Celanese Corporation

Greetings and welcome to the Selenese Corporation third quarter 2024 earnings call and webcast. At this time all participants are in a listen only mode. A question and answer session will follow the opening remarks. If anyone should require operator assistance please press star zero on your telephone keypad. As a reminder this conference is being recorded. It is now my pleasure to introduce Bill Cunningham, Vice President of Investor Relations. Thank you, you may begin.

Thanks,

Darrell.

Welcome to the Selenese Corporation third quarter 2024 earnings conference call. My name is Bill Cunningham, Vice President of Investor Relations. With me on the call today are Lori Ryker, Chairman of the Board and Chief Executive Officer, Scott Richardson, Chief Operating Officer, and Chuck Kyrush, Chief Financial Officer. Selenese distributed its third quarter earnings via release, its third quarter earnings release via business wire, and posted prepared comments on our Investor Relations website yesterday afternoon. As a reminder we'll discuss non-GAAP financial measures today. You can find definitions of these measures as well as reconciliations to the comparable GAAP measures on our website. Today's presentation will also include forward-looking statements. Please review the cautionary language regarding forward-looking statements which can be found at the end of both the press release and the prepared comments. Form 8K reports containing all these materials have also been submitted to the SEC. Before we open it for questions I'd like to turn the call over to Lori Ryker for some opening remarks.

Thank you Bill, and good morning everyone. As Bill said before we get started with questions today I wanted to take a moment to emphasize a few key points. First, it is clear from our prepared comments that our results for Q3 were disappointing and the outlook for Q4 and into 2025 is below both our expectations and our goals. Despite the many actions that we've taken to continue to deliver value the benefit from these measures has been increasingly offset by the broad and persistent macroeconomic headwinds. Given this dynamic we intend to temporarily reduce our quarterly dividend beginning in the fall. While we recognize the importance of the dividend to our shareholders we've carefully considered a variety of options and we have determined that this is the most prudent and cost-effective measure to support our deleveraging efforts at this time. We will look forward to accelerating the return of capital shareholders once we have progressed our deleveraging efforts. To further help us navigate this challenging environment we have identified and will take additional bold actions to strengthen earnings and cash generation. We have a strong track record delivery and operational excellence and are confident that we are taking the right actions. For example, we are significantly slowing production to match demand in Q4 and implementing further cost reductions particularly in SG&A. We hold ourselves to a high standard and the steps that we are taking are driving durable improvements for the company as we build an increasingly disciplined cross structure and better position the business to drive long-term growth. In closing I want to thank our teams for their dedication and resilience in the face of persistent demand challenges in our in-market. I am confident that our actions have and will continue to position Selenese to create substantial value for our shareholders. We believe in Selenese's long-term potential and we are leaving no stone unturned to capture opportunities that will benefit us both now and once demand begins to recover. With that we'll open the line for

questions. Thank you. We will now be conducting a question and answer session. If you would like to ask a question please press star one on your telephone keypad. The confirmation tone will indicate your line is in the question queue. You may press star to remove your question from the queue. For participants using speaker equipment it may be necessary to pick up your handset before pressing the star key. One moment please while we poll for your questions. Our first questions come from the line of Vincent Andrews with Morgan Stanley. Please proceed with your questions.

Hi thank you and good morning everyone. I'm wondering if you could just give us a little bit of a bridge in terms of the cash flow divestitures and you know how you're going to sort of de-lever over the next year or so. I'm assuming you're anticipating some improvement in the operating environment at some point. I think you're going to be able to do that as well as divestitures and cost savings. But if you can just sort of bridge us from today maybe through 25 and into 26 in terms of what your expectations are.

Yeah so Vincent you know obviously our first objective is to focus on EBIT. We don't know what the environment's going to be next year so in that way our focus is really on the cost reduction initiatives I talked about as well as doing things to really fill the project pipeline and make sure that we're generating additional business. I think as we called out in the prepared comments you know we would see even at today's environment being near a more typical level because we did have a lot of one-offs in cash flow this year. A more typical level that would yield about 8 to 900. Obviously with the steps we're taking you know we would hope for some additional cash flow generated from that. We continue to focus on divestitures and you know timing is uncertain which is why we never really figure them into our free cash flow statements. But you know we do remain very focused on opportunistic divestitures where we can find someone who values our assets more than we do. So maybe I can turn it over to Chuck and he can add any additional color. Yeah and I think

that's right Laurie. And Vincent you know we have this prepayable term loan that we can de-leverage throughout the course of next year as we generate cash and any other cash sources. So we've got the facilities in place to use that cash to continue to de-leverage and you know we remain committed we remain strongly committed to leveraging this balance sheet to three times net debt to EBITDA as fast as we can get there. You know we've talked a lot about significant actions underway to underscore that right. Additional cost actions that we've announced. Continued cap extra reduction focusing on maintenance reliability safety. You know we're making sure that this makes sense. And obviously the significant announcement you know of our intention to reduce our dividend starting in Q1 right. So that's what we're focused on is de-leveraging this balance sheet down to three times net debt EBITDA and we've put things in place to be able to do that.

