Core Viewpoint - Orion S.A. (NYSE: OEC) has been a subject of debate regarding whether it represents a "value play or value trap" since its initial public offering in 2014 [1]. Group 1 - The stock has been under scrutiny for a couple of years, indicating ongoing concerns about its valuation and performance [1]. - The company has a history of fluctuating stock performance, which has contributed to the ongoing debate among investors [1]. Group 2 - The analyst has disclosed a beneficial long position in OEC shares, indicating a personal investment interest in the company [2]. - The analyst plans to exit their position in OEC within the week, suggesting a potential shift in sentiment regarding the stock [2].

EXHIBIT 99.1 ORION S.A. CONTACT: Christopher Kapsch Vice President of Investor Relations +1 281-318-4413 christopher.kapsch@orioncarbons.com Orion S.A. Announces Preliminary Third Quarter 2025 Results, Business Update, and Conference Call Information HOUSTON—October 13, 2025—Orion S.A. (NYSE: OEC), a global specialty chemicals company, today announced a preliminary unaudited financial update for its fiscal third quarter ending September 30, 2025, and the company adjusted its full year 2025 guidance. The com ...

Group 1 - U.S. stock futures are lower, with Dow futures falling more than 350 points [1] - Orion SA expects third-quarter adjusted EBITDA to be around $55 million and full-year adjusted EBITDA in the range of $220-$235 million, leading to an 18.6% drop in shares to $5.56 in pre-market trading [1] Group 2 - ENDRA Life Sciences Inc shares fell 19.4% to $6.54 after a previous 25% increase due to $4.9 million in funding commitments [4] - Canaan Inc shares tumbled 11.8% to $1.34 after a 39% jump, despite a maintained Buy rating and $4 price target from Rosenblatt analyst [4] - DBV Technologies SA shares fell 11.8% to $14.48 after gaining around 10% previously [4] - Nanobiotix SA shares tumbled 10.2% to $27.23 after a previous increase of over 28% [4] - Draganfly Inc shares dipped 9.4% to $12.47 after filing for a mixed shelf of up to $200 million [4] - Bitdeer Technologies Group shares fell 9% to $18.61 after a 15% gain [4] - Diginex Ltd shares fell 9% to $23.40 [4] - HIVE Digital Technologies shares dipped 8.1% to $6.21, despite a maintained Buy rating and $10 price target [4] - Oatly Group AB shares fell 7.8% to $13.29 after a 5% gain [4] - Bit Digital Inc shares declined 7.7% to $3.69 after a previous gain of over 6% [4] - Upexi Inc shares fell 7.7% to $5.98 [4] - Sharplink Gaming Inc shares declined 7.1% to $14.98 after adding 5% previously [4] - Nio Inc shares fell 5% to $6.82, influenced by new port fees affecting US-listed Chinese stocks [4] - Alibaba Group Holding Ltd shares declined 4% to $160.20, also impacted by new port fees [4]

Core Points - Orion S.A. announced a preliminary unaudited financial update for its fiscal third quarter ending September 30, 2025 [1] - The company adjusted its full year 2025 guidance [1] - Actual third quarter 2025 results will be released after market close on November 4, 2025 [1] - A conference call is scheduled for November 5, 2025, at 8:30 a.m. (ET) [1]

Financial Data and Key Metrics Changes - The adjusted EBITDA for Q2 was $69 million, aligning with expectations despite demand headwinds, with overall volumes up 3% year over year but down over 4.5% sequentially [6][24] - Gross profit per ton improved sequentially due to better operating performance, although total profitability was down year over year due to adverse geographic and product mix [24][25] Business Line Data and Key Metrics Changes - The Rubber business saw a 7% increase in volumes year over year and a 4% increase in adjusted EBITDA, driven by contract outcomes, though impacted by import-related headwinds [25] - Specialty volumes decreased by 8% year over year and 6% sequentially, primarily due to soft demand and customer hesitancy related to tariff uncertainties [27] Market Data and Key Metrics Changes - The surge in tire imports into the U.S. was attributed to customers trying to beat tariff deadlines, which negatively affected local tire manufacturing rates and demand [7][15] - The company expects improved Rubber segment demand starting late this year or early next year as tariffs normalize tire imports [9][10] Company Strategy and Development Direction - The company is shifting capital allocation priorities towards debt reduction over share repurchases in the near term [14][30] - Self-help initiatives are underway to improve productivity and lower costs, with a focus on driving free cash flow improvement [21][32] Management's Comments on Operating Environment and Future Outlook - Management expressed cautious optimism about demand recovery due to the new tariff