KWR 8-K
Quaker Chemical Corp (KWR)
8-K
2025-10-30
For: 2025-10-30
View Original
Added on
April 12, 2026
UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM 8-K
CURRENT REPORT PURSUANT TO SECTION 13 OR 15(d) OF
THE SECURITIES EXCHANGE ACT OF 1934
Date of Report (Date of earliest event reported)
(Exact name of registrant as specified in its charter)
Commission File Number 001-12019
| (State or other jurisdiction of incorporation) | (I.R.S. Employer Identification No.) | ||||
(Address of principal executive offices)
(Zip Code)
(610 ) 832-4000
(Registrant’s telephone number, including area code)
Not Applicable
(Former name or former address, if changed since last report)
Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions:
| Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425) | |||||
| Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12) | |||||
| Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b)) | |||||
| Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c)) | |||||
Securities registered pursuant to Section 12(b) of the Act:
| Title of each class | Trading Symbol(s) | Name of each exchange on which registered | ||||||||||||
Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (§230.405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (§240.12b-2 of this chapter).
Emerging growth company o
If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. o
INFORMATION TO BE INCLUDED IN THE REPORT
Item 2.02. Results of Operations and Financial Condition.
On October 30, 2025, Quaker Chemical Corporation announced its results of operations for the third quarter ended September 30, 2025 in a press release, the text of which is included as Exhibit 99.1 hereto. Supplemental information related to the same period is also included as Exhibit 99.2 hereto.
Item 9.01. Financial Statements and Exhibits.
The following exhibits are included as part of this report:
| Exhibit No. | Description | |||||||
| 104 | Cover Page Interactive Data File (embedded within the Inline XBRL document). | |||||||
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SIGNATURE
Pursuant to the requirements of the Securities Exchange Act of 1934, the Registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.
| QUAKER CHEMICAL CORPORATION | ||||||||
Date: October 30, 2025 | By: | /s/ Thomas Coler | ||||||
| Thomas Coler | ||||||||
| Executive Vice President, Chief Financial Officer | ||||||||
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Exhibit 99.1
NEWS Contact: Jeffrey Schnell Vice President, Investor Relations T. 1.610.832.4087 |  | |||||||
| For Release: Immediate | ||||||||
QUAKER HOUGHTON ANNOUNCES THIRD QUARTER 2025 RESULTS
•Q3’25 net sales of $493.8 million, an increase of 7% Y/Y
•Organic sales volumes increased 3% Y/Y driven by new business wins of approximately 5%
•Q3’25 net income of $30.5 million and earnings per diluted share of $1.75
•Non-GAAP net income of $36.3 million and non-GAAP earnings per diluted share of $2.08, an increase of 10% Y/Y
•Delivered adjusted EBITDA of $82.9 million, a 5% increase Y/Y, and adjusted EBITDA margins of 16.8%
•Generated $51.4 million of operating cash flow in Q3’25; Reduced net leverage ratio to 2.4x
October 30, 2025
CONSHOHOCKEN, PA – Quaker Houghton (“the Company”) (NYSE: KWR), the global leader in industrial process fluids, announced its third quarter 2025 results today.
| Three Months Ended September 30, | Nine Months Ended September 30, | ||||||||||||||||||||||
| ($ in thousands, except per share data) | 2025 | 2024 | 2025 | 2024 | |||||||||||||||||||
| Net sales | $ | 493,842 | $ | 462,274 | $ | 1,420,156 | $ | 1,395,600 | |||||||||||||||
| Net income (loss) attributable to Quaker Chemical Corporation | 30,469 | 32,346 | (23,189) | 102,458 | |||||||||||||||||||
| Net income (loss) attributable to Quaker Chemical Corporation common shareholders – diluted | 1.75 | 1.81 | (1.32) | 5.70 | |||||||||||||||||||
| Non-GAAP net income * | 36,270 | 33,981 | 94,298 | 109,886 | |||||||||||||||||||
| Non-GAAP Earnings per diluted share * | 2.08 | 1.89 | 5.37 | 6.11 | |||||||||||||||||||
| Adjusted EBITDA * | 82,851 | 78,562 | 227,377 | 246,135 | |||||||||||||||||||
*Refer to the Non-GAAP Measures and Reconciliations section below for additional information
Third Quarter 2025 Consolidated Results
Net sales in the third quarter of 2025 were $493.8 million, an increase of 7% compared to $462.3 million in the third quarter of 2024. This increase was primarily driven by an increase in organic sales volumes of 3%, a contribution from acquisitions of 5% and a favorable impact from foreign currency translation of 1%, partially offset by a decline in selling price and product mix of 2%. Organic sales volumes increased in all segments compared to the prior year, led by an 8% increase in the Asia/Pacific segment. This improvement in organic sales volumes was primarily driven by new business wins of approximately 5% globally, more than offsetting a continuation of soft end market conditions, particularly in the Americas and EMEA segments. The decrease in selling price and product mix was primarily attributable to the impact of the mix of products, services and geographies and the impact of our index-based customer contracts. Organic sales volumes increased 1% compared to the second quarter of 2025.
The Company reported net income in the third quarter of 2025 of $30.5 million, or $1.75 per diluted share, compared to $32.3 million, or $1.81 per diluted share, in the third quarter of 2024. Excluding non-recurring and non-core items in each period, the Company’s non-GAAP net income and non-GAAP earnings per diluted share were $36.3 million and $2.08 respectively in the third quarter of 2025 compared to $34.0 million and $1.89 respectively in the third quarter of 2024. The Company generated adjusted EBITDA of $82.9 million in the third quarter of 2025, an increase of approximately 5% compared to $78.6 million in the third quarter of 2024, driven by the increase in net sales and consistent operating margins. See the Non-GAAP Measures and Reconciliations section below for additional information.
Joe Berquist, Chief Executive Officer and President, commented, “Third quarter results were strong, resulting from the team’s disciplined execution of our strategy. We achieved a 7% increase in sales on 3% organic volume growth, and a 5% improvement in adjusted EBITDA in the quarter, despite a softer than anticipated end market environment. Our performance was driven by new business wins of approximately 5% globally and amplified by continued momentum in Asia/Pacific. We are advancing our strategic initiatives, leveraging our scale and managing costs to enhance our global competitiveness and improve margins. Solid cash generation enabled us to further strengthen our balance sheet and return cash to shareholders through dividends and share repurchases.
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“We anticipate the current soft environment will persist at least through year end, with normal seasonality expected. The resilience of our business is evident. We are confident in our ability to convert our sales pipeline and have line of sight to execute our ongoing cost and productivity initiatives. We expect to deliver year-over-year revenue and earnings growth in the fourth quarter, and are building momentum on our enterprise strategy to sustain above market growth in 2026 and beyond.”
Third Quarter 2025 Segment Results
The Company’s third quarter and nine months of 2025 operating performance for each of its three reportable segments: (i) Americas; (ii) EMEA; and (iii) Asia/Pacific, is further described below.
