PolyOne 2009 Annual Report
PolyOne 2009 Annual Report PolyOne 2009 Annual Report
included in the related segment’s assets. Amounts related to equity affiliates included in the segment information, excluding amounts related to losses on divestitures of equity investments, are as follows: (In millions) 2009 2008 2007 Earnings of equity affiliates: Specialty Color, Additives and Inks $ 2.2 $ 3.5 $ 3.3 Performance Products and Solutions 0.5 (0.1) 0.6 Resin and Intermediates 29.7 32.4 40.8 Subtotal 32.4 35.8 44.7 Minority interest — 0.1 (0.2) Corporate and eliminations 2.8 (4.7) (16.8) Total $35.2 $31.2 $ 27.7 Investment in equity affiliates: Specialty Color, Additives and Inks $ 2.3 $ 2.4 Performance Products and Solutions — 9.8 Resin and Intermediates 2.5 7.2 Corporate and eliminations 1.0 1.1 Total $ 5.8 $20.5 Our sales are primarily to customers in the United States, Europe, Canada and Asia, and the majority of our assets are located in these same geographic areas. Following is a summary of sales and long-lived assets based on the geographic areas where the sales originated and where the assets are located: (In millions) 2009 2008 2007 Net sales: United States $1,308.3 $1,718.4 $1,670.9 Europe 393.7 528.8 513.7 Canada 192.1 295.8 291.7 Asia 160.7 182.4 152.5 Other 5.9 13.3 13.9 Long-lived assets: United States $ 252.8 $ 280.7 $ 289.8 Europe 97.4 101.1 113.8 Canada 5.0 12.9 17.3 Asia 34.8 35.2 25.8 Other 2.4 2.1 3.0 Note 17 — WEIGHTED-AVERAGE SHARES USED IN COMPUTING EARNINGS PER SHARE (In millions) 2009 2008 2007 Weighted-average shares — basic: Weighted-average shares outstanding 92.4 92.9 93.0 Less unearned portion of restricted stock awards included in outstanding shares — 0.2 0.2 92.4 92.7 92.8 Weighted-average shares — diluted: Weighted-average shares outstanding — basic 92.4 92.7 92.8 Plus dilutive impact of stock options and stock awards 1.0 — 0.3 93.4 92.7 93.1 POLYONE CORPORATION Basic earnings per common share is computed as net income available to common shareholders divided by the weighted average basic shares outstanding. Diluted earnings per common share is computed as net income available to common shareholders divided by the weighted average diluted shares outstanding. Pursuant to FASB ASC Topic 260, Earnings Per Share, when a loss is reported the denominator of diluted earnings per share cannot be adjusted for the dilutive impact of stock options and awards because doing so will result in anti-dilution. Therefore, for the year ended December 31, 2008, basic weighted-average shares outstanding are used in calculating diluted earnings per share. 58
Outstanding stock options with exercise prices greater than the average price of the common shares are anti-dilutive and are not included in the computation of diluted earnings per share. The number of anti-dilutive options and awards was 5.3 million, 4.1 million and 6.4 million at December 31, 2009, 2008 and 2007, respectively. Note 18 — FINANCIAL INSTRUMENTS The estimated fair values of financial instruments were principally based on market prices where such prices were available and, where unavailable, fair values were estimated based on market prices of similar instruments. The fair value of short-term foreign exchange contracts is based on exchange rates at December 31, 2009. The following table summarizes the contractual amounts of our foreign exchange contracts as of December 31, 2009 and 2008. Foreign currency amounts are translated at exchange rates as of December 31, 2009 and 2008, respectively. The “Buy” amounts represent the U.S. dollar equivalent of commitments to purchase currencies, and the “Sell” amounts represent the U.S. dollar equivalent of commitments to sell currencies. December 31, 2009 December 31, 2008 Currency (In millions) Buy Sell Buy Sell U.S. dollar $59.9 $ — $ 4.6 $29.7 Euro — 55.5 8.9 4.5 British pound — 4.4 — — Canadian dollar — — 20.4 — The carrying amounts and fair values of our financial instruments as of December 31, 2009 and 2008 are as follows: 2009 2008 (In millions) Carrying Amount Fair Value Carrying Amount Cash and cash equivalents $222.7 $222.7 $ 44.3 $ 44.3 Long-term debt Credit facility borrowings 40.0 40.0 40.0 40.0 7.500% debentures 50.0 45.8 50.0 30.0 8.875% senior notes 279.5 285.1 279.2 139.6 Medium-term notes 39.6 38.4 58.9 35.4 Foreign exchange contracts 0.5 0.5 (0.3) (0.3) Fair Value Note 19 — FAIR VALUE The fair