Moody's Wildfire Risk Model Successfully Completes California Department of Insurance Review Process
The Moody's wildfire risk model will allow insurers to leverage the model's advanced, science-driven analytics to assess and price wildfire risk. This enhanced risk assessment is designed to support a more resilient and accessible insurance market – particularly in wildfire-prone areas.
'At Moody's, we are committed to providing markets with transparent, scientifically rigorous tools to decode today's interconnected risks,' said Michael Steel, Head of Insurance Solutions at Moody's. 'Today's milestone marks a significant step forward in addressing the complexities of wildfire risk and promoting greater resilience for insurers, regulators, and homeowners alike.'
The Moody's RMS U.S. Wildfire Model v2.0 represents a major advance in capturing the complexities of wildfire behavior, including extreme urban conflagration events. A key feature of the model is its ability to directly account for property-level and community-wide mitigation efforts. By incorporating property-specific data aligned with California regulations, the model will empower insurers to recognize and reward homeowners for risk-reduction efforts, creating tangible incentives that strengthen resilience.
Moody's RMS U.S. Wildfire Model v2.0 was reviewed under the CDI's rigorous Pre-Application Required Information Determination procedure, which includes extensive examination of its hazard, vulnerability, and actuarial components. Already in use by leading global insurers, reinsurers, and financial institutions, the model is available on the Moody's RMS Intelligence Risk Platform™ along with Risk Modeler™ and ExposureIQ™ to support a full range of wildfire risk management activities.
About Moody's Corporation
In a world shaped by increasingly interconnected risks, Moody's (NYSE: MCO) data, insights, and innovative technologies help customers develop a holistic view of their world and unlock opportunities. With a rich history of experience in global markets and a diverse workforce of approximately 16,000 across more than 40 countries, Moody's gives customers the comprehensive perspective needed to act with confidence and thrive. Learn more at moodys.com.
'Safe Harbor' statement under the Private Securities Litigation Reform Act of 1995
Certain statements contained in this document are forward-looking statements and are based on future expectations, plans and prospects for Moody's business and operations that involve a number of risks and uncertainties. Such statements involve estimates, projections, goals, forecasts, assumptions and uncertainties that could cause actual results or outcomes to differ materially from those contemplated, expressed, projected, anticipated or implied in the forward-looking statements. Stockholders and investors are cautioned not to place undue reliance on these forward-looking statements. The forward-looking statements and other information in this document are made as of the date hereof, and Moody's undertakes no obligation (nor does it intend) to publicly supplement, update or revise such statements on a going-forward basis, whether as a result of subsequent developments, changed expectations or otherwise, except as required by applicable law or regulation. Factors, risks and uncertainties as well as other risks and uncertainties that could cause Moody's actual results to differ materially from those contemplated, expressed, projected, anticipated or implied in the forward-looking statements are described in greater detail under 'Risk Factors' in Part I, Item 1A of Moody's annual report on Form 10-K for the year ended December 31, 2024, and in other filings made by the Company from time to time with the SEC or in materials incorporated herein or therein. Stockholders and investors are cautioned that the occurrence of any of these factors, risks and uncertainties may cause the Company's actual results to differ materially from those contemplated, expressed, projected, anticipated or implied in the forward-looking statements, which could have a material and adverse effect on the Company's business, results of operations and financial condition.
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4 minutes ago
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Corteva Delivers Strong 1H 2025, Raises Full-Year Guidance
Seed 1H results reflect leading North America corn and soybean portfolio market position and operational execution Crop Protection 1H results driven by broad-based volume growth and ongoing cost improvement Full-year 2025 guidance3 increased to reflect strong first half performance, incremental benefits on controllable levers, and growth platforms Share buyback program and dividend increase demonstrate strong balance sheet and cash flow INDIANAPOLIS, Aug. 6, 2025 /PRNewswire/ -- Corteva, Inc. (NYSE: CTVA) ("Corteva" or the "Company") today reported financial results for the second quarter and six months ended June 30, 2025. 2Q 2025 Results OverviewNet Sales Inc. from Cont. Ops (After Tax) EPS GAAP $6.46B $1.38B $2.02 vs. 2Q 2024 6 % 31 % 34 % Organic1 Sales Operating EBITDA1 Operating EPS1 NON-GAAP $6.54B $2.16B $2.20 vs. 2Q 2024 7 % 13 % 20 %1H 2025 Results OverviewNet Sales Inc. from Cont. Ops (After Tax) EPS GAAP $10.87B $2.05B $2.98 vs. 1H 2024 3 % 43 % 47 %Organic1 Sales Operating EBITDA1 Operating EPS1 NON-GAAP $11.15B $3.35B $3.33 vs. 1H 2024 5 % 14 % 22 % First Half 2025 Highlights Net sales increased 3% versus prior year. Organic1 sales increased 5% in the same period with gains in all regions. Seed net sales increased 2% and organic1 sales increased 5%. Price was up 3% led by North America2 and EMEA2 with continued execution on the Company's price for value strategy. Volume increased 2%, primarily reflecting increased corn area in North America2. Crop Protection net sales increased 3% and organic1 sales increased 6%. Volume increased 8%, driven by demand for new products and biologicals. Price declined 2% primarily due to the market dynamics in Latin America. GAAP income and earnings per share (EPS) from continuing operations were $2.05 billion and $2.98 per share, respectively. Operating EBITDA1 and Operating EPS1 were $3.35 billion, and $3.33 per share, respectively. The Company updated full-year 2025 guidance3 and expects net sales in the range of $17.6 billion to $17.8 billion. Operating EBITDA1 is expected to be in the range of $3.75 to $3.85 billion. Operating EPS1 is expected to be in the range of $3.00 to $3.20 per share. The Company expects to repurchase approximately $1 billion of shares during 2025. 1. Organic Sales, Operating EPS, and Operating EBITDA are non-GAAP measures. See page 6 for further discussion. 2. North America is defined as U.S. and Canada. EMEA is defined as Europe, Middle East and Africa. 3. The Company does not provide the most comparable GAAP measure on a forward-looking basis. See page 5 for further discussion. _________________________________________________________________________ "In the second quarter, farmers' drive to get the most out of every acre led to higher demand for our best-in-class seed and crop protection solutions. Coupled with our continued focus on cost discipline and operational excellence, this resulted in impressive margin expansion for the quarter. Turning to the first half of the year, growth platforms, cost discipline as well as our leadership of the North America corn and soybean market helped us deliver results that exceeded our expectations. While we continue to navigate a fluid macro environment, we are raising our full year guidance as a result of the strength of our global business and the setup for our Latin American business in the second half. This stronger view of 2025 also underscores our confidence in delivering our 2027 financial framework, and in the value our business offers, both in the short- and long-term." Chuck MagroChief Executive Officer _________________________________________________________________________ Summary of Second Quarter 2025For the second quarter ended June 30, 2025, net sales increased 6% versus the same period last year. Organic1 sales increased 7%. Volume was up 6% versus prior year on growth in both Crop Protection and Seed. Crop Protection volume increased 11% over the prior year driven primarily by Latin America on demand for new products, fungicides, spinosyns, and biologicals. Seed volume increased 3% versus prior year due primarily to increased corn area and share gains in North America. Price was up 1% versus prior year, reflecting higher Seed pricing, partially offset by competitive price dynamics in Crop Protection, primarily in Latin America. GAAP income from continuing operations after income taxes was $1.38 billion in second quarter of 2025 compared to $1.06 billion in second quarter of 2024. Operating EBITDA1 for the second quarter of 2025 was $2.16 billion, up 13% compared to prior year, translating into approximately 215 basis points of Operating EBITDA1 margin improvement.2Q 2Q % % ($ in millions, except where noted) 2025 2024 Change Organic1 