Ecovyst (ECVT)
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Ecovyst (ECVT) - 2022 Q2 - Earnings Call Transcript
2022-07-30 04:10
Financial Data and Key Metrics Changes - Total sales for Q2 2022 were $261 million, up 45% year-over-year, with adjusted EBITDA of $73 million, reflecting a 38% increase compared to the previous year [24][25][36] - Adjusted EBITDA margin decreased by 140 basis points to 28%, primarily due to the pass-through of higher sulfur costs [25][27] - The leverage ratio improved to 2.8 times, with expectations to reach the mid-two times by year-end [12][31] Business Line Data and Key Metrics Changes - Ecoservices sales reached $193 million, a 60% increase year-over-year, with adjusted EBITDA rising 48% to $60 million [28] - Catalyst Technologies saw adjusted EBITDA of $21 million, up 3.5% year-over-year, driven by increased sales volume despite unfavorable product mix and higher production costs [30] Market Data and Key Metrics Changes - High refinery utilization rates supported strong demand for alkylate production, benefiting the Ecoservices segment [13][14] - The demand for virgin sulfuric acid remains robust, driven by industrial applications and the mining sector, particularly for copper and lithium [15][66] Company Strategy and Development Direction - The company is focused on sustainable technologies, with approximately two-thirds to three-fourths of sales associated with sustainable products and services [22] - The capital allocation strategy includes share repurchases and potential bolt-on acquisitions to enhance growth and shareholder value [33][75] Management Comments on Operating Environment and Future Outlook - Management expressed confidence in the near-term outlook, citing strong demand trends and the ability to mitigate inflationary pressures through contractual mechanisms [10][38] - The company anticipates continued growth in both Ecoservices and Catalyst Technologies, despite potential delays in catalyst change-outs [35][52] Other Important Information - The company repurchased nearly $9 million worth of common stock during the quarter, reflecting a commitment to returning capital to shareholders [12][33] - The full-year guidance for sales was raised by $20 million, now expected to be between $830 million and $850 million [36][70] Q&A Session Summary Question: Share repurchases for the balance of the year - Management indicated that share repurchases will be opportunistic, with no specific timing but a focus on driving investor returns [42][43] Question: Capital allocation and M&A opportunities - There remains a strong pipeline of bolt-on acquisition opportunities, particularly in Ecoservices and Catalyst Technologies [44][45] Question: Catalyst Technologies delays and future outlook - Delays in catalyst change-outs are expected to result in a stronger 2023, as high refinery utilization continues [47][49] Question: Resilience in a potential recession - The company believes its businesses will remain resilient due to strong demand in the Regeneration and virgin sulfuric acid segments [50][52] Question: Free cash flow guidance - Free cash flow guidance remains unchanged, with strong cash generation expected despite potential delays in dividends from the Zeolyst joint venture [54][70] Question: Sales opportunities and customer additions - The company is confident in its ability to innovate and add new customers, supported by strong market demand [80][81]
Ecovyst (ECVT) - 2022 Q1 - Quarterly Report
2022-05-02 16:00
PART I FINANCIAL INFORMATION [Financial Statements (Unaudited)](index=4&type=section&id=Item%201.%20Financial%20Statements%20%28Unaudited%29) Ecovyst Inc.'s unaudited condensed consolidated financial statements for Q1 2022 reflect a significant turnaround to net income, driven by increased sales and gross profit [Condensed Consolidated Statements of Income](index=4&type=section&id=Condensed%20Consolidated%20Statements%20of%20Income) Ecovyst reported **$7.9 million** net income from continuing operations in Q1 2022, a significant improvement from a **$2.7 million** net loss in Q1 2021, driven by increased sales and gross profit Condensed Consolidated Statements of Income (in thousands, except per share data) | Metric | Three months ended March 31, 2022 | Three months ended March 31, 2021 | | :--- | :--- | :--- | | **Sales** | $179,714 | $126,624 | | **Gross Profit** | $47,735 | $30,119 | | **Operating Income** | $16,436 | $2,482 | | **Net Income (Loss) from Continuing Operations** | $7,875 | $(2,748) | | **Net Income (Loss) Attributable to Ecovyst Inc.** | $7,875 | $(92,635) | | **Diluted Income (Loss) per Share - Continuing Operations** | $0.06 | $(0.02) | | **Diluted Income (Loss) per Share** | $0.06 | $(0.68) | [Condensed Consolidated Balance Sheets](index=6&type=section&id=Condensed%20Consolidated%20Balance%20Sheets) As of March 31, 2022, total assets were **$1.935 billion**, total liabilities decreased to **$1.170 billion**, and total equity increased to **$765.6 million** Condensed Consolidated Balance Sheet Highlights (in thousands) | Account | March 31, 2022 | December 31, 2021 | | :--- | :--- | :--- | | **Total Current Assets** | $302,298 | $291,669 | | **Total Assets** | $1,935,248 | $1,931,219 | | **Total Current Liabilities** | $113,074 | $145,081 | | **Total Liabilities** | $1,169,617 | $1,190,482 | | **Total Equity** | $765,631 | $740,737 | [Condensed Consolidated Statements of Cash Flows](index=8&type=section&id=Condensed%20Consolidated%20Statements%20of%20Cash%20Flows) Net cash provided by operating activities was **$6.4 million** in Q1 2022, a decrease from **$17.4 million** in Q1 2021, while investing activities used **$14.4 million** Cash Flow Summary (in thousands) | Cash Flow Activity | Three months ended March 31, 2022 | Three months ended March 31, 2021 | | :--- | :--- | :--- | | **Net cash provided by operating activities** | $6,423 | $17,423 | | **Net cash used in investing activities** | $(14,413) | $(76,569) | | **Net cash used in financing activities** | $(2,555) | $(1,978) | | **Net change in cash, cash equivalents and restricted cash** | $(11,141) | $(63,832) | [Notes to Condensed Consolidated Financial Statements](index=9&type=section&id=Notes%20to%20Condensed%20Consolidated%20Financial%20Statements) Detailed notes explain Ecovyst's business structure, divestitures, disaggregated revenue, a new stock repurchase program, and segment performance metrics - The company operates through two main businesses: Ecoservices (sulfuric acid recycling and virgin sulfuric acid) and Catalyst Technologies (silica catalysts and supports, plus a 50% joint venture in zeolites)[26](index=26&type=chunk) - The sale of the Performance Chemicals business was completed on August 1, 2021. In Q1 2022, the company made a final adjustment payment of **$3.7 million** to the buyer[32](index=32&type=chunk) Disaggregated Sales by End Use (in thousands) | End Use | Q1 2022 | Q1 2021 | | :--- | :--- | :--- | | Industrial & process chemicals | $32,854 | $16,947 | | Fuels & emission control | $71,658 | $55,192 | | Packaging & engineered plastics | $50,133 | $37,024 | | Natural resources | $25,069 | $17,461 | | **Total segment sales** | **$179,714** | **$126,624** | - On April 27, 2022, the Board approved a new stock repurchase program to purchase up to **$450 million** of common stock over four years[57](index=57&type=chunk)[113](index=113&type=chunk) Segment Performance (in thousands) | Metric | Segment | Q1 2022 | Q1 2021 | | :--- | :--- | :--- | :--- | | **Sales** | Ecoservices | $154,060 | $100,222 | | | Catalyst Technologies | $25,654 | $26,402 | | **Adjusted EBITDA** | Ecoservices | $49,341 | $33,002 | | | Catalyst Technologies | $16,975 | $18,469 | [Management's Discussion and Analysis of Financial Condition and Results of Operations](index=30&type=section&id=Item%202.