UNITED
STATES
SECURITIES
AND EXCHANGE COMMISSION
Washington,
D. C. 20549
FORM
11-K
[X]
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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, 2017
OR
[ ]
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TRANSITION REPORT PURSUANT
TO SECTION 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934
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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
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Quaker Chemical Corporation
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Retirement Savings Plan
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Table of Contents
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Page
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Number
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Report of Independent Registered Public Accounting Firm
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1
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Financial Statements
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Statements of Net Assets Available for Benefits
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2
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Statements of Changes in Net Assets Available for Benefits
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3
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Notes to Financial Statements
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4-8
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Additional Information*
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Schedule I – Schedule of Assets (Held at End of Year)
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9
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* Other supplemental schedules required by Section
2520.103-10 of the Department of Labor Rules and
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Regulations for Reporting and Disclosure under
ERISA have been omitted because they are not applicable.
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Signature
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10
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Exhibits
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Exhibit 23 – Consent of Independent Registered Public Accounting
Firm
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Report of Independent
Registered Public Accounting Firm
To the Plan Administrator and Plan Participants
Quaker Chemical Corporation Retirement Savings Plan
Conshohocken
, Pennsylvania
Opinion on the Financial Statements
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, 2017 and 2016, the related statement of
changes in net assets available for benefits for the year ended December 31,
2017, and the related notes (collectively, the “financial statements”). In our
opinion, the financial statements present fairly, in all material respects, the
net assets available for benefits of the Plan as of December 31, 2017 and 2016,
and the changes in net assets available for benefits for the year ended
December 31, 2017, in conformity with accounting principles generally accepted
in the United States of America.
Basis for Opinion
These financial statements are the responsibility of the Plan’s
management. Our responsibility is to express an opinion on the Plan’s financial
statements based on our audits. We are a public accounting firm registered with
the Public Company Accounting Oversight Board (United States) (“PCAOB”) and are
required to be independent with respect to the Plan in accordance with the U.S.
federal securities laws and the applicable rules and regulations of the
Securities and Exchange Commission and the PCAOB.
We conducted our audits in accordance with the standards of the PCAOB.
Those standards require that we plan and perform the audit to obtain reasonable
assurance about whether the financial statements are free of material
misstatement, whether due to error or fraud. The Plan is not required to have,
nor were we engaged to perform, an audit of its internal control over financial
reporting. As part of our audits we are required to obtain an understanding of
internal control over financial reporting 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.
Our audits included performing procedures to assess the risk of
material misstatement of the financial statements, whether due to error or
fraud, and performing procedures that respond to those risks. Such procedures
included examining, on a test basis, evidence regarding the amounts and
disclosures in the financial statements. Our audits also included evaluating
the accounting principles used and significant estimates made by the Plan’s
management, as well as evaluating the overall presentation of the financial
statements. We believe that our audits provide a reasonable basis for our opinion.
Supplemental Information
The supplemental information in the accompanying Schedule of
Assets (held at end of year) as of December 31, 2017 has been subjected to
audit procedures performed in conjunction with the audit of the Plan’s
financial statements. The supplemental information is presented for the purpose
of additional analysis and is not a required part of the financial statements
but included supplemental information required by the Department of Labor’s
Rules and Regulations for Reporting and Disclosure under the Employee
Retirement Income Security Act of 1974. The supplemental information is the responsibility
of the Plan’s management. Our audit procedures included determining whether the
supplemental information 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 information. In forming our opinion on the supplemental
information, we evaluated whether the supplemental information, 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
information is fairly stated, in all material respects, in relation to the
financial statements as a whole.
/s/ BDO USA, LLP
We have served as the Plan’s
auditor since 2012.