paradigm expected to benefit the company in late 2025 or early 2026 [33] - The company is not complacent and is focused on positioning itself for greater earnings power despite the challenging backdrop [32] Other Important Information - The CFO, Jeff Gleich, will retire in the fourth quarter, and a formal search for a successor has begun [5] - The company has committed $7 billion to $8 billion in capital for tire production capacity expansion in North America over the next four years [18] Q&A Session Summary Question: Earnings step up in the second half of the year - Management indicated that volume growth would not significantly increase sequentially, with cost actions expected to benefit in the second half [36][38] Question: Cash balance and levers to hit targets - Management discussed working capital levers, including inventory reduction, with expectations for more opportunities in Q4 [39][40] Question: Tariff impacts and production location expectations - Management does not expect production to revert more to Mexico than the U.S. and noted that the tariff situation remains complex [44][47] Question: Q4 expectations and seasonal trends - Management suggested a possibility of a stronger Q4 due to tariff certainty but emphasized uncertainty [49] Question: Structural versus temporary import impacts - Management acknowledged a price gap between imported and domestic tires, with tariffs helping to close that gap [51][52] Question: Incremental tariff impacts from recent announcements - Management highlighted the significance of the 25% automotive tariff and its implications for imported carbon black from India [55]

Financial Performance - Second quarter EBITDA was approximately $69 million, a sequential increase despite a roughly 5% decrease in volume[5] - Rubber segment volume increased by 3% year-over-year, driving overall portfolio resilience[23] - Specialty Carbon Black adjusted EBITDA decreased by 28.9% year-over-year to $19.9 million[29] - Adjusted net income was $18.2 million, with adjusted diluted EPS at $0.32[21] Market Trends and Outlook - Tariffs of 25% on Southeast Asian tires remain in effect, impacting replacement tires which constitute over half of the company's Rubber segment volume[13] - North American tire production capacity is expected to grow by approximately 53 million tires per year from 2025 to 2030, representing a 3.3% compound annual growth rate[16] - The company anticipates some benefit from tariffs later in 2025[43] Strategic Initiatives - The company is rationalizing 3-5 production lines to improve asset performance and reliability[19] - Capital expenditures are projected to be around $150 million[34] - Free cash flow guidance is reaffirmed at $40-$70 million for 2025[34]

Core Insights - Orion reported Q2 2025 GAAP revenue of $466.4 million, exceeding analyst expectations by $1.07 million, but Non-GAAP EPS of $0.32 fell short of the $0.33 estimate [1][2] - Adjusted EBITDA decreased by 8.4% year-over-year, reflecting ongoing demand pressures in the specialty business and challenges in high-margin segments [1][2][6] - Management lowered the full-year 2025 Adjusted EBITDA and Adjusted EPS outlook due to persistent demand softness in key end markets [1][9] Financial Performance - Q2 2025 Non-GAAP EPS was $0.32, down 22.0% from $0.41 in Q2 2024 [2] - GAAP revenue of $466.4 million represented a 2.2% decline from $477.0 million in Q2 2024 [2] - Adjusted EBITDA for Q2 2025 was $68.8 million, down from $75.1 million in Q2 2024 [2] - Net income (GAAP) fell to $9.0 million, a 56.1% decrease from $20.5 million in Q2 2024 [2][6] Business Overview - Orion is a leading global producer of carbon black, primarily used in rubber products, with a diversified product lineup serving various industries [3][4] - The company operates 14 manufacturing plants globally and has a significant R&D center in Germany [3] Strategic Focus - Orion's strategy emphasizes market leadership, innovation, and a balanced product mix between Rubber and Specialty Carbon Black segments [4] - The Rubber Carbon Black segment showed a 6.9% year-over-year volume gain, while the Specialty segment faced a 7.8% volume drop [5][6] Operational Changes - Orion plans to discontinue three to five older carbon black production lines to enhance efficiency and align production with market demand [8] - The company maintained its free cash flow target of $40–70 million for 2025, despite a net debt of $982.4 million [8] Outlook and Guidance - Management revised the 2025 Adjusted EBITDA guidance to a range of $270–290 million, down from $280–300 million [9] - Adjusted EPS is now expected to be between $1.20 and $1.45 for 2025, reflecting ongoing market challenges [9][10] - The company anticipates no significant recovery in end markets for the remainder of 2025 [9][10]

