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Significant Accounting Policies
12 Months Ended
Dec. 31, 2020
Significant Accounting Policies [Abstract]  
Significant Accounting Policies [Text Block]
Note 1 – Significant Accounting Policies
As used in these Notes to Consolidated Financial Statements,
 
the terms “Quaker”, “Quaker Houghton”, the “Company”, “we”,
and “our” refer to Quaker Chemical Corporation (doing
 
business as Quaker Houghton), its subsidiaries, and associated companies,
unless the context otherwise requires.
 
As used in these Notes to Consolidated Financial Statements, the
 
term Legacy Quaker refers to
the Company prior to the closing of its combination with
 
Houghton International, Inc. (“Houghton”) (herein referred
 
to as the
“Combination”).
 
Principles of consolidation:
All majority-owned subsidiaries are included in the
 
Company’s consolidated financial
 
statements,
with appropriate elimination of intercompany balances and
 
transactions.
 
Investments in associated companies (less than majority-
owned and in which the Company has significant
 
influence) are accounted for under the equity method.
 
The Company’s share of net
income or losses in these investments in associated companies
 
is included in the Consolidated Statements
 
of Income.
 
The Company
periodically reviews these investments for impairments
 
and, if necessary, would adjust
 
these investments to their fair value when a
decline in market value or other impairment indicators are
 
deemed to be other than temporary.
 
See Note 17 of Notes to Consolidated
Financial Statements.
 
The Company is not the primary beneficiary of any
 
variable interest entities (“VIEs”) and therefore the
Company’s consolidated
 
financial statements do not include the accounts of any VIEs.
Translation of
 
foreign currency:
Assets and liabilities of non-U.S. subsidiaries and associated comp
 
anies are translated into
U.S. dollars at the respective rates of exchange prevailing
 
at the end of the year.
 
Income and expense accounts are translated at
average exchange rates prevailing during the year.
 
Translation adjustments resulting
 
from this process are recorded directly in equity
as accumulated other comprehensive (loss) income
 
(“AOCI”) and will be included as income or expense only upon
 
sale or liquidation
of the underlying entity or asset.
 
Generally, all of the
 
Company’s non-U.S. subsidiaries
 
use their local currency as their functional
currency.
Cash and cash equivalents:
The Company invests temporary and excess funds in money market securities and financial
instruments having maturities within 90 days. The Company considers all highly liquid investments with original maturities of three
months or less to be cash equivalents.
 
The Company has not experienced losses from the aforementioned
 
investments.
 
Inventories:
Inventories are valued at the lower of cost or net realizable
 
value, and are valued using the first-in, first-out method.
 
See Note 14 of Notes to Consolidated Financial Statements.
 
Long-lived assets:
Property, plant and
 
equipment (“PP&E”) are stated at gross cost, less accumulated depreciation.
 
Depreciation
is computed using the straight-line method on an individual
 
asset basis over the following estimated useful lives: building
 
s
 
and
improvements,
10
 
to
45
 
years; and machinery and equipment,
1
 
to
15
 
years.
 
The carrying values of long-lived assets are evaluated
whenever changes in circumstances or current events indicate
 
the carrying amount of such assets may not be recoverable.
 
An estimate
of undiscounted cash flows produced by the asset, or the
 
appropriate group of assets, is compared with the carrying value to
 
determine
whether an impairment exists.
 
If necessary, the Company
 
recognizes an impairment loss for the difference between
 
the carrying
amount of the assets and their estimated fair value.
 
Fair value is based on current and anticipated future cash flows.
 
Upon sale or
other dispositions of long-lived assets, the applicable amounts of
 
asset cost and accumulated depreciation are removed from
 
the
accounts and the net amount, less proceeds from
 
disposals, is recorded in the Consolidated Statements of Income.
 
Expenditures for
renewals or improvements that increase the estimated useful
 
life or capacity of the assets are capitalized, whereas
 
expenditures for
repairs and maintenance are expensed when incurred.
 
See Notes 9 and 15 of Notes to Consolidated Financial
 
Statements.
 
Capitalized software:
The Company capitalizes certain costs in connection with developing
 
or obtaining software for internal
use, depending on the associated project.
 