And if I could just follow up on the Clear Lake you know the there's supposed to be a hundred million dollars of benefit that was going to come from starting up that asset. If I read the prepared comments correctly I believe there was 20 million in the third quarter. So first is that correct and then second what is sort of the bridge to getting between the 20 if I'm correct and the 100?

Yeah on Clear Lake you know you may recall we called out about 10 million in the first quarter and then 20 million now in the third quarter we would expect some additional amount in the fourth quarter as well. We still think the benefit of Clear Lake is on a hundred range on a full year basis and so we would expect to see you know the majority of that then occur next year as well.

Okay thank you very much. Thank you. Our next questions come from the line of Mike Lighthead with Barclays. Please proceed with your questions.

Great thank you. Good morning team. I wanted to start Laurie at a high level I think the magnitude and abruptness of the decline in the second half of the year was a bit surprising. So can you help contextualize or just help us better understand sort of how the past three months progressed relative to your expectation and sort of when order books really started to deviate versus your expectations and you realize you needed to pivot here on your production and your cash management.

Thanks Mike for that question. Let me give you just a little bit of color. So when we made the guidance last quarter you know we were coming off a stronger June. Things were looking a little bit stronger into the second half and in discussions with our customers particularly auto industrial we were expecting some lift in those segments and across and of course we were seeing the impacts of synergies and other things. I would say you know as we went through the quarter we continued to see further pressure specifically on auto and on industrial. I think you know as an example and if we look at you know European registration of autos they fell 40 percent from June to August. So I would say you know really starting to see the big impact of that in August. I think you know we've seen the OEM announcements from Mercedes and Volkswagen and everyone which suggests maybe that situation isn't getting quicker anytime soon. Even if you look at full second quarter to third quarter European auto bills were down 14 percent. So that's really where we started to see the big impact is as we worked our way through the quarter and frankly conditions just continued to worsen as we went through the quarter including then in the U.S. where we started to see announcements from Stellantis and GM.

Okay that's helpful. Then on the dividend appreciate we're at day one here but you emphasized in the preparator mark that the temporary nature of this reduction. Is there a specific leverage target or earnings level that you're initially aiming at for how long you want to keep the dividend at this level or will we need to see how cash flow evolves over the next year or so here?

Mike our focus is really laser focused right now on getting to that three times leverage and given the current market conditions that we're seeing and the fact that it looks like these are continuing into the early parts of 2025 at least you know we felt the need to take further actions and after a lot of consideration along with the board determined that reducing the dividend at this point was the most prudent and most cost effective option. So that's really where our focus will remain is driving activities to really rapidly deliver to three times as quickly as we can.

Great thank you.

Thank you our next question is from the line of Michael Sassan with Wells Fargo. Please proceed with your question.

Hey good morning. So you might take a look at the fourth quarter and the EVA dial look for EM. Are we getting close to a write down for the M&M business? It's not why and you have a lot of one-offs there. Did those sort of come back or did we sort of add that back as we head into the first quarter?

Thanks Mike. Let me address the second half of your question first. I mean so there are a number of one-off in the fourth quarter and we expect to see the mix effects, the effects from affiliates inventory. We have that expect the vast majority of that to come back in the first quarter and let me turn it over to Chuck to talk about our how we go through valuation and looking at write down.

Hey Mike. Yeah so third quarter each year is when we do test our Goodwill and our indefinite lives intangibles. I'll remind you Goodwill is tested at the reporting unit level so that's an engineered materials level. So we tested that quantitatively with the help of a big four valuation specialist and we did not record an impairment. We did also test all the trade names of engineered materials individually with the same process and we did record a 34 million dollar impairment on trade names. Most of that was Zytel. So that kind of concluded our third quarter cycle of those testing.

Got it and as a quick follow-up if you think about you know 2025 clearly the end markets have impacted you all and everybody else in chemicals pretty negatively. If the environment doesn't improve in 2025 you know well how do you think EBITDA or earnings should shape up next year given you do have some stuff within your control to get some upside?

