Annual report pursuant to Section 13 and 15(d)

Benefit Plans

v3.19.3.a.u2
Benefit Plans
12 Months Ended
Dec. 31, 2019
Retirement Benefits [Abstract]  
Benefit Plans
21. Benefit Plans:
The Company sponsors defined benefit pension plans covering employees in the United States and certain employees at its foreign subsidiaries. Benefits for a majority of the plans are based on average final pay and years of service. The Company’s funding policy is to fund the minimum required contribution under local statutory requirements.
The Company sponsors unfunded plans to provide certain health care benefits to retired employees in the United States and Canada. The plans pay a stated percentage of medical expenses reduced by deductibles and other coverage. The plans are unfunded and obligations are paid out of the Company’s operations.
The Company also has defined benefit supplementary retirement plans which provide benefits for certain U.S. employees in excess of qualified plan limitations. The obligations are paid out of the Company’s general assets, including assets held in a Rabbi trust, or restoration plan assets.
The Company uses a December 31 measurement date for all of its defined benefit pension, postretirement medical and supplementary retirement plans. The following discussion includes information for the Eco Services benefit plans for all periods presented, and the acquired PQ Holdings benefit plans beginning on the date of a former business combination.
The Eco Services benefit plans include two defined benefit pension plans and one retiree health plan, all based in the U.S. The PQ Holdings benefit plans include a U.S. defined benefit pension plan as well as the defined benefit pension plans for all of the Company’s foreign subsidiaries, two retiree health plans (one each in the U.S and Canada), and the Company’s defined benefit supplementary retirement plans.
Of the Company’s three defined benefit pension plans covering employees in the U.S., only the Eco Services Hourly Pension Plan continues to accrue benefits for certain participants; however, this plan will be frozen to future accruals as of December 31, 2020. All future accruals were frozen for the PQ Corporation Retirement Plan as of December 31, 2006 and for the Eco Services Pension Equity Plan as of December 31, 2016. With respect to the Company’s three retiree health plans, the PQ Holdings plans in the U.S. and Canada were closed to new retirees as of December 31, 2006. The Eco Services Postretirement Life and Dental Plan was closed to new retirees effective July 1, 2017. The Company’s defined benefit supplementary retirement plans were frozen to future accruals as of December 31, 2006.
Defined Benefit Pension Plans
The following tables summarize changes in the benefit obligation, plan assets and funded status of the Company’s significant defined benefit pension plans as well as the components of net periodic benefit cost, including key assumptions:
 
 
U.S.
 
Foreign
 
 
December 31,
 
December 31,
 
 
2019
 
2018
 
2019
 
2018
Change in benefit obligation:
 
 
 
 
 
 
 
 
Benefit obligation at beginning of period
 
$
246,311

 
$
261,102

 
$
112,103

 
$
119,710

Service cost
 
978

 
1,019

 
3,382

 
3,566

Interest cost
 
10,281

 
9,599

 
3,290

 
3,340

Participant contributions
 

 

 
555

 
570

Plan amendments
 

 

 

 
179

Plan curtailments
 
(2,795
)
 
(952
)
 

 
(340
)
Plan settlements
 
(1,669
)
 

 
(642
)
 
(1,071
)
Benefits paid
 
(10,862
)
 
(11,453
)
 
(2,478
)
 
(2,569
)
Expenses paid
 

 

 
(328
)
 
(363
)
Net transfer in
 

 

 

 
1,535

Actuarial (gains) losses
 
25,148

 
(13,004
)
 
16,186

 
(5,432
)
Translation adjustment
 

 

 
(589
)
 
(7,022
)
Benefit obligation at end of the period
 
$
267,392

 
$
246,311

 
$
131,479

 
$
112,103

 
 
 
 
 
 
 
 
 
Change in plan assets:
 
 
 
 
 
 
 
 
Fair value of plan assets at beginning of period
 
$
195,755

 
$
218,374

 
$
91,787

 
$
96,518

Actual return on plan assets
 
43,116

 
(12,854
)
 
13,421

 
(540
)
Employer contributions
 
5,073

 
1,688

 
3,941

 
4,249

Employee contributions
 

 

 
555

 
570

Plan settlements
 
(1,669
)
 

