UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D. C. 20549
FORM 11-K
[X]
|
ANNUAL REPORT PURSUANT TO SECTION 15(d) OF THE SECURITIES
EXCHANGE ACT OF 1934
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For the
fiscal year ended December 31, 2015
OR
[ ]
|
TRANSITION REPORT PURSUANT TO SECTION 15(d) OF THE SECURITIES
EXCHANGE ACT OF 1934
|
For the transition period from
to
Commission file number 001-12019
A.
Full title of plan and the address of the plan, if different from that of the
issuer named below:
Quaker Chemical Corporation
Retirement Savings Plan
B.
Name of issuer of the securities held pursuant to the plan and the address of
its principal executive office:
Quaker Chemical Corporation
One Quaker Park
901 E. Hector Street
Conshohocken, PA 19428-2380
Quaker Chemical Corporation
Retirement Savings
Plan
Table of Contents
Report of Independent
Registered Public Accounting Firm
To the Plan Administrator
Quaker Chemical Corporation Retirement Savings Plan
Conshohocken
, Pennsylvania
We have audited the
accompanying statements of net assets available for benefits of the Quaker
Chemical Corporation Retirement Savings Plan (the “Plan”) as of December 31,
2015 and 2014, and the related statements of changes in net assets available
for benefits for the years then ended. These financial statements are the
responsibility of the Plan’s management. Our responsibility is to express an
opinion on these financial statements based on our audits.
We conducted our audits in
accordance with the standards of the Public Company Accounting Oversight Board
(United States). Those standards require that we plan and perform the audit to
obtain reasonable assurance about whether the financial statements are free of
material misstatement.
The
Plan is not required to have, nor were we engaged to perform, an audit of its
internal control over financial reporting. Our audits included consideration of
internal control over financial reporting as a basis for designing audit
procedures that are appropriate in the circumstances, but not for the purpose
of expressing an opinion on the effectiveness of the Plan’s internal control
over financial reporting. Accordingly, we express no such opinion.
An audit also includes examining, on a test basis, evidence
supporting the amounts and disclosures in the financial statements, assessing
the accounting principles used and significant estimates made by management, as
well as evaluating the overall financial statement presentation. We believe
that our audits provide a reasonable basis for our opinion.
In our opinion, the financial
statements referred to above present fairly, in all material respects, the net
assets available for benefits of the Plan as of December 31, 2015 and 2014, and
the changes in net assets available for benefits for the years then ended, in
conformity with accounting principles generally accepted in the United States
of America.
The accompanying supplemental
Schedule of Assets (Held at End of Year) as of December 31, 2015 has been
subjected to audit procedures performed in conjunction with the audit of the
Plan’s financial statements. The supplemental schedule is the responsibility of
the Plan’s management. Our audit procedures included determining whether the
supplemental schedule reconciles to the financial statements or the underlying
accounting and other records, as applicable and performing procedures to test
the completeness and accuracy of the information presented in the supplemental
schedule. In forming our opinion on the supplemental schedule, we evaluated
whether the supplemental schedule, including its form and content, is presented
in conformity with the Department of Labor’s Rules and Regulations for
Reporting and Disclosure under the Employee Retirement Income Security Act of
1974. In our opinion, the supplemental schedule is fairly stated, in all
material respects, in relation to the financial statements as a whole.
