WLK » Topics » 14. Acquisitions

This excerpt taken from the WLK 10-K filed Feb 19, 2009.

14. Acquisitions

On November 30, 2006, the Company acquired Eastman Chemical Company’s polyethylene business, related assets and a 200 mile, 10 inch pipeline from Mont Belvieu, Texas to Longview, Texas for a purchase price of $235,028, subject to further adjustment based on final values of working capital at the purchase date. During the second quarter of 2007, the Company received $8,043 to settle the working capital adjustment. The adjustment resulted in a final purchase price of $226,985. This adjustment, along with other purchase price adjustments, has resulted in a goodwill balance of $29,990 at December 31, 2008.

 

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WESTLAKE CHEMICAL CORPORATION

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS—Continued

(dollars in thousands, except per share data)

 

The following unaudited consolidated pro forma information is provided with respect to the acquisition assuming it occurred on January 1, 2006:

 

     2006

Net sales

   $ 3,185,332

Income before income taxes

     345,839

Net income

     234,875

Earnings per common share:

  

Basic

     3.61

Diluted

     3.60

The pro forma net earnings above assumes an income tax provision at the Company’s estimated federal and state income tax rate for the respective year. The information is presented for illustrative purposes only and is not necessarily indicative of results that would have been achieved if the acquisition had occurred as of January 1, 2006 or of future operating performance.

These excerpts taken from the WLK 10-K filed Feb 20, 2008.

14. Acquisitions

On November 30, 2006, the Company acquired Eastman Chemical Company’s polyethylene business, related assets and a 200 mile, 10 inch pipeline from Mont Belvieu, Texas to Longview, Texas for a purchase price of $235,028, subject to further adjustment based on final values of working capital at the purchase date. During the second quarter of 2007, the Company received $8,043 to settle the working capital adjustment. The adjustment resulted in a final purchase price of $226,985. This adjustment, along with other purchase price adjustments, has resulted in a goodwill balance of $29,990 at December 31, 2007.

 

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Index to Financial Statements

WESTLAKE CHEMICAL CORPORATION

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS—Continued

(dollars in thousands, except per share data)

 

The following unaudited consolidated pro forma information is provided for the acquisition assuming it occurred on January 1, 2005:

 

     2006    2005

Net sales

   $ 3,185,332    $ 3,122,974

Income before income taxes

     345,839      429,913

Net income

     234,875      280,698

Earnings per common share:

     

Basic

     3.61      4.32

Diluted

     3.60      4.30

The pro forma net earnings above assumes an income tax provision at the Company’s estimated federal and state income tax rate for the respective year. The information is presented for illustrative purposes only and is not necessarily indicative of results that would have been achieved if the acquisition had occurred as of January 1, 2005 or of future operating performance.

14. Acquisitions

SIZE="2">On November 30, 2006, the Company acquired Eastman Chemical Company’s polyethylene business, related assets and a 200 mile, 10 inch pipeline from Mont Belvieu, Texas to Longview, Texas for a purchase price of $235,028, subject to
further adjustment based on final values of working capital at the purchase date. During the second quarter of 2007, the Company received $8,043 to settle the working capital adjustment. The adjustment resulted in a final purchase price of $226,985.
This adjustment, along with other purchase price adjustments, has resulted in a goodwill balance of $29,990 at December 31, 2007.

 


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Index to Financial Statements



WESTLAKE CHEMICAL CORPORATION

ALIGN="center">NOTES TO CONSOLIDATED FINANCIAL STATEMENTS—Continued

(dollars in
thousands, except per share data)

 


The following unaudited consolidated pro forma information is provided for the acquisition assuming
it occurred on January 1, 2005:

 


































































   2006  2005

Net sales

  $3,185,332  $3,122,974

Income before income taxes

   345,839   429,913

Net income

   234,875   280,698

Earnings per common share:

    

Basic

   3.61   4.32

Diluted

   3.60   4.30

The pro forma net earnings above assumes an income tax provision at the Company’s estimated
federal and state income tax rate for the respective year. The information is presented for illustrative purposes only and is not necessarily indicative of results that would have been achieved if the acquisition had occurred as of January 1,
2005 or of future operating performance.

This excerpt taken from the WLK 10-K filed Feb 23, 2006.

14. Acquisitions

 

On August 2, 2004, the Company completed the acquisition of substantially all of the assets of Bristolpipe Corporation. Bristolpipe Corporation, headquartered in Elkhart, Indiana, operated three manufacturing plants located in Indiana, Pennsylvania and Georgia with a combined estimated pipe production capacity of 300 million pounds per year and primarily produced PVC pipe products for a wide range of applications, including domestic and commercial drainage, waste and venting; underground water; sewer pipe; and telecommunications cable ducting. The acquisition contributed $55,366 net sales to the Company in 2004. The purchase price of the assets was $33,294. Because the Bristolpipe acquisition is immaterial to the Company’s consolidated financial statements, no pro forma disclosures are required.

 

This excerpt taken from the WLK 10-K filed Mar 16, 2005.

15. Acquisitions

 

On August 2, 2004, the Company completed the acquisition of substantially all of the assets of Bristolpipe Corporation. Bristolpipe Corporation, headquartered in Elkhart, Indiana, operated three manufacturing plants located in Indiana, Pennsylvania and Georgia with a combined estimated pipe production capacity of 300 million pounds per year and primarily produced PVC pipe products for a wide range of applications, including domestic

 

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WESTLAKE CHEMICAL CORPORATION

 

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS—(Continued)

(dollars in thousands, except per share data)

 

and commercial drainage, waste and venting; underground water; sewer pipe; and telecommunications cable ducting. The acquisition contributed $55,366 net sales to the Company in 2004. The purchase price of the assets was $33,294, subject to adjustment. Because the Bristolpipe acquisition is immaterial to the Company’s consolidated financial statements, no pro forma disclosures are required.

 

In December 2002, the Company acquired an idled vinyls facility in Geismar, Louisiana for $5,000 in cash. In addition, contingent payments equal to a percentage of EBITDA during the first two years of operations, not to exceed $4,000, are to be paid by the Company. As of December 31, 2002, the acquired assets are consolidated in the accompanying financial statements. The Company has begun a phased start-up of its VCM and PVC facilities in Geismar, Louisiana. The Company acquired the EDC, VCM, and PVC plants in December 2002 and has been operating the EDC plant since November 2003. The VCM and PVC plants each have an estimated rated capacity of 600 million pounds per year. The PVC plant is comprised of two trains. The first phase of the VCM and PVC start-up, which commenced in December 2004, consisted of the starting up of the VCM plant and one train of the PVC plant. The Company expects that the majority of the first phase of the PVC start-up production will be consumed internally as a result of the acquisition of the three PVC pipe plants from Bristolpipe Corporation.

 

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