Change Net Sales $6,456 $6,112 6 % 7 % North America $4,629 $4,400 5 % 6 % EMEA $747 $673 11 % 13 % Latin America $672 $650 3 % 11 % Asia Pacific $408 $389 5 % 6 % 1H 1H % % ($ in millions, except where noted) 2025 2024 Change Organic1 Change Net Sales $10,873 $10,604 3 % 5 % North America $6,839 $6,487 5 % 6 % EMEA $2,224 $2,261 (2) % 3 % Latin America $1,114 $1,165 (4) % 6 % Asia Pacific $696 $691 1 % 3 % Seed SummarySeed net sales were $4.54 billion in the second quarter of 2025, up from $4.33 billion in the second quarter of 2024. The sales increase reflects a 3% increase in volume, a 3% increase in price and a 1% unfavorable currency impact. Volume growth in the quarter reflects increased corn area and share gains in North America, partially offset by lower soybean area in North America and just-in-time seed purchases in Argentina, shifting sales to the second half. The increase in price is due primarily to demand for top technology and increased out-licensing income. Unfavorable currency impacts were led by the Canadian Dollar. Segment operating EBITDA was $1.86 billion in the second quarter of 2025, up 10% from the second quarter of 2024. Price execution and market share gains in North America, product mix, reduction of net royalty expense, and ongoing cost and productivity actions more than offset increased compensation and research expense, and the unfavorable impact of currency. Segment operating EBITDA margin improved by about 185 basis points versus the prior-year period. 2Q 2Q % % ($ in millions, except where noted) 2025 2024 Change Organic1 Change North America $3,954 3,753 5 % 6 % EMEA $282 $251 12 % 23 % Latin America $154 $207 (26) % (19) % Asia Pacific $147 $120 23 % 25 % Total 2Q Seed Net Sales $4,537 $4,331 5 % 6 % 2Q Seed Operating EBITDA $1,863 $1,698 10 % N/A Seed net sales were $7.24 billion in the first half of 2025, up 2% from the same period of 2024. The sales increase reflects a 3% increase in price and a 2% increase in volume, partially offset by a 3% unfavorable currency impact. Price gains in most regions, led by North America, demonstrate demand for top technology and the strength of the portfolio, coupled with increased out-licensing income. Volume growth was driven primarily by increased corn area and share gains in North America, partially offset by reduced 2024/2025 corn area and just-in-time seed purchases in Argentina, as well as lower soybean area in North America. Unfavorable currency impacts were led by the Brazilian Real and the Canadian dollar. Segment operating EBITDA was $2.71 billion for the first half of 2025, up 11% from the same period of 2024. Price execution and market share gains in North America, product mix, reduction of net royalty expense, and ongoing cost and productivity actions more than offset increased compensation and research expense and the unfavorable impact of currency. Segment operating EBITDA margin improved by 280 basis points versus the prior-year period.1H 1H % % ($ in millions, except where noted) 2025 2024 Change Organic1Change North America $5,551 $5,224 6 % 7 % EMEA $1,108 $1,169 (5) % 3 % Latin America $339 $478 (29) % (19) % Asia Pacific $246 $211 17 % 19 % Total 1H Seed Net Sales $7,244 $7,082 2 % 5 % 1H Seed Operating EBITDA $2,705 $2,446 11 % N/A Crop Protection SummaryCrop Protection net sales were approximately $1.92 billion in the second quarter of 2025 compared to approximately $1.78 billion in the second quarter of 2024. The sales increase over the prior period reflects an 11% increase in volume, partially offset by a 2% price decline and a 1% unfavorable impact from currency. The increase in volume was driven primarily by Latin America on demand for new products, fungicides, spinosyns, and biologicals. The price decline was primarily due to the competitive pricing environment in Latin America, partially offset by North America price increases. Unfavorable currency impacts were led by the Brazilian Real. Segment operating EBITDA was $334 million in the second quarter of 2025, up 31% from the second quarter of 2024. Raw material deflation, productivity savings, and volume growth more than offset the unfavorable impact of currency, price pressure, and higher compensation and bad debt expense in SG&A. Segment operating EBITDA margin improved by approximately 310 basis points versus the prior-year period. 2Q 2Q % % ($ in millions, except where noted) 2025 2024 Change Organic1 Change North America $675 $647 4 % 5 % EMEA $465 $422 10 % 7 % Latin America $518 $443 17 % 25 % Asia Pacific $261 $269 (3) % (2) % Total 2Q Crop Protection Net Sales $1,919 $1,781 8 % 9 % 2Q Crop Protection Operating EBITDA $334 $255 31 % N/A Crop Protection net sales were approximately $3.63 billion for the first half of 2025 compared to approximately $3.52 billion in the same period of 2024. The sales increase reflects an 8% increase in volume, partially offset by a 2% decline in price and a 3% unfavorable impact from currency. The price decline was primarily due to market dynamics in Latin America. The increase in volume was driven by demand for new products, fungicides and biologicals. Unfavorable currency impacts were led by the Brazilian Real and the Turkish Lira. Segment operating EBITDA was $711 million for the first half of 2025, up 26% from the same period last year. Raw material deflation, productivity savings, and volume growth more than offset the unfavorable impact of currency, price pressure, and higher compensation and bad debt expense in SG&A. Segment operating EBITDA margin improved by approximately 355 basis points versus the prior-year period.1H 1H % % ($ in millions, except where noted) 2025 2024 Change Organic1 Change North America $1,288 $1,263 2 % 3 % EMEA $1,116 $1,092 2 % 4 % Latin America $775 $687 13 % 23 % Asia Pacific $450 $480 (6) % (5) % Total 1H Crop Protection Net Sales $3,629 $3,522 3 % 6 % 1H Crop Protection Operating EBITDA $711 $565 26 % N/A 2025 Market Outlook & GuidanceFarmers continue to prioritize top-tier seed and crop protection technologies to maximize and protect their yields to keep pace with record global demand for grain and oilseeds. Global corn area is up in 2025, with a five percent increase in North America, driven by favorable corn economics relative to soybeans and other crops. Expectations for a large production year in 2025 and trade uncertainty have pressured grain prices in most major growing regions. However, the global corn stocks-to-use ratio for the 2025/2026 crop year is still expected to be at its lowest point in over a decade. In Crop Protection, our latest view of the market for the full year continues to be a "flattish" environment, with volume gains offset by pricing headwinds. For Corteva's Crop Protection business, we are expecting full-year double-digit volume gains in excess of low-single-digit pricing headwinds from broad-based portfolio gains, including new products and biologicals. As it pertains to ongoing tariff negotiations around the world, we are not expecting a material net impact on our full-year 2025 results given policies in place today. Global grain and oilseed demand is not expected to decline, regardless of any changes in trade flows. As a result of its strong first half performance and expectations for modest growth in the second half, the Company increased full-year 2025 guidance3 with net sales expected to be in the range of $17.6 billion to $17.8 billion, growth of ~5% at the mid-point. Operating EBITDA1 is expected to be $3.75 billion to $3.85 billion, growth of 13% at the mid-point. Operating EPS1 is expected to be $3.00 to $3.20 per share, growth of 21% at the mid-point. The Company expects to repurchase approximately $1.0 billion of shares in 2025. The Company is not able to reconcile its forward-looking non-GAAP financial measures, to its most comparable U.S. GAAP financial measures, as it is unable to predict with reasonable certainty items outside of its control, such as Significant Items, without unreasonable effort. Second Quarter Conference CallThe Company will host a live webcast of its second quarter 2025 earnings conference call with investors to discuss its results and outlook tomorrow, August 7, 2025, at 9:00 a.m. ET. The slide presentation that accompanies the conference call is posted on the Company's Investor Events and Presentations page. A replay of the webcast will also be available on the Investor Events and Presentations page. About CortevaCorteva, Inc. (NYSE: CTVA) is a global pure-play agriculture company that combines industry-leading innovation, high-touch customer engagement and operational execution to profitably deliver solutions for the world's most pressing agriculture challenges. Corteva generates advantaged market preference through its unique distribution strategy, together with its balanced and globally diverse mix of seed, crop protection, and digital products and services. With some of the most recognized brands in agriculture and a technology pipeline well positioned to drive growth, the company is committed to maximizing productivity for farmers, while working with stakeholders throughout