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Cover and table of contents

10-K 1 a1231201610-kdocument.htm 10-K

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549


FORM 10-K


xAnnual Report Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934

For the fiscal year ended December 31, 2016

or

¨Transition Report Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934

For the transition period from to

Commission file number 001-12658

ALBEMARLE CORPORATION

(Exact name of registrant as specified in its charter)

VIRGINIA54-1692118
(State or other jurisdiction of incorporation or organization)(I.R.S. Employer Identification No.)

4350 Congress Street, Suite 700

Charlotte, North Carolina 28209

(Address of principal executive offices) (Zip Code)

Registrant’s telephone number, including area code: (980) 299-5700

Securities registered pursuant to Section 12(b) of the Act:

Title of each className of each exchange on which registered
COMMON STOCK, $.01 Par ValueNEW YORK STOCK EXCHANGE

Indicate by check mark if the registrant is a well-known seasoned issuer, as defined in Rule 405 of the Securities Act. Yes x No ¨

Indicate by check mark if the registrant is not required to file reports pursuant to Section 13 or Section 15(d) of the Act. Yes ¨ No x

Indicate by check mark whether the registrant (1) has filed all reports required to be filed by Section 13 or 15(d) of the Securities Exchange Act of 1934 during the preceding 12 months (or for such shorter period that the registrant was required to file such reports), and (2) has been subject to such filing requirements for at least the past 90 days. Yes x No ¨

Indicate by check mark whether the registrant has submitted electronically and posted on its Corporate Web site, if any, every Interactive Data File required to be submitted and posted pursuant to Rule 405 of Regulation S-T (§232.405 of this chapter) during the preceding 12 months (or for such shorter period that the registrant was required to submit and post such files). Yes x No ¨

Indicate by check mark if disclosure of delinquent filers pursuant to Item 405 of Regulation S-K (§229.405) is not contained herein, and will not be contained, to the best of registrant’s knowledge, in definitive proxy or information statements incorporated by reference in Part III of this Form 10-K or any amendment to this Form 10-K. x

Indicate by check mark whether the registrant is a large accelerated filer, an accelerated filer, a non-accelerated filer, or a smaller reporting company. See the definitions of “large accelerated filer,” “accelerated filer,” and “smaller reporting company” in Rule 12b-2 of the Exchange Act. (Check one):

Large accelerated filerxAccelerated filer¨Non-accelerated filer¨Smaller reporting company¨

Indicate by check mark whether the registrant is a shell company (as defined in Rule 12b-2 of the Exchange Act). Yes ¨ No x

The aggregate market value of the voting and non-voting common equity stock held by non-affiliates of the registrant was approximately $8.9 billion based on the reported last sale price of common stock on June 30, 2016, the last business day of the registrant’s most recently completed second quarter.

Number of shares of common stock outstanding as of February 20, 2017: 112,566,316

Documents Incorporated by Reference

Portions of Albemarle Corporation’s definitive Proxy Statement for its 2017 Annual Meeting of Shareholders to be filed with the Securities and Exchange Commission pursuant to Regulation 14A under the Securities Exchange Act of 1934, as amended, are incorporated by reference into Parts II and III of this Form 10-K.

Albemarle Corporation and Subsidiaries

Index to Form 10-K

Year Ended December 31, 2016

Page
PART I
Item 1.Business3
Item 1A.Risk Factors11
Item 1B.Unresolved Staff Comments23
Item 2.Properties23
Item 3.Legal Proceedings25
Item 4.Mine Safety Disclosures25
Executive Officers of the Registrant25
PART II
Item 5.Market for the Registrant’s Common Equity, Related Stockholder Matters and Issuer Purchases of Equity Securities26
Item 6.Selected Financial Data27
Item 7.Management’s Discussion and Analysis of Financial Condition and Results of Operations27
Item 7A.Quantitative and Qualitative Disclosures About Market Risk54
Item 8.Financial Statements and Supplementary Data56
Item 9.Changes in and Disagreements with Accountants on Accounting and Financial Disclosure115
Item 9A.Controls and Procedures115
Item 9B.Other Information115
PART III
Item 10.Directors, Executive Officers and Corporate Governance115
Item 11.Executive Compensation116
Item 12.Security Ownership of Certain Beneficial Owners and Management and Related Stockholder Matters116
Item 13.Certain Relationships and Related Transactions, and Director Independence116
Item 14.Principal Accountant Fees and Services116
PART IV
Item 15.Exhibits and Financial Statement Schedules116
Item 16.Form 10-K Summary121
Signatures122
Albemarle Corporation and Subsidiaries

PART I

Next: Item 1. Business.