These costs are amortized over a period of
3
 
to
5
 
years once the assets are ready for their
intended use.
 
In connection with the implementations and upgrades to
 
the Company’s global transaction,
 
consolidation and other
related systems, approximately
$2.3
 
million and
$2.6
 
million of net costs were capitalized in PP&E on the
 
Company’s Consolidated
Balance Sheets at December 31, 2020 and 2019, respectively.
 
Goodwill and other intangible assets:
The Company records goodwill, definite-lived intangible
 
assets and indefinite-lived
intangible assets at fair value at the date of acquisition.
 
Goodwill and indefinite-lived intangible assets are not amortized
 
but tested for
impairment at least annually.
 
These tests will be performed more frequently if triggering
 
events indicate potential impairment.
Definite-lived intangible assets are amortized on a straight
 
-line basis over their estimated useful lives, generally for periods ranging
from
4
 
to
20
 
years.
 
The Company continually evaluates the reasonableness of
 
the useful lives of these assets, consistent with the
discussion of long-lived assets, above.
 
See Note 16 of Notes to Consolidated Financial Statements.
Revenue recognition:
The Company applies the Financial Accounting Standards
 
Board’s (“FASB’s”)
 
guidance on revenue
recognition which requires the Company to recognize
 
revenue in an amount that reflects the consideration to which
 
the Company
expects to be entitled in exchange for goods or services
 
transferred to its customers.
 
To do this, the Company
 
applies the five-step
model in the FASB’s
 
guidance, which requires the Company to: (i) identify
 
the contract with a customer; (ii) identify the performance
obligations in the contract; (iii) determine the transaction
 
price; (iv) allocate the transaction price to the performance
 
obligations in the
contract; and (v) recognize revenue when, or as,
 
the Company satisfies a performance obligation.
 
See Note 5 of Notes to Consolidated
Financial Statements.
 
Accounts receivable and allowance for doubtful
 
accounts:
Trade accounts receivable subject the Company
 
to credit risk.
 
Trade accounts receivable are recorded
 
at the invoiced amount and generally do not bear interest.
 
The allowance for doubtful
accounts is the Company’s
 
best estimate of the amount of expected credit losses with its existing
 
accounts receivable.
 
The Company
adopted ASU 2016-13,
Financial Instruments - Credit Losses (Topic
 
326): Measurement of Credit
 
Losses on Financial Instruments
on
a modified retrospective basis, effective January
 
1, 2020.
 
See Note 3 of Notes to the Consolidated Financial Statements.
The Company recognizes an allowance for credit losses, which
 
represents the portion of the receivable that the Company does
 
not
expect to collect over its contractual life, considering
 
past events and reasonable and supportable forecasts of
 
future economic
conditions.
 
The Company’s allowance for
 
credit losses on its trade accounts receivable is based on specific
 
collectability facts and
circumstances for each outstanding receivable and customer,
 
the aging of outstanding receivables, and the associated
 
collection risk
the Company estimates for certain past due aging categories,
 
and also, the general risk to all outstanding accounts receivable
 
based on
historical amounts determined to be uncollectible.
 
The Company does not have any off-balance-sheet credit
 
exposure related to its
customers.
 
See Note 13 of Notes to Consolidated Financial Statements.
 
Research and development costs
 
Research and development costs are expensed as incurred
 
and are included in selling, general
and administrative expenses (“SG&A”).
 
Research and development expenses were
$40.0
 
million,
$32.1
 
million and
$24.5
 
million for
the years ended December 31, 2020, 2019 and 2018,
 
respectively.
 
Environmental liabilities and expenditures:
Accruals for environmental matters are recorded
 
when it is probable that a liability
has been incurred and the amount of the liability can
 
be reasonably estimated.
 
If there is a range of estimated liability and no amount
in that range is considered more probable than another,
 
then the Company records the lowest amount in the range in accordance
 
with
generally accepted accounting principles in the United
 
States (“U.S. GAAP”).
 
Environmental costs and remediation costs are
capitalized if the costs extend the life, increase the
 
capacity or improve safety or efficiency of the property
 
from the date acquired or
constructed, and/or mitigate or prevent contamination
 
in the future.
 
