Accessibility StatementSkip Navigation PITTSBURGH, Sept. 25, 2025 /PRNewswire/ -- Koppers Holdings Inc. (NYSE: KOP)Â today announced that the company will host meetings with the investment community in Los Angeles and the surrounding areas on October 2-3, 2025. Koppers management will be represented by Leroy Ball, Chief Executive Officer and Chairman of the Board, and Quynh McGuire, Vice President of Investor Relations. Presentation materials will be available on www.koppers.com in the Investor Relations se ...

Koppers (KOP) FY Conference Summary Company Overview - Koppers is a publicly traded company on the New York Stock Exchange under the symbol KOP, represented by Chief Accounting Officer Brad Pierce during the conference [1][2] - The company has undergone significant changes over the past 19 years, focusing on strong profitability and meaningful cash flows to create shareholder value [2] Investment Thesis - Koppers has a strategic plan established in 2021, aimed to guide the company through 2025, focusing on capital investments to grow and improve profitability [3][4] - The company has transitioned from a building phase to an expansion and optimization phase, leading to lower capital spending and increased cash flow for shareholder returns [4] Business Segments - Koppers operates four main business units: 1. **Railroad Products and Services**: Manufacturing wooden crossties for Class 1 railroads in North America, contributing approximately $950 million to total revenue [6][11] 2. **Utility and Industrial Products**: Producing wooden utility poles for both large and small utility companies, with operations in the U.S. and Australia [7][12] 3. **Performance Chemicals**: A global leader in wood preservation chemicals, generating around $700 million in revenue with an EBITDA margin of over 20% [8][13] 4. **Carbon Materials and Chemicals**: The smallest segment, generating between $400 million and $500 million, focusing on refining byproducts from metallurgical processes [10][15] Market Position and Demand - Koppers holds a market-leading position in critical end markets, benefiting from steady demand in utility and railroad sectors [5][17] - Approximately 140 million utility poles are installed in the U.S., with 2-3 million needing replacement annually, while 18-22 million crossties are replaced yearly due to maintenance programs [18][19] Financial Performance - The company reported over $50 million in cash flow for Q2, aiming for over $100 million in operating cash flow for the year [27] - Adjusted EBITDA margins exceeded 15% for the first time in eight years, despite a slight decline in top-line revenue [28] - Capital expenditures are projected to be between $52 million and $58 million for the year, significantly lower than previous years [31] Strategic Initiatives - Koppers is undergoing a strategic transformation initiative called "Project Catalyst," aimed at improving processes and cost efficiency, with a target of achieving sustainable EBITDA margins of at least 15% by 2027 [23][24] - The company is focused on sustainability, utilizing renewable resources and ensuring a reliable supply of critical raw materials [24] Shareholder Returns - Koppers has been aggressive in share repurchases, buying back close to $30 million worth of stock, and has increased its quarterly dividend to $0.08 [31][32] - The long-term goal is to reduce debt to below three times EBITDA, with current leverage at 3.5 times [32] Growth Opportunities - Koppers sees growth potential in the utility pole market, particularly through geographic expansion and acquisitions [36][37] - The performance chemicals business is also expected to grow internationally, especially in South America [37] Conclusion - Koppers is positioned for future growth with a balanced portfolio, strategic initiatives to enhance profitability, and a commitment to shareholder returns while maintaining a focus on sustainability and operational efficiency [17][24][32]

Core Viewpoint - Koppers Holdings Inc. will participate in the Midwest IDEAS Investor Conference on August 27, 2025, to engage with the investment community [1]. Company Overview - Koppers is an integrated global provider of treated wood products, wood preservation technologies, and carbon compounds, employing 2,000 individuals [3]. - The company focuses on creating, protecting, and preserving essential infrastructure elements such as railroad crossties, utility poles, and outdoor wooden structures, while also producing feedstocks for steel, aluminum, and construction materials [3]. - Koppers emphasizes innovation and sustainability in its operations, aiming to provide safe solutions for rail transportation and power supply [3]. Investor Relations - Koppers management will be represented by Bradley Pearce, Chief Accounting Officer, and Quynh McGuire, Vice President of Investor Relations, during the conference [2]. - Presentation materials will be accessible on the company's website under the Investor Relations section [2].

Company Overview - Koppers Holdings Inc. is an integrated global provider of essential treated wood products, wood preservation technologies, and carbon compounds [2] - The company employs approximately 2,100 individuals who focus on creating, protecting, and preserving key elements of global infrastructure [2] - Koppers' products include railroad crossties, utility poles, outdoor wooden structures, and production feedstocks for steel, aluminum, and construction materials [2] Recent Developments - Koppers announced it will host meetings with the investment community, featuring management representation from CEO Leroy Ball and VP of Investor Relations Quynh McGuire [1] - Presentation materials for the meetings will be available on the company's Investor Relations section of its website [1] Contact Information - Media inquiries should be directed to Jessica Franklin Black, while inquiries from the investment community should be directed to Quynh McGuire [3]

Financial Data and Key Metrics Changes - Consolidated second quarter sales were $500 million, down 10.4% from the prior year [18] - Adjusted EBITDA for the second quarter was $77 million with a 15.3% margin, marking the first time in eight years that adjusted EBITDA margins exceeded 15% [19][62] - The company generated cash flow of over $50 million in the quarter and reduced net debt by approximately $20 million [7][25] Business Line Data and Key Metrics Changes - RUPS segment sales decreased to $250 million from $254 million in the prior year, impacted by lower Class I crosstie volumes [19][20] - Performance Chemicals (PC) sales were $151 million, down from $177 million, with a 15% volume decrease primarily in The Americas [21] - Centimeters and C sales decreased to $104 million from $132 million, driven by lower volumes of phthalic anhydride and carbon black feedstock [22] Market Data and Key Metrics Changes - PC volumes were down by about 2% compared to prior year expectations of a couple percent improvement [29] - Class I demand is expected to tail off in the second half, similar to the previous year [7] - The untreated crosstie market prices remained stable compared to last year, while crosstie procurement was down 13% [20] Company Strategy and Development Direction - The company is focused on transforming into a high-performance organization aiming for mid to high teens EBITDA margins by 2027 [6][14] - A definitive agreement was signed to sell the railroad structures business, which has been a drag on margins [12] - The Catalyst transformation process was launched to improve business operations and unlock opportunities [13][14] Management's Comments on Operating Environment and Future Outlook - Management noted a sluggish demand environment across the portfolio, with expectations for the second half of the year to remain similar to the first half [7][30] - The