the food system as it fulfills its promise to enrich the lives of those who produce and those who consume, ensuring progress for generations to come. More information can be found at Cautionary Statement About Forward-Looking StatementsThis press release contains certain estimates and forward-looking statements within the meaning of Section 21E of the Securities Exchange Act of 1934, as amended, and Section 27A of the Securities Act of 1933, as amended, which are intended to be covered by the safe harbor provisions for forward-looking statements contained in the Private Securities Litigation Reform Act of 1995, and may be identified by their use of words like "plans," "expects," "will," "anticipates," "believes," "intends," "projects," "estimates," "outlook," or other words of similar meaning. All statements that address expectations or projections about the future, including statements about Corteva's financial results or outlook; strategy for growth; product development; regulatory approvals; market position; capital allocation strategy; liquidity; sustainability targets and initiatives; the anticipated benefits of acquisitions, restructuring actions, or cost savings initiatives; and the outcome of contingencies, such as litigation and environmental matters, are forward-looking statements. Forward-looking statements and other estimates are based on certain assumptions and expectations of future events which may not be accurate or realized. Forward-looking statements and other estimates also involve risks and uncertainties, many of which are beyond the company's control. While the list of factors presented below is considered representative, no such list should be considered to be a complete statement of all potential risks and uncertainties. Unlisted factors may present significant additional obstacles to the realization of forward-looking statements. Consequences of material differences in results as compared with those anticipated in the forward-looking statements could include, among other things, business disruption, operational problems, financial loss, legal liability to third parties and similar risks, any of which could have a material adverse effect on the company's business, results of operations and financial condition. Some of the important factors that could cause the company's actual results to differ materially from those projected in any such forward-looking statements include: (i) failure to obtain or maintain the necessary regulatory approvals for some of the company's products; (ii) failure to successfully develop and commercialize the company's pipeline; (iii) effect of the degree of public understanding and acceptance or perceived public acceptance of the company's biotechnology and other agricultural products; (iv) effect of changes in agricultural and related policies of governments and international organizations; (v) costs of complying with evolving regulatory requirements and the effect of actual or alleged violations of environmental laws or permit requirements; (vi) effect of climate change and unpredictable seasonal and weather factors; (vii) failure to comply with competition and antitrust laws; (viii) effect of competition in the company's industry; (ix) competitor's establishment of an intermediary platform for distribution of the company's products; (x) risks related to recent funding and staff reductions at U.S. government agencies; (xi) risk related to geopolitical and military conflict; (xii) effect of volatility in the company's input costs; (xiii) risks related to the company's global operations; (xiv) effect of industrial espionage and other disruptions to the company's supply chain, information technology or network systems; (xv) risks related to environmental litigation and the indemnification obligations of legacy EIDP liabilities in connection with the separation of Corteva; (xvi) impact of the company's dependence on third parties with respect to certain of its raw materials or licenses and commercialization; (xvii) failure of the company's customers to pay their debts to the company, including customer financing programs; (xviii) failure to effectively manage acquisitions, divestitures, alliances, restructurings, cost savings initiatives, and other portfolio actions; (xix) failure to raise capital through the capital markets or short-term borrowings on terms acceptable to the company; (xx) increases in pension and other post-employment benefit plan funding obligations; (xxi) risks related to pandemics or epidemics; (xxii) capital markets sentiment towards sustainability matters; (xxiii) the company's intellectual property rights or defense against intellectual property claims asserted by others; (xxiv) effect of counterfeit products; (xxv) the company's dependence on intellectual property cross-license agreements; and (xxvi) other risks related to the Separation from DowDuPont. Additionally, there may be other risks and uncertainties that Corteva is unable to currently identify or that Corteva does not currently expect to have a material impact on its business. Where, in any forward-looking statement or other estimate, an expectation or belief as to future results or events is expressed, such expectation or belief is based on the current plans and expectations of Corteva's management and expressed in good faith and believed to have a reasonable basis, but there can be no assurance that the expectation or belief will result or be achieved or accomplished. Corteva disclaims and does not undertake any obligation to update or revise any forward-looking statement, except as required by applicable law. A detailed discussion of some of the significant risks and uncertainties which may cause results and events to differ materially from such forward-looking statements is included in the "Risk Factors" section of Corteva's Annual Report on Form 10-K, as modified by subsequent Quarterly Reports on Forms 10-Q and Current Reports on Form 8-K. Regulation G (Non-GAAP Financial Measures)This earnings release includes information that does not conform to U.S. GAAP and are considered non-GAAP measures. These measures may include organic sales, organic growth (including by segment and region), operating EBITDA, operating earnings (loss) per share, and base income tax rate. Management uses these measures internally for planning and forecasting, including allocating resources and evaluating incentive compensation. Management believes that these non-GAAP measures best reflect the ongoing performance of the Company during the periods presented and provide more relevant and meaningful information to investors as they provide insight with respect to ongoing operating results of the Company and a more useful comparison of year over year results. These non-GAAP measures supplement the Company's U.S. GAAP disclosures and should not be viewed as an alternative to U.S. GAAP measures of performance. Furthermore, such non-GAAP measures may not be consistent with similar measures provided or used by other companies. Reconciliations for these non-GAAP measures to U.S. GAAP are provided in the Selected Financial Information and Non-GAAP Measures starting on page A-5 of the Financial Statement Schedules. Corteva is not able to reconcile its forward-looking non-GAAP financial measures to its most comparable U.S. GAAP financial measures, as it is unable to predict with reasonable certainty items outside of the Company's control, such as significant items, without unreasonable effort. For significant items reported in the periods presented, refer to page A-10 of the Financial Statement Schedules. Beginning January 1, 2020, the Company presents accelerated prepaid royalty amortization expense as a significant item. Accelerated prepaid royalty amortization represents the non-cash charge associated with the recognition of upfront payments made to Monsanto in connection with the Company's non-exclusive license in the United States and Canada for Monsanto's Genuity® Roundup Ready 2 Yield® and Roundup Ready 2 Xtend® herbicide tolerance traits. Due to the ramp-up of Enlist E3TM, Corteva significantly reduced the volume of products with the Roundup Ready 2 Yield® and Roundup Ready 2 Xtend® herbicide tolerance traits beginning in 2021, with expected minimal use of the trait platform thereafter. In 2023 and 2024, the company committed to restructuring activities to optimize the Crop Protection network of manufacturing and external partners, which are expected to be substantially complete in 2026. The company expects to record approximately $150 million to $165 million net pre-tax restructuring charges during 2025 for these activities. Organic sales is defined as price and volume and excludes currency and portfolio and other impacts, including significant items. Operating EBITDA is defined as earnings (loss) (i.e., income (loss) from continuing operations before income taxes) before interest, depreciation, amortization, non-operating benefits (costs), foreign exchange gains (losses), and net unrealized gain or loss from mark-to-market activity for certain foreign currency