per 100 full-time workers per year in 2021
and 0.5 in 2020. The 2020 average injury incidence rate for our
NAICS Code (326 Plastics and Rubber Products Manufacturing) was
3.50. We hold the American Chemistry Council's certification as a
Responsible Care Management System®
(RCMS) company. Certification was granted based on Avient's
conformance to the RCMS's comprehensive environmental health,
safety and security requirements. The RCMS certification affirms
the importance Avient places on having world-class environmental,
health, safety and security performance.
In our operations, we must comply with product-related governmental
law and regulations affecting the plastics industry generally and
also with content-specific law, regulations and non-governmental
standards. We believe that compliance with current governmental
laws and regulations and with non-governmental content-specific
standards will not have a material adverse effect on our financial
position, results of operations or cash flows. The risk of
additional costs and liabilities, however, is inherent in certain
plant operations and certain products produced at these plants, as
is the case with other companies in the plastics industry.
Therefore, we may incur additional costs or liabilities in the
future. Other developments, such as increasingly strict
environmental, safety and health laws, regulations and related
enforcement policies, including those under the European Union
Restriction of the Use of Certain Hazardous Substances Directive
(RoHS), Registration, Evaluation, Authorization and Restriction of
Chemicals (REACH), the Dodd-Frank Wall Street Reform and Consumer
Protection Act (covering Conflict Minerals), and the Consumer
Product Safety Improvement Act, the implementation of additional
content-specific standards, discovery of unknown conditions, and
claims for damages to property, persons or natural resources
resulting from plant emissions or products, could also result in
additional costs or liabilities.
Refer to Note 12,
Commitments and Contingencies,
to the accompanying consolidated financial statements for
discussion of environmental investigation and remediation matters
and
Item 1A. Risk Factors
for discussion of matters pertaining to other
regulation.
International Operations
Our international operations are subject to a variety of risks,
including currency fluctuations and devaluations, exchange
controls, currency restrictions and changes in local economic
conditions. While the impact of these risks is difficult to
predict, any one or more of them could adversely affect our future
operations. For more information about the noted risks, see Item
1A. "Risk Factors." For more information about our international
operations, see Note 15,
Segment Information,
to the accompanying consolidated financial statements.
Where You Can Find Additional Information
Our principal executive offices are located at 33587 Walker Road,
Avon Lake, Ohio 44012, and our telephone number is +1
(440) 930-1000. We are subject to the information reporting
requirements of the Securities Exchange Act of 1934 (the Exchange
Act), and, in accordance with these requirements, we file annual,
quarterly and other reports, proxy statements and other information
with the SEC relating to our business, financial results and other
matters.
Our internet address is
www.avient.com.
Our Annual Reports on Form 10-K, Quarterly Reports on Form 10-Q,
Current Reports on Form 8-K and amendments to those reports filed
or furnished pursuant to Section 13(a) or 15(d) of the
Exchange Act are available, free of charge, on our website
(select
Investors
and then
SEC Filings)
or upon written request, as soon as reasonably practicable after we
electronically file or furnish them to the SEC. The contents of our
website are not part of this Annual Report on Form 10-K, and the
reference to our website does not constitute incorporation by
reference into this Form 10-K of the information contained at that
site.
ITEM 1A.
RISK FACTORS
The following are certain risk factors that could affect our
business, results of operations, financial position or cash flows.
Although the risks are organized by headings and each risk is
described separately, many of the risks are interrelated. These
risk factors should be considered along with the forward-looking
statements contained in this Annual Report on Form 10-K
because these factors could cause our actual results or financial
condition to differ materially from those projected in
forward-looking statements. You should not interpret the disclosure
of any risk factor to imply that the risk has not already
materialized. The following discussion is not an all-inclusive
listing of risks, although we believe these are the more material
risks that we face. If any of the following occur, our business,
results of operations, financial position or cash flows could be
adversely affected.
Global Operating Risks
Our operations could be adversely affected by various risks
inherent in conducting operations worldwide.
We conduct a substantial portion of our business outside the U.S.,
with approximately 53% of our sales in foreign countries. We
currently have many facilities located outside the U.S., as
detailed in
Item 2. “Properties.”
Accordingly, our business is subject to risks related to the
differing legal, political, social and regulatory requirements, and
economic conditions of many jurisdictions. Risks inherent in
international operations include, but are not limited to, the
following:
•changes
in local government regulations and policies including, but not
limited to, duty or tariff restrictions, foreign currency exchange
controls or monetary policy, repatriation of earnings,
expropriation of property, investment limitations and tax
policies;
•political
and economic instability and disruptions, including labor unrest,
withdrawal or renegotiation of trade agreements, natural disasters,
major public health issues, pandemics, civil strife, acts of war,
insurrection and terrorism;
•legislation
that regulates the use of chemicals;
•disadvantages
of competing against companies from countries that are not subject
to U.S. laws and regulations, including the Foreign Corrupt
Practices Act (FCPA) and the UK Bribery Act;
•compliance
with international trade laws and regulations, including export
control and economic sanctions;
•difficulties
in staffing and managing multi-national operations;
•limitations
on our ability to enforce legal rights and remedies;
•reduced
protection of intellectual property rights;
•other
risks arising out of foreign sovereignty over the areas where our
operations are conducted; and
•increasingly
complex laws and regulations concerning privacy and data security,
including, but not limited to, the European Union's General Data
Protection Regulation.
We could be adversely affected by violations of the FCPA, UK
Bribery Act and similar worldwide anti-bribery laws, as well as
export controls and economic sanction laws. The FCPA, UK Bribery
Act and similar anti-bribery laws in other jurisdictions generally
prohibit companies and their intermediaries from making improper
payments to government officials for the purpose of obtaining
or retaining business. Our policies mandate compliance with these
laws. We operate in many parts of the world that have experienced
governmental corruption to some degree and, in certain
circumstances, strict compliance with anti-bribery laws may
conflict with local customs and practices. We cannot assure you
that our internal controls and procedures will always protect us if
reckless or criminal acts are committed by our employees or agents.
If we are found to be liable for FCPA, UK Bribery Act, export
control or sanction violations, we could suffer from criminal or
civil penalties or other sanctions, including loss of export
privileges or authorization needed to conduct aspects of our
international business, which could have a material adverse effect
on our business.
Any of these risks could have an adverse effect on our
international operations by reducing demand for our
products.
Business Risks
Demand for and supply of our products and services have in the past
been and may in the future be adversely affected by several
factors, some of which we cannot predict or control.
Several factors have in the past and may in the future affect the
demand for and supply of our products and services,
including:
•economic
downturns or other volatility in the significant end markets that
we serve;
•product
obsolescence or technological changes that unfavorably alter the
value/cost proposition of our products and services;
•competition
from existing and unforeseen polymer and non-polymer based
products;
•declines
in general economic conditions or reductions in industrial
production growth rates, both domestically and globally, which
could impact our customers’ ability to pay amounts owed to
us;
•changes
in environmental regulations that limit our ability to sell our
products and services in specific markets;
•changes
in laws and regulations regarding plastic materials;
and
•inability
to obtain raw materials or supply products to customers due to
factors such as supplier work stoppages, supply shortages, plant
outages or regulatory changes that may limit or prohibit overland
transportation of certain hazardous materials and exogenous
factors, like severe weather.
If any of these events occur in the future, the demand for and
supply of our products and services could suffer and potentially
lead to asset impairment or otherwise adversely affect our
results.
Our manufacturing operations are subject to hazards and other risks
associated with specialty formulation and the related storage and
transportation of raw materials, products and wastes.
The occurrence of an operating problem at our facilities may have a
material adverse effect on the productivity and profitability of a
particular manufacturing or distribution facility or on our
operations as a whole, during and after the period of these
operating difficulties. Operating problems may cause personal
injury and/or loss of life, customer attrition and severe damage to
or destruction of property and equipment and environmental damage.
We are subject to present claims and potential future claims with
respect to workplace exposure, workers’ compensation and other
matters. Our property and casualty insurance, which we believe are
of the types and in the amounts that are customary for the
industry, may not fully insure us against all potential hazards
that are incident to our business or otherwise could
occur.
Environmental, health and safety laws and regulations impact our
operations and financial statements.
Our operations on, and ownership of, real property are subject to
environmental, health and safety laws and regulations at the
national, state and local governmental levels (including, but not
limited to, the Restriction of Hazardous Substances (RoHS) and the
Consumer Product Safety Improvement Act of 2008). The nature of our
business exposes us to compliance costs and risks of liability
under these laws and regulations due to the production, storage,
transportation, recycling or disposal and/or sale of materials that
can cause contamination and other harm to the environment or
personal injury if they are improperly handled and released.
Environmental compliance requirements imposed on us and our vendors
may significantly increase the costs of these activities involving
raw materials, energy, finished products and wastes. We may incur
substantial costs, including fines, criminal or civil sanctions,
damages, and remediation costs, or experience interruptions in our
operations for violations of these laws.
Electricity, fuel, logistics and raw material costs could cause
volatility in our results.
The cost of our electricity, fuel, logistics and raw materials may
not correlate with changes in the prices we receive for our
products, either in the direction of the price change or in
absolute magnitude. Electricity and raw materials costs represent a
substantial part of our manufacturing costs. Most of the raw
materials we use are commodities and the price of each can
fluctuate widely for a variety of reasons, including changes in
availability because of major capacity additions or reductions or
significant facility operating problems. Other external factors
beyond our control can also cause fluctuations in raw materials
prices, which could negatively impact demand for our products and
cause volatility in our results.
We face competition from other companies.
We encounter competition in price, payment terms, delivery,
service, performance, product innovation, product recognition and
quality, depending on the product involved.
We expect that our competitors will continue to develop and
introduce new and enhanced products, which could cause a decline in
the market acceptance of our products. In addition, our competitors
could cause a reduction in the selling prices of some of our
products as a result of intensified price competition. Competitive
pressures could also result in the loss of customers.
Cybersecurity breaches, global information systems security threats
and more sophisticated and targeted computer crime could pose a
risk to our systems, networks and products, which could harm our
business.
We depend on integrated information systems to conduct our
business, including communicating with employees and customers,
ordering and managing materials from suppliers, shipping products
to customers, and analyzing and reporting results of operations. In
addition, we store sensitive data, including proprietary business
information, intellectual property and confidential employee or
other personal data, on our servers and databases. Cybersecurity
breaches, global information systems security threats and more
sophisticated and targeted computer crime pose a risk to the
security of our systems and networks and the confidentiality,
availability and integrity of our data and communications. We
continue to update our infrastructure, security tools, employee
training and processes to protect against security incidents,
including both external and internal threats, and to prevent their
recurrence; however, our systems, networks and products may
nevertheless be vulnerable to advanced persistent threats or other
types of system failures. Depending on their nature and scope, such
threats and system failures could potentially lead to the
compromising of confidential information and communications,
improper use of our systems and networks, manipulation and
destruction of data, defective products, production downtimes and
operational disruptions, which in turn could cause customers to
cancel orders or otherwise adversely affect our reputation,
competitiveness and results of operations. We have experienced
cybersecurity incidents in the past and we could experience similar
incidents in the future. To date, no cybersecurity incident or
attack has had a material impact on our business or consolidated
financial statements.
We are subject to risks associated with potential climate change
legislation, regulation and international agreements.
Carbon emissions have become the subject of an increasing amount of
state and local, regional, national, and international attention.
Growing concerns about climate change may result in the imposition
of additional regulations or restrictions to which we may become
subject. These future regulatory developments related to climate
change are likely and could increase our operating and compliance
costs, thereby impacting our business and consolidated financial
statements.
Capital and Credit Risks
Disruptions in the global credit, financial and/or currency markets
could limit our access to credit or otherwise harm our financial
results, which could have a material adverse impact on our
business.
Global credit and financial markets experience volatility,
including volatility in security prices, liquidity and credit
availability, declining valuations of certain investments and
significant changes in the capital and organizational structures of
certain financial institutions. Market conditions may limit our
ability to access the capital necessary to grow and maintain our
business. Accordingly, we may be forced to delay raising capital,
issue shorter tenors than we prefer or pay unattractive interest
rates, which could increase our interest expense, decrease our
profitability and significantly reduce our financial
flexibility.
We are exposed to fluctuations in foreign currency exchange rates.
Any significant change in the value of the currencies of the
countries in which we do business against the U.S. dollar, whether
precipitated by governmental monetary policy or otherwise, could
affect our ability to sell products competitively and control our
cost structure, which could have a material adverse effect on our
business, financial condition and results of operations. For
additional detail related to this risk, see Item 7A,
"Quantitative and Qualitative Disclosures About Market
Risk."
The agreements governing our debt, including our revolving credit
facility, term loan and other debt instruments, contain various
covenants that limit our ability to take certain actions and in
certain circumstances require us to meet financial maintenance
tests, failure to comply with which could have a material adverse
effect on us.
The agreements governing our senior secured revolving credit
facility and our senior secured term loan, and the indentures and
credit agreements governing our other debt, contain a number of
customary restrictive covenants that, among other things, limit our
ability to: sell or otherwise transfer assets, including in a
spin-off, incur additional
debt or liens, consolidate or merge with any entity or transfer or
sell all or substantially all of our assets, pay dividends or make
certain other restricted payments, make investments, enter into
transactions with affiliates, create dividend or other payment
restrictions with respect to subsidiaries, make capital investments
and alter the business we conduct.
In addition, depending on our level of borrowing, our revolving
credit facility requires us to comply under certain circumstances
with specific financial tests, under which we are required to
achieve certain or specific financial and operating results. Our
ability to comply with these provisions may be affected by events
beyond our control. A breach of any of these covenants would result
in a default under such agreements and instruments, which in
certain circumstances could be a default under all of these
agreements and instruments. In the event of any default, our
lenders could elect to declare all amounts borrowed under the
agreements, together with accrued interest thereon, to be due and
payable. In such event, we cannot assure that we would have
sufficient assets to pay debt then outstanding under the agreements
governing our debt.
Furthermore, certain of these agreements condition our ability to
obtain additional borrowing capacity, engage in certain
transactions or take certain other actions, on our achievement of
certain or specific financial and operating results, although our
failure to achieve such results would not result in a default under
such agreements. Any future refinancing of our senior secured
revolving credit facility or other debt may contain similar
restrictive covenants.
To service our indebtedness, we require a significant amount of
cash.
Our ability to pay interest on our debt and to satisfy our other
debt obligations depends in part upon our future financial and
operating performance and that of our subsidiaries, and upon our
ability to renew or refinance borrowings. Prevailing economic
conditions and financial, business, competitive, legislative,
regulatory and other factors, many of which are beyond our control,
affect our ability to make these payments. While we believe that
cash flow from our current level of operations, available cash and
available borrowings under our revolving credit facility provide
adequate sources of liquidity, a significant drop in operating cash
flow resulting from economic conditions, competition or other
uncertainties beyond our control could create the need for
alternative sources of liquidity. If we are unable to generate
sufficient cash flow to meet our debt service obligations, we will
have to pursue one or more alternatives, such as reducing or
delaying capital or other expenditures, refinancing debt, selling
assets, or raising equity capital.
We have a significant amount of goodwill, and any future goodwill
impairment charges could adversely impact our results of
operations.
As of December 31, 2021, we had goodwill of
$1,286.4 million. The future occurrence of a potential
indicator of impairment, such as a significant adverse change in
business climate, an adverse action or assessment by a regulator,
unanticipated competition, a material negative change in
relationships with customers, strategic decisions made in response
to economic or competitive conditions could result in goodwill
impairment charges, which could adversely impact our results of
operations. Based on our 2021 goodwill impairment test, performed
as of October 1, 2021, no reporting units were identified as being
at risk of future impairment. For additional information, see Note
4,
Goodwill and Intangible Assets,
to the accompanying consolidated financial statements and “Critical
Accounting Policies and Estimates” included in Item 7,
"Management’s
Discussion and Analysis of Financial Condition and Results of
Operations.”
COVID-19 Pandemic Risks
The COVID-19 pandemic has had, and may continue to have, an adverse
impact on our business.
We have continued to closely monitor the impact of the COVID-19
pandemic on all aspects of our business, including how it has
impacted our customers, employees, supply chain, and distribution
network. In response to the pandemic, we implemented changes in our
business designed to protect the health and well-being of our
employees and customers and to support appropriate physical
distancing and other health and safety protocols. We implemented
remote, alternate and flexible work arrangements where possible,
including implementing split shifts at facilities and remote work
options for non-essential on-site functions, enhanced cleaning and
sanitary procedures, implemented domestic and international travel
restrictions, implemented return to work and visitor screening
protocols, and postponed or canceled hosting or attending large
events. The scope and duration of the pandemic continues to be
uncertain, and evolving factors such as the level and timing of
vaccine distribution across the world and the extent of any
resurgences of the virus or emergence of new variants could impact
the stability of the economic recovery and growth. The extent to
which our future operations may be adversely impacted by the
COVID-19 pandemic will depend largely on these future developments,
which are highly uncertain and cannot be accurately
predicted.