company is revising its consolidated sales guidance for 2025 to $1.9 billion to $2 billion, reflecting a lack of material change in demand [38] - Despite the challenges, management remains optimistic about future performance improvements and margin expansion [42] Other Important Information - The company has been named to Time Magazine's America's Best Midsize Companies of 2025, recognizing exceptional performance and employee satisfaction [11] - The quarterly dividend was declared at $0.08 per share, representing a 14% increase over the previous year [24] Q&A Session Summary Question: How have the contracts with Class I customers been going? - Management indicated that long-term contracts are in place, and while they have maximized cost recovery, volume throughput remains a concern [47][48] Question: What is the outlook for the industrial side of the PC business? - Management noted that while there are signs of life in the industrial side, significant improvement will depend on the residential side recovering [52][53] Question: What is the status of the Catalyst transformation? - Management described Catalyst as a change management process aimed at unlocking opportunities and improving performance sustainably [60][61] Question: How will the proposed consolidation among rail companies affect the business? - Management stated it is too early to determine the impact of potential mergers among rail companies on pricing or demand [74] Question: What drives the target for high teens EBITDA margins? - Management emphasized that volume recovery across various business segments will significantly impact margins, alongside ongoing cost-saving initiatives [76][79]

PART I—FINANCIAL INFORMATION This section presents Koppers Holdings Inc.'s unaudited condensed consolidated financial statements and detailed notes [ITEM 1. FINANCIAL STATEMENTS](index=2&type=section&id=ITEM%201.%20FINANCIAL%20STATEMENTS) This section presents Koppers Holdings Inc.'s unaudited condensed consolidated financial statements, including the statements of operations, comprehensive income, balance sheet, cash flows, and shareholders' equity, along with detailed notes explaining the basis of presentation, significant accounting policies, and specific financial events [Condensed Consolidated Statement of Operations](index=2&type=section&id=CONDENSED%20CONSOLIDATED%20STATEMENT%20OF%20OPERATIONS) This statement provides a summary of Koppers' revenues, operating profit, net income, and earnings per share for the specified periods Condensed Consolidated Statement of Operations | Metric | Three Months Ended June 30, 2025 (Millions $) | Three Months Ended June 30, 2024 (Millions $) | Six Months Ended June 30, 2025 (Millions $) | Six Months Ended June 30, 2024 (Millions $) | | :--- | :--- | :--- | :--- | :--- | | Net sales | 504.8 | 563.2 | 961.3 | 1,060.8 | | Operating profit | 39.1 | 57.5 | 66.1 | 92.1 | | Net income attributable to Koppers | 16.4 | 26.8 | 2.5 | 39.8 | | Basic EPS | 0.83 | 1.29 | 0.13 | 1.90 | | Diluted EPS | 0.81 | 1.25 | 0.12 | 1.83 | [Condensed Consolidated Statement of Comprehensive Income](index=2&type=section&id=CONDENSED%20CONSOLIDATED%20STATEMENT%20OF%20COMPREHENSIVE%20INCOME) This statement presents Koppers' net income and other comprehensive income components, including currency translation adjustments and cash flow hedges Condensed Consolidated Statement of Comprehensive Income | Metric | Three Months Ended June 30, 2025 (Millions $) | Three Months Ended June 30, 2024 (Millions $) | Six Months Ended June 30, 2025 (Millions $) | Six Months Ended June 30, 2024 (Millions $) | | :--- | :--- | :--- | :--- | :--- | | Net income | 16.4 | 26.8 | 2.5 | 39.8 | | Currency translation adjustment | 20.6 | 0.5 | 29.8 | (13.4) | | Cash flow hedges, net of tax | 1.4 | 3.4 | 4.4 | 10.4 | | Pension adjustments, net of tax | 0.1 | 0.3 | 25.2 | 0.7 | | Comprehensive income attributable to Koppers | 38.5 | 31.0 | 61.9 | 37.5 | [Condensed Consolidated Balance Sheet](index=3&type=section&id=CONDENSED%20CONSOLIDATED%20BALANCE%20SHEET) This statement provides a snapshot of Koppers' financial position, detailing assets, liabilities, and shareholders' equity at specific dates Condensed Consolidated Balance Sheet | Metric | June 30, 2025 (Millions $) | December 31, 2024 (Millions $) | | :--- | :--- | :--- | | Total current assets | 708.0 | 680.6 | | Total assets | 1,930.8 | 1,890.2 | | Total current liabilities | 272.3 | 325.8 | | Long-term debt | 962.9 | 925.9 | | Total liabilities | 1,403.7 | 1,401.2 | | Total Koppers shareholders' equity | 526.8 | 488.7 | | Total equity | 527.1 | 489.0 | [Condensed Consolidated Statement of Cash Flows](index=4&type=section&id=CONDENSED%20CONSOLIDATED%20STATEMENT%20OF%20CASH%20FLOWS) This statement summarizes Koppers' cash inflows and outflows from operating, investing, and financing activities for the specified periods Condensed Consolidated Statement of Cash Flows | Metric | Six Months Ended June 30, 2025 (Millions $) | Six Months Ended June 30, 2024 (Millions $) | | :--- | :--- | :--- | | Net cash provided by operating activities | 27.8 | 14.9 | | Net cash used in investing activities | (39.3) | (141.6) | | Net cash provided by financing activities | 3.3 | 111.6 | | Net decrease in cash and cash equivalents | (5.5) | (17.6) | | Cash and cash equivalents at end of period | 38.4 | 48.9 | [Condensed Consolidated Statement of Shareholders' Equity](index=5&type=section&id=CONDENSED%20CONSOLIDATED%20STATEMENT%20OF%20SHAREHOLDERS%27%20EQUITY) This statement details changes in Koppers' shareholders' equity, including retained earnings, treasury stock, and common stock outstanding Condensed Consolidated Statement of Shareholders' Equity | Metric | June 30, 2025 (Millions $) | June 30, 2024 (Millions $) | | :--- | :--- | :--- | | Total equity – end of period | 527.1 | 513.3 | | Retained earnings (end of period) | 489.3 | 480.7 | | Treasury stock (end of period) | (227.7) | (186.8) | | Common Stock Outstanding (thousands) | 19,712 | 20,520 | [Notes to Condensed Consolidated Financial Statements (Unaudited)](index=6&type=section&id=NOTES%20TO%20CONDENSED%20CONSOLIDATED%20FINANCIAL%20STATEMENTS%20(Unaudited)) This section provides detailed explanations and disclosures supporting the condensed consolidated financial statements [1. Basis of Presentation and New Accounting Pronouncements](index=6&type=section&id=1.%20Basis%20of%20Presentation%20and%20New%20Accounting%20Pronouncements) The interim financial statements are prepared in accordance with GAAP for interim reporting. The company is currently evaluating the impact of new accounting pronouncements, ASU 2023-09 (Income Tax Disclosures) and ASU 2024-03 (Expense Disaggregation Disclosures), on its disclosures - The company is evaluating ASU No. 2023-09, effective for fiscal years beginning after December 15, 2024, which requires enhanced income tax disclosures[14](index=14&type=chunk) - The company is also evaluating ASU No. 2024-03, effective for fiscal years beginning after December 15, 2026, which mandates disaggregation of certain expenses into specific categories[15](index=15&type=chunk) [2. Acquisitions and Restructuring](index=6&type=section&id=2.