10-Q

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

FORM 10-Q

(Mark One)

x QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934

For the quarterly period ended September 30, 2013

or

¨ 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 1-584

FERRO CORPORATION

(Exact name of registrant as specified in its charter)

Ohio	34-0217820
(State or other jurisdiction of incorporation or organization)	(I.R.S. Employer Identification No.)
6060 Parkland Boulevard Mayfield Heights, OH	44124
(Address of principal executive offices)	(Zip Code)

216-875-5600

(Registrant’s telephone number, including area code)

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  x    NO  ¨

Indicate by check mark whether the registrant has submitted electronically and posted on its corporate Web site, if any, every Interactive Data File required to be submitted and posted 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 and post such files).    YES  x    NO  ¨

Indicate by check mark whether the registrant is a large accelerated filer, an accelerated filer, a non-accelerated filer, or a smaller reporting company. See the definitions of “large accelerated filer,” “accelerated filer” and “smaller reporting company” in Rule 12b-2 of the Exchange Act. (Check one):

Large accelerated filer	¨	Accelerated filer	x
Non-accelerated filer	¨  (Do not check if a smaller reporting company)	Smaller reporting company	¨

Indicate by check mark whether the registrant is a shell company (as defined in Rule 12b-2 of the Act).    YES  ¨    NO  x

At September 30, 2013, there were 86,601,495 shares of Ferro Common Stock, par value $1.00, outstanding.

TABLE OF CONTENTS

	Page
PART I
Item 1. Financial Statements (Unaudited)		3
Item 2. Management’s Discussion and Analysis of Financial Condition and Results of Operations		19
Item 3. Quantitative and Qualitative Disclosures about Market Risk		34
Item 4. Controls and Procedures		35
PART II
Item 1. Legal Proceedings		36
Item 1A. Risk Factors		36
Item 2. Unregistered Sales of Equity Securities and Use of Proceeds		36
Item 3. Defaults Upon Senior Securities		36
Item 4. Mine Safety Disclosures		36
Item 5. Other Information		36
Item 6. Exhibits		36
Exhibit 10.1
Exhibit 31.1
Exhibit 31.2
Exhibit 32.1
Exhibit 32.2
EX-101 Instance Document
EX-101 Schema Document
EX-101 Calculation Linkbase Document
EX-101 Labels Linkbase Document
EX-101 Presentation Linkbase Document
EX-101 Definition Linkbase Document

2

PART I — FINANCIAL INFORMATION

Item 1. Financial Statements (Unaudited)

Ferro Corporation and Subsidiaries

Condensed Consolidated Statements of Operations

	Three months ended September 30,						Nine months ended September 30,
	2013			As adjusted 2012			2013			As adjusted 2012
	(Dollars in thousands, except per share amounts)
Net sales	$	408,104		$	408,865		$	1,261,083		$	1,344,836
Cost of sales		323,857			348,155			1,009,945			1,112,587
Gross profit		84,247			60,710			251,138			232,249
Selling, general and administrative expenses		59,078			63,863			184,986			202,675
Restructuring and impairment charges		3,834			198,695			26,738			203,734
Other expense (income):
Interest expense		6,766			6,716			21,034			19,566
Interest earned		(48	)		(57	)		(171	)		(192	)
Foreign currency losses, net		1,308			869			4,016			792
Miscellaneous (income) expense, net		(209	)		797			(9,493	)		3,038
Income (loss) before income taxes		13,518			(210,173	)		24,028			(197,364	)
Income tax expense		474			105,447			4,025			113,115
Income (loss) from continuing operations		13,044			(315,620	)		20,003			(310,479	)
(Loss) income from discontinued operations, net of income taxes		—			(118	)		(8,421	)		917
Net income (loss)		13,044			(315,738	)		11,582			(309,562	)
Less: Net income attributable to noncontrolling interests		392			376			177			830
Net income (loss) attributable to Ferro Corporation common shareholders	$	12,652		$	(316,114	)	$	11,405		$	(310,392	)
Earnings (loss) per share attributable to Ferro Corporation common shareholders:
Basic earnings (loss):
From continuing operations	$	0.15		$	(3.66	)	$	0.23		$	(3.61	)
From discontinued operations	$	—			—			(0.10	)		0.01
	$	0.15		$	(3.66	)	$	0.13		$	(3.60	)
Diluted earnings (loss):
From continuing operations	$	0.15		$	(3.66	)	$	0.23		$	(3.61	)
From discontinued operations	$	—			—			(0.10	)		0.01
	$	0.15		$	(3.66	)	$	0.13		$	(3.60	)

See accompanying notes to condensed consolidated financial statements.

3

Ferro Corporation and Subsidiaries

Condensed Consolidated Statements of Comprehensive Income (Loss)

	Three months ended September 30,						Nine months ended September 30,
	2013			2012			2013			2012
	(Dollars in thousands)
Net income (loss)	$	13,044		$	(315,738	)	$	11,582		$	(309,562	)
Other comprehensive income (loss), net of tax:
Foreign currency translation		4,226			3,321			(3,820	)		(2,940	)
Postretirement benefit liabilities		(34	)		1,044			(171	)		(311	)
Total comprehensive income (loss)		17,236			(311,373	)		7,591			(312,813	)
Less: Comprehensive income attributable to noncontrolling interests		415			442			323			845
Comprehensive income (loss) attributable to Ferro Corporation	$	16,821		$	(311,815	)	$	7,268		$	(313,658	)

See accompanying notes to condensed consolidated financial statements.

4

Ferro Corporation and Subsidiaries

Condensed Consolidated Balance Sheets

	September 30, 2013			December 31, 2012
	(Dollars in thousands)
ASSETS
Current assets
Cash and cash equivalents	$	35,853		$	29,576
Accounts receivable, net		331,847			306,463
Inventories		195,617			200,824
Deferred income taxes		8,011			7,995
Other receivables		32,371			31,554
Other current assets		14,571			10,802
Current assets of discontinued operations		—			6,289
Total current assets		618,270			593,503
Other assets
Property, plant and equipment, net		299,619			309,374
Goodwill		63,234			62,975
Amortizable intangible assets, net		12,268			14,410
Deferred income taxes		20,527			21,554
Other non-current assets		55,444			61,941
Other assets of discontinued operations		—			15,346
Total assets	$	1,069,362		$	1,079,103
LIABILITIES AND EQUITY
Current liabilities
Loans payable and current portion of long-term debt	$	59,665		$	85,152
Accounts payable		183,044			182,024
Accrued payrolls		44,081			31,643
Accrued expenses and other current liabilities		67,514			76,384
Current liabilities of discontinued operations		—			1,300
Total current liabilities		354,304			376,503
Other liabilities
Long-term debt, less current portion		278,119			261,624
Postretirement and pension liabilities		199,922			216,167
Other non-current liabilities		20,316			18,135
Total liabilities		852,661			872,429
Equity
Ferro Corporation shareholders’ equity:
Common stock, par value $1 per share; 300.0 million shares authorized; 93.4 million shares issued; 86.6 and 86.5 million shares outstanding in 2013 and 2012, respectively		93,436			93,436
Paid-in capital		320,216			321,652
Retained deficit		(75,201	)		(86,606	)
Accumulated other comprehensive income		12,513			16,650
Common shares in treasury, at cost		(147,608	)		(151,605	)
Total Ferro Corporation shareholders’ equity		203,356			193,527
Noncontrolling interests		13,345			13,147
Total equity		216,701			206,674
Total liabilities and equity	$	1,069,362		$	1,079,103

See accompanying notes to condensed consolidated financial statements.

5

Ferro Corporation and Subsidiaries

Condensed Consolidated Statements of Equity

	Ferro Corporation Shareholders
	Common Shares in Treasury						Common		Paid-in			Retained Earnings			Accumulated Other Comprehensive			Non-controlling			Total
	Shares			Amount			Stock		Capital			(Deficit)			Income (Loss)			Interests			Equity
	(In thousands)
Balances at December 31, 2011		6,865		$	(153,617	)	$	93,436	$	320,882		$	287,662		$	23,899		$	10,232		$	582,494
Net (loss) income													(310,392	)					830			(309,562	)
Other comprehensive (loss) income																(3,266	)		15			(3,251	)
Stock-based compensation transactions		32			588					4,255												4,843
Distributions to noncontrolling interests																			(380	)		(380	)
Balances at September 30, 2012		6,897		$	(153,029	)	$	93,436	$	325,137		$	(22,730	)	$	20,633		$	10,697		$	274,144
Balances at December 31, 2012		6,962		$	(151,605	)	$	93,436	$	321,652		$	(86,606	)	$	16,650		$	13,147		$	206,674
Net income													11,405						177			11,582
Other comprehensive (loss) income																(4,137	)		146			(3,991	)
Stock-based compensation transactions		(129	)		3,997					(1,436	)											2,561
Distributions to noncontrolling interests																			(125	)		(125	)
Balances at September 30, 2013		6,833		$	(147,608	)	$	93,436	$	320,216		$	(75,201	)	$	12,513		$	13,345		$	216,701

See accompanying notes to condensed consolidated financial statements.

6

Ferro Corporation and Subsidiaries

Condensed Consolidated Statements of Cash Flows

	Nine months ended September 30,
	2013			2012
	(Dollars in thousands)
Cash flows from operating activities
Net cash provided by operating activities	$	3,003		$	19,536
Cash flows from investing activities
Capital expenditures for property, plant and equipment		(21,187	)		(46,245	)
Proceeds from sale of assets		16,034			2,386
Proceeds from sale of stock of Ferro Pfanstiehl Laboratories, Inc.		16,912			—
Dividends received from affiliates		1,119			96
Net cash provided by (used for) investing activities		12,878			(43,763	)
Cash flows from financing activities
Net borrowings under loans payable (1)		9,223			22,087
Proceeds from revolving credit facility		368,317			323,151
Principal payments on revolving credit facility		(351,404	)		(319,926	)
Extinguishment of convertible senior notes		(35,066	)		—
Other financing activities		(734	)		760
Net cash (used for) provided by financing activities		(9,664	)		26,072
Effect of exchange rate changes on cash and cash equivalents		60			(19	)
Increase in cash and cash equivalents		6,277			1,826
Cash and cash equivalents at beginning of period		29,576			22,991
Cash and cash equivalents at end of period	$	35,853		$	24,817
Cash paid during the period for:
Interest	$	25,484		$	25,343
Income taxes		2,905			3,130

⁽¹⁾  Includes cash flows related to our domestic accounts receivable program, international accounts receivable sales programs as well as loans payable to banks.

See accompanying notes to condensed consolidated financial statements.

7

Ferro Corporation and Subsidiaries

Notes to Condensed Consolidated Financial Statements

1. Basis of Presentation

The accompanying unaudited condensed consolidated financial statements of Ferro Corporation (“Ferro,” “we,” “us” or “the Company”) have been prepared in accordance with accounting principles generally accepted in the United States of America (“U.S. GAAP”) for interim financial information, the instructions to Form 10-Q, and Article 10 of Regulation S-X. These statements reflect all normal and recurring adjustments which are, in the opinion of management, necessary to present fairly the financial position, results of operations and cash flows for the periods presented. The preparation of financial statements in conformity with U.S. GAAP requires us to make estimates and assumptions that affect the amounts reported in the financial statements and accompanying notes. These interim condensed consolidated financial statements should be read in conjunction with the consolidated financial statements and related notes included in our Annual Report on Form 10-K for the year ended December 31, 2012. Prior periods have been adjusted for the presentation of discontinued operations.

Operating results for the three and nine months ended September 30, 2013, are not necessarily indicative of the results expected in subsequent quarters or for the full year ending December 31, 2013.

2. Recent Accounting Pronouncements

Accounting Standards Adopted in the Nine Months Ended September 30, 2013

On January 1, 2013, we adopted Financial Accounting Standards Board (“FASB”) Accounting Standards Update (“ASU”) 2011-11, Disclosures about Offsetting Assets and Liabilities, (“ASU 2011-11”) and ASU 2013-01, Clarifying the Scope of Disclosures about Offsetting Assets and Liabilities, (“ASU 2013-01”). These pronouncements are codified in Accounting Standards Codification (“ASC”) Topic 210, Balance Sheet, and contain new disclosure requirements about a company’s right of setoff and related arrangements associated with its financial and derivative instruments. Adoption of this pronouncement did not have a material effect on our consolidated financial statements.

On January 1, 2013, we adopted FASB ASU 2013-02, Reporting of Amounts Reclassified Out of Accumulated Other Comprehensive Income, (“ASU 2013-02”), which is codified in ASC Topic 220, Comprehensive Income. This pronouncement adds new disclosure requirements for items reclassified out of accumulated other comprehensive income. Adoption of this pronouncement did not have a material effect on our consolidated financial statements.

3. Inventories

	September 30, 2013		December 31, 2012
	(Dollars in thousands)
Raw materials	$	59,272	$	64,923
Work in process		35,716		35,028
Finished goods		100,629		100,873
Total inventories	$	195,617	$	200,824

In the production of some of our products, we use precious metals, some of which we obtain from financial institutions under consignment agreements with terms of one year or less. The financial institutions retain ownership of the precious metals and charge us fees based on the amounts we consign. These fees were $0.7 million and $1.4 million for the three months ended September 30, 2013 and 2012, respectively, and were $2.5 million and $5.0 million for the nine months ended September 30, 2013 and 2012, respectively. We had on hand precious metals owned by participants in our precious metals consignment program of $89.5 million at September 30, 2013, and $112.2 million at December 31, 2012, measured at fair value based on market prices for identical assets and net of credits.

4. Property, Plant and Equipment

Property, plant and equipment is reported net of accumulated depreciation of $686.5 million at September 30, 2013, and $658.1 million at December 31, 2012. Unpaid capital expenditure liabilities, which are noncash investing activities, were $6.6 million at September 30, 2013, and $7.3 million at September 30, 2012.

8

5. Debt

Loans payable and current portion of long-term debt consisted of the following:

	September 30, 2013		December 31, 2012
	(Dollars in thousands)
Loans payable to banks	$	3,247	$	2,477
Domestic accounts receivable asset securitization program		48,000		40,000
International accounts receivable sales programs		5,554		6,122
Current portion of long-term debt		2,864		36,553
Loans payable and current portion of long-term debt	$	59,665	$	85,152

Long-term debt consisted of the following:

	September 30, 2013			December 31, 2012
	(Dollars in thousands)
7.875% Senior Notes	$	250,000		$	250,000
6.50% Convertible Senior Notes, net of unamortized discounts		—			34,417
Revolving credit facility		19,509			2,596
Capital lease obligations		6,053			6,433
Other notes		5,421			4,731
Total long-term debt		280,983			298,177
Current portion of long-term debt		(2,864	)		(36,553	)
Long-term debt, less current portion	$	278,119		$	261,624

Receivable Sales Programs

We have an asset securitization program for Ferro’s U.S. trade accounts receivable. We sell interests in our domestic receivables to various purchasers, and we may obtain up to $50.0 million in the form of cash or letters of credit. Advances received under this program are accounted for as borrowings secured by the receivables and included in net cash provided by financing activities. In the second quarter of 2013, we extended the maturity of this credit facility through May 2014. At September 30, 2013, advances received of $48.0 million were secured by $77.6 million of accounts receivable, and based on available and qualifying receivables, $2.0 million of additional borrowings were available under the program. During the third quarter of 2013 we amended the agreement. The interest rate under the amended agreement is the sum of (A) either (1) LIBOR rates or (2) the federal funds rate plus 0.5% or the prime rate and (B) a fixed margin. At September 30, 2013, the interest rate was 0.6%.

We also have several international programs to sell with recourse trade accounts receivable to financial institutions. Advances received under these programs are accounted for as borrowings secured by the receivables and included in net cash provided by financing activities. At September 30, 2013, the commitments supporting these programs totaled $18.9 million, the advances received of $5.6 million were secured by $8.7 million of accounts receivable, and based on available and qualifying receivables, $0.2 million of additional borrowings were available under the programs. The interest rates under these programs are based on EURIBOR rates plus 1.75%. At September 30, 2013, the weighted-average interest rate was 1.9%.

7.875% Senior Notes

The 7.875% Senior Notes (the “Senior Notes”) were issued in 2010 at par, bear interest at a rate of 7.875% per year, payable semi-annually in arrears on February 15th and August 15th, and mature on August 15, 2018. We may also redeem some or all of the Senior Notes prior to August 15, 2014, at a price equal to the principal amount plus a defined applicable premium. The applicable premium on any redemption date is the greater of 1% of the principal amount of the note or the excess of (1) the present value at such redemption date of the redemption price of the note at August 15, 2014, plus all required interest payments due on the note through August 15, 2014, computed using a discount rate equal to the Treasury Rate as of the redemption date plus 50 basis points; over (2) the principal amount of the note. In addition, we may redeem some or all of the Senior Notes beginning August 15, 2014, at prices ranging from 100% to 103.938% of the principal amount.

9

The Senior Notes are unsecured obligations and rank equally in right of payment with any other unsecured, unsubordinated obligations. The Senior Notes contain certain affirmative and negative covenants customary for high-yield debt securities, including, but not limited to, restrictions on our ability to incur additional debt, create liens, pay dividends or make other distributions or repurchase our common stock and sell assets outside the ordinary course of business. At September 30, 2013, we were in compliance with the covenants under the Senior Notes’ indenture.

6.50% Convertible Senior Notes

The 6.50% Convertible Senior Notes (the “Convertible Notes”) were repaid at maturity on August 15, 2013. The principal amount outstanding at maturity was $35.1 million.

Revolving Credit Facility

In 2010, we entered into the Third Amended and Restated Credit Agreement with a group of lenders for a five-year, $350 million multi-currency senior revolving credit facility (the “2010 Credit Facility”). In March 2013, we amended the 2010 Credit Facility (the “2013 Amended Credit Facility”) to provide additional operating flexibility. The primary effects of the 2013 Amended Credit Facility were to:

• Decrease the Revolving Loan Commitment Amount from $350.0 million to $250.0 million;

• Amend the calculation of EBITDA to provide for a restructuring expense add-back attributable to the Company’s restructuring programs of $30.0 million in 2013, $20.0 million in 2014 and $10.0 million in 2015, with no aggregate limit on restructuring expense;

• Increase the maximum permitted leverage ratio such that for (i) the first, second and third quarters of 2013, it shall increase from 3.50 to 4.25; (ii) the fourth quarter of 2013 and first quarter of 2014, it shall increase from 3.50 to 4.00; (iii) the second and third quarters of 2014, it shall increase from 3.50 to 3.75; and (iv) the fourth quarter of 2014 and thereafter, it will be 3.50; and

• Amend the requirements for Permitted Acquisitions such that for the Company to consummate a Permitted Acquisition the Company must have minimum liquidity of $100.0 million and the Company’s Secured Leverage Ratio must be less than 1.50.

The 2013 Amended Credit Facility matures on August 24, 2015, and is secured by substantially all of Ferro’s assets. After reductions for outstanding letters of credit, we had $225.0 million of additional borrowings available at September 30, 2013. The interest rate under the 2013 Amended Credit Facility is the sum of (A) either (1) LIBOR or (2) the higher of the Federal Funds Rate plus 0.5%, the Prime Rate, or LIBOR plus 1.0% and (B) a variable margin based on the Company’s leverage. At September 30, 2013, the interest rate was 3.4%.

Under the 2013 Amended Credit Facility, we are subject to a number of financial covenants, including limitations on the payment of common stock dividends. At September 30, 2013, we were in compliance with the covenants of the 2013 Amended Credit Facility.

6. Financial Instruments

The following financial instrument assets (liabilities) are presented at their respective carrying amount, fair value and classification within the fair value hierarchy:

	September 30, 2013
	Carrying			Fair Value
	Amount			Total			Level 1		Level 2			Level 3
	(Dollars in thousands)
Cash and cash equivalents	$	35,853		$	35,853		$	35,853	$	—		$	—
Loans payable		(56,801	)		(56,801	)		—		(56,801	)		—
7.875% Senior Notes		(250,000	)		(262,500	)		—		(262,500	)		—
Revolving Credit Facility		(19,509	)		(19,936	)		—		(19,936	)		—
Other long-term notes payable		(5,421	)		(4,511	)		—		(4,511	)		—
Foreign currency forward contracts, net		(2,467	)		(2,467	)		—		(2,467	)		—

10

	December 31, 2012
	Carrying			Fair Value
	Amount			Total			Level 1		Level 2			Level 3
	(Dollars in thousands)
Cash and cash equivalents	$	29,576		$	29,576		$	29,576	$	—		$	—
Loans payable		(48,599	)		(48,599	)		—		(48,599	)		—
7.875% Senior Notes		(250,000	)		(231,500	)		—		(231,500	)		—
6.50% Convertible Senior Notes, net of unamortized discounts		(34,417	)		(34,803	)		—		(34,803	)		—
Revolving credit facility		(2,596	)		(2,634	)		—		(2,634	)		—
Other long-term notes payable		(4,731	)		(3,937	)		—		(3,937	)		—
Foreign currency forward contracts, net		(4,758	)		(4,758	)		—		(4,758	)		—

The fair values of cash and cash equivalents are based on the fair values of identical assets. The fair values of short-term loans payable are based on the present value of expected future cash flows and approximate their carrying amounts due to the short periods to maturity. The fair values of the Senior Notes and the Convertible Notes are based on third-party estimated bid prices. The fair values of the Revolving Credit Facility and the other long-term notes payable are based on the present value of expected future cash flows, assumptions about current interest rates and the creditworthiness of the Company that market participants would use in pricing the debt.

Foreign currency forward contracts. We manage foreign currency risks principally by entering into forward contracts to mitigate the impact of currency fluctuations on transactions, the majority of which are intercompany. These forward contracts are not designated as hedging instruments. Gains and losses on these foreign currency forward contracts are netted with gains and losses from currency fluctuations on transactions arising from international trade and reported as foreign currency losses, net in the condensed consolidated statements of operations. For the three and nine months ended September 30, 2013, net foreign currency loss was approximately $1.3 million and $4.0 million, respectively, which is primarily comprised of the foreign exchange impact on transactions in countries where it is not economically feasible for us to enter into hedging arrangements and hedging inefficiencies, including timing of transactions, etc. Net losses arising from the change in fair value of our financial instruments of $2.7 million and $6.7 million, for the three and nine months ended September 30, 2013, respectively, offset related net gains on the underlying intercompany transactions of approximately the same amounts. The fair values of these contracts are based on market prices for comparable contracts. We had foreign currency forward contracts with notional amounts of $231.3 million at September 30, 2013, and $250.7 million at December 31, 2012.

The following table presents the effect on our consolidated statements of operations for the three months ended September 30, 2013 and 2012, respectively, of our foreign currency forward contracts:

	Amount of Loss Recognized in Earnings
	2013			2012			Location of Loss in Earnings
	(Dollars in thousands)
Foreign currency forward contracts	$	(2,652	)	$	(4,148	)	Foreign currency losses, net

The following table presents the effect on our consolidated statements of operations for the nine months ended September 30, 2013 and 2012, respectively, of our foreign currency forward contracts:

	Amount of (Loss) Gain Recognized in Earnings
	2013			2012		Location of (Loss) Gain in Earnings
	(Dollars in thousands)
Foreign currency forward contracts	$	(6,652	)	$	5,385	Foreign currency losses, net

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The following table presents the fair values on our consolidated balance sheets of foreign currency forward contracts:

	September 30, 2013			December 31, 2012			Balance Sheet Location
	(Dollars in thousands)
Asset derivatives:
Foreign currency forward contracts		211			213		Accrued expenses and other current liabilities
Liability derivatives:
Foreign currency forward contracts		(2,678	)		(4,971	)	Accrued expenses and other current liabilities

7. Income Taxes

Income tax expense for the nine months ended September 30, 2013, was $4.0 million, or 16.8% of pre-tax income. In the first nine months of 2012, we recorded income tax expense of $113.1 million, or (57.3)% of pre-tax income. The change in the effective tax rate was primarily due to the reserve for a significant portion of the Company’s deferred tax assets, that was recorded in the third quarter of 2012 compared to the expected usage of tax assets in 2013.

8. Contingent Liabilities

We have recorded environmental liabilities of $8.2 million at September 30, 2013, and $9.6 million at December 31, 2012, for costs associated with the remediation of certain of our properties that have been contaminated, primarily a non-operating facility in Brazil. The costs include legal and consulting fees, site studies, the design and implementation of remediation plans, post-remediation monitoring and related activities. The ultimate liability could be affected by numerous uncertainties, including the extent of contamination found, the required period of monitoring and the ultimate cost of required remediation.

There are various lawsuits and claims pending against the Company and its subsidiaries. We do not currently expect the ultimate liabilities, if any, and expenses related to such lawsuits and claims to materially affect the consolidated financial position, results of operations, or cash flows of the Company.

9. Retirement Benefits

Net periodic benefit (credit) cost of our U.S. pension plans (including our unfunded nonqualified plans), non-U.S. pension plans, and postretirement health care and life insurance benefit plans for the three months ended September 30, 2013 and 2012, respectively, follow:

	U.S. Pension Plans						Non-U.S. Pension Plans						Other Benefit Plans
	2013			2012			2013			2012			2013			2012
	(Dollars in thousands)
Service cost	$	4		$	4		$	519		$	493		$	—		$	—
Interest cost		4,485			4,867			1,224			1,313			285			396
Expected return on plan assets		(6,181	)		(5,158	)		(742	)		(748	)		—			—
Amortization of prior service cost (credit)		3			12			7			—			(29	)		(33	)
Net periodic benefit (credit) cost	$	(1,689	)	$	(275	)	$	1,008		$	1,058		$	256		$	363

Net periodic benefit (credit) cost for the nine months ended September 30, 2013 and 2012, respectively, follow:

	U.S. Pension Plans						Non-U.S. Pension Plans						Other Benefit Plans
	2013			2012			2013			2012			2013			2012
	(Dollars in thousands)
Service cost	$	12		$	12		$	1,577		$	1,496		$	—		$	—
Interest cost		13,455			14,602			3,672			3,990			855			1,189
Expected return on plan assets		(18,543	)		(15,473	)		(2,229	)		(2,253	)		—			—
Amortization of prior service cost (credit)		9			36			21			1			(87	)		(98	)
Curtailment and settlement effects		—			—			—			(2,394	)		—			—
Net periodic benefit (credit) cost	$	(5,067	)	$	(823	)	$	3,041		$	840		$	768		$	1,091

12

Net periodic benefit credit for our U.S. pension plans for the nine months ended September 30, 2013 increased from the effects of a lower discount rate and larger plan asset balances resulting in increased expected returns. Net periodic benefit cost for our non-U.S. pension plans increased due to the non-recurring credit recognized in the second quarter of 2012, resulting from curtailment of retirement benefit accumulations in the Netherlands. The affected employees in the Netherlands now receive benefits through a defined contribution plan.

10. Stock-Based Compensation

On May 22, 2013, our shareholders approved the 2013 Omnibus Incentive Plan (the “Plan”), which was adopted by the Board of Directors on February 22, 2013, subject to shareholder approval. The Plan’s purpose is to promote the Company’s long-term financial interests and growth by attracting, retaining and motivating high quality key employees and directors, motivating such employees and directors to achieve the Company’s short- and long-range performance goals and objectives, aligning their interests with those of its shareholders. The Plan reserves 4,400,000 shares of common stock to be issued for grants of several different types of long-term incentives including stock options, stock appreciation rights, restricted shares, performance shares, other common stock based awards, and dividend equivalent rights.

The 2010 Long Term Incentive Plan (the “Previous Plan”) was replaced by the Plan, and no future grants may be made under the Previous Plan. However, any outstanding awards or grants made under the Previous Plan will continue until the end of their specified terms.

In 2013, our Board of Directors granted 0.6 million stock options, 0.5 million performance share units and 0.4 million deferred stock units under The Previous Plan and The Plan. The following table details the weighted-average grant-date fair values and the assumptions used for estimating the fair values of stock option grants made during the nine months ended September 30, 2013:

	Stock Options
Weighted-average grant-date fair value	$	4.01
Expected life, in years		6.0
Risk-free interest rate		1.2% - 1.4	%
Expected volatility		83.9% - 86.4	%

The weighted average grant date fair value of our performance share units was $5.69. These shares are currently expensed at target and are evaluated each reporting period for likelihood of achieving the performance criteria.

We measure the fair value of deferred stock units based on the closing market price of our common stock on the date of the grant. The weighted-average fair value per unit for grants made during the nine months ended September 30, 2013, was $5.70.

We recognized stock-based compensation expense of $4.4 million for the nine months ended September 30, 2013, and $5.7 million for the nine months ended September 30, 2012. At September 30, 2013, unearned compensation cost related to the unvested portion of all stock-based awards was approximately $8.4 million and is expected to be recognized over the remaining vesting period of the respective grants, through the first quarter of 2016.

13

11. Restructuring and Cost Reduction Programs

In the first quarter of 2013, we developed and initiated various restructuring programs across the organization with the objectives of realigning the business and lowering our cost structure. Specifically, the programs relate to our European operations, certain corporate functions, improvement of operational efficiencies, and the exit of the solar pastes product line. As a result of the restructuring actions, the Company expects to incur charges of approximately $40 million, the majority of which will be for severance costs and require future cash expenditures. The programs are subject to required consultations with employee representatives at the affected sites and other local legal requirements. Charges associated with these programs were $3.8 million and $26.7 million for the three and the nine months ended September 30, 2013, respectively. The cumulative charges incurred to date associated with these programs are $37.0 million.

The activities and accruals related to our restructuring and cost reduction programs are summarized below:

	Employee Severance			Other Costs			Asset Impairment			Total
	(Dollars in thousands)
Balance at December 31, 2012	$	4,093		$	6,139					$	10,232
Restructuring charges		19,647			7,094			(3	)		26,738
Cash payments		(14,715	)		(7,671	)					(22,386	)
Non-cash items		92			(820	)		3			(725	)
Balance at September 30, 2013	$	9,117		$	4,742		$	—		$	13,859

We expect to make cash payments to settle the remaining liability for employee termination benefits and other costs over the next twelve months, except where legal or contractual restrictions prevent us from doing so.

12. Discontinued Operations

During the first quarter of 2013, we completed the sale of the stock of our pharmaceuticals business, Ferro Pfanstiehl Laboratories, Inc. (“FPL”), which was previously reported within the Pharmaceuticals reportable segment. Consideration was comprised of a $16.9 million cash payment, and the transaction also included an earn-out incentive of up to $8.0 million based on achieving certain earnings targets over a two-year period. In March 2013, prior to the sale, an impairment loss of $8.7 million associated with the long lived assets of FPL was recorded under ASC Topic 360 Property, Plant and Equipment. The write down was determined by estimating the fair value of the assets less cost to sell of $14.8 million using the market approach considering a bona fide purchase offer, a level three measurement within the fair value hierarchy.

