Investor Presentation • Feb 13, 2020
Investor Presentation
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Raviv Zoller, President & CEO Feb 13, 2020


The information contained herein in this presentation or delivered or to be delivered to you during our presentation does not constitute an offer, expressed or implied, or a recommendation to do any transaction in Israel Chemicals Ltd. ("ICL" or "Company") securities or in any securities of its affiliates or subsidiaries.
This presentation and/or other oral or written statements made by ICL during its presentation or from time to time, may contain forward-looking statements within the meaning of the United States Private Securities Litigation Reform Act of 1995 and other applicable securities laws. Whenever words such as "believe," "expect," "anticipate," "intend," "plan," "estimate", "predict" or similar expressions are used, the Company is making forward-looking statements. Such forward-looking statements may include, but are not limited to, those that discuss strategies, goals, financial outlooks, corporate initiatives, existing or new products, existing or new markets, operating efficiencies, or other non-historical matters.
Because such statements deal with future events and are based on ICL's current expectations, they could be impacted or be subject to various risks and uncertainties, including those discussed in the "Risk Factors" section and elsewhere in our Annual Report on Form 20-F for the year ended December 31, 2018, and in subsequent filings with the Tel Aviv Securities Exchange (TASE) and/or the U.S. Securities and Exchange Commission (SEC). Therefore actual results, performance or achievements of the Company could differ materially from those described in or implied by such forward-looking statements. Although the Company believes that the expectations reflected in such forward-looking statements are based on reasonable assumptions, it can provide no assurance that expectations will be achieved. Except as otherwise required by law, ICL disclaims any intention or obligation to update or revise any forward-looking statements, which speak only as of the date hereof, whether as a result of new information, future events or circumstances or otherwise. Readers, listeners and viewers are cautioned to consider these risks and uncertainties and to not place undue reliance on such information.
Certain market and/or industry data used in this presentation were obtained from internal estimates and studies, where appropriate, as well as from market research and publicly available information. Such information may include data obtained from sources believed to be reliable, however ICL disclaims the accuracy and completeness of such information which is not guaranteed. Internal estimates and studies, which we believe to be reliable, have not been independently verified. We cannot assure that such data is accurate or complete.
Included in this presentation are certain non-GAAP financial measures, such as sales excluding divested businesses, adjusted operating income, adjusted operating income excluding divested businesses, adjusted EBITDA, adjusted EBITDA excluding divested businesses, adjusted net income, adjusted net income excluding divested businesses, adjusted EPS excluding divested businesses and free cash flow, designed to complement the financial information presented in accordance with IFRS because management believes such measures are useful to investors. These non-GAAP financial measures should be considered only as supplemental to, and not superior to, financial measures provided in accordance with IFRS. Please refer to our Q4 2019 press release for the quarter ended December 31, 2019 and the appendix to this presentation for a reconciliation of the non-GAAP financial measures included in this presentation to the most directly comparable financial measures prepared in accordance with IFRS.