/s/ BDO USA, LLP
Philadelphia, Pennsylvania
June 22, 2016
QUAKER CHEMICAL CORPORATION
RETIREMENT SAVINGS
PLAN
STATEMENTS OF NET ASSETS AVAILABLE FOR BENEFITS
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As of December 31,
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2015
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2014
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Assets
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Investments:
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|
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|
|
|
|
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Registered
investment companies
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$
|
63,655,016
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|
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$
|
62,344,894
|
|
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Vanguard
Retirement Savings Trust
|
|
|
11,187,003
|
|
|
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10,660,691
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|
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Quaker
Chemical Corporation Stock Fund
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25,084,402
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|
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27,986,422
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|
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Participant-directed
brokerage account
|
|
|
1,196,181
|
|
|
|
1,354,961
|
|
|
|
Total
investments
|
|
|
101,122,602
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|
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102,346,968
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Receivables:
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|
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Employer's
contributions
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140,374
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145,258
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Participant
notes receivable
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1,672,037
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|
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1,773,083
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|
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Total
receivables
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1,812,411
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1,918,341
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|
|
|
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|
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|
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Net
assets available for benefits
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$
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102,935,013
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$
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104,265,309
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|
The accompanying notes are an integral
part of the financial statements
QUAKER CHEMICAL CORPORATION
RETIREMENT SAVINGS PLAN
STATEMENTS OF CHANGES IN NET ASSETS AVAILABLE FOR BENEFITS
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For the Year Ended
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December 31,
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2015
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2014
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Additions
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Investment
income:
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Interest
and dividend income, investments
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$
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3,861,630
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$
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2,699,140
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Net
(decrease) increase in fair value of investments
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(7,360,470)
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6,881,843
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(3,498,840)
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9,580,983
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|
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|
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|
|
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Interest
income, participant notes receivable
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71,419
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64,295
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Contributions:
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Employer
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2,747,149
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2,588,065
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Participant
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4,374,025
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3,948,252
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|
|
|
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7,121,174
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6,536,317
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Other
additions:
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Plan
merger assets transfer in
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—
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6,000,515
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Total
additions
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3,693,753
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22,182,110
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Deductions
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|
|
|
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Payment
of benefits
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5,024,049
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8,869,456
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Total
deductions
|
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5,024,049
|
|
|
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8,869,456
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Net
(decrease) increase
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(1,330,296)
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13,312,654
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|
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Net
assets available for benefits:
|
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|
|
|
|
|
|
|
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Beginning
of year
|
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|
104,265,309
|
|
|
|
90,952,655
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|
|
End
of year
|
|
$
|
102,935,013
|
|
|
$
|
104,265,309
|
|
The accompanying notes are an integral
part of the financial statements
Quaker Chemical Corporation
Retirement Savings Plan
Notes to Financial Statements
NOTE 1 – DESCRIPTION OF PLAN
The
following description of the Quaker Chemical Corporation Retirement Savings
Plan (the “Plan”) provides only general information. The Plan document provides
a complete description of the Plan’s provisions.
General
The Plan is a defined
contribution plan for certain U.S. employees of Quaker Chemical Corporation
(the “Company”) and adopting affiliates (AC Products, Inc. (“AC”), Epmar
Corporation (“Epmar”), G.W. Smith & Sons, Inc. (“G.W. Smith”) and Summit
Lubricants, Inc. (“Summit”)). The Plan is administered by the Global Pension
Committee, which is appointed by the Company’s Board of Directors, and is
subject to the Employee Retirement Income Security Act of 1974 (“ERISA”).
Employees of the Company and
adopting affiliates are eligible to participate in the Plan on their first day
of employment or as soon as administratively practicable thereafter, unless
specified differently in any bargaining unit agreement.
Plan Amendments
The Plan was amended effective
January 1, 2014 to allow eligible employees of G.W. Smith and Summit to become
participants in the Plan. Concurrent with the amendment, G.W. Smith and Summit
became adopting affiliates. The Plan was further amended to merge the G.W.
Smith 401(k) Profit Sharing Plan and the Summit 401(k) Plan. The mergers were
effective as of January 1, 2014 and the transfers of assets into the Plan
occurred in May of 2014. G.W. Smith and Summit participants are not eligible
for the Plan’s discretionary non-elective contribution.
As of January 1, 2014,
participants who are subject to the collective bargaining agreement with UAW
Local 174 became eligible for the non-elective nondiscretionary contribution,
equal to 3% of the eligible participant’s compensation, to the extent the
participants have completed one year of service.