| Three Months Ended September 30, | Nine Months Ended September 30, | ||||||||||||||||||||||
| 2025 | 2024 | 2025 | 2024 | ||||||||||||||||||||
| Net Sales * | |||||||||||||||||||||||
| Americas | $ | 222,787 | $ | 220,275 | $ | 657,560 | $ | 673,546 | |||||||||||||||
| EMEA | 143,900 | 134,135 | 413,101 | 410,558 | |||||||||||||||||||
| Asia/Pacific | 127,155 | 107,864 | 349,495 | 311,496 | |||||||||||||||||||
| Total net sales | $ | 493,842 | $ | 462,274 | $ | 1,420,156 | $ | 1,395,600 | |||||||||||||||
| Segment operating earnings * | |||||||||||||||||||||||
| Americas | $ | 58,913 | $ | 62,121 | $ | 176,351 | $ | 193,027 | |||||||||||||||
| EMEA | 26,479 | 24,644 | 74,867 | 80,867 | |||||||||||||||||||
| Asia/Pacific | 35,569 | 30,656 | 90,214 | 92,033 | |||||||||||||||||||
| Total segment operating earnings | $ | 120,961 | $ | 117,421 | $ | 341,432 | $ | 365,927 | |||||||||||||||
*Refer to the Segment Measures and Reconciliations section below for additional information
The following table summarizes the sales variances by reportable segment and consolidated operations in the third quarter of 2025 compared to the third quarter of 2024:
| Sales volumes | Selling price & product mix | Foreign currency | Acquisition & other | Total | |||||||||||||||||||||||||
| Americas | — | % | (2) | % | 1 | % | 2 | % | 1 | % | |||||||||||||||||||
| EMEA | 1 | % | 1 | % | 3 | % | 2 | % | 7 | % | |||||||||||||||||||
| Asia/Pacific | 8 | % | (5) | % | 1 | % | 14 | % | 18 | % | |||||||||||||||||||
| Consolidated | 3 | % | (2) | % | 1 | % | 5 | % | 7 | % | |||||||||||||||||||
Net sales in the Asia/Pacific segment increased 18% in the third quarter of 2025 compared to the same period in 2024, as an increase in organic sales volumes, a further contribution in sales from acquisitions, primarily Dipsol, and a favorable impact of foreign currency translation, was partially offset by a decrease in selling price and product and geographic mix. Net sales in the EMEA segment increased 7% in the third quarter of 2025 compared to the same period in 2024, due to an increase in organic sales volumes, a further increase in sales from acquisitions, an increase in selling price and product mix, and a favorable impact of foreign currency translation. Net sales in the Americas segment increased 1% in the third quarter of 2025 compared to the same period in 2024, due to a contribution in sales from acquisitions and a favorable impact from foreign currency translation, partially offset by a decline in selling price and product mix. Organic sales volumes in the Americas were consistent with the prior year period.
New business wins were strong across all segments in the third quarter of 2025 despite softer underlying end market activity compared to prior year levels. The decline in selling price and product mix in the third quarter of 2025 compared to the same period in 2024 reflects changes in the mix of products, services and geographies, and the impact of our index-based customer contracts.
Consolidated net sales increased approximately 2% compared to the second quarter of 2025, driven by an increase in organic sales volumes and a favorable impact from foreign currency translation. Selling price and product mix was consistent with the prior quarter. Net sales increased in all segments compared to the second quarter of 2025 driven by new business wins, despite a continuation of soft underlying end market activity. Organic sales volumes increased in the Asia/Pacific and Americas segments but declined in EMEA. Foreign currency translation was favorable to sales across all segments in the third quarter of 2025 compared to the second quarter of 2025.
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Segment operating earnings increased in the EMEA and Asia/Pacific segments in the third quarter of 2025 compared to the prior year, primarily due to the improvement in net sales. Segment operating earnings decreased in the Americas segment in the third quarter of 2025 compared to the prior year as an increase in net sales was offset by a modest decline in segment operating margins. Segment operating earnings increased in the Asia/Pacific and EMEA segments in the third quarter of 2025 compared to the second quarter of 2025, primarily driven by an increase in net sales, and declined slightly in the Americas segment.
Cash Flow and Liquidity Highlights
Net cash provided by operating activities was $89.9 million for the nine months ended September 30, 2025, compared to $141.5 million for the same period in 2024. The Company’s operating cash flow primarily reflects a lower operating performance, higher cash outflows from restructuring activities, and higher cash outflows for working capital activities, primarily due to lower inflows from the timing of collection of accounts receivable and higher outflows for the purchases of inventories.
As of September 30, 2025, the Company’s total gross debt was $875.2 million and its cash and cash equivalents was $172.0 million, which resulted in net debt of approximately $703.2 million. The Company’s net debt divided by its trailing twelve months adjusted EBITDA was approximately 2.4x. The increase in the company’s leverage ratio compared to the prior year primarily reflects the Company’s acquisition of Dipsol, which was completed in April 2025, and was funded with borrowings under the Company’s existing credit facility. In the third quarter of 2025, the Company reduced outstanding gross debt by approximately $61.5 million compared to the second quarter of 2025, and repurchased 29,791 shares for $3.8 million.
Non-GAAP Measures and Reconciliations
The information in this press release includes non-GAAP (unaudited) financial information that includes EBITDA, adjusted EBITDA, adjusted EBITDA margin, non-GAAP operating income, non-GAAP operating margin, non-GAAP gross profit, non-GAAP gross margin, taxes on income before equity in net income of associated companies – adjusted, non-GAAP net income and non-GAAP earnings per diluted share. The Company believes these non-GAAP financial measures provide meaningful supplemental information as they enhance a reader’s understanding of the financial performance of the Company, facilitate a comparison among fiscal periods, and exclude items that management believes are not indicative of future operating performance or considered core to the Company’s operations. Non-GAAP results are presented for supplemental informational purposes only and should not be considered a substitute for the financial information presented in accordance with GAAP. In addition, our definitions of EBITDA, adjusted EBITDA, adjusted EBITDA margin, non-GAAP operating income, non-GAAP operating margin, non-GAAP gross profit, non-GAAP gross margin, taxes on income before equity in net income of associated companies – adjusted, non-GAAP net income, and non-GAAP earnings per diluted share, as discussed and reconciled below to the most comparable GAAP measures, may not be comparable to similarly named measures reported by other companies.
The Company presents EBITDA, which is calculated as net income attributable to the Company before depreciation and amortization, interest expense, and taxes on income before equity in net income of associated companies. The Company also presents adjusted EBITDA, which is calculated as EBITDA plus or minus certain items that management believes are not indicative of future operating performance or considered core to the Company’s operations. In addition, the Company presents non-GAAP operating income, which is calculated as operating income plus or minus certain items that management believes are not indicative of future operating performance or considered core to the Company’s operations. Additionally, the Company presents non-GAAP gross profit, which is calculated as gross profit plus or minus certain items that management believes are not indicative of future operating performance or considered core to the Company’s operations. In addition, the Company presents non-GAAP Adjusted EBITDA margin, non-GAAP operating margin, and non-GAAP gross margin, which are calculated as the percentage of adjusted EBITDA, non-GAAP operating income, and non-GAAP gross profit to consolidated net sales, respectively. The Company believes these non-GAAP measures provide transparent and useful information and are widely used by analysts, investors, and competitors in our industry as well as by management in assessing the operating performance of the Company on a consistent basis.
Additionally, the Company presents non-GAAP net income and non-GAAP earnings per diluted share as additional performance measures. Non-GAAP net income is calculated as adjusted EBITDA, defined above, less depreciation and amortization, interest expense, and taxes on income before equity in net income of associated companies, in each case adjusted, as applicable, for any depreciation, amortization, interest or tax impacts resulting from the non-core items identified in the reconciliation of net income attributable to the Company to adjusted EBITDA. Non-GAAP earnings per diluted share is calculated as non-GAAP net income per diluted share as accounted for under the “two-class share method.” The Company believes that non-GAAP net income and non-GAAP earnings per diluted share provide transparent and useful information and are widely used by analysts, investors, and competitors in our industry as well as by management in assessing the performance of the Company on a consistent basis.
As it relates to future projections for the Company as well as other forward-looking information contained in this press release, the Company has not provided guidance for comparable GAAP measures or a quantitative reconciliation of forward-looking non-GAAP financial measures to the most directly comparable U.S. GAAP measure because it is unable to determine with reasonable certainty the ultimate outcome of certain significant items necessary to calculate such measures without unreasonable effort. These items include, but are not limited to, certain non-recurring or non-core items the Company may record that could materially impact net income. These items are uncertain, depend on various factors, and could have a material impact on the U.S. GAAP reported results for the guidance period.
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The Company's reference to trailing twelve months adjusted EBITDA within this press release refers to the twelve month period ended September 30, 2025 adjusted EBITDA of $292.2 million, which consists of (i) the nine months ended September 30, 2025 adjusted EBITDA of $227.4 million, as presented in the non-GAAP reconciliations below, and (ii) the twelve months ended December 31, 2024 adjusted EBITDA of $310.9 million, as presented in the non-GAAP reconciliations included in the Company's fourth quarter and full year 2024 results press release dated February 24, 2025, less (iii) the nine months ended September 30, 2024 adjusted EBITDA of $246.1 million, as presented in the non-GAAP reconciliations below.
