Acquisitions (Tables)

12 Months Ended

Dec. 31, 2018



	Final Purchase Consideration as of August 31, 2016
Closing stock purchase:
Offer per share	$	33.00
Multiplied by number of shares outstanding at acquisition (in thousands of shares)	67,277
Fair value of Axiall shares outstanding purchased by the Company	2,220
Plus:
Axiall debt repaid at acquisition	247
Seller's transaction costs paid by the Company ⁽¹⁾	48
Total fair value of consideration transferred	2,515

Fair value of Axiall share-based awards attributed to pre-combination service ⁽²⁾	12
Additional settlement value of shares acquired	13
Purchase consideration	2,540

Fair value of previously held equity interest in Axiall ⁽³⁾	102
Total fair value allocated to net assets acquired	$	2,642

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(1)	Transactions costs incurred by the seller included legal and advisory costs incurred for the benefit of Axiall's former shareholders and board of directors to evaluate the Company's initial merger proposals, explore strategic alternatives and negotiate the purchase price.


(2)	The fair value of share-based awards attributable to pre-combination service includes the ratio of the pre-combination service performed to the original service period of the Axiall restricted share units and options, including related dividend equivalent rights.


(3)	Prior to the Axiall Merger, the Company owned 3.1 million shares in Axiall. The investment in Axiall was carried at estimated fair value with unrealized gains recorded as a component of accumulated other comprehensive loss in the consolidated balance sheet. The Company recognized a $49 gain for the investment in other income, net in the consolidated statements of operations upon gaining control.

Pro Forma Information

The following unaudited consolidated pro forma information presents consolidated pro forma information as if the Axiall Merger had occurred on January 1, 2015:



	Pro Forma
	Year Ended December 31, 2016
Net sales	$	7,081

Net income ⁽¹⁾	$	397
Net income attributable to noncontrolling interests	23
Net income attributable to Westlake Chemical Corporation ⁽¹⁾	$	374
Earnings per common share attributable to Westlake Chemical Corporation:
Basic	$	2.88
Diluted	$	2.86

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(1)

The 2016 pro forma net income amounts include Axiall's historical charges recorded during the eight-month period prior to the closing of the Axiall Merger for (1) divestitures; (2) restructuring; and (3) legal and settlement claims, net, of $27, $23 and $23, respectively. These amounts have not been eliminated for pro forma results because they do not relate to nonrecurring transaction-specific costs related to the Axiall Merger.