Yeah Mike I would start with you know if you look at the performance over the first three quarters of this year you know we have seen quarter on quarter improvement in performance being driven by synergies being driven by our project pipeline etc. You know those those things will be true next year as well. We will have additional synergies next year. We are you know putting a lot of effort into really trying to accelerate the project pipeline. It has grown significantly versus a year ago but clearly in this current macroeconomic that's not sufficient to support business growth that we expect. You know that combined with our cost reduction program I would just say for 2025 there is so much uncertainty while we are going to take a lot of steps to help ourselves to really control what we can control. You know whether that market environment you know gets better or deteriorates what we see in terms of interest there is a lot of open questions out there around 2025 and I think it's just simply too early to speak with authority about 2025 expectations.

Yeah Mike so as we close 2024 and go into 2025 we have four priorities so that we are focused on as an organization. Number one reducing cost making sure that we're scrutinizing every dollar that we spend and that we're being very deliberate and targeted with where we invest. Two is deliver the synergies and and make sure that that that number one is in addition to the synergies that we've already committed to. Number three on the engineer material side of things is supercharge the pipeline. While we have had some good metrics it's not been enough to offset the downside we've seen from some of the demand challenges but we've got to continue to aggressively work with customers continue to penetrate in non-automotive sectors to where we increase our share of wallet there and then the fourth area on the asset deal chain side of things is really fully leverage this integrated model that we have to be able to ensure that we're driving profit every single day and we know that's going to be different from one week to the next but we have to keep the focus on those four priorities and if we see a change you know upward in the demand landscape you know that's just going to lead to more upside so our focus really is on those things that are within our own control right now.

Thank you.

Thank you. Our next questions come from the line of Jeff Tsikakis with JP Morgan. Please proceed with your question.

Thanks very much. What would have been the consequences of you not cutting your dividend and is the dividend cut based in a diminished expectation for longer term operating cash flows in 25 and 26 and what caused that?

Let me try to answer the second part first Jeff. Look our long-term expectations for this business is no different than it's been. I mean we still believe in the long-term performance of our sales and our EEM businesses including the acquisition. You know the challenge we've had is the current macroeconomic conditions and recent demand deterioration have really challenged both businesses and because of that we are taking all of these actions but we are not getting the cash flow we expected to be on the deleveraging plan that we had planned for. So looking at the dividend we really did determine this was the most cost effective and prudent way to get back on that cadence of deleveraging that we wanted to do for our business and that's really what drove the decision around dividend.

Okay and secondly I think you spent roughly $125 million in cash costs for restructuring this year. You expect to spend that. What's your number for 2025? And then secondly in your expectations about the auto markets, I mean wasn't IHS already expecting down auto production in Europe for the third quarter you know in July? I mean was the downturn in Europe really that unexpected?

Yeah let me answer the second question first Jeff and then I'll turn it over to Chuck. I mean look there are a variety of publications that we look at and you know when we made our forecast for the quarter there was still an expectation of a slight uptick. That did come down relatively quickly to the end of July and early part of August and there was that flip and as Laurie talked about then you know we started to really see the acute change in car registrations and other data in the month of August. So that was really where we saw the bigger flip in expectations and I think there was what you know has kind of materialized I think is there was an expectation in the second half of the year that there would be a lift and we saw a build up in Q2 of inventories and so what we've seen now in the end of the part of the third quarter and into the fourth quarter is customers de-stocking that inventory in preparation for lower bills and lower sales here in the second half of the year. Hey Jeff

and on the cash cost synergies you know next year with remain to M&M you know those are going to drop off probably about 50 million. Now we will have some cash costs from the new cost reduction actions that we announced and so you know that's if we talked about a greater than 75 million the cash cost of that will be less than one year payback right. So I think when you roll it all up total cash spent on cash cost synergies plus these new cost actions somewhere pretty close to this year.

Okay great thank you.

Thank you our next question has come from the line of Gansham Punjabi with Baird please proceed with your question.

Hey guys good morning. Laurie going back to your prepared comments and also the comments from this morning you know weakness in China and autos etc none of that is truly all that surprising relative to you know your peers have been saying as well but the dividend cut is. So going back to that component you know is the dividend cut more a function of you not seeing or anticipating a recovery in 2025 relative to your initial plan or you're anticipating a much more worsening of the trend line if you will near term just given the uncertainty that's out there. How should we sort of think about those two dynamics?