The Plan was further amended
effective January 1, 2014 to broaden the forms of after-tax rollover
contributions accepted by the Plan to include any amounts in the participants
G.W. Smith or Summit accounts that are attributable to rollover contributions.
Such amounts will be transferred to the participant’s Rollover Account under
the Plan.
Contributions
Participants may elect to
contribute on a before-tax and/or after-tax basis any whole percentage of their
compensation, up to 50%, during the year, not to exceed the annual Internal
Revenue Code limits. At the discretion of the Global Pension Committee,
the Plan matches 50% of the first 6% of compensation that is contributed to the
Plan, with a maximum matching contribution of 3% of compensation. No changes
were made to the discretionary matching provision during 2015 or 2014. In
addition, the Plan provides for a non-elective nondiscretionary contribution on
behalf of participants who have completed one year of service equal to 3%
of the eligible participant's compensation. All employer contributions
may be allocated to the Company Stock Fund, at the sole discretion of the Global
Pension Committee. Participants may diversify the investment of Plan
funds that are automatically invested in the Company Stock Fund.
The Company’s Board of
Directors (and AC’s Board of Directors with respect to AC participants)
reserves the right to make future discretionary non-elective contributions,
which are allocated on the basis of eligible participants’ compensation. Upon
completing one year of service, an eligible participant is eligible to receive
discretionary non-elective contributions on the first day of the month
coinciding with or next following the date on which the participant meets the
one year of service requirement. Epmar, G.W. Smith and Summit participants are
not eligible for a discretionary non-elective contribution.
Participants who are eligible
to make contributions and who have or will attain age 50 before the end of the
Plan year are eligible to make catch-up contributions in accordance with, and
subject to, the limitations of Internal Revenue Code Section 414(v). No
Company matching contributions are made with respect to catch-up contributions.
The Company makes its
non-elective nondiscretionary contribution and a portion of its discretionary
matching contribution in shares of Company common stock. Non-cash
contributions made by the Company were $2,133,574 and $1,999,217 in 2015 and
2014, respectively.
Participant Accounts
Each participant’s account is
credited or deducted with the participant’s contribution and any applicable direct
expenses and allocation of the Company’s contributions and any Plan earnings
and losses.
Quaker
Chemical Corporation
Retirement
Savings Plan
Notes
to Financial Statements – Continued
Participant Notes Receivable
Participants may borrow from
their fund accounts (other than amounts invested in the Company Stock Fund) an
amount limited to the lesser of $50,000 or 50% of the participant’s vested
account balance. The loans bear interest at a rate equal to the prevailing
rate of interest charged for similar loans by lending institutions in the
community (generally the prime rate), plus 1%. The term of each participant
loan generally may not exceed five years except for principal residence loans.
Interest rates on outstanding participant notes receivable at December 31,
2015 and 2014 ranged from 4.25% to 9.25%. Principal and interest is paid
ratably through periodic payroll deductions. Loan application fees and annual
maintenance fees on all outstanding loans are paid by the participant.
Payment of
Benefits
Generally, upon separation of
service, for any reason, a participant may receive a lump sum amount equal to
the value of the participant’s account. In addition, a participant
may elect to take an in-service distribution from their rollover account prior
to reaching age 59 ½, and from all accounts upon reaching age 59 ½. If a
participant’s vested account balance exceeds $1,000, the participant may defer
payment until the first of the month coincident with or next following
attainment of age 65.
Hardship
Withdrawals
Participants who are actively
employed and who meet certain requirements may take a hardship withdrawal from
their elective contributions. Participants who receive a hardship withdrawal
will not be eligible to make contributions for six months following the receipt
of the hardship withdrawal.
Vesting
Upon entering
the Plan, participants are fully vested in Company matching contributions,
Company discretionary non-elective contributions, Company nondiscretionary
non-elective contributions and employee deferrals plus actual earnings.
