Quarterly Report • Nov 3, 2022
Quarterly Report
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Financial report

Published on November 3, 2022, at 7:00 a.m.
| Forenote 2 | |
|---|---|
| Underlying business review 3 | |
| Supplementary information 10 | |
| Condensed interim consolidated financial statements[1] 16 |
|
| Notes to the condensed consolidated financial statements 20 | |
| Glossary 26 |
In addition to IFRS accounts, Solvay also presents alternative performance indicators to provide a more consistent and comparable indication of the Group's underlying financial performance and financial position, as well as cash flows. These indicators provide a balanced view of the Group's operations and are considered useful to investors, analysts and credit rating agencies as these measures provide relevant information on the Group's past or future performance, position or cash flows. These indicators are generally used in the sector it operates in and therefore serve as a useful aid for investors to compare the Group's performance with its peers. The underlying performance indicators adjust IFRS figures for the non-cash Purchase Price Allocation (PPA) accounting impacts related to acquisitions, for the coupons of perpetual hybrid bonds, classified as equity under IFRS but treated as debt in the underlying statements, for impairments and for other elements that would distort the analysis of the Group's underlying performance. The comments on the results made on pages 3 to 8 are on an underlying basis, unless otherwise stated.
| Third quarter | First nine months | ||||||||
|---|---|---|---|---|---|---|---|---|---|
| Underlying (in € million) | 2022 | 2021 | % yoy | % organic | 2022 | 2021 | % yoy | % organic | |
| Net sales | 3,609 | 2,573 | +40.3% | +29.5% | 10,141 | 7,402 | +37.0% | +29.5% | |
| EBITDA | 917 | 599 | +53.2% | +39.8% | 2,493 | 1,784 | +39.7% | +31.9% | |
| EBITDA margin | 25.4% | 23.3% | +2.1pp | - | 24.6% | 24.1% | +0.5pp | - | |
| FCF | 452 | 276 | +63.8% | - | 924 | 692 | +33.5% | - | |
| FCF conversion ratio (LTM) | 36.8% | 39.5% | -2.6pp | - | 36.8% | 39.5% | -2.6pp | - | |
| ROCE | 15.4% | 10.6% | +4.8pp | - | 15.4% | 10.6% | +4.8pp | - |
"I am so incredibly proud of our people for delivering another quarter of outstanding performance. We again set new records in Sales, EBITDA, and ROCE, which is a clear demonstration of the hard work by our teams and real transformation that has occurred in the past three and a half years. We remain focused on bringing new innovations to the market that deliver measurable value to our customers, and we are prioritizing investments in strategic growth areas. Today's announcement is another example of our commitment to serve the growing electrification trend by expanding manufacturing of high performance polymers for batteries in North America. I could not be more pleased with these accomplishments and excited about our bright future as we progress with our plan to separate into two independent, strong companies."
On October 24, the company upgraded its full year 2022 EBITDA estimate to grow organically by around 28%. Today the company increased its Free Cash Flow estimate from around €750 million to around €1 billion for the year, including capital investments which may reach €1 billion.
Underlying key figures
| (in € million) | Q3 2022 | Q3 2021 | % yoy | 9M 2022 | 9M 2021 | % yoy |
|---|---|---|---|---|---|---|
| Net sales | 3,609 | 2,573 | +40.3% | 10,141 | 7,402 | +37.0% |
| EBITDA | 917 | 599 | +53.2% | 2,493 | 1,784 | +39.7% |
| EBITDA margin | 25.4% | 23.3% | +2.1pp | 24.6% | 24.1% | +0.5pp |
| EBIT | 709 | 421 | +68.3% | 1,909 | 1,227 | +55.6% |
| Net financial charges | -57 | -64 | +10.8% | -163 | -181 | +9.6% |
| Income tax expenses | -140 | -74 | -88.2% | -378 | -228 | -65.6% |
| Tax rate | 23.2% | 24.0% | -0.8pp | |||
| Profit from discontinued operations | 2 | 1 | n.m. | 5 | 2 | n.m. |
| (Profit) / loss attributable to non-controlling interests | -6 | -10 | -46.3% | -25 | -30 | -14.6% |
| Profit / (loss) attributable to Solvay shareholders | 509 | 273 | +86.1% | 1,347 | 790 | +70.6% |
| Basic earnings per share (in €) | 4.90 | 2.64 | +85.9% | 12.99 | 7.63 | +70.2% |
| of which from continuing operations | 4.88 | 2.63 | +85.6% | 12.94 | 7.62 | +69.9% |
| Capex | 233 | 171 | +36.3% | 564 | 412 | +36.9% |
| FCF to Solvay shareholders from continuing operations |
452 | 276 | +63.8% | 924 | 692 | +33.5% |
| FCF to Solvay shareholders | 452 | 276 | +63.8% | 924 | 681 | +35.7% |
| FCF conversion ratio (LTM) | 36.8% | 39.5% | -2.6pp | |||
| Net financial debt | 3,809 | |||||
| Underlying leverage ratio | 1.2 |
Net sales


Underlying EBITDA reached a record high of €917 million in Q3 2022, +53.2% as a result of pricing actions, volume & mix effects, and positive foreign exchange impacts. Excluding the impacts of foreign exchange and scope, underlying EBITDA increased by +39.8% organically. EBITDA margin increased +2.1pp to 25.4% compared to Q3 2021 thanks to higher pricing and improved mix, more than offsetting higher variable and fixed costs.

Free cash flow to shareholders from continuing operations increased to a record-high level of €452 million in the third quarter, reflecting both the high profitability and working capital discipline. Free cash flow in the nine months of 2022 was €924 million, significantly higher than nine months 2021 (€692 million).
Underlying leverage reached another record low at 1.2x and net financial debt was slightly down at €3.8 billion.

Provisions decreased by €506 million, compared to December 2021, to €2.1 billion. Higher discount rates and an additional €155 million voluntary contribution to our pension assets in Germany decreased the provisions for employee benefits, partially offset by lower assets performance. Environmental

provisions increased €93 million, reflecting the estimated cost of certain remediation activities in West Deptford, NJ over the next 20 years. Additional information is available in the financial report.
Interim Dividend of €1.54 gross per share represents 40% of the 2021 total dividend (€3.85 per share) and is aligned with Solvay's policy and historic practices. This reflects a +2.7% increase compared to the interim dividend paid in January 2021.
| Net sales Q3 | Underlying | ||||||
|---|---|---|---|---|---|---|---|
| (in € million) | Q3 2021 | Scope | Forex conversion |
Volume & mix |
Price | Q3 2022 | |
| Solvay | 2,573 | -3 | 217 | -15 | 836 | 3,609 | |
| Materials | 752 | 3 | 60 | 69 | 230 | 1,114 | |
| Chemicals | 856 | - | 68 | -47 | 359 | 1,236 | |
| Solutions | 964 | -6 | 89 | -39 | 248 | 1,257 | |
| CBS | 1 | - | - | 1 | - | 2 |
| Net sales 9M | Underlying | |||||||
|---|---|---|---|---|---|---|---|---|
| (in € million) | 9M 2021 | Scope | Forex conversion |
Volume & mix |
Price | 9M 2022 | ||
| Solvay | 7,402 | -67 | 498 | 306 | 2,002 | 10,141 | ||
| Materials | 2,152 | -4 | 137 | 253 | 503 | 3,041 | ||
| Chemicals | 2,466 | -17 | 161 | -27 | 811 | 3,393 | ||
| Solutions | 2,780 | -45 | 200 | 78 | 688 | 3,700 | ||
| CBS | 5 | - | - | 2 | - | 7 |
Segment sales in Q3 2022 increased +48.1% (+36.6% organically) driven by significant price increases, volume growth and continued strong demand for Specialty Polymers and Composite Materials.
Sales in Specialty Polymers were at record-high levels increasing +49.5% (+39.7% organically) compared to the third quarter 2021, and by 5% sequentially versus Q2 2022. Both pricing and volume contributed to sales growth, and demand remained strong in most markets – particularly in automotive (incl. EV batteries), electronics (particularly in semiconductors), and healthcare.
Composite Materials sales were up +43.8% year on year (+27.4% organically) driven by the continued recovery in civil aero, mainly single-aisle programs driving volume growth. Pricing also contributed to offset inflationary costs.
Third quarter segment EBITDA increased +56.5% (+43.4% organically) compared to Q3 2021, reflecting both price and volume growth in Specialty Polymers and Composite Materials. This led to a record 34.6% EBITDA margin in the third quarter or +1.9 percentage points higher versus last year.
Segment sales in Q3 2022 were up +44.4% (+33.8% organically) with each business contributing double-digit sales growth driven by pricing and resilient demand, while overall volume was slightly lower mainly in Coatis.
Soda Ash & Derivatives sales were up +65.8% (+55.3% organically) driven by continued demand strength on tight supply and price increases to offset increased energy and logistics costs. Volume growth was constrained in the quarter by a production issue which is now resolved. Bicarbonate sales increased on growth in flue gas treatment and pharmaceutical applications.
Peroxides sales rose +39.4% (+29.2% organically), driven by higher pricing. Volumes were down versus Q3 2021 as lower sales in HPPO outweighed volume increases in merchant market industries.
Coatis sales were up +10.4%. Organically, when excluding scope and FX conversion, sales were slightly down - 1.1% versus a strong comparable in Q3 2021 as price increases were offset by lower volumes.