derivative instruments that do not qualify for hedge accounting, excluding the impact of significant items. Non-operating benefits (costs) consists of non-operating pension and other post- employment benefit (OPEB) credits (costs), tax indemnification adjustments, and environmental remediation and legal costs associated with legacy businesses and sites. Tax indemnification adjustments relate to changes in indemnification balances, as a result of the application of the terms of the Tax Matters Agreement, between Corteva and Dow and/or DuPont that are recorded by the Company as pre-tax income or expense. Operating earnings (loss) per share is defined as "earnings (loss) per common share from continuing operations - diluted" excluding the after-tax impact of significant items, the after-tax impact of non-operating benefits (costs), the after-tax impact of amortization expense associated with intangible assets existing as of the Separation from DowDuPont, and the after-tax impact of net unrealized gain or loss from mark-to-market activity for certain foreign currency derivative instruments that do not qualify for hedge accounting. Although amortization of the Company's intangible assets is excluded from these non-GAAP measures, management believes it is important for investors to understand that such intangible assets contribute to revenue generation. Amortization of intangible assets that relate to past acquisitions will recur in future periods until such intangible assets have been fully amortized. Any future acquisitions may result in amortization of additional intangible assets. Net unrealized gain or loss from mark-to-market activity for certain foreign currency derivative instruments that do not qualify for hedge accounting represents the non-cash net gain (loss) from changes in fair value of certain undesignated foreign currency derivative contracts. Upon settlement, which is within the same calendar year of execution of the contract, the realized gain (loss) from the changes in fair value of the non-qualified foreign currency derivative contracts will be reported in the relevant non-GAAP financial measures, allowing quarterly results to reflect the economic effects of the foreign currency derivative contracts without the resulting unrealized mark to fair value volatility. Base income tax rate is defined as the effective income tax rate less the effect of exchange gains (losses), significant items, amortization of intangibles (existing as of Separation), mark-to-market (gains) losses on certain foreign currency contracts not designated as hedges, and non-operating (benefits) costs. ® TM Corteva Agriscience and its affiliated companies. 8/6/2025 View original content to download multimedia: SOURCE Corteva Agriscience Error in retrieving data Sign in to access your portfolio Error in retrieving data Error in retrieving data Error in retrieving data Error in retrieving data
Yahoo
4 minutes ago
- Yahoo
e.l.f. Beauty Announces First Quarter Fiscal 2026 Results
Delivered 26th Consecutive Quarter of Net Sales Growth and Market Share Gains OAKLAND, Calif., August 06, 2025--(BUSINESS WIRE)--e.l.f. Beauty (NYSE: ELF) today announced results for the three months ended June 30, 2025. "Our strong Q1 results, including 210 basis points of market share gains, are a continuation of the consistent, category-leading growth we've delivered over the past 26 quarters," said Tarang Amin, e.l.f. Beauty's Chairman and Chief Executive Officer. "The combination of our value proposition, powerhouse innovation and disruptive marketing engine continue to fuel our results. We remain excited by the significant whitespace we see ahead as we strive to make the best of beauty accessible for all." Three Months Ended June 30, 2025 Results For the three months ended June 30, 2025, compared to the three months ended June 30, 2024: Net sales increased 9% to $353.7 million, primarily driven by strength in both our retailer and e-commerce channels, in the US and internationally. Gross margin decreased approximately 215 basis points to 69%, primarily driven by tariffs, partially offset by favorable foreign exchange impacts and mix. Selling, general and administrative ("SG&A") expenses increased 15.3 million to 195.8 million, or 55% of net sales. Adjusted SG&A (SG&A excluding the items identified in the reconciliation table below) increased 12.9 million to $177.3 million, or 50% of net sales. The increase in SG&A is primarily related to an increase in professional fees, retail fixturing and visual merchandising costs, marketing and digital spend, along with increased depreciation and amortization, offset by lower compensation and benefits expense, and operations costs. Other income, net increased $4.9 million to $5.0 million, primarily driven by an increase in foreign currency gains in the period attributable to currency rate fluctuation. Net income was $33.3 million on a GAAP basis. Adjusted net income (net income excluding the items identified in the reconciliation table below) was $51.3 million. Diluted earnings per share were $0.58 on a GAAP basis. Adjusted diluted earnings per share (diluted earnings per share calculated with adjusted net income excluding the items identified in the reconciliation table below) were $0.89. Adjusted EBITDA (EBITDA excluding the items identified in the reconciliation table below) was $87.1 million, or 25% of net sales, up 12% year over year. Liquidity As of June 30, 2025, the Company had $170.0 million in cash and cash equivalents and $256.7 million of long-term debt, as compared to $109.0 million in cash and cash equivalents and $262.2 million of total debt outstanding as of June 30, 2024. Fiscal 2026 Outlook Due to the wide range of potential outcomes related to tariffs, the Company is not providing a full year Fiscal 2026 financial outlook at this time. For the first half of Fiscal 2026, the Company expects the following: Net sales growth above the 9% net sales growth reported in Q1 Adjusted EBITDA margins of approximately 20% as compared to approximately 23% in the first half of Fiscal 2025, primarily due to higher tariff costs Acquisition of rhode Subsequent to quarter end, on August 5, 2025, the Company consummated the acquisition of HRBeauty LLC ("rhode"), a fast-growing, multi-category lifestyle beauty brand founded by Hailey Bieber for $800.0 million at closing, subject to customary adjustments, inclusive of $600.0 million in cash, funded via Term Loan, and $200.0 million of stock, with potential earnout consideration of up to $200.0 million based on the future growth of the brand over a three-year timeframe. Fifth Amendment to Amended Credit Agreement On August 5, 2025, the Company entered into the Fifth Amendment to the Amended and Restated Credit Agreement (the "Fifth Amendment"). The Fifth Amendment, among other things, established a term loan facility in an aggregate principal amount of $600.0 million (the "Term Facility"), made customary changes in connection with adding a term loan facility, increased the maximum permitted consolidated total net leverage ratio financial covenant and increased the interest rate margin for loans under the Company's existing revolving line of credit. The proceeds of the Term Facility were made available to e.l.f. Cosmetics and certain other subsidiaries of the Company to pay a portion of the consideration for the acquisition of rhode. Webcast Details The Company will hold a webcast to discuss the results from its first quarter fiscal 2026 today, August 6, 2025, at 4:30 p.m. Eastern Time. The webcast will be broadcast live at For those unable to listen to the live broadcast, an archived version will be available at the same location. About e.l.f. Beauty e.l.f. Beauty (NYSE: ELF) is fueled by a belief that anything is possible. e.l.f. is a different kind of company that disrupts norms, shapes culture and connects communities, through positivity, inclusivity and accessibility. The mission is clear: to make the best of beauty accessible to every eye, lip and face. e.l.f. Beauty and its brands, e.l.f. Cosmetics, e.l.f. SKIN, Keys Soulcare, Well People, Naturium and rhode, are led by purpose, driven by results and elevated by superpowers. e.l.f. Beauty offers e.l.f. clean and vegan products, all double-certified by PETA and Leaping Bunny as cruelty free, and proudly stands as the first beauty company with Fair Trade Certified™ facilities. With a kind heart at the center of e.l.f.'s ethos, the company donates 2% of net profits to organizations that make positive impacts. Learn more at Note Regarding non-GAAP Financial Measures This press release includes references to non-GAAP measures, including adjusted EBITDA, adjusted SG&A, adjusted net income and adjusted diluted earnings per share. The Company presents these non-GAAP measures because its management uses them as supplemental measures in assessing its operating performance, and believes they are helpful to investors, securities analysts and other interested parties in evaluating the Company's performance. The non-GAAP measures included in this press release are not measurements