See Note 26 of Notes to Consolidated Financial Statements.
 
Asset retirement obligations:
The Company follows the FASB’s
 
guidance regarding asset retirement obligations,
 
which
addresses the accounting and reporting for obligations
 
associated with the retirement of tangible long-lived assets and the associated
retirement costs.
 
Also, the Company follows the FASB’s
 
guidance for conditional asset retirement obligations
 
(“CARO”), which
relates to legal obligations to perform an asset retirement
 
activity in which the timing and (or) method of settlement are
 
conditional on
a future event that may or may not be within the control
 
of the entity.
 
In accordance with this guidance, the Company records a
liability when there is enough information regarding the
 
timing of the CARO to perform a probability-weighted discounted cash
 
flow
analysis.
 
As of December 31, 2020 and 2019, the Company
 
had limited exposure to such obligations and had immaterial
 
liabilities
recorded for such on its Consolidated Balance Sheets.
 
Pension and o
ther postretirement benefits:
The Company maintains various noncontributory retirement
 
plans, covering a
portion of its employees in the U.S. and certain other
 
countries, including the Netherlands, the United Kingdom
 
(“U.K.”), Mexico,
Sweden, Germany and France.
 
These retirement plans are subject to the provisions of FASB’s
 
guidance regarding employers’
accounting for defined benefit pension plans.
 
The plans of the remaining non-U.S. subsidiaries are, for
 
the most part, either fully
insured or integrated with the local governments’ plans and
 
are not subject to the provisions of the guidance.
 
The guidance requires
that employers recognize on a prospective basis the
 
funded status of their defined benefit pension and other
 
postretirement plans on
their consolidated balance sheet and, also, recognize
 
as a component of AOCI, net of tax, the gains or losses and prior
 
service costs or
credits that arise during the period but are not recognized
 
as components of net periodic benefit cost.
 
In addition, the guidance
requires that an employer recognize a settlement charge
 
in their consolidated statement of income when certain events occur,
including plan termination or the settlement of certain
 
plan liabilities.
 
A settlement charge represents the immediate
 
recognition into
expense of a portion of the unrecognized loss within AOCI on
 
the balance sheet in proportion to the share of the projected benefit
obligation that was settled.
 
The Company’s Legacy
 
Quaker U.S. pension plan year ends on November 30 and the
 
measurement date is
December 31.
 
The measurement date for the Company’s
 
other postretirement benefits plan is December 31.
 
 
The Company’s global
 
pension investment policies are designed to ensure that
 
pension assets are invested in a manner consistent
with meeting the future benefit obligations of the pension
 
plans and maintaining compliance with various laws and regulations
including the Employee Retirement Income Security
 
Act of 1974.
 
The Company establishes strategic asset allocation percentage
targets and benchmarks for significant asset classes
 
with the aim of achieving a prudent balance between
 
return and risk.
 
The
Company’s investment
 
horizon is generally long term, and, accordingly,
 
the target asset allocations encompass a long-term
perspective of capital markets, expected risk and return
 
and perceived future economic conditions while also considering
 
the profile of
plan liabilities.
 
To the extent
 
feasible, the short-term investment portfolio is managed
 
to match the short-term obligations, the
intermediate portfolio duration is matched to reduce
 
the risk of volatility in intermediate plan distributions, and the
 
total return
portfolio is managed to maximize the long-term real
 
growth of plan assets.
 
The critical investment principles of diversification,
assessment of risk and targeting the optimal expected
 
returns for given levels of risk are applied.
 
The Company’s investment
guidelines prohibit the use of securities such as letter stock and
 
other unregistered securities, commodities or commodity contracts,
short sales, margin transactions, private placements
 
(unless specifically addressed by addendum), or any derivatives, options or
 
futures
for the purpose of portfolio leveraging.
 
The target asset allocation is reviewed periodically
 
and is determined based on a long-term projection of capital market
 
outcomes,
inflation rates, fixed income yields, returns, volatilities and
 
correlation relationships.
 
The interaction between plan assets and benefit
obligations is periodically studied to assist in establishing such
 
strategic asset allocation targets.
 