Yeah I think I would think about it in two parts one is the performance we've experienced in 24 and the reduction in free cash flow we've had in 24 although we have sufficient cash for you know for the debt that is due next year we just aren't delivering as quickly as we like right our EBIT is lower we haven't been you know we haven't been able to pay down additional cash towards the debt and then if you look at 25 and beyond there's so much uncertainty we feel it's prudent to be prepared for that and to stay on track with our deleveraging plan and again the most cost effective and prudent way to do that is by reducing the dividend at this time.

Okay and then going back to the delayed draw term loan was that was the dividend cut part of that sort of process in terms of securing that loan just trying to get some context behind that and then separately you know on the on the 75 million program targeting SG&A is that to adjust to the new baseline of volumes or are you still assuming some sort of recovery as relates to the operating dynamics you know 25 26 onwards?

So let me answer the second part and then Chuck can answer the first part so the 75 million is additional identified cost cutting to better adjust our SG&A organization towards the current level of demand it's also you know we also believe as we get more efficient as our systems get more mature now that we've gotten through our new system implementations we also believe though it will be an area that will or a level will be able to sustain even if we start to see some demand recovery.

Hey gosh I'm on your other question those two are not tied together the delayed drop term loan is something we put in place to help us bridge those maturities and the dividend cash is because we made a commitment to deliver this balance each three times and and we're not doing that as fast as we

can. Thank you our next question has come from the line of Josh Spector with UBS please proceed with your questions.

Yeah hi good morning I wonder if you could just talk about your view on the earnings power of engineering materials at this point I guess if I look at 3Q you were up year on year EBIT level volumes were up but that's supposed to be a bigger chunk of the synergy savings and maybe a bit before you're seeing some of the negatives of the actions you're taking in the fourth quarter so if you can maybe look at second half and talk about some of the puts and takes that we should be thinking about and some thoughts in the back of our heads are more around if there's something impaired around the nylon side of things either pricing or share loss that means earnings are structurally lower than what we should have thought a year or two ago.

So that's a lot of thoughts in one question so let me just talk about how I see you know my view of the EM business so the EM business our long-term view of the EM business has not changed I mean we still feel we have the most unparalleled portfolio of engineer materials we have a structure that really drives in a very disciplined way new projects growth into new customers growth into new applications and while we continue to improve all those as well as improve our cost structure this is fundamentally a very good business still in demand by our customers who demand innovation and you want to buy products from us so what we're seeing is a short term turn down. I also wouldn't just focus on nylon I mean PA66 is you know certainly challenged at this point with an oversupply of non-differentiated polymer but I would say you know our focus on PA66 is really on the differentiated polymer the compounding and that's why you've seen us take all of the steps that we've done. I would say you know for M&M in particular even if PA66 is less than we originally thought many of the other parts of the acquisition such as mylar or v-mac or high trail or high temperature nylon are outperforming where we thought they'd be at this time so in aggregate we still see the value of the M&M acquisition and the value of the total EM portfolio as being as strong as ever will be once we get back to a more normalized demand condition.

Okay thanks maybe one quick follow-up just I guess thinking about the synergy side then within 3Q so I guess some context here is that volumes were up obviously things deteriorated later in the quarter but we didn't see the flow through in 2Q or sorry in 3Q so what offset that if you think about the synergy what were the minuses that led us to only up 10 in the quarter?

Yeah I think that there is some timing around inventory Josh that has rolled through both in the quarter as well on a -over-year basis so that played a role there also pricing as we called out we've seen degradation in standard grade pricing which has been the other bigger offset so I think those are the two biggest chunks I think you know when you look at things on a -over-year basis for the year in total you know volume up you know price cost mix up you know positive spending down so another positive there offset currency we've had some headwinds on currency -over-year both in the quarter and for the full year and then turnarounds and inventory so I think that that's where it's been offset and so we do believe in the earnings power as Lori talked about but that doesn't mean we're just going to live with where we are today and that's why we talked heavily about the actions we're going to take both in in the business as well as the corporate level on cost and then continuing to aggressively work pipeline and drive closed wins so one of the and so we need to deliver on that going into next year to continue to uplift the possible earnings power of the business.

Thank you.

Thank you our next questions come from the line of Arun Viswanathan with RBC Capital Markets. Please proceed with your question.

Great thanks for taking my question. Maybe I could ask the Q4 guidance question again so if we think about going from you know around 250 for Q3 or 244 down to a dollar 25 for Q4 maybe could you break that out maybe into some buckets of seasonality and how much is associated with the the inventory drawdown and maybe some incremental weakness in in auto and industrial or any other end markets that'd be helpful thanks.