Silica sales grew +41.0% (+33.8% organically) mainly from price increases while sales volumes were slightly lower.
Segment EBITDA was up +33.1% (+21.8% organically) versus Q3 2021. Pricing measures compensated for the modest volume declines. Earnings in Coatis and Rusvinyl continue to normalize to mid-cycle levels as competitive pressure increases and demand softens, particularly in Europe. As a result, the segment delivered an EBITDA margin of 25.2% in the third quarter or -2.1 percentage points lower versus last year.
Sales in the third quarter of 2022 were up +30.3% (+19.9% organically), driven primarily by price increases, while volumes were modestly lower. Strong demand in Agro, Electronics and Mining were the biggest growth drivers in the quarter.
Third quarter sales in Novecare increased by +32.8% (+20.0% organically) versus the previous-year quarter. Growth was driven by strong demand in Agro backed by higher prices across all markets. Sales volumes were down for the quarter in certain segments of Industrial and Building & Construction markets.
Special Chem sales increased +24.8% (+23.2% organically) thanks to price increases across most business lines. Sales growth to the electronics market was partially offset by weakness in automotive catalysts.
Technology Solutions sales increased +30.3% (+16.4% organically) compared to Q3 2021 due to sustained strong demand in mining, particularly copper.
Aroma Performance sales were +22.6% (+13.3% organically) on sustained demand in food & beverage, and flavors & fragrance markets.
Oil & Gas Solutions sales grew +40.6% (+26.0% organically) supported by increased volume and pricing in the core market.
Third quarter EBITDA in the segment was up +35.7% (+21.0% organically) year on year, with strong demand and pricing outweighing the impact of rising raw materials, energy and logistics costs. EBITDA margin in the segment increased +0.8 percentage points year on year to 19.1% in Q3 2022.
Corporate and Business Services reported a loss of €-19 million to the Group EBITDA. This represents an improvement of +€39 million versus Q3 2021, due to phasing impacts on digital transformation and cybersecurity and an improvement in our energy supply business to third parties.
| Segment review | Underlying | ||||||||
|---|---|---|---|---|---|---|---|---|---|
| % | % | ||||||||
| (in € million) | Q3 2022 | Q3 2021 | % yoy | organic | 9M 2022 | 9M 2021 | % yoy | organic | |
| Net sales | 3,609 | 2,573 | +40.3% | +29.5% | 10,141 | 7,402 | +37.0% | +29.5% | |
| Materials | 1,114 | 752 | +48.1% | +36.6% | 3,041 | 2,152 | +41.3% | +33.1% | |
| Specialty Polymers | 853 | 570 | +49.5% | - | 2,333 | 1,617 | +44.3% | - | |
| Composite Materials | 262 | 182 | +43.8% | - | 707 | 534 | +32.4% | - | |
| Chemicals | 1,236 | 856 | +44.4% | +33.8% | 3,393 | 2,466 | +37.6% | +30.0% | |
| Soda Ash & Derivatives | 629 | 380 | +65.8% | - | 1,648 | 1,124 | +46.6% | - | |
| Peroxides | 217 | 156 | +39.4% | - | 576 | 461 | +24.8% | - | |
| Coatis | 225 | 204 | +10.4% | - | 685 | 538 | +27.3% | - | |
| Silica | 164 | 117 | +41.0% | - | 485 | 343 | +41.5% | - | |
| Solutions | 1,257 | 964 | +30.3% | +19.9% | 3,700 | 2,780 | +33.1% | +26.1% | |
| Novecare [1] | 511 | 384 | +32.8% | - | 1,469 | 1,113 | +32.0% | - | |
| Special Chem | 261 | 209 | +24.8% | - | 785 | 630 | +24.7% | - | |
| Technology Solutions [1] | 189 | 145 | +30.3% | - | 550 | 417 | +32.0% | - | |
| Aroma Performance | 146 | 119 | +22.6% | - | 454 | 338 | +34.1% | - | |
| Oil & Gas [1] | 151 | 107 | +40.6% | - | 441 | 281 | +57.0% | - | |
| Corporate & Business Services | 2 | 1 | n.m. | +158.3% | 7 | 5 | +42.7% | +62.4% | |
| EBITDA | 917 | 599 | +53.2% | +39.8% | 2,493 | 1,784 | +39.7% | +31.9% | |
| Materials | 385 | 246 | +56.5% | +43.4% | 984 | 672 | +46.4% | +37.2% | |
| Chemicals | 311 | 234 | +33.1% | +21.8% | 906 | 723 | +25.4% | +18.3% | |
| Solutions | 240 | 177 | +35.7% | +21.0% | 769 | 521 | +47.8% | +37.8% | |
| Corporate & Business Services | -19 | -58 | +67.2% | - | -167 | -132 | -26.8% | - | |
| EBITDA margin | 25.4% | 23.3% | +2.1pp | - | 24.6% | 24.1% | +0.5pp | - | |
| Materials | 34.6% | 32.7% | +1.8pp | - | 32.4% | 31.2% | +1.1pp | - | |
| Chemicals | 25.2% | 27.3% | -2.1pp | - | 26.7% | 29.3% | -2.6pp | - | |
| Solutions | 19.1% | 18.3% | +0.8pp | - | 20.8% | 18.7% | +2.1pp | - | |
(1) Sales of Novecare and Technology Solutions in prior periods have been restated to reflect the creation of an Oil & Gas GBU as from July 1, 2021. More information can be found in the note 3 on page 23.
| Q3 key figures | IFRS | Underlying | ||||
|---|---|---|---|---|---|---|
| (in € million) | Q3 2022 | Q3 2021 | % yoy | Q3 2022 | Q3 2021 | % yoy |
| Net sales | 3,609 | 2,573 | +40.3% | 3,609 | 2,573 | +40.3% |
| EBITDA | 775 | 513 | +51.2% | 917 | 599 | +53.2% |
| EBITDA margin | 25.4% | 23.3% | +2.1pp | |||
| EBIT | 527 | 300 | +75.8% | 709 | 421 | +68.3% |
| Net financial charges | -1 | -27 | n.m. | -57 | -64 | +10.8% |
| Income tax expenses | -71 | -11 | n.m. | -140 | -74 | -88.2% |
| Profit from discontinued operations | - | 5 | n.m. | 2 | 1 | n.m. |
| (Profit) / loss attributable to non-controlling interests | -5 | -10 | -46.8% | -6 | -10 | -46.3% |
| Profit / (loss) attributable to Solvay shareholders | 451 | 255 | +76.4% | 509 | 273 | +86.1% |
| Basic earnings per share (in €) | 4.34 | 2.47 | +76.2% | 4.90 | 2.64 | +85.9% |
| of which from continuing operations | 4.34 | 2.42 | +79.3% | 4.88 | 2.63 | +85.6% |
| Capex | 233 | 171 | +36.3% | |||
| FCF to Solvay shareholders from continuing operations |
452 | 276 | +63.8% | |||
| FCF to Solvay shareholders | 452 | 276 | +63.8% | |||
| Net financial debt | 3,809 | |||||
| Underlying leverage ratio | 1.2 |
| 9M key figures | IFRS | Underlying | |||||
|---|---|---|---|---|---|---|---|
| (in € million) | 9M 2022 | 9M 2021 | % yoy | 9M 2022 | 9M 2021 | % yoy | |
| Net sales | 10,141 | 7,402 | +37.0% | 10,141 | 7,402 | +37.0% | |
| EBITDA | 2,578 | 1,476 | +74.6% | 2,493 | 1,784 | +39.7% | |
| EBITDA margin | 24.6% | 24.1% | +0.5pp | ||||
| EBIT | 1,879 | 802 | n.m. | 1,909 | 1,227 | +55.6% | |
| Net financial charges | -63 | -85 | +26.2% | -163 | -181 | +9.6% | |
| Income tax expenses | -298 | -109 | n.m. | -378 | -228 | -65.6% | |
| Tax rate | 23.2% | 24.0% | -0.8pp | ||||
| Profit from discontinued operations | 1 | 5 | -85.2% | 5 | 2 | n.m. | |
| (Profit) / loss attributable to non-controlling interests | -25 | -30 | -16.1% | -25 | -30 | -14.6% | |
| Profit / (loss) attributable to Solvay shareholders | 1,493 | 582 | n.m. | 1,347 | 790 | +70.6% | |
| Basic earnings per share (in €) | 14.39 | 5.62 | n.m. | 12.99 | 7.63 | +70.2% | |
| of which from continuing operations | 14.39 | 5.58 | n.m. | 12.94 | 7.62 | +69.9% | |
| Capex | 564 | 412 | +36.9% | ||||
| FCF to Solvay shareholders from continuing operations |
924 | 692 | +33.5% | ||||
| FCF to Solvay shareholders | 924 | 681 | +35.7% | ||||
| FCF conversion ratio (LTM) | 36.8% | 39.5% | -2.6pp | ||||
| Net financial debt | 3,809 | ||||||
| Underlying leverage ratio | 1.2 |
Solvay measures its financial performance using alternative performance metrics, which can be found below. Solvay believes that these measurements are useful for analyzing and explaining changes and trends in its historical results of operations, as they allow performance to be compared on a consistent basis. Definitions of the different metrics presented here are included in the glossary at the end of this financial report.