%20Management%27s%20Discussion%20and%20Analysis%20of%20Financial%20Condition%20and%20Results%20of%20Operations) Management discusses Q1 2022 financial results, highlighting significant sales and gross profit growth driven by Ecoservices, sufficient liquidity, and a new stock repurchase program [Results of Operations](index=34&type=section&id=Results%20of%20Operations) Q1 2022 sales increased by **$53.1 million** to **$179.7 million**, primarily driven by Ecoservices' growth, while gross profit and operating income also significantly improved Financial Performance Summary (in millions) | Metric | Q1 2022 | Q1 2021 | Change ($) | Change (%) | | :--- | :--- | :--- | :--- | :--- | | **Sales** | $179.7 | $126.6 | $53.1 | 41.9% | | **Gross Profit** | $47.7 | $30.1 | $17.6 | 58.5% | | **Operating Income** | $16.5 | $2.5 | $14.0 | 560.0% | | **Net Income (loss) from continuing ops** | $7.9 | $(2.7) | $10.6 | (392.6)% | - Ecoservices sales increased by **$53.8 million (53.7%)** due to higher average selling prices (**$37.3 million**) and increased sales volumes (**$16.5 million**), including the pass-through of **$21.3 million** in higher sulfur costs[137](index=137&type=chunk) - Catalyst Technologies sales decreased by **$0.7 million (2.7%)** due to delayed shipments and timing of custom catalyst sales, partially offset by higher polyethylene catalyst sales[137](index=137&type=chunk) Adjusted EBITDA by Segment (in millions) | Segment | Q1 2022 | Q1 2021 | Change ($) | Change (%) | | :--- | :--- | :--- | :--- | :--- | | Ecoservices | $49.3 | $33.0 | $16.3 | 49.4% | | Catalyst Technologies | $17.0 | $18.5 | $(1.5) | (8.1)% | | **Total Adjusted EBITDA** | **$59.2** | **$42.3** | **$16.9** | **40.0%** | [Financial Condition, Liquidity and Capital Resources](index=40&type=section&id=Financial%20Condition%2C%20Liquidity%20and%20Capital%20Resources) As of March 31, 2022, total available liquidity was **$206.5 million**, with total debt at **$893.2 million**, deemed sufficient for the next 12 months - As of March 31, 2022, the company had total available liquidity of **$206.5 million**, with no borrowings under its revolving credit facility[158](index=158&type=chunk) Cash Flow Summary - Continuing Operations (in millions) | Activity | Q1 2022 | Q1 2021 | | :--- | :--- | :--- | | Net cash provided by operating activities | $6.4 | $16.5 | | Net cash used in investing activities | $(14.4) | $(54.6) | | Net cash used in financing activities | $(2.6) | $(1.5) | - Total debt was **$893.2 million** as of March 31, 2022. Net debt was **$763.5 million**, including cash of **$129.7 million**[165](index=165&type=chunk) Capital Expenditures (in millions) | Type | Q1 2022 | Q1 2021 | | :--- | :--- | :--- | | Maintenance | $7.0 | $9.2 | | Growth | $2.1 | $2.6 | | **Total** | **$9.1** | **$11.8** | [Quantitative and Qualitative Disclosures About Market Risk](index=43&type=section&id=Item%203.%20Quantitative%20and%20Qualitative%20Disclosures%20About%20Market%20Risk) No material changes occurred in the company's market risk exposures, including foreign currency, interest rate, commodity, and credit risks, since the last Annual Report on Form 10-K - There have been no material changes in foreign exchange risk, interest rate risk, commodity risk, or credit risk from the company's most recent Annual Report on Form 10-K[171](index=171&type=chunk) [Controls and Procedures](index=43&type=section&id=Item%204.%20Controls%20and%20Procedures) Management concluded that disclosure controls and procedures were effective as of March 31, 2022, with no material changes to internal control over financial reporting - Management concluded that as of March 31, 2022, the company's disclosure controls and procedures were effective at a reasonable assurance level[172](index=172&type=chunk) - No changes in internal control over financial reporting occurred during the quarter ended March 31, 2022, that materially affected, or are reasonably likely to materially affect, internal controls[173](index=173&type=chunk) PART II OTHER INFORMATION [Legal Proceedings](index=44&type=section&id=Item%201.%20Legal%20Proceedings) The company is subject to various legal claims but believes no pending litigation will have a material adverse effect on its business - The company is not aware of any pending litigation that is likely to have a material adverse effect on its business[175](index=175&type=chunk) [Risk Factors](index=44&type=section&id=Item%201A.%20Risk%20Factors) This section updates risk factors, highlighting international operations compliance risks with anti-corruption laws, economic sanctions, and the impact of the Russia-Ukraine conflict - The company's international operations are subject to U.S. and foreign anti-corruption laws (e.g., FCPA), economic sanctions, and export controls, and failure to comply could result in significant liabilities[176](index=176&type=chunk) - The invasion of Ukraine by Russia and the resulting sanctions could disrupt or adversely impact the company's business, supply chain, partners, or customers[176](index=176&type=chunk) [Exhibits](index=46&type=section&id=Item%206.%20Exhibits) This section lists exhibits filed with the 10-Q, including a General Release, CEO/CFO certifications, and financial data in Inline XBRL format - The report includes CEO and CFO certifications under Sections 302 and 906 of the Sarbanes-Oxley Act[181](index=181&type=chunk) - Financial statements and notes are provided in Inline XBRL format as part of the exhibits[181](index=181&type=chunk) [Signatures](index=47&type=section&id=SIGNATURES) The report was signed and authorized by Michael Feehan, Vice President and Chief Financial Officer, on May 3, 2022 - The Form 10-Q was signed and authorized by Michael Feehan, Vice President and Chief Financial Officer, on May 3, 2022[186](index=186&type=chunk)
Ecovyst (ECVT) - 2022 Q1 - Earnings Call Transcript
2022-04-30 20:13
Ecovyst Inc. (NYSE:ECVT) Q1 2022 Results Conference Call April 28, 2022 5:00 PM ET Company Participants Mike Feehan - Chief Financial Officer Kurt Bitting - Chief Executive Officer Tom Schneberger - President Conference Call Participants John McNulty - BMO Capital Markets Aleksey Yefremov - KeyBanc David Begleiter - Deutsche Bank Angel Castillo - Morgan Stanley David Silver - CL King Hamed Khorsand - BWS Financial Kevin Grundy - Jefferies Operator Good morning. My name is Catherine, and I will be your confe ...