Yeah so I think on the asset deal side of things it's it's seasonality so so call it you know roughly in that 20 million range so I put that to seasonality Arun on the the corporate cost side of things that's really timing of cost flow through there more than anything and then then it's really engineer materials and kind of looking at at we are where we are there and those the big buckets we called out in the prepared comments so D stock of about 45 million which there's probably a little seasonality in that number. We have mix which is really all seasonality of about 15 million affiliates are down 15 million again that one's more seasonality driven and then you've got the inventory and absorption costs which is really the balance there so when you put that in there in the engineer materials buckets it's 30 million maybe a little bit more than that that seasonality from the affiliates in that mixed bucket we talked about in addition to the asset deals number.

Great thanks Scott that's very helpful so just taking that a step further into Q1 then do you anticipate these actions that you are taking on the inventory side to you know allow you to do is that the complete inventory actions that you have to take and so when you look into Q1 you won't necessarily have those drags and you also may have less seasonality so that could get back get you back closer to maybe two dollars or so in Q1 or how are you thinking about how that evolves and maybe some of the bad guys that won't repeat in Q1? Thanks.

Let me start kind of high level and I'll turn it to Chuck to provide details on inventory flow through. Look we are constantly looking at really matching our production levels with where demand is at and given where things are and a need here with what we've seen from a D stock perspective to take plant rates down bring inventory down this is a level of inventory that we've been pretty clear we wanted to reduce for the year we expected it to be split a little bit more balanced between Q3 and Q4 a little bit more Q4 heavy given where we're at and then we'll look at what plant rates need to look like in the fourth quarter depending on what the order book looks like and when we get to that point.

Yeah I think it's going to be really important for us to manage to generate free cash flow right we'll make these decisions and if we if we're purposely cash flow you could see some could see some P&L from some of those cost flow throughs but it's important to us to generate free cash flow here and deliver this balance sheet.

Excellent. Thank you our next question has come from the line of Frank Mitch with Birmingham Research please proceed with your question.

Hi everyone it's Aziza on for Frank. I just want to start off with you know Chinese van margins sitting at decades low here with the lackluster demand and new capacity. How long are you guys thinking you know it might take to absorb?

Yeah look I think the reabsorption for you know Aptils is really going to depend on when we start to see demand recovery. I mean we've called out now for many quarters the reduction we've seen in the construction paints and coatings market. We've also seen demand destruction for derivatives and particularly in China for things like EVA and to the solar markets and some other. So you know it's pretty impossible now to predict like how quickly that that can be reabsorbed. It really will it's more dependent at this point on the shape of demand going forward.

Yeah because of that unpredictability it is absolutely imperative that the team continues to maximize daily where we're selling product and look at where those opportunities are and so the team is being very surgical on looking at how we want to monetize the molecules of acetic acid downstream into VAM and then into the derivatives and looking for is it better to sell an emulsion, a powder, VAM and given the challenges we've seen in VAM we've moved further downstream and we'll continue to pivot up or down depending on where those opportunities are at.

Understood and I was just curious what are your expectations for the fourth quarter and early read on to 2025? Just to clarify

fourth quarter in general or fourth quarter for Aftale?

Sorry in general just raw material expectations for the company for the fourth quarter and 2025.

Yeah raw material right now for the fourth quarter is is largely stable as we look at things today but obviously that can change and you know I think a lot will depend upon where you know fundamental energy dynamics are at as we go into 2025. So we'll continue to remain flexible. You know one of the the elements that we're focused on here at your end is reducing raw material inventory as well as finished goods inventory which will give us the ability to be flexible depending on what happens with raws next year.

Thank you.

Thank you our next question comes from the line of David Begleyter with Georgia Bank. Please proceed with your question.

Thank you good morning. Lauren Scott going back to the comments on supercharging the portfolio or the project pipeline EM. This used to be a strength of this business from my perception it's now being called out as an area of weakness so obviously the business has changed with DuPont but what's really underlying the change in that gone from a position of strength to perhaps a position that needs to be improved?

The pipeline model is still a position of strength David and there's no question about that for us and the stats that we have you know proved that. The size of projects being up over 30 percent year over year is a is a really good example. Our project and so the issue we're seeing now though is the amount of volume that's coming with each of those products and projects is smaller. In addition the amount of challenge we've seen in the base has come both from a volume perspective and a pricing standpoint. So the pipeline needs to be enhanced and needs to be bigger in order to offset some of those headwinds that we're seeing. So when we talk about supercharging it's not a conformation on where things at it's just the opposite. It is strength to this business. We feel like it can do more and we're going to continue to invest resources and partner with customers in a way that allows us to be successful because we need the pipeline to be generating more in this environment.