Certain of the prior period non-GAAP financial measures presented in the following tables have been adjusted to conform with current period presentation. The following tables reconcile the Company’s non-GAAP financial measures (unaudited) to their most directly comparable GAAP (unaudited) financial measures (dollars in thousands unless otherwise noted, except per share amounts):
| Non-GAAP Gross Profit and Margin Reconciliations | Three Months Ended September 30, | Nine Months Ended September 30, | |||||||||||||||||||||
| 2025 | 2024 | 2025 | 2024 | ||||||||||||||||||||
| Gross profit | $ | 180,865 | $ | 172,549 | $ | 513,848 | $ | 529,830 | |||||||||||||||
| Acquisition-related step-up inventory amortization | — | — | 6,022 | — | |||||||||||||||||||
| Loss (gain) on inventory and other adjustments | 671 | — | (2,933) | — | |||||||||||||||||||
| Non-GAAP gross profit | $ | 181,536 | $ | 172,549 | $ | 516,937 | $ | 529,830 | |||||||||||||||
| Non-GAAP profit margin (%) | 36.8 | % | 37.3 | % | 36.4 | % | 38.0 | % | |||||||||||||||
| Non-GAAP Operating Income and Margin Reconciliations | Three Months Ended September 30, | Nine Months Ended September 30, | |||||||||||||||||||||
| 2025 | 2024 | 2025 | 2024 | ||||||||||||||||||||
| Operating income | $ | 46,641 | $ | 51,718 | $ | 21,755 | $ | 165,693 | |||||||||||||||
| Acquisition-related step-up inventory amortization | — | — | 6,022 | — | |||||||||||||||||||
| Restructuring and related charges, net | 7,745 | 2,610 | 31,128 | 4,787 | |||||||||||||||||||
| Acquisition-related expenses | 642 | 381 | 4,775 | 898 | |||||||||||||||||||
| Loss (gain) on inventory and other adjustments | 671 | — | (3,256) | — | |||||||||||||||||||
| Customer insolvency costs | — | — | — | 1,522 | |||||||||||||||||||
| Impairment charges | — | — | 88,840 | — | |||||||||||||||||||
| Acquisition-related depreciation and amortization | 1,656 | — | 3,337 | — | |||||||||||||||||||
| Other charges (credits) | 530 | (519) | 1,695 | 347 | |||||||||||||||||||
| Non-GAAP operating income | $ | 57,885 | $ | 54,190 | $ | 154,296 | $ | 173,247 | |||||||||||||||
| Non-GAAP operating margin (%) | 11.7 | % | 11.7 | % | 10.9 | % | 12.4 | % | |||||||||||||||
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| EBITDA, Adjusted EBITDA, Adjusted EBITDA Margin and Non-GAAP Net Income Reconciliations | Three Months Ended September 30, | Nine Months Ended September 30, | |||||||||||||||||||||
| 2025 | 2024 | 2025 | 2024 | ||||||||||||||||||||
| Net income (loss) attributable to Quaker Chemical Corporation | $ | 30,469 | $ | 32,346 | $ | (23,189) | $ | 102,458 | |||||||||||||||
| Depreciation and amortization (a) | 24,436 | 21,423 | 69,187 | 63,907 | |||||||||||||||||||
| Interest expense | 10,941 | 10,347 | 33,265 | 31,925 | |||||||||||||||||||
| Taxes on income before equity in net income of associated companies (b) | 9,266 | 12,167 | 22,280 | 40,453 | |||||||||||||||||||
| EBITDA | 75,112 | 76,283 | 101,543 | 238,743 | |||||||||||||||||||
| Equity income in a captive insurance company | (1,691) | (285) | (4,437) | (1,266) | |||||||||||||||||||
| Acquisition-related step-up inventory amortization | — | — | 6,022 | — | |||||||||||||||||||
| Restructuring and related charges, net | 7,745 | 2,610 | 31,128 | 4,787 | |||||||||||||||||||
| Acquisition-related expenses | 642 | 381 | 4,775 | 898 | |||||||||||||||||||
| Loss (gain) on inventory and other adjustments | 671 | — | (3,256) | — | |||||||||||||||||||
| Pension and postretirement benefit costs, non-service components | 469 | 469 | 1,351 | 1,398 | |||||||||||||||||||
| Customer insolvency costs | — | — | — | 1,522 | |||||||||||||||||||
| Impairment charges | — | — | 88,840 | — | |||||||||||||||||||
| Product liability claim costs, net | — | — | — | 896 | |||||||||||||||||||
| Business interruption insurance proceeds | — | (1,000) | — | (1,000) | |||||||||||||||||||
| Currency conversion impacts of hyper-inflationary economies | 886 | 624 | 2,073 | 333 | |||||||||||||||||||
| Loss on acquisition-related hedges | — | — | 1,351 | — | |||||||||||||||||||
| Gain on sale of assets | — | — | (2,534) | — | |||||||||||||||||||
| Multiemployer plan withdrawal charge | 923 | — | 923 | — | |||||||||||||||||||
| Brazilian non-income tax credits | (1,762) | — | (1,762) | — | |||||||||||||||||||
| Other charges (credits) | (144) | (520) | 1,360 | (176) | |||||||||||||||||||
| Adjusted EBITDA | $ | 82,851 | $ | 78,562 | $ | 227,377 | $ | 246,135 | |||||||||||||||
| Adjusted EBITDA margin (%) | 16.8 | % | 17.0 | % | 16.0 | % | 17.6 | % | |||||||||||||||
| Adjusted EBITDA | $ | 82,851 | $ | 78,562 | $ | 227,377 | $ | 246,135 | |||||||||||||||
| Less: Depreciation and amortization (a) | 24,436 | 21,423 | 69,187 | 63,907 | |||||||||||||||||||
| Less: Interest expense | 10,941 | 10,347 | 33,265 | 31,925 | |||||||||||||||||||
| Less: Taxes on income before equity in net income of associated companies - adjusted (b) | 12,860 | 12,811 | 33,964 | 40,417 | |||||||||||||||||||
| Plus: Acquisition-related depreciation and amortization | 1,656 | — | 3,337 | — | |||||||||||||||||||
| Non-GAAP net income | $ | 36,270 | $ | 33,981 | $ | 94,298 | $ | 109,886 | |||||||||||||||
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| Three Months Ended September 30, | Nine Months Ended September 30, | ||||||||||||||||||||||
| Non-GAAP Earnings per Diluted Share Reconciliations | 2025 | 2024 | 2025 | 2024 | |||||||||||||||||||
| GAAP earnings (loss) per diluted share attributable to Quaker Chemical Corporation common shareholders | $ | 1.75 | $ | 1.81 | $ | (1.32) | $ | 5.70 | |||||||||||||||
| Equity income in a captive insurance company | (0.10) | (0.02) | (0.25) | (0.07) | |||||||||||||||||||
| Acquisition-related step-up inventory amortization | — | — | 0.25 | — | |||||||||||||||||||
| Restructuring and related charges, net | 0.30 | 0.11 | 1.31 | 0.20 | |||||||||||||||||||
| Acquisition-related expenses | 0.02 | 0.02 | 0.21 | 0.04 | |||||||||||||||||||
| Loss (gain) on inventory and other adjustments | 0.02 | — | (0.14) | — | |||||||||||||||||||
| Pension and postretirement benefit costs, non-service components | 0.02 | 0.02 | 0.06 | 0.06 | |||||||||||||||||||
| Customer insolvency costs | — | — | — | 0.06 | |||||||||||||||||||
| Impairment charges | — | — | 4.91 | — | |||||||||||||||||||
| Product liability claim costs, net | — | — | — | 0.04 | |||||||||||||||||||
| Business interruption insurance proceeds | — | (0.04) | — | (0.04) | |||||||||||||||||||
| Currency conversion impacts of hyper-inflationary economies | 0.05 | 0.04 | 0.12 | 0.02 | |||||||||||||||||||
| Loss on acquisition-related hedges | — | — | 0.06 | — | |||||||||||||||||||
| Gain on sale of assets | — | — | (0.11) | — | |||||||||||||||||||
| Multiemployer plan withdrawal charge | 0.04 | — | 0.04 | — | |||||||||||||||||||
| Brazilian non-income tax credits | (0.08) | — | (0.08) | — | |||||||||||||||||||
| Other charges (credits) | 0.02 | (0.03) | 0.07 | (0.01) | |||||||||||||||||||
| Discrete tax items | (0.02) | (0.02) | 0.11 | 0.11 | |||||||||||||||||||
| Acquisition-related depreciation and amortization | 0.06 | — | 0.13 | — | |||||||||||||||||||
| Non-GAAP earnings per diluted share | $ | 2.08 | $ | 1.89 | $ | 5.37 | $ | 6.11 | |||||||||||||||
a.Depreciation and amortization for the three and nine months ended September 30, 2025 and 2024 each includes approximately $0.2 million and $0.7 million, respectively, of amortization expense recorded within equity in net income of associated companies in the Company’s Condensed Consolidated Statements of Operations. This is attributable to the amortization of the fair value purchase accounting step-up in connection with the acquisition of the Company’s 50% equity interest in Korea Houghton Corporation.
b.Taxes on income before equity in net income of associated companies – adjusted includes the Company’s tax expense adjusted for the impact of any current and deferred income tax expense (benefit), as applicable, of the reconciling items presented in the reconciliation of Net income attributable to Quaker Chemical Corporation to adjusted EBITDA, above, determined utilizing the applicable rates in the taxing jurisdictions in which these adjustments occurred, subject to deductibility. This caption also includes the impact of specific tax charges and benefits for the three and nine months ended September 30, 2025 and 2024.