(1) 2019 financial information is unaudited. Our audit is ongoing and not complete, particularly our valuation of assets and impairment testing, and accordingly the information presented herein may be subject to change as our audit is complete
(2) See reconciliation table in the Q4 2019 PR and the appendix for this presentation
| \$ millions | Q4 2019 | Q4 2018 | % change | FY 2019 | FY 2018 | % change |
|---|---|---|---|---|---|---|
| Sales | 1,106 | 1,410 | (22%) | 5,271 | 5,556 | )5%) |
| Operating income | 88 | 166 | (47%) | 756 | 1,519 | (50%) |
| Adjusted operating income(2) | 88 | 214 | (59%) | 760 | 753 | 1% |
| Adjusted EBITDA(2) | 201 | 322 | (38%) | 1,198 | 1,164 | 3% |
| Net income | 48 | 82 | (41%) | 475 | 1,240 | (62%) |
| Adjusted net income(3) | 48 | 124 | (61%) | 479 | 477 | 0% |
| EPS(3) (Presented in US \$) |
0.04 | 0.06 | (41%) | 0.37 | 0.97 | (62%) |
| Adjusted EPS(3) (Presented in US\$) |
0.04 | 0.10 | (61%) | 0.37 | 0.37 | 0% |
| Operating cash flow | 212 | 224 | )5%) | 992 | 620 | 60% |
| Free cash flow(4) | 57 | 47 | 21% | 446 | 50 | 792% |
| Dividend per share(5) (Presented in US\$) |
0.02 | 0.05 | (63%) | 0.18 | 0.18 | 0% |
Adjusted operating income, adjusted EBITDA and operating cash flow for Q4 and FY2019 include a positive impact of the new IFRS 16 accounting standard. See slides 31 and 32 in the appendix to this presentation.
(1) 2019 financial information is unaudited. Our audit is ongoing and not complete, particularly our valuation of assets and impairment testing, and accordingly the information presented herein may be subject to change as our audit is complete
(2) Adjusted operating income and adjusted EBITDA are non-GAAP financial measures. See appendix to this presentation for reconciliation tables.
(3) EPS and adjusted EPS are calculated as net income and adjusted net income, respectively, divided by weighted-average diluted number of ordinary shares outstanding. Adjusted net income is a non-GAAP measure. See appendix to this presentation for reconciliation tables.
(4) Free cash flow is a non-GAAP financial measure, and consists of cash flow from operations excluding additions to property plant and equipment. See appendix to this presentation for reconciliation tables.
(5) Dividend per share related to the corresponding periods
QUARTERLY RESULTS
ANNUAL RESULTS

✓Another strong quarter led to a record year for clear brine fluids sales
QUARTERLY RESULTS SALES SEGMENT PROFIT (1) -41% -84% SEGMENT PROFIT -8% 2018 ANNUAL RESULTS 2019 SALES(1) -8% 1,623 315 289 515 302 138 22 2018 2019 2018 2019 2018 2019 1,494
✓Magnesium anti-dumping claim settled favorably
\$ millions
QUARTERLY RESULTS
ANNUAL RESULTS

✓Q4 2019 sales increase and reduced operating loss driven by higher prices and increased sales volume to the Turf and Ornamental Horticulture markets ✓2019 results were negatively impacted by a weather-related decrease in sales volumes and unfavorable exchange rates ✓The division continued to reduce lower-margin third party product sales and to focus on high growth markets QUARTERLY RESULTS SALES SEGMENT PROFIT (1) SEGMENT PROFIT 2018 ANNUAL RESULTS 2019 SALES(1) 2018 2019 2018 2019 2018 2019 -3% 741 717 -28% 29 21 +2% 147 150 -4 -2 +50%
\$ millions
\$ millions

Adjusted operating income


% Adjusted operating income margin
% Adjusted EBITDA margin
Operating cash flow
Adjusted operating income, adjusted EBITDA and operating cash flow for 2019 include a positive impact of the new IFRS 16 accounting standard. See slides 31 and 32 in the appendix of this presentation.
(1) Adjusted operating income excluding divested businesses and adjusted EBITDA excluding divested businesses are non-GAAP financial measures. See Appendix to this presentation for reconciliation tables.


Interactive, innovative and comprehensive CSR web report

Production sites ISO CERTIFICATIONS


Higher score in the 2019 Bloomberg ESG disclosure ranking
'Platinum+' on the Ma'ala Sustainability Index

A- score for the 2019 CDP carbon report

Included in Bloomberg's Gender-Equality Index

Corporate governance score upgrade by Entropy
IFA's 2019 Industry Stewardship Champion Gold Medal






Numbers may not add due to rounding and set offs.
12 (1) 2019 financial information is unaudited. Our audit is ongoing and not complete, particularly our valuation of assets and impairment testing, and accordingly the information presented herein may be subject to change as our audit is complete