That's helpful Scott thank you. And just on Singapore, given the new supply in China can this can Singapore be brought back online and unless or you do need trying to recover strongly for Singapore to be brought back into production?

So we do expect that Singapore will come back online. I mean Singapore you know is still economic to run especially into the non-China Asia market and remains an important part of our portfolio and very much in line with how we'd like to have the optionality about what we produce and where we produce and into what markets. And so you know our expectation of that and because it is so profitable we do expect that portfolio will continue to come online and run as needed. Fortunately we have the flexibility there now because of the structure of our contracts that we can we can make that choice more than we did in the past. But much like we're using Frankfurt as kind of our swing BAM capacity you know more and more we'll see Singapore becoming more of our swing SEDGAS capacity.

Thank you very much.

Thank you. Our next questions come from the line of Alexei Yefremov with Key Bank Capital Markets. Please proceed with your questions.

Thanks and good morning. And EM is the bigger issue that you're selling less volumes or is it that you're selling at lower prices and are prices stable at this point or are they continuing to fall in Q4?

So Alexei it's both. I would say for differentiated products the main impact has been around volume because the pricing tends to be sticky. But for standard grade products it's more of an issue around we're able to sell the volume but the issue is around price and margin.

Okay and also in EM are you pulling inventory below normalized level in Q4 such that you may need to rebuild it in 2025 or or you need to get back to your normal inventory seasonality at the end?

I would not expect we'll see a change in demand levels. Okay thanks a lot.

Thank you. Our next questions come from the line of Patrick Cunningham with City Bank. Please proceed with your questions.

Hi good morning. I wanted to follow up on the project pipeline. You know it's encouraging to see the value per project has increased 30% since 2022. Are there any secular growth markets or applications where you're getting the most traction and any strategic shift or change in thinking as you know how you approach auto OEM customer base given the recent weakness?

Well look I think what's where we're seeing change in the mix of where who's winning from an OEM perspective and as we think about this with China still growing and Chinese OEMs being more successful a continued focus there in winning in China is very important and so you know we have seen some wins just recently. You know we're very focused on the EV market. We've had a really good traction in things like thermal management models, cooling hoses, light weighting on the auto side of things but then on the non-auto side of things if you recall this was one of our most important areas of synergies really getting the M&M products into a non-automotive application in a much bigger way. We did that historically in the Selenese engineer materials portfolio and we're heavy focused on it. We've had some wins in things like oil well pipes with flexible covers around those. Just recently we've been heavily focused around high performance athletic shoes with some big wins there with products that are creating particularly in running shoe applications increased performance and so really good uptick and those are global opportunities and so the team is working on not just having these be singular wins and focused heavily around once we get a win sharing that translation opportunity across the world so that we can be penetrating with each of these as much as possible in a much shorter time frame. The nice thing about non-automotive is the projects tend to move through the pipeline quicker and so that's why that heavy focus around non-auto is really important as we go into 25 and 26.

I would add you know one of the sectors that Scott didn't talk about that we're very excited electrical and electronics and if you think about the demand for electricity current outlook is that that's going to double over the next five years and that requires a lot of build out of electrical infrastructure and we are seeing the pull through of polymer demand as part of

that Would you consider issuing additional equity to preserve this rating or do you believe the current steps you've taken are enough?

We're committed to be leveraging this balance sheet to three times that the dividend is fast so we can get it to get it there as Laurie mentioned you know we've assessed a variety of options to support that and determined with the support of the board that given the challenging environment and our goals that the announcement of our introduce the dividend was the prudent action to take.

Thank you.

Thank you. Our next questions come from the line of Kevin McCarthy with Vertical Research Partners. Please proceed with your question.

Yes thank you and good morning. Just to follow up on the prior question if I look at your term structure you've got the billion senior secured notes in March that presumably the delayed draw term loan will take care of but beyond that a billion and a half and 26 and 3.4 billion and 27. So to get to that three turns of leverage goal you know based on the current glide path of EBITDA it seems like you've got some heavy ahead and so you know would you consider a mandatory convert and or you know acceleration of the divestiture options to try to take some of the pressure off your ongoing efforts to deleverage?

Well we're working you know divestitures as aggressively as we can the ones that make sense Kevin and the timing of those you know could be uncertain. I think the other thing you mentioned kind of falls in the category of other things that we have considered right so and again kind of what the board took the path of intention to reduce the dividend. I mean I think looking forward to those those maturities you know we've got access to various outlets in the capital markets and we'll you know we're going to be leveraged with our the cash that we generate the cash that we that we achieve through any things like divestitures and we'll look and see what the prudent approach is on our capital structure with these these access to various capital markets and outlets and balance cost and risk on that and our capital structure at all times.