The COVID-19 pandemic has in the past and could in the future
negatively impact our business, financial condition and results of
operations in a number of ways, including, but not limited
to:
•shutdowns
or slowdowns of our production facilities;
•disruptions
in our supply chain and our ability to obtain raw materials,
packaging and other sourced materials due to labor shortages,
governmental restrictions or the failure of our suppliers,
distributors or manufacturers to meet their obligations to
us;
•increases
in raw material and commodity costs;
•the
inability of a significant portion of our workforce, including our
management team, to work as a result of illness or government
restrictions; and
•reduced
liquidity of customers, which could negatively impact the
collectability of outstanding receivables and our cash
flows.
The extent to which our business, results of operations, financial
position or cash flows may ultimately be adversely impacted by the
COVID-19 pandemic will depend largely on these future developments,
which are highly uncertain and cannot be accurately predicted. The
impact of the COVID-19 pandemic may also exacerbate other risks and
uncertainties described in this "Risk Factors" section, any of
which could have a material effect on us.
ITEM 1B.
UNRESOLVED STAFF COMMENTS
None.
ITEM 2. PROPERTIES
Headquartered in Avon Lake, Ohio, we operate globally with
principal locations consisting of 102 manufacturing sites and eight
distribution facilities in North America, South America, Europe,
the Middle East, Asia, and Africa. We own the majority of our
manufacturing sites and lease our distribution facilities. We
believe that the quality and production capacity of our facilities
is sufficient to maintain our competitive position for the
foreseeable future. The following table identifies the principal
facilities of our segments:
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Specialty Engineered Materials |
|
Color, Additives and Inks |
|
Distribution |
1. Birmingham, Alabama |
|
1. Glendale, Arizona |
30. Toronto, Canada |
59. Santa Clara, Mexico |
|
1. Rancho Cucamonga, California |
2. Englewood, Colorado |
|
2. & 3. Phoenix, Arizona (c) |
31. Maipu, Chile |
60. Toluca, Mexico |
|
2. Chicago, Illinois |
3. Montrose, Colorado |
|
4. Bethel, Connecticut |
32. Chuzhou, China |
61. Auckland, New Zealand |
|
3. Eagan, Minnesota |
4. North Haven, Connecticut |
|
5. Dalton, Georgia |
33. Guangzhou, China |
62. Karachi, Pakistan |
|
4. Edison, New Jersey |
5. McHenry, Illinois |
|
6. Kennesaw, Georgia |
34. Pudong, China |
63. Lahore, Pakistan |
|
5. Statesville, North Carolina |
6. Winona, Minnesota |
|
7. Elk Grove Village, Illinois |
35. & 36. Shanghai, China (d) |
64. Lima, Peru |
|
6. Elyria, Ohio |
7. Hickory, North Carolina |
|
8. West Chicago, Illinois |
37. Suzhou, China |
65. Konstantynow, Poland |
|
7. La Porte, Texas |
8. Avon Lake, Ohio |
|
9. La Porte, Indiana |
38. Tianjin, China |
66. Kutno, Poland |
|
8. Brampton, Ontario, Canada |
9. Hatfield, Pennsylvania |
|
10. Lewiston, Maine |
39. Cota, Colombia |
67. Jeddah, Saudi Arabia |
|
(8 Distribution Facilities) |
10. Changzhou, China |
|
11. Holden, Massachusetts |
40. Aland, Finland |
68. Riyadh, Saudi Arabia |
|
|
11. Shenzhen, China |
|
12. Albion, Michigan |
41. Cergy, France |
69. Yanbu, Saudi Arabia |
|
|
12. Suzhou, China |
|
13. Minneapolis, Minnesota |
42. Tossiat, France |
70. Jurong, Singapore |
|
|
13. Gaggenau, Germany |
|
14. St. Louis, Missouri |
43. Ahrensburg, Germany |
71. Randburg, South Africa |
|
|
14. Melle, Germany |
|
15. Lockport, New York |
44. Diez, Germany |
72. Alicante, Spain |
|
|
15. Leeuwarden, Netherlands |
|
16. Mooresville, North Carolina |
45. Lahnstein, Germany |
73. Barcelona, Spain |
|
|
16. Barbastro, Spain |
|
17. Berea, Ohio |
46. Guatemala City, Guatemala |
74. Pamplona, Spain |
|
|
17. Istanbul, Turkey |
|
18. Massillon, Ohio |
47. Gyor, Hungary |
75. Sant Andreu, Spain |
|
|
18. Leek, United Kingdom |
|
19. North Baltimore, Ohio |
48. Kalol, India |
76. Malmoe, Sweden |
|
|
Shanghai, China (b) |
|
20. Norwalk, Ohio |
49. Pune, India |
77. Taoyuan, Taiwan |
|
|
Pune, India (a) |
|
21. Lehigh Valley, Pennsylvania |
50. Rania, India |
78. Bangkok, Thailand |
|
|
Pamplona, Spain (a) |
|
22. Mountain Top, Pennsylvania |
51. Vashere, India |
79. Phan Thong, Thailand |
|
|
(18 Manufacturing Plants) |
|
23. Vonore, Tennessee |
52. Tangerang, Indonesia |
80. Gazientep, Turkey |
|
|
|
|
24. Winchester, Virginia |
53. Naas, Ireland |
81. Gebze, Turkey |
|
|
|
|
25. Lomas de Zamora, Argentina |
54. Lomagna, Italy |
82. Barnsley, United Kingdom |
|
|
|
|
26. Assesse, Belgium |
55. Merate, Italy |
83. Knowsley, United Kingdom |
|
|
|
|
27. Louvain-La-Nueve, Belgium |
56. Milan, Italy |
84. Thuan An, Vietnam |
|
|
|
|
28. Itupeva, Brazil |
57. Pogliano, Italy |
(84 Manufacturing Plants) |
|
|
|
|
29. Suzano, Brazil |
58. Butterworth, Malaysia |
|
|
|
(a)Facility
is not included in manufacturing plants total as it is also
included as part of another segment.
(b)Facility
is not included in manufacturing plants total as it is a design
center/lab.
(c)There
are two manufacturing plants located in Phoenix,
Arizona.
(d)There
are two manufacturing plants located in Shanghai,
China.
ITEM 3. LEGAL
PROCEEDINGS
Information regarding certain legal proceedings can be found in
Note 12,
Commitments and Contingencies,
to the accompanying consolidated financial statements and is
incorporated by reference herein.
ITEM 4. MINE
SAFETY DISCLOSURES
Not applicable.
INFORMATION ABOUT OUR EXECUTIVE OFFICERS
Executive officers are elected by our Board of Directors to serve
one-year terms. The following table lists the name of each person
serving as an executive officer of the Company, their age, and
position with the Company as of February 4, 2022.
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Name |
|
Age |
|
Position |
Robert M. Patterson |
|
49 |
|
Chairman, President and Chief Executive Officer |
Jamie A. Beggs |
|
45 |
|
Senior Vice President, Chief Financial Officer |
Cathy K. Dodd |
|
56 |
|
Senior Vice President, President of Distribution |
Michael A. Garratt |
|
58 |
|
Senior Vice President, President Color, Additives and Inks,
EMEA |
Lisa K. Kunkle |
|
53 |
|
Senior Vice President, General Counsel and Secretary |
M. John Midea, Jr. |
|
57 |
|
Senior Vice President, Global Operations and Process
Improvement |
Woon Keat Moh |
|
48 |
|
Senior Vice President, President of Color, Additives and Inks,
Americas and Asia |
Chris L. Pederson |
|
55 |
|
Senior Vice President, President of Specialty Engineered
Materials |
Vinod Purayath, PhD |
|
43 |
|
Senior Vice President, Chief Technology Officer |
Joel R. Rathbun |
|
49 |
|
Senior Vice President, Mergers & Acquisitions |
João José San Martin Neto |
|
61 |
|
Senior Vice President, Chief Human Resources Officer |
Robert M. Patterson:
Chairman, President and Chief Executive Officer, 2016 to date.
President and Chief Executive Officer, 2014 to 2016. Executive Vice
President and Chief Operating Officer, 2012 to 2014. Executive Vice
President and Chief Financial Officer, 2011 to 2012. Senior Vice
President and Chief Financial Officer, 2008 to 2011. Vice President
and Treasurer of Novelis, Inc. (an aluminum rolled products
manufacturer) from 2007 to 2008. Vice President, Controller and
Chief Accounting Officer of Novelis from 2006 to 2007. Mr.
Patterson served as Vice President and Segment Chief Financial
Officer, Thermal and Flow Technology Segments of SPX Corporation (a
multi-industry manufacturer and developer) from 2005 to 2006 and as
Vice President and Chief Financial Officer, Cooling Technologies
and Services of SPX from 2004 to 2005.
Jamie A. Beggs:
Senior Vice President, Chief Financial Officer, 2020 to date.
Senior Vice President and Chief Financial Officer of Hunt
Consolidated, Inc. (a diversified holding company focused primarily
in the energy industry) from 2017 through 2019. Vice President and
Treasurer at Celanese Corporation (a global technology leader in
the production of specialty materials and chemical products) from
2015 to 2017. Chief Financial Officer, Material Solutions at
Celanese Corporation from 2011 to 2015. Prior to 2011, Ms. Beggs
worked in various roles of increasing responsibility at Celanese
Corporation in both business and finance from May
2007.
Cathy K. Dodd:
Senior Vice President, President of Distribution, 2020 to date.
Senior Vice President, Chief Commercial Officer from 2020 to 2020.
Vice President, Marketing from 2014 to 2020. Director of Downstream
Engagement and Design and Strategic Account Executive, Retail at
Eastman Chemical Company (a global specialty chemical company that
produces a broad range of advanced materials, additives and
functional products, specialty chemicals, and fibers) from 2010 to
2014.
Michael A. Garratt:
Senior Vice President, President Color, Additives and Inks, EMEA,
2020 to present. Senior Vice President, Chief Commercial Officer,
2016 to 2020. Senior Vice President, President of Performance
Products and Solutions, 2013 to 2016. President, Marmon Utility (a
manufacturer of medium-high voltage utility, subsea and down-hole
power cables and molded insulator systems) from 2011 to 2013. Chief
Operating Officer, Excel Polymers (a custom thermoset rubber
formulator) from 2009 to 2010. Vice President and General Manager -
Americas Compounding and Performance Additives, Excel Polymers from
2009 to 2009. Vice President and General Manager - Industrial and
Consumer, Excel Polymers from 2005 to 2009. From 1996 to 2005, Mr.
Garratt worked for DuPont Dow Elastomers, a joint venture of Dupont
and Dow (global manufacturers of engineered thermoset rubber and
thermoplastic elastomer materials) in market development and
product management positions, culminating in a regional commercial
leadership role for EMEA.
Lisa K. Kunkle:
Senior Vice President, General Counsel and Secretary, 2015 to date.
Vice President, General Counsel and Secretary, 2007 to 2015,
Assistant General Counsel, 2007. Partner, Jones Day (a global law
firm) from 2006 to 2007. Associate, Jones Day from August 1995 to
January 2006.
M. John Midea, Jr.:
Senior Vice President, Global Operations and Process Improvement,
2015 to date. President and Chief Executive Officer, Resco Products
(a refractory products company) from 2012 to 2014. President and
Chief Operating Officer, Ennis Traffic Safety Solutions (a traffic
safety and infrastructure company) from 2008 to 2012. Vice
President, North American - General Industrial, Valspar Corporation
(a manufacturer of paints and coatings) from 2007 to 2008. Vice
President and General Manager, Power Coatings, Valspar Corporation
from 2002 to 2007.
Woon Keat Moh:
Senior Vice President, President Color, Additives and Inks,
Americas and Asia, April 2020 to date. Senior Vice President,
President of Color, Additives and Inks, 2020 to 2020. Vice
President of Asia, 2019 to 2019. General Manager of Specialty
Engineered Materials Asia, 2014 to 2018. Sales Director of Color
and Additives Asia, 2011 to 2014. Business Development Manager,
Color and Additives Asia, 2010 to 2011. From 1999 to 2010, Mr. Moh
worked for Clariant AG (a global manufacturer of color and
additives masterbatch) in various roles of increasing
responsibility, culminating in a commercial leadership role in
Southeast Asia. He also served as a technical sales executive for
Bayer AG (a manufacturer of pigments, dyestuffs, additives,
chemical auxiliaries for textile, leather, paper and plastic
industry) with its Specialty Products division from 1997 to
1999.
Chris L. Pederson:
Senior Vice President, President of Specialty Engineered Materials,
2018 to date. Vice President, Strategy, Hexcel Corporation (a
global leader in advanced composites technology) from 2017 to 2018.
Vice President, Aerospace of Cytec Engineered Materials (a producer
of specialty bonding adhesives and composite materials) from 2009
to 2016. Vice President, Research and Development of Cytec from
2004 to 2009. Mr. Pederson served as a Senior Engineer at Boeing (a
global aerospace company) from 1992 to 2001.
Vinod Purayath, PhD:
Senior Vice President, Chief Technology Officer, 2021 to date. Vice
President, Technology, SunRise Memory Corp. (a semiconductor
company based in California) from 2019 to 2021. Managing Director,
Selective Removal Products Division, of Applied Materials, Inc. (a
supplier of equipment, services and software for the manufacture of
semiconductor chips) from 2013 to 2019. Dr. Purayath also served in
various positions at Sandisk (a manufacturer of flash memory
products) from 2005 to 2013, and as a Research Fellow at the Japan
Advanced Institute for Science and Technology from 2003 to
2005.
Joel R. Rathbun:
Senior Vice President, Mergers and Acquisitions, 2016 to date.
General Manager, Specialty Engineered Materials North America, 2013
to 2016. Vice President, Mergers and Acquisitions, 2011 to 2013.
Mr. Rathbun served as Senior Vice President, Mergers and
Acquisitions, Moelis & Company (an American global independent
investment bank) from 2008 to 2011. He also served as Executive
Director, Mergers and Acquisitions of CIBC World Markets (an
investment bank in the domestic and international equity and debt
capital markets) from 2006 to 2008.
João José San Martin Neto:
Senior Vice President, Chief Human Resources Officer, 2016 to date.
Senior Director, Human Resources, Color, Additives and Inks, 2013
to 2016. Group Global Director, Human Resources, Engineered
Products and Solutions from 2012 to 2013. Vice President Human
Resources, Alcoa Power and Propulsion (a business unit of Alcoa
Inc. specializing in titanium and aluminum castings) from 2009 to
2012. Vice President Human Resources, Alcoa Electrical &
Electronic Solutions (a business unit of Alcoa Inc. specializing in
the design, development and production of electrical and electronic
distribution systems) from 2003 to 2009.
PART II
ITEM 5. MARKET
FOR REGISTRANT’S COMMON EQUITY, RELATED STOCKHOLDER MATTERS AND
ISSUER PURCHASES OF EQUITY SECURITIES
Our common shares, $0.01 par value per share, are traded on
the New York Stock Exchange under the symbol
“AVNT.”
As of February 4, 2022, there were 1,543 holders of record of
our common shares.
We currently have an authorized common share repurchase program.
For the full year 2021, we repurchased 0.1 million common shares at
a weighted average share price of $42.43. During the three months
ended December 31, 2021, we repurchased no common shares as
shown in the table below.
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Period |
Total Number of Shares Purchased |
|
Weighted Average Price Paid Per Share |
|
Total Number of Shares Purchased as Part of Publicly Announced
Program |
|
Maximum Number of Shares that May Yet be Purchased Under the
Program(1)
|
October 1 to October 31 |
— |
|
|
$ |
— |
|
|
— |
|
|
5,757,472 |
|
November 1 to November 30 |
— |
|
|
$ |
— |
|
|
— |
|
|
5,757,472 |
|
December 1 to December 31 |
— |
|
|
$ |
— |
|
|
— |
|
|
5,757,472 |
|
Total |
— |
|
|
$ |
— |
|
|
— |
|
|
|
(1) Our Board of Directors approved a common share repurchase
program authorizing Avient to purchase its common shares in August
2008, which share repurchase authorization has been subsequently
increased from time to time. On December 9, 2020, we announced that
we would increase our share buyback by an additional 5 million
shares. As of December 31, 2021, approximately 5.8 million
shares remained available for purchase under these authorizations,
which have no expiration. Purchases of common shares may be made by
open market purchases or privately negotiated transactions and may
be made pursuant to Rule 10b5-1 plans and accelerated share
repurchases.