| (in € million) | 9M 2022 | 9M 2021 | |
|---|---|---|---|
| Profit / (loss) for the period before taxes | a | 1,746 | 1,046 |
| Earnings from associates & joint ventures | b | 132 | 109 |
| Interests and realized foreign exchange gains (losses) on the RusVinyl joint venture | c | -14 | -15 |
| Income taxes | d | -378 | -228 |
| Tax rate | e = -d/(a-b-c) | 23% | 24% |
| Free cash flow (FCF) | |||||
|---|---|---|---|---|---|
| (in € million) | Q3 2022 | Q3 2021 | 9M 2022 | 9M 2021 | |
| Cash flow from operating activities | a | 505 | 454 | 1,362 | 1,086 |
| of which voluntary pension contributions | b | -155 | - | -155 | -102 |
| of which cash flow related to internal portfolio management and excluded from Free Cash Flow |
c | -19 | -3 | -35 | -3 |
| Cash flow from investing activities | d | -162 | -144 | -424 | -257 |
| Acquisition (-) of subsidiaries | e | - | - | - | -22 |
| Acquisition (-) of investments - Other | f | - | -6 | -6 | -8 |
| Loans to associates and non-consolidated companies | g | 4 | - | -5 | 3 |
| Sale (+) of subsidiaries and investments | h | 24 | 11 | 51 | 114 |
| Payment of lease liabilities | i | -30 | -24 | -82 | -72 |
| FCF | j = a-b-c+d-e-f-g-h+i | 461 | 284 | 1,007 | 777 |
| FCF from discontinued operations | k | - | - | - | -11 |
| FCF from continuing operations | l = j-k | 461 | 284 | 1,007 | 788 |
| Net interests paid | m | -2 | -7 | -11 | -42 |
| Coupons paid on perpetual hybrid bonds | n | - | - | -55 | -48 |
| Dividends paid to non-controlling interests | o | -7 | -1 | -17 | -6 |
| FCF to Solvay shareholders | p = j+m+n+o | 452 | 276 | 924 | 681 |
| FCF to Solvay shareholders from continuing operations | q = p-p | 452 | 276 | 924 | 692 |
| FCF to Solvay shareholders from continuing operations (LTM) |
r | 1,074 | 854 | 1,074 | 854 |
| Dividends paid to non-controlling interests from continuing operations (LTM) |
s | -54 | -33 | -54 | -33 |
| Underlying EBITDA (LTM) | t | 3,065 | 2,248 | 3,065 | 2,248 |
| FCF conversion ratio (LTM) | u = (r-s)/t | 36.8% | 39.5% | 36.8% | 39.5% |
| Net working capital | 2022 | 2021 | |
|---|---|---|---|
| (in € million) | September 30 |
December 31 |
|
| Inventories | a | 2,376 | 1,745 |
| Trade receivables | b | 2,431 | 1,805 |
| Other current receivables | c | 3,143 | 2,004 |
| Trade payables | d | -2,656 | -2,131 |
| Other current liabilities | e | -3,081 | -2,051 |
| Net working capital | f = a+b+c+d+e | 2,212 | 1,372 |
| Sales | g | 4,410 | 3,277 |
| Annualized quarterly total sales | h = 4*g | 17,639 | 13,108 |
| Net working capital / sales | i = f / h | 12.5% | 10.5% |
| Year-to-date average | j = µ(Q1,Q2,Q3,Q4) | 12.4% | 12.7% |
Capital expenditure (capex)
| (in € million) | Q3 2022 | Q3 2021 | 9M 2022 | 9M 2021 | |
|---|---|---|---|---|---|
| Acquisition (-) of tangible assets | a | -184 | -128 | -415 | -288 |
| Acquisition (-) of intangible assets | b | -19 | -19 | -67 | -53 |
| Payment of lease liabilities | c | -30 | -24 | -82 | -72 |
| Capex | d = a+b+c | -233 | -171 | -564 | -412 |
| Underlying EBITDA | e | 917 | 599 | 2,493 | 1,784 |
| Cash conversion | f = (d+e)/e | 74.5% | 71.5% | 77.4% | 76.9% |
| Net financial debt | 2022 | 2021 | |
|---|---|---|---|
| September | December | ||
| (in € million) | 30 | 31 | |
| Non-current financial debt | a | -2,562 | -2,576 |
| Current financial debt | b | -833 | -773 |
| IFRS gross debt | c = a+b | -3,395 | -3,349 |
| Underlying gross debt | d = c+h | -5,195 | -5,149 |
| Other financial instruments (current + non-current) | e | 442 | 259 |
| Cash & cash equivalents | f | 944 | 941 |
| Total cash and cash equivalents | g = e+f | 1,387 | 1,199 |
| IFRS net debt | i = c+g | -2,009 | -2,149 |
| Perpetual hybrid bonds | h | -1,800 | -1,800 |
| Underlying net debt | j = i+h | -3,809 | -3,949 |
| Underlying EBITDA (LTM) | k | 3,065 | 2,356 |
| Underlying leverage ratio | l = -j/k | 1.2 | 1.7 |
| ROCE | Q3 2022 | Q3 2021 | |
|---|---|---|---|
| (in € million) | As calcu lated |
As calcu lated |
|
| EBIT (LTM) | a | 2,283 | 1,486 |
| Accounting impact from EUAs and amortization & depreciation of purchase price allocation (PPA) from acquisitions |
b | -148 | -153 |
| Numerator | c = a+b | 2,134 | 1,333 |
| WC industrial | d | 1,962 | 1,536 |
| WC Other | e | -106 | -156 |
| Property, plant and equipment | f | 5,069 | 4,744 |
| Intangible assets | g | 2,159 | 2,125 |
| Right-of-use assets | h | 481 | 420 |
| Investments in associates & joint ventures | i | 809 | 530 |
| Other investments | j | 44 | 42 |
| Goodwill | k | 3,483 | 3,312 |
| Denominator | l = d+e+f+g+h+i+j+k |
13,900 | 12,553 |
| ROCE | m = c/l | 15.4% | 10.6% |
In addition to IFRS accounts, Solvay also presents underlying Income Statement performance indicators to provide a more consistent and comparable indication of Solvay's economic performance. These figures adjust IFRS figures for the non-cash Purchase Price Allocation (PPA) accounting impacts related to acquisitions, for the coupons of perpetual hybrid bonds classified as equity under IFRS but treated as debt in the underlying statements, and for other elements to generate a measure that avoids distortion and facilitates the appreciation of performance and comparability of results over time.
| Consolidated income statement Q3 | Q3 2022 | Q3 2021 | ||||
|---|---|---|---|---|---|---|
| (in € million) | IFRS | Adjust ments |
Under lying |
IFRS | Adjust ments |
Under lying |
| Sales | 4,410 | - | 4,410 | 2,864 | - | 2,864 |
| of which revenues from non-core activities | 801 | - | 801 | 291 | - | 291 |
| of which net sales | 3,609 | - | 3,609 | 2,573 | - | 2,573 |
| Cost of goods sold | -3,295 | - | -3,295 | -2,116 | 3 | -2,113 |
| Gross margin | 1,115 | - | 1,115 | 748 | 3 | 751 |
| Commercial costs | -90 | - | -90 | -70 | - | -70 |
| Administrative costs | -258 | - | -258 | -236 | - | -236 |
| Research & development costs | -98 | 1 | -98 | -72 | 1 | -72 |
| Other operating gains & losses | -34 | 38 | 3 | -35 | 37 | 1 |
| Earnings from associates & joint ventures | 36 | 1 | 37 | 47 | - | 46 |
| Result from portfolio management & major restructuring | -6 | 6 | - | -40 | 40 | - |
| Result from legacy remediation & major litigations | -137 | 137 | - | -41 | 41 | - |
| EBITDA | 775 | 142 | 917 | 513 | 86 | 599 |
| Depreciation, amortization & impairments | -248 | 40 | -208 | -213 | 35 | -177 |
| EBIT | 527 | 182 | 709 | 300 | 122 | 421 |
| Net cost of borrowings | -24 | 3 | -22 | -25 | - | -25 |
| Coupons on perpetual hybrid bonds | - | -21 | -21 | - | -21 | -21 |
| Interests and realized foreign exchange gains (losses) on the RusVinyl joint venture |
- | -9 | -9 | - | -7 | -7 |
| Cost of discounting provisions | 25 | -31 | -6 | -5 | -10 | -14 |
| Result from equity instruments measured at fair value | -1 | 1 | - | 2 | - | 2 |
| Profit / (loss) for the period before taxes | 526 | 125 | 652 | 272 | 85 | 357 |
| Income taxes | -71 | -69 | -140 | -11 | -63 | -74 |
| Profit / (loss) for the period from continuing operations |
456 | 56 | 512 | 261 | 22 | 283 |
| Profit / (loss) for the period from discontinued operations |
- | 2 | 2 | 5 | -4 | 1 |
| Profit / (loss) for the period | 456 | 58 | 514 | 266 | 18 | 284 |
| attributable to Solvay share | 451 | 58 | 509 | 255 | 18 | 273 |
| attributable to non-controlling interests | 5 | - | 6 | 10 | - | 10 |
| Basic earnings per share (in €) | 4.34 | 0.56 | 4.90 | 2.47 | 0.17 | 2.64 |
| of which from continuing operations | 4.34 | 0.54 | 4.88 | 2.42 | 0.21 | 2.63 |
| Diluted earnings per share (in €) | 4.34 | 0.56 | 4.90 | 2.46 | 0.17 | 2.64 |
| of which from continuing operations | 4.34 | 0.54 | 4.88 | 2.42 | 0.21 | 2.63 |
EBITDA on an IFRS basis totaled €775 million, versus €917 million on an underlying basis. The difference of €142 million is explained by the following adjustments to IFRS results, which are done to improve the comparability of underlying results:
EBIT on an IFRS basis totaled €527 million, versus €709 million on an underlying basis. The difference of €182 million is explained by the above-mentioned €142 million adjustments at the EBITDA level and €40 million of "Depreciation, amortization & impairments". The latter consist of:
Net financial charges on an IFRS basis were €-1 million versus €-57 million on an underlying basis. The €-56 million adjustment made to IFRS net financial charges mainly consists of:
Income taxes on an IFRS basis were €-71 million, versus €-140 million on an underlying basis. The €-69 million adjustment relates to the adjustments of the earnings before taxes described above and to recognition of deferred taxes on losses.