 
(642
)
 
(1,071
)
Benefits paid
 
(10,862
)
 
(11,453
)
 
(2,478
)
 
(2,569
)
Expenses paid
 

 

 
(328
)
 
(363
)
Acquisitions
 

 

 

 
1,013

Translation adjustment
 

 

 
(70
)
 
(6,020
)
Fair value of plan assets at end of the period
 
$
231,413

 
$
195,755

 
$
106,186

 
$
91,787

 
 
 
 
 
 
 
 
 
Funded status of the plans (underfunded)
 
$
(35,979
)
 
$
(50,556
)
 
$
(25,293
)
 
$
(20,316
)
 
 
 
 
 
 
 
 
 

The total actuarial losses for the year ended December 31, 2019 across the Company’s U.S. plans was $25,148, which was driven by declines in the discount rates of $26,604 and declines in general demographic experience of $2,953, which was offset by favorable changes in mortality assumptions of $4,409. The total actuarial losses for the year ended December 31, 2019 across the Company’s foreign plans was $16,186, which was driven by declines in the discount rates of $17,998, which was offset by favorable changes in general demographic experience of $1,263 and favorable changes in mortality assumptions of $549. Total actuarial gains for the year ended December 31, 2018 across the Company’s U.S. and foreign plans was $18,436, which was primarily driven by movements in the discount rates of $17,085.


Amounts recognized in the consolidated balance sheets consist of:
 
 
U.S.
 
Foreign
 
 
December 31,
 
December 31,
 
 
2019
 
2018
 
2019
 
2018
Noncurrent asset
 
$

 
$

 
$
4,877

 
$
4,670

Current liability
 

 

 
(397
)
 
(748
)
Noncurrent liability
 
(35,979
)
 
(50,556
)
 
(29,773
)
 
(24,238
)
Accumulated other comprehensive income (loss)
 
8,687

 
1,218

 
(5,895
)
 
(1,829
)
Net amount recognized
 
$
(27,292
)
 
$
(49,338
)
 
$
(31,188
)
 
$
(22,145
)
 
 
 
 
 
 
 
 
 
Amounts recognized in accumulated other comprehensive income (loss) consist of:
 
 
U.S.
 
Foreign
 
 
December 31,
 
December 31,
 
 
2019
 
2018
 
2019
 
2018
Prior service cost
 
$

 
$

 
$
(151
)
 
$
(170
)
Net gain (loss)
 
10,922

 
1,618

 
(7,981
)
 
(2,133
)
Gross amount recognized
 
10,922

 
1,618

 
(8,132
)
 
(2,303
)
Deferred income taxes
 
(2,235
)
 
(400
)
 
2,237

 
474

Net amount recognized
 
$
8,687

 
$
1,218

 
$
(5,895
)
 
$
(1,829
)
 
 
 
 
 
 
 
 
 
Components of net periodic benefit cost consist of:
 
 
U.S.
 
Foreign
 
 
Years ended
December 31,
 
Years ended
December 31,
 
 
2019
 
2018
 
2017
 
2019
 
2018
 
2017
Service cost
 
$
978

 
$
1,019

 
$
1,219

 
$
3,382

 
$
3,566

 
$
3,686

Interest cost
 
10,281

 
9,599

 
10,115

 
3,290

 
3,340

 
3,271

Expected return on plan assets
 
(11,508
)
 
(12,851
)
 
(12,277
)
 
(3,153
)
 
(3,311
)
 
(3,208
)
Amortization of prior service cost
 

 

 

 
24

 

 

Amortization of net (gain) loss
 

 

 

 
(5
)
 
49

 
(9
)
Curtailment gain recognized
 

 
(576
)
 

 

 
(340
)
 

Settlement (gain) loss recognized
 
49

 

 
(48
)
 
20

 
(11
)
 

Net periodic expense (benefit)
 
$
(200
)
 
$
(2,809
)
 
$
(991
)
 
$
3,558

 
$
3,293

 
$
3,740

 
 
 
 
 
 
 
 
 
 
 
 
 
All components of net periodic benefit cost other than service cost are presented within other expense (income), net in the Company’s consolidated statements of income.