Philadelphia, Pennsylvania
June 21, 2018
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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2017
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2016
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Assets
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Investments:
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Registered
investment companies
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$
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86,461,772
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$
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70,348,175
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Vanguard
Retirement Savings Master Trust
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12,518,131
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13,028,075
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Quaker Chemical
Corporation Stock Fund
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39,165,893
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35,580,116
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Participant-directed
brokerage account
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1,895,735
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1,447,368
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Total investments
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140,041,531
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120,403,734
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Receivables:
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Employer's
contributions
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140,382
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137,169
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Participant notes
receivable
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1,703,522
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1,742,166
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Total receivables
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1,843,904
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1,879,335
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Net assets
available for benefits
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$
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141,885,435
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$
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122,283,069
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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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2017
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2016
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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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3,371,995
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$
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2,510,626
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Net increase in
fair value of investments
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17,434,318
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18,747,616
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Total investment
income
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20,806,313
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21,258,242
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Interest income,
participant notes receivable
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76,250
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68,462
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Contributions:
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Employer
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2,989,927
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2,741,340
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Participant
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4,881,964
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4,635,651
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Total
contributions
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7,871,891
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7,376,991
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Total additions
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28,754,454
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28,703,695
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Deductions
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Payment of
benefits
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9,152,088
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9,355,639
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Total deductions
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9,152,088
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9,355,639
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Net increase
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19,602,366
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19,348,056
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Net assets
available for benefits:
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Beginning of year
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122,283,069
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102,935,013
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End of year
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$
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141,885,435
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$
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122,283,069
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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 participating employers (AC Products, Inc. (“AC”), Epmar
Corporation (“Epmar”), Summit Lubricants, Inc. (“Summit”) and ECLI Products,
LLC (“ECLI”)). 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 pursuant to Amendment No. 3 to
include certain technical language requested by the Internal Revenue Service
(“IRS”) in connection with the issuance of a favorable determination letter to
the Plan dated November 15, 2017.
The Plan was amended pursuant to Amendment No. 2
effective January 1, 2017 to provide service credit for eligible employees of
Lubricor Inc. (“Lubricor”), a newly acquired subsidiary of the Company, for
service provided prior to November 30, 2016, the acquisition date.
The Plan was amended pursuant to Amendment No. 1 effective
January 1, 2017 to automatically enroll participants hired on or after January
1, 2017, to add ECLI, a subsidiary of the Company, to the Plan as a
participating employer, and to change the investment direction of the Company’s
matching contributions and non-elective contributions such that these
contributions will be made in cash instead of Company stock and will be
invested according to the direction of the participant, beneficiary or
alternate payee.
The Plan was amended and
restated effective January 1, 2016 to incorporate prior amendments and to
exclude certain items from the definition of compensation.
Contributions
Participants may elect to
contribute on a before-tax and/or after-tax basis any whole percentage of their
compensation as defined, 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 as defined 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 2017 or 2016. 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.
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 as
defined. 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, Summit and ECLI
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 (“IRC”) Section 414(v).
No Company matching contributions are made with respect to catch-up
contributions.
The Company previously made
its non-elective nondiscretionary contribution and a portion of its elective
discretionary matching contributions in shares of Company common stock. As
noted above, the company began making both the non-elective and elective
contributions in cash rather than Company stock, effective January 1, 2017.
Non-cash contributions made by the Company were $2,134,058 in 2016.
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 the purchase of principal
residence loans. Interest rates on outstanding participant notes receivable at
December 31, 2017
ranged
from 4.25% to 5.50%. 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 April 1 following the year the participant reaches age 70 ½ or
following the year in which the participant terminates employment, if later.
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 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
Quaker
Chemical Corporation
Retirement
Savings Plan
Notes to
Financial Statements - Continued
Plan’s investment earnings activity and are
therefore not separately identified as Plan expenses.
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, 2017 or 2016.
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 February 2017, the
Financial Accounting Standards Board (“FASB”) issued Accounting Standard Update
(“ASU”) No. 2017- 06,
Plan Accounting: Defined Benefit Pension Plans (Topic 960),
Defined Contribution Pension Plans (Topic 962), Health and Welfare Benefit
Plans (Topic 965): Employee Benefit Plan Master Trust Reporting.
