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Quarterly report pursuant to Section 13 or 15(d)

DISCONTINUED OPERATIONS AND BUSINESS DISPOSITIONS

v3.20.2
DISCONTINUED OPERATIONS AND BUSINESS DISPOSITIONS
6 Months Ended
Jun. 30, 2020
DISCONTINUED OPERATIONS AND BUSINESS DISPOSITIONS
DISCONTINUED OPERATIONS AND BUSINESS DISPOSITIONS

4. DISCONTINUED OPERATIONS AND BUSINESS DISPOSITIONS

鈥�

Sale of Chemical Intermediates Businesses

鈥�

On January 3, 2020, we completed the sale of our Chemical Intermediates Businesses to Indorama Ventures Holdings L.P. (鈥淚ndorama鈥�) in a transaction valued at approximately $2 billion, comprising a cash purchase price of approximately $1.92 billion and the transfer of approximately $72 million in net underfunded pension and other post-employment benefit liabilities.

鈥�

In connection with this sale, we recognized a net after-tax gain of $748 million in the first six months of 2020. During the first quarter of 2020, we received proceeds from the sale of $1.915 billion and received an additional $8 million in July 2020 related to this sale. With respect to the gain on this sale, during the first six months of 2020, we paid $10 million of income taxes, and we expect to pay additional income taxes of approximately $365 million during the second half of 2020. Certain amounts for prior periods have similarly been retrospectively reflected for all periods presented. In connection with this sale, we entered into long-term supply agreements with Indorama for certain raw materials at market prices supplied by the Chemical Intermediates Businesses

鈥�

The following table reconciles the carrying amounts of major classes of assets and liabilities of discontinued operations to total assets and liabilities of discontinued operations that are classified as held for sale in our condensed consolidated balance sheets (dollars in millions):

鈥�

鈥�

鈥�

鈥�

鈥�

December听31,听

鈥�

2019

Carrying amounts of major classes of assets held for sale:

鈥�

鈥�

Accounts receivable

$

145

Inventories

鈥�

105

Total current assets

鈥�

鈥�

Property, plant and equipment, net

鈥�

720

Operating lease right-of-use assets

鈥�

69

Deferred income taxes

鈥�

4

Other noncurrent assets

鈥�

165

Total assets held for sale(1)

$

1,208

Carrying amounts of major classes of liabilities held for sale:

鈥�

鈥�

Accounts payable

$

152

Accrued liabilities

鈥�

26

Current operating lease liabilities

鈥�

20

Total current liabilities

鈥�

鈥�

Deferred income taxes

鈥�

135

Noncurrent operating lease liabilities

鈥�

51

Other noncurrent liabilities

鈥�

128

Total noncurrent liabilities

鈥�

鈥�

Total liabilities held for sale(1)

$

512

(1) The assets and liabilities held for sale are classified as current as of December 31, 2019 because the sale of our Chemical Intermediates Businesses was completed on January 3, 2020.

鈥�

The following table reconciles major line items constituting pretax income of discontinued operations to after-tax income of discontinued operations as presented in our condensed consolidated statements of operations (dollars in millions):

鈥�

鈥�

鈥�

鈥�

鈥�

鈥�

鈥�

鈥�

鈥�

鈥�

鈥�

鈥�

鈥�

鈥�

Three months

鈥�

Six months

鈥�

ended

鈥�

ended

鈥�

June听30,听

鈥�

June听30,听

鈥�

2020

鈥�

2019

鈥�

2020

鈥�

2019

Major line items constituting pretax income of discontinued operations:

鈥�

鈥�

鈥�

鈥�

鈥�

鈥�

鈥�

鈥�

鈥�

鈥�

鈥�

Trade sales, services and fees, net

$

1

鈥�

$

432

鈥�

$

7

鈥�

$

835

Cost of goods sold

鈥�

2

鈥�

鈥�

372

鈥�

鈥�

11

鈥�

鈥�

736

(Loss) gain on sale of the Chemical Intermediates Businesses

鈥�

(12)

鈥�

鈥�

鈥�

鈥�

鈥�

978

鈥�

鈥�

鈥�

Insurance proceeds

鈥�

20

鈥�

鈥�

鈥�

鈥�

鈥�

48

鈥�

鈥�

鈥�

Other expense items, net

鈥�

1

鈥�

鈥�

11

鈥�

鈥�

1

鈥�

鈥�

22

Income from discontinued operations before income taxes

鈥�

6

鈥�

鈥�

49

鈥�

鈥�

1,021

鈥�

鈥�

77

Income tax expense

鈥�

(1)

鈥�

鈥�

(14)

鈥�

鈥�

(239)

鈥�

鈥�

(19)

Net income attributable to discontinued operations

$

5

鈥�

$

35

鈥�

$

782

鈥�

$

58

(1) Discontinued operations include our Chemical Intermediates Businesses, our Australian styrenics operations and our North American polymers and base chemicals operations for all periods presented.

鈥�

(2) Includes eliminations of trade sales, services and fees, net and cost of sales between continuing operations and discontinued operations.

鈥�

Separation and Deconsolidation of Venator

鈥�

In August 2017, we separated our Titanium Dioxide and Performance Additives business (the 鈥淧&A Business鈥�) and conducted an initial public offering of ordinary shares of Venator Materials PLC (鈥淰enator鈥�), formerly a wholly-owned subsidiary of 乐天堂fun88(中国区)官方网站. Following a series of public offerings and sales of Venator ordinary shares, beginning in December 2018, our ownership in Venator decreased to approximately 49%, and we began accounting for our remaining interest in Venator as an equity method investment using the fair value option. For the three months ended June 30, 2020 and 2019, we recorded gains (losses) of $4 million and $(18) million, respectively, and for the six months ended June 30, 2020 and 2019, we recorded (losses) gains of $(106) million and $58 million, respectively, to record our investment in Venator at fair value. These gains and losses were recorded in 鈥淔air value adjustments to Venator investment鈥� on our condensed consolidated statements of operations.

鈥�

Summarized financial information of Venator for the three and six months ended June 30, 2020 and 2019 is as follows (in millions):

鈥�

鈥�

鈥�

鈥�

鈥�

鈥�

鈥�

鈥�

鈥�

鈥�

鈥�

鈥�

鈥�

鈥�

Three months

鈥�

Six months

鈥�

ended

鈥�

ended

鈥�

June听30,听

鈥�

June听30,听

鈥�

2020

鈥�

2019

鈥�

2020

鈥�

2019

Revenues

$

456

鈥�

$

578

鈥�

$

988

鈥�

$

1,140

Gross profit

鈥�

45

鈥�

鈥�

67

鈥�

鈥�

106

鈥�

鈥�

143

(Loss) income from continuing operations

鈥�

(16)

鈥�

鈥�

22

鈥�

鈥�

(9)

鈥�

鈥�

20

Net (loss) income

鈥�

(16)

鈥�

鈥�

22

鈥�

鈥�

(9)

鈥�

鈥�

20

Net (loss) income attributable to Venator

鈥�

(19)

鈥�

鈥�

21

鈥�

鈥�

(12)

鈥�

鈥�

18

鈥