The net amount of projected benefit obligation and plan assets for all underfunded and unfunded plans was $77,801 and $87,410 as of December 31, 2019 and 2018, respectively, and was classified as noncurrent liabilities. The total accumulated benefit obligation as of December 31, 2019 and 2018 for the Company’s U.S. pension plans was $266,992 and $244,580, respectively. The total accumulated benefit obligation as of December 31, 2019 and 2018 for the Company’s foreign pension plans was $126,518 and $107,910, respectively.
The following table presents selected information about the Company’s pension plans with accumulated benefit obligations in excess of plan assets:
 
 
U.S.
 
Foreign
 
 
December 31,
 
December 31,
 
 
2019
 
2018
 
2019
 
2018
Projected benefit obligation
 
$
267,392

 
$
246,311

 
$
97,635

 
82,656

Accumulated benefit obligation
 
266,992

 
244,580

 
94,334

 
78,862

Fair value of plan assets
 
231,413

 
195,755

 
68,790

 
57,670

 
 
 
 
 
 
 
 
 

The following table presents selected information about the Company’s pension plans with projected benefit obligations in excess of plan assets:
 
 
U.S.
 
Foreign
 
 
December 31,
 
December 31,
 
 
2019
 
2018
 
2019
 
2018
Projected benefit obligation
 
$
267,392

 
$
246,311

 
$
116,165

 
82,656

Fair value of plan assets
 
231,413

 
195,755

 
85,994

 
57,670

 
 
 
 
 
 
 
 
 

Significant weighted average assumptions used in determining the pension obligations include the following:
 
 
U.S.
 
Foreign
 
 
December 31,
 
December 31,
 
 
2019
 
2018
 
2019
 
2018
Discount rate
 
3.32
%
 
4.32
%
 
2.18
%
 
3.01
%
Rate of compensation increase(1)
 
3.00
%
 
3.00
%
 
2.35
%
 
2.44
%
 
 
 
 
 
 
 
 
 

Significant weighted average assumptions used in determining net periodic benefit cost include the following:
 
 
U.S.
 
Foreign
 
 
Years ended
December 31,
 
Years ended
December 31,
 
 
2019
 
2018
 
2017
 
2019
 
2018
 
2017
Discount rate
 
4.32
%
 
3.74
%
 
4.24
%
 
3.01
%
 
2.91
%
 
2.99
%
Rate of compensation increase(1)
 
3.00
%
 
3.00
%
 
3.00
%
 
2.44
%
 
2.57
%
 
2.97
%
Expected return on assets
 
6.00
%
 
6.00
%
 
6.37
%
 
3.44
%
 
3.52
%
 
3.58
%
 
 
 
 
 
 
 
 
 
 
 
 
 
 

(1) 
Includes only plans not frozen to benefit accruals for the respective periods.
The discount rate for each of the U.S. plans was determined by utilizing a yield curve model. The model develops a spot rate curve based on the yields available from a broad-based universe of high quality corporate bonds. The discount rate is then set as the weighted average spot rate, using the respective plan’s expected benefit cash flows as the weights.
The investment objective for the U.S. plans is to generate returns sufficient to meet future obligations. The strategy to meet the objective includes generating attractive returns using higher returning assets such as equity securities and balancing risk using less volatile assets such as fixed income securities. The U.S. plans invest in an allocation of assets across the two broadly-defined financial asset categories of equity and fixed income securities. The target allocations for the plan assets across the three U.S. plans are as follows: 45% equity securities and 55% fixed income investments for the PQ Corporation Retirement Plan; 40% equity securities and 60% fixed income investments for the Eco Services Pension Equity Plan; and 60% equity securities and 40% fixed income investments for the Eco Services Hourly Pension Plan.
Similar considerations are applied to the investment objectives of the non-U.S. plans as well as the asset classes available in each location and any legal restrictions on plan investments.
The Company classifies plan assets based upon a fair value hierarchy (see Note 5 to these consolidated financial statements for further information). The classification of each asset within the hierarchy is based on the lowest level input that is significant to its measurement. The fair value hierarchy consists of three levels as follows:
Level 1—Values are unadjusted quoted prices for identical assets and liabilities in active markets accessible at the measurement date. Active markets provide pricing data for trades occurring at least weekly and include exchanges and dealer markets. Level 1 assets primarily include investments in publicly traded equity securities and mutual funds. These securities (or the underlying investments of the funds) are actively traded and valued using quoted prices for identical securities from the market exchanges.
Level 2—Inputs include quoted prices for similar assets or liabilities in active markets, quoted prices from those willing to trade in markets that are not active, or other inputs that are observable or can be corroborated by market data for the term of the instrument. Such inputs include market interest rates and volatilities, spreads and yield curves. Level 2 assets primarily consist of fixed-income securities and commingled funds that are not actively traded or whose underlying investments are valued using observable marketplace inputs. The fair value of plan assets invested in fixed-income securities is generally determined using valuation models that use observable inputs such as interest rates, bond yields, low-volume market quotes and quoted prices for similar assets. Plan assets that are invested in commingled funds are valued using a unit price or net asset value (“NAV”) that is based on the underlying investments of the fund.
Level 3—Certain inputs are unobservable (supported by little or no market activity) and significant to the fair value measurement. Unobservable inputs reflect the Company’s best estimate of what hypothetical market participants would use to determine a transaction price for the asset or liability at the reporting date. Level 3 assets include investments covered by insurance contracts and real estate funds valued using significant unobservable inputs.
The following tables set forth by level, within the fair value hierarchy, plan assets at fair value:
 
