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These excerpts taken from the XIDE 10-K filed Jun 4, 2009. Environmental
Matters
As a result of its multinational manufacturing, distribution and
recycling operations, the Company is subject to numerous
federal, state, and local environmental, occupational health,
and safety laws and regulations, as well as similar laws and
regulations in other countries in which the Company operates
(collectively, “EH&S laws”).
The Company is exposed to liabilities under such EH&S laws
arising from its past handling, release, storage and disposal of
materials now designated as hazardous substances and hazardous
wastes. The Company previously has been advised by the
U.S. Environmental Protection Agency (“EPA”) or
state agencies that it is a “Potentially Responsible
Party” under the Comprehensive Environmental Response,
Compensation and Liability Act or similar state laws at 100
federally defined Superfund or state equivalent sites. At 45 of
these sites, the Company has paid its share of liability. While
the Company believes it is probable its liability for most of
the remaining sites will be treated as disputed unsecured claims
under the Plan, there can be no assurance these matters will be
discharged. If the Company’s liability is not discharged at
one or more sites, the government may be able to file claims for
additional response costs in the future, or to order the Company
to perform remedial work at such sites. In addition, the EPA, in
the course of negotiating this pre-petition claim, had notified
the Company of the possibility of additional
clean-up
costs associated with Hamburg, Pennsylvania properties of
approximately $35.0 million, as described in more detail
below. The EPA has provided summaries of past costs and an
estimate of future costs that approximate the amounts in its
notification; however, the Company disputes certain elements of
the claimed past costs, has not received sufficient information
supporting the estimated future costs, and is in negotiations
with the EPA. To the extent the EPA or other environmental
authorities dispute the pre-petition nature of these claims, the
Company would intend to resist any such effort to evade the
bankruptcy law’s intended result, and believes there are
substantial legal defenses to be asserted in that case. However,
there can be no assurance that the Company would be successful
in challenging any such actions.
Table of Contents
EXIDE
TECHNOLOGIES AND SUBSIDIARIES
NOTES TO
CONSOLIDATED FINANCIAL
STATEMENTS — (Continued)
The Company is also involved in the assessment and remediation
of various other properties, including certain Company-owned or
operated facilities. Such assessment and remedial work is being
conducted pursuant to applicable EH&S laws with varying
degrees of involvement by appropriate legal authorities. Where
probable and reasonably estimable, the costs of such projects
have been accrued by the Company, as discussed below. In
addition, certain environmental matters concerning the Company
are pending in various courts or with certain environmental
regulatory agencies with respect to these currently or formerly
owned or operating locations. While the ultimate outcome of the
foregoing environmental matters is uncertain, after consultation
with legal counsel, the Company does not believe the resolution
of these matters, individually or in the aggregate, will have a
material adverse effect on the Company’s financial
condition, cash flows or results of operations.
On September 6, 2005, the U.S. Court of Appeals for
the Third Circuit issued an opinion in U.S. v. General
Battery/Exide
(No. 03-3515)
affirming the district court’s holding that the Company is
liable, as a matter of federal common law of successor
liability, for lead contamination at certain sites in the
vicinity of Hamburg, Pennsylvania. This case involves several of
the pre-petition environmental claims of the federal government
for which the Company, as part of its Chapter 11
proceeding, had established a reserve of common stock and
warrants. The amount of the government claims for these sites at
the time reserves were established was approximately
$14.0 million. On October 2, 2006, the United States
Supreme Court denied review of the appellate decision, leaving
Exide subject to a stipulated judgment for approximately
$6.5 million, based on the ruling that Exide has successor
liability for these EPA cost recovery claims. The judgment will
be a general unsecured claim payable in common stock and
warrants. Additionally, the EPA has asserted a general unsecured
claim for costs related to other Hamburg, Pennsylvania sites.
The current amount of the government’s claims for the
aforementioned sites (including the stipulated judgment
discussed above) is approximately $20.0 million. A reserve
of common stock and warrants for the estimated value of all
claims, including the aforementioned claims, was established as
part of the Plan.
In October 2004, the EPA, in the course of negotiating a
comprehensive settlement of all its environmental claims against
the Company, had notified the Company of the possibility of
additional
clean-up
costs associated with other Hamburg, Pennsylvania properties of
approximately $35.0 million. The EPA has provided cost
summaries for past costs and an estimate of future costs that
approximate the amounts in its notification; however, the
Company disputes certain elements of the claimed past costs, has
not received sufficient information supporting the estimated
future costs, and is in negotiations with the EPA.