ITEM 6. [RESERVED]
ITEM 7.
MANAGEMENT’S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND
RESULTS OF OPERATIONS
Overview
Management’s Discussion and Analysis of Financial Condition and
Results of Operations (MD&A) is designed to provide information
that is supplemental to, and should be read together with, our
consolidated financial statements and the accompanying notes
contained in this Annual Report on Form 10-K. Information in this
Item 7 is intended to assist the reader in obtaining an
understanding of our consolidated financial statements, the changes
in certain key items in those financial statements from year to
year, the primary factors that accounted for those changes, and any
known trends or uncertainties that we are aware of that may have a
material effect on our future performance, as well as how certain
accounting principles affect our consolidated financial statements.
Unless otherwise noted, the discussion that follows includes a
comparison of our results of operations, liquidity and capital
resources, and cash flows for fiscal years 2021 and 2020. For a
discussion of changes from fiscal year 2019 to fiscal year 2020,
refer to Management’s Discussion and Analysis of Financial
Condition and Results of Operations in Part II, Item 7 of our
Annual Report on Form 10-K for the year ended December 31, 2020,
filed with the SEC on February 25, 2021.
The following discussion contains forward-looking statements that
reflect our plans, estimates and beliefs. Our actual results could
differ materially from those discussed in these forward-looking
statements. Factors that could cause or contribute to these
differences include, but are not limited to, those discussed below
and elsewhere in this Annual Report on Form 10-K, particularly in
“Cautionary
Note on Forward-Looking Statements”
and Item 1A, “Risk
Factors.”
Our Business
We are a premier formulator of specialized and sustainable material
solutions that transform customer challenges into opportunities,
bringing new products to life for a better world. Our products
include specialty engineered materials, advanced composites, color
and additive systems and polymer distribution. We are also a highly
specialized developer and manufacturer of performance enhancing
additives, liquid colorants and fluoropolymer and silicone
colorants. Headquartered in Avon Lake, Ohio, with 2021 sales of
$4.8 billion, we have manufacturing sites and distribution
facilities around the globe, with 69% and 46% of our respective
Color, Additives and Inks and Specialty Engineered Materials
segments' sales outside the United States. We provide value to our
customers through our ability to link our knowledge of polymers and
formulation technology with our manufacturing and supply chain
capabilities to provide value-added solutions to designers,
assemblers and processors of plastics.
Strategy and Key Trends
To achieve our vision, we have implemented a strategy with four
core components: specialization, globalization, operational
excellence and commercial excellence. Specialization differentiates
us through products, services, technology and solutions that add
value. Globalization allows us to service our customers with
consistency wherever their operations might be around the world.
Operational excellence empowers us to respond to the voice of the
customer while focusing on continuous improvement. Commercial
excellence enables us to deliver value to customers by supporting
their growth and profitability with superior customer
service.
We are also committed to sustainability through our four
cornerstones of People, Products, Planet, and Performance. Part of
our long term investment in sustainability started in January 2019,
when Avient, along with 29 other member companies, joined together
as founding members of the Alliance to End Plastic Waste (AEPW).
The AEPW has thus far committed over $1.5 billion to help end
plastic waste in the environment through investment in
infrastructure, innovation, education, and clean-up activities. The
AEPW enables and brings to scale solutions to minimize and manage
plastic waste and promote solutions for used plastics that move
towards a circular economy. Our commitment to AEPW confirms the
importance we place on being a global leader in all aspects of how
we define sustainability: People, Products, Planet and Performance.
We have invested and are making important contributions in each,
which are discussed in depth in our sustainability
report.
In the short term, we will maintain our focus on sales growth with
expanding margins, with a goal of offsetting economic headwinds in
certain end markets and geographies, raw material volatility and
logistics cost inflation. Longer term, we will continue to focus on
accelerating the launch of new products and collaborating with our
customers to develop new and unique solutions for their benefit
while focusing on our four cornerstones of sustainability named
above to ensure the growth we achieve is sustainable for us and our
customers. Capital expenditures will be focused primarily to
support sales growth, investment in recent acquisitions, and other
strategic investments. We also continue to consider acquisitions
and other synergy opportunities that complement our core platforms.
These actions will ensure that we continue to invest in our core
capabilities and continue to support growth in key markets and
product offerings.
We will continue our enterprise-wide Lean Six Sigma program
directed at improving margin, profitability and cash flow by
applying proven management techniques and strategies to key areas
of the business, such as pricing, supply chain and operations
management, productivity and quality. Long-term trends that
currently provide opportunities to leverage our strategy and
commitment to sustainability include improving health and wellness,
protecting the environment, globalizing and localizing and
increasing energy efficiency. Examples of how our strategy supports
these trends can be found in numerous initiatives: active
participation in the medical device market, leveraging our global
footprint to deliver consistent solutions globally, light weighting
and metal replacement and development of solutions that respond to
ever-changing market needs by offering alternatives to traditional
materials.
Recent Developments
COVID-19
We have continued to closely monitor the impact of the COVID-19
pandemic on all aspects of our business, including how it has
impacted our employees, customers, supply chain and distribution
network. Although we are unable to predict the ultimate impact of
the COVID-19 outbreak at this time, the pandemic has in the past
adversely affected, and could in the future adversely affect our
business. While we concluded there were no indicators of impairment
as of December 31, 2021, any significant sustained adverse change
in financial results or macroeconomic conditions could result in
future impairments of long-lived assets. The extent to which our
operations may continue to be impacted by the COVID-19 pandemic
will depend largely on future developments, which are highly
uncertain and cannot be accurately predicted, including new
information which may emerge concerning the severity of the
outbreak and actions by government authorities to contain the
outbreak or treat its impact.
Clariant Color Acquisition
On July 1, 2020, the Company completed the Clariant Color
Acquisition. The Clariant Color Acquisition increased the Company's
scale, product depth and geographic reach in its Color, Additives
and Inks segment. Clariant Color has leading portfolios of solid
and liquid colorants that include sustainable solutions for
alternative energy, and reduced material requirements for packaging
and light weighting. In connection with the completion of the
Clariant Color Acquisition and effective as of June 30, 2020, the
Company amended its existing Articles of Incorporation to change
its name to Avient Corporation. In conjunction with its rebranding
and new name, the Company also changed its ticker symbol from "POL"
to "AVNT", effective at the start of trading on July 13,
2020.
Total consideration paid by the Company to complete the Clariant
Color Acquisition was $1.4 billion net of cash and debt. To finance
the Clariant Color Acquisition, the Company used $496.1 million of
net proceeds from the issuance of common shares in an underwritten
public offering completed in February 2020 and $640.5 million
of net proceeds from a senior unsecured notes offering completed in
May 2020, and funded the balance using the net proceeds of the
October 2019 sale of PP&S.
Other Acquisitions
On July 1, 2021, the Company completed its acquisition of Magna
Colours Ltd. (Magna Colours), a market leader in sustainable,
water-based inks technology for the textile screen printing
industry, for the purchase price of $47.6 million, net of cash
acquired. The results of the Magna Colours business are reported in
the Color, Additives and Inks segment.
Highlights and Executive Summary
A summary of Avient’s sales, operating income, income from
continuing operations, net of income taxes and net income from
continuing operations attributable to Avient common shareholders is
included in the following table:
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
(In millions) |
|
2021 |
|
2020 |
|
2019 |
Sales |
|
$ |
4,818.8 |
|
|
$ |
3,242.1 |
|
|
$ |
2,862.7 |
|
Operating income |
|
381.2 |
|
|
189.3 |
|
|
156.8 |
|
Net income from continuing operations, net of income
taxes |
|
230.6 |
|
|
133.8 |
|
|
75.7 |
|
Net income from continuing operations attributable to Avient common
shareholders |
|
230.8 |
|
|
132.0 |
|
|
75.5 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Results of Operations |
|
|
|
|
|
|
|
Variances — Favorable (Unfavorable) |
|
|
|
|
|
|
|
|
2021 versus 2020
|
|
|
(Dollars in millions, except per share data) |
|
2021 |
|
2020 |
|
2019 |
|
Change |
|
%
Change |
|
|
|
|
Sales |
|
$ |
4,818.8 |
|
|
$ |
3,242.1 |
|
|
$ |
2,862.7 |
|
|
$ |
1,576.7 |
|
|
48.6 |
% |
|
|
|
|
Cost of sales |
|
3,719.2 |
|
|
2,457.8 |
|
|
2,205.5 |
|
|
(1,261.4) |
|
|
(51.3) |
% |
|
|
|
|
Gross margin |
|
1,099.6 |
|
|
784.3 |
|
|
657.2 |
|
|
315.3 |
|
|
40.2 |
% |
|
|
|
|
Selling and administrative expense |
|
718.4 |
|
|
595.0 |
|
|
500.4 |
|
|
(123.4) |
|
|
(20.7) |
% |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Operating income |
|
381.2 |
|
|
189.3 |
|
|
156.8 |
|
|
191.9 |
|
|
101.4 |
% |
|
|
|
|
Interest expense, net |
|
(75.3) |
|
|
(74.6) |
|
|
(59.5) |
|
|
(0.7) |
|
|
(0.9) |
% |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Other (expense) income, net |
|
(1.3) |
|
|
24.3 |
|
|
12.1 |
|
|
(25.6) |
|
|
nm |
|
|
|
|
Income from continuing operations before income taxes |
|
304.6 |
|
|
139.0 |
|
|
109.4 |
|
|
165.6 |
|
|
119.1 |
% |
|
|
|
|
Income tax expense |
|
(74.0) |
|
|
(5.2) |
|
|
(33.7) |
|
|
(68.8) |
|
|
nm |
|
|
|
|
Net income from continuing operations |
|
$ |
230.6 |
|
|
$ |
133.8 |
|
|
$ |
75.7 |
|
|
$ |
96.8 |
|
|
72.3 |
% |
|
|
|
|
(Loss) income from discontinued operations, net of income
taxes |
|
— |
|
|
(0.4) |
|
|
513.1 |
|
|
0.4 |
|
|
nm |
|
|
|
|
Net income |
|
230.6 |
|
|
133.4 |
|
|
588.8 |
|
|
97.2 |
|
|
72.9 |
% |
|
|
|
|
Net loss (income) attributable to noncontrolling
interests |
|
0.2 |
|
|
(1.8) |
|
|
(0.2) |
|
|
2.0 |
|
|
nm |
|
|
|
|
Net income attributable to Avient common shareholders |
|
$ |
230.8 |
|
|
$ |
131.6 |
|
|
$ |
588.6 |
|
|
$ |
99.2 |
|
|
75.4 |
% |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Earnings per share attributable to Avient common shareholders -
basic: |
|
|
|
|
Continuing operations |
|
$ |
2.53 |
|
|
$ |
1.47 |
|
|
$ |
0.98 |
|
|
|
|
|
|
|
|
|
Discontinued operations |
|
— |
|
|
(0.01) |
|
|
6.64 |
|
|
|
|
|
|
|
|
|
Total |
|
$ |
2.53 |
|
|
$ |
1.46 |
|
|
$ |
7.62 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Earnings per share attributable to Avient common shareholders -
diluted: |
|
|
|
|
Continuing operations |
|
$ |
2.51 |
|
|
$ |
1.46 |
|
|
$ |
0.97 |
|
|
|
|
|
|
|
|
|
Discontinued operations |
|
— |
|
|
(0.01) |
|
|
6.61 |
|
|
|
|
|
|
|
|
|
Total |
|
$ |
2.51 |
|
|
$ |
1.45 |
|
|
$ |
7.58 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
nm - not meaningful
Sales
Sales increased $1,576.7 million, or 48.6%, in 2021 compared to
2020, due to the Clariant Color Acquisition, as well as growth in
many end markets and price increases associated with raw material
inflation.
Cost of sales
As a percent of sales, cost of sales increased from 75.8% in 2020
to 77.2% in 2021, primarily as a result of rising raw material
costs.
Selling and administrative expense
These costs include selling, technology, administrative functions,
corporate and general expenses. Selling and administrative expense
in 2021 increased $123.4 million compared to 2020, primarily driven
by the Clariant Color Acquisition.
Other (expense) income, net
Other income, net decreased $25.6 million in 2021 as compared
to 2020 due to a mark-to-market adjustment and curtailments on our
pension and other post-employment benefit obligations that resulted
in a loss of $9.4 million in 2021, while it resulted in a gain of
$17.2 million in 2020 (see Note 11,
Employee Benefit Plans
to the accompanying condensed consolidated financial statements).
All components of net periodic benefit cost, except for service
costs, are presented herein.
Income taxes
The Company is subject to taxation in the U.S. and numerous
international jurisdictions. In determining the effective income
tax rate, the Company analyzes various factors, including annual
earnings, the laws of taxing jurisdictions in which the earnings
were generated, the impact of state and local income taxes, the
ability to use tax credits, net operating loss carryforwards, and
available planning alternatives. Discrete items, including the
effect of changes in tax laws, statutory tax rates, and valuation
allowances or other non-recurring tax adjustments are reflected in
the period in which they occur as an addition to, or reduction
from, the tax provision.
We recognize the resulting tax on global intangible low-taxed
income (GILTI) and the deduction of foreign-derived intangible
income (FDII) as a period expense in the period in which the tax is
incurred.
A reconciliation of the applicable U.S. federal statutory tax rate
to the consolidated effective income tax rate from continuing
operations along with a description of significant or other
reconciling items is included below.
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Twelve Months Ended December 31, |
(In millions) |
|
2021 |
|
2020 |
|
|
Federal statutory income tax rate |
|
21.0 |
% |
|
21.0 |
% |
|
|
Tax (benefit) expense on GILTI and FDII |
|
(1.7) |
|
|
3.1 |
|
|
|
International tax on certain current and prior year
earnings |
|
1.4 |
|
|
2.0 |
|
|
|
Net impact of non-deductible acquisition earnouts and transaction
cost |
|
0.1 |
|
|
1.8 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Research and development credit |
|
(0.8) |
|
|
(2.1) |
|
|
|
|
|
|
|
|
|
|
Carryback of capital losses |
|
(0.4) |
|
|
(13.1) |
|
|
|
State and local tax, net |
|
1.4 |
|
|
(3.4) |
|
|
|
International tax rate differential |
|
(0.2) |
|
|
(2.7) |
|
|
|
International permanent items |
|
0.2 |
|
|
(5.2) |
|
|
|
Net impact of uncertain tax positions |
|
0.7 |
|
|
1.0 |
|
|
|
Changes in valuation allowances |
|
1.7 |
|
|
0.5 |
|
|
|
Other |
|
0.9 |
|
|
0.8 |
|
|
|
Effective income tax rate |
|
24.3 |
% |
|
3.7 |
% |
|
|
2021 compared to 2020
For 2021, we recognized a U.S. tax benefit of $5.5 million (1.7%)
from decreased tax on GILTI and FDII arising from higher domestic
income. This benefit compared to tax expense on GILTI and FDII of
$4.3 million (3.1%) for 2020.
We recognized a tax benefit of $1.2 million (0.4%) and $18.2
million (13.1%) in 2021 and 2020, respectively, from a carryback of
capital losses.
For 2021, state and local tax expense was $4.2 million (1.4%),
which resulted from normal operations. In 2020, we had a state and
local tax benefit of $4.7 million (3.4%), which included favorable
prior year tax provision adjustments and a state tax benefit from
carryback of capital losses.
For 2021, international permanent items included the favorable tax
effect of notional interest deductions and a change in a foreign
tax rate. Offsetting these items were withholding taxes on
intercompany foreign-to-foreign income and deferred tax adjustments
which resulted in a net unfavorable tax impact of $0.6 million
(0.2%). For 2020, International permanent items also included the
favorable tax effect of notional interest deductions, favorable tax
treatment of foreign exchanges losses, partially offset by
non-deductibility of interest expense related to the receipt of
tax-exempt dividends, which resulted in a net favorable tax impact
of $7.2 million (5.2%).
Segment Information
Operating income is the primary measure that is reported to our
chief operating decision maker for purposes of making decisions
about allocating resources to the segments and assessing their
performance. Operating income at the segment level does not
include: corporate general and administrative costs that are not
allocated to segments; intersegment sales and profit eliminations;
charges related to specific strategic initiatives, such as the
consolidation of operations; restructuring activities, including
employee separation costs resulting from personnel reduction
programs, plant closure and phase-in costs; costs incurred directly
in relation to acquisitions or divestitures; integration costs;
executive separation agreements; share-based compensation costs;
environmental remediation costs and other liabilities for
facilities no longer owned or closed in prior years; actuarial
gains and losses associated with our pension and post-retirement
benefit plans; and certain other items that are not included in the
measure of segment profit or loss that is reported to and reviewed
by our chief operating decision maker. These costs are included
in
Corporate and eliminations.
