8-K
Trinseo PLC (TSEOF)
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): **** May 7, 2025
Trinseo PLC
(Exact name of registrant as specified in its charter)
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|---|---|---|---|---|
| Ireland | | 001-36473 | | N/A |
| (State or other jurisdiction<br>of incorporation or organization) | | (Commission<br>File Number) | | (I.R.S. Employer<br>Identification Number) |
440 East Swedesford Road , Suite 301
Wayne , Pennsylvania **** 19087
(Address of principal executive offices, including zip code)
( 610 ) 240-3200
(Telephone number, including area code)
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 (see General Instruction A.2. below):
| ☐ | Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425) |
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| ☐ | Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12) |
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| ☐ | Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b)) |
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| ☐ | Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c)) |
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Securities registered pursuant to Section 12(b) of the Act:
| | | |
|---|---|---|
| Title of Each Class | Trading symbol | Name of Exchange on which registered |
| Ordinary Shares, par value $0.01 per share | TSE | New York Stock Exchange |
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 ☐
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. ☐
| ITEM 2.02 | Results of Operations and Financial Condition |
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On May 7, 2025, Trinseo PLC, a public limited company existing under the laws of Ireland (the “Company”), issued a press release announcing its financial results for the first quarter and year ended March 31, 2025. A copy of the press release is furnished as Exhibit 99.1 hereto. The Company intends to hold an investor call and webcast to discuss these results on Thursday, May 8, 2025 at 10 AM Eastern Time. Ahead of this call the Company is also making available on its website an investor presentation, which will be discussed on the call and is furnished as Exhibit 99.2 hereto.
The information contained herein and in the accompanying exhibits shall not be deemed filed for the purposes of Section 18 of the Securities Exchange Act of 1934, as amended, or otherwise subject to the liability of that section, nor shall it be deemed incorporated by reference in any filing under the Securities Act of 1933, as amended, except as shall be expressly set forth by specific reference in such a filing.
| ITEM 9.01. | Financial Statements and Exhibits |
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(d) Exhibits
| ay | | |
|---|---|---|
| Exhibit Number | | Description |
| 99.1 | | Press Release dated May 7, 2025 |
| 99.2 | | Investor Presentation, dated May 7, 2025 |
| 104 | | Cover Page Interactive Data File (formatted in Inline XBRL and contained in Exhibit 101) |
SIGNATURES
Pursuant to the requirements of the Securities Exchange Act of 1934, each registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.
| a | | | |
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| | | TRINSEO PLC | |
| | | | |
| | | | |
| | | By: | /s/ David Stasse |
| | | Name: | David Stasse |
| | | Title: | Executive Vice President and Chief Financial Officer |
| | | | |
| Date: May 7, 2025<br><br> | | | |
Exhibit 99.1
| | | |
|---|---|---|
| Contact: | ||
| Bee van Kessel | ||
| Tel: +41 44 718 3685 | ||
| Email: bvankessel@trinseo.com |
Trinseo Reports First Quarter 2025 Financial Results and Provides Second Quarter Outlook
First Quarter 2025 Highlights
| ● | Net loss of $79 million and EPS of negative $2.22 included $25 million of refinancing costs for the debt transactions that closed in January 2025 | |||||
|---|---|---|---|---|---|---|
| ● | Adjusted EBITDA* of $65 million was $20 million above prior year driven by $26 million of polycarbonate technology licensing income as well as savings from the previously announced restructuring actions; partially offset by lower equity income from Americas Styrenics and lower volumes | |||||
| --- | --- | |||||
| ● | Cash used in operations of $110 million and capital expenditures of $9 million resulted in Free Cash Flow* of negative $119 million, which included a seasonal working capital build and $25 million of refinancing-related costs | |||||
| --- | --- | |||||
| ● | First quarter ending cash of $128 million (of which $2 million was restricted) and total liquidity of $421 million | |||||
| --- | --- | |||||
| | | | | | | |
| --- | --- | --- | --- | --- | --- | --- |
| | | Three Months Ended | ||||
| | | March 31, | ||||
| $millions, except per share data | | 2025 | 2024 | |||
| Net Sales | $ | 785 | $ | 904 | ||
| Net Loss | | (79) | | (76) | ||
| Diluted EPS ($) | | (2.22) | | (2.14) | ||
| Adjusted Net Loss* | | (49) | | (69) | ||
| Adjusted EPS ($)* | | (1.37) | | (1.94) | ||
| EBITDA* | | 30 | | 38 | ||
| Adjusted EBITDA* | | 65 | | 45 |
*For a reconciliation of EBITDA, Adjusted EBITDA, and Adjusted Net Loss, all of which are non-GAAP measures, to Net Loss, as well as a reconciliation of Free Cash Flow and Adjusted EPS, see Notes 2 and 3 to the financial statements included below.