Ecovyst (ECVT) - 2021 Q4 - Annual Report
2022-02-28 16:00
Part I [Business Overview](index=5&type=section&id=Item%201.%20Business) Ecovyst Inc. is a global provider of specialty catalysts and services, strategically divesting non-core businesses to focus on environmental sustainability products and maintain market leadership. - On August 1, 2021, the company changed its name from "PQ Group Holdings Inc." to "Ecovyst Inc." and its NYSE ticker symbol from "PQG" to "ECVT"[15](index=15&type=chunk) - Completed the sale of the Performance Chemicals business for **$1.1 billion** on August 1, 2021, and the Performance Materials business for **$650 million** on December 14, 2020, with proceeds used for debt repayment and a special cash dividend[15](index=15&type=chunk) 2021 Sales Breakdown (Including 50% of Zeolyst JV Sales) | Category | Breakdown | | :--- | :--- | | **By End Use** | | | Fuels & Emissions Controls | 46% | | Packaging & Engineered Plastics | 31% | | Industrial & Process Chemicals | 12% | | Natural Resources | 11% | | **By Geography** | | | North America | 84% | | Europe | 8% | | Asia | 5% | | Rest of World | 3% | | **By Customer** | | | Top 20 Customers | 58% | | Other Customers | 42% | 2021 Segment Financial Summary (in millions) | Segment | Sales (Millions) | % of Total Sales | Adjusted EBITDA (Millions) | % of Total Adjusted EBITDA | | :--- | :--- | :--- | :--- | :--- | | Ecoservices | $500.5 | 67.4% | $177.7 | 66.9% | | Catalyst Technologies | $110.7 | 14.9% | $88.0 | 33.1% | | Zeolite Catalyst (JV) | $131.3 | 17.7% | N/A | N/A | | **Total** | **$742.5** | **100.0%** | **$265.7** | **100.0%** | - The company holds a **1 or 2 supply share position** for products that generated over **90%** of its 2021 sales[17](index=17&type=chunk)[33](index=33&type=chunk) - As of December 31, 2021, the company had **883 employees** worldwide, with **766** in the United States, and approximately **35%** of employees were represented by a union or similar body[78](index=78&type=chunk)[163](index=163&type=chunk) [Risk Factors](index=23&type=section&id=Item%201A.%20Risk%20Factors) The company faces significant operational, financial, and strategic risks, including substantial indebtedness, customer concentration, and shareholder influence. - Business Operations Risks: The company is exposed to global economic conditions, currency fluctuations (primarily Euro and British pound), and anti-corruption laws like the FCPA due to its international operations[91](index=91&type=chunk)[94](index=94&type=chunk)[95](index=95&type=chunk) - Customer Concentration Risk: For the year ended December 31, 2021, the top ten customers represented approximately **41% of sales**, with a single customer accounting for **11% ($78.5 million)** across both the Ecoservices and Catalyst Technologies segments[105](index=105&type=chunk) - Environmental and Regulatory Risks: The business is subject to extensive environmental, health, and safety regulations (e.g., Clean Air Act, CERCLA) and potential costs related to climate change regulations and GHG emissions[113](index=113&type=chunk)[117](index=117&type=chunk) - Indebtedness Risk: As of December 31, 2021, the company had substantial indebtedness totaling approximately **$895.5 million**, which could affect financial condition and flexibility[142](index=142&type=chunk) - Common Stock and Ownership Risk: As of December 31, 2021, affiliates of CCMP and INEOS beneficially owned approximately **34%** and **18%** of outstanding common stock, respectively, giving them significant influence over key corporate decisions[147](index=147&type=chunk) [Unresolved Staff Comments](index=43&type=section&id=Item%201B.%20Unresolved%20Staff%20Comments) The company reports no unresolved staff comments from the SEC. - None[168](index=168&type=chunk) [Properties](index=43&type=section&id=Item%202.%20Properties) Ecovyst's corporate headquarters are in Malvern, Pennsylvania, operating 10 manufacturing facilities across 2 countries, primarily serving the Ecoservices segment. Principal Manufacturing Facilities (as of Dec 31, 2021) | Location | Segment | | :--- | :--- | | Baton Rouge, LA, USA | Ecoservices | | Baytown, TX, USA | Ecoservices | | Dominguez, CA, USA | Ecoservices | | Delfzijl, The Netherlands | Catalyst Technologies | | Hammond, IN, USA | Ecoservices | | Houston, TX, USA | Ecoservices | | Kansas City, KS, USA | Catalyst Technologies | | Martinez, CA, USA | Ecoservices | | Orange, TX, USA | Ecoservices | | Portland, OR, USA | Ecoservices | [Legal Proceedings](index=44&type=section&id=Item%203.%20Legal%20Proceedings) The company is subject to various legal claims incidental to its business but currently believes no pending litigation will have a material adverse effect. - The company states that it does not believe any currently pending litigation is likely to have a material adverse effect on its business[173](index=173&type=chunk) [Mine Safety Disclosures](index=44&type=section&id=Item%204.%20Mine%20Safety%20Disclosures) This item is not applicable to the company. - Not applicable[174](index=174&type=chunk) Part II [Market for Registrant's Common Equity, Related Stockholder Matters and Issuer Purchases of Equity Securities](index=44&type=section&id=Item%205.%20Market%20for%20Registrant%27s%20Common%20Equity%2C%20Related%20Stockholder%20Matters%20and%20Issuer%20Purchases%20of%20Equity%20Securities) Ecovyst's common stock trades on the NYSE under "ECVT", and a special cash dividend of $3.20 per share was paid in 2021, with no current plans for regular dividends. - The company's common stock trades on the NYSE under the symbol "**ECVT**"[176](index=176&type=chunk) - A special cash dividend of **$3.20 per share** was paid on August 23, 2021, to stockholders of record as of August 12, 2021[176](index=176&type=chunk) - The company does not currently plan to pay regular dividends in the foreseeable future[176](index=176&type=chunk) [Management's Discussion and Analysis of Financial Condition and Results of Operations](index=46&type=section&id=Item%207.