06.28.18
PPG said it filed an amended Annual Report on Form 10-K/A for the fiscal year ended Dec. 31, 2017 with the Securities and Exchange Commission (“SEC”), including a restatement of its audited consolidated financial statements for the years ended Dec. 31, 2016 and 2017. PPG also restated certain unaudited quarterly results related to the three months ended Dec. 31, 2016, March 31, 2017, June 30, 2017, Sept. 30, 2017 and Dec. 31, 2017. In addition, PPG announced today that it has filed its Quarterly Report on Form 10-Q for the quarter ended March 31, 2018. PPG is now current in its filings with the SEC.
As PPG previously disclosed, the company received a report through its internal reporting system in April 2018 alleging violations of PPG’s accounting policies and procedures regarding the failure to accrue certain specified expenses in the first quarter of 2018. The Audit Committee of PPG’s Board of Directors oversaw an investigation of these matters. The Audit Committee completed its investigation on June 27, 2018 and authorized the filing of restated financial statements for the fiscal years 2016 and 2017 and certain quarterly periods within those fiscal years in order to correct its previously issued financial statements. The restated financial statements and additional details regarding these restatements and the findings of the investigation are contained in PPG’s Form 10-K/A and Form 10-Q filed today.
“Throughout the process to conduct a detailed review of our financials and support our Audit Committee’s investigation, we have appreciated the patience of PPG shareholders, lenders and other stakeholders. We have already begun to implement a remedial plan to address the issues identified by the internal report and the investigation, as more fully described in our filings today,” said Michael McGarry, PPG chairman and CEO. “We are committed to take actions that are consistent with our ethics and values and fully meet the expectations of both internal and external stakeholders. Unwavering adherence to our core standards of financial integrity and honesty remains a top priority and focus for all PPG employees.”
As a result of the findings of the investigation, shown below are the summary restatements by quarter and year:
In addition, and separate from the Audit Committee’s investigation, subsequent to March 31, 2018 PPG determined that environmental reserves related to its New Jersey Chrome remediation project and other legacy sites should be increased in the first quarter 2018 by $34 million due to its receipt of new information impacting estimated future remediation costs. Also separate from the investigation, PPG determined that a portion of the company’s reserve for unrecognized tax benefits should be released in the first quarter 2018, rather than be included in the effective tax rate to be applied over the course of 2018, reducing income tax expense for the three months ended March 31, 2018 by $15 million. The company’s revised first quarter 2018 reported effective tax rate was 20.7 percent, and its revised adjusted effective tax rate was 24.2 percent.
As set forth in the Form 10-Q filed today, PPG’s first quarter 2018 reported net income from continuing operations was $328 million, or $1.31 per diluted share, a decrease of $19 million and $0.07, respectively, versus the results reported in the company’s April 19, 2018 press release. First quarter 2018 adjusted net income from continuing operations was $342 million, or $1.36 per diluted share, a decrease of $8 million and $0.03 respectively, versus the results reported in the company’s April 19, 2018 press release.
As PPG previously disclosed, the company received a report through its internal reporting system in April 2018 alleging violations of PPG’s accounting policies and procedures regarding the failure to accrue certain specified expenses in the first quarter of 2018. The Audit Committee of PPG’s Board of Directors oversaw an investigation of these matters. The Audit Committee completed its investigation on June 27, 2018 and authorized the filing of restated financial statements for the fiscal years 2016 and 2017 and certain quarterly periods within those fiscal years in order to correct its previously issued financial statements. The restated financial statements and additional details regarding these restatements and the findings of the investigation are contained in PPG’s Form 10-K/A and Form 10-Q filed today.
“Throughout the process to conduct a detailed review of our financials and support our Audit Committee’s investigation, we have appreciated the patience of PPG shareholders, lenders and other stakeholders. We have already begun to implement a remedial plan to address the issues identified by the internal report and the investigation, as more fully described in our filings today,” said Michael McGarry, PPG chairman and CEO. “We are committed to take actions that are consistent with our ethics and values and fully meet the expectations of both internal and external stakeholders. Unwavering adherence to our core standards of financial integrity and honesty remains a top priority and focus for all PPG employees.”
As a result of the findings of the investigation, shown below are the summary restatements by quarter and year:
- Net income from continuing operations decreased by $4 million, or $0.01 per diluted share, and there was no impact to income from discontinued operations, net of tax, for the year ended Dec. 31, 2016;
- Net income from continuing operations decreased by $2 million, or $0.01 per diluted share, and income from discontinued operations, net of tax, was increased by $5 million, or $0.02 per diluted share, for the year ended Dec. 31, 2017
- Net income from continuing operations decreased by $4 million, or $0.01 per diluted share, and there was no impact to income from discontinued operations, net of tax, for the three months ended Dec. 31, 2016;
- Net income from continuing operations increased by $3 million, or $0.01 per diluted share, and there was no impact to income from discontinued operations, net of tax, for the three months ended March 31, 2017;
- Net income from continuing operations decreased by $7 million, or $0.03 per diluted share, and income from discontinued operations, net of tax, increased by $2 million, or $0.01 per diluted share, for the three months ended June 30, 2017;
- Net income from continuing operations decreased by $4 million, or $0.02 per diluted share, and income from discontinued operations, net of tax, increased by $2 million, or $0.01 per diluted share, for the six months ended June 30, 2017;
- Net income from continuing operations increased by $1 million, or zero cents per diluted share, and there was no impact to income from discontinued operations, net of tax, for the three months ended Sept. 30, 2017;
- Net income from continuing operations decreased by $3 million, or $0.01 per diluted share, and income from discontinued operations, net of tax, increased by $2 million, or $0.01 per diluted share, for the nine months ended Sept. 30, 2017;
- Net income from continuing operations increased by $1 million, or zero cents per diluted share, and income from discontinued operations, net of tax, increased by $3 million, or $0.01 per diluted share, for the three months ended Dec. 31, 2017
In addition, and separate from the Audit Committee’s investigation, subsequent to March 31, 2018 PPG determined that environmental reserves related to its New Jersey Chrome remediation project and other legacy sites should be increased in the first quarter 2018 by $34 million due to its receipt of new information impacting estimated future remediation costs. Also separate from the investigation, PPG determined that a portion of the company’s reserve for unrecognized tax benefits should be released in the first quarter 2018, rather than be included in the effective tax rate to be applied over the course of 2018, reducing income tax expense for the three months ended March 31, 2018 by $15 million. The company’s revised first quarter 2018 reported effective tax rate was 20.7 percent, and its revised adjusted effective tax rate was 24.2 percent.
As set forth in the Form 10-Q filed today, PPG’s first quarter 2018 reported net income from continuing operations was $328 million, or $1.31 per diluted share, a decrease of $19 million and $0.07, respectively, versus the results reported in the company’s April 19, 2018 press release. First quarter 2018 adjusted net income from continuing operations was $342 million, or $1.36 per diluted share, a decrease of $8 million and $0.03 respectively, versus the results reported in the company’s April 19, 2018 press release.