Plan
Termination
Although it
has not expressed any intent to do so, the Company has the right to terminate
the Plan subject to the provisions of ERISA. In the event of Plan termination,
participants would remain 100% vested.
NOTE 2 – SUMMARY OF ACCOUNTING
POLICIES
Basis of Accounting
The Plan’s financial
statements are prepared on the accrual basis of accounting.
Use of Estimates
The preparation of financial
statements in conformity with accounting principles generally accepted in the
United States of America requires management to make estimates and assumptions
that affect the reported amounts of assets, liabilities, and changes therein,
and disclosure of contingent assets and liabilities. The most significant
estimate is the determination of the fair values of the Plan’s investments. Actual
results could differ from those estimates.
Administration of Plan Assets
The Plan’s assets are held by the Trustee
of the Plan. Certain administrative functions are performed by officers or
employees of the Company. No such officer or employee receives compensation
from the Plan. Substantially all administrative expenses, including the
Trustee’s and audit fees, are paid directly by the Company and are therefore
excluded from these financial statements.
Investment Valuation and
Income Recognition
The Plan’s investments are
recorded at fair value. Fair value is the price that would be received to sell
an asset or paid to transfer a liability in an orderly transaction between
market participants at the measurement date. Plan management determines the
Plan’s valuation policies utilizing information provided by the Trustee. Refer
to Note 5 – Fair Value Measures for further information.
Purchases and sales of
investments are recorded on a trade-date basis. Net (decrease) increase in
fair value of investments includes gains and losses on investments bought and
sold during the year as well as unrealized gains and losses on those held at
year end. Interest income is accrued when earned. Dividend income is recorded
on the ex-dividend date. Capital gain distributions are included in dividend
income.
Net investment returns reflect
certain fees paid by the investment funds, which include costs for portfolio
management, administrative and other services as described in each fund’s
prospectus. These fees are deducted by the investment funds prior to
allocation of the Plan’s investment earnings activity and are therefore not
separately identified as Plan expenses.
Quaker
Chemical Corporation
Retirement
Savings Plan
Notes
to Financial Statements – Continued
Participant Notes Receivable
Notes receivable from
participants are measured at their unpaid principal balance plus any accrued
but unpaid interest. Interest income is recorded on the accrual basis. No allowance
for credit losses was recorded as of December 31, 2015 or 2014. Delinquent
notes receivable from participants are recorded as a benefit payment when the
Plan Administrator deems the participant note receivable to be in default based
on the terms of the Plan document.
Payment of Benefits
Benefits are recorded when
paid.
Recently Issued Accounting
Standards
In July 2015, the Financial
Accounting Standards Board (“FASB”) issued Accounting Standard Update (“ASU”)
No. 2015-12,
Plan Accounting: Defined Benefit Pension Plans (Topic 960),
Defined Contribution Pension Plans (Topic 962), Health and Welfare Benefit
Plans (Topic 965): (Part I) Fully Benefit-Responsive Investment Contracts,
(Part II) Plan Investment Disclosures, (Part III) Measurement Date Practical
Expedient
. The amendments in this update remove the requirement to report
fully benefit-responsive investment contracts at fair value with an adjustment
to contract value and to simplify certain investment disclosures required for employee
benefit plans. The update designates contract value as the only required
measure for fully benefit-responsive investment contracts and eliminates
certain disclosures (Part I). Additionally, the update eliminates the
requirements to disclose individual investments greater than 5% or more of net
assets available for benefits, the net appreciation or depreciation for
investments by general type, and the investment information disaggregated based
on nature, characteristics and risks. The update eliminates the requirement to
disaggregate participant-directed investments within a self-directed brokerage
account and allows for reporting such investments as a single type of
investment (Part II). The update also allows plans to measure investments and
investment-related accounts as of a month-end date that is closest to the
plan’s fiscal year end, when the fiscal period does not coincide with a
month-end (Part III). The amendments in this update are effective for fiscal
years beginning after December 15, 2015 and should be applied on a
retrospective basis for the periods presented for Parts I and II and on a
prospective basis for Part III. Early adoption is permitted.