As unsecured claims are allowed in the Bankruptcy Court, the
Company is required to distribute common stock and warrants to
the holders of such claims. To the extent the government is able
to prove the Company is responsible for the alleged
contamination at the other Hamburg, Pennsylvania properties and
substantiate its estimated $35.0 million of additional
clean-up
costs discussed above, these claims would ultimately result in
an inadequate reserve of common stock and warrants to the extent
not offset by the reconciliation of all other claims for lower
amounts than the aggregate reserve. The Company would still
retain the right to perform and pay for such cleanup activities,
which would preserve the existing reserved common stock and
warrants. Except for the government’s cost recovery claim
resolved by the U.S. v. General Battery/Exide case
discussed above, it remains the Company’s position that it
is not liable for the contamination of this area, and that any
liability it may have derives from pre-petition events which
would be administered as a general, unsecured claim, and
consequently no provisions have been recorded in connection
therewith.
The Company is conducting an investigation and risk assessment
of lead exposure near its Reading recycling plant from past
facility emissions and non-Company sources such as lead paint.
This is being performed under a consent order with the EPA. The
Company has previously removed soil from properties with the
highest soil lead content, and is in discussions with the EPA to
resolve differences regarding the need for, and extent of,
further actions by the Company. Alternatives have been reviewed
and appropriate reserve
Table of Contents
EXIDE
TECHNOLOGIES AND SUBSIDIARIES
NOTES TO
CONSOLIDATED FINANCIAL
STATEMENTS — (Continued)
estimates made. At this time, the Company cannot determine from
available information the extent of additional cleanup which
will occur, or the amount of any cleanup costs that may finally
be incurred.
The Company has received a number of notices of violation issued
by the South Coast Air Quality Management District
(“SCAQMD”) for alleged violations of the
Rule 1420 emission standards at its Vernon, California
recycling facility. In an effort to resolve these notices of
violation, the Company is negotiating a settlement agreement
with SCAQMD that the Company currently believes will include
monetary sanctions of approximately $0.2 million. The
settlement would also include an agreement to enter into a
stipulated Order of Abatement to perform certain pollution
control projects and activities.
The Company has established reserves for
on-site and
off-site environmental remediation costs where such costs are
probable and reasonably estimable and believes that such
reserves are adequate. As of March 31, 2009 and
March 31, 2008, the amount of such reserves on the
Company’s Consolidated Balance Sheets was approximately
$33.8 million and $39.1 million, respectively. Because
environmental liabilities are not accrued until a liability is
determined to be probable and reasonably estimable, not all
potential future environmental liabilities have been included in
the Company’s environmental reserves and, therefore,
additional earnings charges are possible. Also, future findings
or changes in estimates could have a material adverse effect on
the recorded reserves and cash flows.
The sites that currently have the largest reserves include the
following:
Environmental
Matters
As a result of its manufacturing, distribution and recycling
operations, the Company is subject to numerous federal and local
environmental, occupational health and safety laws and
regulations, as well as similar laws and regulations in the
countries in which the Company operates (collectively,
“EH&S laws”). The Company is exposed to
liabilities under such EH&S laws arising from its past
handling, release, storage and disposal of hazardous substances
and hazardous wastes.
The Company is also involved in the assessment and remediation
of various other properties, including certain Company-owned or
operated facilities. Such assessment and remedial work is being
conducted pursuant to applicable EH&S laws with varying
degrees of involvement by appropriate legal authorities. Where
probable and reasonably estimable, the costs of such projects
have been accrued by the Company, as discussed below. In
addition, certain environmental matters concerning the Company
are pending in various courts or with certain environmental
regulatory agencies with respect to these currently or formerly
owned or operating facilities. While the ultimate outcome of the
foregoing environmental matters is uncertain, after consultation
with legal counsel, the Company does not believe the resolution
of these matters, individually or in the aggregate, will have a
material adverse effect on the Company’s financial
condition, cash flows or results of operations.