The amendments in this
update require employee benefit plans to report its interest in a master trust
and the change in the value of the interest as separate line items on the
statement of net assets available for benefits and the statement of changes in
net assets available for benefits, respectively. The update requires a plan to
disclose the master trust’s other assets and liabilities, as well as the dollar
amount of its interest in these balances. In addition, the amendments in this
update remove the requirement to disclose the percentage interest in the master
trust for plans with divided interest and requires that a plan disclose the
dollar amount of its interest in the general types of investments held by the
master trust. The amendments in this update are effective for fiscal years
beginning after December 15, 2018 and should be applied on a retrospective
basis for the periods presented. Early adoption is permitted. The Plan is
still evaluating the impact of this guidance, and has not adopted such.
NOTE 3 – RISKS AND UNCERTAINTIES
Investment
securities are exposed to various risks such as interest rate, credit and
overall market volatility risks. Due to the risks associated with investment
securities, it is 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. The Plan therefore provides for investment
options in various investment securities, which allows participants to
diversify their securities portfolios and mitigate these risks.
NOTE 4 – VANGUARD RETIREMENT SAVINGS
MASTER TRUST
The Plan invests in a trust, the Vanguard Retirement Savings Master
Trust (“VRSMT”), 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 Vanguard
Fiduciary Trust Employer, the Trustee. Contract value, as reported by VRSMT,
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.
The VRSMT is valued at the Net Asset Value (“NAV”) in the fair value hierarchy.
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.
Quaker
Chemical Corporation
Retirement
Savings Plan
Notes to
Financial Statements - Continued
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, 2017 and 2016.
As of December 31, 2017 and
2016, the Plan’s investments measured at fair value on a recurring basis were
as follows:
|
|
|
|
|
|
Fair Value Measurements at December 31,
2017
|
|
|
|
Total
|
|
Using Fair Value Hierarchy
|
Assets
|
Fair Value
|
|
Level 1
|
|
Level 2
|
|
Level 3
|
Registered investment companies
|
$
|
86,461,772
|
|
$
|
86,461,772
|
|
$
|
—
|
|
$
|
—
|
Common stock fund
|
|
39,165,893
|
|
|
39,165,893
|
|
|
—
|
|
|
—
|
Participant-directed brokerage account
|
|
1,895,735
|
|
|
1,895,735
|
|
|
—
|
|
|
—
|
|
Total investments in fair value hierarchy
|
$
|
127,523,400
|
|
$
|
127,523,400
|
|
$
|
—
|
|
$
|
—
|
Common/collective trust measured at NAV *
|
|
12,518,131
|
|
|
—
|
|
|
—
|
|
|
—
|
|
Total investments
|
$
|
140,041,531
|
|
$
|
127,523,400
|
|
$
|
—
|
|
$
|
—
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Fair Value Measurements at December 31,
2016
|
|
|
|
Total
|
|
Using Fair Value Hierarchy
|
Assets
|
Fair Value
|
|
Level 1
|
|
Level 2
|
|
Level 3
|
Registered
investment companies
|
$
|
70,348,175
|
|
$
|
70,348,175
|
|
$
|
—
|
|
$
|
—
|
Common stock fund
|
|
35,580,116
|
|
|
35,580,116
|
|
|
—
|
|
|
—
|
Participant-directed
brokerage account
|
|
1,447,368
|
|
|
1,447,368
|
|
|
—
|
|
|
—
|
|
Total investments
in fair value hierarchy
|
$
|
107,375,659
|
|
$
|
107,375,659
|
|
$
|
—
|
|
$
|
—
|
Common/collective
trust measured at NAV *
|
|
13,028,075
|
|
|
—
|
|
|
—
|
|
|
—
|
|
Total investments
|
$
|
120,403,734
|
|
$
|
107,375,659
|
|
$
|
—
|
|
$
|
—
|
* 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. 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.
Quaker
Chemical Corporation
Retirement
Savings Plan
Notes to
Financial Statements - Continued
NOTE 6 – RELATED PARTY AND
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. As of December 31, 2017 and 2016, the Plan held
259,738 and 278,100 shares of common stock of Quaker Chemical Corporation in
the Quaker Chemical Corporation stock fund, respectively. 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 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 IRS informed the Company
by letter dated November 15, 2017, which updates the letter dated September 27,
2012, that the Plan is qualified under 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 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; however, there are currently no audits for any tax periods in
progress.