of financial performance under GAAP and they should not be considered as alternatives to or substitutes for measures of performance derived in accordance with GAAP. In addition, these non-GAAP measures should not be construed as an inference that the Company's future results will be unaffected by unusual or non-recurring items. These non-GAAP measures have limitations as analytical tools, and you should not consider such measures either in isolation or as substitutes for analyzing the Company's results as reported under GAAP. The Company's definitions and calculations of these non-GAAP measures are not necessarily comparable to other similarly titled measures used by other companies due to different methods of calculation. Adjusted EBITDA excludes expense or income related to stock-based compensation, and other non-cash and non-recurring items. Such other non-cash or non-recurring items include amortization of internal-use software costs related to cloud applications, acquisition related costs, and cloud computing ERP implementation costs. Adjusted SG&A excludes expense related to stock-based compensation and other non-recurring items. Such other non-recurring items include other non-recurring cloud computing ERP implementation costs and acquisition related costs. Adjusted effective tax rate is the tax rate when excluding the pre-tax impact of expense or income related to stock-based compensation, other non-cash and non-recurring items, amortization of acquired intangible assets, as well as the related tax impact for these items, calculated utilizing the statutory rate for where the impact was incurred. Adjusted net income excludes expense related to stock-based compensation, other non-recurring items, amortization of acquired intangible assets and the tax impact of the foregoing adjustments. Such other non-recurring items include other non-recurring cloud computing ERP implementation costs and acquisition related costs. Forward-looking Statements This press release contains forward-looking statements within the meaning of the federal securities laws, including those statements relating to the Company's outlook for the first half of Fiscal 2026 under "Fiscal 2026 Outlook" above and those statements that we remain excited by the significant whitespace we see ahead as we strive to make the best of beauty accessible for all. Although the Company believes that the expectations reflected in the forward-looking statements are reasonable, actual results and the timing of selected events may differ materially from those expectations. Factors that could cause actual results to differ materially from those in the forward-looking statements include, among other things, the risks and uncertainties that are described in the Company's most recent Annual Report on Form 10-K, as updated from time to time in the Company's SEC filings, as well as the Company's ability to effectively compete with other beauty companies; the Company's ability to successfully introduce new products; the Company's ability to attract new retail customers and/or expand business with its existing retail customers; the Company's ability to optimize shelf space at its key retail customers; the loss of any of the Company's key retail customers or if the general business performance of its key retail customers declines; and the Company's ability to effectively manage its SG&A and other expenses. Potential investors are urged to consider these factors carefully in evaluating the forward-looking statements. These forward-looking statements speak only as of the date hereof. Except as required by law, the Company assumes no obligation to update or revise these forward-looking statements for any reason, even if new information becomes available in the future. e.l.f. Beauty, Inc. and subsidiaries Condensed consolidated statements of operations (unaudited) (in thousands, except share and per share data) Three months ended June 30, 2025 2024 Net sales $ 353,739 $ 324,477 Cost of sales 109,198 93,194 Gross profit 244,541 231,283 Selling, general and administrative expenses 195,832 180,575 Operating income 48,709 50,708 Other income, net 5,037 187 Interest expense, net (2,632 ) (3,665 ) Income before provision for income taxes 51,114 47,230 Income tax (provision) benefit (17,803 ) 325 Net income $ 33,311 $ 47,555 Net income per share: Basic $ 0.59 $ 0.85 Diluted $ 0.58 $ 0.81 Weighted average shares outstanding: Basic 56,328,483 55,973,914 Diluted 57,675,035 58,551,423 e.l.f. Beauty, Inc. and subsidiaries Condensed consolidated balance sheets (unaudited) (in thousands, except share and per share data) June 30, 2025 March 31, 2025 June 30, 2024 Assets Current assets: Cash and cash equivalents $ 170,029 $ 148,692 $ 109,034 Accounts receivable, net 173,352 126,010 155,701 Inventory, net 170,379 187,170 199,563 Prepaid expenses and other current assets 88,766 78,688 66,162 Total current assets 602,526 540,560 530,460 Property and equipment, net 39,182 28,787 14,040 Intangible assets, net 203,348 207,698 220,745 Goodwill 340,582 340,582 340,600 Other assets 129,258 130,548 98,987 Total assets $ 1,314,896 $ 1,248,175 $ 1,204,832 Liabilities and stockholders' equity Current liabilities: Current portion of long-term debt $ — $ — $ 102,938 Accounts payable 74,603 72,180 79,989 Accrued expenses and other current liabilities 110,136 104,876 116,878 Total current liabilities 184,739 177,056 299,805 Long-term debt 256,676 256,676 159,234 Deferred tax liabilities 17,009 3,812 7,910 Long-term operating lease obligations 50,351 48,721 33,637 Other long-term liabilities 1,269 1,055 656 Total liabilities 510,044 487,320 501,242 Stockholders' equity: Common stock, par value of $0.01 per share; 250,000,000 shares authorized as of June 30, 2025, March 31, 2025 and June 30, 2024; 56,734,903, 55,730,037 and 56,387,461 shares issued and outstanding as of June 30, 2025, March 31, 2025 and June 30, 2024, respectively 566 556 563 Additional paid-in capital 952,015 942,025 949,817 Accumulated other comprehensive income (loss) 1,207 521 (9 ) Accumulated deficit (148,936 ) (182,247 ) (246,781 ) Total stockholders' equity 804,852 760,855 703,590 Total liabilities and stockholders' equity $ 1,314,896 $ 1,248,175 $ 1,204,832 e.l.f. Beauty, Inc. and subsidiaries Condensed consolidated statements of cash flows (unaudited) (in thousands) Three months ended June 30, 2025 2024 Cash flows from operating activities: Net income $ 33,311 $ 47,555 Adjustments to reconcile net income to net cash provided by operating activities: Depreciation and amortization 13,192 9,058 Non-cash lease expense 2,843 2,076 Stock-based compensation expense 9,868 12,964 Amortization of debt issuance costs and discount on debt 134 138 Deferred income taxes 14,216 5,108 Other, net 911 (127 ) Changes in operating assets and liabilities: Accounts receivable (46,170 ) (31,815 ) Inventory 18,684 (8,074 ) Prepaid expenses and other assets (16,332 ) (30,500 ) Accounts payable and accrued expenses (1,542 ) (3,107 ) Other liabilities (1,882 ) (1,995 ) Net cash provided by operating activities 27,233 1,281 Cash flows from investing activities: Purchase of property and equipment (7,095 ) (786 ) Other, net (464 ) (93 ) Net cash used in investing activities (7,559 ) (879 ) Cash flows from financing activities: Cash received from issuance of common stock 121 464 Other, net — (56 ) Net cash provided by financing activities 121 408 Effect of exchange rate changes on cash and cash equivalents 1,542 41 Net increase in cash and cash equivalents 21,337 851 Cash and cash equivalents - beginning of period 148,692 108,183 Cash and cash equivalents - end of period $ 170,029 $ 109,034 e.l.f. Beauty, Inc. and subsidiaries Reconciliation of GAAP net income to non-GAAP adjusted EBITDA (unaudited) (in thousands) Three months ended June 30, 2025 2024 Net income $ 33,311 $ 47,555 Interest expense, net 2,632 3,665 Income tax provision (benefit) 17,803 (325 ) Depreciation and amortization 13,192 9,058 EBITDA $ 66,938 $ 59,953 Stock-based compensation 9,868 12,964 Other non-cash and non-recurring items (a) 10,257 4,517 Adjusted EBITDA $ 87,063 $ 77,434 (a) Represents other non-cash or non-recurring items, which include amortization of internal-use software costs related to cloud applications, acquisition related costs, and cloud computing ERP implementation costs. e.l.f. Beauty, Inc. and subsidiaries Reconciliation of GAAP SG&A to non-GAAP adjusted SG&A (unaudited) (in thousands) Three months ended June 30, 2025 2024 Selling, general and administrative expenses $ 195,832 $ 180,575 Stock-based compensation (9,879 ) (12,958 ) Other non-recurring items (a) (8,643 ) (3,204 ) Adjusted selling, general and administrative expenses $ 177,310 $ 164,413 (a) Represents other non-recurring cloud computing ERP implementation costs and acquisition related costs. e.l.f. Beauty, Inc. and subsidiaries Reconciliation of GAAP net income to non-GAAP adjusted net income (unaudited) (in thousands, except share and per share data) Three months ended June 30, 2025 2024 Net income $ 33,311 $ 47,555 Stock-based compensation 9,868 12,964 Other non-recurring items (a) 8,643 3,204 Amortization of acquired intangible assets (b) 4,349 4,349 Tax Impact (c) (4,846 ) (3,754 ) Adjusted net income $ 51,325 $ 64,318 Weighted average number of shares outstanding – diluted 57,675,035 58,551,423 Adjusted diluted earnings per share $ 0.89 $ 1.10 (a) Represents other non-recurring cloud computing ERP implementation costs and acquisition related costs. (b) Represents amortization expense of acquired intangible assets consisting of customer relationships and trademarks. (c) Represents the tax impact of the above adjustments. View source version on Contacts Investors:KC KattenVP, Corporate Development & Investor Relationskkatten@ Media:Sam CritchellVP, Corporate Communicationsscritchell@ Error in retrieving data Sign in to access your portfolio Error in retrieving data Error in retrieving data Error in retrieving data Error in retrieving data