%20Management%27s%20Discussion%20and%20Analysis%20of%20Financial%20Condition%20and%20Results%20of%20Operations) Ecovyst's 2021 sales and Adjusted EBITDA increased significantly due to demand recovery and strategic divestitures, impacting its financial position and debt levels. [Results of Operations](index=49&type=section&id=Results%20of%20Operations) Sales and Adjusted EBITDA increased significantly in 2021 across both segments, driven by demand recovery, despite a net loss from discontinued operations. Consolidated Statement of Income Summary (in millions) | Metric | 2021 (Millions) | 2020 (Millions) | Change (%) | | :--- | :--- | :--- | :--- | | Sales | $611.2 | $495.9 | 23.3% | | Gross Profit | $176.7 | $150.9 | 17.1% | | Operating Income | $54.6 | $51.6 | 5.8% | | Net Income from Continuing Operations | $1.8 | $54.3 | (96.7)% | | Net Loss from Discontinued Operations | ($141.4) | ($336.0) | (57.9)% | | Net Loss Attributable to Ecovyst Inc. | ($139.9) | ($278.8) | (49.8)% | Sales by Segment (in millions) | Segment | 2021 (Millions) | 2020 (Millions) | Change (%) | | :--- | :--- | :--- | :--- | | Ecoservices | $500.5 | $401.9 | 24.5% | | Catalyst Technologies | $110.7 | $94.0 | 17.8% | | **Total Sales** | **$611.2** | **$495.9** | **23.3%** | Adjusted EBITDA by Segment (in millions) | Segment | 2021 (Millions) | 2020 (Millions) | Change (%) | | :--- | :--- | :--- | :--- | | Ecoservices | $177.7 | $157.2 | 13.0% | | Catalyst Technologies | $88.0 | $74.5 | 18.1% | | Unallocated corporate expenses | ($38.1) | ($39.1) | (2.6)% | | **Total Adjusted EBITDA** | **$227.6** | **$192.6** | **18.2%** | [Financial Condition, Liquidity and Capital Resources](index=63&type=section&id=Financial%20Condition%2C%20Liquidity%20and%20Capital%20Resources) As of year-end 2021, Ecovyst maintained $202.2 million in liquidity with $895.5 million in total debt, while increasing capital expenditures. - Total available liquidity as of December 31, 2021 was **$202.2 million**, consisting of **$140.9 million** in cash and cash equivalents and **$61.3 million** of availability under the asset-based lending revolving credit facility[259](index=259&type=chunk) Debt Summary (in millions) | Component | Dec 31, 2021 (Millions) | Dec 31, 2020 (Millions) | | :--- | :--- | :--- | | Total Debt | $895.5 | $1,426.4 | | Net Debt | $754.6 | $1,313.0 | Cash Flow from Continuing Operations (in millions) | Activity | 2021 (Millions) | 2020 (Millions) | 2019 (Millions) | | :--- | :--- | :--- | :--- | | Operating Activities | $137.3 | $140.1 | $133.2 | | Investing Activities | $875.7 | $571.8 | ($54.6) | | Financing Activities | ($963.1) | ($720.2) | ($214.7) | - Capital expenditures for continuing operations increased to **$62.4 million** in 2021 from **$46.2 million** in 2020, as both growth and maintenance projects resumed after being delayed due to the pandemic[276](index=276&type=chunk) [Quantitative and Qualitative Disclosures About Market Risk](index=73&type=section&id=Item%207A.%20Quantitative%20and%20Qualitative%20Disclosures%20About%20Market%20Risk) The company manages market risks including foreign currency exchange, interest rates, and credit, with specific hedging strategies for variable-rate debt. - The company's main market risk exposures are foreign currency exchange, interest rate, and credit risk[292](index=292&type=chunk) - A **100 basis point** increase in interest rates on variable-rate debt would have an annual impact of approximately **$9.0 million** on interest expense[296](index=296&type=chunk) - The company uses interest rate cap agreements to hedge interest rate fluctuations, with these agreements having a fair value net asset of **$3.7 million** as of December 31, 2021[296](index=296&type=chunk) [Financial Statements and Supplementary Data](index=75&type=section&id=Item%208.%20Financial%20Statements%20and%20Supplementary%20Data) This section contains the consolidated financial statements of Ecovyst Inc. and its subsidiaries, along with the independent auditor's report and accompanying notes. - The independent auditor, PricewaterhouseCoopers LLP, issued an unqualified opinion on the consolidated financial statements and the effectiveness of internal control over financial reporting as of December 31, 2021[330](index=330&type=chunk) - A critical audit matter identified was the goodwill impairment assessment for the Catalyst Technologies reporting unit, due to the significant management judgment involved in determining its fair value[334](index=334&type=chunk) [Changes in and Disagreements With Accountants on Accounting and Financial Disclosure](index=75&type=section&id=Item%209.%20Changes%20in%20and%20Disagreements%20With%20Accountants%20on%20Accounting%20and%20Financial%20Disclosure) The company reports no changes in or disagreements with its accountants on accounting and financial disclosure. - None[298](index=298&type=chunk) [Controls and Procedures](index=76&type=section&id=Item%209A.%20Controls%20and%20Procedures) Management concluded that the company's disclosure controls and internal control over financial reporting were effective as of December 31, 2021, with no material changes. - Management concluded that as of December 31, 2021, the company's disclosure controls and procedures were effective[300](index=300&type=chunk) - Management's assessment, based on the COSO framework, concluded that internal control over financial reporting was effective as of December 31, 2021[301](index=301&type=chunk) Part III [Directors, Executive Officers and Corporate Governance](index=77&type=section&id=Item%2010.%20Directors%2C%20Executive%20Officers%20and%20Corporate%20Governance) Information required by this item is incorporated by reference from the company's 2022 Proxy Statement. - The information required by this item is incorporated by reference from the Ecovyst Inc. Proxy Statement for the 2022 Annual Meeting of Stockholders[305](index=305&type=chunk) [Executive Compensation](index=77&type=section&id=Item%2011.%20Executive%20Compensation) Information required by this item is incorporated by reference from the company's 2022 Proxy Statement. - The information required by this item is incorporated by reference from the Ecovyst Inc. Proxy Statement for the 2022 Annual Meeting of Stockholders[306](index=306&type=chunk) [Security Ownership of Certain Beneficial Owners and Management and Related Stockholder Matters](index=77&type=section&id=Item%2012.%20Security%20Ownership%20of%20Certain%20Beneficial%20Owners%20and%20Management%20and%20Related%20Stockholder%20Matters) Information required by this item is incorporated by reference from the company's 2022 Proxy Statement. - The information required by this item is incorporated by reference from the Ecovyst Inc. Proxy Statement for the 2022 Annual Meeting of Stockholders[307](index=307&type=chunk) [Certain Relationships and Related Transactions, and Director Independence](index=77&type=section&id=Item%2013.%20Certain%20Relationships%20and%20Related%20Transactions%2C%20and%20Director%20Independence) Information required by this item is incorporated by reference from the company's 2022 Proxy Statement. - The information required by this item is incorporated by reference from the Ecovyst Inc. Proxy Statement for the 2022 Annual Meeting of Stockholders[308](index=308&type=chunk) [Principal Accountant Fees and Services](index=77&type=section&id=Item%2014.