values of financial assets and liabilities are measured on a recurring or non-recurring basis. Financial assets and liabilities measured on a recurring basis are those that are adjusted to fair value each time a financial statement is prepared. Financial assets and liabilities measured on a non-recurring basis are those that are adjusted to fair value when a significant event occurs. In determining fair value of financial assets and liabilities, we use various valuation techniques. The availability of inputs observable in the market varies from instrument to instrument and depends on a variety of factors including the type of instrument, whether the instrument is actively traded, and other characteristics particular to the transaction. For many financial instruments, pricing inputs are readily observable in the market, the valuation methodology used is widely accepted by market participants, and the valuation does not require significant management discretion. For other financial instruments, pricing inputs are less observable in the market and may require management judgment. We assess the inputs used to measure fair value using a threetier hierarchy. The hierarchy indicates the extent to which inputs used in measuring fair value are observable in the market. Level 1 inputs include quoted prices for identical instruments and are the most observable. Level 2 inputs include quoted prices for similar assets and observable inputs such as interest rates, foreign currency exchange rates, commodity rates and yield curves. Level 3 inputs are not observable in the market and include management’s own judgments about the assumptions market participants would use in pricing the asset or liability. The use of observable and unobservable inputs is reflected in the discussion below. In accordance with the provisions of FASB ASC Topic 350, Intangibles — Goodwill and Other, we assess the fair value of goodwill on a non-recurring basis. Accordingly, goodwill with a preliminary carrying amount of $334.0 million as of December 31, 2008 was adjusted to its implied fair value of $159.0 million, resulting in an impairment charge of $175.0 million, of which $170.0 million was included in earnings for the three-month period ended December 31, 2008 and $5.0 million was included in earnings for the three-month period ended March 31, 2009. The implied fair value of goodwill is determined based on significant unobservable inputs as summarized below. Accordingly, these inputs fall within Level 3 of the fair value hierarchy. We use a combination of two valuation methods, a market approach and an income approach, to estimate the fair value of our reporting units. Absent an indication of fair value from a potential POLYONE CORPORATION 59
- Page 13 and 14: A number of foreign countries and d
- Page 15 and 16: We also conduct investigations and
- Page 17 and 18: and the availability and cost of cr
- Page 19 and 20: Executive officers are elected by o
- Page 21 and 22: PART II ITEM 5. MARKET FOR REGISTRA
- Page 23 and 24: on the opportunity to accelerate de
- Page 25 and 26: Results of Operations Variances—F
- Page 27 and 28: Sales and Operating Income (Loss)
- Page 29 and 30: Sales and Operating Income (Loss)
- Page 31 and 32: $5.7 million. Additionally, liquidi
- Page 33 and 34: issuing standby letters of credit a
- Page 35 and 36: Description Pension and Other Post-
- Page 37 and 38: Description Share-Based Compensatio
- Page 39 and 40: MANAGEMENT’S REPORT The managemen
- Page 41 and 42: Consolidated Statements of Operatio
- Page 43 and 44: Consolidated Statements of Cash Flo
- Page 45 and 46: Note 1 — DESCRIPTION OF BUSINESS
- Page 47 and 48: As of December 31, 2009, included i
- Page 49 and 50: derivative agreements. This new gui
- Page 51 and 52: OxyVinyls, a former 24% owned affil
- Page 53 and 54: $127.2 million and is included in a
- Page 55 and 56: Change in AOCI: Pension Benefits He
- Page 57 and 58: pricing the asset. Unobservable inp
- Page 59 and 60: 2029. Various foreign subsidiaries
- Page 61 and 62: During 2008, RSUs were granted to e
- Page 63: partner, Producer Services offers r
- Page 67 and 68: for approximately $8.9 million. The
- Page 69 and 70: ITEM 12. SECURITY OWNERSHIP OF CERT
- Page 71 and 72: Exhibit No. Exhibit Description 10.
- Page 73 and 74: SIGNATURES Pursuant to the requirem
- Page 75 and 76: Exhibit No. Exhibit Description 10.