Business Wire
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Orion S.A. Reports Second Quarter 2025 Financial Results
HOUSTON--(BUSINESS WIRE)--Orion S.A. (NYSE: OEC), a specialty chemical company, today announced financial results for the period ended June 30, 2025 as follows: Second Quarter 2025 Highlights Net sales of $466.4 million, down $10.6 million year over year Net income of $9.0 million, down $11.5 million year over year Diluted EPS of $0.16, down $0.19 year over year Adjusted EBITDA 1 of $68.8 million, down 8% year over year Adjusted Diluted EPS 1 of $0.32, down $0.09 year over year Six Months 2025 Highlights Net sales of $944.1 million, down $35.8 million year over year Net income of $18.1 million, down $29.1 million year over year Diluted EPS of $0.32, down $0.48 year over year Adjusted EBITDA 1 of $135.0 million, down 16% year over year Adjusted Diluted EPS 1 of $0.55, down $0.38 year over year Other Highlights Improved plant performance sequentially Announced plan to discontinue, in aggregate, production of three to five carbon black lines at multiple facilities Maintaining Free Cash Flow expectations for 2025 1 The reconciliations of Non-U.S. GAAP ('GAAP') measures to the respective most comparable GAAP measures are provided in the section titled Reconciliation of Non-GAAP Financial Measures below. Expand 'Our second quarter results were in line with our expectations, helped by an improved sequential plant performance,' stated Corning Painter, Chief Executive Officer. 'We overcame persistent demand headwinds related to elevated tire imports, which have continued to pressure key tire customers, along with broader customer hesitancy reflecting considerable macro uncertainty,' continued Painter. 'Our revised 2025 Adjusted EBITDA guidance range assumes no meaningful recovery in our industrial end markets over the balance of 2025.' 'We are resolutely focused on levers to improve cash flow,' stated Orion's Chief Financial Officer Jeff Glajch. 'Even with the persistent macro headwinds, we expect to reach our previously conveyed goal of more than $50 million of free cash flow for 2025.' Second Quarter 2025 Overview: (1) The reconciliations of Non-U.S. GAAP ('GAAP') measures to the respective most comparable GAAP measures are provided in the section titled Reconciliation of Non-GAAP Financial Measures below. Expand Volume increased by 6.9 kmt, year over year, due to higher volume in the Rubber Carbon Black segment. Net sales decreased by $10.6 million, or 2.2%, year over year, driven primarily by lower oil prices. This was partially offset by higher Rubber Carbon Black segment volume, favorable foreign exchange rate impact and higher cogeneration. Gross profit decreased by $11.4 million, or 10.4%, year over year, to $98.4 million. The decrease was driven primarily by lower volume in the Specialty Carbon Black segment, unfavorable timing from the pass-through of raw material costs and unfavorable customer and regional mix in the Rubber Carbon Black segment. Income from operations decreased by $9.5 million, or 22.8%, year over year, to $32.1 million. The decrease was driven primarily by softer demand in the Specialty Carbon Black segment and unfavorable timing from the pass-through of raw material costs. Net income decreased by $11.5 million, or 56.1%, year over year to $9.0 million. Adjusted EBITDA decreased by $6.3 million, or 8.4%, year over year, to $68.8 million. The decrease was driven by lower volume in the Specialty Carbon Black segment, unfavorable price and unfavorable timing from the pass-through of raw material costs, partially offset by higher cogeneration. Quarterly Business Segment Results Specialty Carbon Black segment volume declined by 4.9 kmt, or 7.8%, year over year, primarily due to lower demand in the Europe, Middle East and Africa, as well as the Americas region. Net sales decreased by $7.4 million, or 4.5%, year over year, to $158.1 million, primarily due to lower volume and lower oil prices. Adjusted EBITDA declined by $8.1 million, or 28.9%, year over year, to $19.9 million. The decrease was primarily due to lower volume and unfavorable price and product mix. Rubber Carbon Black segment volume increased by 11.8 kmt, or 6.9%, year over year, due to higher demand in the Asia Pacific and Americas regions. Net sales declined by $3.2 million, or 1.0%, year over year, to $308.3 million, primarily due to the pass-through of lower oil prices, partially offset by higher volume. Adjusted EBITDA increased by $1.8 million, or 3.8%, year over year, to $48.9 million, driven primarily by lower fixed costs and higher cogeneration, partly offset by unfavorable timing from the pass-through of raw material costs. Six Months 2025 Highlights (1) The reconciliations of these non-GAAP measures to the respective most comparable GAAP measures are provided in the section titled Reconciliation of non-GAAP Financial Measures. Expand Volume increased by 10.2 kmt to 491.7 kmt compared to the six months ended June 30, 2024, primarily due to higher Rubber Carbon Black segment volume, partially offset by lower Specialty Carbon Black segment volume. Net sales decreased by $35.8 million, or 3.7%, in the six months ended June 30, 2025 to $944.1 million year over year, primarily driven by the pass-through of lower oil prices, and lower Specialty Carbon Black segment volume. Those were partially offset by higher volume in the Rubber Carbon Black segment and higher cogeneration. Gross profit decreased by $35.5 million, or 15.3%, year over year to $196.5 million. The decrease was primarily driven by unfavorable impact from the pass-through of raw material costs, partially offset by higher cogeneration. Income from operations decreased by $31.1 million, or 32.9%, year over year to $63.3 million. The decrease was driven primarily by softer demand in the Specialty Carbon Black segment and unfavorable timing from the pass-through of raw material costs. Net income decreased by $29.1 million, or 61.7%, year over year to $18.1 million. Adjusted EBITDA decreased by $25.4 million, or 15.8%, from $160.4 million in the six months ended June 30, 2024 to $135.0 million in the six months ended June 30, 2025. The decrease was primarily due to lower volume in the Specialty Carbon Black segment, unfavorable timing from the pass-through of raw material costs and unfavorable customer and regional mix in the Rubber Carbon Black segment. Those were partially offset by higher cogeneration. Six Months Business Segment Results Volumes decreased by 6.3 kmt, or 5.0%, year over year to 119.9 kmt for the six months ended June 30, 2025, primarily due to lower demand in the Europe, Middle East and Africa, as well as the Americas region. Net sales decreased by $17.6 million, or 5.2%, year over year to $318.8 million for the six months ended June 30, 2025, primarily due to lower volume and lower oil prices. Adjusted EBITDA decreased by $10.6 million, or 19.0%, year over year to $45.3 million for the six months ended June 30, 2025. The decrease was primarily due to lower volume and unfavorable price and product mix. Volume increased by 16.5 kmt, or 4.6%, year over year to 371.8 kmt, for the six months ended June 30, 2025, primarily due to higher demand in the Asia Pacific and Americas regions. Net sales decreased by $18.2 million, or 2.8%, year over year to $625.3 million for the six months ended June 30, 2025, primarily due to the pass-through of lower oil prices, partially offset by higher volume. Adjusted EBITDA decreased by $14.8 million, or 14.2%, to $89.7 million for the six months ended June 30, 2025, driven primarily by unfavorable timing from the pass-through of raw material costs and unfavorable customer and regional mix. Outlook 'We are narrowing our guidance ranges to factor in a surge of tire imports into North America during the second quarter, as well as revised macro assumptions for the second half of 2025. Our revised Adjusted EBITDA range is $270 million – $290 million and the corresponding Adjusted EPS range is $1.20 – $1.45. We are again reaffirming our prior free cash flow guidance range at $40 million – $70 million.' Mr. Painter concluded. As previously announced, Orion will hold a conference call