Avient has three reportable segments: (1) Color, Additives and
Inks; (2) Specialty Engineered Materials; and (3) Distribution. Our
segments are further discussed in Note 15,
Segment Information,
to the accompanying consolidated financial statements.
Sales and Operating Income
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
2021 versus 2020
|
|
|
(Dollars in millions) |
|
2021 |
|
2020 |
|
|
|
Change |
|
% Change |
|
|
|
|
Sales: |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Color, Additives and Inks |
|
$ |
2,401.6 |
|
|
$ |
1,502.9 |
|
|
|
|
$ |
898.7 |
|
|
59.8 |
% |
|
|
|
|
Specialty Engineered Materials |
|
918.9 |
|
|
708.8 |
|
|
|
|
210.1 |
|
|
29.6 |
% |
|
|
|
|
Distribution |
|
1,630.9 |
|
|
1,110.3 |
|
|
|
|
520.6 |
|
|
46.9 |
% |
|
|
|
|
Corporate and eliminations |
|
(132.6) |
|
|
(79.9) |
|
|
|
|
(52.7) |
|
|
(66.0) |
% |
|
|
|
|
Sales |
|
$ |
4,818.8 |
|
|
$ |
3,242.1 |
|
|
|
|
$ |
1,576.7 |
|
|
48.6 |
% |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Operating income: |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Color, Additives and Inks |
|
$ |
303.1 |
|
|
$ |
180.8 |
|
|
|
|
$ |
122.3 |
|
|
67.6 |
% |
|
|
|
|
Specialty Engineered Materials |
|
132.0 |
|
|
94.4 |
|
|
|
|
37.6 |
|
|
39.8 |
% |
|
|
|
|
Distribution |
|
93.2 |
|
|
69.5 |
|
|
|
|
23.7 |
|
|
34.1 |
% |
|
|
|
|
Corporate and eliminations |
|
(147.1) |
|
|
(155.4) |
|
|
|
|
8.3 |
|
|
5.3 |
% |
|
|
|
|
Operating income |
|
$ |
381.2 |
|
|
$ |
189.3 |
|
|
|
|
$ |
191.9 |
|
|
101.4 |
% |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Operating income as a percentage of sales: |
|
|
|
|
|
|
|
|
|
|
|
|
Color, Additives and Inks |
|
12.6 |
% |
|
12.0 |
% |
|
|
|
0.6 |
% |
|
points |
|
|
|
|
Specialty Engineered Materials |
|
14.4 |
% |
|
13.3 |
% |
|
|
|
1.1 |
% |
|
points |
|
|
|
|
Distribution |
|
5.7 |
% |
|
6.3 |
% |
|
|
|
(0.6) |
% |
|
points |
|
|
|
|
Total |
|
7.9 |
% |
|
5.8 |
% |
|
|
|
2.1 |
% |
|
points |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Color, Additives and Inks
Sales increased $898.7 million, or 59.8%, in 2021 compared to 2020,
primarily due to the Clariant Color Acquisition, as well as growth
in nearly all end markets and regions and price increases
associated with raw material inflation.
On a pro forma basis to include Clariant Color in all periods,
sales increased by $359.5 million, or 18.0%, in 2021 compared to
2020, as a result of growth in nearly all end markets and regions
as well as price increases associated with raw material inflation.
Favorable foreign exchange also contributed 2%.
Operating income increased $122.3 million, or 67.6%, in 2021
compared to 2020 primarily due to the Clariant Color Acquisition,
as well as growth in nearly all end markets and price increases
associated with raw material inflation.
On a pro forma basis to include Clariant Color in all periods,
operating income increased by 34.0% in 2021 compared to 2020, as a
result of the sales growth discussed above and capture of
integration synergies, partially offset by raw material and cost
inflation.
Specialty Engineered Materials
Sales increased by $210.1 million, or 29.6%, in 2021 compared to
2020, largely driven by high demand for advanced composite
materials and growth in many end markets.
Operating income increased by $37.6 million in 2021 compared to
2020 due to increased sales and continued growth of higher margin
specialty and composites solutions.
Distribution
Sales increased $520.6 million, or 46.9%, in 2021 compared to 2020
driven by increased demand as well as higher average selling
prices. Operating income increased $23.7 million, or 34.1%, in 2021
compared to 2020 as a result of the sales growth discussed above,
partially offset by raw material cost inflation.
Corporate and Eliminations
Costs declined $8.3 million in 2021 compared to 2020 primarily due
to lower acquisition related expense.
Liquidity and Capital Resources
Our objective is to finance our business through operating cash
flow and an appropriate mix of debt and equity. By laddering the
maturity structure, we avoid concentrations of debt maturities,
reducing liquidity risk. We may from time to time seek to retire or
purchase our outstanding debt with cash and/or exchanges for equity
securities, in open market purchases, privately negotiated
transactions or otherwise. We may also seek to repurchase our
outstanding common shares. Such repurchases, if any, will depend on
prevailing market conditions, our liquidity requirements,
contractual restrictions and other factors. The amounts involved
have been and may continue to be material.
The following table summarizes our liquidity as of
December 31, 2021:
|
|
|
|
|
|
|
|
(In millions) |
|
Cash and cash equivalents |
$ |
601.2 |
|
Revolving credit availability |
485.5 |
|
Liquidity |
$ |
1,086.7 |
|
As of December 31, 2021, approximately 71% of the Company’s
cash and cash equivalents resided outside the United
States.
Based on current projections, we believe that we will be able to
continue to manage and control working capital, discretionary
spending and capital expenditures and that cash provided by
operating activities, along with available borrowing capacity under
our revolving credit facilities, will allow us to maintain adequate
levels of available capital to fund our operations, meet debt
service obligations, continue paying dividends, and
opportunistically repurchase outstanding common
shares.
Expected sources of cash needed to satisfy cash requirements in
2022 include our cash on hand, cash from operations and available
liquidity under our revolving credit facility, if needed. Expected
uses of cash in 2022 include interest payments, cash taxes,
dividend payments, share repurchases, environmental remediation
costs, capital expenditures and debt repayment. Capital
expenditures are currently estimated to be approximately
$135 million in 2022, primarily to support sales growth, our
continued investment in recent acquisitions and other strategic
investments.
Cash Flows
The following table summarizes our cash flows from operating,
investing and financing activities:
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
(In millions) |
|
2021 |
|
2020 |
|
2019 |
Cash provided by (used by): |
|
|
|
|
|
|
Operating Activities |
|
$ |
233.8 |
|
|
$ |
221.6 |
|
|
$ |
300.8 |
|
Investing Activities |
|
(150.2) |
|
|
(1,431.6) |
|
|
611.9 |
|
Financing Activities |
|
(114.6) |
|
|
982.0 |
|
|
(218.3) |
|
Effect of exchange rate on cash |
|
(17.3) |
|
|
12.8 |
|
|
(0.6) |
|
Net (decrease) increase in cash and cash equivalents |
|
$ |
(48.3) |
|
|
$ |
(215.2) |
|
|
$ |
693.8 |
|
Operating activities
In 2021, net cash provided by operating activities was $233.8
million as compared to $221.6 million in 2020, as greater earnings,
lower payments for taxes and the absence of earn out payments from
prior acquisitions were largely offset by the build in working
capital to support the sales growth realized in 2021.
Investing Activities
Net cash used by investing activities during 2021 of $150.2 million
primarily reflects $47.6 million related to the Magna
Acquisition and capital expenditures of
$100.6 million.
Financing Activities
Net cash used by financing activities in 2021 primarily reflects
$77.7 million in dividends paid and the repayment of long term debt
of $18.5 million.
Total Debt
The following table summarizes debt as presented at
December 31, 2021 and 2020.
|
|
|
|
|
|
|
|
|
|
|
|
(In millions) |
2021 |
|
2020 |
Senior secured revolving credit facility due 2026 |
$ |
— |
|
|
$ |
— |
|
5.25% senior notes due 2023 |
598.6 |
|
|
597.5 |
|
5.75% senior notes due 2025 |
643.2 |
|
|
641.2 |
|
Senior secured term loan due 2026 |
605.3 |
|
|
610.0 |
|
Other debt |
11.8 |
|
|
23.9 |
|
Total debt |
$ |
1,858.9 |
|
|
$ |
1,872.6 |
|
Less short-term and current portion of long-term debt |
8.6 |
|
|
18.6 |
|
Total long-term debt, net of current portion |
$ |
1,850.3 |
|
|
$ |
1,854.0 |
|
|
|
|
|
|
|
The Company maintains a senior secured revolving credit facility,
which matures on October 26, 2026 and provides a maximum borrowing
facility size of $500 million, subject to a borrowing base
with advances against certain U.S. and international accounts
receivable, inventory and other assets as specified in the
agreement. On October 26, 2021, the Company and certain of its
subsidiaries entered into the First Amendment to the Third Amended
and Restated Credit Agreement (the ABL Amendment) with Wells Fargo
Capital Finance, LLC, as administrative agent (in such capacity,
Administrative Agent) and the various lenders and other agents
party thereto. The ABL Amendment amends the Third Amended and
Restated Credit Agreement, dated June 28, 2019, by and among the
Company and certain subsidiaries of the Company party thereto,
Wells Fargo Capital Finance, LLC, as administrative agent, and the
various lenders and other agents party thereto. The ABL Amendment,
among other things, (i) increased the Company’s total revolving
credit line to $500 million (which may be increased by up to
$150 million subject to the Company meeting certain
requirements and obtaining commitments for such increase) (the
Revolving Credit Facility), subject to the borrowing base
limitations, (ii) extended the maturity date of the Revolving
Credit Facility to October 26, 2026 (subject to certain
exceptions), (iii) modified the borrowing base to include qualified
cash subject to certain limitations, (iv) modified the applicable
margin and the unused line fee to be based on availability, and (v)
modified certain negative covenants to provide additional
flexibility. As of December 31, 2021, we had no borrowings
outstanding under our Revolving Credit Facility, which had
remaining availability of $485.5 million. As of
December 31, 2020, we had no borrowings under our Revolving
Credit Facility, which had remaining availability of
$278.2 million.
On April 11, 2018, the Company entered into a fifth amendment to
its senior secured term loan. Under the terms of the amended senior
secured term loan, the margin was reduced by 25 basis points to 175
basis points. At the Company's discretion, interest is based upon
(i) a margin rate of 75 basis points plus a Prime Rate, subject to
a floor of 175 basis points. On November 9, 2018, the Company
entered into a sixth amendment to its senior secured term loan,
which extended the maturity to 2026. Repayments in the amount of
one percent of the aggregate principal amount as of August 3, 2016
are payable annually, while the remaining balance matures on
January 30, 2026. The total principal repayments for the year ended
December 31, 2021 were $6.5 million.
The agreements governing our Revolving Credit Facility and our
senior secured term loan, and the indentures and credit agreements
governing other debt, contain a number of customary financial and
restrictive covenants. As of December 31, 2021, we were in
compliance with all customary financial and restrictive covenants
pertaining to our debt.
For additional information regarding our debt, please see Note
6,
Financing Arrangements
to the accompanying condensed consolidated financial
statements.
Letters of Credit
Our Revolving Credit Facility provides up to $50.0 million for
the issuance of letters of credit, $12.1 million of which was
used at December 31, 2021. These letters of credit are issued
by the bank in favor of third parties and are mainly related to
insurance claims.
Material Cash Requirements
We have future obligations under various contracts relating to debt
and interest payments, operating leases, pension and
post-retirement benefit plans and purchase obligations. The
following table summarizes our obligations as of December 31,
2021 that are expected to impact liquidity and cash flow in future
periods. See
Liquidity and Capital Resources
for additional discussion of our ability to generate and access
cash to meet requirements as well as plans for use of cash in both
the short-term and long-term.
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Payment Due by Period |
(In millions) |
|
Total |
|
2022 |
|
2023 |
|
2024 |
|
2025 |
|
2026 |
|
Thereafter |
Total debt (1) |
|
$ |
1,873.3 |
|
|
$ |
8.6 |
|
|
$ |
608.6 |
|
|
$ |
8.6 |
|
|
$ |
658.7 |
|
|
$ |
6.9 |
|
|
$ |
581.9 |
|
Operating leases |
|
81.3 |
|
|
26.3 |
|
|
19.8 |
|
|
12.6 |
|
|
7.7 |
|
|
4.6 |
|
|
10.3 |
|
Interest on long-term debt obligations (2) |
|
241.8 |
|
|
84.4 |
|
|
68.5 |
|
|
52.6 |
|
|
33.7 |
|
|
1.6 |
|
|
1.0 |
|
Pension and post-retirement obligations (3) |
|
89.4 |
|
|
9.5 |
|
|
8.9 |
|
|
8.7 |
|
|
9.0 |
|
|
9.0 |
|
|
44.3 |
|
Purchase obligations (4) |
|
40.5 |
|
|
27.5 |
|
|
8.1 |
|
|
3.0 |
|
|
1.5 |
|
|
0.4 |
|
|
— |
|
Total |
|
$ |
2,326.3 |
|
|
$ |
156.3 |
|
|
$ |
713.9 |
|
|
$ |
85.5 |
|
|
$ |
710.6 |
|
|
$ |
22.5 |
|
|
$ |
637.5 |
|
(1)Total
debt includes both the current and long-term portions of debt and
capital lease obligations.
(2)Represents
estimated contractual interest payments for all outstanding
debt.
(3)This
represents estimates related to the funding obligations of our
pension and other post retirement plans. These contributions are
based on actuarial estimates of future assumed payments based upon
retirement and payment patterns for a 10-year period. The estimates
in the table may differ materially from actual future payments due
to uncertainties regarding the assumptions involved in estimating
future required contributions to our pension and non-pension post
retirement benefit plans, including (i) interest rate levels (ii)
the amount and timing of asset returns and (iii) what, if any,
changes may occur in pension funding legislation.
(4)Purchase
obligations are primarily comprised of service agreements related
to telecommunication, information technology, utilities and other
manufacturing plant services and certain capital
commitments.
Critical Accounting Policies and Estimates
Significant accounting policies are described more fully in Note
1,
Description of Business and Summary of Significant Accounting
Policies,
to the accompanying consolidated financial statements. The
preparation of financial statements in conformity with U.S.
generally accepted accounting principles (U.S. GAAP) requires us to
make estimates and assumptions about future events that affect the
amounts reported in our consolidated financial statements and
accompanying notes. We base our estimates on historical experience
and assumptions that we believe are reasonable considering the
related facts and circumstances. The application of these critical
accounting policies involves the exercise of judgment and use of
assumptions for future uncertainties. Accordingly, actual results
could differ significantly from these estimates. We believe that
the following discussion addresses our most critical accounting
policies, which are those that are the most important to the
portrayal of our financial condition and results of operations and
require our most difficult, subjective and complex
judgments.
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Description |
|
Judgments and Uncertainties |
|
Effect if Actual Results
Differ from Assumptions |
|
|
|
|
|
Environmental Liabilities |
|
|
|
|
• Based upon our estimates, we had an
undiscounted accrual of $124.5 million at December 31, 2021
for probable future environmental expenditures. Any such provision
is recognized using the Company's best estimate of the amount of
loss incurred, or at the lower end of an estimated range, when a
single best estimate is not determinable.
• With respect to the former Goodrich Corporation
Calvert City site, the United States Environmental Protection
Agency (USEPA) issued its Record of Decision (ROD) in September
2018, selecting a remedy consistent with our accrual assumptions.
In April 2019, the respondents signed an Administrative Settlement
Agreement and Order on Consent with the USEPA to conduct the
remedial design. In October 2019, the USEPA sent a Special Notice
Letter to Avient, Westlake Vinyls, and Goodrich Corporation,
inviting negotiation of a Consent Decree to perform the remedial
actions at the site. In 2020, the three companies, USEPA, and the
US Department of Justice signed the agreed Consent Decree, which
received Federal Court approval in January 2021.
• In some cases, the Company recovers a
portion of the costs relating to these obligations from insurers or
other third parties; however, the Company records such amounts only
when they are collected.
|
|
• This accrual represents our best estimate
of the remaining probable costs based upon information and
technology currently available. Depending upon the results of
future testing, the ultimate remediation alternatives undertaken,
changes in regulations, new information, newly discovered
conditions and other factors, it is reasonably possible that we
could incur additional costs in excess of the amount accrued.