The operations of FPL have been segregated from continuing operations and are included in discontinued operations in our condensed consolidated statements of operations. Interest expense has been allocated to the discontinued operation based on the ratio of net assets of FPL to consolidated net assets excluding debt.

	Three months ended September 30,
	2012
Net sales	$	5,975
Cost of sales		4,346
Gross profit		1,629
Selling, general and administrative expenses		1,246
Restructuring charges		95
Interest expense		385
Miscellaneous income, net		(5	)
Loss from discontinued operations before income taxes		(92	)
Income tax expense		26
Loss from discontinued operations, net of income taxes	$	(118	)

14

	Nine months ended September 30,
	2013			2012
	(Dollars in thousands)
Net sales	$	4,791		$	17,899
Cost of sales		2,762			11,641
Gross profit		2,029			6,258
Selling, general and administrative expenses		1,181			3,631
Restructuring and impairment charges		8,682			95
Interest expense		589			1,123
Miscellaneous income, net		(2	)		(11	)
(Loss) income from discontinued operations before income taxes		(8,421	)		1,420
Income tax expense		—			503
(Loss) income from discontinued operations, net of income taxes	$	(8,421	)	$	917

The following is a summary of the assets and liabilities of FPL at December 31, 2012, which are presented separately on the condensed consolidated balance sheet:

	(Dollars in thousands)
Inventories	$	6,267
Other current assets		22
Current assets of discontinued operations		6,289
Property, plant and equipment, net		15,346
Other assets of discontinued operations		15,346
Accounts payable		880
Accrued payrolls		47
Accrued expenses and other current liabilities		373
Current liabilities of discontinued operations	$	1,300

15

13. Earnings (Loss) Per Share

Details of the calculation of basic and diluted earnings (loss) per share are shown below:

	Three months ended September 30,					Nine months ended September 30,
	2013		As adjusted 2012			2013		As adjusted 2012
	(In thousands, except per share amounts)
Basic earnings (loss) per share computation:
Net income (loss) attributable to Ferro Corporation common shareholders	$	12,652	$	(316,114	)	$	11,405	$	(310,392	)
Adjustment for loss (income) from discontinued operations		—		118			8,421		(917	)
Total	$	12,652	$	(315,996	)	$	19,826	$	(311,309	)
Weighted-average common shares outstanding		86,426		86,296			86,464		86,274
Basic earnings (loss) per share from continuing operations attributable to Ferro Corporation common shareholders	$	0.15	$	(3.66	)	$	0.23	$	(3.61	)
Diluted earnings (loss) per share computation:
Net income (loss) attributable to Ferro Corporation common shareholders	$	12,652	$	(316,114	)	$	11,405	$	(310,392	)
Adjustment for loss (income) from discontinued operations		—		118			8,421		(917	)
Total	$	12,652	$	(315,996	)	$	19,826	$	(311,309	)
Weighted-average common shares outstanding		86,426		86,296			86,464		86,274
Assumed exercise of stock options		200		—			112		—
Assumed satisfaction of deferred stock unit conditions		77		—			63		—
Assumed satisfaction of restricted stock unit conditions		120		—			84		—
Assumed satisfaction of performance stock unit conditions		375		—			247		—
Assumed satisfaction of restricted share conditions		52		—			63		—
Weighted-average diluted shares outstanding		87,250		86,296			87,033		86,274
Diluted earnings (loss) per share from continuing operations attributable to Ferro Corporation common shareholders	$	0.15	$	(3.66	)	$	0.23	$	(3.61	)

The number of anti-dilutive or unearned shares, including shares related to contingently convertible debt, was 2.0 million and 2.4 million for the three and nine months ended September 30, 2013, respectively, and 7.5 million for the three and nine months ended September 30, 2012.

14. Accumulated Other Comprehensive Income (Loss)

Changes in accumulated other comprehensive income (loss) by component, net of tax, for the three months ended September 30, 2013, were as follows:

	Postretirement Benefit Liability Adjustments			Translation Adjustments		Other Adjustments			Total
	(Dollars in thousands)
Beginning accumulated other comprehensive income (loss)	$	2,510		$	5,911	$	(77	)	$	8,344
Other comprehensive income before reclassifications		—			4,203		—			4,203
Amounts reclassified from accumulated other comprehensive income (loss)		(34	)		—		—			(34	)
Net current period other comprehensive (loss) income		(34	)		4,203		—			4,169
Ending accumulated other comprehensive income (loss)	$	2,476		$	10,114	$	(77	)	$	12,513

16

Changes in accumulated other comprehensive income (loss) by component, net of tax, for the nine months ended September 30, 2013, were as follows:

	Postretirement Benefit Liability Adjustments			Translation Adjustments			Other Adjustments			Total
	(Dollars in thousands)
Beginning accumulated other comprehensive income (loss)	$	2,647		$	14,080		$	(77	)	$	16,650
Other comprehensive loss before reclassifications		—			(3,966	)		—			(3,966	)
Amounts reclassified from accumulated other comprehensive income (loss)		(171	)		—			—			(171	)
Net current period other comprehensive loss		(171	)		(3,966	)		—			(4,137	)
Ending accumulated other comprehensive income (loss)	$	2,476		$	10,114		$	(77	)	$	12,513

15. Reporting for Segments

During the first quarter of 2013, the Company reorganized its operating segments to reflect the current structure under which performance is evaluated, strategic decisions are made and resources are allocated. The new structure aligns the continuing product lines of our former Electronic Materials segment with our continuing operating segments. Under the new structure, we will continue to report Specialty Plastics, Polymer Additives and Performance Coatings, which aggregates our Tile Coating Systems and Porcelain Enamel operating segments, consistent with the manner in which they have historically been reported. The Glass Systems and Performance Pigments and Colors operating segments that aggregated into the historically reported Color and Glass Performance Materials segment, now include our continuing product lines that were historically reported within the Electronic Materials segment, and as a result of such inclusion, fail to meet the aggregation criteria for continuing to report as one segment. These operating segments will now be reported as the Pigments, Powders and Oxides, and Performance Colors and Glass segments. As discussed in Note 12, our pharmaceuticals business that comprised the Pharmaceuticals segment was sold in the first quarter, and is reported as a discontinued operation.

Net sales to external customers by segment are presented in the table below. Sales between segments were not material.

	Three months ended September 30,				Nine months ended September 30,
	2013		As adjusted 2012		2013		As adjusted 2012
	(Dollars in thousands)				(Dollars in thousands)
Pigments, Powders and Oxides	$	47,647	$	64,053	$	155,948	$	219,398
Performance Colors and Glass		94,059		86,398		298,633		294,806
Performance Coatings		151,873		137,228		445,969		447,065
Polymer Additives		71,599		79,881		229,266		251,055
Specialty Plastics		42,926		41,305		131,267		132,512
Total net sales	$	408,104	$	408,865	$	1,261,083	$	1,344,836

17

In the first quarter, in conjunction with the changes to operating segments, we changed the profitability metric utilized by management to evaluate segment performance. The metric that was utilized historically was segment income, and segment gross profit is the metric that is now utilized. We measure segment gross profit for internal reporting purposes by excluding certain other cost of sales, which includes costs associated with facilities that have been idled or closed. Each segment’s gross profit and a reconciliation to income (loss) before income taxes from continuing operations follows:

	Three months ended September 30,						Nine months ended September 30,
	2013			As adjusted 2012			2013			As adjusted 2012
	(Dollars in thousands)						(Dollars in thousands)
Pigments, Powders and Oxides	$	8,390		$	7,231		$	25,882		$	28,363
Performance Colors and Glass		28,713			21,086			87,203			77,220
Performance Coatings		36,410			23,858			100,237			85,328
Polymer Additives		6,251			8,907			20,616			26,871
Specialty Plastics		6,881			6,984			22,116			23,207
Other cost of sales		(2,398	)		(7,356	)		(4,916	)		(8,740	)
Total gross profit		84,247			60,710			251,138			232,249
Selling, general and administrative expenses		59,078			63,863			184,986			202,675
Restructuring and impairment charges		3,834			198,695			26,738			203,734
Other expense, net		7,817			8,325			15,386			23,204
Income (loss) before income taxes	$	13,518		$	(210,173	)	$	24,028		$	(197,364	)

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Item 2. Management’s Discussion and Analysis of Financial Condition and Results of Operations

Overview

During the three months ended September 30, 2013, sales were flat compared to the prior-year same period. Increases in sales excluding precious metals in Performance Colors and Glass and Performance Coatings were partially offset by lower sales in Polymer Additives due to the accelerated deselection of certain plasticizer products, and in Pigments, Powders and Oxides due to the exit of solar pastes in the first quarter of 2013. The decrease in sales of precious metals was primarily in Pigments, Powders and Oxides and driven by the exit of solar pastes. Gross profit increased approximately $24 million in the third quarter of 2013 compared to the prior-year same period, or 550 basis points as a percentage of net sales excluding precious metals, to 21.8%. The favorability was driven by our cost reduction initiatives, increased net sales excluding precious metals and improved business mix, partially offset by lower sales in Polymer Additives and the impact of the exit of solar pastes.

We continue to execute against our cost savings plans, which has resulted in additional savings in the third quarter of 2013 compared with the prior-year same period. Further, we have announced that we now expect to achieve cost savings of greater than $100 million by the end of 2015.

For the three months ended September 30, 2013, Ferro net income was $13.0 million, compared with net loss of $315.7 million in 2012, and net income attributable to common shareholders was $12.7 million, compared with net loss attributable to common shareholders of $316.1 million in 2012. Income from continuing operations was $13.0 million in the three months ended September 30, 2013, compared with net loss from continuing operations of $315.6 million in 2012. Our total segment gross profit for the third quarter of 2013 was $84.2 million, compared with $60.7 million in 2012. We incurred restructuring charges of $3.8 million in the third quarter.

For the nine months ended September 30, 2013, Ferro net income was $11.6 million, compared with net loss of $309.6 million in 2012, and net income attributable to common shareholders was $11.4 million, compared with net loss attributable to common shareholders of $310.4 million in 2012. Income from continuing operations was $20.0 million in the nine months ended September 30, 2013, compared with net loss from continuing operations of $310.5 million in 2012. Our total segment gross profit for the nine months ended September 30, 2013 was $251.1 million, compared with $232.2 million in 2012. We incurred restructuring and impairment charges of $26.7 million in the nine months ended September 30, 2013.

Outlook

We have continued to make progress against our strategic objectives during the third quarter of 2013. We have executed against our cost reduction plans, which are expected to drive cost savings of approximately $45 million for full year 2013. These actions, in addition to the cost savings from exiting solar pastes during the first quarter of 2013 have significantly improved the Company’s cost structure.

In the fourth quarter, we expect to realize the continued benefits from our cost reduction plans, however, we also expect our normal seasonal business pattern, which is characterized by lower customer demand and reduced plant utilization due to holiday shutdowns.

Factors that could adversely affect our future performance include those described under the heading “Risk Factors” in Item 1A of Part I of our Annual Report on Form 10-K for the year ended December 31, 2012.

Results of Operations—Consolidated

For the three and nine months ended September 30, 2012, amounts originally reported have been adjusted for the effects of applying retrospectively the discontinued operations of FPL as described in Note 12, Discontinued Operations and the changes in our reportable segments as described in Note 15, Reporting for Segments. Both notes are part of the condensed consolidated financial statements under Item 1 of this Quarterly Report on Form 10-Q.

Comparison of the three months ended September 30, 2013 and 2012

For the three months ended September 30, 2013, Ferro net income was $13.0 million, compared with net loss of $315.7 million for the three months ended September 30, 2012. For the three months ended September 30, 2013, Ferro net income attributable to common shareholders was $12.7 million, or $0.15 per share, compared with Ferro net loss attributable to common shareholders of $316.1 million, or $3.66 loss per share, for the three months ended September 30, 2012.

19

Net Sales

	Three months ended September 30,
	2013			2012			$ Change			% Change
	(Dollars in thousands)
Net sales excluding precious metals	$	387,025		$	372,904		$	14,121			3.8	%
Sales of precious metals		21,079			35,961			(14,882	)		(41.4	)%
Net sales		408,104			408,865			(761	)		(0.2	)%
Cost of sales		323,857			348,155			(24,298	)		(7.0	)%
Gross profit	$	84,247		$	60,710		$	23,537			38.8	%
Gross profit as a % of net sales excluding precious metals		21.8	%		16.3	%

Net sales decreased by 0.2% in the three months ended September 30, 2013, compared with the prior-year same period. Net sales excluding precious metals increased $14.1 million, driven by increased sales in our Performance Coatings, Performance Colors and Glass and Specialty Plastics segments, partially offset by decreased sales in our Polymer Additives and Pigments, Powders and Oxides segments. The exit of solar pastes during the first quarter of 2013 drove the decrease in sales of precious metals compared to the prior year.

Gross Profit

Gross profit increased 38.8% in the three months ended September 30, 2013, compared to the prior-year same period. The significant drivers of the increased gross profit are strong demand and lower raw material and production costs in our Performance Coatings segment and favorable product mix in our Performance Colors and Glass segment. These increases were partially offset by unfavorable product mix in our Pigments, Powders and Oxides segment and the impact of reduced demand for certain plasticizer products in our Polymer Additives segment. Additionally, during the third quarter of 2012, inventory charges related to obsolete solar pastes impacted gross profit by approximately $5 million.

Selling, General and Administrative Expenses

The following table presents our segments summarized into their respective operating groups, with Pigments, Powders and Oxides, Performance Colors and Glass, and Performance Coatings comprising Performance Materials, and Polymer Additives and Specialty Plastics comprising Performance Chemicals. In conjunction with the changes to segments, we also changed the profitability metric utilized by management to evaluate segment performance, as discussed in Note 15. The metric that was utilized historically was segment income, which included selling, general and administrative (“SG&A”) expenses that were directly incurred by each segment, as well as certain allocated costs. Segment gross profit is the metric that is now utilized. Further, we have refined our approach to managing SG&A expenses and are intensely focused on analyzing expenses at the individual site level, and also across functional areas within the Company, as opposed to the segment level, and will evaluate performance in this manner.

	Three months ended September 30,
	2013		2012		$ Change			% Change
	(Dollars in thousands)
Performance Materials	$	34,205	$	42,620	$	(8,415	)		(19.7	)%
Performance Chemicals		5,864		6,709		(845	)		(12.6	)%
Corporate		19,009		14,534		4,475			30.8	%
Selling, general and administrative expenses	$	59,078	$	63,863	$	(4,785	)		(7.5	)%

20

SG&A expenses were $4.8 million lower in the three months ended September 30, 2013 compared with the prior-year same period. As a percentage of sales, SG&A expenses decreased 110 basis points from 15.6% in the third quarter of 2012 to 14.5% in the third quarter of 2013. The primary drivers of the change in SG&A expenses were lower bad debt expense in the third quarter of 2013 compared to the prior-year same period, and lower pension and other postretirement benefit expense resulting from a lower discount rate and higher plan assets, generating higher expected returns, compared to the prior-year same period. Personnel expenses decreased compared to the prior year driven by the exit of solar pastes and the various personnel actions taken during 2012 and into 2013, however, there was an increase in incentive compensation of approximately $11 million compared to the prior-year same period. The change in other SG&A expenses was primarily driven by a charge taken for a reserve required in the third quarter of 2012 that did not recur in the current year, partially offset by higher professional fees.

The following table includes SG&A components with significant changes between 2013 and 2012:

	Three months ended September 30,
	2013			2012			$ Change			% Change
	(Dollars in thousands)
Personnel expenses	$	32,554		$	42,033		$	(9,479	)		(22.6	)%
Incentive compensation		7,350			(4,090	)		11,440			NM
Stock-based compensation		1,744			1,894			(150	)		(7.9	)%
Pension and other postretirement benefits		(425	)		1,146			(1,571	)		NM
Idle sites		—			476			(476	)		(100.0	)%
Bad debt expense		(89	)		2,759			(2,848	)		NM
Other		17,944			19,645			(1,701	)		(8.7	)%
Selling, general and administrative expenses	$	59,078		$	63,863		$	(4,785	)		(7.5	)%

NM — Not meaningful

Restructuring and Impairment Charges

	Three months ended September 30,
	2013		2012			$ Change			% Change
	(Dollars in thousands)
Employee severance	$	478	$	(34	)	$	512			NM
Other restructuring costs		3,356		(83	)		3,439			NM
Impairment		—		198,812			(198,812	)		NM
Restructuring and impairment charges	$	3,834	$	198,695		$	(194,861	)		NM

NM — Not meaningful

Restructuring and impairment charges decreased significantly in the third quarter of 2013 compared to the prior-year same period. The drivers of the decrease were the significant nonrecurring impairments of goodwill and property, plant and equipment in the third quarter of 2012, partially offset by additional charges related to our ongoing restructuring plans during the third quarter of 2013.

21

Interest Expense

Interest expense in the third quarter of 2013 was consistent with the prior-year same period. The components of interest expense are as follows:

	Three months ended September 30,
	2013			2012			$ Change			% Change
	(Dollars in thousands)
Interest expense	$	6,592		$	6,507		$	85			1.3	%
Amortization of bank fees		393			483			(90	)		(18.6	)%
Interest capitalization		(219	)		(274	)		55			(20.1	)%
Interest expense	$	6,766		$	6,716		$	50			0.7	%

Income Tax Expense

During the third quarter of 2013, income tax expense was $0.5 million compared with the income tax expense of $105.4 million in the third quarter of 2012. Income tax expense for the current period was less than the expense recorded in the prior-year same period primarily due to the reserve that was recorded in the third quarter of 2012 on a significant portion of our deferred tax assets.

Results of Operations—Segment Information

Comparison of the three months ended September 30, 2013 and 2012

Performance Materials

Pigments, Powders and Oxides

	Three months ended September 30,
	2013			2012			$ Change			% Change
	(Dollars in thousands)
Segment net sales excluding precious metals	$	35,551		$	38,286		$	(2,735	)		(7.1	)%
Segment precious metal sales		12,096			25,767			(13,671	)		(53.1	)%
Segment net sales		47,647			64,053			(16,406	)		(25.6	)%
Segment gross profit		8,390			7,231			1,159			16.0	%
Gross profit as a % of segment net sales excluding precious metals		23.6	%		18.9	%

Sales in Pigments, Powders and Oxides decreased due to the exit of solar pastes during the first quarter of 2013, which comprised approximately $4 million of the decrease in net sales excluding precious metals from the prior-year same period. The decrease in sales related to the exit of solar pastes was partially mitigated by increased sales of our metal powders products produced in the United States compared to the prior year. The decreased sales from the exit of solar pastes were further mitigated by tolling revenue of approximately $1 million during the third quarter of 2013 related to a supply agreement entered into with the buyer of our solar pastes assets. Sales were unfavorably impacted by product mix, including the shift away from solar pastes products, which was only partially mitigated by increased volume and pricing benefits in the third quarter. The decrease in precious metal sales was primarily driven by the exit of solar pastes. Regionally, the United States drove the decrease in sales, primarily due to the exit of solar pastes. Gross profit increased from the prior-year same period primarily due to favorable production costs and higher volume, partially offset by unfavorable mix.

22

Performance Colors and Glass

	Three months ended September 30,
	2013			2012			$ Change			% Change
	(Dollars in thousands)
Segment net sales excluding precious metals	$	85,076		$	76,204		$	8,872			11.6	%
Segment precious metal sales		8,983			10,194			(1,211	)		(11.9	)%
Segment net sales		94,059			86,398			7,661			8.9	%
Segment gross profit		28,713			21,086			7,627			36.2	%
Gross profit as a % of segment net sales excluding precious metals		33.7	%		27.7	%

Net sales excluding precious metals increased compared to the prior-year same period, primarily driven by sales of our glass products. Sales of our glass products increased over the prior-year same period by approximately $7 million, with the remainder of the increase primarily coming from our electronic packaging materials products. Net sales excluding precious metals were impacted by favorable product mix, favorable pricing, and higher volume compared to the prior-year same period. Regionally, Europe and the United States increased approximately $5 million and $2 million, respectively, compared to the prior-year same period. Other regions increased by approximately $1 million in total. Gross profit increased from the prior-year same period due to favorable volume and product mix, favorable pricing, and favorable production costs.

Performance Coatings

	Three months ended September 30,
	2013			2012			$ Change		% Change
	(Dollars in thousands)
Segment net sales	$	151,873		$	137,228		$	14,645		10.7	%
Segment gross profit		36,410			23,858			12,552		52.6	%
Gross profit as a % of segment net sales		24.0	%		17.4	%

Sales increased in Performance Coatings due to higher sales of our inks products and porcelain enamel products compared to the prior-year same period. The impact of these increases was approximately $12 million, with the balance of the increase due to higher sales of other tile coating products. Sales were favorably impacted by higher volumes and mix, partially offset by unfavorable pricing, most significantly related to our tile products. Regionally, Europe drove the largest increase in sales, approximately $11 million, due to increased customer demand and favorable product mix. Asia-Pacific and the United States also both increased by approximately $2 million and $1 million, respectively. Gross profit increased from the prior-year same period primarily due to favorable raw material and production costs and higher volume, partially offset by unfavorable pricing impacts.

23

Performance Chemicals

Polymer Additives

	Three months ended September 30,
	2013			2012			$ Change			% Change
	(Dollars in thousands)
Segment net sales	$	71,599		$	79,881		$	(8,282	)		(10.4	)%
Segment gross profit		6,251			8,907			(2,656	)		(29.8	)%
Gross profit as a % of segment net sales		8.7	%		11.2	%

Sales decreased in Polymer Additives primarily due to the continued decline in sales volume of certain plasticizer products, which is being driven by changing environmental regulations. Regionally, sales declined in the United States by approximately $8 million, comprising the majority of the decrease in the segment. Approximately $6 million of the United States sales decline related to lower volume of the noted plasticizer products. Gross profit decreased from the prior-year same period as a result of the lower sales volume, unfavorable pricing impacts, and unfavorable manufacturing costs.

Specialty Plastics

	Three months ended September 30,
	2013			2012			$ Change			% Change
	(Dollars in thousands)
Segment net sales	$	42,926		$	41,305		$	1,621			3.9	%
Segment gross profit		6,881			6,984			(103	)		(1.5	)%
Gross profit as a % of segment net sales		16.0	%		16.9	%

Sales increased in Specialty Plastics primarily due to strong demand for certain plastic colorants products and filled and reinforced plastics products. Sales were favorably impacted by higher volume, which was only partially offset by unfavorable price and mix impacts. Regionally, Europe and Latin America drove a sales increase totaling approximately $3 million, which was partially offset by a sales decrease in the United States of approximately $1 million. Gross profit was flat compared to the prior-year same period.

	Three months ended September 30,
	2013		2012		$ Change			% Change
	(Dollars in thousands)
Geographic Revenues
United States	$	157,421	$	173,648	$	(16,227	)		(9.3	)%
International		250,683		235,217		15,466			6.6	%
Total	$	408,104	$	408,865	$	(761	)		(0.2	)%

Net sales declined slightly compared to the prior-year same period, with a decrease in the United States being partially mitigated by increased net sales in international regions. In the third quarter of 2013, sales originating in the United States were 39% of total net sales, compared with 42% of net sales in the third quarter of 2012. The decline in sales in the United States was primarily driven by the exit of solar pastes, in combination with reduced demand for certain plasticizer products that is being driven by changing environmental regulations. The increase in international regions was primarily driven by increased sales in Europe across all segments except for Polymer Additives, resulting in increased sales of approximately $18 million compared to the prior-year same period. Further, Latin America experienced slight increases across most segments. Higher sales in Europe and Latin America were partially offset by decreased sales in Asia-Pacific of approximately $5 million, which were primarily due to the exit of solar pastes and lower sales of metal powders products.

24

Results of Operations—Consolidated

Comparison of the nine months ended September 30, 2013 and 2012

For the nine months ended September 30, 2013, Ferro net income was $11.6 million, compared with net loss of $309.6 million for the nine months ended September 30, 2012. For the nine months ended September 30, 2013, Ferro net income attributable to common shareholders was $11.4 million, or $0.13 per share, compared with Ferro net loss attributable to common shareholders of $310.4 million, or $3.60 loss per share, for the nine months ended September 30, 2012.

Net Sales

	Nine months ended September 30,
	2013			2012			$ Change			% Change
	(Dollars in thousands)
Net sales excluding precious metals	$	1,181,470		$	1,211,992		$	(30,522	)		(2.5	)%
Sales of precious metals		79,613			132,844			(53,231	)		(40.1	)%
Net sales		1,261,083			1,344,836			(83,753	)		(6.2	)%
Cost of sales		1,009,945			1,112,587			(102,642	)		(9.2	)%
Gross profit	$	251,138		$	232,249		$	18,889			8.1	%
Gross profit as a % of net sales excluding precious metals		21.3	%		19.2	%

Net sales decreased by 6.2% in the nine months ended September 30, 2013, compared with the prior-year same period. Net sales excluding precious metals decreased $30.5 million, driven by decreased sales in our Pigments, Powders and Oxides segment, primarily due to the exit of solar pastes during the first quarter of 2013, and decreased sales in our Polymer Additives segment. Partially mitigating these decreases were increased sales in our Performance Colors and Glass segment. The exit of solar pastes during the first quarter of 2013 was also the primary driver of the decrease in sales of precious metals compared to the prior year.

Gross Profit

Gross profit increased 8.1% in the nine months ended September 30, 2013, compared to the prior-year same period. The significant drivers of the increased gross profit are favorable product mix in our Performance Colors and Glass segment and strong demand and lower raw material and production costs, partially offset by unfavorable price impacts, in our Performance Coatings segment. These increases were partially offset by unfavorable mix in our Pigments, Powders and Oxides segment and the impact of reduced demand for certain plasticizer products and unfavorable production costs in our Polymer Additives segment. Additionally, in the prior year, inventory charges related to obsolete solar pastes impacted gross profit by approximately $5 million.

Selling, General and Administrative Expenses

The following table presents our segments summarized into their respective operating groups, with Pigments, Powders and Oxides, Performance Colors and Glass, and Performance Coatings comprising Performance Materials, and Polymer Additives and Specialty Plastics comprising Performance Chemicals. In conjunction with the changes to segments, we also changed the profitability metric utilized by management to evaluate segment performance, as discussed in Note 15. The metric that was utilized historically was segment income, which included selling, general and administrative (“SG&A”) expenses that were directly incurred by each segment, as well as certain allocated costs. Segment gross profit is the metric that is now utilized. Further, we have refined our approach to managing SG&A expenses and are intensely focused on analyzing expenses at the individual site level, and also across functional areas within the Company, as opposed to the segment level, and will evaluate performance in this manner.

25

	Nine months ended September 30,
	2013		2012		$ Change			% Change
	(Dollars in thousands)
Performance Materials	$	113,700	$	137,393	$	(23,693	)		(17.2	)%
Performance Chemicals		17,575		24,294		(6,719	)		(27.7	)%
Corporate		53,711		40,988		12,723			31.0	%
Selling, general and administrative expenses	$	184,986	$	202,675	$	(17,689	)		(8.7	)%

SG&A expenses were $17.7 million lower in the nine months ended September 30, 2013 compared with the prior-year same period. As a percentage of sales, SG&A expenses decreased 40 basis points from 15.1% for the nine months ended September 30, 2012 to 14.7% for the nine months ended September 30, 2013. The primary drivers of the reduction in SG&A expenses were the various personnel actions taken during 2012 and into 2013, which drove decreases in personnel expenses and stock-based compensation expense. The decreases were partially offset by an increase in incentive compensation of approximately $14 million in the first nine months of 2013 compared to the prior-year same period. In addition, a lower discount rate and increased expected returns on our pension plan assets has reduced pension and other postretirement benefit expense in the first nine months of 2013 compared to the prior-year same period. Our expenses related to idle sites have decreased in the current year as a result of selling the majority of our idle sites in the current year, and our bad debt expense has decreased approximately $2 million compared to the prior-year same period.

The following table includes SG&A components with significant changes between 2013 and 2012:

	Nine months ended September 30,
	2013			2012		$ Change			% Change
	(Dollars in thousands)
Personnel expenses	$	107,881		$	130,850	$	(22,969	)		(17.6	)%
Incentive compensation		14,147			115		14,032			NM
Stock-based compensation		4,392			5,699		(1,307	)		(22.9	)%
Pension and other postretirement benefits		(1,258	)		1,108		(2,366	)		NM
Idle sites		—			1,791		(1,791	)		(100.0	)%
Bad debt expense		1,835			4,174		(2,339	)		(56.0	)%
Other		57,989			58,938		(949	)		(1.6	)%
Selling, general and administrative expenses	$	184,986		$	202,675	$	(17,689	)		(8.7	)%

NM — Not meaningful

Restructuring and Impairment Charges

	Nine months ended September 30,
	2013			2012		$ Change			% Change
	(Dollars in thousands)
Employee severance	$	19,647		$	4,858	$	14,789			NM
Other restructuring costs		7,094			—		7,094			NM
Impairment		(3	)		198,876		(198,879	)		NM
Restructuring and impairment charges	$	26,738		$	203,734	$	(176,996	)		NM

NM — Not meaningful

Restructuring and impairment charges decreased significantly in the first nine months of 2013 compared to the prior-year same period. The drivers of the decrease were the significant nonrecurring impairments of goodwill and property, plant and equipment in the third quarter of 2012, partially offset by charges related to our ongoing restructuring plans during the first nine months of 2013.

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Interest Expense

Interest expense in the first nine months of 2013 increased compared to the prior-year same period, primarily due to the write-off of deferred financing fees resulting from amending our revolving credit facility and the commitment amount being reduced from $350.0 million to $250.0 million, and reduced capitalization of interest costs resulting from an information systems tools project that did not recur in the current year. The components of interest expense are as follows:

	Nine months ended September 30,
	2013			2012			$ Change		% Change
	(Dollars in thousands)
Interest expense	$	19,763		$	19,495		$	268		1.4	%
Amortization of bank fees		1,885			1,459			426		29.2	%
Interest capitalization		(614	)		(1,388	)		774		(55.8	)%
Interest expense	$	21,034		$	19,566		$	1,468		7.5	%

Income Tax Expense

Income tax expense for the nine months ended September 30, 2013 was $4.0 million, or 16.8% of pre-tax income. In the prior-year same period, we recorded income tax expense of $113.1 million, or (57.3)% of pre-tax income. The change in the effective tax rate was primarily due to the reserve for a significant portion of the Company’s deferred tax assets, which was recorded in the third quarter of 2012.