%20Acquisitions%20and%20Restructuring) Koppers completed the acquisition of Brown Wood Preserving Company in April 2024 for approximately $100 million, integrating it into the RUPS segment. The company also ceased phthalic anhydride production, initiated a workforce reduction program, and liquidated Koppers (China) Carbon & Chemical Company Limited (KCCC), incurring significant restructuring charges - Acquired substantially all assets of Brown Wood Preserving Company, Inc. for approximately **$100 million** in cash on April 1, 2024, integrating it into the RUPS segment[16](index=16&type=chunk) - Discontinued phthalic anhydride production at the Stickney, Illinois facility in December 2024, with an expected pre-tax charge of **$51 million to $55 million** through 2026[19](index=19&type=chunk) Total Impairment and Restructuring Charges | Category | Three Months Ended June 30, 2025 (Millions $) | Six Months Ended June 30, 2025 (Millions $) | | :--- | :--- | :--- | | Phthalic Anhydride Shutdown | 13.0 | 27.0 | | Workforce Reduction Program | 0.2 | 3.3 | | Consulting Services | 4.4 | 7.3 | | **Total** | **17.6** | **37.6** | - Completed the liquidation of Koppers (China) Carbon & Chemical Company Limited (KCCC) in Q1 2025, resulting in a cash payment of approximately **$7.6 million**[22](index=22&type=chunk) [3. Fair Value Measurements](index=8&type=section&id=3.%20Fair%20Value%20Measurements) The company's financial instruments, primarily investments and debt, are measured at fair value, with debt fair value estimated based on market prices or current rates for similar issuances, classified as Level 2 in the valuation hierarchy Fair Value of Financial Instruments (Millions $) | Instrument | June 30, 2025 (Fair Value) | June 30, 2025 (Carrying Value) | December 31, 2024 (Fair Value) | December 31, 2024 (Carrying Value) | | :--- | :--- | :--- | :--- | :--- | | Assets - Investments and Other Assets | 1.4 | 1.4 | 1.4 | 1.4 | | Liabilities - Debt (including current portion) | 986.3 | 977.5 | 949.1 | 939.5 | [4. Derivative Financial Instruments](index=8&type=section&id=4.%20Derivative%20Financial%20Instruments) Koppers uses derivative instruments to manage commodity price risk (copper, fuel oil), foreign currency exchange risk, and interest rate risk. These derivatives are recognized at fair value on the balance sheet, with cash flow hedges impacting other comprehensive income and non-designated hedges affecting current earnings - The company uses derivative instruments to manage commodity price risk (copper, fuel oil), foreign currency exchange risk, and interest rate risk[25](index=25&type=chunk) Net Asset (Liability) on Balance Sheet from Derivative Contracts (Millions $) | Contract Type | June 30, 2025 | December 31, 2024 | | :--- | :--- | :--- | | Copper Swap Contracts | 9.2 | (8.9) | | Heating Oil Contracts | (0.4) | (0.5) | | Foreign Currency Forward Contracts | 0.7 | (0.9) | | Interest Rate Swap Contracts | (3.3) | 0.4 | | **Total Net Asset (Liability)** | **6.2** | **(9.9)** | - Unrealized gains of **$3.1 million** for commodity price hedging and unrealized losses of **$0.4 million** for interest rate swaps are estimated to be reclassified from other comprehensive income into earnings over the next twelve months[32](index=32&type=chunk) [5. Earnings and Dividends per Common Share](index=10&type=section&id=5.%20Earnings%20and%20Dividends%20per%20Common%20Share) This section details the calculation of basic and diluted earnings per common share for the three and six months ended June 30, 2025 and 2024, and announces the quarterly dividend declared Earnings Per Common Share | Metric | Three Months Ended June 30, 2025 | Three Months Ended June 30, 2024 | Six Months Ended June 30, 2025 | Six Months Ended June 30, 2024 | | :--- | :--- | :--- | :--- | :--- | | Basic EPS | $0.83 | $1.29 | $0.13 | $1.90 | | Diluted EPS | $0.81 | $1.25 | $0.12 | $1.83 | | Weighted average common shares outstanding (Basic, in thousands) | 19,883 | 20,901 | 20,123 | 20,983 | | Weighted average common shares outstanding (Diluted, in thousands) | 20,235 | 21,559 | 20,456 | 21,709 | - A quarterly dividend of **$0.08 per common share** was declared on August 7, 2025, payable on September 15, 2025[34](index=34&type=chunk) [6. Stock-based Compensation](index=10&type=section&id=6.%20Stock-based%20Compensation) The company granted restricted stock units and performance stock units in January 2025, with vesting based on time, performance conditions (adjusted EBITDA), or market conditions (TSR relative to S&P SmallCap 600 Materials Index). Stock-based compensation expense decreased for both the three and six months ended June 30, 2025, compared to the prior year - In January 2025, the board granted restricted stock units and performance stock units, with performance units vesting based on adjusted EBITDA or total shareholder return relative to the S&P SmallCap 600 Materials Index[35](index=35&type=chunk) Stock-based Compensation Expense (Millions $) | Metric | Three Months Ended June 30, 2025 | Three Months Ended June 30, 2024 | Six Months Ended June 30, 2025 | Six Months Ended June 30, 2024 | | :--- | :--- | :--- | :--- | :--- | | Selling, general and administrative expenses | 1.7 | 5.5 | 8.3 | 10.9 | | Decrease in net income attributable to Koppers | 1.1 | 4.0 | 5.7 | 7.9 | Non-vested Stock Units Activity (Units) | Metric | Restricted Stock Units | Performance Stock Units | Total Stock Units | | :--- | :--- | :--- | :--- | | Non-vested at December 31, 2024 | 432,040 | 624,388 | 1,056,428 | | Granted | 328,165 | 335,563 | 663,728 | | Vested | (222,280) | (159,087) | (381,367) | | Non-vested at June 30, 2025 | 530,753 | 797,560 | 1,328,313 | [7. Segment Information](index=11&type=section&id=7.%20Segment%20Information) Koppers operates through three reportable segments: Railroad and Utility Products and Services (RUPS), Performance Chemicals (PC), and Carbon Materials and Chemicals (CMC). This section provides detailed revenue, expense, and Adjusted EBITDA figures for each segment, highlighting their distinct products and market focuses - Koppers operates three reportable segments: Railroad and Utility Products and Services (RUPS), Performance Chemicals (PC), and Carbon Materials and Chemicals (CMC)[39](index=39&type=chunk) Segment Revenues (Millions $) | Segment | Three Months Ended June 30, 2025 | Three Months Ended June 30, 2024 | Six Months Ended June 30, 2025 | Six Months Ended June 30, 2024 | | :--- | :--- | :--- | :--- | :--- | | RUPS | 250.4 | 253.9 | 485.4 | 479.0 | | PC | 150.8 | 176.9 | 271.7 | 327.0 | | CMC | 103.6 | 132.4 | 204.2 | 254.8 | | **Total** | **504.8** | **563.2** | **961.3** | **1,060.8** | Segment Adjusted EBITDA (Millions $) | Segment | Three Months Ended June 30, 2025 | Three Months Ended June 30, 2024 | Six Months Ended June 30, 2025 | Six Months Ended June 30, 2024 | | :--- | :--- | :--- | :--- | :--- | | RUPS | 31.6 | 22.4 | 57.1 | 40.1 | | PC | 28.7 | 44.3 | 48.8 | 74.1 | | CMC | 16.8 | 10.8 | 26.7 | 14.8 | | **Total Adjusted EBITDA** | **77.1** | **77.5** | **132.6** | **129.0** | [8. Income Taxes](index=14&type=section&id=8.%20Income%20Taxes) The effective income tax rate for the six months ended June 30, 2025, was significantly higher than the estimated annual rate due to a pension settlement loss. The company is monitoring new tax legislation, including H.R. 1 and Pillar Two rules, and does not anticipate material changes to unrecognized tax benefits Estimated Annual Effective Income Tax Rate | Component | June 30, 2025 | June 30, 2024 | | :--- | :--- | :--- | | Federal income tax rate | 21.0% | 21.0% | | Foreign earnings taxed at different rates | 5.5% | 3.9% | | Nondeductible expenses | 2.2% | 1.9% | | State income taxes, net of federal tax benefit | 1.9% | 1.0% | | GILTI inclusion, net of foreign tax credits | 0.7% | 0.0% | | Change in tax contingency reserves | 0.3% | 0.1% | | **Estimated annual effective income tax rate** | **31.6%** | **27.9%** | - The effective income tax rate for the six months ended June 30, 2025, was **62.7%**, significantly higher than the estimated annual effective rate of **31.6%** due to a discrete pension settlement loss[55](index=55&type=chunk)[56](index=56&type=chunk) - Unrecognized tax benefits were **$1.1 million** as of June 30, 2025, and are not expected to change materially within the next twelve months[62](index=62&type=chunk) [9. Inventories](index=15&type=section&id=9.