Financial Performance - Orion reported quarterly earnings of $0.32 per share, missing the Zacks Consensus Estimate of $0.36 per share, and down from $0.41 per share a year ago, representing an earnings surprise of -11.11% [1] - The company posted revenues of $466.4 million for the quarter ended June 2025, surpassing the Zacks Consensus Estimate by 1.25%, but down from $477 million year-over-year [2] Earnings Outlook - The current consensus EPS estimate for the coming quarter is $0.49 on revenues of $459.78 million, and for the current fiscal year, it is $1.33 on revenues of $1.82 billion [7] - The estimate revisions trend for Orion was mixed ahead of the earnings release, resulting in a Zacks Rank 3 (Hold) for the stock, indicating expected performance in line with the market [6] Industry Context - The Chemical - Specialty industry, to which Orion belongs, is currently in the bottom 35% of over 250 Zacks industries, suggesting potential challenges for stock performance [8] - Empirical research indicates a strong correlation between near-term stock movements and trends in earnings estimate revisions, which could impact investor sentiment [5]

PART I [Item 1. Financial Statements and Supplementary Data (Unaudited)](index=3&type=section&id=Item%201.%20Financial%20Statements%20and%20Supplementary%20Data%20(Unaudited)) This section presents Orion S.A.'s unaudited condensed consolidated financial statements, including statements of operations, comprehensive income, balance sheets, cash flows, and changes in stockholders' equity, along with detailed notes providing context on accounting policies, financial instruments, debt, segment information, and other financial disclosures [Condensed Consolidated Statements of Operations](index=3&type=section&id=Condensed%20Consolidated%20Statements%20of%20Operations) | Metric (In millions, except per share) | 3 Months Ended June 30, 2025 | 3 Months Ended June 30, 2024 | 6 Months Ended June 30, 2025 | 6 Months Ended June 30, 2024 | | :----------------------------------- | :--------------------------: | :--------------------------: | :--------------------------: | :--------------------------: | | Net sales | $466.4 | $477.0 | $944.1 | $979.9 | | Gross profit | $98.4 | $109.8 | $196.5 | $232.0 | | Income from operations | $32.1 | $41.6 | $63.3 | $94.4 | | Interest and other financial expense, net | $19.1 | $12.2 | $32.8 | $24.9 | | Net income | $9.0 | $20.5 | $18.1 | $47.2 | | Basic EPS | $0.16 | $0.35 | $0.32 | $0.81 | | Diluted EPS | $0.16 | $0.35 | $0.32 | $0.80 | [Condensed Consolidated Statements of Comprehensive Income](index=4&type=section&id=Condensed%20Consolidated%20Statements%20of%20Comprehensive%20Income) | Metric (In millions) | 3 Months Ended June 30, 2025 | 3 Months Ended June 30, 2024 | 6 Months Ended June 30, 2025 | 6 Months Ended June 30, 2024 | | :------------------- | :--------------------------: | :--------------------------: | :--------------------------: | :--------------------------: | | Net income | $9.0 | $20.5 | $18.1 | $47.2 | | Foreign currency translation adjustments | $(2.6) | $(8.3) | $— | $(14.7) | | Net losses on derivatives | $(2.0) | $(1.2) | $(3.5) | $(1.7) | | Other comprehensive loss | $(4.7) | $(9.4) | $(3.7) | $(16.2) | | Comprehensive income | $4.3 | $11.1 | $14.4 | $31.0 | [Condensed Consolidated Balance Sheets](index=5&type=section&id=Condensed%20Consolidated%20Balance%20Sheets) | Metric (In millions) | June 30, 2025 | December 31, 2024 | | :------------------- | :-----------: | :---------------: | | Total current assets | $682.5 | $613.3 | | Total non-current assets | $1,342.4 | $1,244.0 | | Total assets | $2,024.9 | $1,857.3 | | Total current liabilities | $620.8 | $516.7 | | Total non-current liabilities | $937.6 | $865.7 | | Total liabilities and stockholders' equity | $2,024.9 | $1,857.3 | | Total stockholders' equity | $466.5 | $474.9 | [Condensed Consolidated Statements of Cash Flows](index=6&type=section&id=Condensed%20Consolidated%20Statements%20of%20Cash%20Flows) | Metric (In millions) | 6 Months Ended June 30, 2025 | 6 Months Ended June 30, 2024 | | :------------------- | :--------------------------: | :--------------------------: | | Net cash provided by operating activities | $54.1 | $61.7 | | Net cash used in investing activities | $(71.4) | $(87.8) | | Net cash provided by financing activities | $14.0 | $23.5 | | Decrease in cash, cash equivalents and restricted cash | $(3.3) | $(2.6) | | Cash and cash equivalents at the end of the period | $42.6 | $34.2 | [Condensed Consolidated Statements of Changes in Stockholders' Equity](index=7&type=section&id=Condensed%20Consolidated%20Statements%20of%20Changes%20in%20Stockholders%27%20Equity) | Metric (In millions) | Balance at January 1, 2025 | Balance at June 30, 2025 | Balance at January 1, 2024 | Balance at June 30, 2024 | | :------------------- | :------------------------: | :----------------------: | :------------------------: | :----------------------: | | Total Stockholders' Equity | $474.9 | $466.5 | $478.5 | $503.9 | | Net income (6 months) | $18.1 | $18.1 | $47.2 | $47.2 | | Repurchases of Common stock (6 months) | $(24.8) | $(24.8) | $(6.8) | $(6.8) | | Dividends paid (6 months) | $(3.5) | $(3.5) | $(3.6) | $(3.6) | [Notes to the Condensed Consolidated Financial Statements (Unaudited)](index=8&type=section&id=Notes%20to%20the%20Condensed%20Consolidated%20Financial%20Statements%20(Unaudited)) This section provides detailed disclosures on the company's accounting policies, financial instruments, debt, employee benefits, income taxes, commitments, contingencies, and segment information, offering context to the condensed financial statements [Note A. Organization, Description of the Business and Summary of Significant Accounting Policies](index=9&type=section&id=Note%20A.%20Organization%2C%20Description%20of%20the%20Business%20and%20Summary%20of%20Significant%20Accounting%20Policies) - Orion S.A.'s unaudited Condensed Consolidated Financial Statements are prepared in accordance with U.S. GAAP and Article 10 of Regulation S-X, and should be read in conjunction with the Annual Report on Form 10-K for the year ended December 31, 2024[27](index=27&type=chunk) - The company adopted ASU No. **2023-09**, Income Taxes (Topic 740) Improvements to Income Tax Disclosures, on **January 1, 2025**, which did not materially impact the Consolidated Financial Statements but will require additional disclosures in the **2025** Annual Report on Form 10-K[29](index=29&type=chunk)[30](index=30&type=chunk) - The company is evaluating ASU **2024-03** and ASU **2025-01**, Income Statement—Reporting Comprehensive Income—Expense Disaggregation Disclosures, effective for fiscal years beginning after **December 15, 2026**, which will require additional disclosures but are not expected to materially impact the Consolidated Financial Statements[31](index=31&type=chunk)[32](index=32&type=chunk)[33](index=33&type=chunk) [Note B. Accounts Receivable](index=9&type=section&id=Note%20B.%20Accounts%20Receivable) | Metric (In millions) | June 30, 2025 | December 31, 2024 | | :------------------- | :-----------: | :---------------: | | Accounts receivable, net | $270.0 | $211.9 | | Expected credit losses | $(1.3) | $(1.2) | - Gross receivables sold through factoring facilities were **$125.7 million** for the three months ended June 30, 2025 (vs. **$110.8 million** in 2024) and **$228.2 million** for the six months ended June 30, 2025 (vs. **$218.4 million** in 2024) Losses on receivables sold were approximately **$1.4 million** and **$2.6 million** for the three and six months ended June 30, 2025, respectively[34](index=34&type=chunk)[35](index=35&type=chunk) [Note C. Inventories](index=10&type=section&id=Note%20C.%20Inventories) | Metric (In millions) | June 30, 2025 | December 31, 2024 | | :------------------- | :-----------: | :---------------: | | Raw materials, consumables and supplies, net | $103.8 | $103.8 | | Work in process | $— | $0.1 | | Finished goods, net | $181.9 | $186.5 | | Inventories, net | $285.7 | $290.4 | [Note D. Debt and Other Obligations](index=10&type=section&id=Note%20D.%20Debt%20and%20Other%20Obligations) | Metric (In millions) | June 30, 2025 | December 31, 2024 | | :------------------- | :-----------: | :---------------: | | Current portion of long-term debt and other financial liabilities | $342.

[Executive Summary and Business Highlights](index=1&type=section&id=Executive%20Summary%20and%20Business%20Highlights) [Second Quarter 2025 Key Highlights](index=1&type=section&id=Second%20Quarter%202025%20Key%20Highlights) Orion S.A. reported a decline in net sales, net income, and EPS for Q2 2025 compared to the prior year, with Adjusted EBITDA also decreasing. The results were in line with expectations, supported by improved sequential plant performance Q2 2025 Key Financial Metrics | Metric | Q2 2025 | Change YoY | | | :--- | :--- | :--- | :--- | | Net sales | $466.4 million | Down $10.6 million | | Net income | $9.0 million | Down $11.5 million | | Diluted EPS | $0.16 | Down $0.19 | | Adjusted EBITDA | $68.8 million | Down 8% | | Adjusted Diluted EPS | $0.32 | Down $0.09 | [Six Months 2025 Key Highlights](index=1&type=section&id=Six%20Months%202025%20Key%20Highlights) For the first six months of 2025, Orion S.A. experienced a year-over-year decrease across key financial metrics including net sales, net income, and Adjusted EBITDA, reflecting persistent market challenges 6M 2025 