Results of Operations—Segment Information

Comparison of the nine months ended September 30, 2013 and 2012

Performance Materials

Pigments, Powders and Oxides

	Nine months ended September 30,
	2013			2012			$ Change			% Change
	(Dollars in thousands)
Segment net sales excluding precious metals	$	110,146		$	124,429		$	(14,283	)		(11.5	)%
Segment precious metal sales		45,802			94,969			(49,167	)		(51.8	)%
Segment net sales		155,948			219,398			(63,450	)		(28.9	)%
Segment gross profit		25,882			28,363			(2,481	)		(8.7	)%
Gross profit as a % of segment net sales excluding precious metals		23.5	%		22.8	%

Sales in Pigments, Powders and Oxides decreased primarily due to the exit of solar pastes during the first quarter of 2013, which comprised approximately $19 million of the decrease in net sales excluding precious metals from the prior-year same period. The decreased sales from the exit of solar pastes were partially mitigated by tolling revenue of approximately $3 million during the period related to a supply agreement entered into with the buyer of our solar pastes assets. Net sales excluding precious metals were unfavorably impacted by product mix, including the shift away from solar pastes products, and unfavorable pricing impacts, which was only partially mitigated by higher volume. The decrease in precious metal sales was driven by the exit of solar pastes. Regionally, the United States drove the decrease in sales, due to the exit of solar pastes. Gross profit decreased from the prior-year same period primarily due to unfavorable mix, which was partially mitigated by favorable production costs and higher volume.

27

Performance Colors and Glass

	Nine months ended September 30,
	2013			2012			$ Change			% Change
	(Dollars in thousands)
Segment net sales excluding precious metals	$	264,822		$	256,931		$	7,891			3.1	%
Segment precious metal sales		33,811			37,875			(4,064	)		(10.7	)%
Segment net sales		298,633			294,806			3,827			1.3	%
Segment gross profit		87,203			77,220			9,983			12.9	%
Gross profit as a % of segment net sales excluding precious metals		32.9	%		30.1	%

Net sales excluding precious metals increased compared to the prior-year same period, primarily driven by sales of our glass products. Sales of our glass products increased over the prior-year same period by approximately $12 million, partially offset by decreased sales of our colors products of approximately $4 million. Net sales excluding precious metals were favorably impacted by pricing and product mix, partially offset by lower volume. Regionally, Latin America, Europe and the United States increased over the prior-year same period, and Asia Pacific was flat. Gross profit increased from the prior-year same period as a result of favorable pricing and production costs, partially offset by unfavorable volume and mix.

Performance Coatings

	Nine months ended September 30,
	2013			2012			$ Change			% Change
	(Dollars in thousands)
Segment net sales	$	445,969		$	447,065		$	(1,096	)		(0.2	)%
Segment gross profit		100,237			85,328			14,909			17.5	%
Gross profit as a % of segment net sales		22.5	%		19.1	%

Sales decreased in Performance Coatings primarily due to lower sales of our tile colors products of approximately $16 million, which was partially mitigated by increased sales of inks of approximately $11 million and other tile coating products and porcelain enamel products of approximately $3 million compared to the prior-year same period. Sales were unfavorably impacted by price, partially mitigated by higher volume and mix. Regionally, Latin America was the most significant decrease, approximately $12 million, due to reduced customer demand and the impact of selling our borate mine in Argentina that contributed to Performance Coatings sales in the prior-year same period. Sales in the United States also decreased approximately $1 million compared to the prior-year same period. The decreased sales were partially mitigated by increased sales in Europe, driven by increased sales of both tile and porcelain enamel products, and Asia-Pacific, driven by increased sales of porcelain enamel products. Gross profit increased from the prior-year same period primarily due to favorable raw material and production costs and higher volume, partially offset by unfavorable pricing impacts.

Performance Chemicals

Polymer Additives

	Nine months ended September 30,
	2013			2012			$ Change			% Change
	(Dollars in thousands)
Segment net sales	$	229,266		$	251,055		$	(21,789	)		(8.7	)%
Segment gross profit		20,616			26,871			(6,255	)		(23.3	)%
Gross profit as a % of segment net sales		9.0	%		10.7	%

Sales decreased in Polymer Additives primarily due to the continued decline in sales volume of certain plasticizer products that is being driven by changing environmental regulations. Regionally, this drove a decrease in United States sales of approximately $18 million and Europe sales of approximately $5 million, which were partially mitigated by increased sales in Latin America of approximately $2 million. Gross profit decreased from the prior-year same period as a result of the reduced sales volume, partially offset by favorable pricing impacts, primarily in Europe.

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Specialty Plastics

	Nine months ended September 30,
	2013			2012			$ Change			% Change
	(Dollars in thousands)
Segment net sales	$	131,267		$	132,512		$	(1,245	)		(0.9	)%
Segment gross profit		22,116			23,207			(1,091	)		(4.7	)%
Gross profit as a % of segment net sales		16.8	%		17.5	%

Sales decreased in Specialty Plastics primarily due to unfavorable product mix. Regionally, the United States drove the majority of the decrease, approximately $5 million, which was partially mitigated by increases in Europe and Latin America that totaled approximately $4 million. Gross profit decreased from the prior-year same period, primarily due to unfavorable production costs, unfavorable mix and unfavorable pricing impacts.

	Nine months ended September 30,
	2013		2012		$ Change			% Change
	(Dollars in thousands)
Geographic Revenues
United States	$	506,439	$	586,192	$	(79,753	)		(13.6	)%
International		754,644		758,644		(4,000	)		(0.5	)%
Total	$	1,261,083	$	1,344,836	$	(83,753	)		(6.2	)%

Net sales declined in the United States and international regions compared to the prior-year same period. In the first nine months of 2013, sales originating in the United States were 40% of total net sales, compared with 44% of net sales in the first nine months of 2012. Approximately $55 million of the decline in sales in the United States was driven by the exit of solar pastes, including sales of precious metals, and approximately $18 million was due to reduced demand for certain plasticizer products, which is being driven by changing environmental regulations. International sales decreased approximately $12 million, primarily due to reduced sales of our Performance Coatings products in Latin America, continued reduction in demand for certain plasticizer products in Europe totaling approximately $5 million, and the impact of the exit of solar pastes on Asia-Pacific, totaling approximately $9 million. The declines in international regions were partially mitigated by increased sales of our Performance Coatings and Specialty Plastics products in Europe, totaling approximately $12 million, container glass products sales in Latin America of approximately $6 million, and Performance Coatings products sales in Asia-Pacific of approximately $2 million.

Summary of Cash Flows for the nine months ended September 30, 2013 and 2012

	Nine months ended September 30,
	2013			2012			$ Change
	(Dollars in thousands)
Net cash provided by operating activities		3,003			19,536			(16,533	)
Net cash provided by (used for) investing activities		12,878			(43,763	)		56,641
Net cash (used for) provided by financing activities		(9,664	)		26,072			(35,736	)
Effect of exchange rate changes on cash and cash equivalents		60			(19	)		79
Increase in cash and cash equivalents	$	6,277		$	1,826		$	4,451

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Details of net cash provided by operating activities were as follows:

	Nine months ended September 30,
	2013			2012			$ Change
	(Dollars in thousands)
Cash flows from operating activities:
Net income (loss)	$	11,582		$	(309,562	)	$	321,144
(Gain) loss on sale of assets and business		(10,686	)		1,018			(11,704	)
Restructuring and impairment charges		4,355			311,084			(306,729	)
Depreciation and amortization		38,000			41,734			(3,734	)
Accounts receivable		(23,079	)		(23,006	)		(73	)
Inventories		12,118			15,637			(3,519	)
Accounts payable		(5,864	)		(4,254	)		(1,610	)
Other changes in current assets and liabilities, net		(8,363	)		7,814			(16,177	)
Other adjustments, net		(15,060	)		(20,929	)		5,869
Net cash provided by operating activities	$	3,003		$	19,536		$	(16,533	)

Cash flows from operating activities. Cash flows from operating activities decreased by $16.5 million in the first nine months of 2013 compared with the prior-year same period. The decrease in cash flows was primarily the result of increased cash outflows related to our restructuring activities of $22.4 million during the first nine months of 2013. Reconciling net income to cash flows from operating activities included approximately $4.4 million of non-cash restructuring charges, depreciation and amortization, as well as the net financial statement impact of the sale of solar assets and Ferro Pfansteihl Laboratories, Inc. (“FPL”). Approximately $25.5 million in interest was paid during the current year compared to $25.3 million in the first nine months of 2012. Interest payments were primarily comprised of semiannual interest on our outstanding senior notes. Inventories increased from year end, but less than the increase in the prior-year same period, which is primarily the result of decreased sales compared to the prior-year, as well as stronger inventory management. The increase in accounts receivables from year end is consistent with that seen in the first nine months of 2012.

Cash flows from investing activities. Cash flows from investing activities increased $56.6 million in the first nine months of 2013 compared with the prior-year same period. Cash received for the sale of solar assets and FPL, totaling $27.7 million, comprised the majority of the increase. Capital expenditures decreased to $21.2 million in the first nine months of 2013 from $46.2 million in the prior-year for the comparable period.

Cash flows from financing activities. Cash flows from financing activities decreased $35.7 million in the first nine months of 2013 compared with the prior-year same period. In the first nine months of 2013, we increased borrowings under our domestic accounts receivable asset securitization program by $8 million and increased borrowings through our revolving credit facility by $16.9 million. The additional borrowings from the credit facility were used primarily to fund the extinguishment of our 6.50% convertible senior notes which matured during the third quarter. In the first nine months of 2012, we borrowed $20.0 million through our domestic accounts receivable asset securitization program and $3.2 million through our revolving credit facility.

Capital Resources and Liquidity

7.875% Senior Notes

The 7.875% Senior Notes (the “Senior Notes”) were issued in 2010 at par, bear interest at a rate of 7.875% per year, payable semi-annually in arrears on February 15th and August 15th, and mature on August 15, 2018. The principal amount outstanding was $250.0 million at September 30, 2013, and December 31, 2012. We may also redeem some or all of the Senior Notes prior to August 15, 2014, at a price equal to the principal amount plus a defined applicable premium. The applicable premium on any redemption date is the greater of 1% of the principal amount of the note or the excess of (1) the present value at such redemption date of the redemption price of the note at August 15, 2014, plus all required interest payments due on the note through August 15, 2014, computed using a discount rate equal to the Treasury Rate as of the redemption date plus 50 basis points; over (2) the principal amount of the note. In addition, we may redeem some or all of the Senior Notes beginning August 15, 2014, at prices ranging from 100% to 103.938% of the principal amount.

30

The Senior Notes are unsecured obligations and rank equally in right of payment with any other unsecured, unsubordinated obligations. The Senior Notes contain certain affirmative and negative covenants customary for high-yield debt securities, including, but not limited to, restrictions on our ability to incur additional debt, create liens, pay dividends or make other distributions or repurchase our common stock and sell assets outside the ordinary course of business. At September 30, 2013, we were in compliance with the covenants under the Senior Notes’ indenture.

6.50% Convertible Senior Notes

The 6.50% Convertible Senior Notes (the “Convertible Notes”) were repaid at maturity on August 15, 2013. The principal amount outstanding at maturity was $35.1 million.

Revolving Credit Facility

In 2010, we entered into the Third Amended and Restated Credit Agreement with a group of lenders for a five-year, $350 million multi-currency senior revolving credit facility (the “2010 Credit Facility”). In March 2013, we amended the 2010 Credit Facility (the “2013 Amended Credit Facility”) to provide additional operating flexibility. The primary effects of the 2013 Amended Credit Facility were to:

• Decrease the Revolving Loan Commitment Amount from $350.0 million to $250.0 million;

• Amend the calculation of EBITDA to provide for a restructuring expense add-back attributable to the Company’s restructuring programs of $30.0 million in 2013, $20.0 million in 2014 and $10.0 million in 2015, with no aggregate limit on restructuring expense;

• Increase the maximum permitted leverage ratio such that for (i) the first, second and third quarters of 2013, it shall increase from 3.50 to 4.25; (ii) the fourth quarter of 2013 and first quarter of 2014, it shall increase from 3.50 to 4.00; (iii) the second and third quarters of 2014, it shall increase from 3.50 to 3.75; and (iv) the fourth quarter of 2014 and thereafter, it will be 3.50; and

• Amend the requirements for Permitted Acquisitions such that for the Company to consummate a Permitted Acquisition the Company must have minimum liquidity of $100.0 million and the Company’s Secured Leverage Ratio must be less than 1.50.

The 2013 Amended Credit Facility matures on August 24, 2015, and is secured by substantially all of Ferro’s assets. After reductions for outstanding letters of credit, we had $225.0 million of additional borrowings available at September 30, 2013. The interest rate under the 2013 Amended Credit Facility is the sum of (A) either (1) LIBOR or (2) the higher of the Federal Funds Rate plus 0.5%, the Prime Rate, or LIBOR plus 1.0% and (B) a variable margin based on the Company’s leverage. At September 30, 2013, the interest rate was 3.4%.

Under the 2013 Amended Credit Facility, we are subject to a number of financial covenants, including limitations on the payment of common stock dividends. At September 30, 2013, we were in compliance with the covenants of the 2013 Amended Credit Facility.

Domestic Receivable Sales Programs

We have an asset securitization program for Ferro’s U.S. trade accounts receivable. We sell interests in our domestic receivables to various purchasers, and we may obtain up to $50.0 million in the form of cash or letters of credit. Advances received under this program are accounted for as borrowings secured by the receivables and included in net cash provided by financing activities. In the second quarter of 2013, we extended the maturity of this credit facility through May 2014. At September 30, 2013, advances received of $48.0 million were secured by $77.6 million of accounts receivable, and based on available and qualifying receivables, $2.0 million of additional borrowings were available under the program. At December 31, 2012, we had borrowed $40.0 million under this facility. During the third quarter of 2013 we amended the agreement. The interest rate under the amended agreement is the sum of (A) either (1) LIBOR rates or (2) the federal funds rate plus 0.5% or the prime rate and (B) a fixed margin. At September 30, 2013, the interest rate was 0.6%.

International Receivable Sales Programs

We have several international programs to sell with recourse trade accounts receivable to financial institutions. Advances received under these programs are accounted for as borrowings secured by the receivables and included in net cash provided by financing activities. At September 30, 2013, commitments supporting these programs totaled $18.9 million, advances received of $5.6 million were secured by $8.7 million of accounts receivable, and based on available and qualifying receivables, $0.2 million of additional borrowings were available under the programs. At December 31, 2012, we had borrowed $6.1 million under this facility. The interest rates under these programs are based on EURIBOR rates plus 1.75%. At September 30, 2013, the weighted-average interest rate was 1.9%.

31

Off Balance Sheet Arrangements

Consignment Arrangements for Precious Metals. In the production of some of our products, we use precious metals, some of which we obtain from financial institutions under consignment agreements with terms of one year or less. The financial institutions retain ownership of the precious metals and charge us fees based on the amounts we consign. We had on hand precious metals owned by participants in our precious metals program of $89.5 million at September 30, 2013, and $112.2 million at December 31, 2012, measured at fair value based on market prices for identical assets and net of credits. On occasion, we have been required to deliver cash collateral. While no deposits were outstanding at September 30, 2013, or December 31, 2012, we may be required to furnish cash collateral in the future based on the quantity and market value of the precious metals under consignment and the amount of collateral-free lines provided by the financial institutions. The amount of cash collateral required is subject to review by the financial institutions and can be changed at any time at their discretion, based in part on their assessment of our creditworthiness.

Cash and Cash Equivalents

As of September 30, 2013, we had $35.9 million of cash and cash equivalents, of which $35.6 million was held in foreign countries. Cash generated in the U.S. is generally used to pay down amounts outstanding under our revolving credit facility. If needed, we could repatriate the majority of foreign cash without the need to accrue and pay U.S. income taxes. We do not anticipate a liquidity need requiring such repatriation of these funds to the U.S.

Liquidity Requirements

Our liquidity requirements primarily include debt service, purchase commitments, labor costs, working capital requirements, restructuring expenditures, capital investments, precious metals cash collateral requirements, and postretirement obligations. We expect to meet these requirements in the long term through cash provided by operating activities and availability under existing credit facilities or other financing arrangements. Cash flows from operating activities are primarily driven by earnings before noncash charges and changes in working capital needs. We had additional borrowing capacity of $238.5 million at September 30, 2013, and $361.5 million at December 31, 2012, available under various credit facilities, primarily our revolving credit facility. We have taken a variety of actions to enhance liquidity and to ensure short-term covenant compliance, including ongoing restructuring activities, suspension of dividend payments on our common stock in 2009, and the sale of assets related to our solar pastes product line in 2013.

Our credit facilities and the indenture governing our senior notes contain a number of restrictive covenants, including those described in more detail in Note 6 to the consolidated financial statements under Item 8 of our Annual Report on Form 10-K for the year ended December 31, 2012. These covenants include customary operating restrictions that limit our ability to engage in certain activities, including additional loans and investments; prepayments, redemptions and repurchases of debt; and mergers, acquisitions and asset sales. We are also subject to customary financial covenants under our credit facilities, including a leverage ratio and an interest coverage ratio. These covenants under our credit facilities restrict the amount of our borrowings, reducing our flexibility to fund ongoing operations and strategic initiatives. These facilities and our senior notes are described in more detail in “Capital Resources and Liquidity” under Item 7 and in Note 6 to the consolidated financial statements under Item 8 of our Annual Report on Form 10-K for the year ended December 31, 2012.

We may from time to time seek to retire or repurchase our outstanding debt through open market purchases, privately negotiated transactions, or otherwise. Such repurchases, if any, will depend on prevailing market conditions, our liquidity requirements, contractual restrictions, and other factors. The amounts involved may be material.

Difficulties experienced in global capital markets could affect the ability or willingness of counterparties to perform under our various lines of credit, receivable sales programs, forward contracts, and precious metals program. These counterparties are major, reputable, multinational institutions, all having investment-grade credit ratings, except for one, which is not rated. Accordingly, we do not anticipate counterparty default. However, an interruption in access to external financing could adversely affect our business prospects and financial condition.

We assess on an ongoing basis our portfolio of businesses, as well as our financial and capital structure, to ensure that we have sufficient capital and liquidity to meet our strategic objectives. As part of this process, from time to time we evaluate the possible divestiture of businesses that are not critical to our core strategic objectives and, where appropriate, pursue the sale of such businesses. A reduced forecast for our solar pastes sales and a diminished outlook for our future opportunities in the solar market led to our decision to sell assets related to our solar pastes product line in 2013. We also evaluate and pursue acquisition opportunities that we believe will enhance our strategic position. Generally, we publicly announce divestiture and acquisition transactions only when we have entered into definitive agreements relating to those transactions.

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Critical Accounting Policies and Their Application

There were no material changes to our critical accounting policies described in “Critical Accounting Policies” within Item 7 of our Annual Report on Form 10-K for the year ended December 31, 2012.

Impact of Newly Issued Accounting Pronouncements

Refer to Note 2 to the condensed consolidated financial statements under Item 1 of this Quarterly Report on Form 10-Q for a discussion of accounting standards we recently adopted or will be required to adopt.

Risk Factors

Certain statements contained here and in future filings with the SEC reflect the Company’s expectations with respect to future performance and constitute “forward-looking statements” within the meaning of Section 27A of the Securities Act of 1933, as amended, and Section 21E of the Securities Exchange Act of 1934, as amended. These statements are subject to a variety of uncertainties, unknown risks and other factors concerning the Company’s operations and business environment, which are difficult to predict and are beyond the control of the Company. Factors that could adversely affect our future financial performance include those described under the heading “Risk Factors” in Item 1A of Part I of our Annual Report on Form 10-K for the year ended December 31, 2012.

33

Item 3. Quantitative and Qualitative Disclosures About Market Risk

The primary objective of the following information is to provide forward-looking quantitative and qualitative information about our exposure to instruments that are sensitive to fluctuations in interest rates and foreign currency exchange rates.

Our exposure to interest rate risk arises from our debt portfolio. We manage this risk by controlling the mix of fixed-rate versus variable-rate debt after considering the interest rate environment and expected future cash flows. Our objective is to limit variability in earnings, cash flows and overall borrowing costs caused by changes in interest rates, while preserving operating flexibility.

We operate internationally and enter into transactions denominated in foreign currencies. These transactions expose us to gains and losses arising from exchange rate movements between the dates foreign currencies are recorded and the dates they are settled. We manage this risk by entering into forward currency contracts that offset these gains and losses.

The notional amounts, net carrying amounts of assets (liabilities), and fair values associated with our exposure to these market risks and sensitivity analyses about potential gains (losses) resulting from hypothetical changes in market rates are presented below:

	September 30, 2013			December 31, 2012
	(Dollars in thousands)
Variable-rate debt and utilization of accounts receivable sales programs:
Change in annual interest expense from 1% change in interest rates	$	763		$	543
Fixed-rate debt:
Carrying amount		255,421			289,148
Fair value		267,011			270,240
Change in fair value from 1% increase in interest rates		(10,324	)		(10,113	)
Change in fair value from 1% decrease in interest rates		10,844			10,668
Foreign currency forward contracts:
Notional amount		231,342			250,680
Carrying amount and fair value		(2,467	)		(4,758	)
Change in fair value from 10% appreciation of U.S. dollar		11,455			13,205
Change in fair value from 10% depreciation of U.S. dollar		(14,000	)		(16,140	)

34

Item 4. Controls and Procedures

Evaluation of Disclosure Controls and Procedures

Ferro is committed to maintaining disclosure controls and procedures that are designed to ensure that information required to be disclosed in its Exchange Act reports is recorded, processed, summarized, and reported within the time periods specified in the U.S. Securities and Exchange Commission’s rules and forms, and that such information is accumulated and communicated to its management, including its Chief Executive Officer and Chief Financial Officer, as appropriate to allow timely decisions regarding required disclosure.

As required by Rule 13a-15(b) of the Exchange Act, Ferro has carried out an evaluation, under the supervision and with the participation of its management, including its Chief Executive Officer and its Chief Financial Officer, of the effectiveness of the design and operation of its disclosure controls and procedures. The evaluation examined those disclosure controls and procedures as of September 30, 2013, the end of the period covered by this report. Based on that evaluation, our Chief Executive Officer and our Chief Financial Officer concluded that the disclosure controls and procedures were effective as of September 30, 2013.

Changes in Internal Control over Financial Reporting

During the third quarter of 2013, there were no changes in our internal control over financial reporting that have materially affected, or are reasonably likely to materially affect, our internal control over financial reporting.

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PART II — OTHER INFORMATION

Item 1. Legal Proceedings

There are various lawsuits and claims pending against the Company and its consolidated subsidiaries. We do not currently expect the ultimate liabilities, if any, and expenses related to such lawsuits and claims to materially affect the consolidated financial position, results of operations, or cash flows of the Company.

Item 1A. Risk Factors

There were no material changes to the risk factors disclosed in the Company’s Annual Report on Form 10-K for the year ended December 31, 2012.

Item 2. Unregistered Sales of Equity Securities and Use of Proceeds

Our ability to pay common stock dividends is limited by certain covenants in our 2010 Credit Facility, as amended, and the bond indenture governing the Senior Notes. The covenant in our 2010 Credit Facility, as amended, is the more limiting of the two covenants and is described under the Revolving Credit Facility in Note 6 within Item 8 of the Company’s Annual Report on Form 10-K for the year ended December 31, 2012.

The following table summarizes purchases of our common stock by the Company and affiliated purchasers during the three months ended September 30, 2013:

	Total Number of Shares Purchased (1)		Average Price Paid per Share		Total Number of Shares Purchased as Part of Publicly Announced Plans or Programs		Maximum Number of Shares that May Yet Be Purchased Under the Plans or Programs
	(In thousands, except for per share amounts)
July 1, 2013 to July 31, 2013		—	$	—		—		—
August 1, 2013 to August 31, 2013		—		—		—		—
September 1, 2013 to September 30, 2013		—		—		—		—
Total		—				—

⁽¹⁾  Consists of shares of common stock surrendered by employees to meet minimum tax withholding obligations under current and previous long-term incentive plans.

Item 3. Defaults Upon Senior Securities

Not applicable.

Item 4. Mine Safety Disclosures

Not applicable.

Item 5. Other Information

Not applicable.

Item 6. Exhibits

The exhibits listed in the attached Exhibit Index are the exhibits required by Item 601 of Regulation S-K.

36

SIGNATURES

Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned thereunto duly authorized.

	FERRO CORPORATION (Registrant)
Date: October 23, 2013
	/s/ Peter T. Thomas
	Peter T. Thomas
	President and Chief Executive Officer (Principal Executive Officer)
Date: October 23, 2013
	/s/ Jeffrey L. Rutherford
	Jeffrey L. Rutherford
	Vice President and Chief Financial Officer (Principal Financial Officer)

37

EXHIBIT INDEX

The following exhibits are filed with this report or are incorporated here by reference to a prior filing in accordance with Rule 12b-32 under the Securities and Exchange Act of 1934.

Exhibit:
3	Articles of incorporation and by-laws:
3.1	Eleventh Amended Articles of Incorporation of Ferro Corporation (incorporated by reference to Exhibit 4.1 to Ferro Corporation’s Registration Statement on Form S-3, filed March 5, 2008).
3.2	Certificate of Amendment to the Eleventh Amended Articles of Incorporation of Ferro Corporation filed December 29, 1994 (incorporated by reference to Exhibit 4.2 to Ferro Corporation’s Registration Statement on Form S-3, filed March 5, 2008).
3.3	Certificate of Amendment to the Eleventh Amended Articles of Incorporation of Ferro Corporation filed on June 23, 1998 (incorporated by reference to Exhibit 4.3 to Ferro Corporation’s Registration Statement on Form S-3, filed March 5, 2008).
3.4	Certificate of Amendment to the Eleventh Amended Articles of Incorporation of Ferro Corporation filed on October 14, 2011 (incorporated by reference to Exhibit 3.1 to Ferro Corporation’s Current Report on Form 8-K, filed October 17, 2011).
3.5	Ferro Corporation Amended and Restated Code of Regulations (incorporated by reference to Exhibit 3.5 to Ferro Corporation’s Quarterly Report on Form 10-Q for the quarter ended June 30, 2013.)
4	Instruments defining rights of security holders, including indentures:
4.1	Senior Indenture, dated as of March 5, 2008, by and between Ferro Corporation and U.S. Bank National Association (incorporated by reference to Exhibit 4.5 to Ferro Corporation’s Registration Statement on Form S-3, filed March 5, 2008).
4.2	First Supplemental Indenture, dated August 19, 2008, by and between Ferro Corporation and U.S. Bank National Association (with Form of 6.50% Convertible Senior Note due 2013) (incorporated by reference to Exhibit 4.2 to Ferro Corporation’s Current Report on Form 8-K, filed August 19, 2008).
4.3	Form of Indenture, by and between Ferro Corporation and Wilmington Trust FSB (incorporated by reference to Exhibit 4.1 to Ferro Corporation’s Registration Statement on Form S-3ASR, filed July 27, 2010).
4.4	First Supplemental Indenture, dated August 24, 2010, by and between Ferro Corporation and Wilmington Trust FSB (with Form of 7.875% Senior Notes due 2018) (incorporated by reference to Exhibit 4.1 to Ferro Corporation’s Current Report on Form 8-K, filed August 24, 2010).
	The Company agrees, upon request, to furnish to the U.S. Securities and Exchange Commission a copy of any instrument authorizing long-term debt that does not authorize debt in excess of 10% of the total assets of the Company and its subsidiaries on a consolidated basis.
10	Material Contracts:
10.1	Fourth Amendment to Amended and Restated Receivables Purchase Agreement, dated as of September 20, 2013, by and among PNC Bank, National Association, Ferro Finance Corporation and Market Street Funding LLC.
31	Certifications:
31.1	Certification of Principal Executive Officer Pursuant to Rule 13a-14(a)/15d-14(a).
31.2	Certification of Principal Financial Officer Pursuant to Rule 13a-14(a)/15d-14(a).
32.1	Certification of Principal Executive Officer Pursuant to 18 U.S.C. 1350.
32.2	Certification of Principal Financial Officer Pursuant to 18 U.S.C. 1350.

38

Exhibit:
101	XBRL Documents:
101.INS	XBRL Instance Document**
101.SCH	XBRL Schema Document**
101.CAL	XBRL Calculation Linkbase Document**
101.LAB	XBRL Labels Linkbase Document**
101.PRE	XBRL Presentation Linkbase Document**
101.DEF	XBRL Definition Linkbase Document**

* Indicates management contract or compensatory plan, contract or arrangement in which one or more Directors and/or executives of Ferro Corporation may be participants.

** In accordance with Rule 406T of Regulation S-T, the XBRL related information in Exhibit 101 to this Quarterly Report on Form 10-Q shall not be deemed to be “filed” for purposes of Section 18 of the Securities Exchange Act of 1934, or otherwise subject to the liability of that section, and shall not be part of any registration statement or other document filed under the Securities Act of 1933 or the Securities Exchange Act of 1934, except as shall be expressly set forth by specific reference in such filing.

39

EX-10.1

Exhibit 10.1

EXECUTION COPY

FOURTH AMENDMENT TO

AMENDED AND RESTATED

RECEIVABLES PURCHASE AGREEMENT

THIS FOURTH AMENDMENT TO AMENDED AND RESTATED RECEIVABLES PURCHASE AGREEMENT (this “Amendment”), dated as of September 20, 2013, is entered into by and among PNC BANK, NATIONAL ASSOCIATION, as LC Bank (in such capacity, the “LC Bank”), as Assignee (as defined below) and as Agent for the LC Bank and the Purchaser (in such capacity, the “Agent”), FERRO FINANCE CORPORATION (“Seller”), FERRO CORPORATION (“Ferro”) and MARKET STREET FUNDING LLC (“Market Street”), as Purchaser (in such capacity, the “Purchaser”) and as Assignor (as defined below).

RECITALS

1. The LC Bank, the Agent, the Purchaser, Seller and Ferro are parties to that certain Amended and Restated Receivables Purchase Agreement, dated as of May 31, 2011 (as amended, supplemented or otherwise modified through the date hereof, the “Receivables Purchase Agreement”).

2. Concurrently herewith, the Agent, the LC Bank, the Assignee, Seller and Ferro are entering into that certain amended fee letter, dated as of the date hereof (the “Amended Fee Letter”).

