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Management Side
Chemours: DuPont Spinoff 'Was Purposely Designed for Bankruptcy,' Citron Says

Shares of Chemours Co. stumbled 9.2% in afternoon trade Thursday, after Citron Research described the company as a bankruptcy waiting to happen, MarketWatch reported.

Citron, which is run by short seller Andrew Left, argued that Chemours, which was spun off by chemicals giant DuPont Inc. last year, was designed to go bankrupt, while protecting the parent from reputational and liability damage.

"Highly material events for Chemours are unfolding nearly every day in the matter of DuPont's liabilities due to its manufacturing of C8 -- also known as PFOA, and its 60 year pattern of willfully hiding its knowledge that the chemical was toxic at extremely low levels of exposure, and was being dumped into the environment at its facilities," said Citron.

DuPont, according to the Citron report, has passed those liabilities on to Chemours, along with $4 billion of debt, or 20% less than its parent, which has 35 times the market cap and a six times more favorable debt-to-EBITDA ratio.

"Clearly, Chemours is a company that could NEVER have completed an IPO," the Citron report states.

Representatives of Chemours and DuPont were not immediately available for comment.

Among other criticisms of the company's accounting, Citron said that within three months of being spun out, Chemours had had to "rewrite the terms" of its adjusted EBITDA to avoid breaching debt covenants.

In a Sept. 28, 2015, filing, Chemours had this to say: "The definition of Consolidated EBITDA, which is used solely for the purposes of calculating financial maintenance covenants in the Credit Agreement, has been modified to include cost savings benefits from restructuring and other initiatives announced prior to July 1, 2016 on a pro forma basis."

That could draw scrutiny from the Securities and Exchange Commission, which is creating a special task force to investigate the widespread use of non-GAAP measures, or those that aren't made in accordance with Generally Accepted Accounting Principles, as MarketWatch reported exclusively on Tuesday.


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