On November 15, 2018, Ashland announced that it had signed a definitive agreement to sell its Composites segment and Intermediates and Solvents Marl facility to INEOS Enterprises (INEOS) in a transaction valued at $1.1 billion. Ashland will retain the remaining Intermediates and Solvents facility in Lima, Ohio primarily for its own internal business use.

On July 1, 2019 an amendment was signed to exclude certain assets and liabilities related to Ashland’s maleic anhydride business (Maleic business). Under the amendment, Ashland agreed to continue to operate the Maleic business and use commercially reasonable efforts to sell the Maleic business to another purchaser. In connection with any Maleic sale within 18 months of the closing of the Composites and Marl facility sale, excluding Maleic, INEOS will be entitled to the net proceeds, after deduction of the reasonable costs incurred by Ashland; provided that INEOS shall receive no less than $35 million. If Ashland is unable to sell the Maleic business within 18 months of the closing of the Composites and Marl facility sale, excluding Maleic, Ashland has agreed to reimburse $35 million to INEOS.

In late July, Ashland and INEOS agreed to certain additional changes to the sale agreement subject to approval by and reflecting continued discussions with the US Federal Trade Commission. As part of the proposed changes, the purchase price has been adjusted to $1.015 billion while Ashland retains the right to the Maleic business, including the retention of any subsequent sale proceeds. The company anticipates that remaining regulatory approvals will be received shortly.

Ashland currently expects net proceeds from the sale of Composites and Marl facility to total approximately $0.9 billion and anticipates that the proceeds will be primarily used to reduce outstanding debt and other corporate purposes.

The sale of Composites and Marl facility, excluding Maleic, is expected to close by late summer, contingent on certain customary regulatory approvals, standard closing conditions and completion of required employee information and consultation processes. Upon the closing of this transaction, Ashland currently expects to recognize a pre-tax gain in excess of $400 million within the Statements of Consolidated Comprehensive Income (Loss).

Since this transaction represents a strategic shift in Ashland’s business and had a major effect on Ashland’s operations and financial results, the operating results and cash flows related to Composites and the Marl facility, including Maleic, have been reflected as discontinued operations in the Statements of Consolidated Comprehensive Income (Loss) and Statements of Condensed Consolidated Cash Flows. See Note C for the results of operations for Composites and the Marl facility, including Maleic, for all periods presented.

Certain indirect corporate costs included within the selling, general and administrative expense caption of the Statements of Consolidated Comprehensive Income (Loss) that were previously allocated to the Composites segment and Marl facility do not qualify for classification within discontinued operations and are now reported as selling, general and administrative expense within continuing operations on a consolidated basis and within the Unallocated and other segment. These costs were $10 million and $12 million during the three months ended June 30, 2019 and 2018, respectively, and $33 million and $35 million during the nine months ended June 30, 2019 and 2018, respectively. Ashland is currently implementing plans to eliminate these costs as part of the global restructuring program.

Subsequent to the completion of the sale, Ashland expects to provide certain transition services to INEOS Enterprises for a fee. While the transition services are expected to vary in duration depending upon the type of service provided, Ashland expects to reduce costs as the transition services are completed.

Ashland is currently in the process of pursuing options to divest several corporate assets, primarily related to land and buildings, that are expected to close within the next 12 months. The net property, plant and equipment value related to these sites was $6 million at June 30, 2019 and $9 million at September 30, 2018. During the nine months ended June 30, 2019, a $5 million impairment charge was recorded within the selling, general and administrative expense caption of the Statement of Consolidated Comprehensive Income (Loss) for one of these corporate assets.

The assets and liabilities of Composites and the Marl facility, including Maleic, along with other corporate asset divestitures for current and prior periods have been reflected as assets and liabilities held for sale. As a result, in accordance with U.S. GAAP standards, depreciation and amortization are no longer being recorded within the Statements of Consolidated Comprehensive Income (Loss) and the Condensed Consolidated Balance Sheets. These assets and liabilities are comprised of the following components:

	June 30		September 30
(In millions)	2019		2018
Accounts receivable, net (a)	$	168	$	159
Inventories		71		67
Net property, plant and equipment		269		—
Goodwill		144		—
Intangibles		38		—
Deferred income taxes		7		—
Other assets		59		14
Current assets held for sale	$	756	$	240

Net property, plant and equipment	$	—	$	254
Goodwill		—		144
Intangibles		—		40
Deferred income taxes		—		7
Other assets		—		32
Noncurrent assets held for sale	$	—	$	477

Trade and other payables	$	123	$	152
Employee benefit obligations		23		—
Accrued expenses and other liabilities		11		11
Other liabilities		2		—
Current liabilities held for sale	$	159	$	163

Employee benefit obligations		—		23
Other liabilities		—		3
Noncurrent liabilities held for sale	$	—	$	26