3. Market Street, as the assignor (in such capacity, the “Assignor”), desires to sell, assign and delegate to PNC, as the assignee (in such capacity, the “Assignee”), all of the Assignor’s rights under, interest in, title to and obligations under the Receivables Purchase Agreement and the other Transaction Documents (collectively, the “Assigned Documents”), and the Assignee desires to purchase and assume from the Assignor all of the Assignor’s rights under, interest in, title to and obligations under the Assigned Documents.

4. After giving effect to the assignment and assumption contemplated in Section 2 of this Amendment, each of the parties hereto desires that Market Street cease to be a party to the Receivables Purchase Agreement and each of the other Assigned Documents to which it is a party and to be discharged from its duties and obligations as a Purchaser or otherwise under the Receivables Purchase Agreement and each of the other Assigned Documents.

5. Each of the parties hereto desires to amend the Receivables Purchase Agreement as hereinafter set forth.

NOW THEREFORE, for good and valuable consideration, the receipt and sufficiency of which are hereby acknowledged, the parties agree as follows:

1. Certain Defined Terms. Capitalized terms that are used herein without definition shall have the meanings set forth in, or by reference in, the Receivables Purchase Agreement.

2. Assignment and Assumption.

(a) Sale and Assignment by Assignor to Assignee. At or before 2:00 pm (New York time) on the date hereof, (i) the Assignee shall pay to the Assignor, in immediately available funds, the amount set forth on Schedule I hereto (such amount, the “Capital Payment”) representing 100.00% of the Aggregate Capital under the Receivables Purchase Agreement on the date hereof and (ii) the Seller shall pay to the Assignor, in immediately available funds, the amount set forth on Schedule I hereto representing all accrued but unpaid (whether or not then due) Yield, Fees and other costs and expenses payable in respect of such Aggregate Capital to but excluding the date hereof (such amount, the “CP Costs and Other Costs”; together with the Capital Payment, collectively, the “Payoff Amount”). Upon the Assignor’s receipt of the Payoff Amount in its entirety, the Assignor hereby sells, transfers, assigns and delegates to the Assignee, without recourse, representation or warranty except as otherwise provided herein, and the Assignee hereby irrevocably purchases, receives, accepts and assumes from the Assignor, all of the Assignor’s rights under, interest in, title to and all its obligations under the Receivables Purchase Agreement and the other Assigned Documents. Without limiting the generality of the foregoing, the Assignor hereby assigns to the Assignee all of its right, title and interest in the Receivable Interest.

Payment of each portion of the Payoff Amount shall be made by wire transfer of immediately available funds in accordance with the payment instructions set forth on Schedule II hereto.

(b) Removal of Assignor. From and after the Effective Date (as defined below), the Assignor shall cease to be a party to the Receivables Purchase Agreement and each of the other Assigned Documents to which it was a party and shall no longer have any rights or obligations under the Receivables Purchase Agreement or any other Assigned Document (other than such rights which by their express terms survive termination thereof).

(c) Limitation on Liability. Notwithstanding anything to the contrary set forth in this Amendment, the Assignee does not accept or assume any liability or responsibility for any breach, failure or other act or omission on the part of the Assignor, or any indemnification or other cost, fee or expense related thereto, in each case which occurred or directly or indirectly arose out of an event which occurred prior to the Effective Date.

(d) Acknowledgement and Agreement. Each of the parties and signatories hereto (i) hereby acknowledges and agrees to the sale, assignment and assumption set forth in clause (a) above, (ii) expressly waives any notice or other applicable requirements set forth in any Transaction Document as a prerequisite or condition precedent to such sale, assignment and assumption (other than as set forth herein) and (iii) acknowledges and agrees that this Section 2 is in form and substance substantially similar to an Assignment Agreement.

2

3. Joinder.

(a) PNC as a Purchaser. From and after the date hereof, (i) PNC shall be a party to the Receivables Purchase Agreement as a “Purchaser” for all purposes thereof and of the other Transaction Documents, and PNC accepts and assumes all related rights and agrees to be bound by all of the terms and provisions applicable to a “Purchaser” contained in the Receivables Purchase Agreement and the other Transaction Documents and (ii) PNC’s Commitment as a “Purchaser” shall be $50,000,000 unless and until otherwise modified in accordance with the Receivables Purchase Agreement.

(b) Consent to Joinder. Each of the parties hereto consents to the foregoing joinder of PNC to the Receivables Purchase Agreement in the capacities of a “Purchaser” and any otherwise applicable conditions precedent thereto under the Receivables Purchase Agreement and the other Transactions Documents (other than as set forth herein) are hereby waived.

4. Amendment to the Receivables Purchase Agreement. The Receivables Purchase Agreement is hereby amended to incorporate the changes shown on the marked pages to the Receivables Purchase Agreement attached hereto as Exhibit A.

5. Representations and Warranties. Each of Seller and Ferro represents and warrants to the LC Bank, the Agent, the Assignee and the Purchaser as follows:

(a) Representations and Warranties. Both before and immediately after giving effect to this Amendment, each representation and warranty made by it in the Receivables Purchase Agreement and in the other Transaction Documents is true and correct in all material respects as of the date hereof (unless stated to relate solely to an earlier date, in which case such representation or warranty was true and correct as of such earlier date).

(b) Enforceability. The execution and delivery by such Person of this Amendment, and the performance of each of its obligations under this Amendment and the Receivables Purchase Agreement, as amended hereby, are within each of its corporate powers and have been duly authorized by all necessary corporate action on its part. This Amendment and the Receivables Purchase Agreement, as amended hereby, are such Person’s valid and legally binding obligations, enforceable in accordance with its terms except as such enforcement may be limited by applicable bankruptcy, insolvency, reorganization or other similar laws relating to or limiting creditors’ rights generally and by general principles of equity (regardless of whether enforcement is sought in a proceeding in equity or at law).

(c) No Default. Both before and immediately after giving effect to this Amendment and the transactions contemplated hereby, no Amortization Event or Potential Amortization Event exists or shall exist.

3

6. Effect of Amendment. All provisions of the Receivables Purchase Agreement, as expressly amended and modified by this Amendment, shall remain in full force and effect. After this Amendment becomes effective, all references in the Receivables Purchase Agreement (or in any other Transaction Document) to the “Receivables Purchase Agreement”, or to “hereof”, “herein” or words of similar effect referring to the Receivables Purchase Agreement, shall be deemed to be references to the Receivables Purchase Agreement as amended by this Amendment. This Amendment shall not be deemed, either expressly or impliedly, to waive, amend or supplement any provision of the Receivables Purchase Agreement other than as set forth herein.

7. Conditions Precedent to Effectiveness. This Amendment shall become effective on the date (such date, the “Effective Date”) upon which each of the following conditions precedent have been satisfied: (a) receipt by the Agent of (i) counterparts of this Amendment duly executed by each of the parties hereto, in form and substance satisfactory to the Agent, (ii) counterparts of the Amended Fee Letter duly executed by each of the parties thereto, in form and substance satisfactory to the Agent and (iii) such other agreements, documents and instruments reasonably requested by the Agent prior to the date hereof and (b) receipt by the Assignor of the Payoff Amount in its entirety in accordance with Section 2 of this Amendment.

8. Further Assurances. Each of the Seller and Ferro hereby agrees to do all such things and execute all such documents and instruments, at the Seller’s sole expense, as the Assignee may reasonably consider necessary or desirable to give full effect to the assignment and assumption set forth in Section 2 of this Amendment.

9. No Petition. Each of the parties hereto hereby covenants and agrees that, prior to the date that is one year and one day after the payment in full of all outstanding senior indebtedness of Market Street, it will not institute against, or join any other Person in instituting against, Market Street any bankruptcy, reorganization, arrangement, insolvency or liquidation proceedings or other similar proceeding under the laws of the United States, any state of the United States or any other jurisdiction (foreign or domestic). This Section 9 shall survive termination of this Amendment and the Receivables Purchase Agreement.

10. Counterparts. This Amendment may be executed in any number of counterparts and by different parties on separate counterparts, each of which when so executed shall be deemed to be an original and all of which when taken together shall constitute but one and the same instrument. Delivery by facsimile or email of an executed signature page of this Amendment shall be effective as delivery of an executed counterpart hereof.

11. Governing Law. THIS AMENDMENT SHALL BE GOVERNED BY AND CONSTRUED IN ACCORDANCE WITH THE LAW OF THE STATE OF NEW YORK (WITHOUT GIVING EFFECT TO THE CONFLICT OF LAWS PRINCIPLES THEREOF OTHER THAN SECTIONS 5-1401 AND 5-1402 OF THE NEW YORK GENERAL OBLIGATIONS LAW WHICH SHALL APPLY HERETO).

4

12. Section Headings. The various headings of this Amendment are included for convenience only and shall not affect the meaning or interpretation of this Amendment, the Receivables Purchase Agreement, any other Transaction Document or any provision hereof or thereof.

[Signature pages follow.]

5

IN WITNESS WHEREOF, the parties have executed this Amendment as of the date first written above.

FERRO FINANCE CORPORATION,
as Seller
By:	/s/ John T. Bingle
Name: John T. Bingle
Title:	Treasurer
FERRO CORPORATION
By:	/s/ John T. Bingle
Name: John T. Bingle
Title: Treasurer

S-1 4^th Amendment to A&R RPA (Ferro)

MARKET STREET FUNDING LLC,
as Purchaser and as Assignor
By:	/s/ Doris J. Hearn
Name: Doris J. Hearn
Title:	Vice President

S-2 4^th Amendment to A&R RPA (Ferro)

PNC BANK, NATIONAL ASSOCIATION,
as Agent and as Assignee
By:	/s/ Mark Falcione
Name: Mark Falcione
Title: Executive Vice President

S-3 4^th Amendment to A&R RPA (Ferro)

PNC BANK, NATIONAL ASSOCIATION,
as LC Bank
By:	/s/ Mark Falcione
Name: Mark Falcione
Title: Executive Vice President

S-4 4^th Amendment to A&R RPA (Ferro)

EXHIBIT A

(attached)

Exhibit A 4^th Amendment to Amended and Restated Receivables Purchase Agreement

EXHIBIT A to Fourth Amendment dated September 20, 2013

CONFORMED COPY includes

First Amendment dated May 29, 2012

Second Amendment dated March 29, 2013

Third Amendment dated as of May 28, 2013

AMENDED AND RESTATED RECEIVABLES PURCHASE AGREEMENT

DATED AS OF MAY 31, 2011

AMONG

FERRO FINANCE CORPORATION,

AS SELLER,

FERRO CORPORATION,

AS COLLECTION AGENT,

MARKET STREET FUNDING, LLC, PNC BANK, NATIONAL ASSOCIATION,

AS PURCHASER,

PNC BANK, NATIONAL ASSOCIATION,

AS LC BANK,

AND

PNC BANK, NATIONAL ASSOCIATION,

AS AGENT

TABLE OF CONTENTS

		Page
ARTICLE I. PURCHASE ARRANGEMENTS			2
Section 1.1	Purchase Facility		2
Section 1.2	Increases		3
Section 1.3	Voluntary Decreases		4
Section 1.4	Payment Requirements		4
Section 1.5	Deemed Collections		4
Section 1.6	Letters of Credit		4
Section 1.7	Issuance of Letters of Credit		5
Section 1.8	Requirements For Issuance of Letters of Credit		5
Section 1.9	Disbursements, Reimbursement		5
Section 1.10	Documentation		6
Section 1.11	Determination to Honor Drawing Request		6
Section 1.12	Nature of Reimbursement Obligations		6
Section 1.13	Indemnity		8
Section 1.14	Liability for Acts and Omissions		8
ARTICLE II. PAYMENTS AND COLLECTIONS			9
Section 2.1	Retention and Turnover of Collections		9
Section 2.2	Mandatory Capital Settlement		10
Section 2.3	Reinvestments		10
Section 2.4	Order of Application of Collections on Monthly Payment Dates		10
Section 2.5	Order of Application of Collections on Capital Settlement Dates		12
Section 2.6	Payment Rescission		13
Section 2.7	Repurchase Option		13
ARTICLE III. [RESERVED]			13
ARTICLE IV. PURCHASER FUNDING			13
Section 4.1	Purchaser Funding		13
Section 4.2	Yield Payments		13
Section 4.3	Yield Rates		14
Section 4.4	Inability to Determine Euro-Rate		14LMIR 14

-i-

TABLE OF CONTENTS

(continued)

		Page
ARTICLE V. REPRESENTATIONS AND WARRANTIES			1514
Section 5.1	Representations and Warranties of Seller		1514
ARTICLE VI. CONDITIONS OF PURCHASES			1918
Section 6.1	Conditions Precedent to this Agreement		1918
Section 6.2	Conditions Precedent to all Incremental Purchases, Reinvestments and Issuances of Letters of Credit		1918
ARTICLE VII. COVENANTS			2019
Section 7.1	Affirmative Covenants of the Seller Parties		2019
Section 7.2	Negative Covenants of the Seller Parties		26
ARTICLE VIII. ADMINISTRATION AND COLLECTION			2827
Section 8.1	Designation of Collection Agent		2827
Section 8.2	Duties of Collection Agent		28
Section 8.3	Lock-Box Accounts		3029
Section 8.4	Responsibilities of Seller		3029
Section 8.5	Reports		30
Section 8.6	Servicing Fees		3130
ARTICLE IX. AMORTIZATION EVENTS			31
Section 9.1	Amortization Events		31
Section 9.2	Remedies		34
ARTICLE X. INDEMNIFICATION			3534
Section 10.1	Indemnities by the Seller		3534
Section 10.2	Indemnities by the Collection Agent		37
Section 10.3	Increased Cost and Reduced Return		38
Section 10.4	Other Costs and Expenses		3938
ARTICLE XI. THE AGENT			39
Section 11.1	Appointment		39
Section 11.2	Delegation of Duties		4039
Section 11.3	Exculpatory Provisions		4039
Section 11.4	Reliance by the Agent, the LC Bank and the Purchasers		40
Section 11.5	Notice of Amortization Events		4140

-ii-

TABLE OF CONTENTS

(continued)

		Page
Section 11.6	Non-Reliance on the Agent, the LC Bank and Other Purchasers		4140
Section 11.7	Indemnification of Agent		4241
Section 11.8	Agent in its Individual Capacity		4241
Section 11.9	Successor Agent		4241
Section 11.10	UCC Filings		42
ARTICLE XII. ASSIGNMENTS; PARTICIPATIONS			4342
Section 12.1	Assignments		4343
Section 12.2	Participations		4448
ARTICLE XIII. GRANT OF SECURITY INTEREST			4443
Section 13.1	Grant of Security Interest		4443
ARTICLE XIV. MISCELLANEOUS			44
Section 14.1	Waivers and Amendments		44
Section 14.2	Notices		4544
Section 14.3	Ratable Payments		4544
Section 14.4	Protection of Receivable Interests		45
Section 14.5	Confidentiality		4645
Section 14.6	Limitation of Liability		4746
Section 14.7	CHOICE OF LAW		4746
Section 14.8	CONSENT TO JURISDICTION		4746
Section 14.9	WAIVER OF JURY TRIAL		4847
Section 14.10	Integration; Binding Effect; Survival of Terms		4848
Section 14.11	Counterparts; Severability; Section References		4848
Section 14.12	PATRIOT Act		48
Section14.13	No Petition		48

-iii-

AMENDED AND RESTATED RECEIVABLES PURCHASE AGREEMENT

THIS AMENDED AND RESTATED RECEIVABLES PURCHASE AGREEMENT dated as of May 31, 2011, is among:

(a) Ferro Finance Corporation, an Ohio corporation (“Seller”);

(b) Ferro Corporation, an Ohio corporation (“Ferro”), as initial Collection Agent; and

(c) Market Street Funding, LLC, a Delaware limited liability company (“Market Street” or a “Purchaser” and, together with its successors and assigns, the “Purchasers”);and (d) PNC Bank, National Association (“PNC”), as LC Bank (together with its successors and assigns in such capacity, the “LC Bank”), as Purchaser (a “Purchaser” and, together with its successors and assigns in such capacity, the “Purchasers”), and as Agent for the LC Bank and the Purchasers (together with its successors and assigns in such capacity, the “Agent”).

Unless defined elsewhere herein, capitalized terms used in this Agreement shall have the meanings assigned to such terms in Exhibit I.

PRELIMINARY STATEMENTS

Seller, Ferro and Wells Fargo Bank, N.A. (“Wells Fargo”) entered into that certain Receivables Purchase Agreement, dated as of June 2, 2009 (as amended, supplemented or otherwise modified prior to the date hereof, the “Original Agreement”), and immediately prior to the effectiveness of this Agreement, the parties hereto and Wells Fargo entered into an Assignment and Assumption Agreement, dated as of the date hereof, pursuant to which Wells Fargo assigned all of its rights and obligations under the Original Agreement to Market Street Funding, LLC and PNC.

On the terms and subject to the conditions set forth herein, (i) the parties hereto desire to amend and restate the Original Agreement in its entirety, (ii) Seller desires to transfer and assign Receivable Interests to the Purchasers from time to time, (iii) each Purchaser desires to purchase its Percentage of each Receivable Interest from Seller from time to time, (iv) Ferro desires to perform the duties of the Collection Agent hereunder, (v) the LC Bank desires to issue Letters of Credit from time to time and (vi) PNC has been requested to, and is willing to act as, Agent on behalf of the LC Bank and the Purchasers.

This Agreement amends and restates the Original Agreement in its entirety as of the date hereof. Upon the effectiveness of this Agreement, each reference to the Original Agreement in any other document, instrument or agreement shall mean and be a reference to this Agreement. Nothing contained herein, unless expressly herein stated to the contrary, is intended to amend, modify or otherwise affect any other instrument, document or agreement executed and/or delivered in connection with the Original Agreement.

Section 4.3 Yield Rates. On any day, the Yield Rate applicable to the accrual of Yield on such day on the Capital (or any portion thereof) of any Purchaser’s Receivable Interest shall be: the Alternate Rate on such date.

(i) if such Capital (or portion thereof) is then being funded by such Purchaser through the issuance of Notes, the CP Rate for such Purchaser and such Capital (or portion hereof) on such date; or

(ii) if such Capital (or portion thereof) is then being funded by such Purchaser other than through the issuance of Notes (including, without limitation, if such Purchaser is funding such Capital or portion thereof under its Liquidity Agreement, if any, or if such Purchaser is not a Conduit Purchaser), the Alternate Rate on such date.

Section 4.4 Inability to Determine Euro-Rate LMIR.

(a) If the Agent determines before the first day ofon any Calculation Periodday (which determination shall be final and conclusive) that, by reason of circumstances affecting the interbank eurodollar market generally, deposits in dollars (in the relevant amounts for such Calculation Periodday) are not being offered to banks in the interbank eurodollar market for such Calculation Periodday, or adequate means do not exist for ascertaining the Euro-Rate LMIR for such Calculation Periodday, then the Agent shall give notice thereof to the Seller. Thereafter, until the Agent notifies the Seller that the circumstances giving rise to such suspension no longer exist, (i) no Capital shall be funded at the Alternate Rate determined by reference to the Euro-RateLMIR and (ii) the Yield for any outstanding Capital then funded at the Alternate Rate determined by reference to the Euro-Rate shall, on the last day of the then current Calculation Period, LMIR shall immediately be converted to the Alternate Rate determined by reference to the Base Rate(without giving effect to clause(c)of the definition of“Base Rate”).

(b) If, onor before the first day of any Calculation Periodday, the Agent shall have been notified by any Affected Person that, such Affected Person has determined (which determination shall be final and conclusive) that, any enactment, promulgation or adoption of or any change in any applicable law, rule or regulation, or any change in the interpretation or administration thereof by a Governmental Authority charged with the interpretation or administration thereof, or compliance by such Affected Person with any guideline, request or directive (whether or not having the force of law) of any such Governmental Authority shall make it unlawful or impossible for such Affected Person to fund or maintain any Capital at a Yield Rate determined by reference to the Euro-RateLMIR, the Agent shall notify the Seller thereof. Upon receipt of such notice, until the Agent notifies the Seller that the circumstances giving rise to such determination no longer apply, (i) no Capital shall be funded at a Yield Rate determined by reference to the Euro-RateLMIR and (ii) the Yield for any outstanding Capital then funded at a Yield Rate determined by reference to the Euro-RateLMIR shall immediately be converted to the Alternate Rate determined by reference to the Base Rate (without giving effect to clause (c) of the definition of “Base Rate”) either (A) on the last day of the then current Calculation Period if such Affected Person may lawfully continue to maintain such Capital at a Yield Rate determined by reference to the Euro-Rate to such day, or (B) immediately, if such Affected Person may not lawfully continue to maintain such Capital at the a Yield Rate determined by reference to the Euro-Rate to such day.

14

that such designation shall be for administrative convenience only in creating a record or nominee holder to take certain actions hereunder on behalf of the LC Bank and the Purchasers and that such listing will not affect in any way the status of the LC Bank and the Purchasers as the true parties in interest with respect to the Receivable Interests. In addition, such listing shall impose no duties on the Agent other than those expressly and specifically undertaken in accordance with this Article XI.

ARTICLE XII. ASSIGNMENTS; PARTICIPATIONS

Section 12.1 Assignments.

(a) The Seller Parties, the Agent, the LC Bank and the Purchasers hereby agree and consent to the complete or partial assignment by any Conduit Purchaser of all or any portion of its rights under, interest in, title to and obligations under, this Agreement to any of its Liquidity Banks.[Reserved].

(b) Any Purchaser may at any time and from time to time, with the prior written consent of Agent and the LC Bank, assign to one or more Eligible Assignees (each, an “Assignee Purchaser”) all or any part of its rights and obligations under this Agreement pursuant to an assignment agreement, substantially in the form set forth in Exhibit VII hereto (the “Assignment Agreement”) executed by such Assignee Purchaser and such selling Purchaser. So long as no Amortization Event shall have occurred and be continuing, the consent of the Seller (which consent shall not be unreasonably withheld or delayed) shall be required prior to the effectiveness of any such assignment other than to an existing Purchaser. Upon delivery of the executed Assignment Agreement to the Agent, such selling Purchaser shall be released from its obligations hereunder to the extent of such assignment. Thereafter the Assignee Purchaser shall for all purposes be a Purchaser party to this Agreement and shall have all the rights and obligations of a Purchaser under this Agreement to the same extent as if it were an original party hereto and thereto, and no further consent or action by Seller, the Purchasers or the Agent shall be required. Neither Seller nor the Collection Agent shall have the right to assign its rights or obligations under this Agreement. Purchasers may not assign all or any part of their rights or obligations under this Agreement other than as permitted by this Section12.1.

(c) The LC Bank and any Purchaser may pledge or assign any of its rights (including, without limitation, rights to payment of Capital, Yield and Fees) under this Agreement to any Federal Reserve Bank without notice to or consent of any Seller Party, the Agent, the LC Bank or any other Purchaser; provided, that no such pledge or assignment shall release the LC Bank or such Purchaser, as the case may be, from any of its obligations under this Agreement or substitute such pledgee or assignee for such assignor as a party hereto.

(d) No Seller Party may assign any of its rights or obligations under this Agreement without the prior written consent of each of the Agent, the LC Bank and each Purchaser.

43

Section 12.2 Participations. Any Purchaser may, in the ordinary course of its business at any time sell to one or more Persons (each a “Participant”) participating interests in OTHERWISE) IN ANY WAY ARISING OUT OF, RELATED TO, OR CONNECTED WITH THIS AGREEMENT, ANY DOCUMENT EXECUTED BY ANY SELLER PARTY PURSUANT TO THIS AGREEMENT OR THE RELATIONSHIP ESTABLISHED HEREUNDER OR THEREUNDER.

Section 14.10 Integration; Binding Effect; Survival of Terms.

(a) This Agreement and each other Transaction Document contain the final and complete integration of all prior expressions by the parties hereto with respect to the subject matter hereof and shall constitute the entire agreement among the parties hereto with respect to the subject matter hereof superseding all prior oral or written understandings.

(b) This Agreement shall be binding upon and inure to the benefit of the parties hereto and their respective successors and permitted assigns (including any trustee in bankruptcy). This Agreement shall create and constitute the continuing obligations of the parties hereto in accordance with its terms and shall remain in full force and effect until terminated in accordance with its terms; provided, however, that the rights and remedies with respect to (i) any breach of any representation and warranty made by any Seller Party pursuant to Article V, (ii) the indemnification and payment provisions of Section 1.13, Article X, and Sections 14.6 through and including 14.9 shall be continuing and shall survive any termination of this Agreement.

Section 14.11 Counterparts; Severability; Section References. This Agreement may be executed in any number of counterparts and by different parties hereto in separate counterparts, each of which when so executed shall be deemed to be an original and all of which when taken together shall constitute one and the same Agreement. Any provisions of this Agreement which are prohibited or unenforceable in any jurisdiction shall, as to such jurisdiction, be ineffective to the extent of such prohibition or unenforceability without invalidating the remaining provisions hereof, and any such prohibition or unenforceability in any jurisdiction shall not invalidate or render unenforceable such provision in any other jurisdiction. Unless otherwise expressly indicated, all references herein to “Article,” “Section,” “Schedule” or “Exhibit” shall mean articles and sections of, and schedules and exhibits to, this Agreement.

Section 14.12 PATRIOT Act. Each Affected Person that is subject to the requirements of the Act hereby notifies Seller and Collection Agent that pursuant to the requirements of the Act, it is required to obtain, verify and record information that identifies Seller, the Originators and their respective Subsidiaries, which information includes the name and address of Seller, the Originators their respective Subsidiaries and other information that will allow such Purchasers to identify such parties in accordance with the Act.

Section 14.13 No Petition. Each of the parties hereto hereby covenants and agrees that, prior to the date that is one year and one day after the payment in full of all outstanding senior indebtedness (including Notes) of any Conduit Purchaser, it will not institute against, or join any other Person in instituting against, such Conduit Purchaser any bankruptcy, reorganization, arrangement, insolvency or liquidation proceedings or other similar proceeding under the laws of the United States, any state of the United States or any other jurisdiction (foreign or domestic). This Section 14.13 shall survive termination of this Agreement.

48

FERRO CORPORATION, AS COLLECTION AGENT

By:

Name: John T. Bingle

Title: Treasurer

Address:

1000LakesideAvenue

6060 Parkland Boulevard

ClevelandMayfield Heights, Ohio

4411444124

Attention: Treasurer

Facsimile No.: (216) 875-72375627

S-2

MARKET STREET FUNDING LLCPNC BANK, NATIONAL ASSOCIATION, AS A PURCHASER

By:

Name:

Title:

Address: Market Street Funding LLC PNC Bank, National Association

            c/o AMACAR Group, LLCThree

PNC Plaza

            6525Morrison Boulevard, Suite318

Charlotte, NC 28211225 Fifth Avenue

            Pittsburgh, PA15222

Attention: Doris Hearn Mark Falcione

Telephone: 704-365-0569 412-762-7325

Facsimile: 704-365-1362412-762-9184

With a copy to the Agent

S-3

PNC BANK, NATIONAL ASSOCIATION, AS AGENT

By:

Name:

Title:

Address:	PNC Bank, National Association
	Three PNC Plaza
	225 Fifth Avenue
	Pittsburgh, PA 15222

Attention:	William FalconRobyn Reeher
Telephone:	412-762-5442768-3090
Facsimile:	412-762-9184

S-5 Amended and Restated Receivables Purchase Agreement (Ferro Receivables Corporation)

EXHIBIT I

DEFINITIONS

Capitalized terms used and not otherwise defined herein, are used with the meanings attributed thereto in the Purchase and Contribution Agreement, as applicable.

In addition, as used in this Agreement, the following terms shall have the following meanings (such meanings to be equally applicable to both the singular and plural forms of the terms defined):

“Act” has the meaning specified in Section5.1(g).

“Adjusted Aggregate Exposure” means, at any time, an amount equal to the sum of (i) the Aggregate Capital, plus (ii) the Adjusted Undrawn LC Amount at such time.

“Adjusted Dilution Ratio” means, at any time, the rolling average of the Dilution Ratio for the 12 Calculation Periods then most recently ended.

“Adjusted Eligible Receivables” means as of any date of determination, the sum of (a) Total Eligible Receivables plus (b) the Receivables owing by an Obligor (i) which if a natural person, is not a resident of an Approved Country or, if a corporation or other business organization, is not organized under the laws of an Approved Country or any political subdivision of an Approved Country or does not have its chief executive office in an Approved Country but (ii) would meet each of the requirements for being an Eligible Receivable other than the requirement contained in clause (a) of the definition of Eligible Receivable.

“Adjusted Undrawn LC Amount” means, at any time, the excess, if any, of the Undrawn LC Amount over the amount of cash collateral held in the LC Collateral Account at such time.

“Adverse Claim” means a lien, security interest, charge or encumbrance, or other right or claim in, of or on any Person’s assets or properties in favor of any other Person.

“Affected Person” means the Agent, the LC Bank, each Purchaser, each Liquidity Bank, each other Program Support Provider and their respective Affiliates.

“Affiliate” means, with respect to any Person, any other Person directly or indirectly controlling, controlled by, or under direct or indirect common control with, such Person or any Subsidiary of such Person. A Person shall be deemed to control another Person if the controlling Person owns 10% or more of any class of voting securities of the controlled Person or possesses, directly or indirectly, the power to direct or cause the direction of the management or policies of the controlled Person, whether through ownership of stock, by Contract or otherwise.

“Agent” has the meaning set forth in the preamble to this Agreement.

Ex. I-1

“Aggregate Capital” means, on any date of determination, the aggregate amount of Capital of all Receivable Interests of all Purchasers outstanding on such date.

“Aggregate Exposure” means, at any time, an amount equal to the sum of (i) the Aggregate Capital, plus (ii) the Undrawn LC Amount at such time.

“Aggregate Reduction” has the meaning specified in Section1.3.

“Aggregate Unpaids” means, at any time, the Aggregate Capital and the Obligations.

“Agreement” means this Amended and Restated Receivables Purchase Agreement, as it may be amended, restated, supplemented or otherwise modified and in effect from time to time.

“Alternate Rate” means for any Calculation Period for any Capital (or portion thereof), means an interest rate per annum equal to:

(a) the Euro-Ratedaily average LMIR for such Calculation Period, unless the Base Rate then applies to such Purchaser or Capital pursuant to Section4.4, or

(b) if the Euro-RateLMIR will not apply to such Purchaser or Capital pursuant to Section4.4, the daily average Base Rate for such Calculation Period.

Notwithstanding the foregoing, the “Alternate Rate” for any Capital on any day on and after the occurrence of an Amortization Event shall be an interest rate equal to 2.00% per annum above the otherwise applicable Alternate Rate determined as set forth above.