Profit / (loss) attributable to Solvay shareholders was €451 million on an IFRS basis and €509 million on an underlying basis. The delta of €58 million reflects the above-mentioned adjustments to EBIT, net financial charges and income taxes.
| 9M consolidated income statement | 9M 2022 | 9M 2021 | ||||
|---|---|---|---|---|---|---|
| Adjust | Under | Adjust | Under | |||
| (in € million) | IFRS | ments | lying | IFRS | ments | lying |
| Sales | 12,164 | - | 12,164 | 8,157 | - | 8,157 |
| of which revenues from non-core activities | 2,024 | - | 2,024 | 755 | - | 755 |
| of which net sales | 10,141 | - | 10,141 | 7,402 | - | 7,402 |
| Cost of goods sold | -9,091 | - | -9,091 | -5,926 | 3 | -5,923 |
| Gross margin | 3,073 | - | 3,073 | 2,231 | 3 | 2,234 |
| Commercial costs | -250 | - | -250 | -210 | - | -210 |
| Administrative costs | -790 | - | -790 | -679 | - | -678 |
| Research & development costs | -263 | 2 | -261 | -238 | 2 | -236 |
| Other operating gains & losses | 243 | -238 | 5 | -102 | 110 | 8 |
| Earnings from associates & joint ventures | 142 | -10 | 132 | 109 | - | 109 |
| Result from portfolio management & major restructuring | -62 | 62 | - | -235 | 235 | - |
| Result from legacy remediation & major litigations | -214 | 214 | - | -74 | 74 | - |
| EBITDA | 2,578 | -85 | 2,493 | 1,476 | 308 | 1,784 |
| Depreciation, amortization & impairments | -699 | 115 | -584 | -675 | 117 | -558 |
| EBIT | 1,879 | 30 | 1,909 | 802 | 425 | 1,227 |
| Net cost of borrowings | -75 | 9 | -66 | -73 | - | -73 |
| Coupons on perpetual hybrid bonds | - | -61 | -61 | - | -61 | -61 |
| Interests and realized foreign exchange gains (losses) on the RusVinyl joint venture |
- | -14 | -14 | - | -15 | -15 |
| Cost of discounting provisions | 21 | -43 | -22 | -16 | -19 | -35 |
| Result from equity instruments measured at fair value | -10 | 10 | - | 4 | - | 4 |
| Profit / (loss) for the period before taxes | 1,816 | -70 | 1,746 | 716 | 329 | 1,046 |
| Income taxes | -298 | -80 | -378 | -109 | -119 | -228 |
| Profit / (loss) for the period from continuing operations |
1,518 | -150 | 1,368 | 608 | 210 | 818 |
| Profit / (loss) for the period from discontinued operations |
1 | 4 | 5 | 5 | -3 | 2 |
| Profit / (loss) for the period | 1,519 | -146 | 1,373 | 612 | 207 | 819 |
| attributable to Solvay share | 1,493 | -146 | 1,347 | 582 | 208 | 790 |
| attributable to non-controlling interests | 25 | - | 25 | 30 | -1 | 30 |
| Basic earnings per share (in €) | 14.39 | -1.41 | 12.99 | 5.62 | 2.01 | 7.63 |
| of which from continuing operations | 14.39 | -1.45 | 12.94 | 5.58 | 2.04 | 7.62 |
| Diluted earnings per share (in €) | 14.37 | -1.40 | 12.97 | 5.61 | 2.00 | 7.61 |
| of which from continuing operations | 14.37 | -1.44 | 12.92 | 5.56 | 2.03 | 7.60 |
EBITDA on an IFRS basis totaled €2,578 million, versus €2,493 million on an underlying basis. The difference of €-85 million is explained by the following adjustments to IFRS results, which are done to improve the comparability of underlying results:
EBIT on an IFRS basis totaled €1,879 million, versus €1,909 million on an underlying basis. The difference of €30 million is explained by the above-mentioned €-85 million adjustments at the EBITDA level and €115 million of "Depreciation, amortization & impairments". The latter consist of:
Net financial charges on an IFRS basis were €-64 million versus €-163 million on an underlying basis. The €-99 million adjustment made to IFRS net financial charges mainly consists of:
Income taxes on an IFRS basis were €-298 million, versus €-378 million on an underlying basis. The €-80 million adjustment relates to the adjustments of the earnings before taxes described above and recognition of deferred taxes on losses.
Profit / (loss) attributable to Solvay shareholders was €1,493 million on an IFRS basis and €1,347 million on an underlying basis. The delta of €-146 million reflects the above-mentioned adjustments to EBIT, net financial charges and income taxes. There was no impact from non-controlling interests.
| Consolidated income statement | IFRS | |||||
|---|---|---|---|---|---|---|
| (in € million) | Q3 2022 | Q3 2021 | 9M 2022 | 9M 2021 | ||
| Sales | 4,410 | 2,864 | 12,164 | 8,157 | ||
| of which revenues from non-core activities [2] | 801 | 291 | 2,024 | 755 | ||
| of which net sales | 3,609 | 2,573 | 10,141 | 7,402 | ||
| Cost of goods sold | -3,295 | -2,116 | -9,091 | -5,926 | ||
| Gross margin | 1,115 | 748 | 3,073 | 2,231 | ||
| Commercial costs | -90 | -70 | -250 | -210 | ||
| Administrative costs | -258 | -236 | -790 | -679 | ||
| Research & development costs | -98 | -72 | -263 | -238 | ||
| Other operating gains & losses [3] | -34 | -35 | 243 | -102 | ||
| Earnings from associates & joint ventures | 36 | 47 | 142 | 109 | ||
| Result from portfolio management & major restructuring [4] | -6 | -40 | -62 | -235 | ||
| Result from legacy remediation & major litigations [5] | -137 | -41 | -214 | -74 | ||
| EBIT | 527 | 300 | 1,879 | 802 | ||
| Cost of borrowings | -30 | -26 | -88 | -80 | ||
| Interest on loans & short term deposits | 5 | 3 | 10 | 7 | ||
| Other gains & losses on net indebtedness | 1 | -2 | 3 | -1 | ||
| Cost of discounting provisions | 25 | -5 | 21 | -16 | ||
| Result from equity instruments measured at fair value | -1 | 2 | -10 | 4 | ||
| Profit / (loss) for the period before taxes | 526 | 272 | 1,816 | 716 | ||
| Income taxes | -71 | -11 | -298 | -109 | ||
| Profit / (loss) for the period from continuing operations | 456 | 261 | 1,518 | 608 | ||
| attributable to Solvay share | 450 | 251 | 1,493 | 577 | ||
| attributable to non-controlling interests | 5 | 10 | 25 | 30 | ||
| Profit / (loss) for the period from discontinued operations | - | 5 | 1 | 5 | ||
| Profit / (loss) for the period | 456 | 266 | 1,519 | 612 | ||
| attributable to Solvay share | 451 | 255 | 1,493 | 582 | ||
| attributable to non-controlling interests | 5 | 10 | 25 | 30 | ||
| Weighted average of number of outstanding shares, basic | 103,752,919 | 103,623,463 | 103,739,852 | 103,491,768 | ||
| Weighted average of number of outstanding shares, diluted | 103,874,625 | 103,655,964 | 103,879,921 | 103,766,670 | ||
| Basic earnings per share (in €) | 4.34 | 2.47 | 14.39 | 5.62 | ||
| of which from continuing operations | 4.34 | 2.42 | 14.39 | 5.58 | ||
| Diluted earnings per share (in €) | 4.34 | 2.46 | 14.37 | 5.61 | ||
| of which from continuing operations | 4.34 | 2.42 | 14.37 | 5.56 |
| (in € million) | Q3 2022 | Q3 2021 | 9M 2022 | 9M 2021 |
|---|---|---|---|---|
| Profit / (loss) for the period | 456 | 266 | 1,519 | 612 |
| Gains and losses on hedging instruments in a cash flow hedge [6] | -23 | 58 | 147 | 73 |
| Currency translation differences from subsidiaries & joint operations [7] | 343 | 122 | 859 | 340 |
| Share of other comprehensive income of associates and joint ventures [8] | -12 | 2 | 199 | 26 |
| Recyclable components | 308 | 182 | 1,205 | 439 |
| Gains and losses on equity instruments measured at fair value through other comprehensive income |
-18 | 8 | -26 | 26 |
| Remeasurement of the net defined benefit liability [9] | 54 | 29 | 297 | 452 |
| Non-recyclable components | 37 | 36 | 271 | 479 |
| Income tax relating to recyclable and non-recyclable components | -4 | -33 | -122 | -99 |
| Other comprehensive income/(loss), net of related tax effects | 341 | 185 | 1,354 | 818 |
| Total comprehensive income/(loss) | 797 | 451 | 2,872 | 1,430 |
| attributable to Solvay share | 790 | 438 | 2,843 | 1,394 |
| attributable to non-controlling interests | 7 | 13 | 29 | 36 |
[1] Subject to limited review by the auditors for 9M 2021 and 2022 only.