Asset performance is monitored with
an overall expectation that plan assets will meet or exceed
 
benchmark performance over rolling five-year periods.
 
The Company’s
pension committee, as authorized by the Company’s
 
Board of Directors, has discretion to manage the assets within
 
established asset
allocation ranges approved by senior management of the
 
Company.
 
See Note 21 of Notes to Consolidated Financial Statements.
 
Comprehensive income (loss):
The Company presents other comprehensive income (loss) in its Statements
 
of Comprehensive
Income.
 
The Company follows the FASB’s
 
guidance regarding the disclosure of reclassifications from
 
AOCI which requires the
disclosure of significant amounts reclassified from each
 
component of AOCI, the related tax amounts and the income
 
statement line
items affected by such reclassifications.
 
See Note 23 of Notes to Consolidated Financial Statements.
 
Income taxes and uncertain tax positions:
The provision for income taxes is determined using the asset and
 
liability approach
of accounting for income taxes.
 
Under this approach, deferred taxes represent the future tax consequences
 
expected to occur when the
reported amounts of assets and liabilities are recovered
 
or paid.
 
The provision for income taxes represents income taxes paid
 
or
payable for the current year and the change in deferred taxes
 
during the year.
 
Deferred taxes result from differences between the
financial and tax bases of the Company’s
 
assets and liabilities and are adjusted for changes in tax rates and
 
tax laws when changes are
enacted.
 
Valuation
 
allowances are recorded to reduce deferred tax assets when it is more
 
likely than not that a tax benefit will not be
realized.
 
The FASB’s
 
guidance regarding accounting for uncertainty in income
 
taxes prescribes the recognition threshold and
measurement attributes for financial statement recognition
 
and measurement of tax positions taken or expected to be
 
taken on a tax
return.
 
The guidance further requires the determination of whether
 
the benefits of tax positions are probable or more likely than not
sustained upon audit based upon the technical merits of
 
the tax position.
 
For tax positions that are determined to be more likely than
not sustained upon audit, a company recognizes the largest
 
amount of benefit that is greater than
50
% likely of being realized upon
ultimate settlement in the financial statements.
 
For tax positions that are not determined to be more likely
 
than not sustained upon
audit, a company does not recognize any portion of the
 
benefit in the financial statements.
 
Additionally, the Company
 
monitors and
adjusts for derecognition, classification, and penalties and
 
interest in interim periods, with appropriate disclosure and
 
transition
thereto.
 
Also, the amount of interest expense and income related to uncertain
 
tax positions is computed by applying the applicable
statutory rate of interest to the difference
 
between the tax position recognized, including timing differences,
 
and the amount previously
taken or expected to be taken in a tax return.
 
The Company recognizes
 
interest and/or penalties related to income tax matters in
income tax expense.
 
Finally, when applicable,
 
the Company nets its liability for unrecognized tax benefits
 
against deferred tax assets
related to net operating losses or other tax credit carryforwards
 
that would apply if the uncertain tax position were settled
 
for the
presumed amount at the balance sheet date.
 
Pursuant to the Tax
 
Cuts and Jobs Act (“U.S. Tax
 
Reform”), specifically the one-time tax on deemed repatriation
 
(the “Transition
Tax”),
 
the Company has provided for U.S. income tax on its undistributed
 
earnings of non-U.S. subsidiaries, however,
 
the Company is
subject to and will incur other taxes, such as withholding taxes and
 
dividend distribution taxes, if these undistributed earnings were
ultimately remitted to the U.S.
 
The Company currently intends to reinvest its future undistributed
 
earnings of non-U.S. subsidiaries to
support working capital needs and certain other growth
 
initiatives of those subsidiaries.
 
However, in certain cases the Company
 
has
and may in the future change its indefinite reinvestment
 
assertion for any or all of these undistributed earnings.
 
In this case, the
Company would estimate and record a tax liability and
 
corresponding tax expense for the amount of non-U.S.
 
income taxes it would
incur to ultimately remit these earnings to the U.S.
 
See Note 10 of Notes to Consolidated Financial Statements.
 
Derivatives:
The Company is exposed to the impact of changes in interest rates,
 
foreign currency fluctuations, changes in
commodity prices and credit risk.
 