Key Financial Metrics | Metric | 6M 2025 | Change YoY | | | :--- | :--- | :--- | :--- | | Net sales | $944.1 million | Down $35.8 million | | Net income | $18.1 million | Down $29.1 million | | Diluted EPS | $0.32 | Down $0.48 | | Adjusted EBITDA | $135.0 million | Down 16% | | Adjusted Diluted EPS | $0.55 | Down $0.38 | [Other Strategic Highlights](index=1&type=section&id=Other%20Strategic%20Highlights) The company reported improved plant performance sequentially and announced plans to discontinue production at several carbon black lines. Free Cash Flow expectations for 2025 are being maintained - Improved plant performance sequentially[5](index=5&type=chunk) - Announced plan to discontinue, in aggregate, production of three to five carbon black lines at multiple facilities[5](index=5&type=chunk) - Maintaining Free Cash Flow expectations for 2025[5](index=5&type=chunk) [Management Commentary](index=1&type=section&id=Management%20Commentary) CEO Corning Painter noted that Q2 results met expectations despite persistent demand headwinds from elevated tire imports and broader macro uncertainty. CFO Jeff Glajch emphasized the focus on cash flow improvement, expecting to achieve the 2025 free cash flow goal despite macro headwinds - CEO Corning Painter stated Q2 results were in line with expectations, aided by improved sequential plant performance[4](index=4&type=chunk) - Persistent demand headwinds from elevated tire imports and macro uncertainty continue to pressure key tire customers[5](index=5&type=chunk) - CFO Jeff Glajch highlighted a resolute focus on improving cash flow and expects to reach the previously stated goal of **more than $50 million** in free cash flow for 2025[7](index=7&type=chunk) [Detailed Financial Performance](index=2&type=section&id=Detailed%20Financial%20Performance) [Second Quarter 2025 Performance Overview](index=2&type=section&id=Second%20Quarter%202025%20Performance%20Overview) Orion S.A.'s second quarter 2025 results showed a mixed performance with volume growth driven by Rubber Carbon Black, but overall net sales and profitability declined due to lower oil prices, reduced Specialty Carbon Black volume, and unfavorable raw material pass-through timing [Consolidated Financial Results (Q2 2025)](index=2&type=section&id=Consolidated%20Financial%20Results%20(Q2%202025)) Q2 2025 Consolidated Financials (YoY Change) | Metric | 2025 (Millions) | 2024 (Millions) | Delta (Millions) | YoY Change | | :--- | :--- | :--- | :--- | :--- | | Volume (kmt) | 240.0 | 233.1 | 6.9 | 3.0% | | Net sales | $466.4 | $477.0 | ($10.6) | (2.2)% | | Gross profit | $98.4 | $109.8 | ($11.4) | (10.4)% | | Income from operations | $32.1 | $41.6 | ($9.5) | (22.8)% | | Net income | $9.0 | $20.5 | ($11.5) | (56.1)% | | Adjusted EBITDA | $68.8 | $75.1 | ($6.3) | (8.4)% | | Diluted EPS | $0.16 | $0.35 | ($0.19) | (54.3)% | - Net sales decreased by **$10.6 million (2.2%)** year over year, primarily due to lower oil prices, partially offset by higher Rubber Carbon Black segment volume, favorable foreign exchange, and higher cogeneration[7](index=7&type=chunk) - Gross profit decreased by **$11.4 million (10.4%)** year over year, mainly due to lower volume in the Specialty Carbon Black segment, unfavorable timing from raw material cost pass-through, and unfavorable customer/regional mix in Rubber Carbon Black[7](index=7&type=chunk) - Adjusted EBITDA decreased by **$6.3 million (8.4%)** year over year, driven by lower Specialty Carbon Black volume, unfavorable price, and raw material pass-through timing, partially offset by higher cogeneration[8](index=8&type=chunk) [Specialty Carbon Black Segment (Q2 2025)](index=3&type=section&id=Specialty%20Carbon%20Black%20Segment%20(Q2%202025)) Q2 2025 Specialty Carbon Black Segment (YoY Change) | Metric | 2025 (Millions) | 2024 (Millions) | Delta (Millions) | YoY Change | | :--- | :--- | :--- | :--- | :--- | | Volume (kmt) | 58.0 | 62.9 | (4.9) | (7.8)% | | Net sales | $158.1 | $165.5 | ($7.4) | (4.5)% | | Gross profit | $32.6 | $39.5 | ($6.9) | (17.5)% | | Adjusted EBITDA | $19.9 | $28.0 | ($8.1) | (28.9)% | - Volume declined by **7.8%** year over year, primarily due to lower demand in Europe, Middle East, Africa, and the Americas[11](index=11&type=chunk) - Adjusted EBITDA decreased by **28.9%** year over year, mainly due to lower volume and unfavorable price and product mix[11](index=11&type=chunk) [Rubber Carbon Black Segment (Q2 2025)](index=3&type=section&id=Rubber%20Carbon%20Black%20Segment%20(Q2%202025)) Q2 2025 Rubber Carbon Black Segment (YoY Change) | Metric | 2025 (Millions) | 2024 (Millions) | Delta (Millions) | YoY Change | | :--- | :--- | :--- | :--- | :--- | | Volume (kmt) | 182.0 | 170.2 | 11.8 | 6.9% | | Net sales | $308.3 | $311.5 | ($3.2) | (1.0)% | | Gross profit | $65.8 | $70.3 | ($4.5) | (6.4)% | | Adjusted EBITDA | $48.9 | $47.1 | $1.8 | 3.8% | - Volume increased by **6.9%** year over year, driven by higher demand in the Asia Pacific and Americas regions[12](index=12&type=chunk) - Adjusted EBITDA increased by **3.8%** year over year, primarily due to lower fixed costs and higher cogeneration, partially offset by unfavorable timing from raw material cost pass-through[12](index=12&type=chunk) [Six Months 2025 Performance Overview](index=3&type=section&id=Six%20Months%202025%20Performance%20Overview) For the first six months of 2025, Orion S.A. experienced a decline in consolidated net sales and profitability, primarily due to lower oil prices and reduced Specialty Carbon Black volume, despite volume growth in the Rubber Carbon Black segment [Consolidated Financial Results (6M 2025)](index=3&type=section&id=Consolidated%20Financial%20Results%20(6M%202025)) 6M 2025 Consolidated Financials (YoY Change) | Metric | 2025 (Millions) | 2024 (Millions) | Delta (Millions) | YoY Change | | :--- | :--- | :--- | :--- | :--- | | Volume (kmt) | 491.7 | 481.5 | 10.2 | 2.1% | | Net sales | $944.1 | $979.9 | ($35.8) | (3.7)% | | Gross profit | $196.5 | $232.0 | ($35.5) | (15.3)% | | Income from operations | $63.3 | $94.4 | ($31.1) | (32.9)% | | Net income | $18.1 | $47.2 | ($29.1) | (61.7)% | | Adjusted EBITDA | $135.0 | $160.4 | ($25.4) | (15.8)% | | Diluted EPS | $0.32 | $0.80 | ($0.48) | (60.0)% | - Net sales decreased by **$35.8 million (3.7%)** year over year, primarily due to the pass-through of lower oil prices and lower Specialty Carbon Black segment volume, partially offset by higher Rubber Carbon Black volume and cogeneration[13](index=13&type=chunk)[15](index=15&type=chunk) - Adjusted EBITDA decreased by **$25.4 million (15.8%)** year over year, mainly due to lower Specialty Carbon Black volume, unfavorable timing from raw material cost pass-through, and unfavorable customer/regional mix in Rubber Carbon Black, partially offset by higher cogeneration[16](index=16&type=chunk) [Specialty Carbon Black Segment (6M 2025)](index=4&type=section&id=Specialty%20Carbon%20Black%20Segment%20(6M%202025)) 6M 2025 Specialty Carbon Black Segment (YoY Change) | Metric | 2025 (Millions) | 2024 (Millions) | Delta (Millions) | YoY Change | | :--- | :--- | :--- | :--- | :--- | | Volume (kmt) | 119.9 | 126.2 | (6.3) | (5.0)% | | Net sales | $318.8 | $336.4 | ($17.6) | (5.2)% | | Gross profit | $72.6 | $81.2 | ($8.6) | (10.6)% | | Adjusted EBITDA | $45.3 | $55.9 | ($10.6) | (19.0)% | - Volume decreased by **5.0%** year over year, primarily due to lower demand in Europe, Middle East, Africa, and the Americas[17](index=17&type=chunk) - Adjusted EBITDA decreased by **19.0%** year over year, mainly due to lower volume and unfavorable price and product mix[17](index=17&type=chunk) [Rubber Carbon Black Segment (6M 2025)](index=4&type=section&id=Rubber%20Carbon%20Black%20Segment%20(6M%202025)) 6M 2025 Rubber Carbon Black Segment (YoY Change) | Metric | 2025 (Millions) | 2024 (Millions) | Delta (Millions) | YoY Change | | :--- | :--- | :--- | :--- | :--- | | Volume (kmt) | 371.8 | 355.3 | 16.5 | 4.6% | | Net sales | $625.3 | $643.5 | ($18.2) | (2.8)% | | Gross profit | $123.9 | $150.8 | ($26.9) | (17.8)% | | Adjusted EBITDA | $89.7 | $104.5 | ($14.8) | (14.2)% | - Volume increased by **4.6%** year over year, primarily due to higher demand in the Asia Pacific and Americas regions[18](index=18&type=chunk) - Adjusted EBITDA decreased by **14.2%** year over year, mainly driven by unfavorable timing from raw material cost pass-through and unfavorable customer and regional mix[18](index=18&type=chunk) [Outlook and Guidance](index=5&type=section&id=Outlook%20and%20Guidance) [2025 Financial Guidance](index=5&type=section&id=2025%20Financial%20Guidance) Orion S.A. narrowed its 2025 guidance ranges for Adjusted EBITDA and Adjusted EPS, citing a surge in North American tire imports and revised macro assumptions for the second half of the year. The company reaffirmed its Free Cash Flow guidance - Revised 2025 Adjusted EBITDA guidance range: **$270 million – $290 million**[21](index=21&type=chunk) - Corresponding Adjusted EPS guidance range: **$1.20 – $1.45**[21](index=21&type=chunk) - Reaffirmed Free Cash Flow guidance range: **$40 million – $70 million**[21](index=21&type=chunk) - Guidance adjustments factor in a surge of tire imports into North America during Q2 and revised macro assumptions for H2 2025[21](index=21&type=chunk) [Corporate Information and Disclosures](index=5&type=section&id=Corporate%20Information%20and%20Disclosures) [About Orion S.A.](index=5&type=section&id=About%20Orion%20S.A.) Orion S.A. is a leading global specialty chemical company