[2] The increase in revenues from non-core activities is mainly related to higher gas and electricity prices.
[3] Includes €346 million of gains related to the management of the CO2 hedges, not accounted for as Cash Flow Hedge in Q2, 2022, deferred in Adjustments until the maturity of the economic hedge.
[4] 9M 2021 Result from portfolio management & major restructuring mainly relates to the €150 million provision in relation with the strategic transformation announced in February 2021, resulting in a net reduction of approximately 500 roles.
[5] €93 million relates to an environmental provision recorded for PFAS.
[6] The gains and losses on hedging instruments in a cash flow hedge were mainly resulting from the increase in the gas price in 9M 2022.
[7] The gains from currency translation differences from subsidiaries & joint operations are mainly related to the revaluation of the USD and the RUB against the EUR in the period.
[8] The higher Share of other comprehensive income of associates and joint ventures in 9M 2022 mainly results from currency translation adjustments related to the Rusvinyl Equity investment, following the strengthening of the RUB against EUR.
[9] The remeasurement of the net defined benefit liability of €297 million (€452 million in 9M 2021) was mainly due to the increase of discount rates applicable to post-employment provisions in the Euro-zone, the UK and US, partly offset by the return on plan assets.
| Consolidated statement of cash flows | ||||
|---|---|---|---|---|
| (in € million) | Q3 2022 | IFRS Q3 2021 |
9M 2022 | 9M 2021 |
| Profit / (loss) for the period | 456 | 266 | 1,519 | 612 |
| Adjustments to profit / (loss) for the period | 418 | 290 | 1,180 | 1,073 |
| Depreciation, amortization & impairments | 248 | 213 | 699 | 675 |
| Earnings from associates & joint ventures | -36 | -47 | -142 | -109 |
| Additions & reversals of provisions | 149 | 130 | 242 | 364 |
| Other non-operating and non-cash items | -13 | -44 | 25 | -49 |
| Net financial charges | -1 | 27 | 58 | 84 |
| Income tax expenses | 71 | 11 | 298 | 109 |
| Changes in working capital | -100 | -1 | -787 | -198 |
| Uses of provisions | -66 | -78 | -229 | -216 |
| Use of provisions for additional voluntary contributions (pension plans) | -155 | -155 | -102 | |
| Dividends received from associates & joint ventures | 3 | 29 | 14 | 76 |
| Income taxes paid (excluding income taxes paid on sale of investments) | -50 | -52 | -179 | -158 |
| Cash flow from operating activities | 505 | 454 | 1,362 | 1,086 |
| of which cash flow related to internal portfolio management and excluded from Free Cash Flow |
-19 | -3 | -35 | -3 |
| Acquisition (-) of subsidiaries | - | - | - | -22 |
| Acquisition (-) of investments - Other | - | -6 | -6 | -8 |
| Loans to associates and non-consolidated companies | 4 | - | -5 | 3 |
| Sale (+) of subsidiaries and investments | 24 | 11 | 51 | 114 |
| Acquisition (-) of tangible and intangible assets (capex) | -203 | -147 | -482 | -340 |
| of which property, plant and equipment | -184 | -128 | -415 | -288 |
| of which intangible assets | -19 | -19 | -67 | -53 |
| Sale (+) of property, plant and equipment & intangible assets | 15 | 3 | 17 | 16 |
| Dividends from equity instruments measured at fair value through other comprehensive income |
- | 2 | 2 | 4 |
| Changes in non-current financial assets | - | -7 | -1 | -23 |
| Cash flow from investing activities | -162 | -144 | -424 | -257 |
| Acquisition (-) / sale (+) of treasury shares | -5 | - | 6 | 41 |
| Increase in borrowings | 9 | 33 | 160 | 206 |
| Repayment of borrowings [1] | -431 | -165 | -490 | -192 |
| Changes in other financial assets [2] | -66 | -52 | -172 | -91 |
| Payment of lease liabilities | -30 | -24 | -82 | -72 |
| Net interests paid | -2 | -7 | -11 | -42 |
| Coupons paid on perpetual hybrid bonds | - | - | -55 | -48 |
| Dividends paid | -7 | -1 | -417 | -394 |
| of which to Solvay shareholders | - | - | -399 | -388 |
| of which to non-controlling interests | -7 | -1 | -17 | -6 |
| Acquisitions of non-controlling interests [3] | - | - | -109 | - |
| Other [4] | 4 | 99 | 206 | 155 |
| Cash flow from financing activities | -529 | -116 | -963 | -437 |
| Net change in cash and cash equivalents | -185 | 193 | -25 | 393 |
| Currency translation differences | 6 | -4 | 29 | 3 |
| Opening cash balance | 1,124 | 1,216 | 941 | 1,009 |
| Closing cash balance | 944 | 1,405 | 944 | 1,405 |
[1] €378 million relates to the early payment of the senior 1.675% coupon bonds in Q3, 2022.
[2] Changes in other financial assets in 9M 2022 mainly relates to initial deposit margin calls.
[3] The €109 million in 9M 2022 relates to the acquisition, in Q2 2022, of the 20% minority stake of AGC in the Soda Ash JV operated in Green River, WY, USA, in May 2022.
[4] In 9M 2022, the Other cash flow from financing activities of €206 million mainly relate to excess margin calls ("out of the money" instruments) of €219 million.
| Statement of cash flow from discontinued operations | IFRS | |||
|---|---|---|---|---|
| (in € million) | Q3 2022 | Q3 2021 | 9M 2022 | 9M 2021 |
| Cash flow from operating activities | - | - | - | -11 |
| Net change in cash and cash equivalents | - | - | - | -11 |
| Consolidated statement of financial position | 2022 | 2021 |
|---|---|---|
| (in € million) | September 30 |
December 31 |
| Intangible assets | 2,251 | 2,103 |
| Goodwill | 3,625 | 3,379 |
| Property, plant and equipment | 5,284 | 4,943 |
| Right-of-use assets | 500 | 466 |
| Equity instruments measured at fair value | 74 | 114 |
| Investments in associates & joint ventures | 968 | 637 |
| Other investments | 45 | 42 |
| Deferred tax assets | 801 | 779 |
| Loans & other assets [1] | 1,111 | 724 |
| Other financial instruments | 30 | 30 |
| Non-current assets | 14,690 | 13,216 |
| Inventories | 2,376 | 1,745 |
| Trade receivables | 2,431 | 1,805 |
| Income tax receivables | 156 | 109 |
| Other financial instruments | 412 | 229 |
| Other receivables [1] | 3,143 | 2,004 |
| Cash & cash equivalents | 944 | 941 |
| Assets held for sale | 26 | - |
| Current assets | 9,487 | 6,833 |
| Total assets | 24,177 | 20,049 |
| Share capital | 1,588 | 1,588 |
| Share premiums | 1,170 | 1,170 |
| Other reserves | 8,507 | 5,982 |
| Non-controlling interests | 72 | 112 |
| Total equity | 11,336 | 8,851 |
| Provisions for employee benefits | 996 | 1,574 |
| Other provisions | 800 | 724 |
| Deferred tax liabilities | 640 | 462 |
| Financial debt | 2,562 | 2,576 |
| Other liabilities [1] | 716 | 331 |
| Non-current liabilities | 5,715 | 5,666 |
| Other provisions Financial debt [2] |
298 833 |
302 773 |
| Trade payables | 2,656 | 2,131 |
| Income tax payables | 253 | 115 |
| Dividends payables | 5 | 160 |
| Other liabilities [1] | 3,081 | 2,051 |
| Current liabilities | 7,126 | 5,531 |
| Total equity & liabilities | 24,177 | 20,049 |
[1] The increase is largely driven by the fair value adjustments of energy-related financial assets and liabilities due to price increases in gas and electricity. As the fair value adjustments are on sale and purchase contracts of energy, they impact both assets and liabilities.