Numbers may not add due to rounding and set offs. Adjusted operating income is a non-GAAP financial measure. See Q4 2019 PR and the appendix of this presentation for a reconciliation of adjusted operating income to operating income. (1) 2019 financial information is unaudited. Our audit is ongoing and not complete, particularly our valuation of assets and impairment testing, and accordingly the information presented herein may be subject to change as our audit is complete


Average exchange rates
| Q4 2019 | NIS | EUR | Other | Total Q4 2019 |
|---|---|---|---|---|
| Sales | (1) | 10 | 1 | 10 |
| Expenses | 17 | (9) | (1) | 7 |
| Operating income | 16 | 1 | - | 17 |
| Finance expenses | (14) | (1) | (1) | (16) |
| Tax | 2 | - | - | 2 |
| Net income | 4 | - | (1) | 3 |
| FY2019 | NIS | EUR | Other | Total FY2019 |
|---|---|---|---|---|
| Sales | - | 95 | 18 | 113 |
| Expenses | 2 | (68) | (14) | (80) |
| Operating income | 2 | 27 | 4 | 33 |
| Finance expenses | (13) | 4 | (1) | (10) |
| Tax | 14 | - | - | 14 |
| Net income | 3 | 31 | 3 | 37 |

(1) Proforma for January 2020 bond offering
\$ millions
(2) Not including ~\$300 million leasing liability due to implementation of IFRS16 accounting standard



LEGAL, COMPLIANCE & ESG
MARCH LONDON 18, 2020
MARCH NEW YORK CITY 19,
2020 MARCH TEL AVIV 22, 2020









Numbers may not add due to rounding and set offs



| \$ millions | Q4 2019 | Q4 2018 |
|---|---|---|
| Liabilities(1) (2) (including ~\$300 million of LT leases in 2019) |
2,520 | 2,420 |
| Interest rate | 4.2% | 4.1% |
| Interest expenses(3) | 27 | 25 |
| Interest capitalization | (6) | (4) |
| Interest expenses, net | 21 | 20 |
| Total hedging transactions, balance sheet revaluation & other |
(2) | 44 |
| Interest & exchange rate impact on long-term liabilities of leasing and employees(3) |
6 | (5) |
| Net financial expenses | 25 | 59 |
| Adjustments to finance expenses(4) | - | 7 |
| Reported net financial expenses | 25 | 66 |
Numbers may not add due to rounding
1) Average liabilities during the given quarter
2) Q4 2019 liabilities includes \$300 million impact of IFRS 16, which are not included in the Q4 2018 debt figures
3) Q4 2019 finance expenses include a \$3 million increase in interest expenses and a \$1 million exchange rate differences due to the implementation of IFRS 16
4) Q4 2018 adjustments relate to prior periods' royalties interest

| \$ millions | Q4 19 |
Q4 18 |
FY 2019 | FY 2018 |
|---|---|---|---|---|
| tax(1) Adjusted income before |
63 | 158 | 632 | 608 |
| Normalized tax rate | 22% | 22% | 21% | 22% |
| Normalized tax expenses | 14 | 33 | 131 | 138 |
| Carryforward losses not recorded for tax purposes | 4 | 8 | 8 | 15 |
| Exchange rate impact and other items | (3) | (9) | 8 | (17) |
| Adjusted tax expenses | 15 | 32 | 147 | 136 |
| Adjusted Effective tax rate |
24% | 20% | 23% | 22% |
| Reported income before tax | 63 | 103 | 628 | 1,364 |
| Reported provision for income taxes | 15 | 19 | 147 | 129 |
Net Debt/EBITDA ratio(1)