%20Inventories) This section provides a breakdown of the company's inventories, including raw materials, work in process, and finished goods, and details the revaluation to LIFO Inventories (Millions $) | Category | June 30, 2025 | December 31, 2024 | | :--- | :--- | :--- | | Raw materials | 346.8 | 353.5 | | Work in process | 12.9 | 14.0 | | Finished goods | 158.9 | 152.8 | | Total | 518.6 | 520.3 | | Less revaluation to LIFO | 113.2 | 115.7 | | **Inventories, net** | **405.4** | **404.6** | [10. Pensions and Post-Retirement Benefit Plans](index=15&type=section&id=10.%20Pensions%20and%20Post-Retirement%20Benefit%20Plans) Koppers completed the termination of its largest U.S. qualified pension plan in February 2025, resulting in a $29.0 million pre-tax settlement loss. The company is also awaiting legislative guidance for its U.K. defined benefit pension plan, which may lead to an additional $20 million pre-tax settlement loss - Completed the irrevocable transfer of **$86.4 million** of pension liabilities and assets to an insurance company in February 2025, terminating the largest U.S. qualified pension plan[65](index=65&type=chunk) - Recorded a pre-tax settlement loss of approximately **$29.0 million** in Q1 2025 due to the U.S. pension plan termination[65](index=65&type=chunk) - Expects to recognize an additional pre-tax pension settlement loss of approximately **$20 million** upon the conversion of the U.K. buy-in policy to a buy-out policy, with timing uncertain[67](index=67&type=chunk) [11. Debt](index=16&type=section&id=11.%20Debt) The company's total debt as of June 30, 2025, was $977.5 million, primarily consisting of its Credit Facility and Term Loan B. The Credit Facility was amended in June 2025 to extend its maturity, modify financial covenants, and adjust interest rate margins Total Debt (Millions $) | Debt Type | Weighted Average Interest Rate | Maturity | June 30, 2025 | December 31, 2024 | | :--- | :--- | :--- | :--- | :--- | | Credit Facility | 6.19% | 2030 | 495.5 | 455.8 | | Term Loan B | 6.83% | 2030 | 482.0 | 483.7 | | **Total debt** | | | **977.5** | **939.5** | - The Credit Facility was amended in June 2025 to extend its maturity to January 9, 2030, modify the total net leverage ratio to **4.75:1**, and adjust interest rate margins[70](index=70&type=chunk) - As of June 30, 2025, the company had approximately **$297.3 million** of unused revolving credit availability under the Credit Facility[72](index=72&type=chunk) [12. Commitments and Contingent Liabilities](index=17&type=section&id=12.%20Commitments%20and%20Contingent%20Liabilities) Koppers is involved in various environmental and other litigation matters, including the Portland Harbor CERCLA site and an alleged air emissions violation at its Stickney, IL facility. The company accrues for probable and estimable environmental liabilities, with total environmental reserves at $10.2 million as of June 30, 2025 - Koppers is a Potentially Responsible Party (PRP) at the Portland Harbor CERCLA site, with an estimated net present value of the selected remedy at **$1.1 billion**[85](index=85&type=chunk)[86](index=86&type=chunk) - Accrued estimated costs for participating in PRP groups at Portland Harbor and Newark Bay CERCLA sites, totaling **$3.6 million** as of June 30, 2025[89](index=89&type=chunk) Environmental Reserves Rollforward (Millions $) | Metric | Period ended June 30, 2025 | Period ended December 31, 2024 | | :--- | :--- | :--- | | Balance at beginning of period | 10.3 | 10.6 | | Expense | 0.1 | 0.3 | | Cash expenditures | (0.2) | (0.4) | | Currency translation | 0.0 | (0.2) | | **Balance at end of period** | **10.2** | **10.3** | [13. Subsequent Events](index=19&type=section&id=13.%20Subsequent%20Events) The company entered into an agreement on July 24, 2025, to sell its railroad services business, Koppers Railroad Structures Inc., with the transaction expected to close in the third quarter of 2025 - Agreement signed on July 24, 2025, to sell Koppers Railroad Structures Inc., with closing expected in **Q3 2025**[96](index=96&type=chunk) PART II—OTHER INFORMATION This section provides additional information beyond the financial statements, including management's discussion and analysis, market risk disclosures, controls and procedures, and other legal and equity-related items [ITEM 2. MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS OF OPERATIONS](index=20&type=section&id=ITEM%202.%20MANAGEMENT%27S%20DISCUSSION%20AND%20ANALYSIS%20OF%20FINANCIAL%20CONDITION%20AND%20RESULTS%20OF%20OPERATIONS) This section provides management's perspective on Koppers Holdings Inc.'s financial condition and results of operations, including an overview of its businesses, non-GAAP financial measures, outlook, and detailed comparisons of financial performance for the three and six months ended June 30, 2025 and 2024 [Overview](index=20&type=section&id=Overview) Koppers Holdings Inc. is a leading global provider of treated wood products, wood preservation chemicals, and carbon compounds, serving diverse end-markets through its three principal businesses: RUPS, PC, and CMC - Koppers is a leading integrated global provider of treated wood products, wood preservation chemicals, and carbon compounds[99](index=99&type=chunk) - The company operates three principal businesses: Railroad and Utility Products and Services (RUPS), Performance Chemicals (PC), and Carbon Materials and Chemicals (CMC)[100](index=100&type=chunk) [Non-GAAP Financial Measures](index=21&type=section&id=Non-GAAP%20Financial%20Measures) The company uses Adjusted EBITDA, defined as income before interest expense, income taxes, depreciation, amortization, and other adjustments, as a key non-GAAP financial measure to analyze and manage business performance and evaluate management incentives - Adjusted EBITDA is a non-GAAP financial measure used to analyze and manage business performance, evaluate performance trends, and determine management's short-term incentive goals[104](index=104&type=chunk) - Adjusted EBITDA is defined as income before interest expense, income taxes, depreciation, amortization, and other adjustments, including LIFO inventory effects, impairment, restructuring, and plant closure costs[106](index=106&type=chunk) [Outlook](index=21&type=section&id=Outlook) Koppers anticipates streamlining its organization and implementing cost reduction measures to support profitability growth and a higher margin profile, driven by an increasingly cost-conscious customer base and global economic conditions - The company plans to streamline its organization and implement cost reduction measures to support profitability growth and a higher margin profile[107](index=107&type=chunk) - Key drivers for utility pole demand include aging infrastructure, renewable energy expansion, vehicle electrification, grid-hardening, and increased electricity demand from AI data centers[111](index=111&type=chunk) - The CMC segment is focusing on domestic plant restructuring, optimizing enhanced carbon product markets, and implementing global tar and pitch strategies to mitigate the long-term decline in coal tar supply[111](index=111&type=chunk) [Trade Tariff Uncertainties](index=21&type=section&id=Trade%20Tariff%20Uncertainties) The company's 2025 outlook reflects efforts to offset costs related to import and export tariffs, but uncertainties remain regarding their scope and potential retaliatory measures. New U.S. tariffs on copper products could increase raw material costs, potentially making hedging less effective - The 2025 outlook aims to substantially offset costs related to import and export tariffs, but uncertainties persist regarding implementation dates and scope[108](index=108&type=chunk) - Estimated potential impact of increased tariffs on pre-tax profit during 2025 is **$4 million to $8 million** if mitigation efforts are unsuccessful[155](index=155&type=chunk) - U.S. tariffs on semi-finished copper products, effective August 1, 2025, could