The Company utilizes interest rate swap agreements to enhance
 
its ability to manage risk, including
exposure to variability in interest payments associated with its variable
 
rate debt.
 
Derivative instruments are entered into for periods
consistent with the related underlying exposures and do not
 
constitute positions independent of those exposures.
 
As of December 31,
2020 and 2019,
 
the Company had certain interest rate swap agreements that
 
were designated as cash flow hedges.
 
Interest rate swaps
are entered into with a limited number of counterparties,
 
each of which allows for net settlement of all contracts through
 
a single
payment in a single currency in the event of a default
 
on or termination of any one contract.
 
The Company records these instruments
on a net basis within the Consolidated Balance Sheets.
 
The effective portion of the change in fair value
 
of the agreement is recorded
in AOCI and will be recognized in the Consolidated Statements
 
of Income when the hedge item affects earnings
 
or losses or it
becomes probable that the forecasted transaction will not occur.
 
See Note 25 of Notes to Consolidated Financial Statements.
Fair value measurements:
The Company utilizes the FASB’s
 
guidance regarding fair value measurements,
 
which establishes a
common definition for fair value to be applied to guidance
 
requiring use of fair value, establishes a framework for
 
measuring fair
value and expands disclosure about such fair value measurements.
 
Specifically, the guidance
 
utilizes a fair value hierarchy that
prioritizes the inputs to valuation techniques used to measure fair
 
value into three broad levels.
 
See Notes 21 and 24 of Notes to
Consolidated Financial Statements.
 
The following is a brief description of those three levels:
Level 1: Observable inputs such as quoted prices (unadjusted)
 
in active markets for identical assets or liabilities.
Level 2: Inputs other than quoted prices that are observable
 
for the asset or liability,
 
either directly or indirectly.
 
These
include quoted prices for similar assets or liabilities in active
 
markets and quoted prices for identical or similar assets or
liabilities in markets that are not active.
Level 3: Unobservable inputs that reflect the reporting entity's own assumptions.
Share-based compensation:
The Company applies the FASB’s
 
guidance regarding share-based payments, which
 
requires the
recognition of the fair value of share-based compensation
 
as a component of expense.
 
The Company has a long-term incentive
program (“LTIP”)
 
for key employees which provides for the granting of options
 
to purchase stock at prices not less than its market
value on the date of the grant.
 
Most options become exercisable within
three years
 
after the date of the grant for a period of time
determined by the Company,
 
but not to exceed
seven years
 
from the date of grant.
 
Restricted stock awards and restricted stock units
issued under the LTIP
 
program are subject to time vesting generally over a
one
 
to
three-year
 
period.
 
In addition, as part of the
Company’s Annual Incentive
 
Plan, nonvested shares may be issued to key employees,
 
which generally would vest over a
two
 
to
five
-
year period.
 
In addition, while the FASB’s
 
guidance permits the Company to make an accounting
 
policy election to account for forfeitures as
they occur for service condition aspects of certain share-based
 
awards, the Company has decided not to elect this accounting
 
policy
and instead has elected to continue utilizing a forfeiture
 
rate assumption.
 
Based on historical experience, the Company has assumed a
forfeiture rate of
13
% on certain of its nonvested stock awards.
 
The Company will record additional expense if the actual forfeiture
rate is lower than estimated and will record a recovery
 
of prior expense if the actual forfeiture is higher than
 
estimated.
 
The Company also issues performance-dependent
 
stock awards as a component of its LTIP.
 
The fair value of the performance-
dependent stock awards is based on their grant-date market
 
value adjusted for the likelihood of attaining certain pre
 
-determined
performance goals and is calculated by utilizing a Monte Carlo
 
Simulation model.
 
Compensation expense is recognized on a straight-
line basis over the vesting period, generally
three years
.
See Note 8 of the Notes to Consolidated Financial Statements.
 
Earnings per share:
The Company follows the FASB’s
 
guidance regarding the calculation of earnings per
 
share for nonvested
stock awards with rights to non-forfeitable dividends.
 