However, such additional costs, if any, cannot currently be
estimated. Our estimate of this liability may be revised as new
regulations or technologies are developed or additional information
is obtained.
|
|
• If further developments or resolution of
these matters are not consistent with our assumptions and
judgments, we may need to recognize a significant adjustment in a
future period.
• As we progress through certain benchmarks
such as completion of the remedial design and remedial action,
additional information will become available that may require an
adjustment to our existing reserves.
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Description |
|
Judgments and Uncertainties |
|
Effect if Actual Results
Differ from Assumptions |
|
|
|
|
|
Pension and Other Post-retirement Plans |
• We account for our defined benefit pension
plans and other post-retirement plans in accordance with Financial
Accounting Standards Board (FASB) Accounting Standards Update (ASC)
Topic 715,
Compensation — Retirement Benefits.
We immediately recognize actuarial gains and losses in our
operating results in the year in which the gains or losses occur.
In 2021, we recognized a $9.4 million loss that was primarily
the result of actual asset returns that were lower than our assumed
returns. Partially offsetting the lower asset returns was an
increase in our year end discount rate from 2.47% to
2.69%.
|
|
• Asset returns and interest rates
significantly affect the value of future assets and liabilities of
our pension and post-retirement plans and therefore the funded
status of our plans. It is difficult to predict these factors due
to the volatility of market conditions.
• To develop our discount rate, we
consider the yields of high-quality corporate bonds with maturities
that correspond to the timing of our benefit obligations, referred
to as the bond matching approach.
• To develop our expected long-term
return on plan assets, we consider historical and forward looking
long-term asset returns and the expected investment portfolio mix
of plan assets. The weighted-average expected long-term rate of
return on plan assets was 4.86% for 2021, 5.05% for 2020 and 5.68%
for 2019.
• Life expectancy is a significant
assumption that impacts our pension and other post-retirement
benefits obligation. During 2020, we adopted the MP-2020 mortality
improvement scale which was issued by the Society of Actuaries in
October 2020.
|
|
• The expected long-term return on plan
assets utilized as of January 1, 2021 and 2020 was 4.86% and 5.05%,
respectively. An increase/decrease in our expected long-term return
on plan assets of 50 basis points as of December 31, 2021
would result in a change of approximately $2.5 million to 2022
net periodic benefit cost.
|
|
|
|
|
|
Income Taxes |
|
|
|
|
• We account for income taxes using the asset and liability method
under FASB ASC Topic 740. Under the asset and liability method,
deferred tax assets and liabilities are recognized for the
estimated future tax consequences attributable to differences
between the financial statement carrying amounts of existing assets
and liabilities and their respective tax bases. In addition,
deferred tax assets are also recorded with respect to net operating
losses and other tax attribute carryforwards. Deferred tax assets
and liabilities are measured using enacted tax rates in effect for
the year in which those temporary differences are expected to be
recovered or settled. Valuation allowances are established when
realization of the benefit of deferred tax assets is not deemed to
be more likely than not. The effect on deferred tax assets and
liabilities of a change in tax rates is recognized in income in the
period that includes the enactment date.
• We recognize net tax benefits under the recognition and
measurement criteria of FASB ASC Topic 740, Income Taxes, which
prescribes requirements and other guidance for financial statement
recognition and measurement of positions taken or expected to be
taken on tax returns. We record interest and penalties related to
uncertain tax positions as a component of income tax
expense.
|
|
• The utilization of certain deferred tax assets is dependent on
the amount and timing of taxable income that we will ultimately
generate in the future and other factors, such as changes in tax
laws. We have provided valuation allowances as of December 31,
2021, aggregating to $19.6 million against certain international,
state and local net operating loss carryforwards and other deferred
tax assets. As of December 31, 2021, the gross liability for
unrecognized income tax benefits, including interest and penalties,
totaled $21.3 million.
• Undistributed and indefinitely reinvested earnings for certain
consolidated non-U.S. subsidiaries were approximately $489 million
as of December 31, 2021. No tax provision was made on these
earnings as APB 23 provides guidance that U.S. companies do not
need to recognize tax effects on international earnings that are
indefinitely reinvested. Additionally, no deferred income taxes
were recorded on taxable outside basis differences as it was not
practicable to determine the tax provision impact.
|
|
• Although management believes that the estimates and
judgments discussed herein are reasonable, actual results could
differ, which could result in income tax expense or benefits that
could be material.
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Description |
|
Judgments and Uncertainties |
|
Effect if Actual Results
Differ from Assumptions |
|
|
|
|
|
Goodwill |
|
|
• Goodwill represents the excess of
the purchase price over the fair value of the net assets of
acquired companies. We follow the guidance in ASC 350,
Intangibles — Goodwill and Other,
including subsequent updates, and test goodwill for impairment at
least annually, absent a triggering event that would warrant an
impairment assessment. On an ongoing basis, absent any impairment
indicators, we perform our goodwill impairment testing as of the
first day of October of each year.
|
|
• We have identified our reporting units at
the operating segment level, or in most cases, one level below the
operating segment level. Goodwill is allocated to the reporting
units based on the estimated fair value at the date of
acquisition.
• We estimated fair value using the
best information available to us, including market information and
discounted cash flow projections using the income
approach.
• The income approach requires us to make assumptions and
estimates regarding projected economic and market conditions,
growth rates, operating margins and cash expenditures. Sensitivity
analyses were performed around these assumptions in order to assess
the reasonableness of the assumptions and the resulting estimated
fair values.
|
|
• If actual results are not consistent with our assumptions
and estimates, we may be exposed to goodwill impairment
charges.
• The fair value of the reporting unit is based on a number of
subjective factors including: (a) appropriate consideration of
valuation approaches, (b) the consideration of our business outlook
and (c) weighted average cost of capital (discount rate), growth
rates and market multiples for our estimated cash
flows.
• Based on our 2021 annual impairment
test performed on October 1st where both quantitative and
qualitative tests were performed, we determined there were no
reporting units considered to be at risk of impairment. We believe
that the current assumptions and estimates are reasonable,
supportable and appropriate. The business could be impacted by
unforeseen changes in market factors or opportunities, which could
impact our existing assumptions used in our impairment test. As
such, there can be no assurance that these estimates and
assumptions made for the purposes of the goodwill impairment test
will prove to be accurate predictions of future
performance.
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Indefinite-lived Intangible Assets |
|
|
|
|
• Indefinite-lived intangible assets represent
trade names associated with acquired companies.
|
|
• We estimate the fair value of trade names
using a “relief from royalty payments” approach. This approach
involves two steps: (1) estimating reasonable royalty rate for the
trade name and (2) applying this royalty rate to a net sales stream
and discounting the resulting cash flows to determine fair value.
Fair value is then compared with the carrying value of the trade
name.
|
|
• If actual results are not consistent
with our assumptions and estimates, we may be exposed to impairment
charges related to our indefinite lived trade name
• Based on our 2021 annual impairment test, no
trade names were considered at risk.
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Recent and Future Adoption of Accounting Standards
Information regarding recent and future adoption of accounting
standards can be found in Note 1,
Description of Business and Summary of Significant Accounting
Policies,
to the accompanying consolidated financial statements and is
incorporated by reference herein.
ITEM 7A.
QUANTITATIVE AND QUALITATIVE DISCLOSURES ABOUT MARKET
RISK
We are exposed to certain market risks as part of our ongoing
business operations, including risks from changes in interest rates
on debt obligations and foreign currency exchange rates that could
impact our financial condition, results of operations and cash
flows. We manage our exposure to these and other market risks
through regular operating and financing activities, including the
use of derivative financial instruments. We intend to use these
derivative financial instruments as risk management tools and not
for speculative investment purposes.
Interest rate exposure —
Interest on our Revolving Credit Facility and senior secured term
loan is based upon a Prime rate or LIBOR, plus a margin. There
would be no material impact on our interest expense or cash flows
from either a 10% increase or decrease in market rates of interest
on our outstanding variable rate debt as of December 31,
2021.
Foreign currency exposure —
We enter into intercompany transactions that are denominated in
various foreign currencies and are subject to financial exposure
from foreign exchange rate movement from the date a loan is
recorded to the date it is settled or revalued. To mitigate this
risk, we may enter into foreign exchange forward contracts and
derivative instruments. Gains and losses on these contracts
generally offset gains and losses on the assets and liabilities
being hedged.
We face translation risks related to the changes in foreign
currency exchange rates. Amounts invested in our foreign operations
are translated into U.S. dollars at the exchange rates in effect at
the balance sheet date. The resulting translation adjustments are
recorded as a component of
Accumulated other comprehensive (loss) income
in the Shareholders’ equity section of the accompanying
Consolidated Balance Sheets. Net sales and expenses in our foreign
operations’ foreign currencies are translated into varying amounts
of U.S. dollars depending upon whether the U.S. dollar weakens or
strengthens against other currencies. Therefore, changes in
exchange rates may either positively or negatively affect our net
sales and expenses from foreign operations as expressed in U.S.
dollars.
ITEM 8.
FINANCIAL STATEMENTS AND SUPPLEMENTARY DATA
Index to Financial Statements
|
|
|
|
|
|
|
Page |
Management’s Report |
|
Reports of Independent Registered Public Accounting Firm (PCAOB
ID:42)
|
|
Consolidated Financial Statements: |
|
Consolidated Statements of Income |
|
Consolidated Statements of Comprehensive Income |
|
Consolidated Balance Sheets |
|
Consolidated Statements of Cash Flows |
|
Consolidated Statements of Shareholders’ Equity |
|
Notes to Consolidated Financial Statements |
|
MANAGEMENT’S REPORT
The management of Avient Corporation is responsible for preparing
the consolidated financial statements and disclosures included in
this Annual Report on Form 10-K. The consolidated financial
statements and disclosures included in this Annual Report fairly
present in all material respects the consolidated financial
position, results of operations, shareholders’ equity and cash
flows of Avient Corporation as of and for the year ended
December 31, 2021.
Management is responsible for establishing and maintaining
disclosure controls and procedures designed to ensure that the
information required to be disclosed by the Company is captured and
reported in a timely manner. Management has evaluated the design
and operation of the Company’s disclosure controls and procedures
at December 31, 2021 and found them to be
effective.
Management is also responsible for establishing and maintaining a
system of internal control over financial reporting that is
designed to provide reasonable assurance regarding the reliability
of financial reporting and the preparation of financial statements
for external purposes in accordance with generally accepted
accounting principles. Internal control over financial reporting
includes policies and procedures that provide reasonable assurance
that: Avient Corporation’s accounting records accurately and fairly
reflect the transactions and dispositions of the assets of the
Company; unauthorized or improper acquisition, use or disposal of
Company assets will be prevented or timely detected; the Company’s
transactions are properly recorded and reported to permit the
preparation of the Company’s consolidated financial statements in
conformity with generally accepted accounting principles; and the
Company’s receipts and expenditures are made only in accordance
with authorizations of management and the Board of Directors of the
Company.
Management has assessed the effectiveness of Avient’s internal
control over financial reporting as of December 31, 2021 and
has prepared Management’s Annual Report On Internal Control Over
Financial Reporting contained on page 66 of this Annual Report,
which concludes that as of December 31, 2021, Avient’s
internal control over financial reporting was effective and that no
material weaknesses were identified.
|
|
|
|
|
|
|
|
|
|
|
|
/s/ ROBERT M. PATTERSON |
|
/s/ JAMIE A. BEGGS |
|
|
|
Robert M. Patterson |
|
Jamie A. Beggs |
Chairman, President and Chief Executive Officer |
|
Senior Vice President and Chief Financial Officer |
|
|
|
February 22, 2022
REPORT OF INDEPENDENT REGISTERED PUBLIC ACCOUNTING
FIRM
The Board of Directors and Shareholders of Avient
Corporation
Opinion on Internal Control over Financial Reporting
We have audited Avient Corporation’s internal control over
financial reporting as of December 31, 2021, based on criteria
established in Internal Control—Integrated Framework issued by the
Committee of Sponsoring Organizations of the Treadway Commission
(2013 framework) (the COSO criteria). In our opinion, Avient
Corporation (the Company) maintained, in all material respects,
effective internal control over financial reporting as of December
31, 2021, based on the COSO criteria.
We also have audited, in accordance with the standards of the
Public Company Accounting Oversight Board (United States) (PCAOB),
the consolidated balance sheets of Avient Corporation as of
December 31, 2021 and 2020, the related consolidated statements of
income, comprehensive income, cash flows and shareholders’ equity
for each of the three years in the period ended December 31, 2021,
and the related notes of Avient Corporation and our report dated
February 22, 2022, expressed an unqualified opinion
thereon.
Basis for Opinion
The Company’s management is responsible for maintaining effective
internal control over financial reporting and for its assessment of
the effectiveness of internal control over financial reporting
included in the accompanying “Management’s Annual Report on
Internal Control over Financial Reporting.” Our responsibility is
to express an opinion on the Company’s internal control over
financial reporting based on our audit. We are a public accounting
firm registered with the PCAOB and are required to be independent
with respect to the Company in accordance with the U.S. federal
securities laws and the applicable rules and regulations of the
Securities and Exchange Commission and the PCAOB.
We conducted our audit in accordance with the standards of the
PCAOB. Those standards require that we plan and perform the audit
to obtain reasonable assurance about whether effective internal
control over financial reporting was maintained in all material
respects.
Our audit included obtaining an understanding of internal control
over financial reporting, assessing the risk that a material
weakness exists, testing and evaluating the design and operating
effectiveness of internal control based on the assessed risk, and
performing such other procedures as we considered necessary in the
circumstances. We believe that our audit provides a reasonable
basis for our opinion.
Definition and Limitations of Internal Control Over Financial
Reporting
A company’s internal control over financial reporting is a process
designed to provide reasonable assurance regarding the reliability
of financial reporting and the preparation of financial statements
for external purposes in accordance with generally accepted
accounting principles. A company’s internal control over financial
reporting includes those policies and procedures that (1) pertain
to the maintenance of records that, in reasonable detail,
accurately and fairly reflect the transactions and dispositions of
the assets of the company; (2) provide reasonable assurance that
transactions are recorded as necessary to permit preparation of
financial statements in accordance with generally accepted
accounting principles, and that receipts and expenditures of the
company are being made only in accordance with authorizations of
management and directors of the company; and (3) provide reasonable
assurance regarding prevention or timely detection of unauthorized
acquisition, use, or disposition of the company’s assets that could
have a material effect on the financial statements.
Because of its inherent limitations, internal control over
financial reporting may not prevent or detect misstatements. Also,
projections of any evaluation of effectiveness to future periods
are subject to the risk that controls may become inadequate because
of changes in conditions, or that the degree of compliance with the
policies or procedures may deteriorate.
/s/ Ernst & Young LLP
Cleveland, Ohio
February 22, 2022
REPORT OF INDEPENDENT REGISTERED PUBLIC ACCOUNTING
FIRM
The Board of Directors and Shareholders of Avient
Corporation
Opinion on the Financial Statements
We have audited the accompanying consolidated balance sheets of
Avient Corporation (the Company) as of December 31, 2021 and 2020,
the related consolidated statements of income, comprehensive
income, cash flows and shareholders' equity for each of the three
years in the period ended December 31, 2021, and the related notes
(collectively referred to as the “consolidated financial
statements”). In our opinion, the consolidated financial statements
present fairly, in all material respects, the financial position of
the Company at December 31, 2021 and 2020, and the results of its
operations and its cash flows for each of the three years in the
period ended December 31, 2021, in conformity with U.S. generally
accepted accounting principles.
We also have audited, in accordance with the standards of the
Public Company Accounting Oversight Board (United States) (PCAOB),
the Company’s internal control over financial reporting as of
December 31, 2021, based on criteria established in Internal
Control-Integrated Framework issued by the Committee of Sponsoring
Organizations of the Treadway Commission (2013 framework) and our
report dated February 22, 2022 expressed an unqualified
opinion thereon.
Basis for Opinion
These financial statements are the responsibility of the Company’s
management. Our responsibility is to express an opinion on the
Company’s financial statements based on our audits. We are a public
accounting firm registered with the PCAOB and are required to be
independent with respect to the Company in accordance with the U.S.
federal securities laws and the applicable rules and regulations of
the Securities and Exchange Commission and the PCAOB.