cause significant premiums to COMEX prices over LME prices, potentially reducing the effectiveness of copper hedging instruments[158](index=158&type=chunk) [Seasonality and Effects of Weather on Operations](index=23&type=section&id=Seasonality%20and%20Effects%20of%20Weather%20on%20Operations) Koppers' quarterly operating results are subject to fluctuations due to external factors like inclement weather, which can reduce operations and demand, historically leading to lower results in the first and fourth calendar quarters - Quarterly operating results fluctuate due to factors outside of control, including inclement weather conditions[112](index=112&type=chunk) - Historically, operating results are significantly lower in the first and fourth calendar quarters compared to the second and third calendar quarters[112](index=112&type=chunk) [Results of Operations – Comparison of Three Months Ended June 30, 2025 and 2024](index=23&type=section&id=Results%20of%20Operations%20%E2%80%93%20Comparison%20of%20Three%20Months%20Ended%20June%2030,%202025%20and%202024) For the three months ended June 30, 2025, consolidated net sales decreased by 10.4% year-over-year, primarily driven by volume declines in PC and CMC segments. Operating profit and net income also saw significant decreases, while impairment and restructuring charges increased substantially [Consolidated Results (Three Months)](index=23&type=section&id=Consolidated%20Results%20(Three%20Months)) This section analyzes Koppers' consolidated net sales, cost of sales, and impairment and restructuring charges for the three months ended June 30, 2025 and 2024 Consolidated Net Sales (Millions $) | Segment | June 30, 2025 | June 30, 2024 | Change | % Change | | :--- | :--- | :--- | :--- | :--- | | RUPS | 250.4 | 253.9 | (3.5) | -1.4% | | PC | 150.8 | 176.9 | (26.1) | -14.8% | | CMC | 103.6 | 132.4 | (28.8) | -21.8% | | **Total** | **504.8** | **563.2** | **(58.4)** | **-10.4%** | - Cost of sales as a percentage of net sales improved to **77%** in Q2 2025 from **78%** in Q2 2024, due to lower raw material and freight costs, partly offset by lower sales volumes[116](index=116&type=chunk) - Impairment and restructuring charges were **$17.6 million** in Q2 2025, up from **$0.0 million** in Q2 2024, related to phthalic anhydride shutdown, workforce reduction, and consulting services[4](index=4&type=chunk)[118](index=118&type=chunk) [Segment Results (Three Months)](index=24&type=section&id=Segment%20Results%20(Three%20Months)) This section details the Adjusted EBITDA performance for Koppers' RUPS, PC, and CMC segments for the three months ended June 30, 2025 and 2024 Segment Adjusted EBITDA (Millions $) | Segment | June 30, 2025 | June 30, 2024 | Change | % Change | | :--- | :--- | :--- | :--- | :--- | | RUPS | 31.6 | 22.4 | 9.2 | 41.1% | | PC | 28.7 | 44.3 | (15.6) | -35.2% | | CMC | 16.8 | 10.8 | 6.0 | 55.6% | | **Total Adjusted EBITDA** | **77.1** | **77.5** | **(0.4)** | **-0.5%** | - RUPS Adjusted EBITDA increased by **$9.2 million (41.1%)** due to lower raw material, SG&A, and freight expenses, along with net sales price increases[122](index=122&type=chunk) - PC Adjusted EBITDA decreased by **$15.6 million (35.2%)** primarily due to higher raw material costs and lower sales volumes[123](index=123&type=chunk) - CMC Adjusted EBITDA increased by **$6.0 million (55.6%)** due to **$11.5 million** in lower raw material, SG&A, and operating expenses, and a favorable sales mix[124](index=124&type=chunk) [Results of Operations – Comparison of Six Months Ended June 30, 2025 and 2024](index=24&type=section&id=Results%20of%20Operations%20%E2%80%93%20Comparison%20of%20Six%20Months%20Ended%20June%2030,%202025%20and%202024) For the six months ended June 30, 2025, consolidated net sales decreased by 9.4% year-over-year, mainly due to volume declines in PC and CMC. Net income saw a substantial decrease, impacted by a $29.0 million pension settlement loss and increased impairment and restructuring charges [Consolidated Results (Six Months)](index=25&type=section&id=Consolidated%20Results%20(Six%20Months)) This section analyzes Koppers' consolidated net sales, cost of sales, and pension settlement loss for the six months ended June 30, 2025 and 2024 Consolidated Net Sales (Millions $) | Segment | June 30, 2025 | June 30, 2024 | Change | % Change | | :--- | :--- | :--- | :--- | :--- | | RUPS | 485.4 | 479.0 | 6.4 | 1.3% | | PC | 271.7 | 327.0 | (55.3) | -16.9% | | CMC | 204.2 | 254.8 | (50.6) | -19.9% | | **Total** | **961.3** | **1,060.8** | **(99.5)** | **-9.4%** | - Cost of sales as a percentage of net sales improved to **77%** in H1 2025 from **79%** in H1 2024, driven by lower raw material, freight, and operating expenses[128](index=128&type=chunk) - A **$29.0 million** loss on pension settlement was recorded in H1 2025, significantly impacting income before income taxes[4](index=4&type=chunk)[132](index=132&type=chunk) [Segment Results (Six Months)](index=25&type=section&id=Segment%20Results%20(Six%20Months)) This section details the Adjusted EBITDA performance for Koppers' RUPS, PC, and CMC segments for the six months ended June 30, 2025 and 2024 Segment Adjusted EBITDA (Millions $) | Segment | June 30, 2025 | June 30, 2024 | Change | % Change | | :--- | :--- | :--- | :--- | :--- | | RUPS | 57.1 | 40.1 | 17.0 | 42.4% | | PC | 48.8 | 74.1 | (25.3) | -34.1% | | CMC | 26.7 | 14.8 | 11.9 | 80.4% | | **Total Adjusted EBITDA** | **132.6** | **129.0** | **3.6** | **2.8%** | - RUPS Adjusted EBITDA increased by **$17.0 million (42.4%)** due to net sales increases and lower operating, raw material, and SG&A expenses[133](index=133&type=chunk) - PC Adjusted EBITDA decreased by **$25.3 million (34.1%)** primarily due to higher raw material costs and lower sales volumes[134](index=134&type=chunk) - CMC Adjusted EBITDA increased by **$11.9 million (80.4%)** due to lower raw material, SG&A, and operating expenses, favorable sales mix, and improved plant performance[135](index=135&type=chunk) [Adjusted EBITDA Reconciliation](index=26&type=section&id=Adjusted%20EBITDA%20Reconciliation) This section provides a detailed reconciliation of net income to Adjusted EBITDA for both the three and six months ended June 30, 2025 and 2024, outlining specific adjustments such as LIFO effects, impairment, and pension settlement Adjusted EBITDA Reconciliation (Millions $) | Metric | Three Months Ended June 30, 2025 | Three Months Ended June 30, 2024 | Six Months Ended June 30, 2025 | Six Months Ended June 30, 2024 | | :--- | :--- | :--- | :--- | :--- | | Net income | 16.4 | 26.8 | 2.5 | 39.8 | | Interest expense | 17.3 | 20.6 | 33.9 | 37.7 | | Depreciation and amortization | 18.0 | 18.2 | 36.0 | 34.3 | | Income tax provision | 7.5 | 10.2 | 4.2 | 14.6 | | Sub-total | 59.2 | 75.8 | 76.6 | 126.4 | | LIFO (benefit) expense | (0.7) | 1.5 | (2.5) | 4.1 | | Impairment, restructuring and plant closure costs | 17.6 | 0.0 | 37.6 | 0.0 | | Pension settlement and expense | 1.2 | 0.0 | 30.2 | 0.0 | | **Adjusted EBITDA** | **77.1** | **77.5** | **132.6** | **129.0** | [Cash Flow](index=26&type=section&id=Cash%20Flow) Net cash provided by operating activities increased to $27.8 million for the six months ended June 30, 2025, from $14.9 million in the prior year, primarily due to lower working capital usage. Net cash used in investing activities decreased significantly due to the prior year's acquisition and lower capital expenditures. Net cash provided by financing activities decreased due to lower net borrowings - Net cash provided by operating activities increased to **$27.8 million** for the six months ended June 30, 2025, from **$14.9 million** in the prior year, driven by lower working capital usage[137](index=137&type=chunk) - Net cash used in investing activities decreased to **$39.3 million** in H1 2025 from **$141.6 million** in H1 2024, primarily due to