Segment Measures and Reconciliations
Segment operating earnings for each of the Company’s reportable segments are comprised of the segment’s net sales less directly related product costs and other operating expenses. Operating expenses not directly attributable to the net sales of each respective segment, such as certain corporate and administrative costs and restructuring charges, are not included in segment operating earnings. Other items not specifically identified with the Company’s reportable segments include Interest expense and Other (expense) income, net.
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The following table presents information about the performance of the Company’s reportable segments (dollars in thousands):
| Three Months Ended September 30, | Nine Months Ended September 30, | ||||||||||||||||||||||
| 2025 | 2024 | 2025 | 2024 | ||||||||||||||||||||
| Net Sales | |||||||||||||||||||||||
| Americas | $ | 222,787 | $ | 220,275 | $ | 657,560 | $ | 673,546 | |||||||||||||||
| EMEA | 143,900 | 134,135 | 413,101 | 410,558 | |||||||||||||||||||
| Asia/Pacific | 127,155 | 107,864 | 349,495 | 311,496 | |||||||||||||||||||
| Total net sales | $ | 493,842 | $ | 462,274 | $ | 1,420,156 | $ | 1,395,600 | |||||||||||||||
| Segment operating earnings | |||||||||||||||||||||||
| Americas | $ | 58,913 | $ | 62,121 | $ | 176,351 | $ | 193,027 | |||||||||||||||
| EMEA | 26,479 | 24,644 | 74,867 | 80,867 | |||||||||||||||||||
| Asia/Pacific | 35,569 | 30,656 | 90,214 | 92,033 | |||||||||||||||||||
| Total segment operating earnings | 120,961 | 117,421 | 341,432 | 365,927 | |||||||||||||||||||
| Restructuring and related charges, net | (7,745) | (2,610) | (31,128) | (4,787) | |||||||||||||||||||
| Impairment charges | — | — | (88,840) | — | |||||||||||||||||||
| Non-operating and administrative expenses | (49,560) | (47,778) | (151,137) | (149,538) | |||||||||||||||||||
| Depreciation of corporate assets and amortization | (17,015) | (15,315) | (48,572) | (45,909) | |||||||||||||||||||
| Operating income | 46,641 | 51,718 | 21,755 | 165,693 | |||||||||||||||||||
| Other (expense) income, net | (270) | 783 | (1,632) | 2,285 | |||||||||||||||||||
| Interest expense | (10,941) | (10,347) | (33,265) | (31,925) | |||||||||||||||||||
| Income (loss) before taxes and equity in net income of associated companies | $ | 35,430 | $ | 42,154 | $ | (13,142) | $ | 136,053 | |||||||||||||||
7
Forward-Looking Statements
This press release contains “forward-looking statements” that fall under the safe harbor provisions of the Private Securities Litigation Reform Act of 1995 and the Securities Act of 1933, as amended. These statements can be identified by the fact that they do not relate strictly to historical or current facts. We have based these forward-looking statements on assumptions, projections and expectations about future events that we believe are reasonable based on currently available information, including statements regarding the potential effects of economic downturns; tariffs, including the uncertainty surrounding changes in tariffs; inflation and global supply chain constraints on the Company’s business, results of operations, and financial condition; our expectation that we will maintain sufficient liquidity and remain in compliance with the terms of the Company’s credit facility; expectations about future demand and raw material costs; and statements regarding the impact of increased raw material costs and pricing initiatives. These forward-looking statements include statements with respect to our beliefs, plans, objectives, goals, expectations, anticipations, intentions, financial condition, results of operations, future performance, and business, which may differ materially from our actual results, including but not limited to the potential benefits or uncertainties of acquisitions and divestitures, the impacts on our business as a result of global supply chain constraints, and our current and future results and plans and statements that include the words “may,” “could,” “should,” “would,” “believe,” “expect,” “anticipate,” “estimate,” “intend,” “outlook, “target”, “possible”, “potential”, “plan” or similar expressions. Such statements include information relating to current and future business activities, operational matters, capital spending, and financing sources. A major risk is that demand for the Company’s products and services is largely derived from the demand for our customers’ products, which subjects the Company to uncertainties related to downturns in a customer’s business and unanticipated customer production slowdowns and shutdowns. Other major risks and uncertainties include, but are not limited to inflationary pressures, including increases in raw material costs; supply chain constraints and the impacts of economic downturns; customer financial instability; high interest rates and their impact on our and our customers’ business operations; the impacts from acts of war, terrorism and military conflicts, including those in Ukraine and the Middle East as well as economic, political and governmental actions taken by various governments and governmental organizations in response; economic and political disruptions particularly in light of numerous elections globally and the possibility of regime changes; the possibility of economic recession; legislative and regulatory developments including changes to existing laws and regulations, or the way they are interpreted, applied or enforced; tariffs, retaliatory tariffs, “trade wars” and trade restrictions, and the economic and other sanctions imposed by other nations on Russia and Belarus and/or other government organizations; suspensions of activities in Russia by many multinational companies; foreign currency fluctuations; significant changes in applicable tax rates and regulations and the potential impacts therefrom, including those arising from H.R.1, commonly known as the “One Big Beautiful Bill Act”; future terrorist attacks and other acts of violence; the impacts of consolidation in our industry, including loss or consolidation of a major customer; the effects of climate change, fires or other natural disasters; the potential occurrence of cyber-security breaches, cyber-security attacks and other technology outages and security incidents; and U.S. political conditions and legislative and regulatory activity (or inactivity), including adoption of (or failure to adopt) new laws, regulations and executive orders, changes in existing laws, regulations and executive orders or the way they are interpreted or applied, and adoption of laws, regulations or executive orders that conflict among jurisdictions in which we operate. Furthermore, the Company is subject to the same business cycles as those experienced by our customers in the steel, automotive, aerospace, industrial equipment, aluminum and durable goods industries. Our forward-looking statements are subject to risks, uncertainties and assumptions about the Company and its operations that are subject to change based on various important factors, some of which are beyond our control. These risks, uncertainties, and possible inaccurate assumptions relevant to our business could cause our actual results to differ materially from expected and historical results. All forward-looking statements included in this press release, including expectations about business conditions during 2025 and future periods, are based upon information available to the Company as of the date of this press release, which may change. Therefore, we caution you not to place undue reliance on our forward-looking statements. For more information regarding these risks and uncertainties as well as certain additional risks that we face, refer to the Risk Factors section, which appears in Item 1A of our Annual Report on Form 10-K for the year ended December 31, 2024, and in subsequent reports filed from time to time with the Securities and Exchange Commission. We do not intend to, and we disclaim any duty or obligation to, update or revise any forward-looking statements to reflect new information or future events or for any other reason. This discussion is provided as permitted by the Private Securities Litigation Reform Act of 1995.
Conference Call
As previously announced, the Company’s investor conference call to discuss its third quarter of 2025 performance is scheduled for Friday, October 31, 2025 at 8:30 a.m. ET. A live webcast of the conference call, together with supplemental information, can be accessed through the Company’s Investor Relations website at investors.quakerhoughton.com. You can also access the conference call by dialing 877-269-7756.