We conducted our audits in accordance with the standards of the
PCAOB. Those standards require that we plan and perform the audit
to obtain reasonable assurance about whether the financial
statements are free of material misstatement, whether due to error
or fraud. Our audits included performing procedures to assess the
risks of material misstatement of the financial statements, whether
due to error or fraud, and performing procedures that respond to
those risks. Such procedures included examining, on a test basis,
evidence regarding the amounts and disclosures in the financial
statements. Our audits also included evaluating the accounting
principles used and significant estimates made by management, as
well as evaluating the overall presentation of the financial
statements. We believe that our audits provide a reasonable basis
for our opinion.
Critical Audit Matters
The critical audit matters communicated below are matters arising
from the current period audit of the financial statements that were
communicated or required to be communicated to the audit committee
and that: (1) relate to accounts or disclosures that are material
to the financial statements and (2) involved our especially
challenging, subjective or complex judgments. The communication of
critical audit matters does not alter in any way our opinion on the
consolidated financial statements, taken as a whole, and we are
not, by communicating the critical audit matters below, providing
separate opinions on the critical audit matters or on the accounts
or disclosures to which they relate.
|
|
|
|
|
|
|
|
|
|
|
Environmental Accrued Liabilities |
Description of the Matter
|
|
As described in Note 12 to the consolidated financial statements,
the environmental accrued liability as of December 31, 2021 is
approximately $124.5 million and is comprised primarily of the cost
estimate for the Calvert City location of $113.2 million. The
Company records an accrual for probable future environmental
remediation projects on an undiscounted basis which represents
management’s best estimate of probable future costs based upon
currently available information and technology and management’s
view of the most likely remedy.
|
|
|
|
|
|
Auditing the determination of the accrual involved a high degree of
subjectivity as estimates underlying the determination of the
accrual were based on assumptions unique to the affected site and
subject to various laws and regulations governing the protection of
the applicable environment. Actual costs incurred in future periods
could differ from amounts estimated and future changes to
environmental laws and regulations could increase the extent of
remediation work required, therefore the calculation is complicated
due to uncertainty in determining the probable future costs and the
extent of the remediation efforts.
|
|
|
|
|
|
|
|
|
|
How We Addressed the Matter in Our Audit
|
|
We obtained an understanding, evaluated the design and tested the
operating effectiveness of controls over the Company’s process to
establish the environmental accrued liability, including
management’s review and evaluation of the information included in
the Calvert City Record of Decision and the Administrative
Settlement Agreement and Order on Consent issued by the United
States Environmental Protection Agency (USEPA). For example, we
tested controls over management’s review of the estimation and the
significant assumptions used to develop future cost estimates. We
also tested management’s controls to validate that the data used in
the accrual estimate was complete and accurate.
|
|
|
|
|
|
With the assistance of our specialist, we tested the balance of the
environmental accrued liability and the disclosure of the expected
cost to remediate. Our audit procedures included, among others,
making inquiries of internal general counsel, obtaining internal
general counsel’s representation and external communications used
in determining the environmental accrued liability. This included
an evaluation of externally available information and a comparison
of management’s cost estimates to the estimates published in the
Record of Decision by the USEPA. We tested the significant
assumptions used by management by comparing those assumptions to
accepted industry practice and information included in the Record
of Decision issued by the USEPA. We examined historical costs for
recurring items and compared those amounts to future projections
for similar costs.
|
|
|
|
|
|
Accounting for the Clariant Color Business Combination
|
Description of the Matter |
|
As discussed in Note 2 to the consolidated financial statements, on
July 1, 2020, the Company completed its acquisition of the equity
interests in the global color business of Clariant AG and certain
assets of Clariant Chemicals (India) Limited. The business and
assets are collectively referred to as the Clariant Color
Acquisition. Total consideration paid by the Company to complete
the Clariant Color Acquisition was approximately $1.4 billion, net
of cash and debt. The acquisition is being accounted for under the
acquisition method of accounting. As of June 30, 2021, the purchase
accounting for the Clariant Color Acquisition was
finalized.
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Accounting for the Clariant Color Business Combination
(continued)
|
|
|
Auditing the Company’s accounting for the allocation of the
purchase price to the identifiable assets and liabilities for the
Clariant Color Acquisition was complex due to the significant
estimation in determining the fair value of identifiable intangible
assets, which principally consisted of customer relationships and
developed technology. The Company used the relief from royalty and
multi-period excess earnings method to determine the fair value of
developed technology and customer relationships, respectively. The
high degree of subjectivity was primarily due to the sensitivity of
the respective fair values to underlying assumptions about the
future performance of the acquired business. The significant
assumptions used to estimate the value of the intangible assets
included discount rates and certain assumptions that form the basis
of the forecasted results including revenue growth rates,
profitability, and royalty rates.
|
|
|
|
How We Addressed the Matter in Our Audit |
|
We obtained an understanding, evaluated the design and tested the
operating effectiveness of controls that address the risks of
material misstatement relating to the determination of the fair
value of the identifiable intangible assets. For example, we tested
controls over management’s review of the fair value methodologies
and significant assumptions described above.
|
|
|
|
|
|
To test the estimated fair values of the acquired intangible
assets, we performed audit procedures that included, among others,
assessing methodologies and testing the significant assumptions
discussed above and the underlying data used by the Company in its
analysis. We compared the significant assumptions used by
management to current industry and economic trends. We performed
sensitivity analyses of significant assumptions to evaluate the
changes in the fair value of the intangible assets that would
result from changes in the assumptions. We utilized our specialist
in assessing the methodologies applied and evaluating significant
assumptions. Furthermore, we assessed the appropriateness of the
disclosures in the consolidated financial statements regarding the
acquisition.
|
/s/ Ernst & Young LLP
We have served as Avient Corporation's auditor since
1993.
Cleveland, Ohio
February 22, 2022
Consolidated Statements of Income
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Year Ended December 31, |
(In millions, except per share data) |
|
2021
|
|
2020
|
|
2019
|
Sales |
|
$ |
4,818.8 |
|
|
$ |
3,242.1 |
|
|
$ |
2,862.7 |
|
Cost of sales |
|
3,719.2 |
|
|
2,457.8 |
|
|
2,205.5 |
|
Gross margin |
|
1,099.6 |
|
|
784.3 |
|
|
657.2 |
|
Selling and administrative expense |
|
718.4 |
|
|
595.0 |
|
|
500.4 |
|
|
|
|
|
|
|
|
Operating income |
|
381.2 |
|
|
189.3 |
|
|
156.8 |
|
Interest expense, net |
|
(75.3) |
|
|
(74.6) |
|
|
(59.5) |
|
|
|
|
|
|
|
|
Other (expense) income, net |
|
(1.3) |
|
|
24.3 |
|
|
12.1 |
|
Income from continuing operations before income taxes |
|
304.6 |
|
|
139.0 |
|
|
109.4 |
|
Income tax expense |
|
(74.0) |
|
|
(5.2) |
|
|
(33.7) |
|
Net income from continuing operations |
|
230.6 |
|
|
133.8 |
|
|
75.7 |
|
(Loss) income from discontinued operations, net of income
taxes |
|
— |
|
|
(0.4) |
|
|
513.1 |
|
Net income |
|
230.6 |
|
|
133.4 |
|
|
588.8 |
|
Net loss (income) attributable to noncontrolling
interests |
|
0.2 |
|
|
(1.8) |
|
|
(0.2) |
|
Net income attributable to Avient common shareholders |
|
$ |
230.8 |
|
|
$ |
131.6 |
|
|
$ |
588.6 |
|
|
|
|
|
|
|
|
Earnings per share attributable to Avient common shareholders -
Basic: |
|
|
|
|
|
|
Continuing operations |
|
$ |
2.53 |
|
|
$ |
1.47 |
|
|
$ |
0.98 |
|
Discontinued operations |
|
— |
|
|
(0.01) |
|
|
6.64 |
|
Total |
|
$ |
2.53 |
|
|
$ |
1.46 |
|
|
$ |
7.62 |
|
|
|
|
|
|
|
|
Earnings per share attributable to Avient common shareholders -
Diluted: |
|
|
|
|
|
|
Continuing operations |
|
$ |
2.51 |
|
|
$ |
1.46 |
|
|
$ |
0.97 |
|
Discontinued operations |
|
— |
|
|
(0.01) |
|
|
6.61 |
|
Total |
|
$ |
2.51 |
|
|
$ |
1.45 |
|
|
$ |
7.58 |
|
|
|
|
|
|
|
|
Weighted-average shares used to compute earnings per common
share: |
|
|
|
|
|
|
Basic |
|
91.4 |
|
|
90.1 |
|
|
77.2 |
|
Plus dilutive impact of share-based compensation |
|
0.7 |
|
|
0.5 |
|
|
0.5 |
|
Diluted |
|
92.1 |
|
|
90.6 |
|
|
77.7 |
|
|
|
|
|
|
|
|
Anti-dilutive shares not included in diluted common shares
outstanding |
|
— |
|
|
0.8 |
|
|
0.6 |
|
|
|
|
|
|
|
|
Cash dividends declared per share of common stock |
|
$ |
0.875 |
|
|
$ |
0.820 |
|
|
$ |
0.788 |
|
The accompanying notes to the consolidated financial statements are
an integral part of these statements.
Consolidated Statements of Comprehensive Income
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Year Ended December 31, |
(In millions) |
2021
|
|
2020
|
|
2019
|
Net income |
$ |
230.6 |
|
|
$ |
133.4 |
|
|
$ |
588.8 |
|
Other comprehensive (loss) income, net of tax: |
|
|
|
|
|
Translation adjustments and related hedging instruments |
(75.2) |
|
|
110.6 |
|
|
2.2 |
|
Cash flow hedges |
3.2 |
|
|
(1.6) |
|
|
(2.5) |
|
|
|
|
|
|
|
Total other comprehensive (loss) income |
(72.0) |
|
|
109.0 |
|
|
(0.3) |
|
Total comprehensive income |
158.6 |
|
|
242.4 |
|
|
588.5 |
|
Comprehensive loss (income) attributable to noncontrolling
interests |
0.2 |
|
|
(1.8) |
|
|
(0.2) |
|
Comprehensive income attributable to Avient common
shareholders |
$ |
158.8 |
|
|
$ |
240.6 |
|
|
$ |
588.3 |
|
The accompanying notes to the consolidated financial statements are
an integral part of these statements.
Consolidated Balance Sheets
|
|
|
|
|
|
|
|
|
|
|
|
|
Year Ended December 31, |
(In millions, except par value per share) |
2021
|
|
2020
|
ASSETS |
|
|
|
Current assets: |
|
|
|
Cash and cash equivalents |
$ |
601.2 |
|
|
$ |
649.5 |
|
Accounts receivable, net |
642.3 |
|
|
516.6 |
|
Inventories, net |
461.1 |
|
|
327.5 |
|
|
|
|
|
Other current assets |
122.4 |
|
|
108.5 |
|
Total current assets |
1,827.0 |
|
|
1,602.1 |
|
Property, net |
676.1 |
|
|
694.9 |
|
Goodwill |
1,286.4 |
|
|
1,308.1 |
|
Intangible assets, net |
925.2 |
|
|
1,008.5 |
|
Operating lease assets, net |
74.1 |
|
|
80.9 |
|
|
|
|
|
Other non-current assets |
208.4 |
|
|
176.0 |
|
Total assets |
$ |
4,997.2 |
|
|
$ |
4,870.5 |
|
|
|
|
|
LIABILITIES AND SHAREHOLDERS' EQUITY |
|
|
|
Current liabilities: |
|
|
|
Short-term and current portion of long-term debt |
$ |
8.6 |
|
|
$ |
18.6 |
|
Accounts payable |
553.9 |
|
|
471.7 |
|
Current operating lease obligations |
24.2 |
|
|
25.1 |
|
|
|
|
|
Accrued expenses and other current liabilities |
353.9 |
|
|
285.6 |
|
Total current liabilities |
940.6 |
|
|
801.0 |
|
Non-current liabilities: |
|
|
|
Long-term debt |
1,850.3 |
|
|
1,854.0 |
|
Pension and other post-retirement benefits |
100.0 |
|
|
115.0 |
|
Deferred income taxes |
100.6 |
|
|
140.0 |
|
Non-current operating lease obligations |
50.1 |
|
|
56.0 |
|
|
|
|
|
Other non-current liabilities |
165.1 |
|
|
192.8 |
|
Total non-current liabilities |
2,266.1 |
|
|
2,357.8 |
|
|
|
|
|
SHAREHOLDERS' EQUITY |
|
|
|
|
|
|
|
Common Shares, $0.01 par, 400.0 shares authorized, 122.2 shares
issued
|
1.2 |
|
|
1.2 |
|
Additional paid-in capital |
1,511.8 |
|
|
1,513.3 |
|
Retained earnings |
1,208.0 |
|
|
1,057.4 |
|
Common shares held in treasury, at cost, 30.6 shares in 2021 and
30.9 shares in 2020
|
(900.7) |
|
|
(901.2) |
|
Accumulated other comprehensive (loss) income |
(45.6) |
|
|
26.4 |
|
Avient shareholders’ equity |
1,774.7 |
|
|
1,697.1 |
|
Noncontrolling interest |
15.8 |
|
|
14.6 |
|
Total equity |
1,790.5 |
|
|
1,711.7 |
|
Total liabilities and equity |
$ |
4,997.2 |
|
|
$ |
4,870.5 |
|
The accompanying notes to the consolidated financial statements are
an integral part of these statements.
Consolidated Statements of Cash Flows
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Year Ended December 31, |
(In millions) |
2021
|
|
2020
|
|
2019
|
Operating activities |
|
|
|
|
|
Net income |
$ |
230.6 |
|
|
$ |
133.4 |
|
|
$ |
588.8 |
|
Adjustments to reconcile net income to net cash provided by
operating activities: |
|
|
|
|
|
Gain on sale of business, net of tax |
— |
|
|
— |
|
|
(457.7) |
|
Depreciation and amortization |
144.2 |
|
|
111.8 |
|
|
87.5 |
|
Accelerated depreciation |
1.7 |
|
|
3.2 |
|
|
— |
|
|
|
|
|
|
|
Deferred income tax benefit |
(27.3) |
|
|
(1.7) |
|
|
(3.2) |
|
|
|
|
|
|
|
|
|
|
|
|
|
Share-based compensation expense |
11.2 |
|
|
11.3 |
|
|
11.6 |
|
|
|
|
|
|
|
|
|
|
|
|
|
Changes in assets and liabilities, net of the effect of
acquisitions: |
|
|
|
|
|
(Increase) decrease in accounts receivable |
(143.1) |
|
|
(4.6) |
|
|
29.7 |
|
(Increase) decrease in inventories |
(139.5) |
|
|
40.2 |
|
|
40.2 |
|
Increase (decrease) in accounts payable |
95.3 |
|
|
78.4 |
|
|
(22.7) |
|
(Decrease) increase in pension and other post-retirement
benefits |
(10.9) |
|
|
30.7 |
|
|
(19.7) |
|
Increase in post-acquisition earnout liabilities |
— |
|
|
1.0 |
|
|
36.4 |
|
Increase (decrease) in accrued expenses and other assets and
liabilities - net |
71.6 |
|
|
(2.0) |
|
|
9.9 |
|
Taxes paid on gain on divestiture |
— |
|
|
(142.0) |
|
|
— |
|
Payment of post-acquisition date earnout liability |
— |
|
|
(38.1) |
|
|
— |
|
Net cash provided by operating activities |
233.8 |
|
|
221.6 |
|
|
300.8 |
|
|
|
|
|
|
|
Investing activities |
|
|
|
|
|
Capital expenditures |
(100.6) |
|
|
(63.7) |
|
|
(81.7) |
|
Business acquisitions, net of cash acquired |
(47.6) |
|
|
(1,380.2) |
|
|
(119.6) |
|
Net proceeds from divestiture |
— |
|
|
7.1 |
|
|
761.8 |
|
Other investing activities |
(2.0) |
|
|
5.2 |
|
|
51.4 |
|
Net cash (used) provided by investing activities |
(150.2) |
|
|
(1,431.6) |
|
|
611.9 |
|
|
|
|
|
|
|
Financing activities |
|
|
|
|
|
Debt offering proceeds |
— |
|
650.0 |
|
— |
Borrowings under credit facilities |
— |
|
|
— |
|
|
963.4 |
|
Repayments under credit facilities |
— |
|
|
— |
|
|
(1,083.9) |
|
Purchase of common shares for treasury |
(4.2) |
|
|
(22.4) |
|
|
(26.9) |
|
Cash dividends paid |
(77.7) |
|
|
(71.3) |
|
|
(60.3) |
|
Repayment of other debt |
— |
|
|
— |
|
|
(1.8) |
|
Repayment of long-term debt |
(18.5) |
|
|
(7.8) |
|
|
(6.5) |
|
Payments on withholding tax on share awards |
(10.7) |
|
|
(2.3) |
|
|
(2.1) |
|
Debt financing costs |
— |
|
|
(9.5) |
|
|
(0.2) |
|
Equity offering proceeds, net of underwriting discount and issuance
costs |
— |
|
|
496.1 |
|
|
— |
|
Payment of acquisition date earnout liability |
— |
|
|
(50.8) |
|
|
— |
|
Other financing activities |
(3.5) |
|
|
— |
|
|
— |
|
Net cash (used) provided by financing activities |
(114.6) |
|
|
982.0 |
|
|
(218.3) |
|
Effect of exchange rate changes on cash |
(17.3) |
|
|
12.8 |
|
|
(0.6) |
|
(Decrease) increase in cash and cash equivalents |
(48.3) |
|
|
(215.2) |
|
|
693.8 |
|
Cash and cash equivalents at beginning of year |
649.5 |
|
|
864.7 |
|
|
170.9 |
|
Cash and cash equivalents at end of year |
$ |
601.2 |
|
|
$ |
649.5 |
|
|
$ |
864.7 |
|
The accompanying notes to the consolidated financial statements are
an integral part of these statements.