the Brown Wood acquisition in the prior year and lower capital expenditures[138](index=138&type=chunk) - Net cash provided by financing activities decreased to **$3.3 million** in H1 2025 from **$111.6 million** in H1 2024, mainly due to lower net borrowings[139](index=139&type=chunk) [Liquidity and Capital Resources](index=26&type=section&id=Liquidity%20and%20Capital%20Resources) As of June 30, 2025, Koppers had approximately $336 million in liquidity from its Credit Facility and cash on hand. The company anticipates capital expenditures of $52 million to $58 million in 2025, expected to be funded by cash from operations, and projects adequate liquidity for at least the next twelve months - Liquidity from the Credit Facility and cash on hand was approximately **$336 million** as of June 30, 2025[140](index=140&type=chunk) - Capital expenditures for 2025, excluding acquisitions, are expected to total approximately **$52 million to $58 million**, funded by cash from operations[141](index=141&type=chunk) [Restrictions on Dividends to Koppers Holdings Inc.](index=27&type=section&id=Restrictions%20on%20Dividends%20to%20Koppers%20Holdings%20Inc.) Koppers Holdings Inc.'s ability to pay dividends is contingent upon earnings from its subsidiaries and is subject to limitations and conditions outlined in the Credit Facility, including an aggregate annual limit of the greater of $50.0 million or 6.0% of market capitalization - Koppers Holdings Inc. depends on dividends from Koppers Inc. and its subsidiaries to meet financial obligations[143](index=143&type=chunk) - The Credit Facility limits dividend payments to the greater of **$50.0 million** or **6.0% of market capitalization** per fiscal year[143](index=143&type=chunk) [Bank Debt Covenants](index=27&type=section&id=Bank%20Debt%20Covenants) The company is in compliance with all financial covenants governing its Credit Facility, including a total net leverage ratio not exceeding 4.75 and a cash interest coverage ratio not less than 2.0 - The total net leverage ratio, calculated as consolidated total net debt divided by consolidated EBITDA, is not permitted to exceed **4.75**. As of June 30, 2025, it was **3.3**[152](index=152&type=chunk) - The cash interest coverage ratio is not permitted to be less than **2.0**. As of June 30, 2025, it was **4.2**[152](index=152&type=chunk) - The company is currently in compliance with all covenants governing the Credit Facility[144](index=144&type=chunk) [Legal Matters](index=27&type=section&id=Legal%20Matters) This section incorporates by reference the detailed discussion of legal proceedings and contingent liabilities from Note 12 to the Condensed Consolidated Financial Statements [Recently Issued Accounting Guidance](index=27&type=section&id=Recently%20Issued%20Accounting%20Guidance) This section incorporates by reference the discussion of new accounting pronouncements from Note 1 to the Condensed Consolidated Financial Statements [Critical Accounting Policies](index=27&type=section&id=Critical%20Accounting%20Policies) There have been no material changes to the company's critical accounting policies as disclosed in its Annual Report on Form 10-K for the year ended December 31, 2024 - No material changes to critical accounting policies since the Annual Report on Form 10-K for the year ended December 31, 2024[147](index=147&type=chunk) [Environmental and Other Matters](index=27&type=section&id=Environmental%20and%20Other%20Matters) This section incorporates by reference the detailed discussion of environmental matters from Note 12 to the Condensed Consolidated Financial Statements [ITEM 3. QUANTITATIVE AND QUALITATIVE DISCLOSURES ABOUT MARKET RISK](index=27&type=section&id=ITEM%203.%20QUANTITATIVE%20AND%20QUALITATIVE%20DISCLOSURES%20ABOUT%20MARKET%20RISK) There have been no material changes to the company's disclosures regarding quantitative and qualitative market risk from those presented in its Annual Report on Form 10-K for the year ended December 31, 2024 - No material changes to market risk disclosures since the Annual Report on Form 10-K for the year ended December 31, 2024[149](index=149&type=chunk) [ITEM 4. CONTROLS AND PROCEDURES](index=27&type=section&id=ITEM%204.%20CONTROLS%20AND%20PROCEDURES) Management, including the CEO and CFO, concluded that the company's disclosure controls and procedures were effective as of June 30, 2025, and there were no material changes to internal control over financial reporting during the quarter - Disclosure controls and procedures were evaluated and deemed effective as of June 30, 2025[150](index=150&type=chunk) - No material changes occurred in internal control over financial reporting during the quarter ended June 30, 2025[150](index=150&type=chunk) [ITEM 1. LEGAL PROCEEDINGS](index=27&type=section&id=ITEM%201.%20LEGAL%20PROCEEDINGS) This section incorporates by reference the detailed information on legal proceedings from Note 12 to the Condensed Consolidated Financial Statements [ITEM 1A. RISK FACTORS](index=28&type=section&id=ITEM%201A.%20RISK%20FACTORS) New risk factors include the potential negative impact of changes to U.S. tariffs and trade regulations on costs and supply chains, and the risk that hedging activities for commodity price fluctuations, particularly copper, may be less effective due to market premiums - New risk factors include changes to U.S. tariffs, import/export regulations, and potential countermeasures that could increase costs and disrupt the global supply chain[153](index=153&type=chunk)[154](index=154&type=chunk)[156](index=156&type=chunk) - Hedging activities for commodity price fluctuations, especially copper, may not be successful in offsetting future cost increases due to potential premiums of COMEX pricing over LME pricing[157](index=157&type=chunk)[158](index=158&type=chunk) [ITEM 2. UNREGISTERED SALES OF EQUITY SECURITIES AND USE OF PROCEEDS](index=29&type=section&id=ITEM%202.%20UNREGISTERED%20SALES%20OF%20EQUITY%20SECURITIES%20AND%20USE%20OF%20PROCEEDS) Koppers repurchased 323,201 shares of its common stock during the three months ended June 30, 2025, under the $100 million share repurchase program approved in February 2025, with approximately $75.4 million remaining under the program Common Shares Repurchased (Three Months Ended June 30, 2025) | Period | Total Number of Common Shares Purchased | Average Price paid per Common Share | | :--- | :--- | :--- | | April 1 - April 30 | 0 | $0.00 | | May 1 – May 31 | 238,921 | $30.78 | | June 1 – June 30 | 84,280 | $31.28 | | **Total** | **323,201** | | - The board of directors approved a **$100 million** share repurchase program on February 27, 2025, with no expiration date[159](index=159&type=chunk) - Approximately **$75.4 million** remained available for repurchase under the program as of June 30, 2025[159](index=159&type=chunk) [ITEM 3. DEFAULTS UPON SENIOR SECURITIES](index=29&type=section&id=ITEM%203.%20DEFAULTS%20UPON%20SENIOR%20SECURITIES) This item is not applicable to Koppers Holdings Inc. for the reporting period [ITEM 4. MINE SAFETY DISCLOSURES](index=29&type=section&id=ITEM%204.%20MINE%20SAFETY%20DISCLOSURES) This item is not applicable to Koppers Holdings Inc. for the reporting period [ITEM 5. OTHER INFORMATION](index=29&type=section&id=ITEM%205.%20OTHER%20INFORMATION) During the three months ended June 30, 2025, no directors or executive officers adopted, modified, or terminated any Rule 10b5-1 or non-Rule 10b5-1 trading arrangements - No directors or executive officers adopted, modified, or terminated any Rule 10b5-1 or non-Rule 10b5-1 trading arrangements during the three months ended June 30, 2025[163](index=163&type=chunk) [ITEM 6. EXHIBITS](index=29&type=section&id=ITEM%206.%20EXHIBITS) This section lists the exhibits filed with the Form 10-Q, including Amendment No. 6 to the Credit Agreement and various certifications - Exhibit 10.1 is Amendment No. 6 to the Credit Agreement, dated June 17, 2025[164](index=164&type=chunk) - Includes certifications of the Chief Executive Officer and Chief Financial Officer pursuant to Sections 302 and 906 of the Sarbanes-Oxley Act of 2002[164](index=164&type=chunk) [SIGNATURES](index=30&type=section&id=SIGNATURES) The report is duly signed on behalf of Koppers Holdings Inc. by its Chief Financial Officer, Jimmi Sue Smith, on August 8, 2025 - The report was signed by Jimmi Sue Smith, Chief Financial Officer, on August 8, 2025[167](index=167&type=chunk)