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WAYNE, Pa — May 7, 2025 — Trinseo (NYSE: TSE), a specialty material solutions provider, today reported its first quarter 2025 financial results. Net sales of $785 million in the first quarter decreased 13% versus prior year from lower sales volume across all business segments due to continued end market demand weakness and intentional reductions of low-margin sales. Higher prices, primarily from the pass-through of higher raw material costs and improved product mix, led to a 2% increase which was offset by a 2% decrease from currency.
First quarter net loss of $79 million was $3 million higher than prior year primarily due to higher interest expense and a slightly higher provision for income taxes. Adjusted EBITDA of $65 million was $20 million above prior year driven by $26 million of polycarbonate technology licensing income as well as savings from the previously announced restructuring actions. These were partially offset by lower volumes as well as lower income from Americas Styrenics.
Commenting on the Company’s first quarter performance, Frank Bozich, President and Chief Executive Officer of Trinseo, said, “Core business results in the first quarter were in line with expectations, and sequentially higher due to prior quarter customer destocking and seasonality. Despite persistent market weakness, the first quarter was Trinseo’s 7^th^ consecutive quarter of year-over-year Adjusted EBITDA improvement driven by the various management actions we took early in this industry downturn.”
First Quarter Results and Commentary by Business Segment
| ● | Engineered Materials net sales of $278 million for the quarter were 2% below prior year as lower sales volume was partially offset by higher pricing. Adjusted EBITDA of $26 million was $16 million above prior year, reflecting higher margins from moderating input costs. Sales volume growth in consumer electronics applications and from our geographic expansion initiatives for PMMA were offset by lower market demand in automotive and building and construction. |
|---|---|
| ● | Latex Binders net sales of $209 million for the quarter decreased 13% versus prior year from lower volumes, primarily in paper applications in Asia and Europe, which were partially offset by higher price. Adjusted EBITDA of $24 million was $2 million below prior year due to lower volume. Net sales to CASE applications accounted for 15% of total segment net sales with volume increasing 3% over prior year in a flat market environment. |
| --- | --- |
| ● | Polymer Solutions net sales of $298 million for the quarter decreased 22% versus prior year due to lower sales volume, which was primarily the result of intentionally reducing low-margin polystyrene sales. Adjusted EBITDA of $44 million was $15 million above prior year, as lower volumes and margins were more than offset by fixed cost reductions and $26 million of polycarbonate technology licensing income. |
| --- | --- |
| ● | Americas Styrenics Adjusted EBITDA of negative $2 million for the quarter was $8 million below prior year mainly driven by an unfavorable timing impact. |
| --- | --- |
Second Quarter 2025 Outlook
| ● | Second quarter 2025 net loss of $61 million to $46 million |
|---|---|
| ● | Second quarter 2025 Adjusted EBITDA of $55 million to $70 million |
| --- | --- |
| ● | Second quarter 2025 Free Cash Flow approximately breakeven and includes $21 million from the polycarbonate technology license income collected in the second quarter |
| --- | --- |
We expect the direct impact from current tariffs to be limited, as we generally manufacture products and procure raw materials in the regions where our products are sold. However, the high level of macroeconomic uncertainty that currently exists limits our ability to assess future end-market demand. Therefore, we are withdrawing all full-year guidance previously furnished in connection with our recent debt refinancing and will focus only on second quarter guidance.
Commenting on the second quarter outlook, Bozich said, “We anticipate Adjusted EBITDA of $55 million to $70 million in Q2 with seasonally higher volumes, lower costs in Engineered Materials, and improved AmSty performance offsetting the first quarter polycarbonate technology license income. I am extremely proud of the agility and resourcefulness demonstrated by all of our employees as we navigate this challenging market environment.
Conference Call and Webcast Information
Trinseo will host a conference call to discuss its first quarter 2025 financial results on Thursday, May 8, 2025 at 10 a.m. Eastern Time.
Commenting on results will be Frank Bozich, President and Chief Executive Officer, David Stasse, Executive Vice President and Chief Financial Officer, and Bee van Kessel, Senior Vice President, Corporate Finance and Investor Relations.