- Page 77 and 78: Exhibit 31.1 CERTIFICATION I, Steph
- Page 79 and 80: Exhibit 32.1 CERTIFICATION PURSUANT
- Page 81 and 82: THIS PAGE IS NOT PART OF POLYONE’
Outstanding stock options with exercise prices greater than the<br />
average price of the common shares are anti-dilutive and are not<br />
included in the computation of diluted earnings per share. The<br />
number of anti-dilutive options and awards was 5.3 million, 4.1 million<br />
and 6.4 million at December 31, <strong>2009</strong>, 2008 and 2007,<br />
respectively.<br />
Note 18 — FINANCIAL INSTRUMENTS<br />
The estimated fair values of financial instruments were principally<br />
based on market prices where such prices were available and,<br />
where unavailable, fair values were estimated based on market<br />
prices of similar instruments. The fair value of short-term foreign<br />
exchange contracts is based on exchange rates at December 31,<br />
<strong>2009</strong>.<br />
The following table summarizes the contractual amounts of our<br />
foreign exchange contracts as of December 31, <strong>2009</strong> and 2008.<br />
Foreign currency amounts are translated at exchange rates as of<br />
December 31, <strong>2009</strong> and 2008, respectively. The “Buy” amounts<br />
represent the U.S. dollar equivalent of commitments to purchase<br />
currencies, and the “Sell” amounts represent the U.S. dollar equivalent<br />
of commitments to sell currencies.<br />
December 31, <strong>2009</strong> December 31, 2008<br />
Currency (In millions) Buy Sell Buy Sell<br />
U.S. dollar $59.9 $ — $ 4.6 $29.7<br />
Euro — 55.5 8.9 4.5<br />
British pound — 4.4 — —<br />
Canadian dollar — — 20.4 —<br />
The carrying amounts and fair values of our financial instruments as of December 31, <strong>2009</strong> and 2008 are as follows:<br />
<strong>2009</strong> 2008<br />
(In millions)<br />
Carrying<br />
Amount<br />
Fair<br />
Value<br />
Carrying<br />
Amount<br />
Cash and cash equivalents $222.7 $222.7 $ 44.3 $ 44.3<br />
Long-term debt<br />
Credit facility borrowings 40.0 40.0 40.0 40.0<br />
7.500% debentures 50.0 45.8 50.0 30.0<br />
8.875% senior notes 279.5 285.1 279.2 139.6<br />
Medium-term notes 39.6 38.4 58.9 35.4<br />
Foreign exchange contracts 0.5 0.5 (0.3) (0.3)<br />
Fair<br />
Value<br />
Note 19 — FAIR VALUE<br />
The fair values of financial assets and liabilities are measured on a<br />
recurring or non-recurring basis. Financial assets and liabilities<br />
measured on a recurring basis are those that are adjusted to fair<br />
value each time a financial statement is prepared. Financial assets<br />
and liabilities measured on a non-recurring basis are those that are<br />
adjusted to fair value when a significant event occurs. In determining<br />
fair value of financial assets and liabilities, we use various<br />
valuation techniques. The availability of inputs observable in the<br />
market varies from instrument to instrument and depends on a<br />
variety of factors including the type of instrument, whether the<br />
instrument is actively traded, and other characteristics particular<br />
to the transaction. For many financial instruments, pricing inputs<br />
are readily observable in the market, the valuation methodology<br />
used is widely accepted by market participants, and the valuation<br />
does not require significant management discretion. For other<br />
financial instruments, pricing inputs are less observable in the<br />
market and may require management judgment.<br />
We assess the inputs used to measure fair value using a threetier<br />
hierarchy. The hierarchy indicates the extent to which inputs<br />
used in measuring fair value are observable in the market. Level 1<br />
inputs include quoted prices for identical instruments and are the<br />
most observable. Level 2 inputs include quoted prices for similar<br />
assets and observable inputs such as interest rates, foreign currency<br />
exchange rates, commodity rates and yield curves. Level 3<br />
inputs are not observable in the market and include management’s<br />
own judgments about the assumptions market participants would<br />
use in pricing the asset or liability. The use of observable and<br />
unobservable inputs is reflected in the discussion below.<br />
In accordance with the provisions of FASB ASC Topic 350,<br />
Intangibles — Goodwill and Other, we assess the fair value of<br />
goodwill on a non-recurring basis. Accordingly, goodwill with a preliminary<br />
carrying amount of $334.0 million as of December 31,<br />
2008 was adjusted to its implied fair value of $159.0 million,<br />
resulting in an impairment charge of $175.0 million, of which<br />
$170.0 million was included in earnings for the three-month period<br />
ended December 31, 2008 and $5.0 million was included in earnings<br />
for the three-month period ended March 31, <strong>2009</strong>. The implied<br />
fair value of goodwill is determined based on significant unobservable<br />
inputs as summarized below. Accordingly, these inputs fall<br />
within Level 3 of the fair value hierarchy.<br />
We use a combination of two valuation methods, a market<br />
approach and an income approach, to estimate the fair value of our<br />
reporting units. Absent an indication of fair value from a potential<br />
POLYONE CORPORATION<br />
59