(1) Net debt to adjusted EBITDA calculated as short term credit + long term debt & debentures – cash & cash equivalents – short term investments & deposits, divided by last twelve months adjusted EBITDA. Adjusted EBITDA is a non-GAAP measure. See reconciliation table in the Q4 2019 PR and the appendix for this presentation
| Item | Net impact Q4 2019 VS. Q4 2018 |
Comments | ||
|---|---|---|---|---|
| income(2) Adjusted operating |
\$3 million | Rent expenses decreased by \$16 million Depreciation increased by \$13 million |
||
| Adjusted EBITDA(2) | \$16 million | Rent expenses decreased by \$16 million | ||
| Property Plant & Equipment | ~\$339 million | A right-of-use asset recognized at the amount of ~\$339 million | ||
| Financial liabilities | ~\$300 million | Net debt increased by ~\$300 million due to an increase in long and short term lease liabilities |
||
| Finance expenses | \$4 million | Interest expenses increased by \$3 million Exchange rate differences of \$1 million |
||
| Adjusted net income(2) | \$1 million | Operating income up by \$3 million Finance expenses up by \$4 million |
||
| Operating cash flow | \$16 million | Shift of rent payments (included in operating cash flow) to repayment of debt (included in cash flow from financing activities): \$16 million |
(1) IFRS 16 is a new accounting standard which replaces IAS 17, leases and its related interpretations.
(2) Adjusted operating income, adjusted EBITDA and adjusted net income are non-GAAP measure. See reconciliation table in the Q4 2019 PR and the appendix for this presentation
| Item | Net impact 2019 VS 2018 |
Comments |
|---|---|---|
| income(2) Adjusted operating |
\$10 million | Rent expenses decreased by \$61 million Depreciation increased by \$51 million |
| Adjusted EBITDA(2) | \$61 million | Rent expenses decreased by \$61 million |
| Property Plant & Equipment | ~\$339 million | A right-of-use asset recognized at the amount of ~\$339 million |
| Financial liabilities | ~\$300 million | Net debt increased by ~\$300 million due to an increase in long and short term lease liabilities |
| Finance expenses | \$22 million | Interest expenses increased by \$13 million Exchange rate differences of \$9 million |
| Adjusted net income(2) | \$12 million | Operating income up by \$10 million Finance expenses up by \$22 million |
| Operating cash flow | \$53 million | Shift of rent payments (included in operating cash flow) to repayment of debt (included in cash flow from financing activities): \$61 million |
(1) IFRS 16 is a new accounting standard which replaces IAS 17, leases and its related interpretations.
(2) Adjusted operating income, adjusted EBITDA and adjusted net income are non-GAAP measure. See reconciliation table in the Q4 2019 PR and the appendix for this presentation
Starting from the first quarter of 2019, ICL's management has measured, and accordingly has presented in its reports, the results of its business divisions (operating segments) after allocation of general and administrative (G&A) expenses per each division. The purpose of the table below is to assist investors and analysts in comparing ICL's performance in prior periods to ICL's results starting in the first quarter of 2019. It should be noted that the allocation of G&A expenses with respect to comparison periods was made for convenience purposes only, and changes may occur in the allocation methodology in future periods.
| Operating Income | Q1 2017 | Q2 2017 | Q3 2017 | Q4 2017 | FY 2017 | Q1 2018 | Q2 2018 | Q3 2018 | Q4 2018 | FY 2018 | Q1 2019 | Q2 2019 | Q3 2019 | Q4 2019 | FY 2019 |
|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|
| Industrial Products (Bromine) | |||||||||||||||
| Profit before allocated G&A expenses | 77 | 76 | 77 | 73 | 303 | 78 | 94 | 95 | 83 | 350 | 108 | 105 | 99 | 72 | 384 |
| Allocated G&A expenses (income) | 11 | 17 | 14 | 14 | 56 | 12 | 13 | 12 | 13 | 50 | 11 | 12 | 11 | 12 | 46 |
