PART I. FINANCIAL INFORMATION [Financial Statements (Unaudited)](index=2&type=section&id=Item%201.%20Financial%20Statements%20(unaudited)) Unaudited financial statements reflect the Houghton acquisition, restructuring costs, and COVID-19 impacts [Condensed Consolidated Statements of Operations](index=3&type=section&id=Condensed%20Consolidated%20Statements%20of%20Operations) The company reported a significant net loss in Q2 2020 due to acquisition costs and pandemic-related effects Consolidated Statements of Operations Highlights (in thousands, except per share data) | Metric | Three Months Ended June 30, 2020 | Three Months Ended June 30, 2019 | Six Months Ended June 30, 2020 | Six Months Ended June 30, 2019 | | :--- | :--- | :--- | :--- | :--- | | **Net sales** | $286,040 | $205,869 | $664,601 | $417,079 | | **Gross profit** | $97,386 | $75,161 | $231,237 | $150,928 | | **Operating income (loss)** | $2,238 | $20,531 | $(10,206) | $40,360 | | **Net (loss) income attributable to Quaker** | $(7,735) | $15,591 | $(36,116) | $29,435 | | **Diluted (loss) earnings per share** | $(0.43) | $1.17 | $(2.03) | $2.20 | - For the six months ended June 30, 2020, the company recorded a **$38.0 million impairment charge** for an indefinite-lived intangible asset, which was not present in 2019[11](index=11&type=chunk) [Condensed Consolidated Balance Sheets](index=5&type=section&id=Condensed%20Consolidated%20Balance%20Sheets) Total assets slightly increased while equity decreased, driven by higher cash from debt and lower intangible asset values Condensed Consolidated Balance Sheet Highlights (in thousands) | Metric | June 30, 2020 | December 31, 2019 | | :--- | :--- | :--- | | **Total current assets** | $849,238 | $715,972 | | **Goodwill** | $604,649 | $607,205 | | **Other intangible assets, net** | $1,044,516 | $1,121,765 | | **Total assets** | $2,871,526 | $2,850,316 | | **Total current liabilities** | $282,691 | $359,934 | | **Long-term debt** | $1,070,306 | $882,437 | | **Total liabilities** | $1,704,185 | $1,607,950 | | **Total equity** | $1,167,341 | $1,242,366 | [Condensed Consolidated Statements of Cash Flows](index=6&type=section&id=Condensed%20Consolidated%20Statements%20of%20Cash%20Flows) Operating cash flow improved, and a significant increase in cash resulted from drawing on credit facilities Condensed Consolidated Cash Flow Highlights (in thousands) | Metric | Six Months Ended June 30, 2020 | Six Months Ended June 30, 2019 | | :--- | :--- | :--- | | **Net cash provided by operating activities** | $44,662 | $22,409 | | **Net cash used in investing activities** | $(10,618) | $(5,843) | | **Net cash provided by (used in) financing activities** | $168,731 | $(35,282) | | **Net increase (decrease) in cash** | $198,200 | $(17,967) | [Notes to Condensed Consolidated Financial Statements](index=7&type=section&id=Notes%20to%20Condensed%20Consolidated%20Financial%20Statements) Notes detail the Houghton acquisition, restructuring, asset impairment, and significant COVID-19 pandemic impacts - **Business Combinations:** The company completed its combination with Houghton on August 1, 2019, for a total consideration of **$1.66 billion**, with integration expenses of $16.5 million in H1 2020[24](index=24&type=chunk)[26](index=26&type=chunk)[30](index=30&type=chunk) - **Restructuring:** The 'QH Program' initiated in Q3 2019 aims to achieve cost synergies, with **$2.2 million in restructuring charges** recorded in the first six months of 2020[73](index=73&type=chunk)[75](index=75&type=chunk) - **Goodwill and Intangible Asset Impairment:** Due to COVID-19's impact, the company recorded a **non-cash impairment charge of $38.0 million** in Q1 2020 on intangible assets[109](index=109&type=chunk) - **COVID-19 Impact:** The pandemic caused significant disruptions, including **volume declines and lower net sales**, with the full extent of future impact remaining uncertain[138](index=138&type=chunk)[140](index=140&type=chunk) [Management's Discussion and Analysis of Financial Condition and Results of Operations (MD&A)](index=32&type=section&id=Item%202.%20Management's%20Discussion%20and%20Analysis%20of%20Financial%20Condition%20and%20Results%20of%20Operations.) MD&A explains that while acquisitions boosted sales, organic revenue declined significantly due to COVID-19 - Q2 2020 net sales increased 39% to $286.0 million due to acquisitions, but **organic sales declined approximately 30%** from a 27% drop in sales volumes[146](index=146&type=chunk) - In response to COVID-19, the company took actions to conserve cash, including **lowering targeted capital expenditures by approximately 30%**[159](index=159&type=chunk) - As a precautionary measure, the company **drew down most of its revolving credit facility** in March 2020, increasing cash reserves and total debt[114](index=114&type=chunk)[163](index=163&type=chunk) - The company expects to realize **$53 million in Combination cost synergies in 2020**, with approximately $22 million realized in the first six months[168](index=168&type=chunk) [Quantitative and Qualitative Disclosures About Market Risk](index=47&type=section&id=Item%203.%20Quantitative%20and%20Qualitative%20Disclosures%20about%20Market%20Risk.) Market risk exposures remain consistent, though heightened in volatility due to the COVID-19 pandemic - The company acknowledges market risks, noting that the COVID-19 pandemic has led to **significant volatility and uncertainty** across them[247](index=247&type=chunk) [Controls and Procedures](index=48&type=section&id=Item%204.%20Controls%20and%20Procedures.) Disclosure controls were deemed ineffective due to material weaknesses related to the recent business combination - Management concluded that **disclosure controls and procedures were not effective** as of June 30, 2020, due to existing material weaknesses[249](index=249&type=chunk) - The material weaknesses relate to **ineffective risk assessment**, revenue controls, and business combination accounting following the Combination[250](index=250&type=chunk) - A multi-step remediation plan is being executed, but **COVID-19 related challenges may impact the timing** of these activities[252](index=252&type=chunk) PART II. OTHER INFORMATION [Legal Proceedings](index=50&type=section&id=Item%201.%20Legal%20Proceedings.) The company faces ongoing legal matters related to environmental remediation and asbestos litigation - Information regarding legal proceedings is **incorporated by reference from Note 19** of the financial statements[257](index=257&type=chunk) [Risk Factors](index=50&type=section&id=Item%201A.%20Risk%20Factors.) The primary updated risk factor is the significant and uncertain negative impact of the COVID-19 pandemic - The primary updated risk factor relates to the **COVID-19 pandemic**, which has negatively affected business through reduced demand and volume declines[259](index=259&type=chunk)[260](index=260&type=chunk) - The pandemic has already led to a **non-cash impairment charge** and could cause future disruptions to supply chains and debt covenant compliance[261](index=261&type=chunk)[265](index=265&type=chunk) - The **ultimate significance of COVID-19 on the business is uncertain** and depends on the duration of the pandemic and pace of economic recovery[263](index=263&type=chunk) [Unregistered Sales of Equity Securities and Use of Proceeds](index=51&type=section&id=Item%202.%20Unregistered%20Sales%20of%20Equity%20Securities%20and%20Use%20of%20Proceeds.) The company issued unregistered shares for an acquisition and repurchased shares from employees for tax purposes - On May 20, 2020, the company issued **17,894 shares of common stock** (valued at approx $2.9 million) in a private placement to acquire Tel Nordic ApS[264](index=264&type=chunk) - During the quarter, **3,930 shares were acquired from employees** for tax obligations, with no shares repurchased under the public buyback program[266](index=266&type=chunk) [Exhibits](index=52&type=section&id=Item%206.%20Exhibits.) This section lists all exhibits filed with the report, including certifications and interactive data files