NOTE 8 – SUBSEQUENT EVENTS
The Company and the Plan have evaluated subsequent
events through the date that these financial statements were available to be
issued, and there were no subsequent events 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, 2017
Quaker Chemical Corporation
Retirement Savings Plan, EIN 23-0993790, PN 112
Attachment to Form 5500,
Schedule H, Part IV, Line 4 (i):
(a)
|
(b) Identify
of issue, borrower, lessor, or similar party
|
|
(c)
Description of investment including maturity date, rate of interest, collateral,
par, or maturity value
|
|
(e) Current
Value
|
|
|
Columbia Small
Cap Growth Fund, Inc.
|
|
Registered
Investment Company
|
|
$
|
4,996,035
|
|
*
|
Vanguard 500
Index Fund Investor Shares
|
|
Registered
Investment Company
|
|
|
18,425,815
|
|
*
|
Vanguard Balanced
Index Fund Investor Shares
|
|
Registered
Investment Company
|
|
|
4,305,371
|
|
*
|
Vanguard Extended
Market Index Fund Investor Shares
|
|
Registered
Investment Company
|
|
|
5,129,108
|
|
*
|
Vanguard Federal
Money Market Fund
|
|
Registered
Investment Company
|
|
|
189
|
|
*
|
Vanguard
International Growth Fund Investor Shares
|
|
Registered
Investment Company
|
|
|
5,768,475
|
|
*
|
Vanguard Target
Retirement 2015 Fund
|
|
Registered
Investment Company
|
|
|
2,014,093
|
|
*
|
Vanguard Target
Retirement 2020 Fund
|
|
Registered
Investment Company
|
|
|
5,458,296
|
|
*
|
Vanguard Target
Retirement 2025 Fund
|
|
Registered
Investment Company
|
|
|
6,800,133
|
|
*
|
Vanguard Target
Retirement 2030 Fund
|
|
Registered
Investment Company
|
|
|
4,744,788
|
|
*
|
Vanguard Target
Retirement 2035 Fund
|
|
Registered
Investment Company
|
|
|
2,475,518
|
|
*
|
Vanguard Target
Retirement 2040 Fund
|
|
Registered
Investment Company
|
|
|
2,636,250
|
|
*
|
Vanguard Target
Retirement 2045 Fund
|
|
Registered
Investment Company
|
|
|
1,862,692
|
|
*
|
Vanguard Target
Retirement 2050 Fund
|
|
Registered
Investment Company
|
|
|
1,441,098
|
|
*
|
Vanguard Target
Retirement 2055 Fund
|
|
Registered
Investment Company
|
|
|
922,781
|
|
*
|
Vanguard Target
Retirement 2060 Fund
|
|
Registered
Investment Company
|
|
|
123,614
|
|
*
|
Vanguard Target
Retirement Income
|
|
Registered
Investment Company
|
|
|
3,017,215
|
|
*
|
Vanguard Total
Bond Market Index Fund Investor Shares
|
|
Registered
Investment Company
|
|
|
6,451,747
|
|
*
|
Vanguard Total
International Bond Index Fund Investor Shr
|
|
Registered
Investment Company
|
|
|
166,672
|
|
*
|
Vanguard U.S.
Growth Fund Investor Shares
|
|
Registered
Investment Company
|
|
|
5,671,765
|
|
*
|
Vanguard Windsor
II Fund Investor Shares
|
|
Registered
Investment Company
|
|
|
4,050,117
|
|
*
|
Vanguard
Brokerage Option
|
|
Vanguard
Brokerage Option
|
|
|
1,895,735
|
|
*
|
Vanguard
Retirement Savings Master Trust
|
|
Common/Collective
Trust
|
|
|
12,518,131
|
|
*#
|
Quaker Chemical
Corporation
|
|
Common Stock Fund
|
|
|
39,165,893
|
|
*
|
Participant notes
receivable
|
|
(4.25% to 5.5%)
|
|
|
1,703,522
|
|
|
|
|
|
$
|
141,745,053
|
|
*
Party-in-Interest
# Related party
(d) Column (d) is omitted as 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 21, 2018
|
|
By:
|
|
|
|
|
|
|
Mary Dean Hall, Vice President, Chief Financial
Officer and Treasurer
|
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