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Income Taxes and Uncertain Tax Positions
6 Months Ended
Jun. 30, 2020
Income Tax Disclosure [Abstract]  
Income Tax Disclosure [Text Block]
Note 11 – Income Taxes
 
and Uncertain Income Tax
 
Positions
The Company’s effective
 
tax rate for the three and six months ended June 30, 2020 was an expense
 
of
57.9
% and a benefit of
20.7
%, respectively, compared to
 
an expense of
24.2
% and
25.4
%, respectively, for the
 
three and six months ended June 30, 2019.
 
The Company’s effective
 
tax rate for the three and six months ended June 30, 2020 was impacted
 
by the tax effect of certain one-time
pre-tax costs as well as certain tax charges
 
and benefits in the current period including those related to changes
 
in foreign tax credit
valuation allowances, discussed below,
 
tax law changes in foreign jurisdictions, changes in uncertain
 
tax positions, and the tax impact
of the Company’s termination
 
of its legacy Quaker U.S. Pension Plan.
 
Comparatively, the
 
three and six months ended June 30, 2019
effective tax rates were impacted by certain
 
non-deductible costs associated with the Combination, partially
 
offset by a favorable shift
in earnings to entities with lower effective
 
tax rates.
On March 27, 2020, in response to COVID-19 and its detrimental
 
impact to the global economy,
 
the CARES Act was enacted
into law, providing
 
a stimulus to the U.S. economy in the form of various individual
 
and business assistance programs as well as
temporary changes to existing tax law.
 
The changes include a postponement of certain tax payments,
 
deferral of the employer’s
portion of the social security tax and certain other payroll
 
-related incentives, and an increase in the interest expense
 
limitation under
Section 163(j) of the Internal Revenue Code from
30
% to
50
% for the 2019 and 2020 tax years.
 
ASC 740 requires the tax effects of
changes in tax laws or rates to be recorded in the period
 
of enactment.
 
Under the CARES Act, the Company has the option to use
 
its
2019 adjusted taxable income in determining its interest expense
 
limitation under Section 163(j).
 
While the Company is still
considering whether to make this election for 2020, the
 
current year tax provision takes into account this potential election and
associated tax benefit, which offsets an inc
 
rease to the Company’s foreign
 
tax credit valuation allowance recognized during the
current quarter primarily driven by changes in current
 
year projected taxable income due to the negative impacts from
 
COVID-19.
 
In
addition, the Company reviewed its existing deferred tax
 
assets in light of COVID-19 and determined that, at this time,
 
no change in
valuation allowance is required except with regard to
 
its foreign tax credits as noted above.
 
While the ultimate impact of COVID-19
on the Company’s results
 
of operations is still uncertain, the Company will continue to
 
assess future changes in projected taxable
income to determine if they result in additional changes
 
to any of the Company’s valuation
 
allowances.
 
As previously disclosed in its 2019 Form 10-K, the Company
 
had a deferred tax liability of $
8.2
 
million at December 31, 2019,
which primarily represents the Company’s
 
estimate of non-U.S. taxes it will incur to repatriate certain foreign
 
earnings to the U.S.
 
During the first six months of 2020, the Company made
 
certain adjustments to the deferred tax liability to take into
 
account a tax law
change enacted in the first quarter in a certain foreign
 
jurisdiction, the inclusion of other earnings to be repatriated,
 
and the actual
repatriation of earnings, resulting in a deferred tax liability
 
of $
6.3
 
million as of June 30, 2020.
 
As previously disclosed in its 2019 Form 10-K, in conjunction
 
with the Combination, the Company acquired foreign tax credit
deferred tax assets of $
41.8
 
million expiring between
2019 and 2028
.
 
Foreign tax credits may be carried forward for 10 years.
 
The
Company analyzes the expected impact of the utilization
 
of foreign tax credits based on projected U.S. taxable income,
 
overall
domestic loss recapture, annual limitations due to the
 
ownership change limitations provided by the Internal
 
Revenue Code, and
enacted tax law amongst other factors.
 
As of December 31, 2019, the Company had net realizable foreign
 
tax credits of $
32.7
 
million
on its balance sheet expected to be utilized between
2020 and 2026
.
 
As of June 30, 2020, the Company had net realizable foreign tax
credits of $
21.9
 
million on its balance sheet expected to be utilized between
2020 and 2026
.
 