8
About Quaker Houghton
Quaker Houghton is the global leader in industrial process fluids. With a presence around the world, including operations in over 25 countries, our customers include thousands of the world’s most advanced and specialized steel, aluminum, automotive, aerospace, offshore, container, mining, and metalworking companies. Our high-performing, innovative and sustainable solutions are backed by best-in-class technology, deep process knowledge and customized services. With approximately 4,400 employees, including chemists, engineers and industry experts, we partner with our customers to improve their operations so they can run even more efficiently, even more effectively, whatever comes next. Quaker Houghton is headquartered in Conshohocken, Pennsylvania, located near Philadelphia in the United States. Visit quakerhoughton.com to learn more.
9
Quaker Chemical Corporation
Condensed Consolidated Statements of Operations
(Unaudited; Dollars in thousands, except per share data)
| Three Months Ended September 30, | Nine Months Ended September 30, | ||||||||||||||||||||||
| 2025 | 2024 | 2025 | 2024 | ||||||||||||||||||||
| Net sales | $ | 493,842 | $ | 462,274 | $ | 1,420,156 | $ | 1,395,600 | |||||||||||||||
| Cost of goods sold | 312,977 | 289,725 | 906,308 | 865,770 | |||||||||||||||||||
| Gross profit | 180,865 | 172,549 | 513,848 | 529,830 | |||||||||||||||||||
| Selling, general and administrative expenses | 126,479 | 118,221 | 372,125 | 359,350 | |||||||||||||||||||
| Impairment charges | — | — | 88,840 | — | |||||||||||||||||||
| Restructuring and related charges, net | 7,745 | 2,610 | 31,128 | 4,787 | |||||||||||||||||||
| Operating income | 46,641 | 51,718 | 21,755 | 165,693 | |||||||||||||||||||
| Other (expense) income, net | (270) | 783 | (1,632) | 2,285 | |||||||||||||||||||
| Interest expense | (10,941) | (10,347) | (33,265) | (31,925) | |||||||||||||||||||
| Income (loss) before taxes and equity in net income of associated companies | 35,430 | 42,154 | (13,142) | 136,053 | |||||||||||||||||||
| Taxes on income before equity in net income of associated companies | 9,266 | 12,167 | 22,280 | 40,453 | |||||||||||||||||||
| Income (loss) before equity in net income of associated companies | 26,164 | 29,987 | (35,422) | 95,600 | |||||||||||||||||||
| Equity in net income of associated companies | 4,322 | 2,385 | 12,262 | 6,940 | |||||||||||||||||||
| Net income (loss) | 30,486 | 32,372 | (23,160) | 102,540 | |||||||||||||||||||
| Less: Net income attributable to noncontrolling interest | 17 | 26 | 29 | 82 | |||||||||||||||||||
| Net income (loss) attributable to Quaker Chemical Corporation | $ | 30,469 | $ | 32,346 | $ | (23,189) | $ | 102,458 | |||||||||||||||
| Per share data: | |||||||||||||||||||||||
| Net income (loss) attributable to Quaker Chemical Corporation common shareholders – basic | $ | 1.75 | $ | 1.81 | $ | (1.32) | $ | 5.71 | |||||||||||||||
| Net income (loss) attributable to Quaker Chemical Corporation common shareholders – diluted | $ | 1.75 | $ | 1.81 | $ | (1.32) | $ | 5.70 | |||||||||||||||
| Basic weighted average common shares outstanding | 17,363,947 | 17,837,858 | 17,524,377 | 17,889,168 | |||||||||||||||||||
| Diluted weighted average common shares outstanding | 17,421,090 | 17,864,335 | 17,545,666 | 17,909,967 | |||||||||||||||||||
10
Quaker Chemical Corporation
Condensed Consolidated Balance Sheets
(Unaudited; Dollars in thousands, except par value)
| September 30, 2025 | December 31, 2024 | ||||||||||
| ASSETS | |||||||||||
| Current assets | |||||||||||
| Cash and cash equivalents | $ | 172,038 | $ | 188,880 | |||||||
| Accounts receivable, net | 436,216 | 400,126 | |||||||||
| Inventories | 268,608 | 227,472 | |||||||||
| Prepaid expenses and other current assets | 69,123 | 59,939 | |||||||||
| Total current assets | 945,985 | 876,417 | |||||||||
| Property, plant and equipment, net | 295,784 | 229,532 | |||||||||
| Right-of-use lease assets | 38,454 | 34,120 | |||||||||
| Goodwill | 501,767 | 518,894 | |||||||||
| Other intangible assets, net | 890,645 | 827,098 | |||||||||
| Investments in associated companies | 106,783 | 98,012 | |||||||||
| Deferred tax assets | 10,050 | 9,216 | |||||||||
| Other non-current assets | 27,329 | 17,360 | |||||||||
| Total assets | $ | 2,816,797 | $ | 2,610,649 | |||||||
| LIABILITIES AND EQUITY | |||||||||||
| Current liabilities | |||||||||||
| Short-term borrowings and current portion of long-term debt | $ | 35,949 | $ | 37,554 | |||||||
| Accounts payable | 205,541 | 198,137 | |||||||||
| Dividends payable | 8,825 | 8,572 | |||||||||
| Accrued compensation | 42,095 | 50,212 | |||||||||
| Accrued restructuring | 4,800 | 2,297 | |||||||||
| Accrued pension and postretirement benefits | 2,259 | 2,328 | |||||||||
| Other accrued liabilities | 83,930 | 80,668 | |||||||||
| Total current liabilities | 383,399 | 379,768 | |||||||||
| Long-term debt | 838,522 | 669,614 | |||||||||
| Long-term lease liabilities | 22,637 | 20,028 | |||||||||
| Deferred tax liabilities | 150,726 | 138,828 | |||||||||
| Non-current accrued pension and postretirement benefits | 23,769 | 23,783 | |||||||||
| Other non-current liabilities | 30,861 | 24,445 | |||||||||
| Total liabilities | 1,449,914 | 1,256,466 | |||||||||
| Equity | |||||||||||
Common stock $1 par value; authorized 30,000,000 shares; issued and outstanding September 30, 2025 – 17,367,942 shares; December 31, 2024 – 17,673,607 shares | 17,368 | 17,674 | |||||||||
| Capital in excess of par value | 876,911 | 903,781 | |||||||||
| Retained earnings | 584,706 | 633,731 | |||||||||
| Accumulated other comprehensive loss | (115,333) | (201,619) | |||||||||
| Total Quaker shareholders’ equity | 1,363,652 | 1,353,567 | |||||||||
| Noncontrolling interest | 3,231 | 616 | |||||||||
| Total equity | 1,366,883 | 1,354,183 | |||||||||
| Total liabilities and equity | $ | 2,816,797 | $ | 2,610,649 | |||||||
11
Quaker Chemical Corporation
Condensed Consolidated Statements of Cash Flows
(Unaudited; Dollars in thousands)
| Nine Months Ended September 30, | |||||||||||
| 2025 | 2024 | ||||||||||
| Cash flows from operating activities | |||||||||||
| Net (loss) income | $ | (23,160) | $ | 102,540 | |||||||
| Adjustments to reconcile net (loss) income to net cash provided by operating activities: | |||||||||||
| Depreciation and amortization | 68,471 | 63,159 | |||||||||
| Equity in undistributed earnings of associated companies, net of dividends | (4,366) | 1,045 | |||||||||
| Deferred income taxes | (16,503) | (7,934) | |||||||||
| Share-based compensation | 10,419 | 12,413 | |||||||||
| Impairment charges | 88,840 | — | |||||||||
| Restructuring and related charges, net | 31,128 | 4,787 | |||||||||
| Inventory step-up amortization | 6,022 | — | |||||||||
| Gain on disposal of property, plant, equipment and other assets | (2,051) | — | |||||||||
| Other adjustments | (5,082) | (4,325) | |||||||||
| Increase (decrease) in cash from changes in current assets and current liabilities, net of acquisitions: | |||||||||||
| Accounts receivable | 4,585 | 20,625 | |||||||||
| Inventories | (16,473) | (10,875) | |||||||||
| Prepaid expenses and other current assets | (4,258) | (7,912) | |||||||||
| Accrued restructuring | (21,671) | (6,397) | |||||||||
| Accounts payable and accrued liabilities | (25,992) | (25,612) | |||||||||
| Net cash provided by operating activities | 89,909 | 141,514 | |||||||||
| Cash flows from investing activities | |||||||||||
| Investments in property, plant and equipment | (33,630) | (19,337) | |||||||||
| Payments related to acquisitions, net of cash acquired | (164,209) | (39,302) | |||||||||
| Proceeds from disposition of assets | 2,992 | 2,798 | |||||||||
| Other investing activities | 1,828 | — | |||||||||
| Net cash used in investing activities | (193,019) | (55,841) | |||||||||
| Cash flows from financing activities | |||||||||||
| Payments of long-term debt | (25,967) | (48,600) | |||||||||
| Borrowings on revolving credit facilities, net | 168,938 | 30,500 | |||||||||
| Payments on other debt, net | (525) | (842) | |||||||||
| Dividends paid | (25,583) | (24,523) | |||||||||
| Shares purchased under share repurchase programs | (36,496) | (22,906) | |||||||||