| Segment profit | 66 | 59 | 63 | 59 | 247 | 66 | 81 | 83 | 70 | 300 | 97 | 93 | 88 | 60 | 338 |
| Potash | |||||||||||||||
| Profit before allocated G&A expenses | 37 | 61 | 65 | 119 | 282 | 62 | 76 | 97 | 158 | 393 | 98 | 123 | 99 | 41 | 361 |
| Allocated G&A expenses (income) | 21 | 21 | 21 | 21 | 84 | 19 | 20 | 19 | 20 | 78 | 19 | 18 | 16 | 19 | 72 |
| Segment profit | 16 | 40 | 44 | 98 | 198 | 43 | 56 | 78 | 138 | 315 | 79 | 105 | 83 | 22 | 289 |
| Phosphate Solutions | |||||||||||||||
| Profit before allocated G&A expenses | 37 | 37 | 52 | 23 | 149 | 52 | 55 | 63 | 38 | 208 | 63 | 58 | 57 | 28 | 206 |
| Allocated G&A expenses (income) | 26 | 22 | 24 | 24 | 96 | 24 | 24 | 23 | 24 | 95 | 28 | 26 | 25 | 27 | 106 |
| Segment profit | 11 | 15 | 28 | (1) | 53 | 28 | 31 | 40 | 14 | 113 | 35 | 32 | 32 | 1 100 |
|
| Innovative Ag Solutions | |||||||||||||||
| Profit before allocated G&A expenses | 20 | 19 | 9 | 8 | 56 | 25 | 23 | 7 | 2 57 |
21 | 21 | 6 | 6 54 |
||
| Allocated G&A expenses (income) | 7 | 6 | 7 | 7 | 27 | 7 | 7 | 8 | 6 28 |
8 | 9 | 8 | 8 33 |
||
| Segment profit | 13 | 13 | 2 | 1 | 29 | 18 | 16 | (1) | (4) | 29 | 13 | 12 | (2) | (2) 21 |
|
| Other & elimination | |||||||||||||||
| Profit before allocated G&A expenses | 2 | - | (4) | (3) | (5) | (2) | 4 | 2 (5) |
(1) | 14 | (12) | 2 | 5 9 |
||
| Allocated G&A expenses (income) | 1 | (1) | (6) | 4 | (2) | 8 | (2) | 1 (1) |
6 | (3) | - | 2 | (2) (3) |
||
| Segment profit | 1 | 1 | 2 | (7) | (3) | (10) | 6 | 1 (4) |
(7) | 17 | (12) | - | 7 12 |
||
| ICL | |||||||||||||||
| Total adjusted operating income before G&A expenses | 173 | 193 | 199 | 220 | 785 | 215 | 252 | 264 | 276 1,007 | 304 | 295 | 263 | 152 | 1,014 | |
| G&A expenses | 66 | 65 | 60 | 70 | 261 | 70 | 62 | 63 | 62 | 257 | 63 | 65 | 62 | 64 | 254 |
| Adjusted operating income - excl. divestments | 107 | 128 | 139 | 150 | 524 | 146 | 190 | 200 | 214 | 750 | 241 | 230 | 201 | 88 | 760 |
| Divested businesses' contribution* | 9 | 25 | 76 | 18 | 128 | 5 | (2) | - | - 3 |
- | - | - | - | - | |
| Adjusted operating income | 116 | 153 | 215 | 168 | 652 | 151 | 188 | 200 | 214 | 753 | 241 | 230 | 201 | 88 | 760 |
* Divested businesses incl. Fire Safety and P2S5. In 2018 also including Rovita Numbers may not add due to rounding
| \$ millions | Calculation of adjusted income before tax | Q4 19 | Q4 18 | FY2019 | FY2018 | ||
|---|---|---|---|---|---|---|---|
| Adjusted operating income(1) | 88 | 214 | 760 | 753 | |||
| Finance expenses | (25) | (66) | (129) | (158) | |||
| Share in earnings (losses) of equity-accounted investees and adjustments to financial expenses |
- | 10 | 1 | 13 | |||
| Adjusted income before tax |
63 | 158 | 632 | 608 | |||
| Calculation free cash flow | Q4 19 | Q4 18 | FY2019 | FY2018 | |||
| Cash flow from operations | 212 | 224 | 992 | 620 | |||
| Additions to property plant and equipment and dividends from equity-accounted investees | (155) | (177) | (2) (546) |
(570) | |||
| Free cash flow | 57 | 47 | 446 | 50 | |||
| Calculation of adjusted net income to net income | Q4 2019 | Q4 2018 | FY2019 | FY2018 | |||
| Net income attributable to the shareholders of the Company | 48 | 82 | 475 | 1,240 | |||
| Total adjustments to operating income(1) | - | 48 | 4 | (766) | |||
| Adjustments to finance expenses(1) | - | 7 | - | 10 | |||
| Total tax impact of the above operating income & finance expenses adjustments(1) | - | (13) | - | (7) | |||
| Total adjusted net income - shareholders of the Company |
48 | 124 | 479 | 477 | |||
| Weighted-average diluted number of ordinary shares outstanding | 1,281,811 | 1,283,152 | 1,280,638 | 1,279,781 | |||
| Adjusted EPS excluding divested businesses (US dollar) | 0.10 | 0.37 | 0.37 | ||||
| (1) | See detailed reconciliation table in the Q4 2019 PR |
(2) Includes \$27 million proceeds from sale of Property Plant and Equipment