tomorrow, Thursday, August 7, 2025, at 8:30 a.m. (EDT). The dial-in details for the live conference call are as follows: A replay of the conference call may be accessed by phone at the following numbers to Thursday, August 21, 2025: Additionally, an archived webcast of the conference call will be available on the investor section of the company's website at To learn more about Orion S.A., visit the company's investor website at where we regularly post information including notification of events, news, financial performance, investor presentations and webcasts, non-GAAP reconciliations, SEC filings and other information regarding our company, its businesses and the markets it serves. About Orion S.A. Orion S.A. (NYSE: OEC) is a leading global supplier of carbon black, a solid form of carbon produced as powder or pellets. The material is made to customers' exacting specifications for tires, coatings, ink, batteries, plastics and numerous other specialty, high-performance applications. Carbon black is used to tint, colorize, provide reinforcement, conduct electricity, increase durability, and add UV protection. Orion has innovation centers on three continents and produces carbon black at 14 plants worldwide, excluding the under-construction facility at La Porte, Texas, offering the most diverse variety of production processes in the industry. The company's corporate lineage goes back more than 160 years to Germany, where it operates the world's longest-running carbon black plant. Orion is a leading innovator, applying a deep understanding of customers' needs to deliver sustainable solutions. For more information, please visit Cautionary Statement for the Purposes of the 'Safe Harbor' Provisions of the Private Securities Litigation Reform Act of 1995 This document contains and refers to certain forward-looking statements with respect to our financial condition, results of operations and business, including those in the 'Outlook ' section above. These statements constitute forward-looking statements within the meaning of Section 21E of the Securities Exchange Act of 1934, as amended (the 'Exchange Act'). Forward-looking statements are statements of future expectations that are based on management's current expectations and assumptions and involve known and unknown risks and uncertainties that could cause actual results, performance or events to differ materially from those expressed or implied in these statements. You should not place undue reliance on forward-looking statements. Forward-looking statements include, among others, statements concerning our potential exposure to market risks, macroeconomic conditions including tariffs, expected plant uptime, market conditions, anticipated customer demand, expected impacts of operational improvements and foreign exchange, expectations regarding capital expenditures, working capital and free cash flow, our outlook for 2025, and other statements expressing management's expectations, beliefs, estimates, forecasts, projections and assumptions and statements that are not limited to statements of historical or present facts or conditions. Forward-looking statements are typically identified by words such as 'anticipate,' 'assume,' 'assure,' 'believe,' 'confident,' 'could,' 'estimate,' 'expect,' 'intend,' 'may,' 'plan,' 'objectives,' 'outlook,' 'guidance,' 'probably,' 'project,' 'will,' 'seek,' 'target,' 'to be,' and other words of similar meaning. All these forward-looking statements are based on estimates and assumptions that, although believed to be reasonable, are inherently uncertain. Therefore, undue reliance should not be placed upon any forward-looking statements. There are important factors that could cause actual results to differ materially from those contemplated by such forward-looking statements. These factors include, among others: negative or uncertain worldwide economic conditions and developments; the operational risks inherent in chemicals manufacturing, including but not limited to disruptions due to technical difficulties, severe weather conditions or natural disasters; unanticipated impacts of our plans and strategies, including our plans to discontinue production at certain facilities; our dependence on major customers and suppliers; further changes and uncertainty in the geopolitical environment or government policy, including related to tariffs, counter-tariffs and other trade barriers, and the risk that the impacts thereof differ from our expectations; our ability to compete in the industries and markets in which we operate; our ability to successfully develop new products and technologies; our ability to effectively implement our business strategies; the volatility of costs, quality and availability of raw materials and energy; our ability to realize benefits from investments, joint ventures, acquisitions or alliances; our ability to realize benefits from planned plant capacity expansions and planned and current site development projects; any information technology systems failures, network disruptions and breaches of data security; our exposure to political or country risks inherent in doing business globally; rapidly changing geopolitical environment, conflicts, growing tension between U.S. and other countries, and/or any other escalations may impact energy costs, raw material availability or other economic disruptions; our ability to comply with complex environmental, health and safety laws and regulations, and current and any possible future investigations and enforcement actions by governmental, supranational agencies or other organizations; environmental, social and governance matters, including regulations requiring a reduction of greenhouse gas emissions or that impose additional taxes or fees on emissions as well as increased awareness and adverse publicity about potential impacts on climate change by us; developments in regulation of carbon black as a nano-scale material; our operations as a company in the chemical sector, including the related risks of leaks, fires and toxic releases as well as other accidents; any changes in European Union regulations or similar international regulations on chemical carbon that will affect our ability to market and sell our products; any market or regulatory changes that may affect our ability to sell or otherwise benefit from co-generated energy; any litigation or legal proceedings, including product liability, environmental or asbestos related claims; our ability to protect our intellectual property rights and know-how; risks associated with our financial leverage; restrictive effects of the covenants in our debt instruments; any deterioration in our financial position or downgrade of our ratings by credit rating agencies; any fluctuations in foreign currency exchange or interest rates; the availability and efficiency of hedging; any potential impairments or write-offs of certain assets; any required increases in our pension fund or retirement-related contributions; the adequacy of our insurance coverage; any challenges to our decisions and assumptions in assessing and complying with our tax obligations; any changes in our jurisdictional earnings mix or in the tax laws or accepted interpretations of tax laws in those jurisdictions; the ability to pay dividends on our common stock at historical rates or at all; the difference between our stockholders' rights and rights of stockholders of a U.S. corporation; the potential difficulty in obtaining or enforcing judgments or bringing legal actions against Orion S.A. (a Luxembourg incorporated entity) in the U.S. or elsewhere outside Luxembourg; the difference between Luxembourg & European insolvency and bankruptcy laws from U.S. insolvency laws; our relationships with our workforce, including negotiations with labor unions, strikes and work stoppages; our ability to recruit or retain key management and personnel; any disruptive changes in international and local economic conditions, dislocations in credit and capital markets and inflation or deflation; and our ability to generate the funds required to service our debt and finance our operations. Factors that could cause our actual results to differ materially from those expressed or implied in such forward-looking statements include those factors detailed under the captions 'Cautionary Statement for Purposes of the 'Safe Harbor' Provisions of the Private Securities Litigation Reform Act of 1995' and 'Risk Factors' in our Annual Report in Form 10-K for the year ended December 31, 2024 and in Note Q. Commitments and Contingencies to our audited Consolidated Financial Statements and in Note J. Commitments and Contingencies to our unaudited Consolidated Financial Statements Form 10-Q for the period ended June 30, 2025. It is not possible for our management to predict all risk factors and uncertainties, nor can we assess the impact of all factors on our business or the extent to which any factor, or combination of factors, may cause actual results to differ materially from those contained in any forward-looking statements. We undertake no obligation to publicly update or revise