Subsequent Events |
9 Months Ended |
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Sep. 30, 2020 | |
Subsequent Events [Abstract] | |
Subsequent Events |
22. Subsequent Events:
Definitive Agreement to Sell the Company’s Performance Materials Business
On October 15, 2020, the Company entered into a definitive agreement to sell its Performance Materials business for $650,000 in cash, subject to customary purchase price adjustments as set forth in the agreement. The planned sale of the Performance Materials business reflects continued advancement by the Company on its ‘Simpler + Stronger’ strategic path.
The Company expects to use the after-tax cash proceeds from the sale to reduce debt and return capital to its shareholders, subject to board approval and declaration. The transaction is expected to close by the end of 2020, subject to regulatory approvals and customary closing conditions. The Company is currently evaluating the impact of this transaction.
This transaction met the held for sale criteria in October 2020, and consequently the financial results of the Performance Materials business will be reported in discontinued operations beginning in the fourth quarter of 2020.
Redemption of New Markets Tax Credits
The Company’s NMTC financing arrangements include put/call provisions that can be exercised seven years after funding of the respective loans, whereby the Company may be obligated or entitled to repurchase the given NMTC investor’s interest in the respective investment fund for a de minimis amount. In October 2020, an affiliate of JPMorgan Chase Bank N.A. (“Chase”) exercised its put option under the October 24, 2013 NMTC financing arrangement among Chase and several of its affiliates, TX CDE V LLC, an affiliate of Texas LIC Development Company LLC d/b/a/ Texas Community Development Capital, and the Company (the “2013 NMTC”). After the exercise of the put option the Company acquired ownership of the Chase investment fund, and subsequently the loans between the Company and the Chase investment fund, and between TX CDE V LLC and the Company, were settled. This resulted in the retirement of $21,000 of debt related to the 2013 NMTC and a corresponding $15,632 note receivable, which resulted in a gain on debt forgiveness of $5,368.
Other than the item set forth above, the Company has evaluated subsequent events since the balance sheet date and determined that there are no additional items to disclose.
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