Numbers may not add due to rounding
| Calculation of adjusted operating income and adjusted operating income excluding divested businesses \$ millions |
FY2019 | FY2018 | FY2017 | FY2016 |
|---|---|---|---|---|
| Operating income | 756 | 1,519 | 629 | (3) |
| Capital gain | - | (841) | (54) | 1 |
| Impairment loss (reversal) | (10) | 19 | 32 | 489 |
| Provision for early retirement and dismissal of employees | - | 7 | 20 | 39 |
| Provision for legal claims | 7 | 31 | 25 | 5 |
| Provision for prior periods waste removal and site closure costs | 7 | 18 | - | 51 |
| Total adjustments(1) | 4 | (766) | 23 | 585 |
| Adjusted operating income | 760 | 753 | 652 | 582 |
| Divested businesses' profit | - | (3) | (145) | (76) |
| Adjusted operating income excluding divested businesses | 760 | 750 | 507 | 506 |
| Calculation of adjusted EBITDA and adjusted EBITDA excluding divested businesses to net income | FY2019 | FY2018 | FY2017 | FY2016 |
| Net income attributable to the shareholders of the Company | 475 | 1,240 | 364 | (122) |
| Depreciation and Amortization | 443 | 403 | 390 | 401 |
| Financing expenses, net | 129 | 158 | 124 | 132 |
| Taxes on income | 147 | 129 | 158 | 55 |
| Adjustments(1) | 4 | (766) | 23 | 585 |
| Adjusted EBITDA | 1,198 | 1,164 | 1,059 | 1,051 |
| Contribution from divested businesses | - | (4) | (155) | (83) |
| Adjusted EBITDA excluding divested businesses | 1,198 | 1,160 | 904 | 968 |
(1) See detailed reconciliation table "Adjustments to reported operating and net income (Non-GAAP)" in the Q4 2019 PR Numbers may not add due to rounding
We disclose in this Quarterly Report non-IFRS financial measures titled sales excluding divested businesses, adjusted operating income, adjusted operating income excluding divested businesses, adjusted net income attributable to the Company's shareholders excluding divested businesses, adjusted EBITDA excluding divested businesses, adjusted EPS excluding divested businesses and free cash flow. Our management uses sales excluding divested businesses, adjusted operating income, adjusted operating income excluding divested businesses, adjusted net income attributable to the Company's shareholders excluding divested businesses and adjusted EBITDA excluding divested businesses to facilitate operating performance comparisons from period to period and present free cash flow to facilitate a review of our cash flows in periods. We calculate our sales excluding divested businesses by adjusting our sales to exclude results of the divested Fire Safety and Oil Additives business (divested in Q1 2018) and Rovita business (divested in Q3 2018). We calculate our adjusted operating income by adjusting our operating income to add certain items, as set forth above and in the reconciliation table "Adjustments to reported operating and net income". Certain of these items may recur. We calculate our adjusted net income attributable to the Company's shareholders by adjusting our adjusted operating income excluding divested businesses, net income attributable to the Company's shareholders to add certain items, as set forth above and in the reconciliation table "Adjustments to reported operating and net income (Non-GAAP)" in the accompanying press release, excluding the total tax impact of such adjustments and adjustments attributable to the non-controlling interests. We calculate our adjusted operating income excluding divested businesses by excluding the results of the divested Fire Safety and Oil Additives business (divested in Q1 2018) and Rovita business (divested in Q3 2018). We calculate our adjusted EBITDA by adding back to the net income attributable to the Company's shareholders the depreciation and amortization, financing expenses, net, taxes on income and the items presented in the reconciliation table "Adjustments to reported operating and net income" in the accompanying press release which were