https://www.avient.com/sites/default/files/2020-03/PolyOne_Website-12.19.pdf
Factors that could cause actual results to differ materially from those implied by these forward-looking statements include, but are not limited to: • The time required to consummate the proposed acquisitions described in this presentation; • The satisfaction or waiver of conditions in the purchase agreements for the proposed acquisitions; • Any material adverse changes in the business of Clariant’s Color and Additive Masterbatch business; • The ability to obtain required regulatory or other third-party approvals and consents and otherwise consummate the proposed acquisitions; • Our ability to achieve the strategic and other objectives relating to the proposed acquisitions, including any expected synergies; • Our ability to successfully integrate Clariant’s Color and Additive Masterbatch business and achieve the expected results of the acquisitions, including, without limitation, the acquisitions being accretive; • Disruptions, uncertainty or volatility in the credit markets that could adversely impact the availability of credit already arranged and the availability and cost of credit in the future; • The effect on foreign operations of currency fluctuations, tariffs and other political, economic and regulatory risks; • Changes in polymer consumption growth rates and laws and regulations regarding plastics in jurisdictions where we conduct business; • Changes in global industry capacity or in the rate at which anticipated changes in industry capacity come online; • Fluctuations in raw material prices, quality and supply, and in energy prices and supply; • Production outages or material costs associated with scheduled or unscheduled maintenance programs; • Unanticipated developments that could occur with respect to contingencies such as litigation and environmental matters; • An inability to raise or sustain prices for products or services; • An ability to achieve or delays in achieving or achievement of less than the anticipated financial benefit from initiatives related to acquisition and integration, working capital reductions, costs reductions and employee productivity goals; • Information systems failures and cyberattacks; and • Other factors affecting our business beyond our control, including, without limitation, changes in the general economy, changes in interest rates and changes in the rate of inflation. S A F E T Y F I R S T PolyOne Corporation 7 Injuries per 100 Workers Spartech Acquisition 1.3 1.1 1.1 0.85 0.65 0.57 0.54 0.97 0.84 0.74 0.74 0.69 0.51 2006 2007 2008 2009 2010 2011 2012 2013 2014 2015 2016 2017 2018 G R E A T P L A C E T O W O R K PolyOne Corporation 8 * Pro Forma for sale of DSS Operating Income % of Sales 2006 Q3 YTD 2019 Color, Additives & Inks 1.7% 15.5% Specialty Engineered Materials 1.1% 11.8% Distribution 2.6% 6.3% 2009 2010 2011 2012 2013 2014 2015 2016* 2017* 2018 $2.43 P R O O F O F P E R F O R M A N C E C O N S E C U T I V E Y E A R S PolyOne Corporation 9 1 0 $0.13 $0.68 $0.82 $1.00 $1.31 $1.80 $1.96 $2.06 $2.21 A D J U S T E D E P S E X P A N S I O N 2018 2019E $1.65 $1.51 Pro Forma for sale of PP&S T R A N S F O R M A T I O N H E A D L I N E S PolyOne Corporation 10 C O M M O D I T Y T O S P E C I A L T Y T R A N S F O R M A T I O N PolyOne Corporation 11 • Volume driven, commodity production • Heavily tied to cyclical end markets • Performance largely dependent on non- controlling joint ventures • Shift to value-based selling & an innovative culture • New leadership team appointed • Implementation of four pillar strategy • Investment in commercial training and innovation • Faster growing, high margin focus • Accelerated growth with world class vitality index • Significant commercial resource additions • Expanded margins with specialty focus • Acquired strategic, bolt-on companies to expand technology offerings and improve geographic breadth Volume Value Transformation The Future 2006 - 2013 2013 – 20192000-2005 2006 - 2013 • Landmark portfolio transformation creates specialty growth company • Sustainability / mega- trends drive above market growth 2020 and Beyond F I T W I T H F O U R P I L L A R S T R A T E G Y PolyOne Corporation 12 Specialization • Innovation-led organization with heavy emphasis on R&D • World-class expertise in color formulation • Strong presence in specialty end markets including Consumer, Packaging and Healthcare Globalization • Diverse geographic portfolio with an established presence in every major region • Expands PolyOne’s ability to serve customers in key growth areas including India, China and Southeast Asia Operational Excellence • Extensive manufacturing footprint with 46 facilities • Organizational