 
December 31, 2019
 
 
Total
 
Level 1
 
Level 2
 
Level 3
Cash and cash equivalents
 
$
991

 
$
991

 
$

 
$

Equity securities:
 
 
 
 
 
 
 
 
U.S. investment funds
 
67,374

 
67,374

 

 

International investment funds
 
65,136

 
44,905

 
20,231

 

Fixed income securities:
 


 


 


 


Government securities
 
31,040

 
23,500

 
7,540

 

Corporate bonds
 
14,900

 
14,782

 
118

 

Investment fund bonds
 
116,121

 
1,170

 
114,951

 

Other:
 


 


 


 


Insurance contracts
 
42,037

 

 
36,637

 
5,400

Total
 
$
337,599

 
$
152,722

 
$
179,477

 
$
5,400

 
 
 
 
 
 
 
 
 
 
 
December 31, 2018
 
 
Total
 
Level 1
 
Level 2
 
Level 3
Cash and cash equivalents(1)
 
$
57,000

 
$
56,925

 
$
75

 
$

Equity securities:
 
 
 
 
 
 
 
 
U.S. investment funds
 
35,103

 
35,103

 

 

International investment funds
 
44,508

 
24,040

 
20,468

 

Fixed income securities:
 
 
 
 
 
 
 
 
Government securities
 
10,121

 

 
10,121

 

Corporate bonds
 
77,229

 
72,216

 
5,013

 

Investment fund bonds
 
25,152

 
7,665

 
17,487

 

Other:
 
 
 
 
 
 
 
 
Insurance contracts
 
38,429

 

 
33,408

 
5,021

Total
 
$
287,542

 
$
195,949

 
$
86,572

 
$
5,021

 
 
 
 
 
 
 
 
 
 
(1) 
Level 1 balance includes $55,905 of cash and cash equivalents held by the Eco Services Pension Equity and Hourly Pension Plans. The investments in equity securities and fixed income securities previously held by these plans were liquidated into cash and cash equivalents in December 2018 in preparation for a transfer of plan assets to a new custodian. This transfer was completed in January 2019.
The changes in the Level 3 pension plan assets are as follows for the years ended December 31:
 
 
Insurance Contracts
 
 
2019
 
2018
Beginning balance
 
$
5,021

 
$
4,150

Actual return on plan assets
 
185

 
10

Benefits paid
 
(76
)
 
(385
)
Contributions
 
479

 
461

Exchange rate changes and other
 
(209
)
 
785

Ending balance
 
$
5,400

 
$
5,021

 
 
 
 
 

The Company expects to contribute $7,280 to the U.S. pension plans and $3,837 to the foreign pension plans in 2020.
The following benefit payments, which reflect expected future service, as appropriate, are expected to be paid:
Year
 
U.S.
 