specializing in carbon black, used in various high-performance applications like tires, coatings, and batteries. With a history spanning over 160 years, Orion operates 14 plants worldwide and focuses on sustainable solutions - Orion S.A. (NYSE: OEC) is a leading global supplier of carbon black, a solid form of carbon produced as powder or pellets[24](index=24&type=chunk) - Carbon black is used for tires, coatings, ink, batteries, plastics, and other specialty applications, providing tint, color, reinforcement, electrical conductivity, durability, and UV protection[24](index=24&type=chunk) - The company has innovation centers on three continents and produces carbon black at **14 plants worldwide**, with a corporate lineage over **160 years** old[24](index=24&type=chunk) [Cautionary Statement Regarding Forward-Looking Statements](index=5&type=section&id=Cautionary%20Statement%20Regarding%20Forward-Looking%20Statements) This section outlines the inherent uncertainties and risks associated with forward-looking statements made in the report, emphasizing that actual results may differ materially due to various factors including economic conditions, operational risks, market demand, raw material costs, and geopolitical developments. Investors are cautioned against undue reliance on these statements - The document contains forward-looking statements regarding financial condition, results of operations, and business, subject to known and unknown risks and uncertainties[25](index=25&type=chunk) - Key factors that could cause actual results to differ include negative economic conditions, operational risks in chemical manufacturing, dependence on major customers/suppliers, geopolitical changes, raw material volatility, and regulatory compliance[27](index=27&type=chunk) - The company undertakes no obligation to publicly update or revise any forward-looking statement, except as required by applicable law[28](index=28&type=chunk) [Non-GAAP Financial Measures Explanation](index=7&type=section&id=Non-GAAP%20Financial%20Measures%20Explanation) Orion S.A. presents several non-GAAP financial measures, including Adjusted Net Income, Adjusted EBITDA, Adjusted Diluted EPS, Free Cash Flow, and Net Debt, to provide additional insights into operational performance and facilitate period-to-period comparisons. These measures are used by management for evaluating performance and capital allocation, but are not substitutes for GAAP measures - Non-GAAP measures presented include Adjusted Net Income, Adjusted EBITDA, Adjusted Diluted EPS, Free Cash Flow, and Net Debt[31](index=31&type=chunk) - Adjusted EBITDA is used by the Chief Operating Decision Maker (CODM) to evaluate operating performance and make capital allocation decisions, as it excludes items less bearing on core business performance[33](index=33&type=chunk) - These non-GAAP measures are considered useful additions to GAAP measures for facilitating operating performance comparisons and clarifying business trends, but should not be considered in isolation or as substitutes for GAAP indicators[34](index=34&type=chunk)[35](index=35&type=chunk) - Reconciliation of forward-looking non-GAAP measures (Adjusted EBITDA and Adjusted Diluted EPS outlook for 2025) to GAAP is not provided due to the inability to predict certain significant items without unreasonable efforts[36](index=36&type=chunk) [Condensed Consolidated Financial Statements (Unaudited)](index=9&type=section&id=Condensed%20Consolidated%20Financial%20Statements%20(Unaudited)) [Condensed Consolidated Statements of Operations](index=9&type=section&id=Condensed%20Consolidated%20Statements%20of%20Operations) The unaudited Condensed Consolidated Statements of Operations provide a detailed breakdown of revenues, costs, and profits for the three and six months ended June 30, 2025, compared to the same periods in 2024, showing significant declines in net income and EPS Condensed Consolidated Statements of Operations (Unaudited) | (In millions, except share and per share data) | 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 sales | $466.4 | $477.0 | $944.1 | $979.9 | | Cost of sales | 368.0 | 367.2 | 747.6 | 747.9 | | Gross profit | 98.4 | 109.8 | 196.5 | 232.0 | | Income from operations | 32.1 | 41.6 | 63.3 | 94.4 | | Net income | $9.0 | $20.5 | $18.1 | $47.2 | | Diluted EPS | $0.16 | $0.35 | $0.32 | $0.80 | [Condensed Consolidated Balance Sheets](index=10&type=section&id=Condensed%20Consolidated%20Balance%20Sheets) The unaudited Condensed Consolidated Balance Sheets present the company's financial position as of June 30, 2025, compared to December 31, 2024, indicating an increase in total assets and liabilities, with a slight decrease in total stockholders' equity Condensed Consolidated Balance Sheets (Unaudited) | (In millions, except share amounts) | June 30, 2025 | December 31, 2024 | | :---------------------------------- | :------------ | :---------------- | | Total current assets | $682.5 | $613.3 | | Total non-current assets | $1,342.4 | $1,244.0 | | **Total assets** | **$2,024.9** | **$1,857.3** | | Total current liabilities | $620.8 | $516.7 | | Total non-current liabilities | $937.6 | $865.7 | | **Total liabilities** | **$1,558.4** | **$1,382.4** | | Total stockholders' equity | $466.5 | $474.9 | | **Total liabilities and stockholders' equity** | **$2,024.9** | **$1,857.3** | [Condensed Consolidated Statements of Cash Flows](index=11&type=section&id=Condensed%20Consolidated%20Statements%20of%20Cash%20Flows) The unaudited Condensed Consolidated Statements of Cash Flows for the six months ended June 30, 2025, show a decrease in net cash provided by operating activities and net cash used in investing activities, alongside a decrease in net cash provided by financing activities compared to the prior year Condensed Consolidated Statements of Cash Flows (Unaudited) | (In millions) | Six Months Ended June 30, 2025 | Six Months Ended June 30, 2024 | | :------------------------------------ | :----------------------------- | :----------------------------- | | Net cash provided by operating activities | $54.1 | $61.7 | | Net cash used in investing activities | ($71.4) | ($87.8) | | Net cash provided by financing activities | $14.0 | $23.5 | | Decrease in cash, cash equivalents and restricted cash | ($3.3) | ($2.6) | | Cash and cash equivalents at the end of the period | $42.6 | $34.2 | [Reconciliation of Non-GAAP to GAAP Financial Measures](index=12&type=section&id=Reconciliation%20of%20Non-GAAP%20to%20GAAP%20Financial%20Measures) [Reconciliation of Net Income to Adjusted EBITDA](index=12&type=section&id=Reconciliation%20of%20Net%20Income%20to%20Adjusted%20EBITDA) This section provides a reconciliation of Net Income to Adjusted EBITDA for the three and six months ended June 30, 2025 and 2024, detailing the adjustments made for income tax expense, interest, depreciation, amortization, and other non-recurring items Reconciliation of Net Income to Adjusted EBITDA (Unaudited) | (In millions) | 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 | $9.0 | $20.5 | $18.1 | $47.2 | | Add back Income tax expense | 4.6 | 9.1 | 13.5 | 22.6 | | Add back Interest and other financial expense, net | 19.1 | 12.2 | 32.8 | 24.9 | | Add back Depreciation of property, plant and equipment and amortization of intangible assets and right of use assets | 32.0 | 30.3 | 63.5 | 59.2 | | **Adjusted EBITDA** | **$68.8** | **$75.1** | **$135.0** | **$160.4** | [Reconciliation of Total Debt to Net Debt](index=12&type=section&id=Reconciliation%20of%20Total%20Debt%20to%20Net%20Debt) This reconciliation details the calculation of Net Debt as of June 30, 2025, by adjusting total debt from the consolidated balance sheet for deferred debt issuance costs and subtracting cash and cash equivalents Reconciliation of Total Debt to Net Debt (Unaudited) | (In millions) | June 30, 2025 | | :------------------------------------------ | :------------ | | Current portion of long term debt and other financial liabilities | $342.0 | | Long-term debt, net | $680.2 | | Total debt as per Consolidated Balance Sheets | $1,022.2 | | Add: Deferred debt issuance costs - Term loans | $2.8 | | Less: Cash and cash equivalents | $42.6 | | **Net debt** | **$982.4** | [Reconciliation of Net Income to Adjusted Net Income and Diluted EPS to Adjusted Diluted EPS](index=12&type=section&id=Reconciliation%20of%20Net%20Income%20to%20Adjusted%20Net%20Income%20and%20Diluted%20EPS%20to%20Adjusted%20Diluted%20EPS) This reconciliation provides a detailed breakdown of adjustments from Net Income to Adjusted Net Income and Diluted EPS to Adjusted Diluted EPS for the three and six months ended June 30, 2025 and 2024, including items like long-term incentive plans, intangible asset amortization, and foreign exchange rate impacts Reconciliation of Net Income to Adjusted Net Income and Diluted EPS to Adjusted Diluted EPS (Unaudited) | (In millions, except share and per share data) | 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 | $9.0 | $20.5 | $18.1 | $47.2 | | add back long-term incentive plan | 3.6 | 3.0 | 6.3 | 6.5 | | add back intangible assets amortization | 1.9 | 1.8 | 3.7 | 3.6 | | add back foreign exchange rate impacts | 6.7 | 0.4 | 6.8 | 0.7 | | Tax effect on add back items at estimated tax rate | (3.9) | (1.6) | (5.5) | (3.5) | | **Adjusted net income** | **$18.2** | **$24.5** | **$31.0** | **$55.3** | | Diluted Earnings per share | $0.16 | $0.35 | $0.32 | $0.80 | | **Adjusted Diluted EPS** | **$0.32** | **$0.41** | **$0.55** | **$0.93** |