%20Principal%20Accountant%20Fees%20and%20Services) Information required by this item is incorporated by reference from the company's 2022 Proxy Statement. - The information required by this item is incorporated by reference from the Ecovyst Inc. Proxy Statement for the 2022 Annual Meeting of Stockholders[309](index=309&type=chunk) Part IV [Exhibits, Financial Statement Schedules](index=78&type=section&id=Item%2015.%20Exhibits%2C%20Financial%20Statement%20Schedules) This section lists the financial statements, financial statement schedules, and exhibits filed as part of the Form 10-K report. - This item lists all documents filed as part of the report, including financial statements and schedules, and an index of exhibits[312](index=312&type=chunk) [Form 10-K Summary](index=81&type=section&id=Item%2016.%20Form%2010-K%20Summary) The company indicates there is no Form 10-K summary. - None[317](index=317&type=chunk)
Ecovyst (ECVT) - 2021 Q4 - Earnings Call Transcript
2022-02-25 20:36
Ecovyst Inc. (NYSE:ECVT) Q4 2021 Earnings Conference Call February 25, 2022 11:00 AM ET Company Participants Belgacem Chariag – President & Chief Executive Officer Michael Feehan – Vice President & Chief Financial Officer Christopher Evans – Director of Investor Relations & Financial Communications Conference Call Participants Angel Castillo – Morgan Stanley David Begleiter – Deutsche Bank Caleb Kostynuik – BMO Capital Markets Patrick Cunningham – Citi Aleksey Yefremov – KeyBanc Laurence Alexander – Jefferi ...
Ecovyst (ECVT) - 2021 Q3 - Earnings Call Transcript
2021-11-13 22:08
Ecovyst Inc. (NYSE:ECVT) Q3 2021 Earnings Conference Call November 9, 2021 11:00 AM ET Company Participants Nahla Azmy - Vice President of Investor Relations & Financial Communications Belgacem Chariag - President & Chief Executive Officer Michael Feehan - Vice President & Chief Financial Officer Conference Call Participants John McNulty - BMO Capital Markets Angel Castillo - Morgan Stanley David Silver - CL King & Associates Operator Good morning. My name is Britney and I will be your conference operator t ...
Ecovyst (ECVT) - 2021 Q3 - Quarterly Report
2021-11-08 16:00
Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q (Mark One) ☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended September 30, 2021 OR ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission File Number: 001-38221 | --- | --- | --- | |----------------------------------------------------------------------------|- ...
Ecovyst (ECVT) - 2021 Q2 - Quarterly Report
2021-08-08 16:00
PART I FINANCIAL INFORMATION This section provides the company's unaudited financial statements, management's discussion and analysis, market risk disclosures, and internal controls [Item 1. Financial Statements (Unaudited)](index=4&type=section&id=Item%201.%20Financial%20Statements%20(Unaudited)) The company reported a net loss in Q2 2021, with total assets decreasing, reflecting divestitures and significant debt refinancing [Condensed Consolidated Statements of Income](index=4&type=section&id=Condensed%20Consolidated%20Statements%20of%20Income) Sales increased, but a net loss was incurred due to debt extinguishment costs Condensed Consolidated Statements of Income (in thousands) | Metric | Three Months Ended June 30, 2021 | Three Months Ended June 30, 2020 | Six Months Ended June 30, 2021 | Six Months Ended June 30, 2020 | | :--- | :--- | :--- | :--- | :--- | | **Sales** | $146,952 | $115,641 | $273,576 | $241,195 | | **Gross Profit** | $38,473 | $34,873 | $68,592 | $72,577 | | **Operating Income** | $11,652 | $9,846 | $14,134 | $21,820 | | **Debt Extinguishment Costs** | $11,717 | $0 | $11,717 | $2,513 | | **Net (Loss) Income from Continuing Operations** | $(7,870) | $34,317 | $(10,618) | $30,970 | | **Net (Loss) Income Attributable to Ecovyst Inc.** | $(1,490) | $15,926 | $(94,125) | $16,150 | | **Diluted (Loss) Income Per Share - Continuing Operations** | $(0.06) | $0.25 | $(0.08) | $0.23 | [Condensed Consolidated Balance Sheets](index=6&type=section&id=Condensed%20Consolidated%20Balance%20Sheets) Total assets slightly decreased, reflecting divestitures, with stable debt and reduced equity Balance Sheet Highlights (in thousands) | Metric | June 30, 2021 | December 31, 2020 | | :--- | :--- | :--- | | Cash and cash equivalents | $55,757 | $114,011 | | Total current assets | $387,328 | $428,667 | | Total assets | $3,087,598 | $3,198,347 | | Long-term debt, excluding current portion | $1,395,887 | $1,400,369 | | Total liabilities | $1,882,989 | $1,921,168 | | Total Ecovyst Inc. equity | $1,205,349 | $1,277,126 | [Condensed Consolidated Statements of Cash Flows](index=8&type=section&id=Condensed%20Consolidated%20Statements%20of%20Cash%20Flows) Operating cash flow increased, while investing and financing activities primarily involved acquisitions and debt refinancing Cash Flow Summary - Continuing Operations (Six Months Ended June 30, in thousands) | Category | 2021 | 2020 | | :--- | :--- | :--- | | **Net cash provided by operating activities** | $37,221 | $24,303 | | **Net cash used in investing activities** | $(70,033) | $(19,862) | | **Net cash used in financing activities** | $(5,007) | $(6,731) | - The acquisition of Chem32, net of cash acquired, resulted in a cash outflow of **$41,994 thousand**[21](index=21&type=chunk) - Debt refinancing activities included the issuance of **$897.8 million** in new long-term debt and repayments of **$900.0 million**[23](index=23&type=chunk) [Notes to Condensed Consolidated Financial Statements](index=10&type=section&id=Notes%20to%20Condensed%20Consolidated%20Financial%20Statements) Notes detail corporate transformation, including name change, divestitures, Chem32 acquisition, and debt refinancing - The company changed its name from PQ Group Holdings Inc. to **Ecovyst Inc.