As a second question if I may a lot of chemical companies are reviewing their asset footprints particularly so in Europe as you know I think in years past you know Solanese took a hard look at Asia. Laurie and listening to your comments it sounds to me like you know you're thinking of Singapore as as a keeper so to speak. I would like to ask you more broadly though do you have plans to re-examine the asset footprint anywhere in the world or you know are we going to play the cards were dealt so to speak for the near term?

Patrick you know I'd say Solanese has always been known for being very aggressive about footprint optimization and we look at it continuously. I mean if you go back over even just the five years I've been here we have we have made decisions around shutting down, re-optimizing our footprint something almost every year. Now that we have added the assets from the M&M acquisition we have been going through that process again and you've already seen us make announcement around Introbe and facility in Argentina and some other facilities around the world and we are really looking now on a combined basis what does that footprint optimization look like. Again you've seen some of the announcements we've already made Mecklen which will be shut down now in 2025. That activity will continue because it's what we normally do. We constantly reassess and re-evaluate what is the right footprint for us given where our customers are and what our demand profiles look like.

Thank you very much. Thank you. Our next question comes from the line of Hassan Ahmed with Alembic Global. Please proceed with your questions.

Morning Laurie and Scott. You know a question around I guys have always done a very good job at matching production with demand and you know obviously it seems Q3 and Q4 of this year you know from the commentary it seems you know auto production kind of surprised you guys and the like. So just a broader question around just forecasting how you guys are looking at the order books forecasting based off of that particularly in light of what appears to be you know significant changes in customer buying patterns you know how customers are thinking you know it's it seems buying patterns are more just in time. It seems customers you know through lessons learned through COVID are keeping leaner and leaner inventory levels. So are you do you think you know those customer habits are sustainable on a go-forward basis or just a function of this erratic sort of macro we're in and how are you guys adapting in terms of forecasting and matching sort of your sort of you know production with that demand in this environment.

Let me ask Scott to address the broader question but I would just say you know really if you look at the inventory situation we have in the third quarter we had really been building inventory across the first half for two reasons. One an expectation particularly an auto of an upturn in the second half which was being called out by the majority of our customers and and you know the indices as well as we had built some inventory because we were doing footprint optimization so we were building inventory so that we could shut facilities down and switch customers to new facilities. When we got into third quarter we acquired raw materials anticipating you know a normal level of builds if you will and then when we saw you know demand really dropped midway through the quarter you know we slow production now but we still set there so a lot of the inventory we build in third quarter was actually around raw so there's some very you know specific and dynamics around third quarter but I mean your question is a fair one which is you know how are we looking at customer demand and forecasting because it is changing slightly. So let me hand that to Scott.

Yeah Hassan we have to remain very flexible and now that we're all on system with the M&M business coming into the Celany system in the first quarter we are going through a process of really looking at where we make and how we make and run our network from an optimized basis right now and we're overlaying that with the changes that you kind of alluded to that are happening more or less in the western hemisphere. The one thing you didn't mention that we also have to be very cognizant of is the rapid pace of change on who's winning particularly in automotive in China. You know we've seen over the last year a rapid change of the Chinese OEMs taking a bigger share there that has also driven an inventory rebalancing at the end user customer base that then we're feeling now and so we've got to make sure that we've are adapted in our manufacturing footprint and how we operate our assets to where we need that product and as we go forward at least in the short term it's probably going to be a little heavier towards Asia and so optimizing those assets and making sure that we can respond to customer needs very quickly is something that the team is very much focused

on. Very helpful and as a follow-up obviously a lot of questions around EM so I want to change gears a little bit and move to Acetil's chain. You know the prepared remarks in reading those it seemed you guys you know obviously you guys reported you know continued sort of strong margins in that segment despite you know the headwinds the macro brings you know and you guys talked about the sustainability of those margins within within the Acetil chain segment. What gives you guys the sort of comfort level in in in in sort of believing that those margins are actually sustainable on a go-forward basis?

Yeah I Hassan I think a lot of it is global trade flows and what we've seen and how things transpired and and where the global cost curves sit particularly on the upstream part of the value chain and so I do believe you know we've been able to exhibit resilience in that part of the value chain and then as you get further downstream the amount of flexibility that we have in that part of the chain is is a lot more than it ever has been before and so the team has a lot more choices on where they can pivot which does enhance our ability to drive earnings power and some of that may just be offsetting headwinds but because of that flexibility we do believe that that the sustainability margins in these ranges is is kind of where we think they'll be.