Foreign
2020
 
$
16,372

 
$
2,759

2021
 
17,327

 
2,908

2022
 
16,048

 
3,289

2023
 
15,963

 
3,544

2024
 
15,943

 
4,023

Years 2025-2029
 
77,891

 
24,028

 
 
 
 
 

Certain of the Company’s foreign subsidiaries maintain other defined benefit plans that are consistent with statutory practices. These plans are not included in the disclosures above as they are not significant to the Company’s consolidated financial statements.
Supplemental Retirement Plans
The following tables summarize changes in the benefit obligation, plan assets and funded status of the Company’s defined benefit supplementary retirement plans, as well as the components of net periodic benefit cost, including key assumptions:
 
 
December 31,
 
 
2019
 
2018
Change in benefit obligation:
 
 
 
 
Benefit obligation at beginning of period
 
$
11,868

 
$
12,781

Interest cost
 
465

 
450

Benefits paid
 
(1,045
)
 
(1,070
)
Actuarial (gains) losses
 
364

 
(293
)
Benefit obligation at end of period
 
$
11,652

 
$
11,868

 
 
 
 
 
Change in plan assets:
 
 
 
 
Fair value of plan assets at beginning of period
 
$

 
$

Employer contributions
 
1,045

 
1,070

Benefits paid
 
(1,045
)
 
(1,070
)
Fair value of plan assets at end of period
 
$

 
$

 
 
 
 
 
Funded status of the plans (underfunded)
 
$
(11,652
)
 
$
(11,868
)
 
 
 
 
 

The total actuarial losses for the year ended December 31, 2019 across the Company’s supplemental retirement plans was $364, which was driven by declines in the discount rates of $971, which was offset by favorable changes in general demographic experience of $281 and favorable changes in mortality assumptions of $326.
Amounts recognized in the consolidated balance sheets consist of:
 
 
December 31,
 
 
2019
 
2018
Current liability
 
$
(1,019
)
 
$
(1,105
)
Noncurrent liability
 
(10,633
)
 
(10,763
)
Accumulated other comprehensive income
 
253

 
795

Net amount recognized
 
$
(11,399
)
 
$
(11,073
)
 
 
 
 
 

Amounts recognized in accumulated other comprehensive income consist of:
 
 
December 31,
 
 
2019
 
2018
Net gain
 
$
681

 
$
1,055

Gross amount recognized
 
681

 
1,055

Deferred income taxes
 
(428
)
 
(260
)
Net amount recognized
 
$
253

 
$
795

 
 
 
 
 

Components of net periodic benefit cost consist of:
 
 
Years ended
December 31,
 
 
2019
 
2018
 
2017
Interest cost
 
$
465

 
$
450

 
$
489

Amortization of net (gain) loss
 
(10
)
 

 

Net periodic expense
 
$
455

 
$
450

 
$
489

 
 
 
 
 
 
 

Interest cost is presented within other expense (income), net in the Company’s consolidated statements of income.
The accumulated benefit obligation of the Company’s defined benefit supplemental retirement plans as of December 31, 2019 and 2018 was $11,652 and $11,868, respectively. The discount rate used in determining the defined benefit supplemental retirement plan obligation was 3.10% and 4.20% as of December 31, 2019 and 2018, respectively. The discount rate used in determining net periodic benefit cost was 4.20%, 3.60% and 3.90% for the years ended December 31, 2019, 2018 and 2017, respectively. There was no rate of compensation increase for any of the periods presented, as all future accruals were frozen for the defined benefit supplementary retirement plans as of December 31, 2006. There was no rate of interest crediting rate, as there are no cash balance accounts associated with these plans.
The Company expects to contribute $1,019 to the defined benefit supplementary retirement plans in 2020.
The following benefit payments, which reflect expected future service, as appropriate, are expected to be paid:
Year
 
Amount
2020
 
$
1,019

2021
 
996

2022
 
966

2023
 
933

2024
 
898

Years 2025-2029
 
3,966

 
 
 

Other Postretirement Benefit Plans
The following tables summarize changes in the benefit obligation, plan assets and funded status of the Company’s other postretirement benefit plans as well as the components of net periodic benefit cost, including key assumptions:
 
 
December 31,
 
 
2019
 
2018
Change in benefit obligation:
 
 
 