The change in net realizable foreign tax
credits during the first six months of 2020 was primarily
 
driven by the Company's update to its initial opening balance
 
sheet estimate
with respect to acquired Houghton foreign tax credit deferred
 
tax assets, described in Note 2 of Notes to Condensed Consolidated
Financial Statements, as well as approximately $
3.7
 
million of tax expense for the six months ended June 30,
 
2020 based on revised
taxable income projections and changes to the interest expense
 
limitation under the CARES Act amongst other factors.
The Company continues to recognize interest and penalties
 
associated with uncertain tax positions as a component of
 
taxes on
(loss) income before equity in net income of associated
 
companies in its Condensed Consolidated Statements of Operations.
 
The
Company recognized an expense for interest of $
0.6
 
million and $
0.6
 
million and an expense for penalties of $
0.6
 
million and $
0.5
million in its Condensed Consolidated Statement of Operations
 
for the three and six months ended June 30, 2020, respectively
 
.
 
Comparatively,
 
the Company recognized an expense for interest of $
0.1
 
million and $
0.2
 
million and an expense for penalties of less
than $
0.1
 
million for both the three and six months ended June 30, 2019,
 
respectively.
 
As of June 30, 2020, the Company had accrued
$
2.8
 
million for cumulative interest and $
4.0
 
million for cumulative penalties in its Condensed Consolidated Balance
 
Sheets,
compared to $
2.3
 
million for cumulative interest and $
3.1
 
million for cumulative penalties accrued at December 31, 2019.
As of June 30, 2020, the Company’s
 
cumulative liability for gross unrecognized tax benefits was $
21.1
 
million, an increase of
$
2.0
 
million from the $
19.1
 
million cumulative liability accrued as of December 31,
 
2019.
 
During the six months ended June 30, 2020 and 2019, the
 
Company recognized a decrease of $
1.5
 
million and less than $
0.1
million, respectively,
 
in its cumulative liability for gross unrecognized tax benefits due
 
to the expiration of the applicable statutes of
limitations for certain tax years.
The Company estimates that during the year ending December
 
31, 2020 it will reduce its cumulative liability for gross
unrecognized tax benefits by approximately $
2.3
 
million due to the expiration of the statute of limitations with regard
 
to certain tax
positions.
 
This estimated reduction in the cumulative liability for unrecognized
 
tax benefits does not consider any increase in liability
for unrecognized tax benefits with regard to existing tax
 
positions or any increase in cumulative liability for unrecognized
 
tax benefits
with regard to new tax positions for the year ending December
 
31, 2020.
The Company and its subsidiaries are subject to U.S. Federal income
 
tax, as well as the income tax of various state and foreign
tax jurisdictions.
 
Tax years that remain
 
subject to examination by major tax jurisdictions include Brazil from
2000
, Italy from
2006
,
China from
2010
, Canada from
2011
, the Netherlands and the United Kingdom from
2014
, Spain from
2015
, Mexico, Germany,
 
and
the U.S. from
2016
, India from fiscal year beginning April 1, 2017 and ending
 
March 31,
2018
, and various U.S. state tax jurisdictions
from
2010
.
 
As previously reported, the Italian tax authorities have
 
assessed additional tax due from the Company’s
 
subsidiary, Quaker Italia
S.r.l., relating to the tax
 
years
2007 through 2015
.
 
The Company has filed for competent authority relief related to
 
these assessments
under the Mutual Agreement Procedures (“MAP”) of the
 
Organization for Economic Co-Operation and Development
 
(“OECD”) for
all years except 2007.
 
During the second quarter of 2020, the Company received notification
 
that the Italian and Dutch competent
authorities reached an agreement as part of the MAP involving
 
tax years 2008 through 2015.
 
The Company has tentatively agreed to
the reduced tax assessments and has recorded $
1.4
 
million of additional reserves for uncertain tax positions for the
 
open tax years that
is consistent with the tentative agreement reached involving
 
tax years 2008 through 2015.
 
As of June 30, 2020, the Company believes
it has adequate reserves for uncertain tax positions with
 
respect to this matter.
Houghton Italia, S.r.l
 
is also currently involved in a corporate income tax audit with the
 
Italian tax authorities covering tax years
2014 through 2018.
 
As part of the purchase accounting related to the Combination,
 
the Company has established a $
5.4
 
million
reserve for uncertain tax positions relating to this audit.
 
These amounts relate to the 2014 to 2018 audit periods
 
as well as the seven-
month period in 2019 prior to the Combination.
 
Since these amounts relate to tax periods prior to the Combination,
 
the Company has
submitted an indemnification claim against funds
 
held in escrow by Houghton’s former
 
owners for certain tax liabilities arising pre-
Combination.
 
As a result, a corresponding $
5.4
 
million indemnification receivable has also been established through
 
purchase
accounting that would offset the $
5.4
 
million in tax liabilities booked through purchase accounting.
 
As of June 30, 2020, the
Company believes it has adequate reserves for uncertain
 
tax positions.