I would call out two additional factors one is we do have an advantage technology for a Zika which gives us some cost advantage as well and then we have a very advantage cost footprint in the U.S. Gulf Coast with our largest acetic acid plant there which you know we believe is the lowest cost and lowest carbon put acetic acid plant in the world today.

Thanks so much Laurie and Scott.

Thank you our next question has come from the line of Matthew Blair with Tudor Picker and Colton Company please proceed with your questions.

Thank you and good morning can we circle back to potential asset sales and could you say would they be more targeted to the EM segment or the the fetal chain segment and then also on a regional basis are you looking to sell assets in in Europe or would this be kind of all over you know include U.S. and Asia as well?

Yeah Matthew thanks for that question well then the best to turn you know we have had a very robust look and a list of possible divestitures that we've been looking at multiple opportunities for various sizes as we talked about on the call last quarter. You know I would say these tend we tend to look at these more in line with not as much even just specific assets as necessarily you know as you've seen us do in the past maybe joint ventures or a very specific product line we no longer think fit with our portfolio or where someone values it more. So it's you know it's a combination of all of those things so because of that I wouldn't say it's really focused on any one region although like our footprint optimization has been very focused on Europe but even there you know you've seen us do things throughout various regions so this is just really looking at you know what's the best fit for us going forward and where do we have assets that may be of more value to others?

Sounds good and thanks. Could you also talk about what you're seeing in the European autos market so far in the fourth quarter? Looks like Germany new car registrations picked up a little bit in October but some of the other markets might be a little sluggish. Does that match with what you're seeing as well?

Yeah we've taken the most recent data Matthew into our forecast that we're guiding to. Great thank you. Thank you our next

question is to come from the line of John Roberts with Mizzouho Securities. Please proceed with your question.

Thank you. Back in 2018, Selenese and Blackstone dropped plans to merge Sigto. Do you think the environment has changed enough or maybe a different structure like a manufacturing JV might allow that opportunity to come back?

Yeah we've talked about this a lot John. I would say you know we don't see any opportunities there for Toe. I mean since we've been able to integrate it into the full at-still chain we do think that's the best place for it. It allows us to operate it as part of the chain and you know maximize the value of the chain and I think the things that prevented that from happening back in 18 in terms of regulatory concerns you know still exist today so I don't see that that's changed.

Thank you.

General we'll make the next question our last one please.

Thank you our last questions will come from the line of Salvatore Tiana with Bank of America. Please proceed with your questions.

Yes thank you very much. So firstly I want to come to check a little bit what are the lessons learned or what are the actions you intend to take going forward when it comes to things such as financial planning, forecasting guidance because you know coming back to one of the questions as being earlier about auto builds and recognizing that at the day of the guidance of your Q2 results SMPIHS was showing different numbers of course there were several other I guess data points including all suppliers that have very been very much outright said that auto builds are moving lower so it was something that essentially I guess should have been expected and the same goes to the whole asset-ill strain margin where I think we've had a lot of discussions about new acidic acid and VAM supply this year and next which haven't which didn't appear like was taking account as much at the beginning of the year so given that and in hindsight what are the what can be done to improve the forecasting here?

Look Sal we're going to continue to use the data that a variety of data sources to drive inputs into our forecast we also use you know customer forecasts as well you know I think one of the things that we always adjust and will continue to adjust in this environment is you know how much we use historical statistics to be able to drive forecasting just because in periods where you know demand is more volatile that changes and so we will continue to take that into account as we make our forecast.

Okay perfect then just want to clarify a little bit for next year it seems to us that there is both on acid and on VAM more capacity than online in Asia so is it fair to say that absent the clear lay contribution you know the other whatever 50 million or so you get or other cost cutting measures we should expect asset-ill chain earnings to be down in 2025 versus 2024?

Look Sal I wouldn't make any assumptions as of yet you know as we've talked about it's it's still early and looking ahead Laurie mentioned earlier you know what we would expect to get from Clear Lake we're just going to have to see where demand is at and and particularly in Asia to see kind of where the margin levels will be as we get into next year and we'll provide more color on that when we get to the call in Q1. Thank you very much.

Well thank you everyone we would like to thank everyone for listening today as always we're available after the call for any follow-up questions. Darryl please go ahead and close up call.

Thank you this does conclude today's teleconference we appreciate your participation you may disconnect your lines at this time enjoy the rest of your day.