 
Benefit obligation at beginning of period
 
$
3,814

 
$
4,612

Service cost
 
10

 
16

Interest cost
 
152

 
150

Employee contributions
 
253

 
251

Plan amendments
 
(460
)
 
(271
)
Benefits paid
 
(751
)
 
(1,061
)
Medical subsidies received
 

 
74

Premiums paid
 
(7
)
 
(66
)
Actuarial (gains) losses
 
412

 
172

Translation adjustment
 
29

 
(63
)
Benefit obligation at end of period
 
$
3,452

 
$
3,814

 
 
 
 
 
Change in plan assets:
 
 
 
 
Fair value of plan assets at beginning of period
 

 

Employer contributions
 
505

 
802

Employee contributions
 
253

 
251

Benefits paid
 
(751
)
 
(1,061
)
Medical subsidies received
 

 
74

Premiums paid
 
(7
)
 
(66
)
Fair value of plan assets at end of period
 
$

 
$

 
 
 
 
 
Funded status of the plans (underfunded)
 
$
(3,452
)
 
$
(3,814
)
 
 
 
 
 

The total actuarial losses for the year ended December 31, 2019 across the Company’s U.S. plans was $412, which was driven by declines in the discount rates of $334 and declines in general demographic experience of $172, which was offset by favorable changes in mortality assumptions of $94.
Amounts recognized in the consolidated balance sheets consist of:
 
 
December 31,
 
 
2019
 
2018
Current liability
 
$
(537
)
 
$
(581
)
Noncurrent liability
 
(2,915
)
 
(3,233
)
Accumulated other comprehensive income
 
524

 
830

Net amount recognized
 
$
(2,928
)
 
$
(2,984
)
 
 
 
 
 

Amounts recognized in accumulated other comprehensive income consist of:
 
 
December 31,
 
 
2019
 
2018
Prior service credit
 
$
828

 
$
525

Net gain
 
67

 
500

Gross amount recognized
 
895

 
1,025

Deferred income taxes
 
(371
)
 
(195
)
Net amount recognized
 
$
524

 
$
830

 
 
 
 
 

Components of net periodic benefit cost consist of:
 
 
Years ended
December 31,
 
 
2019
 
2018
 
2017
Service cost
 
$
10

 
$
16

 
$
21

Interest cost
 
152

 
150

 
174

Amortization of prior service credit
 
(157
)
 
(112
)
 
(78
)
Amortization of net gain
 
(33
)
 
(26
)
 
(45
)
Net periodic expense (benefit)
 
$
(28
)
 
$
28

 
$
72

 
 
 
 
 
 
 

All components of net periodic benefit cost other than service cost are presented within other expense (income), net in the Company’s consolidated statements of income.
The discount rate used in determining the other postretirement benefit plan obligation was 3.06% and 4.09% as of December 31, 2019 and 2018, respectively. The discount rate used in determining net periodic benefit cost was 4.09%, 3.53% and 3.74% for the years ended December 31, 2019, 2018 and 2017, respectively. There was no rate of interest crediting rate, as there are no cash balance accounts associated with these plans.
Assumed health care cost trend rates were as follows:
 
 
December 31,
 
 
2019
 
2018
Immediate trend rate
 
5.91%
 
6.59%
Ultimate trend rate
 
4.39%
 
4.50%
Year that the rate reaches ultimate trend rate
 
2038
 
2035
 
 
 
 
 

The Company expects to contribute $537 to the retiree health plans in 2020.
The following benefit payments, which reflect expected future service, as appropriate, are expected to be paid:
Year
 
Amount
2020
 
$
537

2021
 
473

2022
 
343

2023
 
318

2024
 
185

Years 2025-2029
 
820

 
 
 

There are no expected Medicare subsidy receipts expected in future periods.
Certain of the Company’s foreign subsidiaries maintain other postretirement benefit plans that are consistent with statutory practices. These plans are not included in the disclosures above as they are not significant to the Company’s consolidated financial statements.
Defined Contribution Plans
The Company also has defined contribution plans covering domestic employees of the Company and certain subsidiaries. The Company recorded expenses of $12,702, $12,585 and $13,103 related to these plans for the years ended December 31, 2019, 2018 and 2017, respectively.