| Other stock related activity | (1,099) | (631) | |||||||||
| Net cash provided by (used in) financing activities | 79,268 | (67,002) | |||||||||
| Effect of foreign exchange rate changes on cash | 7,000 | (1,124) | |||||||||
| Net (decrease) increase in cash and cash equivalents | (16,842) | 17,547 | |||||||||
| Cash and cash equivalents at the beginning of the period | 188,880 | 194,527 | |||||||||
| Cash and cash equivalents at the end of the period | $ | 172,038 | $ | 212,074 | |||||||
12
Quaker Houghton Third Quarter 2025 Results Investor Conference Call
Regulation G The attached charts include Company information that does not conform to generally accepted accounting principles (“GAAP”). Management believes that an analysis of this data is meaningful to investors because it provides insight with respect to ongoing operating results of the Company and helps investors to evaluate the financial results of the Company. These measures should not be viewed as an alternative to GAAP measures of performance. Furthermore, these measures may not be consistent with similar measures provided by other companies. This data should be read in conjunction with the third quarter earnings news release, dated October 30, 2025, which has been furnished to the Securities and Exchange Commission (“SEC”) on Form 8-K. Forward-Looking Statements This presentation contains “forward-looking statements” that fall under the safe harbor provisions of the Private Securities Litigation Reform Act of 1995 and the Securities Act of 1933, as amended. These statements can be identified by the fact that they do not relate strictly to historical or current facts. We have based these forward-looking statements on assumptions, projections and expectations about future events that we believe are reasonable based on currently available information, including statements regarding the potential effects of economic downturns; tariffs, including the uncertainty surrounding changes in tariffs; inflation and global supply chain constraints on the Company’s business, results of operations, and financial condition; our expectation that we will maintain sufficient liquidity and remain in compliance with the terms of the Company’s credit facility; expectations about future demand and raw material costs; and statements regarding the impact of increased raw material costs and pricing initiatives. These forward-looking statements include statements with respect to our beliefs, plans, objectives, goals, expectations, anticipations, intentions, financial condition, results of operations, future performance, and business, which may differ materially from our actual results, including but not limited to the potential benefits or uncertainties of acquisitions and divestitures, the impacts on our business as a result of global supply chain constraints, and our current and future results and plans and statements that include the words “may,” “could,” “should,” “would,” “believe,” “expect,” “anticipate,” “estimate,” “intend,” “outlook, “target”, “possible”, “potential”, “plan” or similar expressions. Such statements include information relating to current and future business activities, operational matters, capital spending, and financing sources. A major risk is that demand for the Company’s products and services is largely derived from the demand for our customers’ products, which subjects the Company to uncertainties related to downturns in a customer’s business and unanticipated customer production slowdowns and shutdowns. Other major risks and uncertainties include, but are not limited to inflationary pressures, including increases in raw material costs; supply chain constraints and the impacts of economic downturns; customer financial instability; high interest rates and their impact on our and our customers’ business operations; the impacts from acts of war, terrorism and military conflicts, including those in Ukraine and the Middle East as well as economic, political and governmental actions taken by various governments and governmental organizations in response; economic and political disruptions particularly in light of numerous elections globally and the possibility of regime changes; the possibility of economic recession; legislative and regulatory developments including changes to existing laws and regulations, or the way they are interpreted, applied or enforced; tariffs, retaliatory tariffs, “trade wars” and trade restrictions, and the economic and other sanctions imposed by other nations on Russia and Belarus and/or other government organizations; suspensions of activities in Russia by many multinational companies; foreign currency fluctuations; significant changes in applicable tax rates and regulations and the potential impacts therefrom, including those arising from H.R.1, commonly known as the “One Big Beautiful Bill Act”; future terrorist attacks and other acts of violence; the impacts of consolidation in our industry, including loss or consolidation of a major customer; the effects of climate change, fires or other natural disasters; the potential occurrence of cyber-security breaches, cyber-security attacks and other technology outages and security incidents; and U.S. political conditions and legislative and regulatory activity (or inactivity), including adoption of (or failure to adopt) new laws, regulations and executive orders, changes in existing laws, regulations and executive orders or the way they are interpreted or applied, and adoption of laws, regulations or executive orders that conflict among jurisdictions in which we operate. Furthermore, the Company is subject to the same business cycles as those experienced by our customers in the steel, automotive, aerospace, industrial equipment, aluminum and durable goods industries. Our forward-looking statements are subject to risks, uncertainties and assumptions about the Company and its operations that are subject to change based on various important factors, some of which are beyond our control. These risks, uncertainties, and possible inaccurate assumptions relevant to our business could cause our actual results to differ materially from expected and historical results. All forward-looking statements included in this press release, including expectations about business conditions during 2025 and future periods, are based upon information available to the Company as of the date of this press release, which may change. Therefore, we caution you not to place undue reliance on our forward-looking statements. For more information regarding these risks and uncertainties as well as certain additional risks that we face, refer to the Risk Factors section, which appears in Item 1A of our Annual Report on Form 10-K for the year ended December 31, 2024, and in subsequent reports filed from time to time with the Securities and Exchange Commission. We do not intend to, and we disclaim any duty or obligation to, update or revise any forward-looking statements to reflect new information or future events or for any other reason. This discussion is provided as permitted by the Private Securities Litigation Reform Act of 1995. ©2025 Quaker Houghton. All Rights Reserved 2 Forward-Looking Statements