Consolidated Statements of Shareholders' Equity
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Common Shares |
|
Shareholders’ Equity |
(In millions) |
|
Common
Shares |
|
Common
Shares Held
in Treasury |
|
Common
Shares |
|
Additional
Paid-in
Capital |
|
Retained Earnings |
|
Common
Shares Held
in Treasury |
|
Accumulated
Other
Comprehensive Income (Loss) |
|
Total Avient shareholders' equity |
|
Non-controlling Interests |
|
Total equity |
Balance at January 1, 2019 |
|
122.2 |
|
|
(44.5) |
|
|
$ |
1.2 |
|
|
$ |
1,166.9 |
|
|
$ |
472.9 |
|
|
$ |
(1,018.7) |
|
|
$ |
(82.3) |
|
|
$ |
540.0 |
|
|
$ |
0.6 |
|
|
$ |
540.6 |
|
Net income |
|
— |
|
|
— |
|
|
— |
|
|
— |
|
|
588.6 |
|
|
— |
|
|
— |
|
|
588.6 |
|
|
0.2 |
|
|
588.8 |
|
Other comprehensive loss |
|
— |
|
|
— |
|
|
— |
|
|
— |
|
|
— |
|
|
— |
|
|
(0.3) |
|
|
(0.3) |
|
|
— |
|
|
(0.3) |
|
Noncontrolling interest activity |
|
— |
|
|
— |
|
|
— |
|
|
— |
|
|
— |
|
|
— |
|
|
— |
|
|
— |
|
|
— |
|
|
— |
|
Cash dividends declared
(1)
|
|
— |
|
|
— |
|
|
— |
|
|
— |
|
|
(60.3) |
|
|
— |
|
|
— |
|
|
(60.3) |
|
|
— |
|
|
(60.3) |
|
Repurchase of common shares |
|
— |
|
|
(1.0) |
|
|
— |
|
|
— |
|
|
— |
|
|
(26.9) |
|
|
— |
|
|
(26.9) |
|
|
— |
|
|
(26.9) |
|
Share-based compensation and exercise of awards |
|
— |
|
|
0.2 |
|
|
— |
|
|
8.3 |
|
|
— |
|
|
2.5 |
|
|
— |
|
|
10.8 |
|
|
— |
|
|
10.8 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Balance at December 31, 2019 |
|
122.2 |
|
|
(45.3) |
|
|
$ |
1.2 |
|
|
$ |
1,175.2 |
|
|
$ |
1,001.2 |
|
|
$ |
(1,043.1) |
|
|
$ |
(82.6) |
|
|
$ |
1,051.9 |
|
|
$ |
0.8 |
|
|
$ |
1,052.7 |
|
Net income |
|
— |
|
|
— |
|
|
— |
|
|
— |
|
|
131.6 |
|
|
— |
|
|
— |
|
|
131.6 |
|
|
1.8 |
|
|
133.4 |
|
Other comprehensive income |
|
— |
|
|
— |
|
|
— |
|
|
— |
|
|
— |
|
|
— |
|
|
109.0 |
|
|
109.0 |
|
|
— |
|
|
109.0 |
|
Noncontrolling interest activity |
|
— |
|
|
— |
|
|
— |
|
|
— |
|
|
— |
|
|
— |
|
|
— |
|
|
— |
|
|
(0.8) |
|
|
(0.8) |
|
Cash dividends declared
(1)
|
|
— |
|
|
— |
|
|
— |
|
|
— |
|
|
(75.1) |
|
|
— |
|
|
— |
|
|
(75.1) |
|
|
— |
|
|
(75.1) |
|
Repurchase of common shares |
|
— |
|
|
(1.0) |
|
|
— |
|
|
— |
|
|
— |
|
|
(22.4) |
|
|
— |
|
|
(22.4) |
|
|
— |
|
|
(22.4) |
|
Common shares equity offering |
|
— |
|
|
15.3 |
|
|
— |
|
|
334.8 |
|
|
— |
|
|
161.3 |
|
|
— |
|
|
496.1 |
|
|
— |
|
|
496.1 |
|
Share-based compensation and exercise of awards |
|
— |
|
|
0.1 |
|
|
— |
|
|
3.3 |
|
|
— |
|
|
3.0 |
|
|
— |
|
|
6.3 |
|
|
— |
|
|
6.3 |
|
Acquisitions/other |
|
— |
|
|
— |
|
|
$ |
— |
|
|
$ |
— |
|
|
$ |
(0.3) |
|
|
$ |
— |
|
|
$ |
— |
|
|
$ |
(0.3) |
|
|
$ |
12.8 |
|
|
$ |
12.5 |
|
Balance at December 31, 2020 |
|
122.2 |
|
|
(30.9) |
|
|
1.2 |
|
|
1,513.3 |
|
|
1,057.4 |
|
|
(901.2) |
|
|
26.4 |
|
|
1,697.1 |
|
|
14.6 |
|
|
1,711.7 |
|
Net income |
|
— |
|
|
— |
|
|
— |
|
|
— |
|
|
230.8 |
|
|
— |
|
|
— |
|
|
230.8 |
|
|
(0.2) |
|
|
230.6 |
|
Other comprehensive income |
|
— |
|
|
— |
|
|
— |
|
|
— |
|
|
— |
|
|
— |
|
|
(72.0) |
|
|
(72.0) |
|
|
— |
|
|
(72.0) |
|
Noncontrolling interest activity |
|
— |
|
|
— |
|
|
— |
|
|
— |
|
|
— |
|
|
— |
|
|
— |
|
|
— |
|
|
1.4 |
|
|
1.4 |
|
Cash dividends declared (1) |
|
— |
|
|
— |
|
|
— |
|
|
— |
|
|
(80.2) |
|
|
— |
|
|
— |
|
|
(80.2) |
|
|
— |
|
|
(80.2) |
|
Repurchase of common shares |
|
— |
|
|
(0.1) |
|
|
— |
|
|
— |
|
|
— |
|
|
(4.2) |
|
|
— |
|
|
(4.2) |
|
|
— |
|
|
(4.2) |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Share-based compensation and exercise of awards |
|
— |
|
|
0.4 |
|
|
$ |
— |
|
|
$ |
0.9 |
|
|
$ |
— |
|
|
$ |
4.7 |
|
|
$ |
— |
|
|
$ |
5.6 |
|
|
$ |
— |
|
|
$ |
5.6 |
|
Acquisitions/other |
|
— |
|
|
— |
|
|
$ |
— |
|
|
$ |
(2.4) |
|
|
|
|
$ |
— |
|
|
$ |
— |
|
|
$ |
(2.4) |
|
|
|
|
$ |
(2.4) |
|
Balance at December 31, 2021 |
|
122.2 |
|
|
(30.6) |
|
|
$ |
1.2 |
|
|
$ |
1,511.8 |
|
|
$ |
1,208.0 |
|
|
$ |
(900.7) |
|
|
$ |
(45.6) |
|
|
$ |
1,774.7 |
|
|
$ |
15.8 |
|
|
$ |
1,790.5 |
|
|
|
|
(1)
Dividends declared per share were $0.875, $0.820, and $0.788 for
the years ended December 31, 2021, 2020 and 2019,
respectively.
|
|
The accompanying notes to the consolidated financial statements are
an integral part of these statements.
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
Note 1 — DESCRIPTION OF BUSINESS AND SUMMARY OF SIGNIFICANT
ACCOUNTING POLICIES
Description of Business
We are a premier formulator of specialized and sustainable material
solutions that transform customer challenges into opportunities,
bringing new products to life for a better world. Our products
include specialty engineered materials, advanced composites, color
and additive systems and polymer distribution. We are also a highly
specialized developer and manufacturer of performance enhancing
additives, liquid colorants, and fluoropolymer and silicone
colorants. Headquartered in Avon Lake, Ohio, we have employees at
sales, manufacturing and distribution facilities across North
America, South America, Europe, the Middle East, Asia, and Africa.
We provide value to our customers through our ability to link our
knowledge of polymers and formulation technology with our
manufacturing and supply chain to provide value added solutions to
designers, assemblers and processors of plastics. When used in
these notes to the consolidated financial statements, the terms
“we,” “us,” “our,” “Avient” and the “Company” mean Avient
Corporation and its consolidated subsidiaries.
Our operations are reported in three reportable segments: Color,
Additives and Inks; Specialty Engineered Materials; and
Distribution. See Note 15,
Segment Information,
for more information.
Accounting Standards Adopted
On January 1, 2021, the Company adopted Financial Accounting
Standards Board (FASB) Account Standards Update (ASU)
2019-12,
Income Taxes (ASC 740) - Simplifying the Accounting for Income
Taxes (ASU 2019-12),
which simplifies the accounting for income taxes by removing
certain exceptions to the general principles in FASB Accounting
Standards Codification (ASC) 740 and also clarifies and amends
existing guidance to improve consistent application. The adoption
of ASU 2019-12 did not result in any material impact.
Accounting Standards Not Yet Adopted
ASU 2020-04,
Reference Rate Reform (ASU 2020-04),
provides optional guidance for a limited period of time to ease
potential accounting impacts associated with transitioning away
from reference rates that are expected to be discontinued, such as
LIBOR. The amendments in ASU 2020-04 apply only to contracts,
hedging relationships, and other transactions that reference LIBOR
or another reference rate expected to be discontinued. These
expedients are effective for the period from March 2020 to December
31, 2022. The Company has not adopted any of the expedients or
exceptions through December 31, 2021 but will continue to evaluate
the impact of adopting this standard on our consolidated financial
statements and disclosures.
Consolidation and Basis of Presentation
The consolidated financial statements include the accounts of
Avient and its subsidiaries. All majority-owned affiliates over
which we have control are consolidated. Transactions with related
parties, including joint ventures, are in the ordinary course of
business.
Historical information has been retrospectively adjusted to reflect
the classification of discontinued operations. Discontinued
operations are further discussed in Note 3,
Discontinued Operations.
Use of Estimates
Preparation of financial statements in conformity with accounting
principles generally accepted in the United States requires
management to make estimates and assumptions in certain
circumstances that affect amounts reported in the accompanying
consolidated financial statements and notes. Actual results could
differ from these estimates.
Cash and Cash Equivalents
We consider all highly liquid investments purchased with a maturity
of less than three months to be cash equivalents. Cash equivalents
are stated at cost, which approximates fair value.
Allowance for Doubtful Accounts
We evaluate the collectability of receivables based on a
combination of factors, each of which are adjusted if specific
circumstances change. We reserve for amounts determined to be
uncollectible based on a specific customer’s inability to meet its
financial obligation to us. We also record a general reserve based
on the age of receivables past due, current conditions and
forecasted information, the credit risk of specific customers,
economic conditions and historical experience. In estimating the
allowance, we take into consideration the existence of credit
insurance.
Inventories
Raw materials and finished goods are carried at lower of cost or
market using either the weighted average cost or the first-in,
first-out (FIFO) method. The inventory reserve totaled
$24.5 million and $22.5 million at December 31, 2021 and
2020, respectively.
Long-lived Assets
Property, plant and equipment is carried at cost, net of
depreciation and amortization that is computed using the
straight-line method over the estimated useful lives of the assets,
which generally ranges from
three to 15 years for machinery and equipment and up to 40
years for buildings. We depreciate certain assets associated with
closing manufacturing locations over a shortened life (through the
cease-use date). Software is amortized over periods not exceeding
10 years. Property, plant and equipment is generally depreciated on
accelerated methods for income tax purposes. We expense repair and
maintenance costs as incurred. We capitalize replacements and
improvements that increase the estimated useful life of an
asset.
We retain fully depreciated assets in property and accumulated
depreciation accounts until we remove them from service. In the
case of sale, retirement or disposal, the asset cost and related
accumulated depreciation balance is removed from the respective
account, and the resulting net amount, less any proceeds, is
included as a component of income from continuing operations in the
accompanying Consolidated Statements of Income.
We account for operating and finance leases under the provisions of
FASB ASC Topic 842.
Finite-lived intangible assets, which consist primarily of customer
relationships, patents and technology are amortized over their
estimated useful lives. The useful lives range up to 20
years.
We assess the recoverability of long-lived assets when events or
changes in circumstances indicate that we may not be able to
recover the assets’ carrying amount. We measure the recoverability
of assets to be held and used by a comparison of the carrying
amount of the asset to the expected future undiscounted cash flows
associated with the asset. We measure the amount of impairment of
long-lived assets as the amount by which the carrying value of the
asset exceeds the fair value of the asset, which is generally
determined based on projected discounted future cash flows or
appraised values. No such impairments were recognized during 2021,
2020 or 2019.
Goodwill and Indefinite Lived Intangible Assets
In accordance with the provisions of FASB ASC Topic 350,
Intangibles — Goodwill and Other,
we assess the fair value of goodwill on an annual basis or at an
interim date if potential impairment indicators are present.
Goodwill is the excess of the purchase price paid over the fair
value of the net assets of the acquired business. Goodwill is
tested for impairment, quantitatively or qualitatively, at the
reporting unit level. Our reporting units have been identified at
the operating segment level, or in most cases, one level below the
operating segment level. Goodwill is allocated to the reporting
units based on the estimated fair value at the date of
acquisition.
Our annual measurement date for testing impairment of goodwill and
indefinite-lived intangibles is October 1. We completed our
testing of impairment as of October 1, noting no impairment in
2021, 2020 or 2019. There are no reporting units identified as
at-risk of impairment. The future occurrence of a potential
indicator of impairment would require an interim assessment for
some or all of the reporting units prior to the next required
annual assessment on October 1, 2022.
We test our goodwill either quantitatively or qualitatively for
impairment. For our quantitative approach, we use an income
approach to estimate the fair value of our reporting units. The
income approach uses a reporting unit’s projection of estimated
operating results and cash flows that is discounted using a
weighted-average cost of capital that is determined based on
current market conditions. The projection uses management’s best
estimates of economic and market conditions over the projected
period including growth rates in sales, costs, and estimates of
future expected changes in operating margins and cash expenditures.
Other significant estimates and assumptions include terminal value
growth rates, terminal value margin rates, future capital
expenditures and changes in future working capital requirements. We
validate our estimates of fair value under the income approach by
considering the implied control premium and conclude whether the
implied control premium is reasonable based on other recent market
transactions.
A qualitative approach for both goodwill and indefinite-lived
intangible assets is performed if the last quantitative test
exceeded certain thresholds. During our qualitative approach, we
assess whether the existence of events or circumstances leads to a
determination that it is more likely than not that the fair value
of a reporting unit is less than its carrying amount. If, after
assessing the totality of events and circumstances, we determine it
is more likely than not that the fair value is less than carrying
value, a quantitative impairment test is performed for each asset,
as described above.
Indefinite-lived intangible assets primarily consist of the GLS,
ColorMatrix, Gordon Composites, and Fiber-Line trade names.
Indefinite-lived intangible assets are tested, quantitatively or
qualitatively, for impairment annually at the same time we test
goodwill for impairment. For our quantitative approach, the implied
fair value of indefinite-lived intangible assets is determined
based on significant unobservable inputs, as summarized below. The
fair value of the trade names is calculated using a “relief from
royalty” methodology. This approach involves two steps:
(1) estimating reasonable royalty rates for the trade name and
(2) applying this royalty rate to a net sales stream and
discounting the resulting cash flows to determine fair value using
a weighted-average cost of capital that is determined based on
current market conditions. This fair value is then compared with
the carrying value of the trade name.