Table of Contents
EXIDE
GLOBAL HOLDING NETHERLANDS C.V. AND SUBSIDIARIES
NOTES TO
CONSOLIDATED FINANCIAL
STATEMENTS — (Continued)
The Company has established reserves for
on-site and
off-site environmental remediation costs where such costs are
probable and reasonably estimable and believes that such
reserves are adequate. As of March 31, 2009 and 2008, the
amount of such reserves on the Company’s consolidated
balance sheet was approximately $5.8 million and
$9.0 million , respectively. Because environmental
liabilities are not accrued until a liability is determined to
be probable and reasonably estimable, not all potential future
environmental liabilities have been included in the
Company’s environmental reserves and, therefore, additional
earnings charges are possible. Also, future findings or changes
in estimates could have a material effect on the recorded
reserves and cash flows.
This excerpt taken from the XIDE 10-K filed Jun 9, 2008. Environmental
Matters
As a result of its manufacturing, distribution and recycling
operations, the Company is subject to numerous federal and local
environmental, occupational health and safety laws and
regulations, as well as similar laws and regulations in the
countries in which the Company operates (collectively,
“EH&S laws”). The Company is exposed to
liabilities under such EH&S laws arising from its past
handling, release, storage and disposal of hazardous substances
and hazardous wastes.
The Company is also involved in the assessment and remediation
of various other properties, including certain Company-owned or
operated facilities. Such assessment and remedial work is being
conducted pursuant to applicable EH&S laws with varying
degrees of involvement by appropriate legal authorities. Where
probable
Table of Contents
EXIDE
GLOBAL HOLDING NETHERLANDS C.V. AND SUBSIDIARIES
NOTES TO
CONSOLIDATED FINANCIAL
STATEMENTS — (Continued)
and reasonably estimable, the costs of such projects have been
accrued by the Company, as discussed below. In addition, certain
environmental matters concerning the Company are pending in
various courts or with certain environmental regulatory agencies
with respect to these currently or formerly owned or operating
facilities. While the ultimate outcome of the foregoing
environmental matters is uncertain, after consultation with
legal counsel, the Company does not believe the resolution of
these matters, individually or in the aggregate, will have a
material adverse effect on the Company’s financial
condition, cash flows or results of operations.
The Company has established reserves for
on-site and
off-site environmental remediation costs where such costs are
probable and reasonably estimable and believes that such
reserves are adequate. As of March 31, 2008 and 2007, the
amount of such reserves on the Company’s consolidated
balance sheet was approximately $9.0 million and
$7.1 million , respectively. Because environmental
liabilities are not accrued until a liability is determined to
be probable and reasonably estimable, not all potential future
environmental liabilities have been included in the
Company’s environmental reserves and, therefore, additional
earnings charges are possible. Also, future findings or changes
in estimates could have a material effect on the recorded
reserves and cash flows.
The site that currently has the largest reserves is the
following:
This excerpt taken from the XIDE 10-K filed Jun 11, 2007. Environmental
Matters
As a result of its manufacturing, distribution and recycling
operations, the Company is subject to numerous federal and local
environmental, occupational health and safety laws and
regulations, including limits on employee blood lead levels, as
well as similar laws and regulations in the countries in which
the Company operates (collectively, “EH&S laws”).
The Company is exposed to liabilities under such EH&S laws
arising from its past handling, release, storage and disposal of
hazardous substances and hazardous wastes.
The Company is also involved in the assessment and remediation
of various other properties, including certain Company owned or
operated facilities. Such assessment and remedial work is being
conducted pursuant to applicable EH&S laws with varying
degrees of involvement by appropriate legal authorities. Where
probable and reasonably estimable, the costs of such projects
have been accrued by the Company, as discussed below. In
addition, certain environmental matters concerning the Company
are pending in various courts or with certain environmental
regulatory agencies with respect to these currently or formerly
owned or operating locations. While the ultimate outcome of the
foregoing environmental matters is uncertain, after consultation
with legal counsel, the Company does not believe the resolution
of these matters, individually or in the aggregate, will have a
material adverse effect on the Company’s financial
condition, cash flows or results of operations.
The Company has established reserves for
on-site and
off-site environmental remediation costs where such costs are
probable and reasonably estimable and believes that such
reserves are adequate. As of March 31, 2007 and 2006, the
amount of such reserves on the Company’s consolidated
balance sheet was approximately $7.1 million and
$8.1 million, respectively. Because environmental
liabilities are not accrued until a liability is determined to
be probable and reasonably estimable, not all potential future
environmental liabilities have been included in the
Company’s environmental reserves and, therefore, additional
earnings charges are possible. Also, future findings or changes
in estimates could have a material effect on the recorded
reserves and cash flows.