The information included in this presentation includes non-GAAP (unaudited) financial information that includes EBITDA, adjusted EBITDA, adjusted EBITDA margin, non-GAAP operating income, non-GAAP operating margin, non-GAAP gross profit, non-GAAP gross margin, taxes on income before equity in net income of associated companies- adjusted, non-GAAP net income and non-GAAP earnings per diluted share. The Company believes these non-GAAP financial measures provide meaningful supplemental information as they enhance a reader’s understanding of the financial performance of the Company, facilitate a comparison among fiscal periods, and exclude items that management believes are not indicative of future operating performance or considered core to the Company’s operations. Non-GAAP results are presented for supplemental informational purposes only and should not be considered a substitute for the financial information presented in accordance with GAAP. In addition, our definitions of EBITDA, adjusted EBITDA, adjusted EBITDA margin, non-GAAP operating income, non-GAAP operating margin, non-GAAP gross profit, non-GAAP gross margin, taxes on income before equity in net income of associated companies- adjusted, non-GAAP net income, and non-GAAP earnings per diluted share, as discussed and reconciled below to the most comparable GAAP measures, may not be comparable to similarly named measures reported by other companies. The Company presents EBITDA, which is calculated as net income attributable to the Company before depreciation and amortization, interest expense, and taxes on income before equity in net income of associated companies. The Company also presents adjusted EBITDA which is calculated as EBITDA plus or minus certain items that management believes are not indicative of future operating performance or considered core to the Company’s operations. In addition, the Company presents non-GAAP operating income which is calculated as operating income plus or minus certain items that are not considered indicative of future operating performance or considered core to the Company’s operations. Additionally, the Company presents non-GAAP gross profit, which is calculated as gross profit plus or minus certain items that management believes are not considered indicative of future operating performance or considered core to the Company’s operations. Adjusted EBITDA margin, non-GAAP operating margin, and non-GAAP gross margin are calculated as the percentage of adjusted EBITDA, non-GAAP operating income, and non-GAAP gross profit to consolidated net sales, respectively. The Company believes these non-GAAP measures provide transparent and useful information and are widely used by analysts, investors, and competitors in our industry as well as by management in assessing the operating performance of the Company on a consistent basis. Additionally, the Company presents non-GAAP net income and non-GAAP earnings per diluted share as additional performance measures. Non-GAAP net income is calculated as adjusted EBITDA, defined above, less depreciation and amortization, interest expense, and taxes on income before equity in net income of associated companies, in each case adjusted, as applicable, for any depreciation, amortization, interest or tax impacts resulting from the non-core items identified in the reconciliation of net income attributable to the Company to adjusted EBITDA. Non-GAAP earnings per diluted share is calculated as non-GAAP net income per diluted share as accounted for under the “two-class share method.” The Company believes that non-GAAP net income and non-GAAP earnings per diluted share provide transparent and useful information and are widely used by analysts, investors, and competitors in our industry as well as by management in assessing the performance of the Company on a consistent basis. As it relates to future projections for the Company as well as other forward-looking information contained in this press release, the Company has not provided guidance for comparable GAAP measures or a quantitative reconciliation of forward-looking non-GAAP financial measures to the most directly comparable U.S. GAAP measure because it is unable to determine with reasonable certainty the ultimate outcome of certain significant items necessary to calculate such measures without unreasonable effort. These items include, but are not limited to, certain non-recurring or non-core items the Company may record that could materially impact net income. These items are uncertain, depend on various factors, and could have a material impact on the U.S. GAAP reported results for the guidance period. The following charts should be read in conjunction with the Company’s third quarter earnings news release dated October 30, 2025, which has been furnished to the Securities and Exchange Commission on Form 8-K, the Company’s Annual Report for the year ended December 31, 2024, and the Company’s 10-Q for the period ended September 30, 2025. These documents may contain additional explanatory language and information regarding certain of the items included in the following reconciliations. ©2025 Quaker Houghton. All Rights Reserved 3 Non-GAAP Measures
Joe Berquist Chief Executive Officer, President Tom Coler Executive Vice President, Chief Financial Officer Robert T. Traub Senior Vice President, General Counsel & Corporate Secretary Jeffrey Schnell Vice President, Investor Relations ©2025 Quaker Houghton. All Rights Reserved 4 Speakers
Highlights © 2025 Quaker Houghton. All Rights Reserved $494m Net Sales $83m Adjusted EBITDA1 5 $2.08 Non-GAAP Earnings per Diluted Share1 $51m Operating Cash Flow 1 This is a non-GAAP measure, refer to the reconciliations of our non-GAAP measures to their most comparable GAAP measures provided within this presentation and in our SEC filings 2 Leverage ratio defined as gross debt minus cash and cash equivalents divided by trailing twelve month adjusted EBITDA $1,420m Net Sales $227m Adjusted EBITDA1 $5.37 Non-GAAP Earnings per Diluted Share1 $90m Operating Cash Flow Q3’25 YTD 2025 Share Repurchases $36m2.4x Leverage Ratio1,2
©2025 Quaker Houghton. All Rights Reserved 6 Financial Snapshot (Unaudited; Dollars in millions, unless otherwise noted) (1) Certain amounts may not calculate due to rounding (2) These are non-GAAP measures. Refer to the reconciliations of our non-GAAP measures to their most comparable GAAP measures provided within this presentation and in our SEC filings. Q3 2025 Q3 2024 Variance(1) YTD 2025 YTD 2024 Variance(1) GAAP Net sales $ 493.8 $ 462.3 $ 31.6 6.8% $ 1,420.2 $ 1,395.6 $ 24.6 1.8% Gross profit 180.9 172.5 8.3 4.8% 513.8 529.8 (16.0) (3.0%) Gross margin (%) 36.6% 37.3% (0.7%) 36.2% 38.0% (1.8%) Operating income 46.6 51.7 (5.1) (9.8%) 21.8 165.7 (143.9) (86.9%) Operating income margin (%) 9.4% 11.2% (1.7%) 1.5% 11.9% (10.3%) Net income (loss) 30.5 32.4 (1.9) (5.8%) (23.2) 102.5 (125.6) (122.6%) Earnings (loss) per diluted share 1.75 1.81 (0.06) (3.1%) (1.32) 5.70 (7.02) (123.2%) Non-GAAP (2) Non-GAAP gross profit $ 181.5 $ 172.5 $ 9.0 5.2% $ 516.9 $ 529.8 $ (12.9) (2.4%) Non-GAAP profit margin (%) 36.8% 37.3% (0.5%) 36.4% 38.0% (1.6%) Non-GAAP operating income 57.9 54.2 3.7 6.8% 154.3 173.2 (19.0) (10.9%) Non-GAAP operating margin (%) 11.7% 11.7% —% 10.9% 12.4% (1.5%) Adjusted EBITDA 82.9 78.6 4.3 5.5% 227.4 246.1 (18.8) (7.6%) Adjusted EBITDA margin (%) 16.8% 17.0% (0.2%) 16.0% 17.6% (1.6%) Non-GAAP earnings per diluted share 2.08 1.89 0.19 10.1% 5.37 6.11 (0.74) (12.1%)
Sales volumes increased 3% Y/Y in Q3’25 driven by new business wins across all regions Sales volumes increased 1% in Q3’25 compared to Q2’25 Total Company Volume Trend1 (kilograms) 7 ©2025 Quaker Houghton. All Rights Reserved Q1 2022 Q2 2022 Q3 2022 Q4 2022 Q1 2023 Q2 2023 Q3 2023 Q4 2023 Q1 2024 Q2 2024 Q3 2024 Q4 2024 Q1 2025 Q2 2025 Q3 2025 1 The total company volume trend excludes volumes in the prior periods that are related to the tolling agreement for products previously divested related to the Combination, volumes related to business impacted due to the War in Ukraine, and volumes relating to the Sutai, Natech and Dipsol acquisitions.
©2025 Quaker Houghton. All Rights Reserved 8 Adjusted EBITDA1 (dollars in millions) Generated $83m of adjusted EBITDA in Q3’25 and adjusted EBITDA margins of 16.8% 1 This is a non-GAAP measure, refer to the reconciliations of our non-GAAP measures to their most comparable GAAP measures provided within this presentation and in our SEC filings. 2 The Company's reference to trailing twelve months adjusted EBITDA refers to the twelve month period ended September 30, 2025 adjusted EBITDA of $292.2 million, which consists of (i) the nine months ended September 30, 2025 adjusted EBITDA of $227.4 million and (ii) the twelve months ended December 31, 2024 adjusted EBITDA of $310.9 million less (iii) the nine months ended September 30, 2024 adjusted EBITDA of $246.1 million. $274 $257 $320 $311 $292 2021 2022 2023 2024 Q3'25 LTM $79 $83 Q3 2024 Q3 20252