In May 2015, the FASB issued
ASU No. 2015-07,
Fair Value Measurement (Topic 820) – Disclosures for
Investments in Certain Entities That Calculate Net Asset Value per Share (or
Its Equivalent) (Subtopic 835-30)
regarding the required disclosures for
entities that elect to measure the fair value of certain investments using the
net asset value per share (or its equivalent) practical expedient in accordance
with the fair value measurement authoritative guidance. The update removes the
requirement to categorize within the fair value hierarchy investments that are
eligible to be measured at fair value using the net asset value per share
practical expedient, and also limits the requirement to make certain other disclosures,
for all such investments. The amendments in this update are effective for
fiscal years beginning after December 15, 2015, and interim periods within
those fiscal years, and should be applied on a retrospective basis for the
periods presented. Early adoption is permitted.
The Plan has elected to early
adopt the applicable parts of the above recently issued accounting standards in
2015 and, accordingly, has prepared the accompanying financial statements and
footnotes in conformance with the applicable standards.
NOTE 3 – RISKS AND UNCERTAINTIES
The Plan provides for investment options
in various investment securities. Investment securities are exposed to various
risks such as interest rate, credit and overall market volatility risks. Due
to levels of risk associated with certain investment securities, it is at least
reasonably possible that changes in the values of investment securities will
occur in the near term and that such changes could materially affect
participants’ account balances and the amounts reported in the statements of
net assets available for benefits.
NOTE 4 – VANGUARD RETIREMENT SAVINGS TRUST
The Plan invests in a trust, the Vanguard Retirement Savings Trust
(“VRST”), which is composed of an investment in fully benefit-responsive
contracts that are issued by insurance companies and commercial banks and in
contracts that are backed by bond funds and trusts that are selected by the
Trustee. Contract value, as reported by VRST, is the amount participants would
receive if they were to initiate a permitted transaction under the terms of the
Plan, and also, represents contributions made under the contract, plus
earnings, less participant withdrawals. Participants may ordinarily direct the
withdrawal or transfer of all or a portion of their investment at contract
value. Certain events limit the Plan’s ability to transact at contract value,
including: 1) Premature termination of the contracts by the Plan; 2) Plan
termination; and 3) Bankruptcy of the Plan sponsor. The Plan administrator
does not believe that any events that would limit the Plan’s ability to
transact at contract value with Plan participants are probable of occurring.
Contract issuers may terminate and settle the contracts at other than contract
value if there is a change in qualification status of a participant, sponsor or
plan, a breach of material obligations under the contract and misrepresentation
by the contract holder or failure of the underlying portfolio to conform to
pre-established investment guidelines.
Quaker
Chemical Corporation
Retirement
Savings Plan
Notes
to Financial Statements – Continued
NOTE 5 – FAIR VALUE MEASURES
The Plan
applies the guidance of the FASB regarding fair value measurements, which establishes a common definition for fair value. Specifically,
t
he guidance utilizes a fair value
hierarchy that prioritizes the inputs to valuation techniques used to measure
fair value into three broad levels. The following is a brief description of
those three levels:
·
Level 1: Observable
inputs such as quoted prices (unadjusted) in active markets for identical
assets or liabilities.
·
Level 2: Inputs other
than quoted prices that are observable for the asset or liability, either
directly or indirectly. These include quoted prices for similar assets or
liabilities in active markets and quoted prices for identical or similar assets
or liabilities in markets that are not active.
·
Level 3: Unobservable
inputs that reflect the reporting entity’s own assumptions.