** and rebranded its segments to **Ecoservices** and **Catalyst Technologies** following the sale of its Performance Chemicals business[26](index=26&type=chunk) - The Performance Materials business was sold in December 2020, and the Performance Chemicals business was sold effective August 1, 2021, with both presented as **discontinued operations** in the financial statements[26](index=26&type=chunk)[31](index=31&type=chunk)[35](index=35&type=chunk) - On March 1, 2021, the company acquired Chem32, LLC for **$44 million** in cash, which was allocated to the Ecoservices segment and resulted in **$37.6 million** of goodwill[68](index=68&type=chunk)[71](index=71&type=chunk)[72](index=72&type=chunk) - In June 2021, the company entered into a new **$900 million** senior secured term loan facility to refinance existing debt, resulting in **$11.7 million** of debt extinguishment costs[84](index=84&type=chunk)[159](index=159&type=chunk) - Subsequent to the quarter end, on August 1, 2021, the company completed the sale of its Performance Chemicals business, used proceeds to repay debt, and declared a special cash dividend of **$3.20 per share**[128](index=128&type=chunk) [Management's Discussion and Analysis of Financial Condition and Results of Operations](index=37&type=section&id=Item%202.%20Management%27s%20Discussion%20and%20Analysis%20of%20Financial%20Condition%20and%20Results%20of%20Operations) Management discusses the company's transformation, improved Q2 2021 sales and Adjusted EBITDA, and strong liquidity [Results of Operations](index=40&type=section&id=Results%20of%20Operations) Q2 2021 sales and gross profit increased, driven by Ecoservices, while six-month gross profit declined due to higher costs Sales by Segment - Three Months Ended June 30 (in millions) | Segment | 2021 | 2020 | Change $ | Change % | | :--- | :--- | :--- | :--- | :--- | | Ecoservices | $120.8 | $90.4 | $30.4 | 33.6% | | Silica Catalysts | $26.2 | $25.2 | $1.0 | 4.0% | | **Total Sales** | **$147.0** | **$115.6** | **$31.4** | **27.2%** | Segment Adjusted EBITDA - Three Months Ended June 30 (in millions) | Segment | 2021 | 2020 | Change $ | Change % | | :--- | :--- | :--- | :--- | :--- | | Ecoservices | $40.5 | $35.0 | $5.5 | 15.7% | | Catalyst Technologies | $20.7 | $25.3 | $(4.6) | (18.2)% | | **Total Segment Adjusted EBITDA** | **$61.2** | **$60.3** | **$0.9** | **1.5%** | - The six-month gross profit was negatively impacted by one-time repair costs related to winter storms in the Gulf region and the timing of plant 'turnaround' maintenance[186](index=186&type=chunk) - For the six months ended June 30, 2021, Catalyst Technologies' Adjusted EBITDA decreased by **18.3%** to **$39.2 million**, primarily due to lower sales volumes from the Zeolyst Joint Venture and unfavorable fixed cost absorption[199](index=199&type=chunk) [Financial Condition, Liquidity and Capital Resources](index=52&type=section&id=Financial%20Condition%2C%20Liquidity%20and%20Capital%20Resources) The company maintains strong liquidity with $162.9 million available, supported by cash and ABL facility, and refinanced its debt - Total available liquidity as of June 30, 2021, was **$162.9 million**, comprising **$55.8 million** in cash and **$107.1 million** in ABL facility availability[210](index=210&type=chunk) - In June 2021, the company refinanced its debt, entering a new **$900 million** senior secured term loan facility due 2028, and the ABL facility was amended, decreasing commitments to **$100 million** and extending maturity to 2026[217](index=217&type=chunk) Capital Expenditures - Six Months Ended June 30 (in millions) | Category | 2021 | 2020 | | :--- | :--- | :--- | | Maintenance | $19.7 | $12.1 | | Growth | $4.1 | $4.0 | | **Total** | **$23.8** | **$16.1** | [Item 3. Quantitative and Qualitative Disclosures About Market Risk](index=56&type=section&id=Item%203.%20Quantitative%20and%20Qualitative%20Disclosures%20About%20Market%20Risk) The company's market risks remain consistent with prior reports, with cross-currency swaps settled due to divestitures - In March 2021, the company settled its cross-currency swaps with a total notional value of **$311.4 million** as a result of the divestitures of the Performance Materials and Performance Chemicals businesses[228](index=228&type=chunk) [Item 4. Controls and Procedures](index=57&type=section&id=Item%204.%20Controls%20and%20Procedures) Management concluded that disclosure controls and procedures were effective, with no material changes to internal controls - The Chief Executive Officer and Chief Financial Officer concluded that as of June 30, 2021, the company's disclosure controls and procedures were **effective** at a reasonable assurance level[229](index=229&type=chunk) - No changes in internal control over financial reporting occurred during the quarter ended June 30, 2021, that materially affected, or are reasonably likely to materially affect, internal controls[230](index=230&type=chunk) PART II OTHER INFORMATION This section covers legal proceedings, risk factors, equity sales, and a list of filed exhibits [Legal Proceedings](index=57&type=section&id=Item%201.%20Legal%20Proceedings) The company believes no pending legal proceedings will have a material adverse effect on its business - The company states that it does not believe any currently pending litigation will have **no material adverse effect** on its business[231](index=231&type=chunk) [Risk Factors](index=57&type=section&id=Item%201A.%20Risk%20Factors) No material changes have occurred in the company's risk factors since its last Annual Report on Form 10-K - No material changes have occurred in the company's risk factors since its Annual Report on Form 10-K[232](index=232&type=chunk) [Unregistered Sales of Equity Securities and Use of Proceeds](index=57&type=section&id=Item%202.%20Unregistered%20Sales%20of%20Equity%20Securities%20and%20Use%20of%20Proceeds) Holders of restricted stock units and stock options will receive dividend equivalent payments or strike price reductions related to a special cash dividend - In connection with a special cash dividend, holders of outstanding restricted stock units and stock options will receive either a dividend equivalent payment upon vesting or a reduction in strike price[234](index=234&type=chunk) [Exhibits](index=58&type=section&id=Item%206.%20Exhibits) This section lists various exhibits filed with the Quarterly Report, including key agreements and officer certifications - The report includes various exhibits, such as amendments to the Stock Purchase Agreement, the new Term Loan Credit Agreement, and certifications by the CEO and CFO[236](index=236&type=chunk)
Ecovyst (ECVT) - 2021 Q2 - Earnings Call Transcript
2021-08-08 01:21
Ecovyst Inc. (NYSE:ECVT) Q2 2021 Results Conference Call August 5, 2021 11:00 AM ET Company Participants Nahla Azmy - Vice President of Investor Relations and Financial Communications Belgacem Chariag - Chairman, President and Chief Executive Officer Mike Feehan - Vice President and Chief Financial Officer Conference Call Participants David Begleiter - Deutsche Bank Angel Castillo - Morgan Stanley Aleksey Yefremov - KeyBanc Capital Markets Operator Good morning. My name is Britney, and I will be your conf ...