• Total debt of $875 million • Cash and cash equivalents of $172 million • Net debt of $703 million • Leverage of 2.4x as of September 30, 20251 ◦ In April 2025, we funded the Dipsol acquisition with borrowings under our existing credit facility • Operating well within bank covenants ◦ Bank leverage of 2.2x as of September 30, 20252 ◦ Maximum permitted leverage of 4.0x2 • Healthy balance sheet and ample liquidity ◦ No significant maturities until June 2027 ◦ Q3’25 cost of debt on credit facility was ~5.2% Leverage and Liquidity Update 9 ©2025 Quaker Houghton. All Rights Reserved 1 Leverage ratio, which is a non-GAAP measure, is defined as gross debt minus cash and cash equivalents divided by trailing twelve month adjusted EBITDA 2 Defined as net debt divided by trailing twelve month adjusted EBITDA, as calculated under the terms of the credit agreement $750 $759 $759 $736 $765 $787 $815 $774 $753 $696 $628 $561 $574 $549 $529 $519 $551 $735 $703 Mar- 21 3.2x Jun- 21 3.1x Sep- 21 2.7x Dec- 21 2.7x Mar- 22 3.0x Jun- 22 3.2x Sep- 22 3.3x Dec- 22 3.0x Mar- 23 2.7x Jun- 23 2.3x Sep- 23 2.0x Dec- 23 1.8x Mar- 24 1.8x Jun- 24 1.7x Sep- 24 1.6x Dec- 24 1.7x Mar- 25 1.9x Jun- 25 2.6x Sep- 25 2.4x Net Debt and Leverage Ratio1 (Dollars in Millions)
Appendix Actual and Non-GAAP Results
©2025 Quaker Houghton. All Rights Reserved 11 Non-GAAP Gross Profit and Operating Income Reconciliation (Unaudited; Dollars in thousands, unless otherwise noted) Three Months Ended September 30, Nine Months Ended September 30, Non-GAAP Operating Income and Margin Reconciliations 2025 2024 2025 2024 Operating income $ 46,641 $ 51,718 $ 21,755 $ 165,693 Acquisition-related step-up inventory amortization — — 6,022 — Restructuring and related charges, net 7,745 2,610 31,128 4,787 Acquisition-related expenses 642 381 4,775 898 Loss (gain) on inventory and other adjustments 671 — (3,256) — Customer insolvency costs — — — 1,522 Impairment charges — — 88,840 — Acquisition-related depreciation and amortization 1,656 — 3,337 — Other charges (credits) 530 (519) 1,695 347 Non-GAAP operating income $ 57,885 $ 54,190 $ 154,296 $ 173,247 Non-GAAP operating margin (%) 11.7 % 11.7 % 10.9 % 12.4 % Three Months Ended September 30, Nine Months Ended September 30, Non-GAAP Gross Profit and Margin Reconciliations 2025 2024 2025 2024 Gross profit $ 180,865 $ 172,549 $ 513,848 $ 529,830 Acquisition-related step-up inventory amortization — — 6,022 — Loss (gain) on inventory and other adjustments 671 — (2,933) — Non-GAAP gross profit $ 181,536 $ 172,549 $ 516,937 $ 529,830 Non-GAAP profit margin (%) 36.8 % 37.3 % 36.4 % 38.0 %
©2025 Quaker Houghton. All Rights Reserved 12 Adjusted EBITDA Reconciliation (Unaudited; Dollars in thousands, unless otherwise noted) EBITDA, Adjusted EBITDA, Adjusted EBITDA Margin Reconciliations: Three Months Ended September 30, Nine Months Ended September 30, 2025 2024 2025 2024 Net income (loss) attributable to Quaker Chemical Corporation $ 30,469 $ 32,346 $ (23,189) $ 102,458 Depreciation and amortization 24,436 21,423 69,187 63,907 Interest expense 10,941 10,347 33,265 31,925 Taxes on income before equity in net income of associated companies 9,266 12,167 22,280 40,453 EBITDA 75,112 76,283 101,543 238,743 Equity income in a captive insurance company (1,691) (285) (4,437) (1,266) Acquisition-related step-up inventory amortization — — 6,022 — Restructuring and related charges, net 7,745 2,610 31,128 4,787 Acquisition-related expenses 642 381 4,775 898 Loss (gain) on inventory and other adjustments 671 — (3,256) — Pension and postretirement benefit costs, non-service components 469 469 1,351 1,398 Customer insolvency costs — — — 1,522 Impairment charges — — 88,840 — Product liability claim costs, net — — — 896 Business interruption insurance proceeds — (1,000) — (1,000) Currency conversion impacts of hyper-inflationary economies 886 624 2,073 333 Loss on acquisition-related hedges — — 1,351 — Gain on sale of assets — — (2,534) — Multiemployer plan withdrawal charge 923 — 923 — Brazilian non-income tax credits (1,762) — (1,762) — Other charges (credits) (144) (520) 1,360 (176) Adjusted EBITDA $ 82,851 $ 78,562 $ 227,377 $ 246,135 Adjusted EBITDA margin (%) 16.8 % 17.0 % 16.0 % 17.6 %
©2025 Quaker Houghton. All Rights Reserved 13 Adjusted EBITDA Reconciliation (Unaudited; Dollars in thousands, unless otherwise noted) EBITDA, Adjusted EBITDA, and Adjusted EBITDA Margin Reconciliations: Twelve Months Ended December 31, 2024 2023 2022 2021 Net income (loss) attributable to Quaker Chemical Corporation $ 116,644 $ 112,748 $ (15,931) $ 121,369 Depreciation and amortization 85,108 83,020 81,514 87,728 Interest expense 41,002 50,699 32,579 22,326 Taxes on income before equity in net income of associated companies 49,300 55,585 24,925 34,939 EBITDA 292,054 302,052 123,087 266,362 Equity (income) loss in a captive insurance company (2,930) (2,090) 1,427 (4,993) Acquisition-related expenses (credits) 1,454 (475) 10,990 18,718 Restructuring and related charges, net 6,530 7,588 3,163 1,433 Strategic planning (credits) expenses (290) 4,704 14,446 — Executive transition costs 7,288 688 2,813 2,986 Customer insolvency costs 3,213 — — — Facility remediation (recoveries) charges, net — (2,141) (1,804) 2,066 Product liability claim costs, net 2,040 — — — Business interruption insurance proceeds (1,000) — — — Currency conversion impacts of hyper-inflationary economies 811 7,849 1,617 564 Impairment charges — — 93,000 — Gain on changes in insurance settlement restrictions of an inactive subsidiary and related insurance insolvency recovery — — — — Brazilian non-income tax credits — — (13,087) Russia-Ukraine conflict related expenses — — 2,487 — Loss on extinguishment of debt — — 6,763 — Other charges (credits) 1,748 2,204 (839) 60 Adjusted EBITDA $ 310,918 $ 320,379 $ 257,150 $ 274,109 Adjusted EBITDA margin (%) 16.9 % 16.4 % 13.2 % 15.6 %
©2025 Quaker Houghton. All Rights Reserved 14 Non-GAAP EPS Reconciliation Three Months Ended September 30, Nine Months Ended September 30, Non-GAAP Earnings per Diluted Share Reconciliations 2025 2024 2025 2024 GAAP earnings (loss) per diluted share attributable to Quaker Chemical Corporation common shareholders $ 1.75 $ 1.81 $ (1.32) $ 5.70 Equity income in a captive insurance company (0.10) (0.02) (0.25) (0.07) Acquisition-related step-up inventory amortization — — 0.25 — Restructuring and related charges, net 0.30 0.11 1.31 0.20 Acquisition-related expenses 0.02 0.02 0.21 0.04 Loss (gain) on inventory and other adjustments 0.02 — (0.14) — Pension and postretirement benefit costs, non-service components 0.02 0.02 0.06 0.06 Customer insolvency costs — — — 0.06 Impairment charges — — 4.91 — Product liability claim costs, net — — — 0.04 Business interruption insurance proceeds — (0.04) — (0.04) Currency conversion impacts of hyper-inflationary economies 0.05 0.04 0.12 0.02 Loss on acquisition-related hedges — — 0.06 — Gain on sale of assets — — (0.11) — Multiemployer plan withdrawal charge 0.04 — 0.04 — Brazilian non-income tax credits (0.08) — (0.08) — Other charges (credits) 0.02 (0.03) 0.07 (0.01) Discrete tax items (0.02) (0.02) 0.11 0.11 Acquisition-related depreciation and amortization 0.06 — 0.13 — Non-GAAP earnings per diluted share $ 2.08 $ 1.89 $ 5.37 $ 6.11
©2025 Quaker Houghton. All Rights Reserved 15 Segment Performance (Unaudited; Dollars in thousands, except per share amounts) Three Months Ended September 30, Nine Months Ended September 30, 2025 2024 2025 2024 Net sales Americas $ 222,787 $ 220,275 $ 657,560 $ 673,546 EMEA 143,900 134,135 413,101 410,558 Asia/Pacific 127,155 107,864 349,495 311,496 Total net sales $ 493,842 $ 462,274 $ 1,420,156 $ 1,395,600 Segment operating earnings Americas $ 58,913 $ 62,121 $ 176,351 $ 193,027 EMEA 26,479 24,644 74,867 80,867 Asia/Pacific 35,569 30,656 90,214 92,033 Total segment operating earnings 120,961 117,421 341,432 365,927 Restructuring and related charges, net (7,745) (2,610) (31,128) (4,787) Impairment charges — — (88,840) — Non-operating and administrative expenses (49,560) (47,778) (151,137) (149,538) Depreciation of corporate assets and amortization (17,015) (15,315) (48,572) (45,909) Operating income 46,641 51,718 21,755 165,693 Other (expense) income, net (270) 783 (1,632) 2,285 Interest expense (10,941) (10,347) (33,265) (31,925) Income (loss) before taxes and equity in net income of associated companies $ 35,430 $ 42,154 $ (13,142) $ 136,053