“Amortization Date” means the earliest to occur of (a) the Business Day immediately prior to the occurrence of an Amortization Event set forth in Section 9.1(g), (b) the Business Day specified in a written notice from the Agent, the LC Bank or any Purchaser following the occurrence and during continuation of any other Amortization Event, and (c) the date which is five (5) Business Days after the Agent’s receipt of written notice from Seller that it wishes to terminate the facility evidenced by this Agreement.

“Amortization Event” has the meaning specified in Section 9.1.

“Approved Country” means the United States, Germany, England or Canada.

“Assignee Purchaser” has the meaning set forth in Section 12.1.

“Assignment Agreement” has the meaning set forth in Section 12.1.

“Authorized Officer” means, with respect to any Person, its chief executive officer, president, corporate controller, treasurer, assistant treasurer, chief financial officer or secretary.

Ex. I-2

“Base Rate” means, for any day, the interest rate per annum on such day equal to, at the option of the Agent (in its sole discretion), either:

(a) the rate of interest in effect for such day as publicly announced from time to time by the Agent as its “reference rate”. Such “reference rate” is set by the Agent based upon various factors, including such Person’s costs and desired return, general economic conditions and other factors, and is used as a reference point for pricing some loans, which may be priced at, above or below such announced rate, or

(b) 0.50% per annum above the latest Federal Funds Rate.

“Business Day” means any day on which banks are not authorized or required to close in New York, New York or Pittsburg, Pennsylvania, and, if the applicable Business Day relates to any computation or payment to be made with respect to the Euro-RateLMIR, any day on which dealings in dollar deposits are carried on in the London interbank market.

“Calculation Period” means a calendar month.

“Capital” of any Receivable Interest means, at any time, (A) the Purchase Price of such Receivable Interest, minus (B) the sum of the aggregate amount of Collections and other payments received by the Agent or the applicable Purchaser which in each case are applied to reduce such Capital in accordance with the terms and conditions of this Agreement; provided that such Capital shall be restored in the amount of any Collections or other payments so received and applied if at any time the distribution of such Collections or payments are rescinded, returned or refunded for any reason. For the avoidance of doubt, “Capital” shall include any unreimbursed draws under Letters of Credit deemed to be Capital funded by the LC Bank pursuant to Section as reduced from time to time pursuant to clause (B) above.

“Capital Securities” means, with respect to any Person, all shares, interests, participations or other equivalents (however designated, whether voting or non-voting) of such Person’s capital, whether now outstanding or hereafter issued.

“Capital Settlement Date” means the Business Day on which any Daily Report or Monthly Report revealing an Investment Excess is delivered.

“Capitalized Lease Liabilities” means, with respect to any Person, all monetary obligations of such Person and its Subsidiaries under any leasing or similar arrangement which have been (or, in accordance with GAAP, should be) classified as capitalized leases, and for purposes of each Transaction Document the amount of such obligations shall be the capitalized amount thereof, determined in accordance with GAAP, and the stated maturity thereof shall be the date of the last payment of rent or any other amount due under such lease prior to the first date upon which such lease may be terminated by the lessee without payment of a premium or a penalty.

“Change of Control” means:

(a) any person or group (within the meaning of Sections 13(d) and 14(d) under the Exchange Act), shall become the ultimate “beneficial owner” (as defined in Rules

Ex. I-3

(b) in relation to all Eligible Receivables which by their terms are due and payable more than sixty (60) but less than ninety-one (91) days from the original billing date therefor, 15% of Adjusted Eligible Receivables; and

(c) in relation to the aggregate outstanding principal balance of Receivables owed by any single Obligor and its Affiliates (if any), the applicable concentration limit shall be determined as follows for Obligors who have short term unsecured debt ratings currently assigned to them by S&P and Moody’s (or in the absence thereof, the equivalent long term unsecured senior debt ratings), the applicable concentration limit shall be determined according to the following table:

S&P Rating	Moody’s Rating	Allowable % of Adjusted Eligible Receivables
A-1+	P-1	10.00%
A-1	P-1	10.00%
A-2	P-2	8.00%
A-3	P-3	6.00%
Below A-3 or Not Rated by either S&P or Moody’s	Below P-3 or Not Rated by either S&P or Moody’s	3.00%

; provided, however, that (i) if any Obligor has a split rating, the applicable rating will be the lower of the two, (ii) if any Obligor is not rated by either S&P or Moody’s, the applicable Concentration Limit shall be the one set forth in the last line of the table above, and (iii) subject to the Agent’s sole discretion and/or an increase in the Required Reserve Factor Floor, upon Seller’s request from time to time, the Agent may agree to a higher percentage of Adjusted Eligible Receivables for a particular Obligor and its Affiliates (each such higher percentage, a “Special Concentration Limit”), it being understood that any Special Concentration Limit may be cancelled by the Agent upon not less than five (5) Business Days’ written notice to Seller.

“Conduit Purchaser” means a Purchaser that is a commercial paper conduit. For the avoidance of doubt, Market Street is a Conduit Purchaser.

“Contingent Liability” means any agreement, undertaking or arrangement by which any Person guarantees, endorses or otherwise becomes or is contingently liable upon (by direct or indirect agreement, contingent or otherwise, to provide funds for payment, to supply funds to, or otherwise to invest in, a debtor, or otherwise to assure a creditor against loss) the Indebtedness of any other Person (other than by endorsements of instruments in the course of collection), or guarantees the payment of dividends or other distributions upon the Capital Securities of any other Person. The amount of any Person’s obligation under any Contingent Liability shall (subject to any limitation set forth therein) be deemed to be the outstanding principal amount of the debt, obligation or other liability guaranteed thereby. For the avoidance of doubt, “Contingent Liability” shall not include “take-or-pay” obligations for less than twelve months for inventory acquired in the ordinary course of business; provided that such twelve-month limitation shall not apply to “take-or-pay” obligations with respect to natural gas acquired in the ordinary course of business.

Ex. I-4

“Contract” means, with respect to any Receivable, any and all instruments, agreements, invoices or other writings pursuant to which such Receivable arises or which evidences such Receivable.

“Controlled Group” means all members of a controlled group of corporations and all members of a controlled group of trades or businesses (whether or not incorporated) under common control which, together with Ferro, are treated as a single employer under Section 414(b) or 414(c) of the Internal Revenue Code or Section 4001 of ERISA.

“CP Rate” means, for any Purchaser and for any Calculation Period for any Capital the per annum rate equivalent to the weighted average cost (as determined by such Purchaser or its agent and which shall include commissions of placement agents and dealers, incremental carrying costs incurred with respect to Notes of such Purchaser maturing on dates other than those on which corresponding funds are received by such Purchaser, other borrowings by such Purchaser (other than under any Program Support Agreement) and any other costs associated with the issuance of Notes) of or related to the issuance of Notes that are allocated, in whole or in part, by such Purchaser to fund or maintain such Capital (and which may be also allocated in part to the funding of other assets of such Purchaser); provided, however, that if any component of such rate is a discount rate, in calculating the “CP Rate” for such Capital for such Calculation Period, the applicable Purchaser or its agent shall for such component use the rate resulting from converting such discount rate to an interest bearing equivalent rate per annum; provided, further, that notwithstanding anything in this Agreement or the other Transaction Documents to the contrary, the Seller agrees that any amounts payable to any Purchaser in respect of Yield for any Calculation Period with respect to any Capital funded by such Purchaser at the CP Rate shall include an amount equal to the portion of the face amount of the outstanding Notes issued to fund or maintain such Capital that corresponds to the portion of the proceeds of such Notes that was used to pay the interest component of maturing Notes issued to fund or maintain such Capital, to the extent that such Purchaser had not received payments of interest in respect of such interest component prior to the maturity date of such maturing Notes (for purposes of the foregoing, the “interest component” of Notes equals the excess of the face amount thereof over the net proceeds received by such Purchaser from the issuance of Notes, except that if such Notes are issued on an interest-bearing basis its “interest component” will equal the amount of interest accruing on such Notes through maturity). Notwithstanding the foregoing, he “CP Rate” for any Purchaser for any day on and after the occurrence of an Amortization Event shall be an interest rate equal to 2.00% per annum above the otherwise applicable CP Rate determined as set forth above.

“Credit and Collection Policy” means the Originators’ credit and collection policies and practices relating to Contracts and Receivables existing on the date hereof and summarized in Exhibit VIII hereto, as modified from time to time in accordance with this Agreement.

“Cut-Off Date” means the last day of a Calculation Period.

“Daily Report” means a report in substantially the form of Exhibit X hereto (appropriately completed), furnished by the Collection Agent to the Agent and the Purchasers pursuant to Section8.5(a).

Ex. I-5

Agreement, and Seller has good and marketable title thereto free and clear of any adverse claim, and

(p) payable into a Lock-Box or Lock-Box Account that is the subject to a Lock-Box Agreement.

“ERISA” means the Employee Retirement Income Security Act of 1974, as amended, and any successor statute thereto of similar import, together with the regulations thereunder, in each case as in effect from time to time. References to sections of ERISA also refer to any successor sections thereto.

“Euro-Rate” means with respect to any Calculation Period the interest rate per annum determined by the Agent by dividing (the resulting quotient rounded upwards, if necessary, to the nearest 1/100th of 1% per annum) (i) the rate of interest determined by the Agent in accordance with its usual procedures (which determination shall be conclusive absent manifest error) to be the rate per annum for deposits in U.S. dollars as reported by Bloomberg Finance L.P. and shown on US0001M Screen as the composite offered rate for London interbank deposits for such period (or on any successor or substitute page of such service, or any successor or substitute for such service, providing rate quotations comparable to those currently provided on such page of such service, as determined by the Agent from time to time for purposes of providing quotations of interest rates applicable to dollar deposits in the London interbank market) at or about 11:00 a.m. (London time) on the Business Day which is two (2) Business Days prior to the first day of such Calculation Period for an amount comparable to the amount of Capital to be funded at the Alternate Rate and based upon the Euro-Rate during such Calculation Period by (ii) a number equal to 1.00 minus the Euro-Rate Reserve Percentage. The Euro-Rate may also be expressed by the following formula:

Euro-Rate = Average of London interbank offered rates quoted by BBA as shown on Dow Jones Markets Service display page 3750 or appropriate successor 1.00-Euro-Rate Reserve Percentage

where “Euro-Rate Reserve Percentage” means, the maximum effective percentage in effect on such day as prescribed by the Board of Governors of the Federal Reserve System (or any successor) for determining the reserve requirements (including without limitation, supplemental, marginal, and emergency reserve requirements) with respect to eurocurrency funding (currently referred to as “Eurocurrency Liabilities”). The Euro-Rate shall be adjusted with respect to any Capital funded at the Alternate Rate and based upon the Euro-Rate that is outstanding on the effective date of any change in the Euro-Rate Reserve Percentage as of such effectivedate.

“Event of Termination” has the meaning specified in the Purchase and Contribution Agreement.

“Existing Agreements” means, collectively, (i) that certain Amended and Restated Purchase and Contribution Agreement (as amended, restated, supplemented or otherwise modified from time to time), dated as of April 1, 2008, between Ferro, as seller and the of a firm nationally recognized for providing professional independent directors for special purpose entities and structured financings.

Ex. I-6

“Insolvency Proceeding” means (a) any case, action or proceeding before any court or other Governmental Authority relating to bankruptcy, reorganization, insolvency, liquidation, receivership, dissolution, winding-up or relief of debtors, or (b) any general assignment for the benefit of creditors of a Person, composition, marshaling of assets for creditors of a Person, or other, similar arrangement in respect of its creditors generally or any substantial portion of its creditors, in each of cases (a) and (b) undertaken under U.S. Federal, state or foreign law, including the Federal Bankruptcy Code.

“Investment Availability” means, on any Business Day, the positive amount (if any) equal to the lesser of:

(a) the amount (if any) by which the Purchase Limit exceeds the Aggregate Exposure; and

(b) the amount (if any) by which (i) the excess (if any) of the Net Pool Balance over the Required Reserves, exceeds (ii) the Adjusted Aggregate Exposure.

“Investment Excess” means, on any Business Day, the positive amount (if any) equal to the greater of:

(a) the amount (if any) by which the Aggregate Exposure exceeds the Purchase Limit; and

(b) the amount (if any) by which (i) the Adjusted Aggregate Exposure exceeds (ii) the excess (if any) of the Net Pool Balance over the Required Reserve.

“LC Bank” has the meaning set forth in the preamble.

“LC Collateral Account” means the account designated as the LC Collateral Account established and maintained by the Agent (for the benefit of the LC Bank), or such other account as may be so designated as such by the Agent and the LC Bank, which may be an account maintained directly by the LC Bank for its own benefit.

“Letter of Credit” has the meaning set forth in Section1.6.

“Letter of Credit Application” has the meaning set forth in Section1.7(a).

“Lien” means any security interest, mortgage, pledge, hypothecation, assignment, deposit arrangement, encumbrance, lien (statutory or otherwise), charge against or interest in property, or other priority or preferential arrangement of any kind or nature whatsoever.

“Liquidity Agreement” means any agreement entered into in connection with this Agreement pursuant to which a Liquidity Bank agrees to make purchases or advances to, or purchase assets from, any Conduit Purchaser in order to provide liquidity for such Conduit Purchaser’s Capital or Commitment hereunder.LMIR” means for any day during any Calculation Period, the one-month Eurodollar rate for U.S. dollar deposits as reported on the Reuters Screen LIBOR01 Page or any other page that may replace such page from time to time for the purpose of displaying offered rates of leading banks for London interbank deposits in United States dollars, as of 11:00 a.m. (London time) on such day, or if such day is not a Business Day, then the immediately preceding Business Day (or if not so reported, then as determined by the Agent from another recognized source for interbank quotation), in each case, changing when and as such rate changes.

Ex. I-7

“Liquidity Bank” means each bank or other financial institution that provides liquidity support to any Conduit Purchaser pursuant to the terms of a Liquidity Agreement.

“Lock-Box” means each locked postal box with respect to which a bank who has executed a Lock-Box Agreement has been granted exclusive access for the purpose of receiving and processing payments made on the Receivables and which is listed on Exhibit IV.

“Lock-Box Account” means each concentration account, depositary account, lock-box account or similar account in which any Collections are collected or deposited and which is listed on Exhibit IV.

“Lock-Box Agreement” means an agreement among Seller, the Agent and a Lock-Box Bank perfecting the Agent’s security interest in one or more Lock-Box Accounts.

“Lock-Box Bank” means, at any time, any of the banks holding one or more Lock-Box Accounts.

“Loss Reserve” means, for any Calculation Period, the product (expressed as a percentage) of (a) 2.0, times (b) the highest three-month rolling average Default Ratio during the 12 Calculation Periods ending on the immediately preceding Cut-Off Date, times (c) the Default Horizon Ratio as of the immediately preceding Cut-Off Date.

“Market Street” has the meaning set forth in the preamble.

“Material Adverse Effect” means a material adverse effect on (i) the financial condition or operations of Seller or Ferro and any of its Subsidiaries, taken as a whole, (ii) the ability of Seller to perform its obligations under this Agreement or (at any time Ferro is acting as Collection Agent), the ability of the Collection Agent to perform its obligations under this Agreement, (iii) the legality, validity or enforceability of this Agreement or any other Transaction Document, (iv) the Agent’s, the LC Bank’s or any Purchaser’s interest in any material portion of the Receivables, the Related Security or the Collections with respect thereto, or (v) the collectibility of any material portion of the Receivables.

“Material Indebtedness” means (a) any Indebtedness incurred under the Senior Credit Agreement and (b) any other Indebtedness in excess of $25,000,000 in aggregate principal amount.

“Material Subsidiary” means any Originator which is a Subsidiary of Ferro and any other Subsidiary of Ferro that qualifies as a “Significant Subsidiary”, as that term is defined in Regulation S-X promulgated under the Securities Act of 1933.

Ex. I-8

“Monthly Report” means a report in substantially the form of Exhibit IX hereto (appropriately completed), furnished by the Collection Agent to the Agent, the LC Bank and the Purchasers pursuant to Section 8.5.

“Monthly Reporting Date” means the day that is three (3) Business Days prior to each Monthly Payment Date.

“Monthly Payment Date” means the twentieth (20^th) day of each calendar month or, if such day is not a Business Day, the following Business Day.

“Moody’s” means Moody’s Investors Service, Inc. and any successor thereto that is a nationally recognized statistical rating organization.

“Net Pool Balance” means, at any time, the aggregate Outstanding Balance of all Eligible Receivables at such time reduced by the aggregate amount by which the Outstanding Balance of all Eligible Receivables of each category described in clauses (a), (b) and (c) of the definition of “Concentration Limit” exceeds the Concentration Limit or Special Concentration Limit for such category.

“Notes” means short-term promissory notes (including commercial paper notes) issued, or to be issued, by any Conduit Purchaser to fund its investments in accounts receivable or other financial assets.

“Obligations” means the Fees, Yield, Collection Agent Indemnified Amounts, Indemnified Amounts, reimbursable costs and expenses and all other amounts owing by the Seller Parties to the Agent, the LC Bank, the Purchasers and the other Affected Persons at such time pursuant to any of the Transaction Documents, whether due or accrued.

“Obligor” means a Person obligated to make payments pursuant to a Contract. “Order” has the meaning set forth in Section1.14.

“Organic Document” means, relative to any Person, its certificate of incorporation, its by-laws, its partnership agreement, its memorandum and articles of association, its limited liability company agreement and/or operating agreement, share designations or similar organization documents and all shareholder agreements, voting trusts and similar arrangements applicable to any of its authorized Capital Securities.

“Original Agreement” has the meaning set forth in the preliminary statements.

“Originator” means Ferro Corporation, an Ohio corporation.

“Outstanding Balance” of any Receivable at any time means the then outstanding principal balance thereof.

“Participant” has the meaning set forth in Section 12.2.

Ex. I-9

“PBGC” means the Pension Benefit Guaranty Corporation and any Person succeeding to any or all of its functions under ERISA.

“Pension Plan” means a “pension plan”, as such term is defined in Section 3(2) of ERISA, which is subject to Title IV of ERISA (other than a multiemployer plan as defined in Section 4001(a)(3) of ERISA), and to which Ferro or any corporation, trade or business that is, along with Ferro, a member of a Controlled Group, may have liability, including any liability by reason of having been a substantial employer within the meaning of Section 4063 of ERISA at any time during the preceding five years, or by reason of being deemed to be a contributing sponsor under Section 4069 of ERISA.

“Percentage” means, as to any Purchaser, the ratio (expressed as a percentage) of its Commitment to the aggregate of all Purchasers’ Commitments.

“Permitted Ferro Holiday” means, in any calendar year, any Ferro Holiday that is either (a) a U.S. federal holiday, or (b) another date specified on Schedule C hereto (or any list of Ferro Holidays delivered to the Agent pursuant to Section 7.1(a)(viii)); provided that if the aggregate number of days covered by the preceding clause (b) exceeds five (5) in any calendar year, only the first five (5) such days shall constitute “Permitted Ferro Holidays”.

“Person” means an individual, partnership, corporation (including a business trust), limited liability company, joint stock company, trust, unincorporated association, joint venture or other entity, or a government or any political subdivision or agency thereof.

“PNC” has the meaning set forth in the preamble.

“Potential Amortization Event” means an event which, with the passage of any applicable cure period or the giving of notice, or both, would constitute an Amortization Event. For the avoidance of doubt but without limiting the generality of the foregoing, the occurrence of any event or condition under any agreement or instrument relating to any Material Indebtedness of any Originator which continues after any applicable grace period or notice, if any, specified in such agreement or instrument, which permits the holder thereof to accelerate, the maturity of such Material Indebtedness or require such Material Indebtedness to be prepaid (other than by a regularly scheduled required prepayment), redeemed, purchased or defeased, or require any Obligor to offer to repay, redeem, purchase or defease such Material Indebtedness, in each case prior to the stated maturity thereof shall constitute a Potential Amortization Event hereunder; provided, that any such event or condition as to which any applicable grace period or notice requirement applies which does not remain continuing beyond such applicable grace period or notice requirement shall not constitute a Potential Amortization Event.

“Program Support Agreement” means and includes any Liquidity Agreement and any other agreement entered into by any Program Support Provider providing for: (a) the issuance of one or more letters of credit for the account of any Conduit Purchaser, (b) the issuance of one or more surety bonds for which any Conduit Purchaser is obligated to reimburse the applicable Program Support Provider for any drawings thereunder, (c) the sale by any Conduit Purchaser to any Program Support Provider of any Receivable Interest (or portion thereof) and/or (d) the making of loans and/or other extensions of credit to any Conduit Purchaser in connection with such Conduit Purchaser’s securitization program contemplated hereby, together with any letter of credit, surety bond or other instrument issued thereunder.

Ex. I-10

“Program Support Provider” means and includes, with respect to any Conduit Purchaser, any Liquidity Bank and any other Person (other than any customer of such Conduit Purchaser) now or hereafter extending credit or having a commitment to extend credit to or for the account of, or to make purchases from, such Conduit Purchaser pursuant to any Program Support Agreement.

“Purchase and Contribution Agreement” means that certain Purchase and Contribution Agreement, dated as of June 2, 2009, by and between Ferro, as seller, and Ferro Finance Corporation, as purchaser, purchaser, as the same may be amended, restated or otherwise modified from time to time.

“Purchase Limit” means $50,000,000, as such amount may be reduced from time to time pursuant to Section1.1(c).

“Purchase Notice” has the meaning set forth in Section1.2.

“Purchase Price” means, with respect to any Incremental Purchase of a Receivable Interest, the amount paid to Seller for such Receivable Interest which shall not exceed the least of (i) the amount requested by Seller in the applicable Purchase Notice, (ii) the unused portion of the Purchase on the applicable purchase date and (iii) the excess, if any, of (A) the Net Pool Balance (less the Required Reserve) on the applicable purchase date over (B) the Adjusted Aggregate Exposure determined as of the date of the most recently delivered Monthly Report, Daily Report or Interim Report, taking into account such proposed Incremental Purchase.

“Purchasers” has the meaning set forth in the preamble to this Agreement.

“Receivable” means the indebtedness and other obligations owed (at the time it arises, and before giving effect to any transfer or conveyance contemplated under the Transaction Documents) to an Originator, whether constituting an account, chattel paper, an instrument or a general intangible, arising from the sale of goods or provision of services by such Originator and includes, without limitation, the obligation to pay any Finance Charges with respect thereto. Indebtedness and other rights and obligations arising from any one transaction, including, without limitation, indebtedness and other rights and obligations represented by an individual invoice, shall constitute a Receivable separate from a Receivable consisting of the indebtedness and other rights and obligations arising from any other transaction.

“Receivable Interest” means, at any time, an undivided percentage interest (computed as set forth below) associated with a designated Capital, selected pursuant to the terms and conditions hereof in (i) each Receivable arising prior to the time of the most recent computation or recomputation of such undivided interest, (ii) all Related Security with respect to each such Receivable, and (iii) all Collections with respect to, and other proceeds of, each such Receivable. The aggregate of all Receivable Interests on any day shall equal:

            AAE             

NPB – RR

Ex. I-11

“Yield Rate” means with respect to any Purchaser’s Receivable Interest and the related Capital (or any portion thereof), either the CP Rate or the Alternate Rate, as determined in accordance with Section4.3..

“Yield Reserve” means for any Calculation Period, the product (expressed as a percentage) of (i) the sum of (a) 1.0% plus (b) the product of 1.5 times the Base Rate (determined pursuant to clause (a) of the definition thereof) as of the immediately preceding Cut-Off Date times (ii) a fraction, the numerator of which is the highest Days Sales Outstanding for the most recent 12 Calculation Periods and the denominator of which is 360.

All accounting terms not specifically defined herein shall be construed in accordance with GAAP. All terms used in Article 9 of the UCC in the State of New York, and not specifically defined herein, are used herein as defined in such Article 9.

Ex. I-12

EXHIBIT II

FORM OF PURCHASE

NOTICE [DATE]

PNC Bank, National Association, as Agent

[            ]

Attention: [            ]

Re: PURCHASE NOTICE

Ladies and Gentlemen:

Reference is hereby made to the Amended and Restated Receivables Purchase Agreement dated as of May 31, 2011 among Ferro Finance Corporation (“Seller”), Ferro Corporation, as initial Collection Agent, Market Street Funding LLCPNC Bank, National Association (“PNC”) and the other Purchasers from time to time party thereto and PNC Bank, National Association, as LC Bank and as Agent (the “Receivables Purchase Agreement”). Capitalized terms used herein shall have the meanings assigned to such terms in the Receivables Purchase Agreement.

The Agent, the LC Bank and the Purchasers are hereby notified of the following Incremental Purchase:

Purchase Price:

		$
Market StreetPNC’s Percentage of Purchase Price:	(    %)	$
[Other Purchaser’s Percentage of the Purchase Price:]	(    %)	$

Date of Purchase:

Please credit the Purchase Price in immediately available funds to the Facility Account (Account No. 1131240113 at PNC Bank, National Association, 1900 East Ninth St., Cleveland, Ohio 44114, ABA #041000124).

In connection with the Incremental Purchase to be made on the above listed “Date of Purchase” (the “Purchase Date”), the Seller hereby certifies that the following statements are true on the date hereof, and will be true on the Purchase Date (before and after giving effect to the proposed Incremental Purchase and the issuance of any Letter(s) of Credit requested by the Seller on such Purchase Date):

Ex. II-1

EXHIBIT V

FORM OF COMPLIANCE CERTIFICATE

To: Each of the Purchasers, the LC Bank and PNC Bank, National Association, as Agent

This Compliance Certificate is furnished pursuant to that certain Amended and Restated Receivables Purchase Agreement dated as of May 31, 2011 among Ferro Finance Corporation (“Seller”), Ferro Corporation, as Collection Agent (“Collection Agent”), Market Street Funding LLCPNC Bank, National Association and the other Purchasers from time to time party thereto, and PNC Bank,. National Association, as LC Bank and as Agent (as amended, restated or otherwise modified from time to time, the “Agreement”). Capitalized terms used and not otherwise defined herein are used with the meanings attributed thereto in the Agreement.

THE UNDERSIGNED HEREBY CERTIFIES THAT:

1. I am the duly elected                      of [Seller/Collection Agent].

2. I have reviewed the terms of the Agreement and I have made, or have caused to be made under my supervision, a detailed review of the transactions and condition of [Seller/Collection Agent and its Subsidiaries] during the accounting period covered by the attached financial statements.

3. To the best of my knowledge, no event has occurred which constitutes an Amortization Event or Potential Amortization Event, as each such term is defined under the Agreement, [during or at the end of the accounting period covered by the attached financial statements or]¹ as of the date of this Certificate, except as set forth in paragraph 4 below.

4. Described below are the exceptions, if any, to paragraph 3 by listing, in detail, the nature of the condition or event, the period during which it has existed and the action which [Seller/Collection Agent] has taken, is taking, or proposes to take with respect to each such condition or event:                                                                     

The foregoing certifications, together with the financial statements delivered with this Certificate, are made and delivered this     day of                     , 20    .

[Name]

On behalf of [Seller/Collection Agent], in

[his/her] capacity as [title] thereof.

¹  Not applicable to Compliance Certificate delivered prior to initial purchase

Ex. V-1

EXHIBIT VII

FORM OF ASSIGNMENT AGREEMENT

THIS ASSIGNMENT AGREEMENT (this “Assignment Agreement”) is entered into as of the          day of                     ,         , by and between                     (“Assignor”) and                     (“Assignee”).

PRELIMINARY STATEMENTS

A. This Assignment Agreement is being executed and delivered in accordance with Section 12.1 of that certain Amended and Restated Receivables Purchase Agreement dated as of May 31, 2011 by and among Ferro Finance Corporation (“Seller”), Ferro Corporation, as initial Collection Agent, Market Street Funding LLCPNC Bank, National Association and the other Purchasers from time to time party thereto and PNC Bank, National Association, as LC Bank and as Agent (as amended, modified or restated from time to time, the “Purchase Agreement”). Capitalized terms used and not otherwise defined herein are used with the meanings set forth or incorporated by reference in the Purchase Agreement.

B. Assignor is a Purchaser party to the Purchase Agreement, and Assignee wishes to become a Purchaser thereunder; and

C. Assignor is selling and assigning to Assignee an undivided                     % (the “Transferred Percentage”) interest in all of Assignor’s rights and obligations under the Purchase Agreement and the other Transaction Documents, including, without limitation, Assignor’s Commitment and (if applicable) the Capital of Assignor’s Receivable Interests as set forth herein.

AGREEMENT

The parties hereto hereby agree as follows:

The sale, transfer and assignment effected by this Assignment Agreement shall become effective (the “Effective Date”) two (2) Business Days (or such other date selected by the Agent in its sole discretion) following the date on which a notice substantially in the form of Schedule II to this Assignment Agreement (“Effective Notice”) is delivered by the applicable Purchaser to the Assignee. From and after the Effective Date, Assignee shall be a Purchaser party to the Purchase Agreement for all purposes thereof as if Assignee were an original party thereto and Assignee agrees to be bound by all of the terms and provisions contained therein.

If Assignor has no outstanding Capital under the Purchase Agreement on the Effective Date, Assignor shall be deemed to have hereby transferred and assigned to Assignee, without recourse, representation or warranty (except as provided in paragraph 6 below), and the Assignee shall be deemed to have hereby irrevocably taken, received and assumed from Assignor, the Transferred Percentage of Assignor’s Commitment and all rights and obligations associated therewith under the terms of the Purchase Agreement, including, without limitation,

Ex. VII-1

SCHEDULE II TO ASSIGNMENT AGREEMENT

EFFECTIVE NOTICE

TO:	, Assignor
TO:	, Assignee

The undersigned, as the applicable Purchaser under the Amended and Restated Receivables Purchase Agreement dated as of May 31, 2011 by and among Ferro Finance Corporation (“Seller”), Ferro Corporation, as initial Collection Agent, Market Street Funding LLCPNC Bank, National Association and the other Purchasers from time to time party thereto, and PNC Bank, National Association, as LC Bank and as Agent, hereby acknowledges receipt of executed counterparts of a completed Assignment Agreement dated as of                     ,         between                     , as Assignor, and                     , as Assignee. Terms defined in such Assignment Agreement are used herein as therein defined.

1. Pursuant to such Assignment Agreement, you are advised that the Effective Date will be                     ,         .

[2. Pursuant to such Assignment Agreement, the Assignee is required to pay $                      to Assignor at or before 12:00 noon (local time of Assignor) on the Effective Date in immediately available funds.]