The site that currently has the largest reserves is the
following:
This excerpt taken from the XIDE 10-K filed Jun 29, 2005. Environmental Matters
As a result of its manufacturing, distribution and recycling operations, the Company is subject to numerous federal, state and local environmental, occupational safety and health laws and regulations, including limits on employee blood lead levels, as well as similar laws and regulations in other countries in which the Company operates (collectively, “EH&S laws”).
The Company is exposed to liabilities under such EH&S laws arising from its past handling, release, storage and disposal of hazardous substances and hazardous wastes. The Company previously has been advised by the U.S. Environmental Protection Agency or state agencies that it is a “Potentially Responsible Party” under the Comprehensive Environmental Response, Compensation and Liability Act (“CERCLA”) or similar state laws at 96 federally defined Superfund or state equivalent sites. At 44 of these sites, the Company has paid its share of liability. While the Company believes it is probable its liability for most of the remaining sites will be treated as disputed unsecured claims under the Plan, there can be no assurance these matters will be discharged.
The Company is also involved in the assessment and remediation of various other properties, including certain Company owned or operated facilities. Such assessment and remedial work is being conducted pursuant to applicable EH&S laws with varying degrees of involvement by appropriate legal authorities. Where probable and reasonably estimable, the costs of such projects have been accrued by the Company, as discussed below. In addition, certain environmental matters concerning the Company are pending in various courts or with certain environmental regulatory agencies with respect to these currently or formerly owned or operating locations. While the ultimate outcome of the foregoing environmental matters is uncertain, after consultation with legal counsel, the Company does not believe the resolution of these matters, individually or in the aggregate, will have a material adverse effect on the Company’s financial condition, cash flows or results of operations.
In October 2004, the U.S. Environmental Protection Agency (“EPA”), in the course of negotiating the government’s pre-petition claim with the Company, notified the Company of the possibility of additional cleanup costs associated with the remediation of the Hamburg, Pennsylvania properties of approximately $35,000. To date, the EPA has not made a formal claim for this amount or provided support for these estimates. Although the Company does not believe there is a basis for this claim, if the government proceeds with an action and prevails, the amounts of this claim, when added to all other reserved claims, could result in an inadequate reserve of new common stock and Warrants to resolve all such claims. The Company would still retain the right to perform and pay for such cleanup activities, which would preserve the existing reserved common stock and Warrants discussed in this Note 19. Because the Company does not believe there is a basis for this claim and because of its pre-petition status, no provisions have been recorded in connection therewith.
The Company has established reserves for on-site and off-site environmental remediation costs where such costs are probable and reasonably estimable and believes that such reserves are adequate. As of March 31, 2005
F-44
Table of ContentsEXIDE TECHNOLOGIES AND SUBSIDIARIES
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS—(Continued)
(Successor Company) and March 31, 2004 (Predecessor Company), the amount of such reserves on the Company’s consolidated balance sheet was approximately $58,500 and $94,200, respectively. These reserves have been adjusted in Fresh Start reporting to the extent that the Company believes such obligations have been discharged under the Plan and to reflect the discounting of reserves, where appropriate under SOP 90-7. See Note 5. Because environmental liabilities are not accrued until a liability is determined to be probable and reasonably estimable, not all potential future environmental liabilities have been included in the Company’s environmental reserves and, therefore, additional earnings charges are possible. Also, future findings or changes in estimates could have a material effect on the recorded reserves and cash flows.
This excerpt taken from the XIDE 10-K filed Mar 1, 2005. Environmental Matters
As a result of its manufacturing, distribution and recycling operations, the Company is subject to numerous federal, state and local environmental, occupational safety and health laws and regulations, including limits on employee blood lead levels, as well as similar laws and regulations in other countries in which the Company operates (collectively, “EH&S laws”).
The Company is also exposed to liabilities under such EH&S laws arising from its past handling, release, storage and disposal of hazardous substances and hazardous wastes. The Company previously has been advised by the U.S. Environmental Protection Agency or state agencies that it is a “Potentially Responsible Party” under the Comprehensive Environmental Response, Compensation and Liability Act (“CERCLA”) or similar state laws at 91 federally defined Superfund or state equivalent sites. At 44 of these sites, the Company has paid its share of liability. The Company anticipates its liability for the remaining sites will be treated as disputed unsecured claims under the Plan.
The Company is also involved in the assessment and remediation of various other properties, including certain Company owned or operated facilities. Such assessment and remedial work is being conducted pursuant to applicable EH&S laws with varying degrees of involvement by appropriate legal authorities. Where probable and reasonably estimable, the costs of such projects have been accrued by the Company, as discussed below. In addition, certain environmental matters concerning the Company are pending in various courts or with certain environmental regulatory agencies with respect to these currently or formerly owned or operating locations. While the ultimate outcome of the foregoing environmental matters is uncertain, after consultation with legal counsel, the Company does not believe the resolution of these matters, individually or in the aggregate, will have a material adverse effect on the Company’s financial condition, cash flows or results of operations.
The Company has established reserves for on-site and off-site environmental remediation costs and believes that such reserves are adequate. As of March 31, 2004, the amount of such reserves on the Company’s consolidated balance sheet was $94,239. Of this amount, $62,055 was included in Liabilities subject to compromise, however, the amount of those liabilities that will be discharged pursuant to the Plan is yet to be determined. Because environmental liabilities are not accrued until a liability is determined to be probable and reasonably estimable, not all potential future environmental liabilities have been included in the Company’s environmental reserves and, therefore, additional earnings charges are possible. Also, future findings or changes in estimates could have a material effect on the recorded reserves and cash flows.
The sites which may require larger expenses for remediation are as follows:
This excerpt taken from the XIDE 10-Q filed Feb 14, 2005. Environmental Matters
As a result of its manufacturing, distribution and recycling operations, the Company is subject to numerous federal, state and local environmental, occupational safety and health laws and regulations, including limits on employee blood lead levels, as well as similar laws and regulations in other countries in which the Company operates (collectively, “EH&S laws”).
The Company is exposed to liabilities under such EH&S laws arising from its past handling, release, storage and disposal of hazardous substances and hazardous wastes. The Company previously has been advised by the U.S. Environmental Protection Agency or state agencies that it is a “Potentially Responsible Party” under the Comprehensive Environmental Response, Compensation and Liability Act (“CERCLA”) or similar state laws at ninety-five federally defined Superfund or state equivalent sites. At forty-four of these sites, the Company has paid its share of liability. While the Company believes it is probable its liability for most of the remaining sites will be treated as disputed unsecured claims under the Plan, there can be no assurance these matters will be discharged.
The Company is also involved in the assessment and remediation of various other properties, including certain Company owned or operated facilities. Such assessment and remedial work is being conducted pursuant to applicable EH&S laws with varying degrees of involvement by appropriate legal authorities. Where probable and reasonably estimable, the costs of such projects have been accrued by the Company, as discussed below. In addition, certain environmental matters concerning the Company are pending in various courts or with certain environmental regulatory agencies with respect to these currently or formerly owned or operating locations. While the ultimate outcome of the foregoing environmental matters is uncertain, after consultation with legal counsel, the Company does not believe the resolution of these matters, individually or in the aggregate, will have a material adverse effect on the Company’s financial condition, cash flows or results of operations.
52
Table of ContentsIn October 2004, the U.S. Environmental Protection Agency (“EPA”), in the course of negotiating the government’s pre-petition claim with the Company, notified the Company of the possibility of additional cleanup costs associated with the remediation of the Hamburg, Pennsylvania properties of approximately $35 million. To date, the EPA has not made a formal claim for this amount or provided support for these estimates. Although the Company does not believe there is a basis for this claim, if the government proceeds with an action and prevails, the amounts of this claim, when added to all other reserved claims, could result in an inadequate reserve of new common stock and Warrants to resolve all such claims. The Company would still retain the right to perform and pay for such cleanup activities in this matter, which would preserve the existing reserved common stock and Warrants discussed in Note 18. Because the Company does not believe there is a basis for this claim and because of its pre-petition status, no provisions have been recorded in connection therewith.
The Company has established reserves for on-site and off-site environmental remediation costs where such costs are probable and reasonably estimable and believes that such reserves are adequate. As of December 31, 2004 and March 31, 2004, the amount of such reserves on the Company’s unaudited condensed consolidated balance sheet was approximately $63.8 million and $94.2 million. These reserves have been adjusted in Fresh Start reporting to the extent the Company believes such obligations have been discharged under the Plan and to reflect the discounting of reserves, where appropriate under SOP 90-7. See Note 4. Because environmental liabilities are not accrued until a liability is determined to be probable and reasonably estimable, not all potential future environmental liabilities have been included in the Company’s environmental reserves and, therefore, additional earnings charges are possible. Also, future findings or changes in estimates could have a material effect on the recorded reserves and cash flows.
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