adjusted for in calculating the adjusted operating income excluding divested businesses and adjusted net income attributable to the Company's shareholders. Adjusted EPS excluding divested businesses is calculated as adjusted net income excluding divested businesses divided by weighted-average diluted number of ordinary shares outstanding as provided in the reconciliation table under "Calculation of Adjusted EPS". We calculate our free cash flow as our cash flows from operating activities net of our purchase of property, plant, equipment and intangible assets, and adding Proceeds from sale of property, plant and equipment and dividends from equityaccounted investees during such period as presented in the reconciliation table under "Calculation of free cash flow". You should not view sales excluding divested businesses, adjusted operating income, adjusted operating income excluding divested businesses, adjusted net income attributable to the Company's shareholders excluding divested businesses, adjusted EPS excluding divested businesses or adjusted EBITDA excluding divested businesses as a substitute for operating income or net income attributable to the Company's shareholders determined in accordance with IFRS, adjusted EPS excluding divested businesses as a substitute for EPS or free cash flow as a substitute for sales, cash flows from operating activities and cash flows used in investing activities, and you should note that our definitions of adjusted operating income, adjusted net income attributable to the Company's shareholders, adjusted EBITDA excluding divested businesses and free cash flow may differ from those used by other companies. However, we believe sales excluding divested businesses, adjusted operating income, adjusted operating income excluding divested businesses, adjusted net income attributable to the Company's shareholders excluding divested businesses, adjusted EBITDA excluding divested businesses, adjusted EPS excluding divested businesses and free cash flow provide useful information to both management and investors by excluding certain expenses that management believes are not indicative of our ongoing operations , in particular the divested Fire Safety and Oil Additives business (divested in Q1 2018) and the Rovita business (divested in July 2018), as we no longer own these businesses. In particular for free cash flow, we adjust our Capex to include any Proceeds from sale of property, plant and equipment because we believe such amounts offset the impact of our purchase of property, plant, equipment and intangible assets. We further adjust free cash flow to add Dividends from equity-accounted investees because receipt of such dividends affects our residual cash flow. Free cash flow does not reflect adjustment for additional items that may impact our residual cash flow for discretionary expenditures, such as adjustments for charges relating to acquisitions, servicing debt obligations, changes in our deposit account balances that relate to our investing activities and other non-discretionary expenditures. Our management uses these non-IFRS measures to evaluate the Company's business strategies and management's performance. We believe that these non-IFRS measures provide useful information to investors because they improve the comparability of the financial results between periods and provide for greater transparency of key measures used to evaluate our performance.
We present a discussion in the period-to-period comparisons of the primary drivers of changes in the company's results of operations. This discussion is based in part on management's best estimates of the impact of the main trends in its businesses. We have based the following discussion on our financial statements. You should read the following discussion together with our financial statements.



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