focus on optimizing supply chain to better serve customers • Color design expertise Commercial Excellence • Value-focused salesforce with vast experience marketing and commercializing specialty technologies • Diverse customer portfolio with established OEM’s People Experienced and talented associates with a winning mentality L E V E R A G I N G G L O B A L M E G A T R E N D S 13 Facilitate alternative energy solutions Light- weighting Reduce packaging materials Improve recyclability Reduce spread of infection T R A N S P O R T A T I O N P A C K A G I N G H E A L T H C A R EC O N S U M E R PolyOne Corporation E N D M A R K E T T R A N S F O R M A T I O N PolyOne Corporation 14 Building & Construction 5% 2006 2019E PF* 4% 12% 10% 18% 8% 20% 2006 2019E PF* Healthcare Consumer Packaging 50% 22% High Growth End Markets Percentage of Total Revenue 38% * 2019E Pro Forma for PP&S Divestiture and Clariant Color & Additive Masterbatch business E N D M A R K E T T R A N S F O R M A T I O N PolyOne Corporation 15 Packaging 8% Building & Construction 38% Wire & Cable 11% Industrial 10% Electrical & Electronic 7% 2006 2019E PF* Healthcare 4% Transportation 12% Consumer 18% Building & Construction 5% Wire & Cable 6% Industrial 12% Electrical & Electronic 5% Appliance 3% Textiles 6% Transportation 13% Healthcare 12% Packaging 20% Consumer 10% * 2019E Pro Forma for PP&S Divestiture and Clariant Color & Additive Masterbatch business C O M P L E M E N T A R Y G E O G R A P H I C P R E S E N C E PolyOne Corporation 16 United States 38% Europe 33% Asia 19% Canada 4% Latin America 6% United States 22% Europe 40% Asia & Middle East 31% Canada 1% Latin America 6% Color & Engineered Materials Clariant Color & Additive Masterbatch Business Net Sales by Geographic Region United States 31% Europe 36% Asia & Middle East 24% Canada 3% Latin America 6% Pro Forma Color & Engineered Materials 531 710 1,042 130 164 208 504 663 880 2014 2018 2019E PF* R&D / Technical Marketing Sales PolyOne Corporation 17 + 34% + 26% + 32% E X P A N S I O N O F C O M M E R C I A L R E S O U R C E S D R I V I N G G R O W T H $2.9 $2.9 $3.5 2015 2016 2017 2018 2019E PF Total + 9% Organic + 5% Revenue in Billions Total + 10% Organic + 7%+ 47% + 27% + 33% $4.0 $3.2 2019E PF* * 2019E Pro Forma for PP&S Divestiture and Clariant Color & Additive Masterbatch business P R I O R A C Q U I S I T I O N S : P R O O F O F P E R F O R M A N C E PolyOne Corporation 18 Commercial Resources Operating Income ($ in millions) Operating Margins 243 340 At Acquisition 2018 $36 $96 At Acquisition 2018 11% 20% At Acquisition 2018 Established Acquisitions (> 7 years) + 40% + 165% + 900 bps U N I F I E D F O C U S O N S U S T A I N A B I L I T Y PolyOne Corporation 19 2006 - 2013 2013 – 2019 PEOPLE PRODUCTS PLANET PERFORMANCE PolyOne Clariant Color & Additive Masterbatch Business • Building mini-recycling plants to facilitate customer projects on design for recycling - CycleWorks • Uses packaging additives & colorants to improve recyclability and enhance automated sorting • Manufactures oxygen scavengers to extend shelf-life of perishable items and reduce material requirements • Combines UV-blocking additive colorants & other barriers to prevent spoilage and waste • Offers spin-dyeing solutions that use significantly less water than traditional methods, allowing for sustainable coloration of textiles • Produces infrared absorbing additives that reduce energy requirements for bottle manufacturing ($ in millions) PolyOne (Continuing Operations) Clariant Color & Additive Masterbatch Business Synergies New PolyOne 2019E Total Sales $2,860 $1,150 $4,010 2019E Adjusted EBITDA $310 $130 $60 $500 % Margin 10.8% 11.3% 12.5% 2019E CapEx $60 $85 % Sales 2.1% 2.1% 2019E Free Cash Flow $170 $250 2019E Adjusted EPS $1.65 $2.22 2019E PF Adjusted EPS $1.65 $2.50 P O L Y O N E + C L A R I A N T C O L O R & A D D I T I V E M A S T E R B A T C H B U S I N E S S PolyOne Corporation 20 (1) Excludes step-up of depreciation & amortization related to purchase accounting of transaction (1) $0.85/share O V E R 8 5 % O F A D J U S T E D E B I T D A F R O M S P E C I A L T Y PolyOne Corporation 21 46% 66% 0% 20% 40% 60% 80% 100% 2005 2010 2015 2019E PF % o f A d ju s t e d E B IT D A * JV's Performance Products & Solutions Distribution Specialty 7% 87% * Adjusted EBITDA is EBITDA excluding corporate costs and special items ** 2019E Pro Forma for PP&S Divestiture and Clariant Color & Additive Masterbatch business acquisition with synergies Specialty EBITDA $14M $117M $273M $500M ** PolyOne Corporation 22 T R A N S A C T I O N O V E R V I E W • Expected mid-2020, subject to regulatory approvals and customary closing conditions Closing Conditions / Timing • Committed financing in place • Permanent financing to be combination of available cash on-hand, new debt and equity component to limit leverage • Equity issuance of $400 to $500MM • Target net leverage below 3.5x, 3.1x synergized, with intention to de-lever below 3.0x within 2 years PolyOne Corporation 23 • $1.45 B net purchase price • Represents 11.1x adjusted EBITDA (excluding synergies), 7.6x adjusted EBITDA (including synergies) • Pre-tax synergies of $60MM expected to be fully realized by the end of 2023 • Synergies realized from sourcing, operational, technology / commercial, and general administrative Transaction Value Synergies Financing Estimated Synergy Breakdown $60MM • Expect EBITDA synergies of $60MM – Proven integration expertise with a decade of acquisition experience – Administrative synergies reflect reduction of duplicative internal and third-party costs • Run rate synergies of $20MM by the end of Year 1 with $60MM achieved by the end of Year 3 • Significant additional opportunity for geographical expansion – Clariant Color & Additive Masterbatch business has complementary regional presence in key growth areas including India & Southeast Asia • Opportunity to accelerate growth with a combined portfolio of innovative solutions aligned with sustainability megatrends Sourcing 40% Operational 30% Administrative 30% PolyOne Corporation 24 S I G N I F I C A N T S Y N E R G Y O P P O R T U N I T I E S C A P I T A L S T R U C T U R E / L E V E R A G E PolyOne Corporation 25 At Close Year 1 Year 2 3.2x 3.5x 3.1x 2.6x Pro Forma with Synergies 2019E PF Two year leverage goal (1) Pro Forma Capitalization is for illustrative purposes only; amounts may vary depending on various market and other factors. Sources Cash from Balance Sheet $465 New Senior Unsecured Notes 650 New Equity 450 Total Sources $1,565 Uses Clariant Masterbatch $1,500 Clariant India Masterbatch 60 Less: Lease Adjustment (113) Net Purchase Price $1,447 Net Cash Acquired 57 Fees, Expenses & OID 61 Total Uses $1,565 ($ Millions) Cash and Cash Equivalents $370 $450M Senior Secured ABL Revolver - Senior Secured Term Loan B due 2026 624 Other Debt 25 Total Senior Secured Debt $649 5.25% Senior Unsecured Notes due 2023 $600 New Senior Unsecured Notes 650 Total Senior Debt $1,899 Net Debt $1,529 New Equity $450 Pro Forma Capitalization (1) PF 12/31/2019 $450 $600 $624 $743 2019 2020 2021 2022 2023 2024 2025 2026 A T T R A C T I V E F I N A N C I N G S T R U C T U R E Attractive Debt Maturity Profile Existing Revolver Existing Senior Notes Existing Term Loan B New Debt Financing Financing Summary Terms on New Debt $465 million of cash from the balance sheet expected to fund a portion of the purchase price Bridge financing for remainder fully committed from Citi, Morgan Stanley and Wells Fargo Permanent financing expected to include a combination of long-term debt and new equity The timing of the permanent financing is subject to a number of factors, including, but not limited to, market conditions PolyOne is committed to preserving a strong balance sheet – Target net leverage at close below 3.5x, excluding synergies Pro forma capital structure positions PolyOne with flexibility to pursue continued growth strategy New financing expected to have same or better covenant package than existing capital structure Capital structure would be “covenant lite” Capital Policy Transaction in line with PolyOne’s disciplined capital allocation policy Existing PolyOne dividend policy to be maintained Focus on deleveraging in the near term 2028+ PolyOne Corporation 26 PolyOne Corporation 27 T H E N E W P O L Y O N E : A S P E C I A L T Y G R O W T H C O M P A N Y Landmark portfolio transformation: > 85% of Adjusted EBITDA from specialty solutions World-class innovation, technology and service are differentiators Sustainability initiatives and alignment with megatrends drive above market growth in key end markets and applications: Capital management is a strength - proven track record of expanding ROIC while increasing invested capital Transaction expected to add $0.85 to pro forma adjusted EPS PolyOne Corporation 28 PolyOne Corporation 29
https://www.avient.com/news/avient-add-further-capacity-medical-grade-mevopur-materials-asia-pacific
This allows our customers the choice of a masterbatch concentrate or pre-colored material that best fits their production process, yet still offers the benefits of our ‘Controlled, Consistent, Compliant’ customized solutions.” NOTE: On 2020年7月1日, PolyOne and Clariant Masterbatches joined together as Avient, a new kind of materials company focused on conquering customer challenges and unlocking the potential for innovation and sustainability around the globe.