The following is a description of the valuation
methodologies used for the investments measured at fair value, including the
general classification of such instruments pursuant to the valuation hierarchy:
Registered Investment Companies
The shares of registered investment companies,
which represent the NAV of shares held by the Plan, are valued based on quoted
market prices on an exchange in an active market and are classified as Level 1
investments.
Common Stock Fund
The common stock fund is comprised of investments
in the Quaker Chemical Corporation Stock Fund, which is composed of shares of
the Company and uninvested cash. The shares of the Company are traded on an
exchange in an active market and are classified as a Level 1 investment.
Participant-Directed Brokerage Account
The participant-directed brokerage account is
mainly composed of investments in common stock and registered investment
companies, which are valued based on quoted market prices on an exchange in an
active market and are classified as Level 1 investments.
The valuation methodologies described above may produce
fair value calculations that may not be indicative of net realizable value or
reflective of future fair values. Furthermore, while the Plan believes its
valuation methodologies are appropriate and consistent with other market
participants, the use of different methodologies or assumptions to determine
the fair value of certain financial instruments could result in a different
fair value measurement at the reporting date. There have been no significant
changes in methodologies used or transfers between levels during the years ended
December 31, 2015 and 2014.
As of December 31, 2015 and
2014, the Plan’s investments measured at fair value on a recurring basis were
as follows:
|
|
|
|
|
|
Fair Value Measurements at
December 31, 2015
|
|
|
|
Total
|
|
Using Fair Value Hierarchy
|
Assets
|
Fair Value
|
|
Level 1
|
|
Level 2
|
|
Level 3
|
|
Registered
investment companies
|
$
|
63,655,016
|
|
$
|
63,655,016
|
|
$
|
—
|
|
$
|
—
|
|
Common
stock fund
|
|
25,084,402
|
|
|
25,084,402
|
|
|
—
|
|
|
—
|
|
Participant-directed
brokerage account
|
|
1,196,181
|
|
|
1,196,181
|
|
|
—
|
|
|
—
|
Total
investments in fair value hierarchy
|
$
|
89,935,599
|
|
$
|
89,935,599
|
|
$
|
—
|
|
$
|
—
|
|
Common/collective
trust measured at NAV *
|
|
11,187,003
|
|
|
—
|
|
|
—
|
|
|
—
|
Total
investments
|
$
|
101,122,602
|
|
$
|
89,935,599
|
|
$
|
—
|
|
$
|
—
|
Quaker
Chemical Corporation
Retirement
Savings Plan
Notes
to Financial Statements – Continued
|
|
|
|
|
|
Fair Value Measurements at
December 31, 2014
|
|
|
|
Total
|
|
Using Fair Value Hierarchy
|
Assets
|
Fair Value
|
|
Level 1
|
|
Level 2
|
|
Level 3
|
|
Registered
investment companies
|
$
|
62,344,894
|
|
$
|
62,344,894
|
|
$
|
—
|
|
$
|
—
|
|
Common
stock fund
|
|
27,986,422
|
|
|
27,986,422
|
|
|
—
|
|
|
—
|
|
Participant-directed
brokerage account
|
|
1,354,961
|
|
|
1,354,961
|
|
|
—
|
|
|
—
|
Total
investments in fair value hierarchy
|
$
|
91,686,277
|
|
$
|
91,686,277
|
|
$
|
—
|
|
$
|
—
|
|
Common/collective
trust measured at NAV *
|
|
10,660,691
|
|
|
—
|
|
|
—
|
|
|
—
|
Total
investments
|
$
|
102,346,968
|
|
$
|
91,686,277
|
|
$
|
—
|
|
$
|
—
|
* Certain investments that are measured at fair value using the
NAV per share (or its equivalent) have not been classified in the fair value hierarchy
in accordance with the adoption of ASU 2015-07. The fair value amounts
presented in these tables are intended to permit reconciliation of the fair
value hierarchies to the line items presented in the statements of net assets
available for benefits.