Very truly yours,

                                                                                      ,

as a Purchaser

By:

Title:

Ex.VII-6

SCHEDULE A

COMMITMENTS OF THE PURCHASERS AND THE LC BANK

PURCHASER	COMMITMENT
Market Street Funding LLCPNC Bank, National Association	$50,000,000
LC BANK	COMMITMENT
PNC Bank, National Association	$50,000,000

Sch. A-1

EX-31.1

EXHIBIT 31.1

CERTIFICATION OF PRINCIPAL EXECUTIVE OFFICER

PURSUANT TO RULE 13A-14(a)/15D-14(a)

I, Peter T. Thomas, certify that:

1. I have reviewed this report on Form 10-Q of Ferro Corporation;

2. Based on my knowledge, this report does not contain any untrue statement of a material fact or omit to state a material fact necessary to make the statements made, in light of the circumstances under which such statements were made, not misleading with respect to the period covered by this report;

3. Based on my knowledge, the financial statements, and other financial information included in this report, fairly present in all material respects, the financial condition, results of operations and cash flows of the registrant as of, and for, the periods presented in this report;

4. The registrant's other certifying officer and I are responsible for establishing and maintaining disclosure controls and procedures (as defined in Exchange Act Rules 13a-15(e) and 15d-15(e)) and internal control over financial reporting (as defined in Exchange Act Rules 13a-15(f) and 15d-15(f)) for the registrant and have:

a. Designed such disclosure controls and procedures, or caused such disclosure controls and procedures to be designed under our supervision, to ensure that material information relating to the registrant, including its consolidated subsidiaries, is made known to us by others within those entities, particularly during the period in which this report is being prepared;

b. Designed such internal control over financial reporting, or caused such internal control over financial reporting to be designed under our supervision, 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;

c. Evaluated the effectiveness of the registrant's disclosure controls and procedures and presented in this report our conclusions about the effectiveness of the disclosure controls and procedures, as of the end of the period covered by this report based on such evaluation; and

d. Disclosed in this report any change in the registrant's internal control over financial reporting that occurred during the registrant's most recent fiscal quarter (the registrant's fourth fiscal quarter in the case of an annual report) that has materially affected, or is reasonably likely to materially affect, the registrant's internal control over financial reporting; and

5. The registrant's other certifying officer and I have disclosed, based on our most recent evaluation of internal control over financial reporting, to the registrant's auditors and the audit committee of the registrant's board of directors (or persons performing the equivalent functions):

a. All significant deficiencies and material weaknesses in the design or operation of internal control over financial reporting which are reasonably likely to adversely affect the registrant's ability to record, process, summarize and report financial information; and

b. Any fraud, whether or not material, that involves management or other employees who have a significant role in the registrant's internal control over financial reporting.

/s/ Peter T. Thomas

Peter T. Thomas

President and Chief Executive Officer

(Principal Executive Officer)

Date: October 23, 2013

EX-31.2

EXHIBIT 31.2

CERTIFICATION OF PRINCIPAL FINANCIAL OFFICER

PURSUANT TO RULE 13A-14(a)/15D-14(a)

I, Jeffrey L. Rutherford, certify that:

1. I have reviewed this report on Form 10-Q of Ferro Corporation;

2. Based on my knowledge, this report does not contain any untrue statement of a material fact or omit to state a material fact necessary to make the statements made, in light of the circumstances under which such statements were made, not misleading with respect to the period covered by this report;

3. Based on my knowledge, the financial statements, and other financial information included in this report, fairly present in all material respects, the financial condition, results of operations and cash flows of the registrant as of, and for, the periods presented in this report;

4. The registrant's other certifying officer and I are responsible for establishing and maintaining disclosure controls and procedures (as defined in Exchange Act Rules 13a-15(e) and 15d-15(e)) and internal control over financial reporting (as defined in Exchange Act Rules 13a-15(f) and 15d-15(f)) for the registrant and have:

a. Designed such disclosure controls and procedures, or caused such disclosure controls and procedures to be designed under our supervision, to ensure that material information relating to the registrant, including its consolidated subsidiaries, is made known to us by others within those entities, particularly during the period in which this report is being prepared;

b. Designed such internal control over financial reporting, or caused such internal control over financial reporting to be designed under our supervision, 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;

c. Evaluated the effectiveness of the registrant's disclosure controls and procedures and presented in this report our conclusions about the effectiveness of the disclosure controls and procedures, as of the end of the period covered by this report based on such evaluation; and

d. Disclosed in this report any change in the registrant's internal control over financial reporting that occurred during the registrant's most recent fiscal quarter (the registrant's fourth fiscal quarter in the case of an annual report) that has materially affected, or is reasonably likely to materially affect, the registrant's internal control over financial reporting; and

5. The registrant's other certifying officer and I have disclosed, based on our most recent evaluation of internal control over financial reporting, to the registrant's auditors and the audit committee of the registrant's board of directors (or persons performing the equivalent functions):

a. All significant deficiencies and material weaknesses in the design or operation of internal control over financial reporting which are reasonably likely to adversely affect the registrant's ability to record, process, summarize and report financial information; and

b. Any fraud, whether or not material, that involves management or other employees who have a significant role in the registrant's internal control over financial reporting.

/s/ Jeffrey L. Rutherford

Jeffrey L. Rutherford

Vice President and Chief Financial Officer

(Principal Financial Officer)

Date: October 23, 2013

EX-32.1

EXHIBIT 32.1

CERTIFICATION OF PRINCIPAL EXECUTIVE OFFICER

PURSUANT TO 18 U.S.C. 1350

In connection with the Form 10-Q (the “Report”) of Ferro Corporation (the “Company”) for the period ending September 30, 2013, I, Peter T. Thomas, Interim President and Chief Executive Officer of the Company, certify that:

(1) The Report fully complies with the requirements of section 13(a) or 15(d) of the Securities Exchange Act of 1934; and

(2) The information contained in the Report fairly presents, in all material respects, the financial condition and results of operations of the Company.

/s/ Peter T. Thomas

Peter T. Thomas

President and Chief Executive Officer

Date: October 23, 2013

EX-32.2

EXHIBIT 32.2

CERTIFICATION OF PRINCIPAL FINANCIAL OFFICER

PURSUANT TO 18 U.S.C. 1350

In connection with the Form 10-Q (the “Report”) of Ferro Corporation (the “Company”) for the period ending September 30, 2013, I, Jeffrey L. Rutherford, Vice President and Chief Financial Officer of the Company, certify that:

(1) The Report fully complies with the requirements of section 13(a) or 15(d) of the Securities Exchange Act of 1934; and

(2) The information contained in the Report fairly presents, in all material respects, the financial condition and results of operations of the Company.

/s/ Jeffrey L. Rutherford

Jeffrey L. Rutherford

Vice President and Chief Financial Officer

Date: October 23, 2013

XML

Stock-Based Compensation

9 Months Ended

Sep. 30, 2013

Disclosure Of Compensation Related Costs Sharebased Payments [Abstract]

Stock-Based Compensation

10. Stock-Based Compensation

On May 22, 2013, our shareholders approved the 2013 Omnibus Incentive Plan (the “Plan”), which was adopted by the Board of Directors on February 22, 2013, subject to shareholder approval. The Plan’s purpose is to promote the Company’s long-term financial interests and growth by attracting, retaining and motivating high quality key employees and directors, motivating such employees and directors to achieve the Company’s short- and long-range performance goals and objectives, aligning their interests with those of its shareholders. The Plan reserves 4,400,000 shares of common stock to be issued for grants of several different types of long-term incentives including stock options, stock appreciation rights, restricted shares, performance shares, other common stock based awards, and dividend equivalent rights.

The 2010 Long Term Incentive Plan (the “Previous Plan”) was replaced by the Plan, and no future grants may be made under the Previous Plan. However, any outstanding awards or grants made under the Previous Plan will continue until the end of their specified terms.

In 2013, our Board of Directors granted 0.6 million stock options, 0.5 million performance share units and 0.4 million deferred stock units under The Previous Plan and The Plan. The following table details the weighted-average grant-date fair values and the assumptions used for estimating the fair values of stock option grants made during the nine months ended September 30, 2013:

	Stock Options
Weighted-average grant-date fair value	$	4.01
Expected life, in years		6.0
Risk-free interest rate		1.2% - 1.4	%
Expected volatility		83.9% - 86.4	%

The weighted average grant date fair value of our performance share units was $5.69. These shares are currently expensed at target and are evaluated each reporting period for likelihood of achieving the performance criteria.

We measure the fair value of deferred stock units based on the closing market price of our common stock on the date of the grant. The weighted-average fair value per unit for grants made during the nine months ended September 30, 2013, was $5.70.

We recognized stock-based compensation expense of $4.4 million for the nine months ended September 30, 2013, and $5.7 million for the nine months ended September 30, 2012. At September 30, 2013, unearned compensation cost related to the unvested portion of all stock-based awards was approximately $8.4 million and is expected to be recognized over the remaining vesting period of the respective grants, through the first quarter of 2016.

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Discontinued Operations - Additional Information (Detail) (USD $)	9 Months Ended	3 Months Ended
	Sep. 30, 2013	Mar. 31, 2013 Ferro Pfanstiehl Laboratories, Inc [Member]
Income Statement, Balance Sheet and Additional Disclosures by Disposal Groups, Including Discontinued Operations [Line Items]
Cash payment on sale of pharmaceuticals business	$ 16,912,000	$ 16,900,000
Earn-out incentive payment payable over two years		8,000,000
Period of earn-out incentive payment		2 years
Impairment loss associated with long lived assets of FPL		8,700,000
Write down determined by estimating fair value of assets less cost to sell		$ 14,800,000

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Condensed Consolidated Balance Sheets (USD $) In Thousands, unless otherwise specified	Sep. 30, 2013	Dec. 31, 2012
Current assets
Cash and cash equivalents	$ 35,853	$ 29,576
Accounts receivable, net	331,847	306,463
Inventories	195,617	200,824
Deferred income taxes	8,011	7,995
Other receivables	32,371	31,554
Other current assets	14,571	10,802
Current assets of discontinued operations		6,289
Total current assets	618,270	593,503
Other assets
Property, plant and equipment, net	299,619	309,374
Goodwill	63,234	62,975
Amortizable intangible assets, net	12,268	14,410
Deferred income taxes	20,527	21,554
Other non-current assets	55,444	61,941
Other assets of discontinued operations		15,346
Total assets	1,069,362	1,079,103
Current liabilities
Loans payable and current portion of long-term debt	59,665	85,152
Accounts payable	183,044	182,024
Accrued payrolls	44,081	31,643
Accrued expenses and other current liabilities	67,514	76,384
Current liabilities of discontinued operations		1,300
Total current liabilities	354,304	376,503
Other liabilities
Long-term debt, less current portion	278,119	261,624
Postretirement and pension liabilities	199,922	216,167
Other non-current liabilities	20,316	18,135
Total liabilities	852,661	872,429
Equity
Common stock, par value $1 per share; 300.0 million shares authorized; 93.4 million shares issued; 86.6 and 86.5 million shares outstanding in 2013 and 2012, respectively	93,436	93,436
Paid-in capital	320,216	321,652
Retained deficit	(75,201)	(86,606)
Accumulated other comprehensive income	12,513	16,650
Common shares in treasury, at cost	(147,608)	(151,605)
Total Ferro Corporation shareholders' equity	203,356	193,527
Noncontrolling interests	13,345	13,147
Total equity	216,701	206,674
Total liabilities and equity	$ 1,069,362	$ 1,079,103

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Inventories

9 Months Ended

Sep. 30, 2013

Inventory Disclosure [Abstract]

Inventories

3. Inventories

	September 30, 2013		December 31, 2012
	(Dollars in thousands)
Raw materials	$	59,272	$	64,923
Work in process		35,716		35,028
Finished goods		100,629		100,873
Total inventories	$	195,617	$	200,824

In the production of some of our products, we use precious metals, some of which we obtain from financial institutions under consignment agreements with terms of one year or less. The financial institutions retain ownership of the precious metals and charge us fees based on the amounts we consign. These fees were $0.7 million and $1.4 million for the three months ended September 30, 2013 and 2012, respectively, and were $2.5 million and $5.0 million for the nine months ended September 30, 2013 and 2012, respectively. We had on hand precious metals owned by participants in our precious metals consignment program of $89.5 million at September 30, 2013, and $112.2 million at December 31, 2012, measured at fair value based on market prices for identical assets and net of credits.

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Inventories (Tables)

9 Months Ended

Sep. 30, 2013

Inventory Disclosure [Abstract]

Inventories

	September 30, 2013		December 31, 2012
	(Dollars in thousands)
Raw materials	$	59,272	$	64,923
Work in process		35,716		35,028
Finished goods		100,629		100,873
Total inventories	$	195,617	$	200,824

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Earnings (Loss) Per Share - Calculations of Basic and Diluted Earnings (Loss) Per Share (Detail) (USD $) In Thousands, except Per Share data, unless otherwise specified	3 Months Ended		9 Months Ended
	Sep. 30, 2013	Sep. 30, 2012	Sep. 30, 2013	Sep. 30, 2012
Basic earnings (loss) per share computation:
Net income (loss) attributable to Ferro Corporation common shareholders	$ 12,652	$ (316,114)	$ 11,405	$ (310,392)
Adjustment for loss (income) from discontinued operations		118	8,421	(917)
Total	12,652	(315,996)	19,826	(311,309)
Weighted-average common shares outstanding	86,426	86,296	86,464	86,274
Basic earnings (loss) per share from continuing operations attributable to Ferro Corporation common shareholders	$ 0.15	$ (3.66)	$ 0.23	$ (3.61)
Diluted earnings (loss) per share computation:
Net income (loss) attributable to Ferro Corporation common shareholders	12,652	(316,114)	11,405	(310,392)
Adjustment for loss (income) from discontinued operations		118	8,421	(917)
Total	$ 12,652	$ (315,996)	$ 19,826	$ (311,309)
Weighted-average common shares outstanding	86,426	86,296	86,464	86,274
Assumed exercise of stock options	200		112
Assumed satisfaction of deferred stock unit conditions	77		63
Assumed satisfaction of restricted stock unit conditions	120		84
Assumed satisfaction of performance stock unit conditions	375		247
Assumed satisfaction of restricted share conditions	52		63
Weighted-average diluted shares outstanding	87,250	86,296	87,033	86,274
Diluted earnings (loss) per share from continuing operations attributable to Ferro Corporation common shareholders	$ 0.15	$ (3.66)	$ 0.23	$ (3.61)

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Restructuring and Cost Reduction Programs

9 Months Ended

Sep. 30, 2013

Restructuring And Related Activities [Abstract]

Restructuring and Cost Reduction Programs

11. Restructuring and Cost Reduction Programs

In the first quarter of 2013, we developed and initiated various restructuring programs across the organization with the objectives of realigning the business and lowering our cost structure. Specifically, the programs relate to our European operations, certain corporate functions, improvement of operational efficiencies, and the exit of the solar pastes product line. As a result of the restructuring actions, the Company expects to incur charges of approximately $40 million, the majority of which will be for severance costs and require future cash expenditures. The programs are subject to required consultations with employee representatives at the affected sites and other local legal requirements. Charges associated with these programs were $3.8 million and $26.7 million for the three and the nine months ended September 30, 2013, respectively. The cumulative charges incurred to date associated with these programs are $37.0 million.

The activities and accruals related to our restructuring and cost reduction programs are summarized below:

	Employee Severance			Other Costs			Asset Impairment			Total
	(Dollars in thousands)
Balance at December 31, 2012	$	4,093		$	6,139					$	10,232
Restructuring charges		19,647			7,094			(3	)		26,738
Cash payments		(14,715	)		(7,671	)					(22,386	)
Non-cash items		92			(820	)		3			(725	)
Balance at September 30, 2013	$	9,117		$	4,742		$	—		$	13,859

We expect to make cash payments to settle the remaining liability for employee termination benefits and other costs over the next twelve months, except where legal or contractual restrictions prevent us from doing so.

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Retirement Benefits - Net Periodic Benefit (Credit) Cost (Detail) (USD $) In Thousands, unless otherwise specified	3 Months Ended		9 Months Ended
	Sep. 30, 2013	Sep. 30, 2012	Sep. 30, 2013	Sep. 30, 2012
U.S. Pension Plans [Member]
Defined Benefit Plan Disclosure [Line Items]
Service cost	$ 4	$ 4	$ 12	$ 12
Interest cost	4,485	4,867	13,455	14,602
Expected return on plan assets	(6,181)	(5,158)	(18,543)	(15,473)
Amortization of prior service cost (credit)	3	12	9	36
Curtailment and settlement effects
Net periodic benefit (credit) cost	(1,689)	(275)	(5,067)	(823)
Non-U.S. Pension Plans [Member]
Defined Benefit Plan Disclosure [Line Items]
Service cost	519	493	1,577	1,496
Interest cost	1,224	1,313	3,672	3,990
Expected return on plan assets	(742)	(748)	(2,229)	(2,253)
Amortization of prior service cost (credit)	7		21	1
Curtailment and settlement effects				(2,394)
Net periodic benefit (credit) cost	1,008	1,058	3,041	840
Other Benefit Plans [Member]
Defined Benefit Plan Disclosure [Line Items]
Service cost
Interest cost	285	396	855	1,189
Expected return on plan assets
Amortization of prior service cost (credit)	(29)	(33)	(87)	(98)
Curtailment and settlement effects
Net periodic benefit (credit) cost	$ 256	$ 363	$ 768	$ 1,091

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Earnings (Loss) Per Share - Additional Information (Detail) In Millions, unless otherwise specified	3 Months Ended		9 Months Ended
	Sep. 30, 2013	Sep. 30, 2012	Sep. 30, 2013	Sep. 30, 2012
Earnings Per Share [Abstract]
Anti-dilutive securities excluded from computation of earnings per share	2.0	7.5	2.4	7.5

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Debt - Long-Term Debt (Detail) (USD $) In Thousands, unless otherwise specified	Sep. 30, 2013	Dec. 31, 2012
Debt Instrument [Line Items]
Total long-term debt	$ 280,983	$ 298,177
Current portion of long-term debt	(2,864)	(36,553)
Long-term debt, less current portion	278,119	261,624
7.875% Senior Notes [Member]
Debt Instrument [Line Items]
Total long-term debt	250,000	250,000
6.50% Convertible Senior Notes, Net of Unamortized Discounts [Member]
Debt Instrument [Line Items]
Total long-term debt		34,417
Revolving Credit Facility [Member]
Debt Instrument [Line Items]
Total long-term debt	19,509	2,596
Capital Lease Obligations [Member]
Debt Instrument [Line Items]
Total long-term debt	6,053	6,433
Other Long-term Notes Payable [Member]
Debt Instrument [Line Items]
Total long-term debt	$ 5,421	$ 4,731

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Retirement Benefits (Tables)

9 Months Ended

Sep. 30, 2013

Compensation And Retirement Disclosure [Abstract]

Net Periodic Benefit (Credit) Cost

Net periodic benefit (credit) cost of our U.S. pension plans (including our unfunded nonqualified plans), non-U.S. pension plans, and postretirement health care and life insurance benefit plans for the three months ended September 30, 2013 and 2012, respectively, follow:

	U.S. Pension Plans						Non-U.S. Pension Plans						Other Benefit Plans
	2013			2012			2013			2012			2013			2012
	(Dollars in thousands)
Service cost	$	4		$	4		$	519		$	493		$	—		$	—
Interest cost		4,485			4,867			1,224			1,313			285			396
Expected return on plan assets		(6,181	)		(5,158	)		(742	)		(748	)		—			—
Amortization of prior service cost (credit)		3			12			7			—			(29	)		(33	)
Net periodic benefit (credit) cost	$	(1,689	)	$	(275	)	$	1,008		$	1,058		$	256		$	363

Net periodic benefit (credit) cost for the nine months ended September 30, 2013 and 2012, respectively, follow:

	U.S. Pension Plans						Non-U.S. Pension Plans						Other Benefit Plans
	2013			2012			2013			2012			2013			2012
	(Dollars in thousands)
Service cost	$	12		$	12		$	1,577		$	1,496		$	—		$	—
Interest cost		13,455			14,602			3,672			3,990			855			1,189
Expected return on plan assets		(18,543	)		(15,473	)		(2,229	)		(2,253	)		—			—
Amortization of prior service cost (credit)		9			36			21			1			(87	)		(98	)
Curtailment and settlement effects		—			—			—			(2,394	)		—			—
Net periodic benefit (credit) cost	$	(5,067	)	$	(823	)	$	3,041		$	840		$	768		$	1,091

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Financial Instruments (Tables)

9 Months Ended

Sep. 30, 2013

Investments All Other Investments [Abstract]

Financial Instruments Measured at Fair Value

The following financial instrument assets (liabilities) are presented at their respective carrying amount, fair value and classification within the fair value hierarchy:

	September 30, 2013
	Carrying			Fair Value
	Amount			Total			Level 1		Level 2			Level 3
	(Dollars in thousands)
Cash and cash equivalents	$	35,853		$	35,853		$	35,853	$	—		$	—
Loans payable		(56,801	)		(56,801	)		—		(56,801	)		—
7.875% Senior Notes		(250,000	)		(262,500	)		—		(262,500	)		—
Revolving Credit Facility		(19,509	)		(19,936	)		—		(19,936	)		—
Other long-term notes payable		(5,421	)		(4,511	)		—		(4,511	)		—
Foreign currency forward contracts, net		(2,467	)		(2,467	)		—		(2,467	)		—

	December 31, 2012
	Carrying			Fair Value
	Amount			Total			Level 1		Level 2			Level 3
	(Dollars in thousands)
Cash and cash equivalents	$	29,576		$	29,576		$	29,576	$	—		$	—
Loans payable		(48,599	)		(48,599	)		—		(48,599	)		—
7.875% Senior Notes		(250,000	)		(231,500	)		—		(231,500	)		—
6.50% Convertible Senior Notes, net of unamortized discounts		(34,417	)		(34,803	)		—		(34,803	)		—
Revolving credit facility		(2,596	)		(2,634	)		—		(2,634	)		—
Other long-term notes payable		(4,731	)		(3,937	)		—		(3,937	)		—
Foreign currency forward contracts, net		(4,758	)		(4,758	)		—		(4,758	)		—

Effect on Derivative Instruments on Consolidated Financial Performance

The following table presents the effect on our consolidated statements of operations for the three months ended September 30, 2013 and 2012, respectively, of our foreign currency forward contracts:

	Amount of Loss Recognized in Earnings
	2013			2012			Location of Loss in Earnings
	(Dollars in thousands)
Foreign currency forward contracts	$	(2,652	)	$	(4,148	)	Foreign currency losses, net

The following table presents the effect on our consolidated statements of operations for the nine months ended September 30, 2013 and 2012, respectively, of our foreign currency forward contracts:

	Amount of (Loss) Gain Recognized in Earnings
	2013			2012		Location of (Loss) Gain in Earnings
	(Dollars in thousands)
Foreign currency forward contracts	$	(6,652	)	$	5,385	Foreign currency losses, net

Fair Values of Derivative Instruments on Consolidated Balance Sheets

The following table presents the fair values on our consolidated balance sheets of foreign currency forward contracts:

	September 30, 2013			December 31, 2012			Balance Sheet Location
	(Dollars in thousands)
Asset derivatives:
Foreign currency forward contracts		211			213		Accrued expenses and other current liabilities
Liability derivatives:
Foreign currency forward contracts		(2,678	)		(4,971	)	Accrued expenses and other current liabilities

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Income Taxes - Additional Information (Detail) (USD $) In Thousands, unless otherwise specified	3 Months Ended		9 Months Ended
	Sep. 30, 2013	Sep. 30, 2012	Sep. 30, 2013	Sep. 30, 2012
Income Tax Disclosure [Abstract]
Income tax expense	$ 474	$ 105,447	$ 4,025	$ 113,115
Effective income tax rate			16.80%	(57.30%)

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Inventories - Inventories (Detail) (USD $) In Thousands, unless otherwise specified	Sep. 30, 2013	Dec. 31, 2012
Inventory Disclosure [Abstract]
Raw materials	$ 59,272	$ 64,923
Work in process	35,716	35,028
Finished goods	100,629	100,873
Total inventories	$ 195,617	$ 200,824

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Debt - Additional Information (Detail) (USD $)					9 Months Ended		9 Months Ended			9 Months Ended							9 Months Ended
	Sep. 30, 2013	Dec. 31, 2012	Sep. 30, 2013 Domestic Accounts Receivable Asset Securitization Program [Member]	Dec. 31, 2012 Domestic Accounts Receivable Asset Securitization Program [Member]	Sep. 30, 2013 International Accounts Receivable Sales Programs [Member]	Dec. 31, 2012 International Accounts Receivable Sales Programs [Member]	Sep. 30, 2013 6.50% Convertible Senior Notes, Net of Unamortized Discounts [Member]	Dec. 31, 2012 6.50% Convertible Senior Notes, Net of Unamortized Discounts [Member]	Dec. 31, 2010 2010 Credit Facility [Member]	Sep. 30, 2013 2013 Amended Credit Facility [Member]	Sep. 30, 2013 2013 Amended Credit Facility [Member] First, Second and Third Quarter 2013 [Member]	Sep. 30, 2013 2013 Amended Credit Facility [Member] Fourth Quarter 2013 and First Quarter 2014 [Member]	Sep. 30, 2013 2013 Amended Credit Facility [Member] Second and Third Quarter 2014 [Member]	Sep. 30, 2013 2013 Amended Credit Facility [Member] Fourth Quarter 2014 and Thereafter [Member]	Sep. 30, 2013 7.875% Senior Notes [Member]	Dec. 31, 2012 7.875% Senior Notes [Member]	Sep. 30, 2013 7.875% Senior Notes [Member] Prior to August 15, 2014 [Member]	Sep. 30, 2013 7.875% Senior Notes [Member] Beginning August 15, 2014 [Member]
Debt Instrument [Line Items]
Debt instrument, basis spread on variable Federal Funds Rate plus			0.50%							0.50%
Interest rate			0.60%
Maximum available in form of cash or letters of credit			$ 50,000,000
Loans payable and current portion of long-term debt	59,665,000	85,152,000	48,000,000	40,000,000	5,554,000	6,122,000
Accounts receivable securing advances			77,600,000		8,700,000
Additional availability under program			2,000,000		200,000					225,000,000
Commitments supporting international programs					18,900,000
Interest rate terms, basis					EURIBOR
Weighted-average interest rate					1.90%
Interest rate terms, rates plus					1.75%
Debt stated interest rate							6.50%	6.50%							7.875%	7.875%
Debt instrument, frequency of periodic payment															Interest payable semi-annually in arrears on February 15th and August 15th
Maturity date							Aug. 15, 2013								Aug. 15, 2018
Redemption Terms															We may also redeem some or all of the Senior Notes prior to August 15, 2014, at a price equal to the principal amount plus a defined applicable premium. The applicable premium on any redemption date is the greater of 1% of the principal amount of the note or the excess of (1) the present value at such redemption date of the redemption price of the note at August 15, 2014, plus all required interest payments due on the note through August 15, 2014, computed using a discount rate equal to the Treasury Rate as of the redemption date plus 50 basis points; over (2) the principal amount of the note. In addition, we may redeem some or all of the Senior Notes beginning August 15, 2014, at prices ranging from 100% to 103.938% of the principal amount.
Minimum premium percentage of principal amount																	1.00%
Debt instrument, basis spread on variable Treasury Rate																	0.50%
Percentage of principal amount redemption price, minimum																		100.00%
Percentage of principal amount redemption price, maximum																		103.938%
Principal amount outstanding							35,100,000
Debt facility amount									350,000,000	250,000,000
Term of credit facility										5 years
Restructuring expenses related to credit facility 2013										30,000,000
Restructuring expenses related to credit facility 2014										20,000,000
Restructuring expenses related to credit facility 2015										10,000,000
Leverage ratio minimum											3.50	3.50	3.50	3.50
Leverage ratio maximum											4.25	4.00	3.75
Minimum liquidity for permitted acquisitions										$ 100,000,000
Leverage ratio										1.50
Maturity date										Aug. 24, 2015
Interest rate terms										The interest rate under the 2013 Amended Credit Facility is the sum of (A) either (1) LIBOR or (2) the higher of the Federal Funds Rate plus 0.5%, the Prime Rate, or LIBOR plus 1.0% and (B) a variable margin based on the Company's leverage.
Debt instrument, basis spread on variable LIBOR Rate plus										1.00%
Interest rate										3.40%

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Stock-Based Compensation - Additional Information (Detail) (USD $) In Millions, except Share data, unless otherwise specified	9 Months Ended
	Sep. 30, 2013	Sep. 30, 2012
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
Shares of common stock reserved under plan	4,400,000
Recognized stock-based compensation expense	$ 4.4	$ 5.7
Unearned compensation cost related to the unvested portion of all stock-based awards	$ 8.4
Performance Share Units [Member]
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
Number of share based compensation units granted	500,000
Weighted average grant date fair value	$ 5.69
Deferred Stock Units [Member]
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
Number of share based compensation units granted	400,000
Weighted average grant date fair value	$ 5.70
Stock Options [Member]
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
Number of share based compensation units granted	600,000

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Earnings (Loss) Per Share (Tables)

9 Months Ended

Sep. 30, 2013

Earnings Per Share [Abstract]

Calculations of Basic and Diluted Earnings (Loss) Per Share

Details of the calculation of basic and diluted earnings (loss) per share are shown below:

	Three months ended September 30,					Nine months ended September 30,
	2013		As adjusted 2012			2013		As adjusted 2012
	(In thousands, except per share amounts)
Basic earnings (loss) per share computation:
Net income (loss) attributable to Ferro Corporation common shareholders	$	12,652	$	(316,114	)	$	11,405	$	(310,392	)
Adjustment for loss (income) from discontinued operations		—		118			8,421		(917	)
Total	$	12,652	$	(315,996	)	$	19,826	$	(311,309	)
Weighted-average common shares outstanding		86,426		86,296			86,464		86,274
Basic earnings (loss) per share from continuing operations attributable to Ferro Corporation common shareholders	$	0.15	$	(3.66	)	$	0.23	$	(3.61	)
Diluted earnings (loss) per share computation:
Net income (loss) attributable to Ferro Corporation common shareholders	$	12,652	$	(316,114	)	$	11,405	$	(310,392	)
Adjustment for loss (income) from discontinued operations		—		118			8,421		(917	)
Total	$	12,652	$	(315,996	)	$	19,826	$	(311,309	)
Weighted-average common shares outstanding		86,426		86,296			86,464		86,274
Assumed exercise of stock options		200		—			112		—
Assumed satisfaction of deferred stock unit conditions		77		—			63		—
Assumed satisfaction of restricted stock unit conditions		120		—			84		—
Assumed satisfaction of performance stock unit conditions		375		—			247		—
Assumed satisfaction of restricted share conditions		52		—			63		—
Weighted-average diluted shares outstanding		87,250		86,296			87,033		86,274
Diluted earnings (loss) per share from continuing operations attributable to Ferro Corporation common shareholders	$	0.15	$	(3.66	)	$	0.23	$	(3.61	)