Litigation Reserves
FASB ASC Topic 450,
Contingencies,
requires that we accrue for loss contingencies associated with
outstanding litigation, claims and assessments for which management
has determined it is probable that a loss contingency exists and
the amount of loss can be reasonably estimated. We recognize
expense associated with professional fees related to litigation
claims and assessments as incurred. Refer to Note 12,
Commitments and Contingencies,
for further information.
Derivative Financial Instruments
FASB ASC Topic 815,
Derivative and Hedging,
requires that all derivative financial instruments, such as foreign
exchange contracts, be recognized in the financial statements and
measured at fair value, regardless of the purpose or intent in
holding them.
We are exposed to foreign currency changes and to changes in cash
flows due to changes in our contractually specified interest rates
(e.g., LIBOR) in the normal course of business. We have established
policies and procedures that manage this exposure through the use
of financial instruments. By policy, we do not enter into these
instruments for trading purposes or speculation. We formally
assess, designate and document, as a hedge of an underlying
exposure, the qualifying derivative instrument that will be
accounted for as an accounting hedge at inception. Additionally, in
accordance with ASU 2017-12,
Derivatives and Hedging (Topic 815): Targeted Improvements to
Accounting for Hedging Activities,
we assess at inception whether the financial instruments used in
the hedging transaction are highly effective at offsetting changes
in either the fair values or cash flows of the underlying
exposures. If highly effective, any subsequent test may be done
qualitatively.
The net interest payments accrued each month for effective
instruments designated as a hedge are reflected in net income as
adjustments of interest expense and the remaining change in the
fair value of the derivatives is recorded as a component of
Accumulated
Other Comprehensive Income (Loss) (AOCI).
Instruments not designated as hedges are adjusted to fair value at
each period end, with the resulting gains and losses recognized in
the accompanying Consolidated Statements of Income
immediately.
Refer to Note 16,
Derivatives and Hedging,
for more information.
Pension and Other Post-retirement Plans
We account for our pensions and other post-retirement benefits in
accordance with FASB ASC Topic 715,
Compensation — Retirement Benefits.
We immediately recognize actuarial gains and losses in our
operating results in the year in which the gains or losses occur.
Refer to Note 11,
Employee Benefit Plans,
for more information.
Accumulated Other Comprehensive Income (Loss)
Changes in accumulated other comprehensive income (loss) in 2021,
2020 and 2019 were as follows:
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
(In millions) |
|
Cumulative Translation Adjustment and Related Hedging
Instruments |
|
Pension and other post-retirement benefits |
|
Cash Flow Hedges |
|
|
|
Total |
Balance at January 1, 2019 |
|
$ |
(86.2) |
|
|
$ |
5.2 |
|
|
$ |
(1.3) |
|
|
|
|
$ |
(82.3) |
|
Translation Adjustments |
|
(6.9) |
|
|
— |
|
|
— |
|
|
|
|
(6.9) |
|
Unrealized losses |
|
9.1 |
|
|
— |
|
|
(2.5) |
|
|
|
|
6.6 |
|
|
|
|
|
|
|
|
|
|
|
|
Balance at December 31, 2019 |
|
(84.0) |
|
|
5.2 |
|
|
(3.8) |
|
|
|
|
(82.6) |
|
Translation Adjustments |
|
152.3 |
|
|
— |
|
|
— |
|
|
|
|
152.3 |
|
Unrealized losses |
|
(41.7) |
|
|
— |
|
|
(1.6) |
|
|
|
|
(43.3) |
|
|
|
|
|
|
|
|
|
|
|
|
Balance at December 31, 2020 |
|
26.6 |
|
|
5.2 |
|
|
(5.4) |
|
|
|
|
26.4 |
|
Translation Adjustments |
|
(127.7) |
|
|
— |
|
|
— |
|
|
|
|
(127.7) |
|
Unrealized gains |
|
52.5 |
|
|
— |
|
|
3.2 |
|
|
|
|
55.7 |
|
|
|
|
|
|
|
|
|
|
|
|
Balance at December 31, 2021 |
|
$ |
(48.6) |
|
|
$ |
5.2 |
|
|
$ |
(2.2) |
|
|
|
|
$ |
(45.6) |
|
|
|
|
|
|
|
|
|
|
|
|
Fair Value of Financial Instruments
FASB ASC Topic 820,
Fair Value Measurements and Disclosures,
requires disclosures of the fair value of financial instruments.
The estimated fair values of financial instruments were principally
based on market prices where such prices were available and, where
unavailable, fair values were estimated based on market prices of
similar instruments.
Foreign Currency Translation
Revenues and expenses are translated at average currency exchange
rates during the related period. Assets and liabilities of foreign
subsidiaries are translated using the exchange rate at the end of
the period. The resulting translation adjustments are recorded as
accumulated other comprehensive income or loss. Gains and losses
resulting from foreign currency transactions, including
intercompany transactions that are not considered long-term
investments, are included in
Other income (expense), net.
Revenue Recognition
We recognize revenue once control of the product is transferred to
the customer, which typically occurs when products are shipped from
our facilities.
Shipping and Handling Costs
Shipping and handling costs are included in cost of
sales.
Research and Development Expense
Research and development costs of $83.2 million in 2021,
$59.8 million in 2020 and $50.6 million in 2019 are
charged to expense as incurred.
Environmental Costs
We expense costs that are associated with managing hazardous
substances and pollution in ongoing operations on a current basis.
Costs associated with environmental contamination are accrued when
it becomes probable that a liability has been incurred and our
proportionate share of the cost can be reasonably estimated. Any
such provision is recognized using the Company's best estimate of
the amount of loss incurred, or at the lower end of an estimated
range, when a single best estimate is not determinable. In some
cases, the Company may be able to recover a portion of the costs
relating to these obligations from insurers or other third parties;
however, the Company records such amounts only when they are
collected.
Share-Based Compensation
We account for share-based compensation under the provisions of
FASB ASC Topic 718,
Compensation - Stock Compensation,
which requires us to estimate the fair value of share-based awards
on the date of grant. The value of the portion of the award that is
ultimately expected to vest is recognized as expense over the
requisite service
periods in the accompanying Consolidated Statements of Income. As
of December 31, 2021, we had one active share-based employee
compensation plan, which is described more fully in Note 14,
Share-Based Compensation.
Income Taxes
Deferred income tax liabilities and assets are determined based
upon the differences between the financial reporting and tax basis
of assets and liabilities and are measured using the tax rate and
laws currently in effect. In accordance with FASB ASC Topic
740,
Income Taxes,
we evaluate our deferred income taxes to determine whether a
valuation allowance should be established against the deferred tax
assets or whether the valuation allowance should be reduced based
on consideration of all available evidence, both positive and
negative, using a “more likely than not” standard. See Note
13,
Income Taxes,
for additional detail.
Note 2 — BUSINESS COMBINATIONS
On July 1, 2020, we completed our acquisition of the equity
interests in the global color business of Clariant AG, a
corporation organized and existing under the law of Switzerland
(Clariant), and certain assets of Clariant Chemicals (India)
Limited, a public limited company incorporated in India and an
indirect majority owned subsidiary of Clariant (Clariant India).
The business and assets are collectively referred to as Clariant
Color and the acquisitions are collectively referred to as the
Clariant Color Acquisition.
Total consideration paid by the Company to complete the Clariant
Color Acquisition was $1.4 billion, net of cash and debt. To
finance the purchase of Clariant Color, the Company used
$496.1 million of net proceeds from the issuance of common
shares in an underwritten public offering completed in February
2020 and $640.5 million of net proceeds from a senior
unsecured notes offering completed in May 2020, and funded the
balance using the net proceeds of the October 2019 sale of our
Performance Products and Solutions business segment (PP&S). For
additional details related to the sale of PP&S and the senior
unsecured notes offering, refer to Note 3,
Discontinued Operations
and Note 6,
Financing Arrangements,
respectively.
The Clariant Color Acquisition is being accounted for under the
acquisition method of accounting in accordance with ASC Topic 805.
As of June 30, 2021, the purchase accounting for the Clariant Color
Acquisition was finalized.
The summarized purchase price allocation is as follows:
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
(In millions) |
Preliminary Allocation As of December 31, 2020 |
|
Measurement Period Adjustments |
|
Final Allocation |
Cash and cash equivalents |
$ |
145.1 |
|
|
$ |
— |
|
|
$ |
145.1 |
|
Accounts receivable |
170.8 |
|
|
— |
|
|
170.8 |
|
Inventories |
99.0 |
|
|
0.2 |
|
|
99.2 |
|
Other current assets |
56.9 |
|
|
6.3 |
|
|
63.2 |
|
Property |
267.6 |
|
|
(7.5) |
|
|
260.1 |
|
Goodwill |
569.0 |
|
|
(7.8) |
|
|
561.2 |
|
Intangible assets: |
|
|
— |
|
|
|
Customer relationships |
221.9 |
|
|
(20.7) |
|
|
201.2 |
|
Trade names and trademarks |
32.0 |
|
|
2.8 |
|
|
34.8 |
|
Patents, technology and other |
273.9 |
|
|
7.4 |
|
|
281.3 |
|
Operating lease assets |
30.1 |
|
|
— |
|
|
30.1 |
|
Other long-term assets |
1.3 |
|
|
5.8 |
|
|
7.1 |
|
Short term debt |
(0.4) |
|
|
— |
|
|
(0.4) |
|
Accounts payable |
(92.7) |
|
|
1.2 |
|
|
(91.5) |
|
Current operating lease obligations |
(2.8) |
|
|
— |
|
|
(2.8) |
|
Accrued expenses and other current liabilities |
(81.2) |
|
|
(4.5) |
|
|
(85.7) |
|
Long-term debt |
(6.7) |
|
|
— |
|
|
(6.7) |
|
Non-current operating lease obligations |
(25.8) |
|
|
— |
|
|
(25.8) |
|
Deferred tax liabilities |
(60.7) |
|
|
25.9 |
|
|
(34.8) |
|
Pension and other post-retirement benefits |
(53.8) |
|
|
— |
|
|
(53.8) |
|
Other long-term liabilities |
(5.4) |
|
|
(6.7) |
|
|
(12.1) |
|
Non-controlling interests |
(12.8) |
|
|
(2.4) |
|
|
(15.2) |
|
Total purchase price consideration |
$ |
1,525.3 |
|
|
$ |
— |
|
|
$ |
1,525.3 |
|
The intangible assets that have been acquired are being amortized
over a period of 18 to 20 years.
Goodwill of $561.2 million was recorded and allocated to the Color,
Additives and Inks segment. The goodwill recognized is primarily
attributable to the expected synergies to be achieved from the
business combination. A portion of the goodwill is deductible for
tax purposes.
Had the Clariant Color Acquisition occurred on January 1, 2019,
which was the beginning of the fiscal year prior to the
acquisition, sales and income from continuing operations before
income taxes for the years ended December 31, 2020 and 2019 on
a pro forma basis would have been as follows:
|
|
|
|
|
|
|
|
|
|
|
|
|
(Unaudited) |
|
|
(In
millions) |
2020 |
|
2019 |
Sales |
$ |
3,782.5 |
|
|
$ |
3,981.3 |
|
Income from continuing operations before income taxes
|
204.2 |
|
|
98.9 |
|
The unaudited pro forma financial information has been calculated
after applying our accounting policies and adjusting the historical
results with pro forma adjustments that assume the Clariant Color
Acquisition occurred on January 1, 2019. These unaudited pro forma
results do not represent financial results realized, nor are they
intended to be a projection of future results. In preparation of
the pro forma financial information, we eliminated certain
historical allocations made by Clariant as they do not represent
the stand alone operations of Clariant Color and replaced them with
costs more likely to occur as a part of Avient. This elimination
removed expense of $6.6 million and $12.7 million during
2020 and 2019, respectively. The amortization of inventory step-up
from the preliminary purchase price allocation was
$9.7 million, and is reflected in
Cost of sales.
Additionally, we incurred $10.1 million of costs related to
committed financing which are reflected in
Interest expense, net.
The amounts
associated with the amortization of inventory step-up and costs
related to committed financing were removed from 2020, and
presented in the pro forma financial information.
Costs incurred in connection with the Clariant Color Acquisition
were $19.2 million in 2020. These fees were charged to
Selling and Administrative expense.
Other Acquisitions
On July 1, 2021, the Company completed its acquisition of Magna
Colours Ltd. (Magna Colours), a market leader in sustainable,
water-based inks technology for the textile screen printing
industry, for the purchase price of $47.6 million, net of cash
acquired. The results of the Magna Colours business are reported in
the Color, Additives and Inks segment. The preliminary purchase
price allocation resulted in intangible assets of
$27.5 million and goodwill of $22.0 million, partially
offset by net liabilities assumed. Goodwill is not deductible for
tax purposes. The intangible assets that have been acquired are
being amortized over a period of 10 to 20 years.
Our acquisitions of PlastiComp, Inc. (PlastiComp) on May 31, 2018
and Fiber-Line, LLC (Fiber-Line) on January 2, 2019 involved
contingent earnout consideration. The PlastiComp earnout had a
ceiling of $35.0 million that was reached during the first
quarter of 2020 and paid in the third quarter of 2020. The
Fiber-Line earnout was based on two annual earnout periods, with
the second earnout period target based on year-one results. A
payment of $53.9 million associated with the first Fiber-Line
earnout period was made in the first quarter of 2020. There was no
payment made for the second Fiber-Line earnout period, which ended
on December 31, 2020.
Note 3 — DISCONTINUED OPERATIONS
On October 25, 2019, we divested the PP&S segment for
$782.1 million cash. The sale resulted in the recognition of
an after-tax gain of $457.7 million, which is reflected
within
Income (loss) from discontinued operations, net of income
taxes.
The Company has continuing involvement with the former PP&S
business following the close of the transaction. The Company
entered into a
four-year distribution agreement with the former PP&S
business to be the exclusive distributor for certain products,
under terms that were similar prior to the disposal transaction.
The Company and the former PP&S business have also entered into
contract manufacturing and supply agreements for certain products
for a
two-year period. For the twelve months ended
December 31, 2021 and 2020, our net cash outflow related to
the agreements was approximately $114.1 million and
$65.0 million, respectively.
The following table summarizes the discontinued operations
associated with PP&S for the years ended December 31, 2020 and
2019.
|
|
|
|
|
|
|
|
|
|
|
|
(In millions) |
2020 |
|
2019 |
Sales |
$ |
— |
|
|
$ |
488.9 |
|
Cost of sales |
— |
|
|
(390.1) |
|
Selling and administrative expense |
(0.9) |
|
|
(28.0) |
|
Gain on sale |
— |
|
|
591.2 |
|
Pretax (loss) income of discontinued operations |
(0.9) |
|
|
662.0 |
|
Income tax expense |
0.5 |
|
|
(148.9) |
|
(Loss) income from discontinued operations, net of
taxes |
$ |
(0.4) |
|
|
$ |
513.1 |
|
The following table presents the depreciation, amortization, and
capital expenditures of our discontinued operations for the twelve
months ended December 31, 2020 and 2019. There were no other
significant operating or investing non-cash items for the twelve
months ended December 31, 2020 and 2019.
|
|
|
|
|
|
|
|
|
|
|
|
|
|
(In millions) |
2020 |
|
2019 |
Depreciation and amortization |
$ |
— |
|
|
$ |
9.4 |
|
Capital Expenditures |
— |
|
|
14.1 |
|
Note 4 — GOODWILL AND INTANGIBLE ASSETS
Goodwill as of December 31, 2021 and 2020 and changes in the
carrying amount of goodwill by segment were as
follows:
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
(In millions) |
Specialty Engineered Materials |
|
Color, Additives and Inks |
|
Distribution |
|
Total |
Balance at January 1, 2020 |
$ |
236.3 |
|
|
$ |
447.8 |
|
|
$ |
1.6 |
|
|
$ |
685.7 |
|
Acquisition of businesses |
— |
|
|
569.0 |
|
|
— |
|
|
569.0 |
|
Currency translation |
1.5 |
|
|
51.9 |
|
|
— |
|
|
53.4 |
|
Balance at December 31, 2020 |
237.8 |
|
|
1,068.7 |
|
|
1.6 |
|
|
1,308.1 |
|
Acquisition of businesses |
— |
|
|
14.1 |
|
|
— |
|
|
14.1 |
|
Currency translation |
(1.5) |
|
|
(34.3) |
|
|
— |
|
|
(35.8) |
|
Balance at December 31, 2021 |
$ |
236.3 |
|
|
$ |
1,048.5 |
|
|
$ |
1.6 |
|
|
$ |
1,286.4 |
|
Indefinite and finite-lived intangible assets consisted of the
following: