Earnings Release • Nov 8, 2016
Earnings Release
Open in ViewerOpens in native device viewer
REGULATED INFORMATION
08/11/2016 7:00 AM CET
The results of former Cytec are consolidated in the Group's income and cash flow statements since January1, 2016. Comparative information for the third quarter and 1st nine months of 2015 is presented on an unaudited pro forma basis as if the acquisition of Cytec had taken place on January 1, 2015.
Besides IFRS accounts, Solvay also presents underlying Income Statement performance indicators to provide a more consistent and comparable indication of the Group's financial performance. 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, 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 12 are on an underlying basis, unless otherwise stated.
Corporate & Business Services at $\in$ (34) m, versus $\in$ (71) m, reflecting phasing effects, excellence and synergies delivery.
Solvay had a solid third quarter, with 6% growth in EBITDA, a record margin and continued strong cash generation. The strength of our broad portfolio and the continued focus of our business teams resulted yet again in strong pricing power. Operational excellence programs
Ied to lower variable costs and, combined with accelerated Cytec synergy delivery, t overcome softer demand in some of our markets compared to last year. Solvay's performance illustrates the transformation of the Group towards a more resilient multi-specialty chemical company
Based on the year-to-date performance and current market conditions, Solvay expects double-digit underlying EBITDA growth in the fourth quarter. In line with previous guidance, full year underlying EBITDA is thereby anticipated to increase by approximately 7% to 8%, and free cash flow to exceed €700 m.
The underlying and IFRS data presented in the highlights compare to the unaudited pro forma figures of the same period in 2015, as if the Cytec acquisition had taken place on lanuary 1, 2015
$[2]$ Underlying net debt includes the perpetual hybrid bonds, accounted for as equity under IFRS.
| Q3 key data | IFRS | Underlying | ||||
|---|---|---|---|---|---|---|
| $(in \in m)$ | Q3 2016 | 03 2015 pro forma |
$%$ yoy | Q3 2016 | 03 2015 pro forma |
$\frac{9}{2}$ yoy |
| Net sales | 2,921 | 3,162 | $(8)\%$ | 2,921 | 3,162 | $(8)\%$ |
| EBITDA | 632 | 564 | 12% | 664 | 625 | 6% |
| EBITDA margin | 22% | 18% | 4pp | 23% | 20% | Зрр |
| EBIT | 360 | 297 | 21% | 466 | 429 | 9% |
| Net financial charges | (82) | (71) | $(16)\%$ | (119) | (109) | (9)% |
| Income taxes | (33) | (48) | 31% | (86) | (95) | 9% |
| Result from discontinued operations | (56) | (3) | n.m. | ۰ | $\overline{\phantom{a}}$ | n.m. |
| Non-controlling interests | (13) | (12) | $(11)\%$ | (14) | (13) | (11)% |
| Net income, Solvay share | 176 | 163 | 8% | 247 | 214 | 16% |
| Basic earnings per share (in $\epsilon$ ) | 1.71 | 1.57 | 9% | 2.40 | 2.06 | 16% |
| Free cash flow | 280 | 245 | 14% | 280 | 245 | 14% |
| Free Cash Flow (continuing operations) | 277 | 240 | 16% | 277 | 240 | 16% |
| Capex (continuing operations) | (238) | (252) | 6% | (238) | (252) | 6% |
| Net debt $\overline{[2]}$ | (4,302) | (6, 502) |
A full reconciliation of IFRS and underlying income statement data can be found on page 13 of this report. $\lceil 1 \rceil$
[2] Underlying net debt includes the perpetual hybrid bonds, accounted for as equity under IFRS.
Net sales totaled $\in$ 2.921 m, down (8)%, mainly due to a (3)% decline in both prices and volumes. Foreign exchange fluctuations and changes in portfolio scope together led to a (2)% decrease.
Underlying EBITDA grew 6% to €664 m. Pricing power contributed 4%, reflecting the quality of the portfolio and ongoing focus by the business teams. Excellence programs combined with synergy deliveries reduced fixed costs, leading to a further 6% EBITDA increase. Negative volume evolution and foreign exchange had a (4)% and (2)% impact, respectively.
The underlying EBITDA margin widened to a new consecutive record 23% of net sales, up 3 percentage points year on year.
Underlying EBIT was $\epsilon$ 466 m, after deduction of amortization and depreciation charges of €(198) m, almost in line with those in 2015 of €(196) m.
Underlying net financial charges rose to $\in$ (119) m from $\in$ (109) m in the same quarter last year, due to currency swaps.
Underlying income taxes were $\in$ (86) m versus $\in$ (95) m in 2015, reflecting a lower tax rate of 28% over the first 9 months, versus 30% in full year 2015, due to a change in the geographical mix of pre-tax earnings.
Discontinued operations made no contribution to underlying results in the third quarter of 2016 or 2015.
Underlying net income, Solvay share, after deduction of the € (14) m share of non-controlling interests, was $\epsilon$ 247 m versus € 214 m in 2015. Underlying basic earnings per share thereby amounted to € 2.40, compared to € 2.06 pro forma in 2015.
Interim gross dividend of $\epsilon$ 1.32 per share, will be pavable to shareholders on January 18, 2017. As in previous years, the interim dividend corresponds to 40% of the full year dividend of the prior year.
Free cash flow from continuing operations was $E$ 277 m versus € 240 m last year, thanks to higher EBITDA, lower capex and continued focus on working capital management, which generated a net working capital inflow of €27 m. Capex from continuing operations was $\in$ (238) m, $\in$ 14 m lower than in 2015, in line with the strategy to reduce capex intensity, which led to a cash conversion of 64% for the third quarter. Including the €3 m contribution from discontinued operations, the total free cash flow equaled €280 m versus €245 m the year before.
Underlying net debt, decreased from $f(7,012)$ m at the end of June to € (6,502) m, and includes 100% of the € (2,200) m hybrid perpetual bonds (classified as equity under IFRS) as debt. The € 510 m decrease is the result of the €280 m free cash flow generation over the period and the $\epsilon$ 267 m net cash inflow on acquisitions and divestments, largely linked to the sale of Solvay's part in Inovyn, the European chlorovinyls joint venture it held with Ineos. Payments for financial charges and dividends are seasonally low in the third quarter, and totaled $\epsilon$ (19) m. Other changes in net debt for $\epsilon$ (18) m are largely linked to the accrued interest liabilities on outstanding bonds. As a result of higher EBITDA and lower net debt, the underlying leverage ratio reduced to 2.7x, compared to 2.9x at the end of lune. Net debt on an IFRS basis decreased from $E(4,812)$ m at the end of June to $E(4,302)$ m at the end of the period.
Underlying net financial charges include the coupons on perpetual hybrid bonds, which are accounted as dividends under IFRS, and thereby excluded from the P&L.
Underlying net financial charges include the financial charges and realized foreign exchange losses in the RusVinyl joint venture, which under IFRS are part of the earnings from associates & joint ventures and thereby included in the IFRS EBITDA,
Solvay at its Capital Markets Day updated its strategic transformation towards a multi-specialty chemical company and unveiled objectives for 2016-2018 to accelerate its drive to create sustainable and long-term value. Solvay's objectives align sustainability and financial targets. The sustainability targets will reinforce Solvay's market leadership positions. They include reducing greenhouse gas intensity by a fifth and raising the proportion of sustainable solutions to 40% of Group sales. These will in turn support Solvay's financial targets.
Solvay has doubled its carbon fiber manufacturing capacity with a new production line in South Carolina, addressing growing long term demand from aircraft customers for carbon fiber composite materials. The new production line has won qualification by The Boeing Company to manufacture secondary structures such as wing movable flaps, as well as interior applications. The durability, strength and fatigue life of these materials allow them to replace metals on aircraft, reducing their weight, noise and CO2 emissions. They also enable the molding of multiple sub-components into one assembly part, lowering the number of parts required and the assembly costs.
Solvay is expanding its composite materials capacities in Östringen, with a state-of-the-art resin facility which is expected to be taken into production in the second quarter of 2017 after customer qualifications. From this upgraded site, Solvay will supply its unique infusion resins and resins for reinforced composite materials for the LEAP engine, manufactured by CFM International, for Airbus and Boeing programs. Resin infusion processing technologies are increasingly important in the manufacturing of composite parts as they meet demands from the aerospace industry for faster and higher volume processing of key components.
Solvay began hydrogen peroxide production at its chemical manufacturing platform in Zhenjiang. The plant's annual capacity of 60,000 tonnes will meet growing local customer demand for premium grades for applications in the chemical, electronics, water treatment and aquaculture industries. It will also supply increasing demand from Solvay's own businesses in the semi-conductor and flavor industries. The plant is the first in China to use Solvay Peroxide's world leading technology with improved efficiency, while further promoting sustainability in operations by significantly reducing effluents and energy usage.
Solvay launched the production of Highly Dispersible Silica (HDS) at its new state-of-the-art plant in Gunsan, meeting strong and growing regional demand for energy saving tires. The plant has an annual capacity of more than 80,000 tons through its latest technologies will produce Solvay's most advanced grades of HDS. This Solvay invention reinforces the rubber in tires and reduces a vehicle's fuel consumption by as much as 7%. Moreover, HDS brands like Zeosil® PREMIUM and Efficium® help tire makers to raise performance levels for both car and truck tire compounds. The site will over time replace the one in Incheon, which is in an area designated for urban development.
[1] The pie charts exclude Corporate & Business Services, as their contribution to EBITDA is negative, and therefore cannot be depicted.
| Segment review | Underlying | |||||
|---|---|---|---|---|---|---|
| 03 2016 | Q3 2015 pro forma |
$%$ vov | 9M 2016 | 9M 2015 pro forma |
||
| (in $\in$ m) | $%$ yov | |||||
| Net sales | 2,921 | 3.162 | $(8)\%$ | 8,798 | 9,401 | $(6)\%$ |
| Advanced Materials | 1.072 | 1.167 | $(8)\%$ | 3,237 | 3.412 | (5)% |
| Advanced Formulations | 648 | 710 | (9)% | 1.960 | 2.195 | (11)% |
| Performance Chemicals | 756 | 793 | (5)% | 2,228 | 2.306 | $(3)\%$ |
| Functional Polymers | 444 | 489 | (9)% | 1.367 | 1.483 | $(8)\%$ |
| Corporate & Business Services | 1 | 2 | (76)% | 6 | 5 | 15% |
| EBITDA | 664 | 625 | 6% | 1,918 | 1,821 | 5% |
| Advanced Materials | 292 | 297 | $(1.8)\%$ | 852 | 836 | 1.9% |
| Advanced Formulations | 114 | 130 | $(12)\%$ | 360 | 404 | (11)% |
| Performance Chemicals | 217 | 209 | 4% | 640 | 582 | 10% |
| Functional Polymers | 76 | 61 | 25% | 204 | 154 | 32% |
| Corporate & Business Services | (34) | (71) | 53% | (138) | (156) | 11% |
| EBITDA margin | 23% | 20% | Зрр | 22% | 19% | 2pp |
| Advanced Materials | 27% | 25% | 1.8pp | 26% | 24% | 1.8pp |
| Advanced Formulations | 18% | 18% | $(0.6)$ pp | 18% | 18% | $(0.1)$ pp |
| Performance Chemicals | 29% | 26% | 2pp | 29% | 25% | Зрр |
| Functional Polymers | 17% | 12% | 5pp | 15% | 10% | 5pp |
| EBIT | 466 | 429 | 9% | 1,327 | 1,247 | 6% |
| Advanced Materials | 227 | 224 | 1.4% | 649 | 637 | 1.8% |
| Advanced Formulations | 78 | 96 | (19)% | 247 | 299 | (17)% |
| Performance Chemicals | 167 | 163 | 3% | 499 | 444 | 12% |
| Functional Polymers | 44 | 32 | 37% | 119 | 69 | 72% |
| Corporate & Business Services | (49) | (85) | 42% | (186) | (203) | 8% |
| Key data | Underlying | |||||
|---|---|---|---|---|---|---|
| (in $\in$ m) | 03 2016 | 03 2015 pro forma |
$%$ vov | 9M 2016 | 9M 2015 pro forma |
$%$ yoy |
| Net sales | 1,072 | 1,167 | $(8)\%$ | 3,237 | 3.412 | $(5)\%$ |
| Specialty Polymers | 497 | 519 | (4)% | 1,441 | 1.445 | $(0.3)\%$ |
| Composite Materials | 253 | 293 | (14)% | 812 | 890 | (9)% |
| Special Chem | 211 | 226 | (7)% | 644 | 689 | (7)% |
| Silica | 112 | 129 | (13)% | 340 | 388 | $(12)\%$ |
| EBITDA | 292 | 297 | $(1.8)\%$ | 852 | 836 | 1.9% |
| EBITDA margin | 27% | 25% | 1.8рр | 26% | 24% | 1.8pp |
Net Sales totaled $\epsilon$ 1,072 m, an (8)% decrease from the third quarter in 2015, with (4)% related to volume declines, (2)% related to unfavorable foreign exchange impacts and (2)% attributable to the scope effect from the sale of Special Chem's PCC business in 2015.
Specialty Polymers sales were slightly down in the quarter. Demand for high-performance polymers in smart devices ramped up, following the inventory adjustments in the first half of the year. On a year-on-year basis, however, it compared to a very strong third quarter in 2015. Other Specialty Polymers markets, including batteries, healthcare and consumer goods continued to show double-digit growth, mitigating the impact significantly.
Since the start of the year Composite Materials[1] has faced lower vear-on-year market demand, both in industrial and aeronautics markets. Growth on new aircraft and jet engine programs was more than offset by the reduced build-rates for certain legacy wide-body civil aircraft programs, business jets and helicopter sectors. Solvay remains well-positioned for growth as production rates of newer single-aisle programs, with a higher composite content, are anticipated to increase. Industrial composites sales were lower as well.
Special Chem benefited from double-digit growth in catalysts for the automotive market, as well as growth in high purity $H_2O_2$ for the semiconductor market.
In Silica, modest growth in the tire market and other niche segments was offset by unfavorable mix.
Underlying EBITDA fell (2)% to $\epsilon$ 292 m versus the same period last year, with the impact of volume declines partially offset by excellence programs across businesses, leading to significant efficiency benefits, and delivery on synergies reducing the fixed cost base. As a result, the underlying EBITDA margin increased 2pp to 27% in the quarter.
[1] Combination of the former Cytec business units "Aerospace Materials" and "Industrial Materials"
| Key data | Underlying | |||||
|---|---|---|---|---|---|---|
| (in $\in$ m) | Q3 2016 | Q3 2015 pro forma |
$%$ yoy | 9M 2016 | 9M 2015 pro forma |
$%$ yoy |
| Net sales | 648 | 710 | (9)% | 1,960 | 2,195 | $(11)\%$ |
| Novecare | 403 | 466 | (14)% | 1.224 | 1.452 | (16)% |
| Technology Solutions | 162 | 155 | 5% | 486 | 475 | 2% |
| Aroma Performance | 83 | 89 | (7)% | 250 | 268 | (7)% |
| EBITDA | 114 | 130 | (12)% | 360 | 404 | $(11)\%$ |
| EBITDA marqin | 18% | 18% | $(0.6)$ pp | 18% | 18% | $(0.1)$ pp |
Net Sales decreased by (9)% year on year to $\epsilon$ 648 m, primarily related to the ongoing impact of the oil and gas markets in North America. Across the segment, price impacted sales by (4)%, volume/mix by (3)% and foreign exchange by (2)% in the quarter.
Novecare sales were down (14)% in the third quarter as a result of the year-on-year decline in the oil and gas market. The North American rig count, however, increased in the third quarter following the record-low levels last quarter, an indication that the market is stabilizing. Other important markets including Agro and other industrial applications delivered good growth in the quarter, partly offsetting the declines in oil and gas.
Sales in Technology Solutions[1] increased 5% versus the prior year period, mainly attributable to higher volumes in phosphorous and phosphine chemicals. The mining business activity remained resilient in the face of challenging markets as low copper and alumina prices drove reduced operating rates at some key customers, but compared to a strong third quarter in 2015.
Aroma Performance sales, with the exception of growth in vanillin, were down overall as competitive price pressure continues in the market.
Underlying EBITDA fell (12)% to $\epsilon$ 114 m in the quarter, due to the impact of lower demand in the oil and gas market. Despite the fall in sales, the underlying EBITDA margin for the third quarter remained stable at 18% due to synergies and operational excellence measures.
[1] Combination of the former Cytec business units "In Process Separation" and "Additive Technologies"
$\Rightarrow$ EBITDA margin grew to 29%
| Key data | Underlying | |||||
|---|---|---|---|---|---|---|
| (in $\epsilon$ m) | 03 2016 | 03 2015 pro forma |
$%$ yoy | 9M 2016 | 9M 2015 pro forma |
$%$ yoy |
| Net sales | 756 | 793 | $(5)\%$ | 2,228 | 2,306 | $(3)\%$ |
| Soda Ash & Derivatives | 398 | 403 | $(1.3)\%$ | 1.169 | 1.172 | $(0.2)\%$ |
| Peroxides | 134 | 152 | $(12)\%$ | 406 | 422 | (4)% |
| Acetow | 137 | 138 | $(0.9)\%$ | 399 | 395 | $1.0\%$ |
| Coatis | 87 | 100 | (13)% | 254 | 318 | (20)% |
| EBITDA | 217 | 209 | 4% | 640 | 582 | 10% |
| EBITDA marqin | 29% | 26% | 2pp | 29% | 25% | Зрр |
PERFORMANCE
CHEMICALS
Net Sales decreased (5)% to $\epsilon$ 756 m, mainly due to (4)% price and (1)% volume impacts, and a modest positive foreign exchange conversion effect.
In Soda Ash & Derivatives, demand for Soda Ash was broadly in line with the prior year period, with slightly lower volumes in seaborne and Europe. Volumes of bicarbonate were again at record levels with 10% growth in the quarter driven by the Thailand plant ramp up.
Peroxides sales were down in the quarter due to temporary shutdowns at the two hydrogen peroxide facilities related to equipment inspections. Lower demand from the fish-farming industry was compensated by growth in the traditional wood pulp and paper market, while the new Chinese plant ramps up production.
Acetow volumes were essentially flat year on year with stable demand across most markets except China.
Coatis remained challenged by the difficult conditions in the domestic Latin American market, significantly impacting sales.
Underlying EBITDA was $\in$ 217 m, a 4% increase versus Q3 2015 largely attributable to the strong performance in Soda Ash & Derivatives. Acetow also contributed to EBITDA growth with its cost discipline and excellence programs, despite flat volumes. The underlying EBITDA margin across the segment grew 2 pp to 29% in the third quarter of 2016 versus the prior year quarter as a result of the excellence measures.
| Key data | Underlying | |||||
|---|---|---|---|---|---|---|
| $(in \in m)$ | 03 2016 | 03 2015 pro forma |
$%$ yoy | 9M 2016 | 9M 2015 pro forma |
% yoy |
| Net sales | 444 | 489 | (9)% | 1,367 | 1,483 | $(8)\%$ |
| Polvamide | 354 | 368 | $(4)\%$ | 1.056 | 1.126 | $(6)\%$ |
| Chlorovinvls | 89 | 121 | $(26)\%$ | 310 | 356 | $(13)\%$ |
| EBITDA | 76 | 61 | 25% | 204 | 154 | 32% |
| EBITDA margin | 17% | 12% | 5pp | 15% | 10% | 5pp |
Net Sales fell (9)% to $\epsilon$ 444 m as a result of (8)% lower pricing and (3)% volume, offset partially by 2% conversion foreign exchange effects. The price impact relates mainly to the partial pass-through of lower raw material costs to customers.
Polyamide sales volumes improved versus last year driven by demand growth in industrial applications. Prices were down, however, reflecting largely the raw material pass-through effect described above. Market conditions for the Latin American textile business activity remained subdued.
In Chlorovinyls, demand remains good, but third quarter volumes were negatively impacted by production loss caused by electrical outages in Thailand. Rusvinyl operations and market conditions remained strong.
Underlying EBITDA was up 25% at €76 m, reflecting the volume increase in polyamide combined with benefits from operational excellence programs. The underlying EBITDA margin of the segment widened by 5 pp to 17% versus the same period in 2015.
| Key data | Underlying | |||||
|---|---|---|---|---|---|---|
| (in $\in$ m) | 03 2016 | 03 2015 pro forma |
$%$ yoy | 9M 2016 | 9M 2015 pro forma |
¦% yoy≀ |
| EBITDA | (34) | (71) | 53% | (138) | (156) | 11% |
CORPORATE
& BUSINESS
SERVICES
Net underlying EBITDA costs were $\in$ (34) m, compared to $\in$ (71) m in the third quarter of 2015.
Energy Services' EBITDA was well up at €5 m, compared to $\in$ (8) m in 2015, when outstanding carbon emission rights in Brazil were written off. Business conditions for energy and carbon management services improved in the third quarter and restructuring actions were taken to improve the performance of certain renewable energy assets.
Costs in Other Corporate & Business Services reduced significantly to $\in$ (39) m compared to $\in$ (63) m in 2015, driven by synergy benefits, the delivery on excellence programs and phasing effects. The latter had a positive effect on the 2016 third quarter results, but negatively impacted 2015.
Besides 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. The 2016 data are compared to unaudited pro forma 2015 data including Cytec, as if the acquisition had taken place on lanuary 1, 2015.
| Q3 consolidated income statement | Q3 2016 | Q3 2015 pro forma | ||||
|---|---|---|---|---|---|---|
| $(in \in m)$ | IFRS | Adjust- ments |
Under- lying |
IFRS | Adjust- ments |
Under- lying |
| Sales | 3,048 | 3,048 | 3,275 | 3,275 | ||
| of which revenues from non-core activities | 128 | 128 | 113 | 113 | ||
| of which net sales | 2,921 | 2,921 | 3,162 | ÷, | 3,162 | |
| Cost of goods sold | (2, 181) | 1 | (2, 181) | (2,398) | $\overline{\phantom{a}}$ | (2,398) |
| Gross margin | 867 | $\mathbf{1}$ | 868 | 877 | Ĭ. | 877 |
| Commercial & administrative costs | (365) | 13 | (352) | (380) | 14 | (366) |
| Research & innovation costs | (74) | $\mathbf{1}$ | (73) | (78) | (78) | |
| Other operating gains & losses | (54) | 60 | 6 | (76) | 59 | (16) |
| Earnings from associates & joint ventures | 16 | $\overline{2}$ | 18 | (21) | 34 | 13 |
| Result from portfolio management & reassessments $[1]$ |
(20) | 20 | $\blacksquare$ | (16) | 16 | |
| Result from legacy remediation & major litigations [1] | (10) | 10 | $\mathbb{L}$ | (9) | 9 | |
| EBITDA | 632 | 33 | 664 | 564 | 61 | 625 |
| Depreciation, amortization & impairments | (271) | 73 | (198) | (267) | 71 | (196) |
| EBIT | 360 | 106 | 466 | 297 | 133 | 429 |
| Net cost of borrowings | (56) | (56) | (51) | 6 | (45) | |
| Coupons on perpetual hybrid bonds | (28) | (28) | (28) | (28) | ||
| Interests and realized foreign exchange losses on RusVinyl (joint venture) |
(9) | (9) | (10) | (10) | ||
| Cost of discounting provisions | (28) | $\overline{2}$ | (26) | (20) | (6) | (26) |
| Result from available-for-sale financial assets | $\overline{2}$ | (2) | ||||
| Result before taxes | 278 | 70 | 348 | 225 | 95 | 320 |
| Income taxes | (33) | (53) | (86) | (48) | (47) | (95) |
| Result from continuing operations | 245 | 16 | 261 | 178 | 48 | 226 |
| Result from discontinued operations | (56) | 56 | (3) | 4 | ||
| Net income | 189 | 72 | 261 | 175 | 52 | 226 |
| Non-controlling interests | (13) | (1) | (14) | (12) | (1) | (13) |
| Net income, Solvay share | 176 | 71 | 247 | 163 | 51 | 214 |
| Basic earnings per share (in $\epsilon$ ) | 1.71 | 0.69 | 2.40 | 1.57 | 0.49 | 2.06 |
| of which from continuing operations | 2.25 | 0.15 | 2.40 | 1.59 | 0.46 | 2.06 |
| Diluted earnings per share (in $\epsilon$ ) | 1.70 | 0.69 | 2.39 | 1.56 | 0.49 | 2.05 |
| of which from continuing operations | 2.24 | 0.15 | 2.39 | 1.58 | 0.46 | 2.04 |
[1] These two line items were previously classified as "Non-recurring items" (see note 2).
EBITDA on an IFRS basis totaled € 632 m versus € 664 m on an underlying basis. The difference of € 33 m is explained by the following adjustments to IFRS results, in order to improve comparability of underlying results:
EBIT on an IFRS basis totaled € 360 m versus € 466 m on an underlying basis. The difference of €106 m is explained by the abovementioned €33 m adiustments on EBITDA level and €73 m on "Depreciation, amortization o- impoirments". The latter consist of:
■ € 73 m for the non-cash impact of purchase price allocation (PPA), consisting of amortization charges on intangible assets, which are adjusted in "Cost of goods sold" for €1m, "Commercial & administrative costs" for €10 m, "Research & innovation costs" for €1m and "Other operating gains & losses" for €60 m.
Net financial charges on an IFRS basis were € (82) m versus € (119) m on an underlying basis. The € (37) m adjustment made to IFRS net financial charges consists of:
Income taxes on an IFRS basis were € (33) m versus € (86) m on an underlying basis. The € (53) m adjustment consists of:
Discontinued operations generated a net loss of € (56) m on an IFRS basis, but had no impact on underlying results. The following adjustments were made to the IFRS result from discontinued operations:
Net income, Solvay share, on an IFRS basis was € 176 m after deducting the € (13) m share of non-controlling interests. On an underlying basis the share of non-controlling interests represented $\in$ (14) m, adjusted by $\in$ (1) m for the impact of the above adjustments.
| 9M consolidated income statement | 9M 2016 | 9M 2015 pro forma | ||||
|---|---|---|---|---|---|---|
| $(in \in m)$ | IFRS | Adjust- ments |
Under- lying |
IFRS | Adjust- ments |
Under- lying |
| Sales | 9,153 | 9,153 | 9,739 | 9,739 | ||
| of which revenues from non-core activities | 356 | 356 | 338 | 338 | ||
| of which net sales | 8,798 | $\Box$ | 8,798 | 9,401 | $\overline{\phantom{a}}$ | 9,401 |
| Cost of goods sold | (6, 671) | 83 | (6,588) | (7, 254) | 82 | (7, 172) |
| Gross margin | 2,482 | 83 | 2,565 | 2,484 | 82 | 2,567 |
| Commercial & administrative costs | (1, 110) | 39 | (1, 072) | (1, 152) | 42 | (1, 110) |
| Research & innovation costs | (229) | $\overline{2}$ | (227) | (238) | ÷, | (238) |
| Other operating gains & losses | (171) | 181 | 10 | (182) | 179 | (3) |
| Earnings from associates & joint ventures | 57 | (7) | 50 | (8) | 39 | 31 |
| Result from portfolio management & reassessments | (162) | 162 | (191) | 191 | ||
| Result from legacy remediation & major litigations [1] | (36) | 36 | (30) | 30 | ||
| EBITDA | 1,765 | 153 | 1,918 | 1,552 | 269 | 1,821 |
| Depreciation, amortization & impairments | (933) | 342 | (591) | (868) | 294 | (574) |
| EBIT | 832 | 496 | 1,327 | 684 | 563 | 1,247 |
| Net cost of borrowings | (177) | (177) | (176) | 15 | (161) | |
| Coupons on perpetual hybrid bonds | (84) | (84) | $\frac{1}{2}$ | (84) | (84) | |
| Interests and realized foreign exchange losses on RusVinyl (joint venture) |
(21) | (21) | (22) | (22) | ||
| Cost of discounting provisions | (89) | 6 | (82) | (72) | (6) | (78) |
| Result from available-for-sale financial assets | $\overline{3}$ | (3) | ||||
| Result before taxes | 570 | 394 | 963 | 435 | 467 | 901 |
| Income taxes | (108) | (153) | (261) | (147) | (126) | (273) |
| Result from continuing operations | 462 | 241 | 703 | 287 | 341 | 629 |
| Result from discontinued operations | (57) | 57 | 49 | 9 | 58 | |
| Net income | 405 | 298 | 703 | 336 | 351 | 687 |
| Non-controlling interests | (28) | (11) | (40) | (48) | (7) | (55) |
| Net income, Solvay share | 376 | 287 | 663 | 288 | 344 | 632 |
| Basic earnings per share (in $\epsilon$ ) | 3.64 | 2.78 | 6.42 | 2.78 | 3.31 | 6.09 |
| of which from continuing operations | 4.13 | 2.29 | 6.42 | 2.44 | 3.24 | 5.68 |
| Diluted earnings per share (in $\epsilon$ ) | 3.63 | 2.77 | 6.40 | 2.76 | 3.29 | 6.05 |
| of which from continuing operations | 4.12 | 2.28 | 6.40 | 2.42 | 3.22 | 5.64 |
[1] These two line items were previously classified as "Non-recurring items" (see note 2).
EBITDA on an IFRS basis totaled €1.765 m versus €1,918 m on an underlying basis. The difference of €153 m is explained by the following adjustments to IFRS results, in order to improve comparability of underlying results:
EBIT on an IFRS basis totaled € 832 m versus € 1,327 m on an underlying basis. The difference of €496 m is explained by the abovementioned €153 m adjustments on EBITDA level and €342 m on "Depreciation, amortization o impairments". The latter consist of:
Net financial charges on an IFRS basis were € (262) m versus € (364) m on an underlying basis. The € (102) m adjustment made to IFRS net financial charges consists of:
Income taxes on an IFRS basis were € (108) m versus € (261) m on an underlying basis. The € (153) m adjustment consists of:
Discontinued operations generated a net loss of $E(57)$ m on an IFRS basis, but had no impact on underlying results. The following adjustments were made to the IFRS result from discontinued operations:
Net income, Solvay share, on an IFRS basis was € 376 m after deducting the € (28) m share of non-controlling interests. On an underlying basis the share of non-controlling interests represented € (40) m, adjusted by € (11) m for the impact of the above adjustments.
The 2016 data presented in the consolidated interim financial statements, including the notes, are compared to 2015 IFRS data as
previously published, i.e. not pro forma. This is different from the pages before, where the 2015 income statement data including Cytec, as if the acquisition had taken place on January 1, 2015.
IFRS
| (in $\epsilon$ m) | 03 2016 | 03 2015 | 9M 2016 | 9M 2015 |
|---|---|---|---|---|
| Sales | 3.048 | 2,827 | 9,153 | 8,374 |
| of which revenues from non-core activities | 128 | 113 | 356 | 338 |
| of which net sales | 2.921 | 2.714 | 8.798 | 8,036 |
| Cost of goods sold | (2, 181) | (2,098) | (6.671) | (6, 241) |
| Gross margin | 867 | 730 | 2,482 | 2,133 |
| Commercial & administrative costs | (365) | (326) | (1, 110) | (985) |
| Research & innovation costs | (74) | (67) | (229) | (204) |
| Other operating gains & losses | (54) | (39) | (171) | (74) |
| Earnings from associates & joint ventures | 16 | (21) | 57 | (8) |
| Result from portfolio management & reassessments [1] | (20) | (57) | (162) | (100) |
| Result from legacy remediation & major litigations [1] | (10) | (4) | (36) | (26) |
| EBIT | 360 | 215 | 832 | 737 |
| Cost of borrowings | (43) | (25) | (145) | (81) |
| Interest on lendings & deposits | $\overline{\phantom{0}}$ | 2 | 9 | $\overline{7}$ |
| Other gains & losses on net indebtedness | (15) | (8) | (41) | (27) |
| Cost of discounting provisions | (28) | (18) | (89) | (66) |
| Result from available-for-sale financial assets | $\overline{\phantom{a}}$ | З | ||
| Result before taxes | 278 | 167 | 570 | 570 |
| Income taxes | (33) | (49) | (108) | (204) |
| Result from continuing operations | 245 | 118 | 462 | 366 |
| Result from discontinued operations | (56) | (3) | (57) | 50 |
| Net income | 189 | 115 | 405 | 416 |
| Non-controlling interests | (13) | (12) | (28) | (48) |
| Net income, Solvay share | 176 | 103 | 376 | 368 |
| Basic earnings per share (in $\epsilon$ ) | 1.71 | 1.24 | 3.64 | 4.43 |
| of which from continuing operations | 2.25 | 1.27 | 4.13 | 3.98 |
| Diluted earnings per share (in $\epsilon$ ) | 1.70 | 1.23 | 3.63 | 4.39 |
| of which from continuing operations | 2.24 | 1.26 | 4.12 | 3.95 |
[1] These two line items were previously classified as "Non-recurring items" (see note 2).
Consolidated statement of comprehensive income
| Consolidated statement of comprehensive income | IFRS | |||
|---|---|---|---|---|
| (in $\in$ m) | 03 2016 | 03 2015 | 9M 2016 | 9M 2015 |
| Net income | 189 | 115 | 405 | 416 |
| Other comprehensive income, net of related tax effects | (188) | (76) | (564) | 372 |
| Recyclable components | 2 | (188) | (54) | 105 |
| Hyperinflation | 21 | |||
| Gains and losses on available-for-sale financial assets | $\overline{2}$ | 11 | 4 | |
| Gains and losses on hedging instruments in a cash flow hedge | 15 | (28) | 22 | (22) |
| Currency translation differences | (15) | (168) | (86) | 10 3 |
| Non-recyclable components | (207) | 87 | (548) | 285 |
| Remeasurement of the net defined benefit liability | (207) | 87 | (548) | 285 |
| Income tax relating to components of other comprehensive income | 17 | 25 | 37 | (19) |
| Total comprehensive income | 1 | 39 | (160) | 788 |
| attributed to Solvay share | (10) | 36 | (185) | 728 |
| attributed to non-controlling interests | 11 | Ρ | 26 | 60 |
| Consolidated statement of cash flows | IFRS | |||
|---|---|---|---|---|
| $(in \in m)$ | Q3 2016 | Q3 2015 | 9M 2016 | 9M 2015 |
| Net income | 189 | 115 | 405 | 416 |
| Depreciation, amortization & impairments (-) | 333 | 210 | 1,006 | 682 |
| Earnings from associates & joint ventures (-) | (16) | 21 | (57) | 8 |
| Net financial charges & result from available-for-sale financial assets (-) | 91 | 77 | 287 | 195 |
| Income taxes (-) | 30 | 45 | 111 | 239 |
| Changes in working capital | 27 | (2) | (298) | (512) |
| Changes in provisions | (104) | (58) | (155) | (150) |
| Dividends received from associates & joint ventures | $\overline{3}$ | 5 | 17 | 14 |
| Income taxes paid (excluding income taxes paid on sale of investments) | (66) | (49) | (179) | (196) |
| Other non-operating and non-cash items | 34 | 36 | (8) | 27 |
| Cash flow from operating activities | 522 | 400 | 1,128 | 723 |
| of which cash flow related to acquisition of subsidiaries | (19) | 15 | (22) | |
| Acquisition (-) of subsidiaries | (39) | (1) | (18) | (25) |
| Acquisition (-) of investments - Other | 6 | (2) | (12) | |
| Loans to associates and non-consolidated companies | 10 | (7) | (23) | (5) |
| Sale (+) of subsidiaries and investments | 309 | 43 | 307 | (195) |
| Acquisition (-) of tangible and intangible assets (capital expenditure) | (242) | (231) | (679) | (732) |
| of which tangible assets | (219) | (212) | (611) | (676) |
| of which intangible assets | (23) | (19) | (68) | (57) |
| Sale (+) of tangible & intangible assets | 10 | 7 | 58 | 23 |
| Changes in non-current financial assets | (10) | (9) | (28) | (26) |
| Cash flow from investing activities | 37 | (193) | (385) | (971) |
| Sale (acquisition) of treasury shares | (17) | (65) | (65) | (59) |
| Increase in borrowings | 40 | 603 | 964 | |
| Repayment of borrowings | (541) | (24) | (1,602) | (600) |
| Changes in other current financial assets | (14) | (45) | (4) | 231 |
| Net interests paid | (19) | (26) | (167) | (143) |
| Coupons paid on perpetual hybrid bonds | (58) | (29) | ||
| Dividends paid | ÷, | (7) | (349) | (289) |
| of which to Solvay shareholders | $\blacksquare$ | (337) | (282) | |
| of which to non-controlling interests | $\blacksquare$ | (7) | (11) | (7) |
| Other | 3 | (3) | (18) | (31) |
| Cash flow from financing activities | (588) | (130) | (1,660) | 44 |
| Net change in cash and cash equivalents | (28) | 78 | (917) | (204) |
| Currency translation differences | (3) | 18 | (39) | 64 |
| Opening cash balance | 1,113 | 1,040 | 2,037 | 1,275 |
| Closing cash balance | 1,081 | 1,136 | 1,081 | 1,136 |
| of which cash in assets held for sale | 21 | 4 | 21 | $\overline{4}$ |
| Free cash flow | IFRS | |||
|---|---|---|---|---|
| $(in \in m)$ | 03 2016 | 03 2015 | 9M 2016 | 9M 2015 |
| Free cash flow | 280 | 188 | 464 | -11 |
| of which from continuing operations | 277 | 181 | 477 | |
| of which from discontinued operations | (13) | (11) |
| Statement of cash flow from discontinued operations | |||
|---|---|---|---|
| ------------------------------------------------------------ | -- | -- | -- |
| $(in \in m)$ | 03 2016 | 03 2015 | 9M 2016 | 9M 2015 |
|---|---|---|---|---|
| Cash flow from operating activities | 14 | (1) | -49 | |
| Cash flow from investing activities | (4) | (8) | (12) | (60) |
| Cash flow from financing activities | (9) | (2) | (26) | (26) |
| Net change in cash and cash equivalents | (6) | (39) | (37) |
IFRS
IFRS
| (in $\in$ m) | 30/09 2016 |
31/12 2015 |
|---|---|---|
| Non-current assets | 17,759 | 18,716 |
| Intangible assets | 3,633 | 3,919 |
| Goodwill | 5,780 | 5,840 |
| Tangible assets | 6,779 | 6,946 |
| Available-for-sale financial assets | 49 | 34 |
| Investments in associates & joint ventures | 452 | 398 |
| Other investments | 75 | 92 |
| Deferred tax assets | 720 | 1,059 |
| Loans & other assets | 272 | 427 |
| Current assets | 5,702 | 6,613 |
| Inventories | 1,754 | 1,867 |
| Trade receivables | 1,728 | 1,615 |
| Income tax receivables | 196 | 158 |
| Dividends receivable | $\overline{2}$ | |
| Other financial instrument receivables | 119 | 111 |
| Other receivables | 666 | 655 |
| Cash & cash equivalents | 1,060 | 2,030 |
| Assets held for sale | 177 | 177 |
| Total assets | 23,462 | 25,329 |
| Total equity | 9,198 | 9,668 |
| Share capital | 1,588 | 1,588 |
| Reserves | 7,337 | 7,835 |
| Non-controlling interests | 273 | 245 |
| Non-current liabilities | 10,569 | 11,330 |
| Provisions for employee benefits | 3,563 | 3,133 |
| Other provisions | 795 | 831 |
| Deferred tax liabilities | 1,009 | 1,456 |
| Financial debt | 4,976 | 5,628 |
| Other liabilities | 226 | 282 |
| Current liabilities | 3,694 | 4,331 |
| Other provisions | 290 | 310 |
| Financial debt | 505 | 892 |
| Trade payables | 1,410 | 1,559 |
| Income tax payables | 208 | 130 |
| Dividends payable | 3 | 144 |
| Other liabilities | 985 | 1,021 |
| Liabilities associated with assets held for sale | 293 | 275 |
| Total equity & liabilities | 23,462 | 25,329 |
| Consolidated statement of changes in equity | Revaluation reserve (fair value) |
IFRS | ||||||||||
|---|---|---|---|---|---|---|---|---|---|---|---|---|
| (in $\in$ m) | Share capital |
Share premiums |
Treasury shares |
Perpetual hybrid bonds |
Retained earnings |
Currency translation differences |
Available- for-sale financial assets |
Cash flow hedges |
Defined benefit pension plans |
Total reserves |
Non- controlling interests |
Total equity |
| Balance at 31/12/2014 | 1,271 | 18 | (171) | 1,194 | 5,753 | (527) | (4) | (43) | (926) | 5,293 | 214 | 6,778 |
| Net income for the period | 368 | 368 | 48 | 416 | ||||||||
| Items of OCI | $\blacksquare$ | $\overline{\phantom{a}}$ | $\overline{a}$ | $\overline{a}$ | 20 | 93 | $\overline{4}$ | (17) | 260 | 359 | 13 | 372 |
| Comprehensive income | ٠ | $\blacksquare$ | ۰ | 388 | 93 | 4 | (17) | 260 | 728 | 60 | 788 | |
| Cost of stock options | $\blacksquare$ | $\overline{\phantom{a}}$ | $\blacksquare$ | 8 | $\overline{\phantom{a}}$ | $\overline{a}$ | $\overline{\phantom{a}}$ | $\overline{\phantom{a}}$ | 8 | $\sim$ | 8 | |
| Dividends | $\blacksquare$ | $\overline{\phantom{a}}$ | $\overline{\phantom{a}}$ | $\overline{\phantom{a}}$ | (171) | $\sim$ | $\overline{\phantom{a}}$ | $\overline{a}$ | $\overline{\phantom{a}}$ | (171) | (7) | (178) |
| Coupons of perpetual hybrid bonds | $\blacksquare$ | (29) | $\overline{a}$ | $\overline{a}$ | (29) | $\sim$ | (29) | |||||
| Sale (acquisition) of treasury shares | $\blacksquare$ | $\overline{a}$ | (59) | $\overline{\phantom{a}}$ | $\sim$ | $\overline{a}$ | $\overline{a}$ | $\overline{\phantom{a}}$ | (59) | $\sim$ | (59) | |
| Increase (decrease) through changes in ownership interests in subsidiaries that do not result in loss of control |
(115) | (1) | 32 | (83) | $\overline{2}$ | (81) | ||||||
| Balance at 30/09/2015 | 1,271 | 18 | (231) | 1.194 | 5,834 | (434) | (61) | (635) | 5,686 | 271 | 7,227 | |
| Balance at 31/12/2015 | 1,588 | 1,170 | (230) | 2,188 | 5,720 | (353) | (2) | (28) | (630) | 7,835 | 245 | 9,668 |
| Net income for the period | $\overline{\phantom{a}}$ | $\overline{a}$ | $\overline{\phantom{a}}$ | 376 | $\overline{a}$ | 376 | 28 | 405 | ||||
| Items of OCI | $\overline{\phantom{a}}$ | $\overline{\phantom{a}}$ | $\overline{\phantom{a}}$ | (86) | 11 | 10 | (497) | (562) | (2) | (564) | ||
| Comprehensive income | $\blacksquare$ | $\blacksquare$ | $\blacksquare$ | $\blacksquare$ | 376 | (86) | 11 | 10 | (497) | (185) | 26 | (160) |
| Cost of stock options | $\sim$ | $\overline{a}$ | $\overline{a}$ | $\overline{\phantom{a}}$ | $\overline{7}$ | $\overline{\phantom{a}}$ | $\overline{a}$ | $\overline{7}$ | $\overline{\phantom{a}}$ | $\overline{7}$ | ||
| Dividends | $\blacksquare$ | $\overline{\phantom{a}}$ | $\overline{a}$ | $\sim$ | (199) | $\sim$ | $\overline{a}$ | $\overline{a}$ | $\overline{\phantom{a}}$ | (199) | (9) | (208) |
| Coupons of perpetual hybrid bonds | $\blacksquare$ | $\overline{\phantom{a}}$ | $\overline{\phantom{a}}$ | $\overline{\phantom{a}}$ | (58) | $\sim$ | $\qquad \qquad -$ | $\overline{\phantom{0}}$ | $\overline{\phantom{a}}$ | (58) | $\sim$ | (58) |
| Sale (acquisition) of treasury shares | $\blacksquare$ | $\overline{\phantom{a}}$ | (54) | $\overline{\phantom{a}}$ | (11) | $\overline{\phantom{a}}$ | (65) | (65) | ||||
| Other | $\sim$ | (12) | 15 | $\sim$ | $\overline{\phantom{a}}$ | ÷, | $\overline{3}$ | 11 | 14 | |||
| Balance at 30/09/2016 | 1,588 | 1,170 | (285) | 2,188 | 5,823 | (424) | 10 | (18) | (1, 127) | 7,337 | 273 | 9,198 |
Solvay is a public limited liability company governed by Belgian law and quoted on Euronext Brussels and Euronext Paris. These consolidated interim financial statements were authorized for issue by the Board of Directors on November 7, 2016.
On March 16, 2016, Solvay and INEOS announced their intention to end their 50/50 chlorovinyls Inovyn joint venture earlier than originally foreseen, with INEOS to become the sole shareholder. Solvay and INEOS formed Inovyn in July 2015, with Solvay's exit originally planned in July 2018. On March 31, 2016, Solvay and INEOS announced they have signed the binding agreement to end their chlorovinyls Inovyn joint venture, following their intentions announced on March 16, 2016. On July 7, 2016, upon completion of the transaction, Solvay received a payment of €335 million and INEOS became Inovyn's sole shareholder. The exit of the joint venture followed regulatory clearances from the relevant authorities. In 2017, Solvay will pay a total price adjustment approximating €80 m.
On April 25, 2016 Solvay issued a formal notification for the exercise of the first call option on the € 500 m hybrid bond, maturing in 2104 after having notified the Luxembourg Stock Exchange, where the bond was listed, as well as the bondholders. This bond, which carried an annual interest rate of 6.375% in the first ten years, was classified as a long-term financial debt in the consolidated statement of financial position as of March 31, 2016, and was repaid on June 2, 2016. The financing of this repayment was secured in December 2015, together with the bonds issued to finance the Cytec acquisition.
On May 2, 2016, Solvay entered into a Share Purchase Agreement with Unipar Carbocloro for the sale of its equity interests held in Solvay Indupa. During the third quarter of 2016, the fair value less cost to sell has been updated, so to reflect the impact of the worsening of the business environment on the deal. An impairment loss in the amount of $\epsilon$ (63) m was recognized in 2016.
On May 19, 2016, Solvay and Eastman Chemical Company have signed a definitive agreement to end their cellulose acetate production joint venture Primester with Solvay acquiring Eastman's 50% stake in the U.S.-based plant and becoming its sole owner. Following the transaction, Eastman will provide the long-term supply of basic utilities and raw materials to the plant, based in Kingsport, Tennessee. Closing has occurred on lune 2, 2016.
Solvay prepares its consolidated interim financial statements on a quarterly basis, in accordance with IAS 34 Interim Financial Reporting. 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, 2015.
The consolidated interim financial statements for the nine months ended September 30, 2016 were prepared using the same accounting policies as those adopted for the preparation of the consolidated financial statements for the year ended December 31, 2015.
Following the ESMA Guidelines on Alternative Performance Measures issued on June 30, 2015 and effective as from July 3, 2016, Solvay has split the Non-recurring items into two items: (a) Results from portfolio management and reassessments, and (b) Results from legacy remediation and major litigations. The sum of those two items exactly equals what previously was labeled Non-recurring items.
Solvay is organized in operating segments. As of January 1, 2016, following the acquisition of Cytec, Solvay has re-organized its segment set-up to enhance strategic coherence and improve business alignment. Cytec's former "Aerospace Materials" and "Industrial Materials" activities are included in Advanced Materials as the GBU "Composite Materials", while its "In Process Separation" and "Additive Technologies" activities are included in Advanced Formulations, largely as the GBU "Technology Solutions". Solvay's GBU "Coatis" is transferred to Performance Chemicals and the VinyThai activities, formerly the GBU "Emerging Biochemicals", are now included in the GBU "Chlorovinyls" in Functional Polymers.
Advanced Formulations serves the consumer goods, agro and food, as well as energy markets primarily. It offers customized specialty formulations that impact surface chemistry and alter liquid behavior, to optimize efficiency and yield, while minimizing the environmental impact.
The 2015 IFRS data, presented below, reflect these changes, considering that Cytec activities did not contribute to the 2015 IFRS results. After the exclusion of Coatis the underlying EBITDA of Advanced Formulations ends up $\epsilon$ (14) m lower in the third quarter of 2015 and € (26) m lower for the first nine months of 2015 than previously published. After the inclusion of Coatis and the exclusion of Emerging Biochemicals the underlying EBITDA of Performance Chemicals ends up $\epsilon$ (2) m lower in the third quarter of 2015 and $\epsilon$ (10) m lower for the first nine months of 2015 than previously published and the underlying EBITDA of Functional Polymers ends up €16 m higher in the third quarter of 2015 and €35 m higher for the first nine months of 2015 than previously published.
| (in $\epsilon$ m) | 03 2016 | 03 2015 | 9M 2016 | 9M 2015 |
|---|---|---|---|---|
| Underlying EBITDA | 664 | 524 | 1,918 | 1,526 |
| Advanced Materials | 292 | 236 | 852 | 651 |
| Advanced Formulations | 114 | 84 | 360 | 268 |
| Performance Chemicals | 217 | 209 | 640 | 582 |
| Functional Polymers | 76 | 61 | 204 | 154 |
| Corporate & Business Services | (34) | (66) | (138) | (129) |
| Underlying depreciation, amortization & impairments | (198) | (172) | (591) | (500) |
| Underlying EBIT | 466 | 352 | 1,327 | 1,026 |
| Non-cash accounting impact from amortization & depreciation of purchase price allocation (PPA) from acquisitions [1] |
(72) | (39) | (296) | (115) |
| Other legacy costs related to changes in portfolio (e.g. retention premiums) [1] | (3) | (3) | (8) | (9) |
| Net financial charges and remeasurements of equity book value of the RusVinyl joint venture |
(2) | (34) | 7 | (39) |
| Result from portfolio management & reassessments | (20) | (57) | (162) | (100) |
| Result from legacy remediation & major litigations | (10) | (4) | (36) | (26) |
| EBIT | 360 | 215 | 832 | 737 |
| Net financial charges | (82) | (48) | (262) | (167) |
| Result before taxes | 278 | 167 | 570 | 570 |
| Income taxes | (33) | (49) | (108) | (204) |
| Result from continuing operations | 245 | 118 | 462 | 366 |
| Result from discontinued operations | (56) | (3) | (57) | 50 |
| Net income | 189 | 115 | 405 | 416 |
| Non-controlling interests | (13) | (12) | (28) | (48) |
| Net income, Solvay share | 176 | 103 | 376 | 368 |
[1] The non-cash PPA impacts can be found in the reconciliation table on pages 16-19. For O3 2016 these consist of € (72) m of amortization of intangible assets, which are adjusted for on the "Other operating gains & losses" and "Commercial & administrative costs" lines. The latter is also adjusted for the €(3) m Chemlogics retention premiums. At the end of September 2016 these consist of €(82) m recycling into profit & loss of Cytec inventory step-ups, which are adjusted for on the "Cost of goods sold" line, and
E(214) m of amortization of intangible assets, wh $adjusted for the $\epsilon(8)$ m Chernlogics retention premiums.$
On February 24, 2016 the Board of Directors of Solvay SA decided to grant two long-term incentive plans for part of its key executives:
The details of the stock options plan are as follows:
| Number of stock options accepted | 759.022 |
|---|---|
| Grant date | 24/02/2016 |
| Vesting date | 01/01/2020 |
| Vesting period | 24/02/2016 to 31/12/2019 |
| Exercise price (in $\epsilon$ ) | 75.98 |
| Exercise period | 01/01/2020 to 23/02/2024 |
The stock option plan is an equity settled share-based plan. As of September 30, 2016, the impact on the consolidated income statement and consolidated statement of financial position is $\in$ (2) m.
The details of the performance share units plan are as follows:
| Number of PSU accepted | 348.990 |
|---|---|
| Grant date | 24/02/2016 |
| Vesting date | 01/01/2019 |
| Vesting period | 24/02/2016 to 31/12/2018 |
| Performance conditions | 50% of the initial granted PSU are subject to the underlying EBITDA yoy growth % over 3 years (2016, 2017, 2018); 50% of the initial granted PSU are subject to the yoy CFROI % variation over 3 years (2016, 2017, 2018) |
| Validation of performance conditions | By the board of Directors |
The performance share units plan is a cash-settled share-based plan. As of September 30, 2016, the impact on the consolidated income statement and consolidated statement of financial position is $\in$ (8) m.
Compared to December 31, 2015, 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, 2016 is not significantly different from the ones published in Note 37 of the consolidated financial statements for the year ended December 31, 2015.
The fair value of the derivative financial instrument representing the additional, performance based payment that Solvay would receive for its exit from Inovyn amounted to € 244 m at December 31, 2015. It increased to € 335 m following on the binding agreement signed with INEOS on March 31, 2016 for an early exit. It was settled on July 7, 2016.
For other financial instruments measured at fair value in Solvay's consolidated statement of financial position, the fair value of those instruments as of September 30, 2016 is not significantly different from the ones as published in the Note 37 of the consolidated financial statements for the year ended December 31, 2015.
During the nine months ended September 30, 2016, there were neither reclassification between fair value levels, nor significant changes in the fair value of financial assets and liabilities measured based on level 3 inputs, except as mentioned above.
Jean-Pierre Clamadieu, Chief Executive Officer, and Karim Hajjar, Chief Financial Officer, of the Solvay Group, declare that to the best of their knowledge:
The consolidated interim financial information, prepared in accordance with IAS 34 Interim Financial Reporting as adopted by the European Union, reflects a faithful image of the assets and liabilities, financial situation and results of the Solvay Group;
The nine month management report contains a faithful presentation of significant events occurring during the nine first months of 2016, and their impact on the consolidated interim financial information:
The main risks and uncertainties are in accordance with the assessment disclosed in the section Risk Management in the Solvay 2015 Annual Report, taking into account the current economic and financial environment.
In the context of our appointment as the company's statutory auditor, we report to you on the consolidated interim financial information. This consolidated interim financial information comprises the consolidated statement of financial position as at 30 September 2016, the consolidated income statement, the consolidated statement of comprehensive income, the consolidated statement of changes in equity and the consolidated statement of cash flows for the period of nine months then ended, as well as selective notes1 to 6.
We have reviewed the consolidated interim financial information of Solvay SA/NV ("the company") and its subsidiaries (jointly "the group"), prepared in accordance with International Financial Reporting Standard IAS 34 - Interim Financial Reporting as adopted by the European Union.
The consolidated statement of financial position shows total assets of $\epsilon$ 23.462 m and the consolidated income statement shows a consolidated profit (group share) for the period then ended of $\epsilon$ 376 m.
The board of directors of the company is responsible for the preparation and fair presentation of the consolidated interim financial information in accordance with IAS 34 - Interim Financial Reporting as adopted by the European Union. Our responsibility is to express a conclusion on this consolidated interim financial information based on our review.
We conducted our review of the consolidated interim financial information in accordance with International Standard on Review Engagements (ISRE) 2410 - Review of interim financial information performed by the independent auditor of the entity. A review of interim financial information consists of making inquiries, primarily of persons responsible for financial and accounting matters, and applying analytical and other review procedures. A review is substantially less in scope than an audit performed in accordance with the International Standards on Auditing (ISA) and consequently does not enable us to obtain assurance that we would become aware of all significant matters that might be identified in an audit. Accordingly, we do not express an audit opinion on the consolidated interim financial information.
Based on our review, nothing has come to our attention that causes us to believe that the consolidated interim financial information of Solvay SA/NV has not been prepared, in all material respects, in accordance with IAS 34 - Interim Financial Reporting as adopted by the European Union.
Diegem, 8 November 2016
The statutory auditor
DELOITTE Bedrijfsrevisoren / Reviseurs d'Entreprises BV o.v.v.e. CVBA / SC s.f.d. SCRL Represented by Michel Denaver
Adjustments: Adjustments made to IFRS results for elements distorting comparability over time of the Group underlying performance. These adjustments consist of:
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
CFROI: Cash flow return on investment, calculated as the ratio between recurring cash flow and invested capital, where
Discontinued operations: Component of the Group which the Group has disposed of or which is classified as held for sale, and:
EBIT: Earnings before interest and taxes.
EBITDA: earnings before interest and taxes, depreciation and amortization.
Free cash flow: Cash flow from operating activities (including dividends from associates and joint ventures and excluding cash flow related to acquisitions of subsidiaries) and Cash flow from investing activities (excluding acquisitions and disposals of subsidiaries and other investments and excluding loans to associates and non-consolidated investments).
GBU: Global business unit.
Gearing ratio: Net financial debt / total equity.
IFRS: International Financial Reporting Standards.
Leverage ratio: Net financial debt / underlying EBITDA of last 12 months.
Net cost of borrowings: cost of borrowings netted with interest on lendings and short-term deposits, as well as other gains (losses) on net indebtedness
Net debt: Non-current financial debt + current financial debt - cash & cash equivalents - other financial instrument receivables.
Net financial charges: net cost of borrowings, costs of discounting provisions (namely, related to post-employment benefits and HSE liabilities) and income / loss from available-for-sale financial assets.
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 other revenues primarily comprising commodity and utility trading transactions and other revenue deemed as incidental by the Group.
Net working capital: includes inventories, trade receivables and other current receivables, netted with trade payables and other current liabilities.
OCI: Other Comprehensive Income.
pp: Unit of percentage points or 1.0%, 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.
Results from portfolio management and reassessments: It includes:
It excludes non-cash accounting impact from amortization and depreciation resulting from the purchase price allocation (PPA) from acquisitions.
Results on disposals: It includes gains/(losses) from activities presented as discontinued operations.
Revenue from non-core activities: Revenues primarily comprising commodity and utility trading transactions and other revenue deemed as incidental by the Group, considered to not correspond to Solvay's know-how and core business.
SOP: Stock Option Plan.
Tax rate: Income taxes / (Result before taxes - Earnings from associates & joint ventures - interests & realized foreign exchange results on RusVinyl joint venture). The adjustment of the denominator regarding associates and joint ventures is made as these contributions are already net of income taxes.
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.
Underlying net debt: Underlying net debt reclassifies as debt 100% of the hybrid perpetual bonds, considered as equity under IFRS.
yoy: Year on year comparison.
FKM: Fluoro-elastomer, polymer type.
HPPO: Hydrogen peroxide propylene oxide, new technology to produce propylene oxide using hydrogen peroxide.
PA: Polyamide, polymer type.
PCC: Precipitated calcium carbonate.
PVC: Polyvinyl chloride, polymer type.
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. The Company undertakes no obligation to publicly update or revise any forward-looking statements.
| January 16, 2017 | Interim dividend ex-coupon date |
|---|---|
| January 17, 2017 | Interim dividend record date |
| January 18, 2017 | Interim dividend payment date |
| February 24, 2017 | Publication of the 4 th quarter and full year 2016 results |
| May 3, 2017 | Publication of the 1 st quarter 2017 results |
| May 9, 2017 | Annual general meeting |
| August 1, 2017 | Publication of the 2 nd quarter and 1 st half year 2017 results |
| November 8, 2017 | Publication of the 3rd quarter 2017 results |
+32 2 2 64 3 6 9 4 [email protected]
+32 2 2 64 1 54 0 [email protected]
+32 2 2 64 3 6 8 7 [email protected]
+32 2 2 64 1 5 3 0 [email protected]
Rue de Ransbeek 310 1120 Brussels, Belgium
T: +32 2 264 2111 F: +32 2 264 3061
www.solvay.com
An international chemical and advanced materials company, Solvay assists its customers in innovating, developing and delivering An international chemical and advanced materials company, Solvay assists its customers in imovating, developing and delivering
high-value, sustainable products and solutions which consume less energy and reduce CO2 emissio edical processes in the cost with secure of the interpretational serves to common a generator processes of the
€12.4 bn in 2015, with 90% made from activities where it ranks among the world's top 3 players. Solvay SA (SOL Euronext in Brussels and Paris (Bloomberg: SOLB.BB - Reuters: SOLB.BR)
Dit verslag is ook in het Nederlands beschikbaar – Ce rapport est aussi disponible en français
Building tools?
Free accounts include 100 API calls/year for testing.
Have a question? We'll get back to you promptly.