Core Insights - Koppers reported a second quarter 2025 adjusted EBITDA of $77 million with a margin of 15.3% on sales of $505 million, reflecting a 10.4% year-over-year decline in consolidated sales [1] - The company announced a $0.32 per share annual dividend for 2025, marking a 14% increase year-over-year, while also reducing full-year sales and adjusted EBITDA guidance due to ongoing demand weakness [1] - Key strategies include cost discipline, balance sheet strengthening, and strategic actions aimed at reshaping Koppers' margin trajectory and business mix in the coming years [1] Financial Performance - SG&A expenses decreased by 13% year-to-date, and the workforce was reduced by 11% since April 2024, contributing to the first adjusted EBITDA margin above 15% in eight years [2][3] - Cash flow exceeded $50 million in the quarter, and capital expenditure run rate fell below $60 million for fiscal 2025, enhancing free cash flow capacity amid demand challenges [2] Strategic Initiatives - The Catalyst transformation program was launched to target sustainable margin expansion through process reengineering, technology upgrades, and workforce upskilling [4] - The Chief Operating Officer was appointed as Chief Transformation Officer to lead this multi-phase effort, with initial assessments indicating potential for mid to high teen EBITDA margins by the end of 2027 [4] Guidance and Market Outlook - Koppers revised its consolidated sales outlook to $1.9 billion to $2 billion for 2025, down from $2.1 billion in 2024, and adjusted EBITDA guidance to $250 million to $270 million for 2025, compared to $262 million in 2024 [6][8] - Management highlighted weaker residential end-markets for wood preservatives and persistent challenges in carbon materials, with no significant improvement expected in the second half of 2025 [7][8] - Full-year 2025 adjusted EPS guidance is set at $4.00 to $4.60, with expectations for strong free cash flow and a focus on debt reduction [9]

Financial Performance - Koppers' Q2 2025 sales were $5048 million, a 104% decrease compared to $5632 million in Q2 2024[28] - Adjusted EBITDA for Q2 2025 was $771 million, slightly down from $775 million in Q2 2024[31] - The company generated cash flow exceeding $50 million in Q2[6] - Koppers is aiming for mid-to-high teens margins by the end of 2027[6] Segment Performance - Railroad and Utility Products and Services (RUPS) sales decreased from $2539 million in Q2 2024 to $2504 million in Q2 2025[95] - Performance Chemicals (PC) sales decreased from $1769 million in Q2 2024 to $1508 million in Q2 2025, a 15% volume decrease primarily in the Americas[46, 95] - Carbon Materials and Chemicals (CMC) sales decreased from $1324 million in Q2 2024 to $1036 million in Q2 2025, driven by volume decreases and lower sales prices[52, 95] Strategic Initiatives - Koppers launched "Catalyst," a strategic transformation to improve profitability and shareholder value[6, 22] - The company reduced Year-To-Date Selling, General and Administrative Expense (SG&A) by 13% compared to the prior year[6] - Koppers reduced headcount for 14 consecutive months, with Full-Time Employees (FTEs) 11% lower compared to April 2024[6] - The sale of Koppers Railroad Structures is expected to close in Q3 2025, with a 5-year sales average of $36 million and a 5-year EBITDA average of $2 million[6, 21]

Core Viewpoint - Koppers reported quarterly earnings of $1.48 per share, slightly missing the Zacks Consensus Estimate of $1.49 per share, but showing an increase from $1.36 per share a year ago [1][2] Financial Performance - The earnings surprise for the quarter was -0.67%, while the previous quarter saw a positive surprise of +26.79% with actual earnings of $0.71 per share against an expectation of $0.56 [2] - Koppers' revenues for the quarter ended June 2025 were $504.8 million, missing the Zacks Consensus Estimate by 9.42%, and down from $563.2 million year-over-year [3] Stock Performance - Koppers shares have increased approximately 2.7% since the beginning of the year, compared to a 7.8% gain in the S&P 500 [4] - The current Zacks Rank for Koppers is 3 (Hold), indicating expected performance in line with the market in the near future [7] Future Outlook - The consensus EPS estimate for the upcoming quarter is $1.58 on revenues of $549.7 million, and for the current fiscal year, it is $4.61 on revenues of $2.02 billion [8] - The outlook for the Chemical - Diversified industry, to which Koppers belongs, is currently in the bottom 7% of over 250 Zacks industries, which may impact stock performance [9]

[Financial Highlights](index=1&type=section&id=Financial%20Highlights) Koppers reported a 10.4% decrease in net sales to $504.8 million for Q2 2025, with net income falling 38.8% to $16.4 million, while adjusted metrics showed modest increases | Financial Metric | Q2 2025 | Q2 2024 | Change | % Change | | :--- | :--- | :--- | :--- | :--- | | Net Sales | $504.8 million | $563.2 million | $(58.4) million | -10.4% | | Net Income | $16.4 million | $26.8 million | $(10.4) million | -38.8% | | Diluted EPS | $0.81 | $1.25 | $(0.44) | -35.2% | | Adjusted Net Income | $29.9 million | $29.2 million | $0.7 million | 2.4% | | Adjusted EPS | $1.48 | $1.36 | $0.12 | 8.8% | | Adjusted EBITDA | $77.1 million | $77.5 million | $(0.4) million | -0.5% | - CEO Leroy Ball noted that despite sluggish demand and lower top-line revenue, the company's performance was strong due to cost-saving actions from the 'Catalyst' transformation process, including an **11% reduction in the global employee base** since April 2024 and the exit from the phthalic anhydride business[6](index=6&type=chunk) - Year-to-date capital expenditures were significantly lower at **$26.4 million** compared to **$43.4 million** in the prior year period, enabling debt reduction and capital return to shareholders through share repurchases and dividends[7](index=7&type=chunk)[6](index=6&type=chunk) [Business Segment Performance](index=2&type=section&id=Business%20Segment%20Performance) All three business segments experienced a decline in net sales, but adjusted EBITDA performance was mixed, with RUPS and CMC seeing significant increases while PC decreased | Segment Net Sales (Q2 2025) | Amount | vs. Q2 2024 | % Change | | :--- | :--- | :--- | :--- | | Railroad and Utility Products and Services | $250.4 million | $(3.5) million | -1.4% | | Performance Chemicals | $150.8 million | $(26.1) million | -14.8% | | Carbon Materials and Chemicals | $103.6 million | $(28.8) million | -21.8% | | Segment Adjusted EBITDA (Q2 2025) | Amount | vs. Q2 2024 | % Change | | :--- | :--- | :--- | :--- | | Railroad and Utility Products and Services | $31.6 million | $9.2 million | 41.1% | | Performance Chemicals | $28.7 million | $(15.6) million | -35.2% | | Carbon Materials and Chemicals | $16.8 million | $6.0 million | 55.6% | [Railroad and Utility Products and Services (RUPS)](index=2&type=section&id=Railroad%20and%20Utility%20Products%20and%20Services%20(RUPS)) RUPS net sales slightly decreased due to lower Class I crosstie volumes, but adjusted EBITDA surged by 41.1% driven by reduced expenses - Net sales decrease was driven by lower volumes from Class I crosstie customers and reduced activity in the crosstie recovery business[10](index=10&type=chunk) - Adjusted