any forward-looking statement as a result of new information, future events or other information, other than as required by applicable law. Reconciliation of Non-GAAP Financial Measures We present certain financial measures that are not prepared in accordance with GAAP or the accounting standards of any other jurisdiction and may not be comparable to other similarly titled measures of other companies. For a reconciliation of these non-GAAP financial measures to their nearest comparable GAAP measures, see section Reconciliation of Non-GAAP Financial Measures below. These non-GAAP measures include, but are not limited to Adjusted Net Income, Adjusted EBITDA, Adjusted Diluted EPS, Free Cash Flow and Net Debt. We define Adjusted Net Income as Net income, stock-based compensation, and non-recurring items (such as, restructuring expenses, legal settlement gain, etc.). We define Adjusted EBITDA as Income from operations before depreciation and amortization, stock-based compensation, and non-recurring items plus Earnings in affiliated companies, net of tax. We define Adjusted Diluted EPS as Adjusted Net Income divided by Diluted Weighted-average shares outstanding. We define Free Cash Flow as Adjusted EBITDA, Capital expenditures, Cash paid for interest, net, Cash paid for income taxes and Dividends paid to stockholders. Our operations are managed by senior executives who report to our Chief Executive Officer ('CEO'), the chief operating decision maker ('CODM'). Adjusted EBITDA is used by our chief operating decision maker ('CODM') to evaluate our operating performance and to make decisions regarding allocation of capital, because it excludes the effects of items that have less bearing on the performance of our underlying core business. We use this measure, together with other measures of performance under GAAP, to compare the relative performance of operations in planning, budgeting and reviewing our business. By eliminating potential differences in results of operations between periods caused by factors such as depreciation and amortization, historic cost and age of assets, financing and capital structures and taxation positions or regimes, we believe that Adjusted EBITDA provides a useful additional basis for evaluating and comparing the current performance of the underlying operations. We believe our non-GAAP measures are useful measures of financial performance in addition to Net income, Income from operations, diluted EPS and other profitability measures under GAAP, because they facilitate operating performance comparisons from period to period. In addition, we believe these non-GAAP measures aid investors by providing additional insight into our operational performance and help clarify trends affecting our business. Other companies and analysts may calculate non-GAAP financial measures differently, so making comparisons among companies on this basis should be done carefully. Non-GAAP measures are not performance measures under GAAP and should not be considered in isolation or construed as substitutes for Net sales, Net income, Income from operations, Gross profit and other GAAP measures as an indicator of our operations in accordance with GAAP. With respect to Adjusted EBITDA and Adjusted Diluted EPS outlook for 2025, we are not able to reconcile the forward-looking non-GAAP financial measures to the closest corresponding GAAP measure without unreasonable efforts because we are unable to predict the ultimate outcome of certain significant items. These items include, but are not limited to, significant legal settlements, tax and regulatory reserve changes, restructuring costs and acquisition and financing related impacts. Condensed Consolidated Balance Sheets (Unaudited) (In millions, except share amounts) June 30, 2025 December 31, 2024 ASSETS Current assets Cash and cash equivalents $ 42.6 $ 44.2 Accounts receivable, net 270.0 211.9 Inventories, net 285.7 290.4 Income tax receivables 14.5 12.6 Prepaid expenses and other current assets 69.7 54.2 Total current assets 682.5 613.3 Property, plant and equipment, net 1,030.7 965.0 Right-of-use assets 120.5 117.9 Goodwill 80.7 71.5 Intangible assets, net 17.2 18.5 Investment in equity method affiliates 11.3 8.0 Deferred income tax assets 66.4 21.6 Other assets 15.6 41.5 Total non-current assets 1,342.4 1,244.0 Total assets $ 2,024.9 $ 1,857.3 LIABILITIES AND STOCKHOLDERS' EQUITY Current liabilities Accounts payable $ 173.4 $ 156.2 Current portion of long-term debt and other financial liabilities 342.0 258.8 Accrued liabilities 31.0 39.5 Income taxes payable 16.9 4.8 Other current liabilities 57.5 57.4 Total current liabilities 620.8 516.7 Long-term debt, net 680.2 647.0 Employee benefit plan obligation 66.5 58.5 Deferred income tax liabilities 60.8 36.5 Other liabilities 130.1 123.7 Total non-current liabilities 937.6 865.7 Stockholders' Equity Common stock Authorized: 65,992,259 and 65,992,259 shares with no par value Issued – 60,992,259 and 60,992,259 shares with no par value Outstanding – 56,046,226 and 57,242,372 shares 85.3 85.3 Treasury stock, at cost, 4,946,033 and 3,749,887 (90.3 ) (82.2 ) Additional paid-in capital 73.5 84.7 Retained earnings 471.6 457.0 Accumulated other comprehensive loss (73.6 ) (69.9 ) Total stockholders' equity 466.5 474.9 Total liabilities and stockholders' equity $ 2,024.9 $ 1,857.3 Expand Condensed Consolidated Statements of Cash Flows (Unaudited) Six Months Ended June 30, (In millions) 2025 2024 Cash flows from operating activities: Net income $ 18.1 $ 47.2 Adjustments to reconcile net income to net cash provided by operating activities: Depreciation of property, plant and equipment and amortization of intangible assets and right of use assets 63.5 59.2 Amortization of debt issuance costs 0.8 0.8 Share-based compensation 6.3 6.5 Deferred taxes (17.5 ) (6.0 ) Foreign currency transactions (8.3 ) 0.3 Changes in operating assets and liabilities, net: Trade receivables (39.7 ) (39.3 ) Inventories 26.9 (5.4 ) Trade payables (1.1 ) 5.1 Other provisions (10.6 ) (0.7 ) Income tax liabilities 6.3 (3.0 ) Other assets and liabilities, net 9.4 (3.0 ) Net cash provided by operating activities 54.1 61.7 Cash flows from investing activities: Acquisition of property, plant and equipment (71.4 ) (87.8 ) Net cash used in investing activities (71.4 ) (87.8 ) Cash flows from financing activities: Repayments of long-term debt (4.4 ) (2.1 ) Payments for debt issue costs — (0.2 ) Cash inflows related to current financial liabilities 97.8 115.9 Cash outflows related to current financial liabilities (52.2 ) (80.9 ) Dividends paid (2.4 ) (2.4 ) Repurchase of common stock (24.8 ) (6.8 ) Net cash provided by financing activities 14.0 23.5 Decrease in cash, cash equivalents and restricted cash (3.3 ) (2.6 ) Cash, cash equivalents and restricted cash at the beginning of the period 44.7 40.2 Effect of exchange rate changes on cash 2.7 (1.8 ) Cash, cash equivalents and restricted cash at the end of the period 44.1 35.8 Less restricted cash at the end of the period 1.5 1.6 Cash and cash equivalents at the end of the period $ 42.6 $ 34.2 Expand Reconciliation of Non-GAAP to GAAP Financial Measures The following tables present a reconciliation of each Non-GAAP measure to the most directly comparable GAAP measure: Reconciliation of Net income to Adjusted EBITDA: Three Months Ended June 30, Six Months Ended June 30, (In millions) 2025 2024 2025 2024 Net income $ 9.0 $ 20.5 $ 18.1 $ 47.2 Add back Income tax expense 4.6 9.1 13.5 22.6 Add back Equity in earnings of affiliated companies, net of tax (0.6 ) (0.2 ) (1.1 ) (0.3 ) Income before earnings in affiliated companies and income taxes 13.0 29.4 30.5 69.5 Add back Interest and other financial expense, net 19.1 12.2 32.8 24.9 Income from operations 32.1 41.6 63.3 94.4 Add back Depreciation of property, plant and equipment and amortization of intangible assets and right of use assets 32.0 30.3 63.5 59.2 EBITDA 64.1 71.9 126.8 153.6 Equity in earnings of affiliated companies, net of tax 0.6 0.2 1.1 0.3 Long term incentive plan 3.6 3.0 6.3 6.5 Other adjustments 0.5 — 0.8 — Adjusted EBITDA $ 68.8 $ 75.1 $ 135.0 $ 160.4 Expand Reconciliation of Net income to Adjusted net income and Diluted Earnings (loss) per share to Adjusted Diluted EPS: Three Months Ended June 30, Six Months Ended June 30, (In millions, except share and per share data) 2025 2024 2025 2024 Net income $ 9.0 $ 20.5 $ 18.1 $ 47.2 add back long-term incentive plan 3.6 3.0 6.3 6.5 add back other adjustment items 0.5 — 0.8 — add back intangible assets amortization 1.9 1.8 3.7 3.6 add back foreign exchange rate impacts 6.7 0.4 6.8 0.7 add back amortization of transaction costs 0.4 0.4 0.8 0.8 Tax effect on add back items at estimated tax rate (3.9 ) (1.6 ) (5.5 ) (3.5 ) Adjusted net income $ 18.2 $ 24.5 $ 31.0 $ 55.3 Total add back items $ 9.2 $ 4.0 $ 12.9 $ 8.1 Impact of add-back items per share $ 0.16 $ 0.06 $ 0.23 $ 0.13 Diluted Earnings per share $ 0.16 $ 0.35 $ 0.32 $ 0.80 Adjusted Diluted EPS $ 0.32 $ 0.41 $ 0.55 $ 0.93 Diluted weighted-average shares outstanding (in thousands): 56,320 59,185 56,829 59,229 Expand