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Financial Instruments - Additional Information (Detail) (USD $)			3 Months Ended	9 Months Ended
	Sep. 30, 2013	Dec. 31, 2012	Sep. 30, 2013 Foreign Currency Forward Contracts [Member] Not Designated as Hedging Instrument [Member]	Sep. 30, 2013 Foreign Currency Forward Contracts [Member] Not Designated as Hedging Instrument [Member]
Financial Instruments And Fair Value Measurements [Line Items]
Net foreign currency loss			$ 1,300,000	$ 4,000,000
Net losses arising from the change in fair value			2,700,000	6,700,000
Notional amount of foreign currency forward contract	$ 231,300,000	$ 250,700,000

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Debt (Tables)

9 Months Ended

Sep. 30, 2013

Debt Disclosure [Abstract]

Loans Payable and Current Portion of Long-Term Debt

Loans payable and current portion of long-term debt consisted of the following:

	September 30, 2013		December 31, 2012
	(Dollars in thousands)
Loans payable to banks	$	3,247	$	2,477
Domestic accounts receivable asset securitization program		48,000		40,000
International accounts receivable sales programs		5,554		6,122
Current portion of long-term debt		2,864		36,553
Loans payable and current portion of long-term debt	$	59,665	$	85,152

Long-Term Debt

Long-term debt consisted of the following:

	September 30, 2013			December 31, 2012
	(Dollars in thousands)
7.875% Senior Notes	$	250,000		$	250,000
6.50% Convertible Senior Notes, net of unamortized discounts		—			34,417
Revolving credit facility		19,509			2,596
Capital lease obligations		6,053			6,433
Other notes		5,421			4,731
Total long-term debt		280,983			298,177
Current portion of long-term debt		(2,864	)		(36,553	)
Long-term debt, less current portion	$	278,119		$	261,624

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Condensed Consolidated Statements of Equity (USD $) In Thousands	Total	Common Shares in Treasury [Member]	Common Stock [Member]	Paid-in Capital [Member]	Retained Earnings (Deficit) [Member]	Accumulated Other Comprehensive Income (Loss) [Member]	Non-controlling Interests [Member]
Beginning Balances at Dec. 31, 2011	$ 582,494	$ (153,617)	$ 93,436	$ 320,882	$ 287,662	$ 23,899	$ 10,232
Beginning Balances, shares at Dec. 31, 2011		6,865
Net (loss) income	(309,562)				(310,392)		830
Other comprehensive (loss) income	(3,251)					(3,266)	15
Stock-based compensation transactions	4,843	588		4,255
Stock-based compensation transactions, shares		32
Distributions to noncontrolling interests	(380)						(380)
Ending Balances at Sep. 30, 2012	274,144	(153,029)	93,436	325,137	(22,730)	20,633	10,697
Ending Balances, shares at Sep. 30, 2012		6,897
Beginning Balances at Dec. 31, 2012	206,674	(151,605)	93,436	321,652	(86,606)	16,650	13,147
Beginning Balances, shares at Dec. 31, 2012		6,962
Net (loss) income	11,582				11,405		177
Other comprehensive (loss) income	(3,991)					(4,137)	146
Stock-based compensation transactions	2,561	3,997		(1,436)
Stock-based compensation transactions, shares		(129)
Distributions to noncontrolling interests	(125)						(125)
Ending Balances at Sep. 30, 2013	$ 216,701	$ (147,608)	$ 93,436	$ 320,216	$ (75,201)	$ 12,513	$ 13,345
Ending Balances, shares at Sep. 30, 2013		6,833

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Basis of Presentation

9 Months Ended

Sep. 30, 2013

Accounting Policies [Abstract]

Basis of Presentation

1. Basis of Presentation

The accompanying unaudited condensed consolidated financial statements of Ferro Corporation (“Ferro,” “we,” “us” or “the Company”) have been prepared in accordance with accounting principles generally accepted in the United States of America (“U.S. GAAP”) for interim financial information, the instructions to Form 10-Q, and Article 10 of Regulation S-X. These statements reflect all normal and recurring adjustments which are, in the opinion of management, necessary to present fairly the financial position, results of operations and cash flows for the periods presented. The preparation of financial statements in conformity with U.S. GAAP requires us to make estimates and assumptions that affect the amounts reported in the financial statements and accompanying notes. These interim condensed consolidated financial statements should be read in conjunction with the consolidated financial statements and related notes included in our Annual Report on Form 10-K for the year ended December 31, 2012. Prior periods have been adjusted for the presentation of discontinued operations.

Operating results for the three and nine months ended September 30, 2013, are not necessarily indicative of the results expected in subsequent quarters or for the full year ending December 31, 2013.

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Property, Plant and Equipment

9 Months Ended

Sep. 30, 2013

Property Plant And Equipment [Abstract]

Property, Plant and Equipment

4. Property, Plant and Equipment

Property, plant and equipment is reported net of accumulated depreciation of $686.5 million at September 30, 2013, and $658.1 million at December 31, 2012. Unpaid capital expenditure liabilities, which are noncash investing activities, were $6.6 million at September 30, 2013, and $7.3 million at September 30, 2012.

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Recent Accounting Pronouncements

9 Months Ended

Sep. 30, 2013

Text Block [Abstract]

Recent Accounting Pronouncements

2. Recent Accounting Pronouncements

Accounting Standards Adopted in the Nine Months Ended September 30, 2013

On January 1, 2013, we adopted Financial Accounting Standards Board (“FASB”) Accounting Standards Update (“ASU”) 2011-11, Disclosures about Offsetting Assets and Liabilities, (“ASU 2011-11”) and ASU 2013-01, Clarifying the Scope of Disclosures about Offsetting Assets and Liabilities, (“ASU 2013-01”). These pronouncements are codified in Accounting Standards Codification (“ASC”) Topic 210, Balance Sheet, and contain new disclosure requirements about a company’s right of setoff and related arrangements associated with its financial and derivative instruments. Adoption of this pronouncement did not have a material effect on our consolidated financial statements.

On January 1, 2013, we adopted FASB ASU 2013-02, Reporting of Amounts Reclassified Out of Accumulated Other Comprehensive Income, (“ASU 2013-02”), which is codified in ASC Topic 220, Comprehensive Income. This pronouncement adds new disclosure requirements for items reclassified out of accumulated other comprehensive income. Adoption of this pronouncement did not have a material effect on our consolidated financial statements.

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Financial Instruments - Financial Instruments Measured at Fair Value (Detail) (USD $) In Thousands, unless otherwise specified	Sep. 30, 2013	Dec. 31, 2012
Carrying Value [Member]
Financial Instruments And Fair Value Measurements [Line Items]
Cash and cash equivalents	$ 35,853	$ 29,576
Loans payable	(56,801)	(48,599)
7.875% Senior Notes	(250,000)	(250,000)
6.50% Convertible Senior Notes, net of unamortized discounts		(34,417)
Revolving credit facility	(19,509)	(2,596)
Other long-term notes payable	(5,421)	(4,731)
Foreign currency forward contracts, net	(2,467)	(4,758)
Total Fair Value [Member]
Financial Instruments And Fair Value Measurements [Line Items]
Cash and cash equivalents	35,853	29,576
Loans payable	(56,801)	(48,599)
7.875% Senior Notes	(262,500)	(231,500)
6.50% Convertible Senior Notes, net of unamortized discounts		(34,803)
Revolving credit facility	(19,936)	(2,634)
Other long-term notes payable	(4,511)	(3,937)
Foreign currency forward contracts, net	(2,467)	(4,758)
Level 1 [Member]
Financial Instruments And Fair Value Measurements [Line Items]
Cash and cash equivalents	35,853	29,576
Loans payable
7.875% Senior Notes
6.50% Convertible Senior Notes, net of unamortized discounts
Revolving credit facility
Other long-term notes payable
Foreign currency forward contracts, net
Level 2 [Member]
Financial Instruments And Fair Value Measurements [Line Items]
Cash and cash equivalents
Loans payable	(56,801)	(48,599)
7.875% Senior Notes	(262,500)	(231,500)
6.50% Convertible Senior Notes, net of unamortized discounts		(34,803)
Revolving credit facility	(19,936)	(2,634)
Other long-term notes payable	(4,511)	(3,937)
Foreign currency forward contracts, net	(2,467)	(4,758)
Level 3 [Member]
Financial Instruments And Fair Value Measurements [Line Items]
Cash and cash equivalents
Loans payable
7.875% Senior Notes
6.50% Convertible Senior Notes, net of unamortized discounts
Revolving credit facility
Other long-term notes payable
Foreign currency forward contracts, net

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Stock-Based Compensation (Tables)

9 Months Ended

Sep. 30, 2013

Disclosure Of Compensation Related Costs Sharebased Payments [Abstract]

Details of Weighted-Average Grant-Date Fair Values and Assumptions Used for Estimating Fair Values

The following table details the weighted-average grant-date fair values and the assumptions used for estimating the fair values of stock option grants made during the nine months ended September 30, 2013:

	Stock Options
Weighted-average grant-date fair value	$	4.01
Expected life, in years		6.0
Risk-free interest rate		1.2% - 1.4	%
Expected volatility		83.9% - 86.4	%

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Accumulated Other Comprehensive Income (Loss) (Tables)

9 Months Ended

Sep. 30, 2013

Equity [Abstract]

Changes in Accumulated Other Comprehensive Income (Loss) by Component, Net of Tax

Changes in accumulated other comprehensive income (loss) by component, net of tax, for the three months ended September 30, 2013, were as follows:

	Postretirement Benefit Liability Adjustments			Translation Adjustments		Other Adjustments			Total
	(Dollars in thousands)
Beginning accumulated other comprehensive income (loss)	$	2,510		$	5,911	$	(77	)	$	8,344
Other comprehensive income before reclassifications		—			4,203		—			4,203
Amounts reclassified from accumulated other comprehensive income (loss)		(34	)		—		—			(34	)
Net current period other comprehensive (loss) income		(34	)		4,203		—			4,169
Ending accumulated other comprehensive income (loss)	$	2,476		$	10,114	$	(77	)	$	12,513

Changes in accumulated other comprehensive income (loss) by component, net of tax, for the nine months ended September 30, 2013, were as follows:

	Postretirement Benefit Liability Adjustments			Translation Adjustments			Other Adjustments			Total
	(Dollars in thousands)
Beginning accumulated other comprehensive income (loss)	$	2,647		$	14,080		$	(77	)	$	16,650
Other comprehensive loss before reclassifications		—			(3,966	)		—			(3,966	)
Amounts reclassified from accumulated other comprehensive income (loss)		(171	)		—			—			(171	)
Net current period other comprehensive loss		(171	)		(3,966	)		—			(4,137	)
Ending accumulated other comprehensive income (loss)	$	2,476		$	10,114		$	(77	)	$	12,513

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Debt - Loans Payable and Current Portion of Long-Term Debt (Detail) (USD $) In Thousands, unless otherwise specified	Sep. 30, 2013	Dec. 31, 2012
Short-term Debt [Line Items]
Loans payable and current portion of long-term debt	$ 59,665	$ 85,152
Loans Payable to Banks [Member]
Short-term Debt [Line Items]
Loans payable and current portion of long-term debt	3,247	2,477
Domestic Accounts Receivable Asset Securitization Program [Member]
Short-term Debt [Line Items]
Loans payable and current portion of long-term debt	48,000	40,000
International Accounts Receivable Sales Programs [Member]
Short-term Debt [Line Items]
Loans payable and current portion of long-term debt	5,554	6,122
Current Portion of Long-term Debt [Member]
Short-term Debt [Line Items]
Loans payable and current portion of long-term debt	$ 2,864	$ 36,553

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Discontinued Operations - Summary of Assets and Liabilities from Discontinued Operations (Detail) (USD $) In Thousands, unless otherwise specified	Dec. 31, 2012
Discontinued Operations And Disposal Groups [Abstract]
Inventories	$ 6,267
Other current assets	22
Current assets of discontinued operations	6,289
Property, plant and equipment, net	15,346
Other assets of discontinued operations	15,346
Accounts payable	880
Accrued payrolls	47
Accrued expenses and other current liabilities	373
Current liabilities of discontinued operations	$ 1,300

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Stock-Based Compensation - Details of Weighted-Average Grant-Date Fair Values and Assumptions Used for Estimating Fair Values (Detail) (Stock Options [Member], USD $)	9 Months Ended
	Sep. 30, 2013
Stock Options [Member]
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
Weighted-average grant-date fair value	$ 4.01
Expected life, in years	6 years
Risk-free interest rate, maximum	1.40%
Expected volatility, maximum	86.40%
Risk-free interest rate, minimum	1.20%
Expected volatility, minimum	83.90%

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Financial Instruments - Fair Values of Derivative Instruments on Consolidated Balance Sheets (Detail) (Not Designated as Hedging Instrument [Member], Accrued Expenses and Other Current Liabilities [Member], Foreign Currency Forward Contracts [Member], USD $) In Thousands, unless otherwise specified	Sep. 30, 2013	Dec. 31, 2012
Not Designated as Hedging Instrument [Member] | Accrued Expenses and Other Current Liabilities [Member] | Foreign Currency Forward Contracts [Member]
Derivatives, Fair Value [Line Items]
Asset derivatives	$ 211	$ 213
Liability derivatives	$ (2,678)	$ (4,971)

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Condensed Consolidated Statements of Comprehensive Income (Loss) (USD $) In Thousands, unless otherwise specified	3 Months Ended		9 Months Ended
	Sep. 30, 2013	Sep. 30, 2012	Sep. 30, 2013	Sep. 30, 2012
Statement Of Income And Comprehensive Income [Abstract]
Net income (loss)	$ 13,044	$ (315,738)	$ 11,582	$ (309,562)
Other comprehensive income (loss), net of tax:
Foreign currency translation	4,226	3,321	(3,820)	(2,940)
Postretirement benefit liabilities	(34)	1,044	(171)	(311)
Total comprehensive income (loss)	17,236	(311,373)	7,591	(312,813)
Less: Comprehensive income attributable to noncontrolling interests	415	442	323	845
Comprehensive income (loss) attributable to Ferro Corporation	$ 16,821	$ (311,815)	$ 7,268	$ (313,658)

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Income Taxes

9 Months Ended

Sep. 30, 2013

Income Tax Disclosure [Abstract]

Income Taxes

7. Income Taxes

Income tax expense for the nine months ended September 30, 2013, was $4.0 million, or 16.8% of pre-tax income. In the first nine months of 2012, we recorded income tax expense of $113.1 million, or (57.3)% of pre-tax income. The change in the effective tax rate was primarily due to the reserve for a significant portion of the Company’s deferred tax assets, that was recorded in the third quarter of 2012 compared to the expected usage of tax assets in 2013.

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Condensed Consolidated Balance Sheets (Parenthetical) (USD $) In Millions, except Per Share data, unless otherwise specified	Sep. 30, 2013	Dec. 31, 2012
Statement Of Financial Position [Abstract]
Common stock, par value	$ 1	$ 1
Common stock, authorized	300.0	300.0
Common stock, issued	93.4	93.4
Common stock, outstanding	86.6	86.5

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Accumulated Other Comprehensive Income (Loss) - Changes in Accumulated Other Comprehensive Income (Loss) by Component, Net of Tax (Detail) (USD $) In Thousands, unless otherwise specified	3 Months Ended		9 Months Ended
	Sep. 30, 2013	Sep. 30, 2012	Sep. 30, 2013	Sep. 30, 2012
Accumulated Other Comprehensive Income Loss Net Of Tax [Line Items]
Beginning accumulated other comprehensive income (loss), Postretirement Benefit Liability Adjustments	$ 2,510		$ 2,647
Other comprehensive income before reclassifications, Postretirement Benefit Liability Adjustments
Amounts reclassified from accumulated other comprehensive income (loss), Postretirement Benefit Liability Adjustments	(34)	1,044	(171)	(311)
Net current period other comprehensive (loss) income, Postretirement Benefit Liability Adjustments	(34)		(171)
Ending accumulated other comprehensive income (loss), Postretirement Benefit Liability Adjustments	2,476		2,476
Beginning accumulated other comprehensive income (loss), Translation Adjustments	5,911		14,080
Other comprehensive income before reclassifications, Translation Adjustments	4,203		(3,966)
Amounts reclassified from accumulated other comprehensive income (loss), Translation Adjustments
Net current period other comprehensive (loss) income, Translation Adjustments	4,203		(3,966)
Ending accumulated other comprehensive income (loss), Translation Adjustments	10,114		10,114
Beginning accumulated other comprehensive income (loss), Other Adjustments	(77)		(77)
Other comprehensive income before reclassifications, Other Adjustments
Amounts reclassified from accumulated other comprehensive income (loss), Other Adjustments
Net current period other comprehensive (loss) income, Other Adjustments
Ending accumulated other comprehensive income (loss), Other Adjustments	(77)		(77)
Beginning accumulated other comprehensive income (loss)	8,344		16,650
Other comprehensive income before reclassifications	4,203		(3,966)
Amounts reclassified from accumulated other comprehensive income (loss)	(34)		(171)
Net current period other comprehensive (loss) income			(3,991)	(3,251)
Ending accumulated other comprehensive income (loss)	12,513		12,513
Accumulated Other Comprehensive Income (Loss) [Member]
Accumulated Other Comprehensive Income Loss Net Of Tax [Line Items]
Net current period other comprehensive (loss) income	$ 4,169		$ (4,137)

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Condensed Consolidated Statements of Operations (USD $) In Thousands, except Per Share data, unless otherwise specified	3 Months Ended		9 Months Ended
	Sep. 30, 2013	Sep. 30, 2012	Sep. 30, 2013	Sep. 30, 2012
Income Statement [Abstract]
Net sales	$ 408,104	$ 408,865	$ 1,261,083	$ 1,344,836
Cost of sales	323,857	348,155	1,009,945	1,112,587
Gross profit	84,247	60,710	251,138	232,249
Selling, general and administrative expenses	59,078	63,863	184,986	202,675
Restructuring and impairment charges	3,834	198,695	26,738	203,734
Other expense (income):
Interest expense	6,766	6,716	21,034	19,566
Interest earned	(48)	(57)	(171)	(192)
Foreign currency losses, net	1,308	869	4,016	792
Miscellaneous (income) expense, net	(209)	797	(9,493)	3,038
Income (loss) before income taxes	13,518	(210,173)	24,028	(197,364)
Income tax expense	474	105,447	4,025	113,115
Income (loss) from continuing operations	13,044	(315,620)	20,003	(310,479)
(Loss) income from discontinued operations, net of income taxes		(118)	(8,421)	917
Net income (loss)	13,044	(315,738)	11,582	(309,562)
Less: Net income attributable to noncontrolling interests	392	376	177	830
Net income (loss) attributable to Ferro Corporation common shareholders	$ 12,652	$ (316,114)	$ 11,405	$ (310,392)
Basic earnings (loss):
From continuing operations	$ 0.15	$ (3.66)	$ 0.23	$ (3.61)
From discontinued operations			$ (0.10)	$ 0.01
Total	$ 0.15	$ (3.66)	$ 0.13	$ (3.60)
Diluted earnings (loss):
From continuing operations	$ 0.15	$ (3.66)	$ 0.23	$ (3.61)
From discontinued operations			$ (0.10)	$ 0.01
Total	$ 0.15	$ (3.66)	$ 0.13	$ (3.60)

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Restructuring and Cost Reduction Programs - Additional Information (Detail) (USD $)	3 Months Ended		9 Months Ended
	Sep. 30, 2013	Sep. 30, 2012	Sep. 30, 2013	Sep. 30, 2012
Restructuring And Related Activities [Abstract]
Severance costs			$ 40,000,000
Restructuring charges on new programs	3,834,000	198,695,000	26,738,000	203,734,000
Cumulative Charges To Date			$ 37,000,000
Period expected for cash payments for employee benefits and other costs			Over the next twelve months

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Restructuring and Cost Reduction Programs (Tables)

9 Months Ended

Sep. 30, 2013

Restructuring And Related Activities [Abstract]

Summary of Accruals Related to Restructuring and Cost Reduction Programs

The activities and accruals related to our restructuring and cost reduction programs are summarized below:

	Employee Severance			Other Costs			Asset Impairment			Total
	(Dollars in thousands)
Balance at December 31, 2012	$	4,093		$	6,139					$	10,232
Restructuring charges		19,647			7,094			(3	)		26,738
Cash payments		(14,715	)		(7,671	)					(22,386	)
Non-cash items		92			(820	)		3			(725	)
Balance at September 30, 2013	$	9,117		$	4,742		$	—		$	13,859

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Recent Accounting Pronouncements (Policies)

9 Months Ended

Sep. 30, 2013

Investments All Other Investments [Abstract]

Accounting Standards Adopted

Accounting Standards Adopted in the Nine Months Ended September 30, 2013

On January 1, 2013, we adopted Financial Accounting Standards Board (“FASB”) Accounting Standards Update (“ASU”) 2011-11, Disclosures about Offsetting Assets and Liabilities, (“ASU 2011-11”) and ASU 2013-01, Clarifying the Scope of Disclosures about Offsetting Assets and Liabilities, (“ASU 2013-01”). These pronouncements are codified in Accounting Standards Codification (“ASC”) Topic 210, Balance Sheet, and contain new disclosure requirements about a company’s right of setoff and related arrangements associated with its financial and derivative instruments. Adoption of this pronouncement did not have a material effect on our consolidated financial statements.

On January 1, 2013, we adopted FASB ASU 2013-02, Reporting of Amounts Reclassified Out of Accumulated Other Comprehensive Income, (“ASU 2013-02”), which is codified in ASC Topic 220, Comprehensive Income. This pronouncement adds new disclosure requirements for items reclassified out of accumulated other comprehensive income. Adoption of this pronouncement did not have a material effect on our consolidated financial statements.

Fair Value of Financial Instruments

The fair values of cash and cash equivalents are based on the fair values of identical assets. The fair values of short-term loans payable are based on the present value of expected future cash flows and approximate their carrying amounts due to the short periods to maturity. The fair values of the Senior Notes and the Convertible Notes are based on third-party estimated bid prices. The fair values of the Revolving Credit Facility and the other long-term notes payable are based on the present value of expected future cash flows, assumptions about current interest rates and the creditworthiness of the Company that market participants would use in pricing the debt.

Segment Reporting

During the first quarter of 2013, the Company reorganized its operating segments to reflect the current structure under which performance is evaluated, strategic decisions are made and resources are allocated. The new structure aligns the continuing product lines of our former Electronic Materials segment with our continuing operating segments. Under the new structure, we will continue to report Specialty Plastics, Polymer Additives and Performance Coatings, which aggregates our Tile Coating Systems and Porcelain Enamel operating segments, consistent with the manner in which they have historically been reported. The Glass Systems and Performance Pigments and Colors operating segments that aggregated into the historically reported Color and Glass Performance Materials segment, now include our continuing product lines that were historically reported within the Electronic Materials segment, and as a result of such inclusion, fail to meet the aggregation criteria for continuing to report as one segment. These operating segments will now be reported as the Pigments, Powders and Oxides, and Performance Colors and Glass segments. As discussed in Note 12, our pharmaceuticals business that comprised the Pharmaceuticals segment was sold in the first quarter, and is reported as a discontinued operation.

Net sales to external customers by segment are presented in the table below. Sales between segments were not material.

	Three months ended September 30,				Nine months ended September 30,
	2013		As adjusted 2012		2013		As adjusted 2012
	(Dollars in thousands)				(Dollars in thousands)
Pigments, Powders and Oxides	$	47,647	$	64,053	$	155,948	$	219,398
Performance Colors and Glass		94,059		86,398		298,633		294,806
Performance Coatings		151,873		137,228		445,969		447,065
Polymer Additives		71,599		79,881		229,266		251,055
Specialty Plastics		42,926		41,305		131,267		132,512
Total net sales	$	408,104	$	408,865	$	1,261,083	$	1,344,836

In the first quarter, in conjunction with the changes to operating segments, we changed the profitability metric utilized by management to evaluate segment performance. The metric that was utilized historically was segment income, and segment gross profit is the metric that is now utilized. We measure segment gross profit for internal reporting purposes by excluding certain other cost of sales, which includes costs associated with facilities that have been idled or closed.

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Financial Instruments - Effect on Derivative Instruments on Consolidated Financial Performance (Detail) (Foreign Currency Forward Contracts [Member], Not Designated as Hedging Instrument [Member], USD $) In Thousands, unless otherwise specified	3 Months Ended		9 Months Ended
	Sep. 30, 2013	Sep. 30, 2012	Sep. 30, 2013	Sep. 30, 2012
Derivative Instruments, Gain (Loss) [Line Items]
Amount of (Loss) Gain Recognized in Earnings	$ 1,300		$ 4,000
Foreign Currency (Loss) Gain [Member]
Derivative Instruments, Gain (Loss) [Line Items]
Amount of (Loss) Gain Recognized in Earnings	$ (2,652)	$ (4,148)	$ (6,652)	$ 5,385

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Discontinued Operations - Summary of (Loss) Income from Discontinued Operations (Detail) (USD $) In Thousands, unless otherwise specified	3 Months Ended		9 Months Ended
	Sep. 30, 2013	Sep. 30, 2012	Sep. 30, 2013	Sep. 30, 2012
Discontinued Operations And Disposal Groups [Abstract]
Net sales		$ 5,975	$ 4,791	$ 17,899
Cost of sales		4,346	2,762	11,641
Gross profit		1,629	2,029	6,258
Selling, general and administrative expenses		1,246	1,181	3,631
Restructuring charges		95
Restructuring and impairment charges			8,682	95
Interest expense		385	589	1,123
Miscellaneous income, net		(5)	(2)	(11)
(Loss) income from discontinued operations before income taxes		(92)	(8,421)	1,420
Income tax expense		26		503
(Loss) income from discontinued operations, net of income taxes		$ (118)	$ (8,421)	$ 917

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Debt - Long-Term Debt (Parenthetical) (Detail)	Sep. 30, 2013	Dec. 31, 2012
6.50% Convertible Senior Notes, Net of Unamortized Discounts [Member]
Debt Instrument [Line Items]
Debt stated interest rate	6.50%	6.50%
7.875% Senior Notes [Member]
Debt Instrument [Line Items]
Debt stated interest rate	7.875%	7.875%

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Inventories - Additional Information (Detail) (USD $) In Millions, unless otherwise specified	3 Months Ended		9 Months Ended
	Sep. 30, 2013	Sep. 30, 2012	Sep. 30, 2013	Sep. 30, 2012	Dec. 31, 2012
Inventory Disclosure [Abstract]
Terms of precious metals consignment agreements, maximum			1 year
Fees under precious metals consignment agreements	$ 0.7	$ 1.4	$ 2.5	$ 5.0
Fair value of precious metals on hand under consignment agreements	$ 89.5		$ 89.5		$ 112.2

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Property, Plant and Equipment - Additional Information (Detail) (USD $) In Millions, unless otherwise specified	9 Months Ended
	Sep. 30, 2013	Sep. 30, 2012	Dec. 31, 2012
Property Plant And Equipment [Abstract]
Property, plant and equipment net of accumulated depreciation	$ 686.5		$ 658.1
Unpaid capital expenditure liabilities	$ 6.6	$ 7.3

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Financial Instruments

9 Months Ended

Sep. 30, 2013

Investments All Other Investments [Abstract]

Financial Instruments

6. Financial Instruments

The following financial instrument assets (liabilities) are presented at their respective carrying amount, fair value and classification within the fair value hierarchy:

	September 30, 2013
	Carrying			Fair Value
	Amount			Total			Level 1		Level 2			Level 3
	(Dollars in thousands)
Cash and cash equivalents	$	35,853		$	35,853		$	35,853	$	—		$	—
Loans payable		(56,801	)		(56,801	)		—		(56,801	)		—
7.875% Senior Notes		(250,000	)		(262,500	)		—		(262,500	)		—
Revolving Credit Facility		(19,509	)		(19,936	)		—		(19,936	)		—
Other long-term notes payable		(5,421	)		(4,511	)		—		(4,511	)		—
Foreign currency forward contracts, net		(2,467	)		(2,467	)		—		(2,467	)		—

	December 31, 2012
	Carrying			Fair Value
	Amount			Total			Level 1		Level 2			Level 3
	(Dollars in thousands)
Cash and cash equivalents	$	29,576		$	29,576		$	29,576	$	—		$	—
Loans payable		(48,599	)		(48,599	)		—		(48,599	)		—
7.875% Senior Notes		(250,000	)		(231,500	)		—		(231,500	)		—
6.50% Convertible Senior Notes, net of unamortized discounts		(34,417	)		(34,803	)		—		(34,803	)		—
Revolving credit facility		(2,596	)		(2,634	)		—		(2,634	)		—
Other long-term notes payable		(4,731	)		(3,937	)		—		(3,937	)		—
Foreign currency forward contracts, net		(4,758	)		(4,758	)		—		(4,758	)		—

The fair values of cash and cash equivalents are based on the fair values of identical assets. The fair values of short-term loans payable are based on the present value of expected future cash flows and approximate their carrying amounts due to the short periods to maturity. The fair values of the Senior Notes and the Convertible Notes are based on third-party estimated bid prices. The fair values of the Revolving Credit Facility and the other long-term notes payable are based on the present value of expected future cash flows, assumptions about current interest rates and the creditworthiness of the Company that market participants would use in pricing the debt.

Foreign currency forward contracts. We manage foreign currency risks principally by entering into forward contracts to mitigate the impact of currency fluctuations on transactions, the majority of which are intercompany. These forward contracts are not designated as hedging instruments. Gains and losses on these foreign currency forward contracts are netted with gains and losses from currency fluctuations on transactions arising from international trade and reported as foreign currency losses, net in the condensed consolidated statements of operations. For the three and nine months ended September 30, 2013, net foreign currency loss was approximately $1.3 million and $4.0 million, respectively, which is primarily comprised of the foreign exchange impact on transactions in countries where it is not economically feasible for us to enter into hedging arrangements and hedging inefficiencies, including timing of transactions, etc. Net losses arising from the change in fair value of our financial instruments of $2.7 million and $6.7 million, for the three and nine months ended September 30, 2013, respectively, offset related net gains on the underlying intercompany transactions of approximately the same amounts. The fair values of these contracts are based on market prices for comparable contracts. We had foreign currency forward contracts with notional amounts of $231.3 million at September 30, 2013, and $250.7 million at December 31, 2012.