[2] The increase of the current financial debt is mainly explained by the margin calls (+219M€), the reclassification of Cytec senior bonds from non-current financial liabilities (+€201 million) and the reimbursement of the Senior bond for €378 million.
| Consolidated statement of changes in equity | Revaluation reserve (fair value) |
|||||||||||
|---|---|---|---|---|---|---|---|---|---|---|---|---|
| (in € million) | Share capital |
Share premiums |
Treasury shares |
Perpetual hybrid bonds |
Retained earnings |
Currency translation differences |
Equity instruments measured at fair value |
Cash flow hedges |
Defined benefit pension plans |
Total other reserves |
Non controlling interests |
Total equity |
| Balance on December 31, 2020 | 1,588 | 1,170 | -286 | 1,786 | 4,985 | -1,153 | 12 | 14 | -919 | 4,439 | 106 | 7,304 |
| Profit / (loss) for the period | - | - | - | - | 582 | - | - | - | - | 582 | 30 | 612 |
| Items of other comprehensive income | - | - | - | - | - | 360 | 21 | 53 | 379 | 812 | 6 | 818 |
| Comprehensive income | - | - | - | - | 582 | 360 | 21 | 53 | 379 | 1,394 | 36 | 1,430 |
| Cost of share based payment plans | - | - | - | - | 6 | - | - | - | - | 6 | - | 6 |
| Dividends | - | - | - | - | -233 | - | - | - | - | -233 | -6 | -239 |
| Coupons of perpetual hybrid bonds | - | - | - | - | -48 | - | - | - | - | -48 | - | -48 |
| Sale (acquisition) of treasury shares | - | - | 41 | - | - | - | - | - | - | 41 | - | 41 |
| Other | - | - | - | - | -16 | 5 | - | - | 12 | 1 | - | 1 |
| Balance on September 30, 2021 | 1,588 | 1,170 | -245 | 1,786 | 5,276 | -789 | 33 | 67 | -528 | 5,600 | 137 | 8,495 |
| Balance on December 31, 2021 | 1,588 | 1,170 | -232 | 1,786 | 5,467 | -645 | 23 | 3 | -421 | 5,982 | 112 | 8,851 |
| Profit / (loss) for the period | - | - | - | - | 1,493 | - | - | - | - | 1,493 | 25 | 1,519 |
| Items of other comprehensive income | - | - | - | - | - | 1,055 | -20 | 104 | 211 | 1,350 | 4 | 1,354 |
| Comprehensive income | - | - | - | - | 1,493 | 1,055 | -20 | 104 | 211 | 2,843 | 29 | 2,872 |
| Cost of share based payment plans | - | - | - | - | 9 | - | - | - | - | 9 | - | 9 |
| Dividends | - | - | - | - | -244 | - | - | - | - | -244 | -18 | -262 |
| Coupons of perpetual hybrid bonds | - | - | - | - | -55 | - | - | - | - | -55 | - | -55 |
| Sale (acquisition) of treasury shares | - | - | 6 | - | - | - | - | - | - | 6 | - | 6 |
| Other | - | - | - | - | -61 | 25 | - | - | 1 | -34 | -51 | -85 |
| Balance on September 30, 2022 | 1,588 | 1,170 | -226 | 1,786 | 6,610 | 434 | 3 | 107 | -209 | 8,507 | 72 | 11,336 |
9M 2022 Equity increased by €1,055 million after currency translation differences mainly due to the USD and RUB revaluation against EUR during the period.
The Other €-61 million reductions in Retained earnings mainly relates to the difference between the consideration paid and the net book value of the non-controlling interests in the Soda Ash JV in the USA.
Solvay is a public limited liability company governed by Belgian law and listed on Euronext Brussels and Euronext Paris. These condensed consolidated financial statements were authorized for issue by the Board of Directors on November 2, 2022.
Solvay and Veolia are launching the construction of an industrial energy transition project, "Dombasle Énergie", which aims to replace coal with refuse-derived fuel (RDF) for the production of clean and competitive energy for the historical Dombasle-sur-Meurthe plant, as from 2024. In this regard, Solvay holds a 10% share in an equity accounted investment. The project, which is valued at €225 million, is financed largely through non-recourse debt executed in February 2022 and government subsidies.
On February 1, 2022, the Group announced a €300 million investment to build a fully integrated and digitalized PVDF operation which will increase capacity at Solvay's site in Tavaux, France to 35 kilotons – making it the largest PVDF production site in Europe. This investment will be completed by December 2023 and reinforces Solvay's global leadership in this field, positioning it to capitalize on the growing demand for electric and hybrid vehicles.
On March 15, 2022, the Group announced its plans to separate into two independent publicly traded companies:
Each company would have a tailored capital structure that best supports its value creation objectives. SpecialtyCo would be committed to a strong investment-grade rating. The company would have full financial flexibility at the time of separation to fund its growth plan. EssentialCo would maintain a prudent financial policy to support cash generation. The current investment grade rating of Solvay SA is intended to be preserved until the separation. Solvay SA is committed to offer current USD and EUR senior and hybrid bondholders the option to be transferred to SpecialtyCo in due time. The dividend at the outset is intended to be aligned with Solvay's current level.
Under the separation plan, Solvay's shareholders would retain their current shares of Solvay stock, which will continue to be listed on Euronext Brussels and Euronext Paris. The separation would be effected by means of a partial demerger of Solvay whereby the specialty businesses will be spun off to SpecialtyCo. Solvay shareholders at the time of separation would receive shares in SpecialtyCo pro rata to their shareholding in Solvay SA. The shares of each company would be expected to be listed on Euronext Brussels and Euronext Paris. The company expects to structure the separation in a manner that would be tax efficient for a significant majority of shareholders in key jurisdictions.
The composition of the Boards and management teams, as well as naming for each company, will be provided at a later date.
The transaction is subject to general market conditions and customary closing conditions, including final approval by Solvay's Board of Directors, consent of certain financing providers and shareholder approval at an extraordinary general meeting, and is expected to be completed in the second half of 2023. The Board of Directors of Solvac, Solvay's long-standing reference shareholder, has confirmed its support of Solvay's transaction.
On May 4, 2022, Solvay announced the acquisition of the 20% minority stake of AGC in the Soda Ash JV operated in Green River, WY, USA, building on its leadership position in trona-based soda ash production.
At a cash purchase price of US\$120 million, this transaction will be significantly value accretive to Solvay, with a post-tax cash return on capital in excess of 15%. The transaction was completed on May 4, 2022.
A voluntary contribution of €155 million was made in Germany in September 2022.
On September 1, 2022, Solvay decided to exercise its residual maturity call option on the 2022 €-senior bonds 1.625%, ISIN BE6282459609 (outstanding of € 378 million out of the initial amount of € 750 million). The exercise was implemented in accordance with the terms and conditions of the related prospectus.
Russia's actions in Ukraine combined with the Group decision to suspend the dividends distribution from our RusVinyl Joint Venture (50%) in Russia have been considered as a trigger for an impairment test as of Q2 2022.
As a result, the Group performed an impairment test based on dividend discount models prepared for different business scenarios, considering the following key assumptions:
The carrying amount of RusVinyl equity investment at the end of Q2 2022 was €560 million, based on the closing exchange rate of 56.4 RUB/EUR. The results of the impairment test indicated that no such impairment existed. The impairment test is not sensitive to any reasonable change of assumptions: for instance, an increase of the long term WACC by 200 bp or a decrease of the Long term growth rate by 100 bp would not lead to any impairment.
The assumptions used and conclusions reached in the Q2 2022 impairment test of RusVinyl remain valid at the end of Q3 2022 considering that the value of the equity investment has not changed significantly and the EU import ban on PVC products from Russia introduced in October 2022 was anticipated in the Q2 2022 impairment analysis.
In accordance with IFRS 11 Joint Arrangements, the Group has assessed whether the changes in the legal and operating environment of Russia have impacted the ability to exercise its joint control over RusVinyl. There are no changes in facts and circumstances as of Q3 2022 that may significantly limit our ability to exercise our rights or governance with respect to RusVinyl.
Financial guarantees related to RusVinyl amounted to €83 million at December 31, 2021 (€ 84 million at the end of 2020) and was disclosed as contingent liabilities in the 2021 Annual Report. Those guarantees have been given on the basis of several liability by both shareholders, Solvin/Solvay and SIBUR, proportionate to their equity interest (50/50). In Q3 2022, RusVinyl reimbursed its outstanding debt resulting in the aforementioned financial guarantees being released.
The volatility in gas and electricity prices experienced by the Group can largely be attributed to the conflict in Ukraine, which has impacted the financial statements of Solvay in several ways including:
The Group will continue to monitor the inflationary pressure and manage the impacts on the financial statements – see the Underlying Business Review for additional information.
On September 30, 2022, the market capitalization of the Group (€8.4 billion) was lower than its total equity (€11.3 billion). Management did not perform any additional impairment testing at the reporting date as all the relevant criteria included in IAS 36 Impairment of Assets, paragraph 991 were met and accordingly it was concluded that no impairment should be recognized.
In the wake of the European energy crisis impacting gas consumption in several countries and due to the European Union's sanctions on the sourcing of gas and coal from Russia, the Group revised the expected activity of several of its cogeneration units in Europe in Q3 2022 with a view to both preserving business continuity and reducing gas consumption. These developments triggered the need to reassess the probability and conditions of future energy
1 Par 99 foresees that: (i) if the assets and liabilities of the CGUs have not changed significantly since the most recent test; (ii) if the most recent impairment test resulted in a substantial headroom; and (iii) if the likelihood that a current recoverable amount determination would be less than the current carrying amount of the unit is remote, the value in use determined in the most recent impairment test can also be used in the present period.
consumption at each site when updating the Cash Flow Hedge (CFH) documentation. As part of this reassessment, the Group identified certain hedges for which the underlying future energy purchases are no longer highly probable (but still expected to occur) or subject to modified purchasing conditions, resulting in those hedges ceasing to meet the qualifying criteria for CFH accounting during Q3. The discontinuation of hedge accounting resulted in a favorable €39 million accumulated mark-to-market that will remain in Other Comprehensive Income with future recycling to the consolidated income statement as the underlying transactions occur (half in 2022, half in 2023).