NOTE 6 – PARTY-IN-INTEREST TRANSACTIONS
The Plan invests in shares of
mutual funds and a collective trust managed by an affiliate of Vanguard
Fiduciary Trust Company (“VFTC”). VFTC acts as Trustee for Plan investments.
In addition, certain Plan assets are invested in shares of the Quaker Chemical
Corporation Stock Fund. Transactions in such investments qualify as
party-in-interest transactions and are exempt from the prohibited transaction
rules.
Fees incurred by the
Plan for investment management services are included in the net (decrease)
increase in the fair value of investments.
Participant notes receivable
qualify as party-in-interest transactions and are exempt from the prohibited
transaction rules.
NOTE 7 – TAX STATUS
The Internal Revenue Service
(“IRS”) informed the Company by letter dated September 27, 2012, that the Plan
is qualified under Internal Revenue Code (“IRC”) Section 401(a). The Plan
has since been amended, however, the plan administrator continues to believe
the Plan is currently designed and being operated in compliance with the
applicable requirements of the IRC. The Plan was submitted for a favorable
determination letter application on January 29, 2016. The plan administrator
has not identified any uncertain tax positions which would require adjustment
to or disclosure in the Plan’s financial statements. The IRS has the ability
to examine the Plan’s tax return filings for all open tax years, which
generally relate to the three prior years.
NOTE 8 – PLAN MERGER
In May 2014, the G.W. Smith
401(k) Profit Sharing Plan and the Summit 401(k) Plan were merged into the
Plan. The assets transferred into the Plan are included in the Statement of
Changes in Net Assets Available for Benefits as Other additions. The assets
transferred were as follows:
|
|
|
|
Assets
|
|
|
|
|
Transferred
|
Participant
assets
|
|
|
|
$
|
5,983,886
|
Participant
loan accounts
|
|
|
|
|
16,629
|
Total
assets transferred in
|
|
|
|
$
|
6,000,515
|
NOTE 9 – RECONCILIATION OF FINANCIAL STATEMENTS TO FORM 5500
The following is a reconciliation of net
assets available for benefits per the financial statements to the Form 5500 as
of December 31, 2014:
|
|
|
|
2014
|
Net
assets available for benefits per the financial statements
|
|
|
|
$
|
104,265,309
|
Adjustment
from contract value to fair value for fully-benefit responsive investment
contracts
|
|
|
|
|
327,253
|
Net
assets available for benefits per the Form 5500
|
|
|
|
$
|
104,592,562
|
Quaker
Chemical Corporation
Retirement
Savings Plan
Notes
to Financial Statements – Continued
The following is a reconciliation of the
changes in net assets available for benefits per the financial statements to
the Form 5500 for the year ended December 31, 2015:
|
|
|
2015
|
Decrease
in net assets available for benefits per the financial statements
|
|
|
|
$
|
(1,330,296)
|
Change
in adjustment from contract value to fair value for fully benefit-responsive
investment contracts
|
|
|
|
|
(327,253)
|
Decrease
in net assets available for benefits per the Form 5500
|
|
|
|
$
|
(1,657,549)
|
NOTE 10 – SUBSEQUENT EVENTS
The Plan was amended and restated effective January 1,
2016 to incorporate prior amendments and to exclude certain items from the
definition of compensation.
The Company and the Plan have evaluated subsequent
events through the date that these financial statements were issued, and there
were no subsequent events, other than described above, which would require an
adjustment or additional disclosures to the financial statements.