EBITDA increased significantly due to **$7.7 million** in lower raw material, SG&A, and freight expenses, along with net sales price increases[10](index=10&type=chunk) [Performance Chemicals (PC)](index=2&type=section&id=Performance%20Chemicals%20(PC)) PC net sales dropped 14.8% due to volume decreases in the Americas, and adjusted EBITDA fell 35.2% impacted by higher raw material costs - The sales decline was primarily caused by a **15% volume decrease**, mostly in the Americas, resulting from a shift in U.S. market share[10](index=10&type=chunk) - Adjusted EBITDA decreased due to higher raw material costs and lower sales volumes, despite being partly offset by **$2.2 million** in lower SG&A expenses[10](index=10&type=chunk) [Carbon Materials and Chemicals (CMC)](index=2&type=section&id=Carbon%20Materials%20and%20Chemicals%20(CMC)) CMC net sales fell 21.8% due to discontinued phthalic anhydride production, but adjusted EBITDA grew 55.6% driven by cost reductions and favorable sales mix - The discontinuation of phthalic anhydride production led to a **$20.4 million** decrease in sales volume; lower volumes for carbon black feedstock and lower prices for carbon pitch also contributed to the sales decline[10](index=10&type=chunk) - Adjusted EBITDA increased due to **$11.5 million** in lower raw material, SG&A, and operating expenses, particularly in North America, and a favorable sales mix[10](index=10&type=chunk) [2025 Financial Outlook](index=2&type=section&id=2025%20Financial%20Outlook) Koppers revised its full-year 2025 guidance downwards for sales and adjusted EBITDA due to soft demand, while maintaining operating cash flow projections | Metric | 2025 Forecast (Revised) | 2024 Actual | | :--- | :--- | :--- | | Net Sales | $1.9 - $2.0 billion | $2.09 billion | | Adjusted EBITDA | $250 - $270 million | $261.6 million | | Adjusted EPS | $4.00 - $4.60 | $4.11 | | Operating Cash Flow | $150 million | $119.4 million | | Capital Expenditures | $52 - $58 million | $77.4 million | - The company revised its sales and earnings forecast down due to the current competitive environment, global economic conditions, and ongoing geopolitical and supply chain uncertainty[9](index=9&type=chunk) - Despite the guidance revision, the midpoint of the adjusted EPS forecast represents an approximate **5% increase** over 2024, with free cash flow in the second half planned primarily for debt reduction[12](index=12&type=chunk) - The 'Catalyst' transformation process is expected to help achieve a sustainable **mid to high teens adjusted EBITDA margin** in the next two to three years[13](index=13&type=chunk) [Consolidated Financial Statements](index=5&type=section&id=Consolidated%20Financial%20Statements) The unaudited consolidated financial statements show a significant drop in net income for the first six months of 2025, while operating cash flow improved [Statement of Operations](index=5&type=section&id=Statement%20of%20Operations) For Q2 2025, net sales and net income decreased, with a significant six-month impact from impairment and pension settlement charges | (In millions) | Three Months Ended June 30, 2025 | Three Months Ended June 30, 2024 | | :--- | :--- | :--- | | Net Sales | $504.8 | $563.2 | | Operating Profit | $39.1 | $57.5 | | Net Income | $16.4 | $26.8 | | Diluted EPS | $0.81 | $1.25 | | (In millions) | Six Months Ended June 30, 2025 | Six Months Ended June 30, 2024 | | :--- | :--- | :--- | | Net Sales | $961.3 | $1,060.8 | | Operating Profit | $66.1 | $92.1 | | Net Income | $2.5 | $39.8 | | Diluted EPS | $0.12 | $1.83 | [Balance Sheet](index=6&type=section&id=Balance%20Sheet) As of June 30, 2025, total assets slightly increased to $1,930.8 million, total liabilities remained stable, and total equity grew due to comprehensive loss changes | (In millions) | June 30, 2025 | Dec 31, 2024 | | :--- | :--- | :--- | | Total Current Assets | $708.0 | $680.6 | | Total Assets | $1,930.8 | $1,890.2 | | Total Current Liabilities | $272.3 | $325.8 | | Long-Term Debt | $962.9 | $925.9 | | Total Liabilities | $1,403.7 | $1,401.2 | | Total Equity | $527.1 | $489.0 | [Statement of Cash Flows](index=7&type=section&id=Statement%20of%20Cash%20Flows) Net cash from operating activities improved to $27.8 million for the six-month period, while investing activities decreased significantly due to no acquisitions | (In millions) | Six Months Ended June 30, 2025 | Six Months Ended June 30, 2024 | | :--- | :--- | :--- | | Net cash provided by operating activities | $27.8 | $14.9 | | Net cash used in investing activities | $(39.3) | $(141.6) | | Net cash provided by financing activities | $3.3 | $111.6 | | Net decrease in cash | $(5.5) | $(17.6) | [Non-GAAP Reconciliations](index=8&type=section&id=Non-GAAP%20Reconciliations) The report provides detailed reconciliations of GAAP net income and diluted EPS to adjusted non-GAAP measures, primarily accounting for impairment and restructuring charges [Reconciliation of Net Income to Adjusted EBITDA](index=8&type=section&id=Reconciliation%20of%20Net%20Income%20to%20Adjusted%20EBITDA) Q2 2025 Net Income of $16.4 million was reconciled to Adjusted EBITDA of $77.1 million by adding back interest, taxes, D&A, and significant impairment/restructuring costs - Key adjustments to reconcile Q2 2025 Net Income to Adjusted EBITDA include adding back **$17.3 million** in interest, **$18.0 million** in D&A, **$7.5 million** in taxes, and a net **$17.9 million** in other adjustments[37](index=37&type=chunk) - The largest single adjustment for the quarter was **$17.6 million** related to impairment, restructuring, and plant closure costs[37](index=37&type=chunk) [Reconciliation to Adjusted Net Income and Adjusted EPS](index=9&type=section&id=Reconciliation%20to%20Adjusted%20Net%20Income%20and%20Adjusted%20EPS) For Q2 2025, GAAP Net Income of $16.4 million was adjusted by $13.5 million (net of tax) to reach Adjusted Net Income of $29.9 million, resulting in an Adjusted EPS of $1.48 | (Q2 2025) | GAAP | Adjustments (Net of Tax) | Non-GAAP (Adjusted) | | :--- | :--- | :--- | :--- | | Net Income | $16.4 million | $13.5 million | $29.9 million | | Diluted EPS | $0.81 | $0.67 | $1.48 | [Supplementary Information](index=3&type=section&id=Supplementary%20Information) This section includes standard corporate information, details for the investor conference call, and the required Safe Harbor Statement regarding forward-looking statements [About Koppers](index=3&type=section&id=About%20Koppers) Koppers is a global provider of treated wood products, wood preservation technologies, and carbon compounds, focusing on preserving key infrastructure elements - Koppers (NYSE: KOP) is a global provider of treated wood products, wood preservation technologies, and carbon compounds, focusing on infrastructure preservation[18](index=18&type=chunk) [Investor Conference Call Information](index=3&type=section&id=Investor%20Conference%20Call%20Information) Koppers management will host a conference call on August 8, 2025, at 11:00 a.m. Eastern Time to discuss the second-quarter results - A conference call to discuss Q2 2025 results is scheduled for **11:00 a.m. Eastern Time** on the day of the release[14](index=14&type=chunk) [Safe Harbor Statement](index=4&type=section&id=Safe%20Harbor%20Statement) This statement cautions that the press release contains forward-looking statements subject to various risks and uncertainties that could cause actual results to differ materially - The release contains forward-looking statements subject to known and unknown risks, uncertainties, and contingencies that could cause actual results to differ materially[24](index=24&type=chunk)[25](index=25&type=chunk) - Key risk factors include fluctuations in raw material prices, changes in commodity prices, international market conditions, and supply chain disruptions[26](index=26&type=chunk)