Management practices related to hedging of CO2 exposure were changed in the previous quarter, in view of both increased volatility in energy and CO2 markets and the plan to separate Solvay SA into two independent groups. Consequently, the Group has reconsidered the conditions of the own use exemption and accordingly the entire portfolio of EUA futures has been accounted for at the end of Q2 2002 in accordance with the general rules of IFRS 9 Financial Instruments, and a profit of €346 million has been classified as "Other operating gains and losses".
Since the economic substance of hedging future CO2 exposures remains unchanged, such gains and losses are deferred in Adjustments until the maturity of the economic hedge.
As from Q3 2022, cash flow hedge accounting is applied to the entire portfolio of EUAs.
In the United States, Solvay Specialty Polymers USA LLC (SpP) has made significant progress toward determining the scope of remedial activities pertaining to the per- and polyfluoroalkyl substances (PFAS) related to the West Deptford, New Jersey site. Due to recent technical studies and in cooperation with the local authorities, Solvay was able to reasonably estimate future expenses for this remediation. As a consequence, and in line with Solvay's accounting practices, a corresponding provision of €93 million was booked in Q3 2022.
The environmental provision recorded is based on the net present value of the cash flow forecast needed, for current and future years, to settle the remediation obligations. Forecasted expenditures are based on external consultants' estimates, where appropriate and possible. The resulting cash outflows are expected to occur over a minimum 20 year period with 50% of the outflows occurring within the next 2 years.
This liability was recorded in "Other non-current provisions" in the Consolidated Statement of Financial Position and the associated impact in the Consolidated Income Statement was recorded in "Results from legacy remediation and major litigations" together with all the other remediation impacts that relate to legacy activities. Legacy remediation costs are considered Adjustments to our IFRS Results. This provision reduces though does not eliminate the associated contingent liabilities previously reported.
Solvay prepares its condensed consolidated interim financial statements on a quarterly basis, in accordance with IAS 34 Interim Financial Reporting using the same accounting policies as those adopted for the preparation of the consolidated financial statements for the year ended December 31, 2021. They do not include all the information required for the preparation of the annual consolidated financial statements and should be read in conjunction with the consolidated financial statements for the year ended December 31, 2021. The consolidated financial statements for 2021 were published in early April 2022.
The critical accounting judgments and key sources of estimation uncertainty included in the 2021 annual report remain applicable. Relevant updates on specific topics are included in these notes and should be read together with the 2021 annual report.
Below are the standards, interpretations and amendments that became effective as of January 1, 2022 and which are relevant to the Group.
In May 2020, the IASB issued an amendment to IAS 16 Property, plant and equipment (effective January 1, 2022) which prohibits entities from deducting from the cost of an item of property, plant and equipment, any proceeds of the sale of items produced while bringing the asset to the location and condition necessary for it to be capable of operating in the manner intended by management. Instead an entity recognizes the proceeds from selling such items, and the costs of producing those items, in profit or loss. This amendment did not have any impact on the Group's condensed consolidated interim financial statements.
In May 2020, the IASB issued amendments to IAS 37 Provisions, Contingent Liabilities and Contingent Assets (effective January 1, 2022) to specify which costs an entity needs to include when assessing whether a contract is onerous or loss-making. The amendments apply a 'directly related cost approach'. The costs that relate directly to a contract to provide goods or services include both incremental costs (e.g., the costs of direct labor and materials) and an allocation of costs directly related to contract activities (e.g., depreciation of equipment used to fulfill the contract as well as costs of contract management and supervision). General and administrative costs do not relate directly to a contract and are excluded unless they are explicitly chargeable to the counterparty under the contract. This amendment did not have more than an insignificant impact on the Group's condensed consolidated interim financial statements.
In May 2020, the IASB issued an amendment to IFRS 9 Financial Instruments (effective January 1, 2022) that clarifies the fees that an entity includes when assessing whether the terms of a new or modified financial liability are substantially different from the terms of the original financial liability. These fees include only those paid or received between the borrower and the lender, including fees paid or received by either the borrower or lender on the other's behalf. This amendment did not have more than an insignificant impact on the Group's condensed consolidated interim financial statements.
Solvay is organized in the following operating segments:
Materials offer a unique portfolio of high-performance polymers and composite technologies used primarily in sustainable mobility applications. Its solutions enable weight reduction and enhance performance while improving CO2 and energy efficiency. Major markets served include next-generation mobility in automotive and aerospace, healthcare and electronics. Chemicals host chemical intermediate businesses focused on mature and resilient markets. Solvay is a world leader in soda ash and peroxides and major markets served include building and construction, consumer goods and food. Its Silica, Coatis and RusVinyl businesses are also high quality assets with strong positions in their markets. This segment provides resilient cash flows and the company selectively invests in these businesses to become the #1 cash conversion chemical player.
Solutions offer a unique formulation & application expertise through customized specialty formulations for surface chemistry & liquid behavior, maximizing yield and efficiency of the processes they are used in while minimizing the ecoimpact. Novecare, Technology Solutions, Aroma, Special Chem and Oil & Gas focus on specific areas such as resources (improving the extraction yield of metals, minerals and oil), industrial applications (such as coatings) or consumer goods and healthcare (including vanillin and guar for home and personal care).
Corporate & Business Services includes corporate and other business services, such as Group research & innovation or energy services, whose mission is to optimize energy consumption and reduce CO2 emissions.
| (in € million) | Q3 2022 | Q3 2021 | 9M 2022 | 9M 2021 |
|---|---|---|---|---|
| Net sales | 3,609 | 2,573 | 10,141 | 7,402 |
| Materials | 1,114 | 752 | 3,041 | 2,152 |
| Chemicals | 1,236 | 856 | 3,393 | 2,466 |
| Solutions | 1,257 | 964 | 3,700 | 2,780 |
| Corporate & Business Services | 2 | 1 | 7 | 5 |
| Underlying EBITDA | 917 | 599 | 2,493 | 1,784 |
| Materials | 385 | 246 | 984 | 672 |
| Chemicals | 311 | 234 | 906 | 723 |
| Solutions | 240 | 177 | 769 | 521 |
| Corporate & Business Services | -19 | -58 | -167 | -132 |
| Underlying depreciation, amortization & impairments | -208 | -177 | -584 | -558 |
| Underlying EBIT | 709 | 421 | 1,909 | 1,227 |
| Accounting impact from EUAs and amortization & depreciation of purchase price allocation (PPA) from acquisitions |
-38 | -40 | 236 | -116 |
| Net financial charges of the RusVinyl joint venture | -1 | - | 10 | - |
| Result from portfolio management & major restructuring | -6 | -40 | -62 | -235 |
| Result from legacy remediation & major litigations | -137 | -41 | -214 | -74 |
| EBIT | 527 | 300 | 1,879 | 802 |
| Net financial charges | -1 | -27 | -63 | -85 |
| Profit / (loss) for the period before taxes | 526 | 272 | 1,816 | 716 |
| Income taxes | -71 | -11 | -298 | -109 |
| Profit / (loss) for the period from continuing operations | 456 | 261 | 1,518 | 608 |
| Profit / (loss) for the period from discontinued operations | - | 5 | 1 | 5 |
| Profit / (loss) for the period | 456 | 266 | 1,519 | 612 |
| attributable to non-controlling interests | 5 | 10 | 25 | 30 |
| attributable to Solvay share | 451 | 255 | 1,493 | 582 |
The non-cash PPA impacts can be found in the reconciliation table on page 12.
The Oil & Gas GBU was created on July 1, 2021, regrouping activities that were previously included in Novecare and Technology Solutions. The following table presents restated figures for these GBUs for 2021 and 2022 to date.
| Net sales (in € million) | Q1 2021 Q2 2021 Q3 2021 Q4 2021 Q1 2022 Q2 2022 | Q3 2022 | |||||
|---|---|---|---|---|---|---|---|
| Novecare (excl. Oil & Gas) | 354 | 375 | 384 | 433 | 452 | 506 | 511 |
| Special Chemicals | 211 | 210 | 209 | 210 | 243 | 285 | 261 |
| Technology Solutions (excl. Oil & Gas) | 133 | 139 | 145 | 143 | 151 | 207 | 189 |
| Aroma Performance | 110 | 110 | 119 | 135 | 142 | 167 | 146 |
| Oil & Gas | 83 | 91 | 107 | 137 | 147 | 143 | 151 |
| Solutions | 891 | 925 | 964 | 1,058 | 1,135 | 1,309 | 1,257 |
Compared to December 31, 2021, there are no changes in valuation techniques.
For all financial instruments not measured at fair value in Solvay's consolidated statement of financial position, the fair value of those financial instruments as of September 30, 2022, is not significantly different from the ones published in Note F32 of the consolidated financial statements for the year ended December 31, 2021.
For financial instruments measured at fair value in Solvay's consolidated statement of financial position, the fair value of those instruments as of September 30, 2022 increased Other receivables by €1.0 billion and Other liabilities by €0.8 billion when compared to December 31, 2021. The main driver of the increases is due to the rise in electricity and gas prices during the period.
There were no significant events after the reporting period.