Schedule I
Quaker Chemical
Corporation
Retirement
Savings Plan
Schedule of Assets (Held at End of Year)
As of December 31, 2015
Quaker
Chemical Corporation Retirement Savings Plan, EIN 23-0993790, PN 112
Attachment
to Form 5500, Schedule H, Part IV, Line i:
|
Identity
of Issue
|
|
Investment
Type
|
|
Current Value (a)
|
|
|
Columbia
Small Cap Growth Fund, Inc.
|
|
Registered
Investment Company
|
|
$
|
3,200,702
|
|
*
|
Vanguard
500 Index Fund Investor Shares
|
|
Registered
Investment Company
|
|
|
14,878,224
|
|
*
|
Vanguard
Balanced Index Fund Investor Shares
|
|
Registered
Investment Company
|
|
|
3,123,572
|
|
*
|
Vanguard
Extended Market Index Fund Investor Shares
|
|
Registered
Investment Company
|
|
|
4,679,471
|
|
*
|
Vanguard
International Growth Fund Investor Shares
|
|
Registered
Investment Company
|
|
|
4,031,817
|
|
*
|
Vanguard
Prime Money Market Fund
|
|
Registered
Investment Company
|
|
|
320
|
|
*
|
Vanguard
Target Retirement 2010 Fund
|
|
Registered
Investment Company
|
|
|
453,369
|
|
*
|
Vanguard
Target Retirement 2015 Fund
|
|
Registered
Investment Company
|
|
|
1,335,531
|
|
*
|
Vanguard
Target Retirement 2020 Fund
|
|
Registered
Investment Company
|
|
|
4,040,738
|
|
*
|
Vanguard
Target Retirement 2025 Fund
|
|
Registered
Investment Company
|
|
|
3,587,807
|
|
*
|
Vanguard
Target Retirement 2030 Fund
|
|
Registered
Investment Company
|
|
|
2,945,004
|
|
*
|
Vanguard
Target Retirement 2035 Fund
|
|
Registered
Investment Company
|
|
|
1,292,915
|
|
*
|
Vanguard
Target Retirement 2040 Fund
|
|
Registered
Investment Company
|
|
|
1,406,077
|
|
*
|
Vanguard
Target Retirement 2045 Fund
|
|
Registered
Investment Company
|
|
|
775,448
|
|
*
|
Vanguard
Target Retirement 2050 Fund
|
|
Registered
Investment Company
|
|
|
773,394
|
|
*
|
Vanguard
Target Retirement 2055 Fund
|
|
Registered
Investment Company
|
|
|
340,535
|
|
*
|
Vanguard
Target Retirement 2060 Fund
|
|
Registered
Investment Company
|
|
|
34,334
|
|
*
|
Vanguard
Target Retirement Income
|
|
Registered
Investment Company
|
|
|
2,052,653
|
|
*
|
Vanguard
Total Bond Market Index Fund Investor Shares
|
|
Registered
Investment Company
|
|
|
6,109,537
|
|
*
|
Vanguard
U.S. Growth Fund Investor Shares
|
|
Registered
Investment Company
|
|
|
5,045,568
|
|
*
|
Vanguard
Windsor II Fund Investor Shares
|
|
Registered
Investment Company
|
|
|
3,548,000
|
|
*
|
Vanguard
Brokerage Option
|
|
Vanguard
Brokerage Option
|
|
|
1,196,181
|
|
*
|
Vanguard
Retirement Savings Trust
|
|
Common/Collective
Trust
|
|
|
11,187,003
|
|
*
|
Quaker
Chemical Corporation
|
|
Common
Stock Fund
|
|
|
25,084,402
|
|
*
|
Participant
notes receivable
|
|
(4.25%
to 9.25%)
|
|
|
1,672,037
|
|
|
|
|
|
$
|
102,794,639
|
|
*
Party-in-Interest
(a) Cost is not required for participant directed investments
Pursuant to the requirements of the Securities Exchange Act
of 1934, the trustees (or other persons who administer the employee
benefit plan) have duly
caused this annual report to be signed by the undersigned hereunto duly
authorized.
|
|
|
|
|
|
|
Quaker Chemical Corporation
Retirement Savings Plan
|
June 22, 2016
|
|
By:
|
|
|
|
|
|
|
Mary Dean Hall, Vice President, Chief
Financial Officer and Treasurer
|
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