The following table presents the effect on our consolidated statements of operations for the three months ended September 30, 2013 and 2012, respectively, of our foreign currency forward contracts:

	Amount of Loss Recognized in Earnings
	2013			2012			Location of Loss in Earnings
	(Dollars in thousands)
Foreign currency forward contracts	$	(2,652	)	$	(4,148	)	Foreign currency losses, net

The following table presents the effect on our consolidated statements of operations for the nine months ended September 30, 2013 and 2012, respectively, of our foreign currency forward contracts:

	Amount of (Loss) Gain Recognized in Earnings
	2013			2012		Location of (Loss) Gain in Earnings
	(Dollars in thousands)
Foreign currency forward contracts	$	(6,652	)	$	5,385	Foreign currency losses, net

The following table presents the fair values on our consolidated balance sheets of foreign currency forward contracts:

	September 30, 2013			December 31, 2012			Balance Sheet Location
	(Dollars in thousands)
Asset derivatives:
Foreign currency forward contracts		211			213		Accrued expenses and other current liabilities
Liability derivatives:
Foreign currency forward contracts		(2,678	)		(4,971	)	Accrued expenses and other current liabilities

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Discontinued Operations (Tables)

9 Months Ended

Sep. 30, 2013

Discontinued Operations And Disposal Groups [Abstract]

Summary of Discontinued Operations

The operations of FPL have been segregated from continuing operations and are included in discontinued operations in our condensed consolidated statements of operations. Interest expense has been allocated to the discontinued operation based on the ratio of net assets of FPL to consolidated net assets excluding debt.

	Three months ended September 30,
	2012
Net sales	$	5,975
Cost of sales		4,346
Gross profit		1,629
Selling, general and administrative expenses		1,246
Restructuring charges		95
Interest expense		385
Miscellaneous income, net		(5	)
Loss from discontinued operations before income taxes		(92	)
Income tax expense		26
Loss from discontinued operations, net of income taxes	$	(118	)

	Nine months ended September 30,
	2013			2012
	(Dollars in thousands)
Net sales	$	4,791		$	17,899
Cost of sales		2,762			11,641
Gross profit		2,029			6,258
Selling, general and administrative expenses		1,181			3,631
Restructuring and impairment charges		8,682			95
Interest expense		589			1,123
Miscellaneous income, net		(2	)		(11	)
(Loss) income from discontinued operations before income taxes		(8,421	)		1,420
Income tax expense		—			503
(Loss) income from discontinued operations, net of income taxes	$	(8,421	)	$	917

The following is a summary of the assets and liabilities of FPL at December 31, 2012, which are presented separately on the condensed consolidated balance sheet:

	(Dollars in thousands)
Inventories	$	6,267
Other current assets		22
Current assets of discontinued operations		6,289
Property, plant and equipment, net		15,346
Other assets of discontinued operations		15,346
Accounts payable		880
Accrued payrolls		47
Accrued expenses and other current liabilities		373
Current liabilities of discontinued operations	$	1,300

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Financial Instruments - Financial Instruments Measured at Fair Value (Parenthetical) (Detail)	Sep. 30, 2013	Dec. 31, 2012
7.875% Senior Notes [Member]
Financial Instruments And Fair Value Measurements [Line Items]
Debt stated interest rate	7.875%	7.875%
6.50% Convertible Senior Notes, Net of Unamortized Discounts [Member]
Financial Instruments And Fair Value Measurements [Line Items]
Debt stated interest rate	6.50%	6.50%
Total Fair Value [Member] | 7.875% Senior Notes [Member]
Financial Instruments And Fair Value Measurements [Line Items]
Debt stated interest rate	7.875%	7.875%
Total Fair Value [Member] | 6.50% Convertible Senior Notes, Net of Unamortized Discounts [Member]
Financial Instruments And Fair Value Measurements [Line Items]
Debt stated interest rate		6.50%

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Retirement Benefits

9 Months Ended

Sep. 30, 2013

Compensation And Retirement Disclosure [Abstract]

Retirement Benefits

9. Retirement Benefits

Net periodic benefit (credit) cost of our U.S. pension plans (including our unfunded nonqualified plans), non-U.S. pension plans, and postretirement health care and life insurance benefit plans for the three months ended September 30, 2013 and 2012, respectively, follow:

	U.S. Pension Plans						Non-U.S. Pension Plans						Other Benefit Plans
	2013			2012			2013			2012			2013			2012
	(Dollars in thousands)
Service cost	$	4		$	4		$	519		$	493		$	—		$	—
Interest cost		4,485			4,867			1,224			1,313			285			396
Expected return on plan assets		(6,181	)		(5,158	)		(742	)		(748	)		—			—
Amortization of prior service cost (credit)		3			12			7			—			(29	)		(33	)
Net periodic benefit (credit) cost	$	(1,689	)	$	(275	)	$	1,008		$	1,058		$	256		$	363

Net periodic benefit (credit) cost for the nine months ended September 30, 2013 and 2012, respectively, follow:

	U.S. Pension Plans						Non-U.S. Pension Plans						Other Benefit Plans
	2013			2012			2013			2012			2013			2012
	(Dollars in thousands)
Service cost	$	12		$	12		$	1,577		$	1,496		$	—		$	—
Interest cost		13,455			14,602			3,672			3,990			855			1,189
Expected return on plan assets		(18,543	)		(15,473	)		(2,229	)		(2,253	)		—			—
Amortization of prior service cost (credit)		9			36			21			1			(87	)		(98	)
Curtailment and settlement effects		—			—			—			(2,394	)		—			—
Net periodic benefit (credit) cost	$	(5,067	)	$	(823	)	$	3,041		$	840		$	768		$	1,091

Net periodic benefit credit for our U.S. pension plans for the nine months ended September 30, 2013 increased from the effects of a lower discount rate and larger plan asset balances resulting in increased expected returns. Net periodic benefit cost for our non-U.S. pension plans increased due to the non-recurring credit recognized in the second quarter of 2012, resulting from curtailment of retirement benefit accumulations in the Netherlands. The affected employees in the Netherlands now receive benefits through a defined contribution plan.

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Debt

9 Months Ended

Sep. 30, 2013

Debt Disclosure [Abstract]

Debt

5. Debt

Loans payable and current portion of long-term debt consisted of the following:

	September 30, 2013		December 31, 2012
	(Dollars in thousands)
Loans payable to banks	$	3,247	$	2,477
Domestic accounts receivable asset securitization program		48,000		40,000
International accounts receivable sales programs		5,554		6,122
Current portion of long-term debt		2,864		36,553
Loans payable and current portion of long-term debt	$	59,665	$	85,152

Long-term debt consisted of the following:

	September 30, 2013			December 31, 2012
	(Dollars in thousands)
7.875% Senior Notes	$	250,000		$	250,000
6.50% Convertible Senior Notes, net of unamortized discounts		—			34,417
Revolving credit facility		19,509			2,596
Capital lease obligations		6,053			6,433
Other notes		5,421			4,731
Total long-term debt		280,983			298,177
Current portion of long-term debt		(2,864	)		(36,553	)
Long-term debt, less current portion	$	278,119		$	261,624

Receivable Sales Programs

We have an asset securitization program for Ferro’s U.S. trade accounts receivable. We sell interests in our domestic receivables to various purchasers, and we may obtain up to $50.0 million in the form of cash or letters of credit. Advances received under this program are accounted for as borrowings secured by the receivables and included in net cash provided by financing activities. In the second quarter of 2013, we extended the maturity of this credit facility through May 2014. At September 30, 2013, advances received of $48.0 million were secured by $77.6 million of accounts receivable, and based on available and qualifying receivables, $2.0 million of additional borrowings were available under the program. During the third quarter of 2013 we amended the agreement. The interest rate under the amended agreement is the sum of (A) either (1) LIBOR rates or (2) the federal funds rate plus 0.5% or the prime rate and (B) a fixed margin. At September 30, 2013, the interest rate was 0.6%.

We also have several international programs to sell with recourse trade accounts receivable to financial institutions. Advances received under these programs are accounted for as borrowings secured by the receivables and included in net cash provided by financing activities. At September 30, 2013, the commitments supporting these programs totaled $18.9 million, the advances received of $5.6 million were secured by $8.7 million of accounts receivable, and based on available and qualifying receivables, $0.2 million of additional borrowings were available under the programs. The interest rates under these programs are based on EURIBOR rates plus 1.75%. At September 30, 2013, the weighted-average interest rate was 1.9%.

7.875% Senior Notes

The 7.875% Senior Notes (the “Senior Notes”) were issued in 2010 at par, bear interest at a rate of 7.875% per year, payable semi-annually in arrears on February 15th and August 15th, and mature on August 15, 2018. We may also redeem some or all of the Senior Notes prior to August 15, 2014, at a price equal to the principal amount plus a defined applicable premium. The applicable premium on any redemption date is the greater of 1% of the principal amount of the note or the excess of (1) the present value at such redemption date of the redemption price of the note at August 15, 2014, plus all required interest payments due on the note through August 15, 2014, computed using a discount rate equal to the Treasury Rate as of the redemption date plus 50 basis points; over (2) the principal amount of the note. In addition, we may redeem some or all of the Senior Notes beginning August 15, 2014, at prices ranging from 100% to 103.938% of the principal amount.

The Senior Notes are unsecured obligations and rank equally in right of payment with any other unsecured, unsubordinated obligations. The Senior Notes contain certain affirmative and negative covenants customary for high-yield debt securities, including, but not limited to, restrictions on our ability to incur additional debt, create liens, pay dividends or make other distributions or repurchase our common stock and sell assets outside the ordinary course of business. At September 30, 2013, we were in compliance with the covenants under the Senior Notes’ indenture.

6.50% Convertible Senior Notes

The 6.50% Convertible Senior Notes (the “Convertible Notes”) were repaid at maturity on August 15, 2013. The principal amount outstanding at maturity was $35.1 million.

Revolving Credit Facility

In 2010, we entered into the Third Amended and Restated Credit Agreement with a group of lenders for a five-year, $350 million multi-currency senior revolving credit facility (the “2010 Credit Facility”). In March 2013, we amended the 2010 Credit Facility (the “2013 Amended Credit Facility”) to provide additional operating flexibility. The primary effects of the 2013 Amended Credit Facility were to:

• Decrease the Revolving Loan Commitment Amount from $350.0 million to $250.0 million;

• Amend the calculation of EBITDA to provide for a restructuring expense add-back attributable to the Company’s restructuring programs of $30.0 million in 2013, $20.0 million in 2014 and $10.0 million in 2015, with no aggregate limit on restructuring expense;

• Increase the maximum permitted leverage ratio such that for (i) the first, second and third quarters of 2013, it shall increase from 3.50 to 4.25; (ii) the fourth quarter of 2013 and first quarter of 2014, it shall increase from 3.50 to 4.00; (iii) the second and third quarters of 2014, it shall increase from 3.50 to 3.75; and (iv) the fourth quarter of 2014 and thereafter, it will be 3.50; and

• Amend the requirements for Permitted Acquisitions such that for the Company to consummate a Permitted Acquisition the Company must have minimum liquidity of $100.0 million and the Company’s Secured Leverage Ratio must be less than 1.50.

The 2013 Amended Credit Facility matures on August 24, 2015, and is secured by substantially all of Ferro’s assets. After reductions for outstanding letters of credit, we had $225.0 million of additional borrowings available at September 30, 2013. The interest rate under the 2013 Amended Credit Facility is the sum of (A) either (1) LIBOR or (2) the higher of the Federal Funds Rate plus 0.5%, the Prime Rate, or LIBOR plus 1.0% and (B) a variable margin based on the Company’s leverage. At September 30, 2013, the interest rate was 3.4%.

Under the 2013 Amended Credit Facility, we are subject to a number of financial covenants, including limitations on the payment of common stock dividends. At September 30, 2013, we were in compliance with the covenants of the 2013 Amended Credit Facility.

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Condensed Consolidated Statements of Cash Flows (USD $) In Thousands, unless otherwise specified	9 Months Ended
	Sep. 30, 2013		Sep. 30, 2012
Cash flows from operating activities
Net cash provided by operating activities	$ 3,003		$ 19,536
Cash flows from investing activities
Capital expenditures for property, plant and equipment	(21,187)		(46,245)
Proceeds from sale of assets	16,034		2,386
Proceeds from sale of stock of Ferro Pfanstiehl Laboratories, Inc.	16,912
Dividends received from affiliates	1,119		96
Net cash provided by (used for) investing activities	12,878		(43,763)
Cash flows from financing activities
Net borrowings under loans payable	9,223	[1]	22,087	[1]
Proceeds from revolving credit facility	368,317		323,151
Principal payments on revolving credit facility	(351,404)		(319,926)
Extinguishment of convertible senior notes	(35,066)
Other financing activities	(734)		760
Net cash (used for) provided by financing activities	(9,664)		26,072
Effect of exchange rate changes on cash and cash equivalents	60		(19)
Increase in cash and cash equivalents	6,277		1,826
Cash and cash equivalents at beginning of period	29,576		22,991
Cash and cash equivalents at end of period	35,853		24,817
Cash paid during the period for:
Interest	25,484		25,343
Income taxes	$ 2,905		$ 3,130

[1] Includes cash flows related to our domestic accounts receivable program, international accounts receivable sales programs as well as loans payable to banks.

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Restructuring and Cost Reduction Programs - Summary of Accruals Related to Restructuring and Cost Reduction Programs (Detail) (USD $) In Thousands, unless otherwise specified	3 Months Ended		9 Months Ended
	Sep. 30, 2013	Sep. 30, 2012	Sep. 30, 2013	Sep. 30, 2012
Restructuring Cost and Reserve [Line Items]
Beginning Balance			$ 10,232
Restructuring charges	3,834	198,695	26,738	203,734
Cash payments			(22,386)
Non-cash items			(725)
Ending Balance	13,859		13,859
Employee Severance [Member]
Restructuring Cost and Reserve [Line Items]
Beginning Balance			4,093
Restructuring charges			19,647
Cash payments			(14,715)
Non-cash items			92
Ending Balance	9,117		9,117
Other Costs [Member]
Restructuring Cost and Reserve [Line Items]
Beginning Balance			6,139
Restructuring charges			7,094
Cash payments			(7,671)
Non-cash items			(820)
Ending Balance	4,742		4,742
Asset Impairment [Member]
Restructuring Cost and Reserve [Line Items]
Beginning Balance
Restructuring charges			(3)
Cash payments
Non-cash items			3
Ending Balance

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Contingent Liabilities - Additional Information (Detail) (USD $) In Millions, unless otherwise specified	Sep. 30, 2013	Dec. 31, 2012
Commitments And Contingencies Disclosure [Abstract]
Undiscounted remediation liability associated with environmentally contaminated non-operating facility	$ 8.2	$ 9.6

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Reporting for Segments (Tables)

9 Months Ended

Sep. 30, 2013

Segment Reporting [Abstract]

Net Sales to External Customers by Segment

Net sales to external customers by segment are presented in the table below. Sales between segments were not material.

	Three months ended September 30,				Nine months ended September 30,
	2013		As adjusted 2012		2013		As adjusted 2012
	(Dollars in thousands)				(Dollars in thousands)
Pigments, Powders and Oxides	$	47,647	$	64,053	$	155,948	$	219,398
Performance Colors and Glass		94,059		86,398		298,633		294,806
Performance Coatings		151,873		137,228		445,969		447,065
Polymer Additives		71,599		79,881		229,266		251,055
Specialty Plastics		42,926		41,305		131,267		132,512
Total net sales	$	408,104	$	408,865	$	1,261,083	$	1,344,836

Each Segment's Gross Profit and Reconciliation to Income (Loss) Before Income Taxes from Continuing Operations

Each segment’s gross profit and a reconciliation to income (loss) before income taxes from continuing operations follows:

	Three months ended September 30,						Nine months ended September 30,
	2013			As adjusted 2012			2013			As adjusted 2012
	(Dollars in thousands)						(Dollars in thousands)
Pigments, Powders and Oxides	$	8,390		$	7,231		$	25,882		$	28,363
Performance Colors and Glass		28,713			21,086			87,203			77,220
Performance Coatings		36,410			23,858			100,237			85,328
Polymer Additives		6,251			8,907			20,616			26,871
Specialty Plastics		6,881			6,984			22,116			23,207
Other cost of sales		(2,398	)		(7,356	)		(4,916	)		(8,740	)
Total gross profit		84,247			60,710			251,138			232,249
Selling, general and administrative expenses		59,078			63,863			184,986			202,675
Restructuring and impairment charges		3,834			198,695			26,738			203,734
Other expense, net		7,817			8,325			15,386			23,204
Income (loss) before income taxes	$	13,518		$	(210,173	)	$	24,028		$	(197,364	)

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Reporting for Segments - Net Sales to External Customers by Segment (Detail) (USD $) In Thousands, unless otherwise specified	3 Months Ended		9 Months Ended
	Sep. 30, 2013	Sep. 30, 2012	Sep. 30, 2013	Sep. 30, 2012
Segment Reporting, Revenue Reconciling Item [Line Items]
Net sales	$ 408,104	$ 408,865	$ 1,261,083	$ 1,344,836
Pigments, Powders and Oxides [Member]
Segment Reporting, Revenue Reconciling Item [Line Items]
Net sales	47,647	64,053	155,948	219,398
Performance Colors and Glass [Member]
Segment Reporting, Revenue Reconciling Item [Line Items]
Net sales	94,059	86,398	298,633	294,806
Performance Coatings [Member]
Segment Reporting, Revenue Reconciling Item [Line Items]
Net sales	151,873	137,228	445,969	447,065
Polymer Additives [Member]
Segment Reporting, Revenue Reconciling Item [Line Items]
Net sales	71,599	79,881	229,266	251,055
Specialty Plastics [Member]
Segment Reporting, Revenue Reconciling Item [Line Items]
Net sales	$ 42,926	$ 41,305	$ 131,267	$ 132,512

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Discontinued Operations

9 Months Ended

Sep. 30, 2013

Discontinued Operations And Disposal Groups [Abstract]

Discontinued Operations

12. Discontinued Operations

During the first quarter of 2013, we completed the sale of the stock of our pharmaceuticals business, Ferro Pfanstiehl Laboratories, Inc. (“FPL”), which was previously reported within the Pharmaceuticals reportable segment. Consideration was comprised of a $16.9 million cash payment, and the transaction also included an earn-out incentive of up to $8.0 million based on achieving certain earnings targets over a two-year period. In March 2013, prior to the sale, an impairment loss of $8.7 million associated with the long lived assets of FPL was recorded under ASC Topic 360 Property, Plant and Equipment. The write down was determined by estimating the fair value of the assets less cost to sell of $14.8 million using the market approach considering a bona fide purchase offer, a level three measurement within the fair value hierarchy.

The operations of FPL have been segregated from continuing operations and are included in discontinued operations in our condensed consolidated statements of operations. Interest expense has been allocated to the discontinued operation based on the ratio of net assets of FPL to consolidated net assets excluding debt.

	Three months ended September 30,
	2012
Net sales	$	5,975
Cost of sales		4,346
Gross profit		1,629
Selling, general and administrative expenses		1,246
Restructuring charges		95
Interest expense		385
Miscellaneous income, net		(5	)
Loss from discontinued operations before income taxes		(92	)
Income tax expense		26
Loss from discontinued operations, net of income taxes	$	(118	)

	Nine months ended September 30,
	2013			2012
	(Dollars in thousands)
Net sales	$	4,791		$	17,899
Cost of sales		2,762			11,641
Gross profit		2,029			6,258
Selling, general and administrative expenses		1,181			3,631
Restructuring and impairment charges		8,682			95
Interest expense		589			1,123
Miscellaneous income, net		(2	)		(11	)
(Loss) income from discontinued operations before income taxes		(8,421	)		1,420
Income tax expense		—			503
(Loss) income from discontinued operations, net of income taxes	$	(8,421	)	$	917

The following is a summary of the assets and liabilities of FPL at December 31, 2012, which are presented separately on the condensed consolidated balance sheet:

	(Dollars in thousands)
Inventories	$	6,267
Other current assets		22
Current assets of discontinued operations		6,289
Property, plant and equipment, net		15,346
Other assets of discontinued operations		15,346
Accounts payable		880
Accrued payrolls		47
Accrued expenses and other current liabilities		373
Current liabilities of discontinued operations	$	1,300

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Contingent Liabilities

9 Months Ended

Sep. 30, 2013

Commitments And Contingencies Disclosure [Abstract]

Contingent Liabilities

8. Contingent Liabilities

We have recorded environmental liabilities of $8.2 million at September 30, 2013, and $9.6 million at December 31, 2012, for costs associated with the remediation of certain of our properties that have been contaminated, primarily a non-operating facility in Brazil. The costs include legal and consulting fees, site studies, the design and implementation of remediation plans, post-remediation monitoring and related activities. The ultimate liability could be affected by numerous uncertainties, including the extent of contamination found, the required period of monitoring and the ultimate cost of required remediation.

There are various lawsuits and claims pending against the Company and its subsidiaries. We do not currently expect the ultimate liabilities, if any, and expenses related to such lawsuits and claims to materially affect the consolidated financial position, results of operations, or cash flows of the Company.

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Reporting for Segments

9 Months Ended

Sep. 30, 2013

Segment Reporting [Abstract]

Reporting for Segments

15. Reporting for Segments

During the first quarter of 2013, the Company reorganized its operating segments to reflect the current structure under which performance is evaluated, strategic decisions are made and resources are allocated. The new structure aligns the continuing product lines of our former Electronic Materials segment with our continuing operating segments. Under the new structure, we will continue to report Specialty Plastics, Polymer Additives and Performance Coatings, which aggregates our Tile Coating Systems and Porcelain Enamel operating segments, consistent with the manner in which they have historically been reported. The Glass Systems and Performance Pigments and Colors operating segments that aggregated into the historically reported Color and Glass Performance Materials segment, now include our continuing product lines that were historically reported within the Electronic Materials segment, and as a result of such inclusion, fail to meet the aggregation criteria for continuing to report as one segment. These operating segments will now be reported as the Pigments, Powders and Oxides, and Performance Colors and Glass segments. As discussed in Note 12, our pharmaceuticals business that comprised the Pharmaceuticals segment was sold in the first quarter, and is reported as a discontinued operation.

Net sales to external customers by segment are presented in the table below. Sales between segments were not material.

	Three months ended September 30,				Nine months ended September 30,
	2013		As adjusted 2012		2013		As adjusted 2012
	(Dollars in thousands)				(Dollars in thousands)
Pigments, Powders and Oxides	$	47,647	$	64,053	$	155,948	$	219,398
Performance Colors and Glass		94,059		86,398		298,633		294,806
Performance Coatings		151,873		137,228		445,969		447,065
Polymer Additives		71,599		79,881		229,266		251,055
Specialty Plastics		42,926		41,305		131,267		132,512
Total net sales	$	408,104	$	408,865	$	1,261,083	$	1,344,836

In the first quarter, in conjunction with the changes to operating segments, we changed the profitability metric utilized by management to evaluate segment performance. The metric that was utilized historically was segment income, and segment gross profit is the metric that is now utilized. We measure segment gross profit for internal reporting purposes by excluding certain other cost of sales, which includes costs associated with facilities that have been idled or closed. Each segment’s gross profit and a reconciliation to income (loss) before income taxes from continuing operations follows:

	Three months ended September 30,						Nine months ended September 30,
	2013			As adjusted 2012			2013			As adjusted 2012
	(Dollars in thousands)						(Dollars in thousands)
Pigments, Powders and Oxides	$	8,390		$	7,231		$	25,882		$	28,363
Performance Colors and Glass		28,713			21,086			87,203			77,220
Performance Coatings		36,410			23,858			100,237			85,328
Polymer Additives		6,251			8,907			20,616			26,871
Specialty Plastics		6,881			6,984			22,116			23,207
Other cost of sales		(2,398	)		(7,356	)		(4,916	)		(8,740	)
Total gross profit		84,247			60,710			251,138			232,249
Selling, general and administrative expenses		59,078			63,863			184,986			202,675
Restructuring and impairment charges		3,834			198,695			26,738			203,734
Other expense, net		7,817			8,325			15,386			23,204
Income (loss) before income taxes	$	13,518		$	(210,173	)	$	24,028		$	(197,364	)

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Earnings (Loss) Per Share

9 Months Ended

Sep. 30, 2013

Earnings Per Share [Abstract]

Earnings (Loss) Per Share

13. Earnings (Loss) Per Share

Details of the calculation of basic and diluted earnings (loss) per share are shown below:

	Three months ended September 30,					Nine months ended September 30,
	2013		As adjusted 2012			2013		As adjusted 2012
	(In thousands, except per share amounts)
Basic earnings (loss) per share computation:
Net income (loss) attributable to Ferro Corporation common shareholders	$	12,652	$	(316,114	)	$	11,405	$	(310,392	)
Adjustment for loss (income) from discontinued operations		—		118			8,421		(917	)
Total	$	12,652	$	(315,996	)	$	19,826	$	(311,309	)
Weighted-average common shares outstanding		86,426		86,296			86,464		86,274
Basic earnings (loss) per share from continuing operations attributable to Ferro Corporation common shareholders	$	0.15	$	(3.66	)	$	0.23	$	(3.61	)
Diluted earnings (loss) per share computation:
Net income (loss) attributable to Ferro Corporation common shareholders	$	12,652	$	(316,114	)	$	11,405	$	(310,392	)
Adjustment for loss (income) from discontinued operations		—		118			8,421		(917	)
Total	$	12,652	$	(315,996	)	$	19,826	$	(311,309	)
Weighted-average common shares outstanding		86,426		86,296			86,464		86,274
Assumed exercise of stock options		200		—			112		—
Assumed satisfaction of deferred stock unit conditions		77		—			63		—
Assumed satisfaction of restricted stock unit conditions		120		—			84		—
Assumed satisfaction of performance stock unit conditions		375		—			247		—
Assumed satisfaction of restricted share conditions		52		—			63		—
Weighted-average diluted shares outstanding		87,250		86,296			87,033		86,274
Diluted earnings (loss) per share from continuing operations attributable to Ferro Corporation common shareholders	$	0.15	$	(3.66	)	$	0.23	$	(3.61	)

The number of anti-dilutive or unearned shares, including shares related to contingently convertible debt, was 2.0 million and 2.4 million for the three and nine months ended September 30, 2013, respectively, and 7.5 million for the three and nine months ended September 30, 2012.

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Document and Entity Information	9 Months Ended
	Sep. 30, 2013
Document And Entity Information [Abstract]
Document Type	10-Q
Amendment Flag	false
Document Period End Date	Sep. 30, 2013
Document Fiscal Year Focus	2013
Document Fiscal Period Focus	Q3
Entity Registrant Name	FERRO CORP
Entity Central Index Key	0000035214
Current Fiscal Year End Date	--12-31
Entity Filer Category	Accelerated Filer
Entity Common Stock, Shares Outstanding	86,601,495

XML

Accumulated Other Comprehensive Income (Loss)

9 Months Ended

Sep. 30, 2013

Equity [Abstract]

Accumulated Other Comprehensive Income (Loss)

14. Accumulated Other Comprehensive Income (Loss)

Changes in accumulated other comprehensive income (loss) by component, net of tax, for the three months ended September 30, 2013, were as follows:

	Postretirement Benefit Liability Adjustments			Translation Adjustments		Other Adjustments			Total
	(Dollars in thousands)
Beginning accumulated other comprehensive income (loss)	$	2,510		$	5,911	$	(77	)	$	8,344
Other comprehensive income before reclassifications		—			4,203		—			4,203
Amounts reclassified from accumulated other comprehensive income (loss)		(34	)		—		—			(34	)
Net current period other comprehensive (loss) income		(34	)		4,203		—			4,169
Ending accumulated other comprehensive income (loss)	$	2,476		$	10,114	$	(77	)	$	12,513

Changes in accumulated other comprehensive income (loss) by component, net of tax, for the nine months ended September 30, 2013, were as follows:

	Postretirement Benefit Liability Adjustments			Translation Adjustments			Other Adjustments			Total
	(Dollars in thousands)
Beginning accumulated other comprehensive income (loss)	$	2,647		$	14,080		$	(77	)	$	16,650
Other comprehensive loss before reclassifications		—			(3,966	)		—			(3,966	)
Amounts reclassified from accumulated other comprehensive income (loss)		(171	)		—			—			(171	)
Net current period other comprehensive loss		(171	)		(3,966	)		—			(4,137	)
Ending accumulated other comprehensive income (loss)	$	2,476		$	10,114		$	(77	)	$	12,513

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Reporting for Segments - Each Segment's Gross Profit and Reconciliation to Income (Loss) Before Income Taxes from Continuing Operations (Detail) (USD $) In Thousands, unless otherwise specified	3 Months Ended		9 Months Ended
	Sep. 30, 2013	Sep. 30, 2012	Sep. 30, 2013	Sep. 30, 2012
Segment Reporting, Reconciling Item for Operating Profit (Loss) from Segment to Consolidated [Line Items]
Other cost of sales	$ (2,398)	$ (7,356)	$ (4,916)	$ (8,740)
Total gross profit	84,247	60,710	251,138	232,249
Selling, general and administrative expenses	59,078	63,863	184,986	202,675
Restructuring and impairment charges	3,834	198,695	26,738	203,734
Other expense, net	7,817	8,325	15,386	23,204
Income (loss) before income taxes	13,518	(210,173)	24,028	(197,364)
Pigments, Powders and Oxides [Member]
Segment Reporting, Reconciling Item for Operating Profit (Loss) from Segment to Consolidated [Line Items]
Total segment gross profit	8,390	7,231	25,882	28,363
Performance Colors and Glass [Member]
Segment Reporting, Reconciling Item for Operating Profit (Loss) from Segment to Consolidated [Line Items]
Total segment gross profit	28,713	21,086	87,203	77,220
Performance Coatings [Member]
Segment Reporting, Reconciling Item for Operating Profit (Loss) from Segment to Consolidated [Line Items]
Total segment gross profit	36,410	23,858	100,237	85,328
Polymer Additives [Member]
Segment Reporting, Reconciling Item for Operating Profit (Loss) from Segment to Consolidated [Line Items]
Total segment gross profit	6,251	8,907	20,616	26,871
Specialty Plastics [Member]
Segment Reporting, Reconciling Item for Operating Profit (Loss) from Segment to Consolidated [Line Items]
Total segment gross profit	$ 6,881	$ 6,984	$ 22,116	$ 23,207