Ilham Kadri, Chief Executive Officer, and Karim Hajjar, Chief Financial Officer, of the Solvay Group, declare that to the best of their knowledge:

Adjustments: Each of these adjustments made to the IFRS results is considered to be significant in nature and/or value. Excluding these items from the profit metrics provides readers with relevant additional information on the Group's underlying performance over time because it is consistent with how the business' performance is reported to the Board of Directors and the Executive Committee. These adjustments consist of:
All adjustments listed above apply to both continuing and discontinuing operations, and include the impacts on noncontrolling interests
Basic earnings per share: Net income (Solvay's share) divided by the weighted average number of shares, after deducting own shares purchased to cover stock option programs.
Capital expenditure (capex): Cash paid for the acquisition of tangible and intangible assets presented in cash flows from investing activities, and cash paid on the lease liabilities (excluding interests paid), presented in cash flows from financing activities. This indicator is used to manage capital employed in the Group.
Cash conversion: Is a ratio used to measure the conversion of EBITDA into cash. It is defined as (Underlying EBITDA + Capex from continuing operations) / Underlying EBITDA.
CFROI: Cash Flow Return on Investment measures the cash returns of Solvay's business activities. Movements in CFROI levels are relevant indicators for showing whether economic value is being added, though it is accepted that this measure cannot be benchmarked or compared with industry peers. The definition uses a reasonable estimate (management estimate) of the replacement cost of assets and avoids accounting distortions, e.g. for impairments. It is calculated as the ratio between recurring cash flow and invested capital, where:
Diluted earnings per share: Net income (Solvay's share) divided by the weighted average number of shares adjusted for the effects of dilution.
Discontinued operations: Component of the Group which the Group has disposed of or which is classified as held for sale, and:
EBITDA: Earnings before interest and taxes, depreciation and amortization. The Group has included EBITDA as an alternative performance indicator because management believes that the measure provides useful information to assess the Group's operating profitability as well as the Group's ability to generate operating cash flows.
Extra-financial indicators: Indicators used that measure the sustainability performance of the company in complement to financial indicators. Solvay has selected 10 indicators that are included in the ONE Planet initiative. For more information, we refer to the last available annual report available on www.solvay.com
Free cash flow: Cash flows from operating activities (excluding cash flows linked to acquisitions or disposals of subsidiaries and cash outflows of Voluntary Pension Contributions, as they are deleveraging in nature as a reimbursement of debt), cash flows from investing activities (excluding cash flows from or related to acquisitions and disposals of subsidiaries, cash flows related to internal management of portfolio (one-off costs of internal carve-out, related taxes...) and other investments, and excluding loans to associates and non-consolidated investments, and recognition of factored receivables), payment of lease liabilities, and increase/decrease of borrowings related to environmental remediation. Prior to the adoption of IFRS 16, operating lease payments were included within free cash flow. Following the application of IFRS 16, because leases are generally considered to be operating in nature, free cash flow incorporates the payment of the lease liability (excluding the interest expense). Excluding this item in the free cash flow would result in a significant improvement of free cash flow compared to prior periods, whereas the operations themselves have not been affected by the implementation of IFRS 16. It is a measure of cash generation, working capital efficiency and capital discipline of the Group.
Free cash flow to Solvay shareholders: Free cash flow after payment of net interests, coupons of perpetual hybrid bonds and dividends to non-controlling interests. This represents the cash flow available to Solvay shareholders, to pay their dividend and/or to reduce the net financial debt.
Free cash flow conversion: Calculated as the ratio between the free cash flow to Solvay shareholders of the last rolling 12 months (before netting of dividends paid to non-controlling interest) and underlying EBITDA of the last rolling 12 months.
GBU: Global business unit.
HPPO: Hydrogen peroxide propylene oxide, new technology to produce propylene oxide using hydrogen peroxide.
IFRS: International Financial Reporting Standards.
LTM: Last twelve months
Leverage ratio: Net debt / underlying EBITDA of last 12 months. Underlying leverage ratio = underlying net debt / underlying EBITDA of last 12 months.
Mandatory contributions to employee benefits plans: For funded plans, contributions to plan assets corresponding to amounts required to be paid during the respective period, in accordance with agreements with trustees or regulation, as well as, for unfunded plans, benefits paid to beneficiaries.
Net cost of borrowings: cost of borrowings netted with interest on loans and short-term deposits, as well as other gains (losses) on net indebtedness.
Net financial debt: Non-current financial debt + current financial debt – cash & cash equivalents – other financial instruments. Underlying net debt reclassifies as debt 100% of the hybrid perpetual bonds, considered as equity under IFRS. It is a key measure of the strength of the Group's financial position and is widely used by credit rating agencies.
Net financial charges: Net cost of borrowings, and costs of discounting provisions (namely, related to postemployment benefits and Health Safety and Environmental liabilities).
Net pricing: The difference between the change in sales prices versus the change in variable costs.
Net sales: Sales of goods and value added services corresponding to Solvay's know-how and core business. Net sales exclude Revenue from non-core activities.
Net working capital: Includes inventories, trade receivables and other current receivables, netted with trade payables and other current liabilities.
OCI: Other Comprehensive Income.
Operational deleveraging: Reduction of liabilities (net debt or provisions) through operational performance only, i.e. excluding impacts from acquisitions and divestitures, as well as remeasurement impacts (changes of foreign exchange, inflation, mortality and discount rates).
Organic growth: Growth of Net sales or underlying EBITDA excluding scope changes and forex conversion effects. The calculation is made by rebasing the prior period at the business scope and forex conversion rate of the current period.
PA: Polyamide, polymer type.
pp: Unit of percentage points, used to express the evolution of ratios.
PPA: Purchase Price Allocation (PPA) accounting impacts related to acquisitions, primarily for Rhodia and Cytec.
Pricing power: The ability to create positive net pricing.
PSU: Performance Share Unit.
PVC: Polyvinyl chloride, polymer type.
Research & innovation: Research & development costs recognized in the income statement and as capital expenditure before deduction of related subsidies, royalties and depreciation and amortization expense. It measures the total cash effort in research & innovation, regardless of whether the costs were expensed or capitalized.
Revenue from non-core activities: Revenues primarily comprising commodity and utility trading transactions and other revenue, considered to not correspond to Solvay's know-how and core business.
ROCE: Return on Capital Employed, calculated as the ratio between underlying EBIT (before adjustment for the amortization of PPA) and capital employed. Capital employed consists of net working capital, tangible and intangible assets, goodwill, rights-of-use assets, investments in associates & joint ventures and other investments, and is taken as the average of the situation at the end of the last 4 quarters.
SBTi: Science-based target initiative
SOP: Stock Option Plan.
SPM: The Sustainable Portfolio Management tool is integrated into the Solvay Way framework (linked to five practices). It serves as a strategic tool for developing information on our portfolio and analyzing the impacts of sustainability megatrends on our businesses.
Underlying: Underlying results are deemed to provide a more comparable indication of Solvay's fundamental performance over the reference periods. They are defined as the IFRS figures adjusted for the "Adjustments" as defined above. They provide readers with additional information on the Group's underlying performance over time as well as the financial position and they are consistent with how the business' performance and financial position are reported to the Board of Directors and the Executive Committee.
Underlying Tax rate: Income taxes / (Result before taxes – Earnings from associates & joint ventures – interests & realized foreign exchange results on RusVinyl joint venture) – all determined on an Underlying basis. The adjustment of the denominator regarding associates and joint ventures is made as these contributions are already net of income taxes. This provides an indication of the tax rate across the Group.
Voluntary pension contributions: Contributions to plan assets in excess of Mandatory Contributions to employee benefits plans. These payments are discretionary and are driven by the objective of value creation. These voluntary contributions are excluded from free cash flow as they are deleveraging in nature as a reimbursement of debt.
WACC: Weighted Average Cost of Capital
yoy: Year on year comparison.
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This press release may contain forward-looking information. Forward-looking statements describe expectations, plans, strategies, goals, future events or intentions. The achievement of forward-looking statements contained in this press release is subject to risks and uncertainties relating to a number of factors, including general economic factors, interest rate and foreign currency exchange rate fluctuations, changing market conditions, product competition, the nature of product development, impact of acquisitions and divestitures, restructurings, products withdrawals, regulatory approval processes, all-in scenario of R&I projects and other unusual items. Consequently, actual results or future events may differ materially from those expressed or implied by such forward-looking statements. Should known or unknown risks or uncertainties materialize, or should our assumptions prove inaccurate, actual results could vary materially from those anticipated. Solvay undertakes no obligation to publicly update or revise any forward-looking statements.
Solvay is a science company whose technologies bring benefits to many aspects of daily life. With more than 21,000 employees in 64 countries, Solvay bonds people, ideas and elements to reinvent progress. The Group seeks to create sustainable shared value for all, notably through its Solvay One Planet plan crafted around three pillars: protecting the climate, preserving resources and fostering better life. The Group's innovative solutions contribute to safer, cleaner, and more sustainable products found in homes, food and consumer goods, planes, cars, batteries, smart devices, health care applications, water and air purification systems. Founded in 1863, Solvay today ranks among the world's top three companies for the vast majority of its activities and delivered net sales of €10.1 billion in 2021. Solvay is listed on Euronext Brussels and Paris (SOLB). Learn more at www.solvay.com.
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