Ecovyst (ECVT) - 2021 Q1 - Quarterly Report
2021-05-16 16:00
PART I FINANCIAL INFORMATION [Item 1. Financial Statements (Unaudited)](index=3&type=section&id=Item%201.%20Financial%20Statements%20(Unaudited)) The unaudited Q1 2021 financial statements show a net loss of **$92.6 million** due to discontinued operations, with total assets at **$3.06 billion** and operating cash flow of **$17.4 million** [Condensed Consolidated Statements of Income](index=4&type=section&id=Condensed%20Consolidated%20Statements%20of%20Income) Q1 2021 sales slightly increased to **$126.6 million**, but operating income sharply declined to **$2.5 million**, resulting in a **$92.6 million** net loss due to significant discontinued operations losses Q1 2021 vs Q1 2020 Income Statement Highlights (in thousands) | Metric | Three months ended March 31, 2021 | Three months ended March 31, 2020 | | :--- | :--- | :--- | | Sales | $126,624 | $125,554 | | Gross Profit | $30,119 | $37,704 | | Operating Income | $2,482 | $11,974 | | Net loss from continuing operations | ($2,748) | ($3,347) | | Net (loss) income from discontinued operations | ($89,770) | $3,856 | | Net (loss) income attributable to PQ Group Holdings Inc. | ($92,635) | $224 | | Basic loss per share | ($0.68) | $0.00 | [Condensed Consolidated Balance Sheets](index=6&type=section&id=Condensed%20Consolidated%20Balance%20Sheets) As of March 31, 2021, total assets decreased to **$3.06 billion** from **$3.20 billion** at year-end 2020, primarily due to assets held for sale, while total equity declined to **$1.19 billion** Balance Sheet Summary (in thousands) | Account | March 31, 2021 | December 31, 2020 | | :--- | :--- | :--- | | Total current assets | $369,239 | $428,667 | | Long-term assets held for sale | $1,035,418 | $1,149,443 | | Total assets | $3,063,977 | $3,198,347 | | Total current liabilities | $192,622 | $201,865 | | Long-term debt, excluding current portion | $1,401,573 | $1,400,369 | | Total liabilities | $1,877,494 | $1,921,168 | | Total equity | $1,186,483 | $1,277,179 | [Condensed Consolidated Statements of Cash Flows](index=8&type=section&id=Condensed%20Consolidated%20Statements%20of%20Cash%20Flows) Net cash from operating activities significantly improved to **$17.4 million** in Q1 2021, while investing activities used **$76.6 million**, largely due to a business combination Q1 2021 vs Q1 2020 Cash Flow Summary (in thousands) | Cash Flow Category | Three months ended March 31, 2021 | Three months ended March 31, 2020 | | :--- | :--- | :--- | | Net cash provided by operating activities | $17,423 | $4,531 | | Net cash used in investing activities | ($76,569) | ($22,198) | | Net cash (used in) provided by financing activities | ($1,978) | $58,301 | | Net change in cash, cash equivalents and restricted cash | ($63,832) | $36,371 | [Notes to Condensed Consolidated Financial Statements](index=10&type=section&id=Notes%20to%20Condensed%20Consolidated%20Financial%20Statements) The notes detail the pending sale of the Performance Chemicals business for **$1.1 billion** and the acquisition of Chem32, LLC for **$44.0 million**, with long-term debt remaining substantial at approximately **$1.4 billion** - On February 28, 2021, the Company entered into a definitive agreement to sell its Performance Chemicals business for **$1.1 billion**; this business is now reported as a discontinued operation, with an expected disposal loss of approximately **$95.6 million** recognized in Q1 2021[26](index=26&type=chunk)[36](index=36&type=chunk)[39](index=39&type=chunk) - On March 1, 2021, the Company completed the acquisition of Chem32, LLC for **$44.0 million** in cash, resulting in **$37.6 million** in goodwill assigned to the Refining Services segment[63](index=63&type=chunk)[66](index=66&type=chunk)[69](index=69&type=chunk) Sales by Segment and End Use (Q1 2021 vs Q1 2020, in thousands) | Segment / End Use | Q1 2021 Sales | Q1 2020 Sales | | :--- | :--- | :--- | | **Refining Services** | **$100,222** | **$100,690** | | Fuels & emission control | $55,192 | $55,710 | | **Catalysts** | **$26,402** | **$24,864** | | Packaging & engineered plastics | $26,402 | $24,817 | | **Total Sales** | **$126,624** | **$125,554** | [Item 2. Management's Discussion and Analysis of Financial Condition and Results of Operations](index=32&type=section&id=Item%202.%20Management's%20Discussion%20and%20Analysis%20of%20Financial%20Condition%20and%20Results%20of%20Operations) Management discusses the strategic shift from divestitures, reporting flat Q1 2021 sales at **$126.6 million**, a **20.2%** decrease in gross profit, and a **13.0%** decline in Adjusted EBITDA to **$42.3 million**, while maintaining **$160.8 million** in liquidity [Recent Developments](index=34&type=section&id=Recent%20Developments) The company completed the sale of its Performance Materials business for **$650.0 million** and entered an agreement to sell its Performance Chemicals business for **$1.1 billion**, reclassifying both as discontinued operations - Completed the sale of the Performance Materials business on December 14, 2020[119](index=119&type=chunk) - Entered into a definitive agreement on February 28, 2021, to sell the Performance Chemicals business for **$1.1 billion**[119](index=119&type=chunk) [Results of Operations](index=36&type=section&id=Results%20of%20Operations) Q1 2021 sales increased by **0.8%** to **$126.6 million**, but gross profit fell **20.2%** to **$30.1 million**, and operating income dropped **79.0%** to **$2.5 million**, primarily due to lower volumes and higher manufacturing costs Q1 2021 vs Q1 2020 Financial Performance (in millions) | Metric | Q1 2021 | Q1 2020 | Change (%) | | :--- | :--- | :--- | :--- | | Sales | $126.6 | $125.6 | 0.8% | | Gross Profit | $30.1 | $37.7 | (20.2)% | | Operating Income | $2.5 | $11.9 | (79.0)% | | Interest Expense, net | $10.5 | $15.3 | (31.4)% | | Net loss from continuing operations | ($2.7) | ($3.4) | (20.6)% | - Refining Services sales decreased **0.5%** due to lower volumes, with an estimated **$6.0 million** impact from freezing weather in the Gulf of Mexico, partially offset by higher pricing[135](index=135&type=chunk) - Catalysts sales increased **6.0%** primarily due to a favorable product mix of polyethylene catalysts[135](index=135&type=chunk) [Adjusted EBITDA](index=39&type=section&id=Adjusted%20EBITDA) Total Adjusted EBITDA for Q1 2021 decreased **13.0%** to **$42.3 million**, with Refining Services' Adjusted EBITDA falling **11.3%** to **$33.0 million** and Catalysts' Adjusted EBITDA decreasing **18.5%** to **$18.5 million** Segment Adjusted EBITDA (in millions) | Segment | Q1 2021 | Q1 2020 | Change (%) | | :--- | :--- | :--- | :--- | | Refining Services | $33.0 | $37.2 | (11.3)% | | Catalysts | $18.5 | $22.7 | (18.5)% | | Total Segment Adjusted EBITDA | $51.5 | $59.9 | (14.0)% | | Unallocated corporate expenses | ($9.2) | ($11.3) | 18.6% | | **Total Adjusted EBITDA** | **$42.3** | **$48.6** | **(13.0)%** | [Financial Condition, Liquidity and Capital Resources](index=42&type=section&id=Financial%20Condition,%20Liquidity%20and%20Capital%20Resources) As of March 31, 2021, the company reported **$160.8 million** in total available liquidity, including **$55.2 million** in cash, with total debt at **$1.43 billion** and cash flow from continuing operations at **$16.5 million** - Total available liquidity as of March 31, 2021, was **$160.8 million**, with no borrowings under the revolving credit facility[162](index=162&type=chunk) Cash Flow Summary - Continuing Operations (in millions) | Activity | Q1 2021 | Q1 2020 | | :--- | :--- | :--- | | Net cash provided by operating activities | $16.5 | $11.1 | | Net cash used in investing activities | ($54.5) | ($7.6) | | Net cash (used in) provided by financing activities | ($1.5) | $52.6 | - Total debt as of March 31, 2021, was **$1,426.4 million**, with net debt of **$1,371.2 million**[174](index=174&type=chunk) [Item 3. Quantitative and Qualitative Disclosures About Market Risk](index=46&type=section&id=Item%203.%20Quantitative%20and%20Qualitative%20Disclosures%20About%20Market%20Risk) The company reported no material changes in market risk exposures from its 2020 Annual Report, except for the settlement of cross-currency swaps in March 2021 due to ongoing divestitures - In March 2021, the company settled its cross-currency swaps with a total notional value of **$311.4 million**, paying **$13.2 million** in cash, as a result of the Performance Materials and Performance Chemicals divestitures[184](index=184&type=chunk) [Item 4. Controls and Procedures](index=46&type=section&id=Item%204.%20Controls%20and%20Procedures) Management concluded that the company's disclosure controls and procedures were effective as of March 31, 2021, with no material changes to internal control over financial reporting during the quarter - Based on an evaluation as of March 31, 2021, the Chief Executive Officer and Chief Financial Officer concluded that the company's disclosure controls and procedures were effective[185](index=185&type=chunk) - No changes occurred during the quarter ended March 31, 2021, that materially affected, or are reasonably likely to materially affect, the company's internal control over financial reporting[186](index=186&type=chunk) PART II OTHER INFORMATION [Item 1. Legal Proceedings](index=47&type=section&id=Item%201.%20Legal%20Proceedings) The company is subject to various legal claims in the ordinary course of business but does not anticipate any pending litigation will have a material adverse effect - The company is subject to various legal claims in the ordinary course of business but currently believes no pending litigation will likely have a material adverse effect[188](index=188&type=chunk) [Item 1A. Risk Factors](index=47&type=section&id=Item%201A.%20Risk%20Factors) There have been no material changes to the risk factors previously disclosed in the company's Annual Report on Form 10-K for the year ended December 31, 2020 - There have been no material changes from the risk factors described in the company's Annual Report on Form 10-K[189](index=189&type=chunk) [Item 2. Unregistered Sales of Equity Securities and Use of Proceeds](index=47&type=section&id=Item%202.%20Unregistered%20Sales%20of%20Equity%20Securities%20and%20Use%20of%20Proceeds) In Q1 2021, the company received 98,627 shares of common stock from employees at an average price of **$14.90** per share to satisfy tax withholding obligations related to restricted stock unit vesting Shares Purchased for Tax Withholdings (Q1 2021) | Period | Total Number of Shares Purchased | Average Price Paid per Share | | :--- | :--- | :--- | | January 1-31, 2021 | 98,627 | $14.90 | | February 1-28, 2021 | — | — | | March 1-31, 2021 | — | — | [Item 6. Exhibits](index=48&type=section&id=Item%206.%20Exhibits) This section lists key exhibits filed with the Form 10-Q, including the Stock Purchase Agreement for the Performance Chemicals business divestiture and required CEO and CFO certifications - Key exhibits filed include: - Stock Purchase Agreement for the Performance Chemicals business divestiture - Certifications of the CEO and CFO pursuant to Sections 302 and 906 of the Sarbanes-Oxley Act - Financial statements formatted in Inline XBRL[193](index=193&type=chunk)[194](index=194&type=chunk)