The guidance requires nonvested stock awards with rights to
 
non-forfeitable
dividends to be included as part of the basic weighted
 
average share calculation under the two-class method.
 
See Note 11 of Notes to
Consolidated Financial Statements.
 
Segments:
The Company’s reportable
 
segments reflect the structure of the Company’s
 
internal organization, the method by
which the Company’s resources
 
are allocated and the manner by which the Company
 
and the chief operating decision maker assess its
performance
.
 
See Note 4 of Notes to Consolidated Financial Statements.
Hyper-inflationary accounting:
Economies that have a cumulative three-year rate of inflation
 
exceeding
100
% are considered
hyper-inflationary in accordance with U.S. GAAP.
 
A legal entity that operates within an economy deemed
 
to be hyper-inflationary is
required to remeasure its monetary assets and liabilities to the
 
applicable published exchange rates and record the associated gains
 
or
losses resulting from the remeasurement directly to the Consolidated
 
Statements of Income.
Venezuela’s
 
economy has been considered hyper-inflationary
 
under U.S. GAAP since 2010.
 
The Company has a
50
% equity
interest in a Venezuelan
 
affiliate, Kelko Quaker Chemical, S.A (“Kelko Venezuela”).
 
Due to heightened foreign exchange controls
and restrictions currently present within Venezuela,
 
during the third quarter of 2018 the Company concluded
 
that it no longer had
significant influence over this affiliate.
 
Prior to this determination, the Company historically accounted
 
for this affiliate under the
equity method.
 
As of December 31, 2020 and 2019, the Company had
no
 
remaining carrying value for its investment in Kelko
Venezuela.
 
See Note 17 of Notes to Consolidated Financial Statements.
Based on various indices or index compilations currently
 
being used to monitor inflation in Argentina as well as
 
recent economic
instability, effective
 
July 1, 2018, Argentina’s
 
economy was considered hyper-inflationary under U.S. GAAP.
 
As a result, the
Company began applying hyper-inflationary
 
accounting with respect to the Company's wholly owned
 
Argentine subsidiary beginning
July 1, 2018.
 
In addition, Houghton has an Argentine subsidiary to
 
which hyper-inflationary accounting also is applied.
 
As of, and
for the year ended December 31, 2020, the Company's Argentine
 
subsidiaries represented less than
1
% of the Company’s consolidated
total assets and net sales, respectively.
 
During the years ended December 31, 2020, 2019 and 2018, the Company recorded $0.4
million, $1.0 million, and $0.7 million, respectively, of remeasurement losses associated with the applicable currency conversions
related to Venezuela and Argentina.
 
Business combinations:
The Company accounts for business combinations under
 
the acquisition method of accounting.
 
This
method requires the recording of acquired assets, including
 
separately identifiable intangible assets and assumed liabilities at their
respective acquisition date estimated fair values.
 
Any excess of the purchase price over the estimated fair value
 
of the identifiable net
assets acquired is recorded as goodwill.
 
The determination of the estimated fair value of assets acquired and
 
liabilities assumed
requires significant estimates and assumptions.
 
Based on the assessment of additional information during the measurement
 
period,
which may be up to one year from the acquisition date,
 
the Company may record adjustments to the estimated fair value of assets
acquired and liabilities assumed.
 
See Note 2 of Notes to Consolidated Financial Statements.
 
Restructuring activities:
Restructuring programs consist of employee severance,
 
rationalization of manufacturing or other
facilities and other related items.
 
To account for
 
such programs,
 
the Company applies FASB’s
 
guidance regarding exit or disposal
cost obligations.
 
This guidance requires that a liability for a cost associated with an
 
exit or disposal activity be recognized when the
liability is incurred, is estimable, and payment is probable.
 
See Note 7 of Notes to Consolidated Financial Statements.
 
Reclassifications:
Certain information has been reclassified to conform
 
to the current year presentation.
Accounting estimates:
The preparation of financial statements in conformity
 
with generally accepted accounting principles
requires management to make estimates and assumptions that
 
affect the reported amounts of assets, liabilities
 
and disclosure of
contingencies at the date of the financial statements and
 
the reported amounts of net sales and expenses during the reporting
 
period.
 
Actual results could differ from such estimates.