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D. C. 20549 FORM 10-Q [X] QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended March 31, 2020 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 001-12019 QUAKER CHEMICAL CORPORATION (Exact name of Registrant as specified in its charter) Pennsylvania 23-0993790 (State or other juris ...

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-K [X] ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the fiscal year ended December 31, 2019 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 001-12019 QUAKER CHEMICAL CORPORATION (Exact name of Registrant as specified in its charter) A Pennsylvania Corporation No. 23-0993790 (State or ...

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D. C. 20549 FORM 10-Q ☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended September 30, 2019 OR ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 (Exact name of Registrant as specified in its charter) Pennsylvania 23-0993790 (State or other jurisdiction of incorporation or organization) One Quaker Park, 901 E. Hector Street, Conshohocken, ...

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D. C. 20549 FORM 10-Q [X] QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended June 30, 2019 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 001-12019 QUAKER CHEMICAL CORPORATION (Exact name of Registrant as specified in its charter) Pennsylvania 23-0993790 (State or other jurisd ...

For the quarterly period ended March 31, 2019 OR [ ] TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D. C. 20549 FORM 10-Q [X] QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission file number 001-12019 QUAKER CHEMICAL CORPORATION (Exact name of Registrant as specified in its charter) Pennsylvania 23-0993790 (State or other juris ...

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-K [X] ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the fiscal year ended December 31, 2018 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 001-12019 QUAKER CHEMICAL CORPORATION (Exact name of Registrant as specified in its charter) A Pennsylvania Corporation No. 23-0993790 (State or ...