For those interested in asking questions during the Q&A session, please register using the following link:
| ● | Conference Call Registration |
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For those interested in listening only, please register for the webcast using the following link:
| ● | Webcast Registration |
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After registering for the conference call, you will receive a confirmation email with a meeting invitation and information for entry. Registration is open through the live call, but it is advised that you register in advance to ensure you are connected for the full call.
Trinseo has posted its first quarter 2025 financial results on the Company’s Investor Relations website. The presentation slides will also be made available in the webcast player prior to the conference call. The Company will also furnish copies of the financial results press release and presentation slides to investors by means of a Form 8-K filing with the U.S. Securities and Exchange Commission.
A replay of the conference call and transcript will be archived on the Company’s Investor Relations website shortly following the conference call. The replay will be available until May 8, 2026.
About Trinseo
Trinseo (NYSE: TSE), a specialty material solutions provider, partners with companies to bring ideas to life in an imaginative, smart and sustainably focused manner by combining its premier expertise, forward-looking innovations and best-in-class materials to unlock value for companies and consumers.
From design to manufacturing, Trinseo taps into decades of experience in diverse material solutions to address customers’ unique challenges in a wide range of industries, including building and construction, consumer goods, medical and mobility.
Trinseo’s employees bring endless creativity to reimagining the possibilities with clients all over the world from the company’s locations in North America, Europe and Asia Pacific. Trinseo reported net sales of approximately $3.5 billion in 2024. Discover more by visiting www.trinseo.com and connecting with Trinseo on LinkedIn, Twitter, Facebook and WeChat.
Use of non-GAAP measures
In addition to using standard measures of performance and liquidity that are recognized in accordance with accounting principles generally accepted in the United States of America (“GAAP”), we use additional measures of income excluding certain GAAP items (“non-GAAP measures”), such as Adjusted Net Income, EBITDA, Adjusted EBITDA and Adjusted EPS and measures of liquidity excluding certain GAAP items, such as Free Cash Flow. We believe these measures are useful for investors and management in evaluating business trends and performance each period. These measures are also used to manage our business and assess current period profitability, as well as to provide an appropriate basis to evaluate the effectiveness of our pricing strategies. Such measures are not recognized in accordance with GAAP and should not be viewed as an alternative to GAAP measures of performance or liquidity, as applicable. The definitions of each of these measures, further discussion of usefulness, and reconciliations of non-GAAP measures to GAAP measures are provided in the Notes to Condensed Consolidated Financial Information presented herein.
Cautionary Note on Forward-Looking Statements
This press release may contain forward-looking statements including, without limitation, statements concerning plans, objectives, goals, projections, forecasts, strategies, future events or performance, and underlying assumptions and other statements, which are not statements of historical facts or guarantees or assurances of future performance. Forward-looking statements may be identified by the use of words like “expect,” “anticipate,” “believe,” “intend,” “forecast,” ”estimate,” “see,” “outlook,” “will,” “may,” “might,” “potential,” “likely,” “target,” “plan,” “contemplate,” “seek,” “attempt,” “should,” “could,” “would,” or expressions of similar meaning. Forward-looking statements reflect management’s evaluation of information currently available and are based on our current expectations and assumptions regarding our business, the economy, our current indebtedness, and other future conditions. Because forward-looking statements relate to the future, they are subject to inherent uncertainties, risks and changes in circumstances that are difficult to predict. Factors that might cause future results to differ from those expressed by the forward-looking statements include, but are not limited to, conditions in the global economy and capital markets, including recessionary conditions and the impact of tariffs on global trade relations; our ability to successfully generate cost savings through restructuring and cost reduction initiatives; our ability to successfully execute our business and transformation strategy; increased costs or disruption in the supply of raw materials; deterioration of our credit profile limiting our access to commercial credit; increased energy costs; the timing of, and our ability to complete, a sale of our interest in Americas Styrenics; compliance with laws and regulations impacting our business; any disruptions in production at our chemical manufacturing facilities, including those resulting from accidental spills or discharges; our current and future levels of indebtedness and our ability to service, repay or refinance our indebtedness; our ability to meet the covenants under our existing indebtedness; our ability to generate cash flows from operations and achieve our forecasted cash flows; and those discussed in our Annual Report on Form 10-K, under Part I, Item 1A —"Risk Factors" and elsewhere in our other reports, filings and furnishings made with the U.S. Securities and Exchange Commission from time to time. As a result of these or other factors, our actual results, performance or achievements may differ materially from those contemplated by the forward-looking statements. Therefore, we caution you against relying on any of these forward-looking statements. The forward-looking statements
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included in this press release are made only as of the date hereof. We undertake no obligation to publicly update or revise any forward-looking statement as a result of new information, future events or otherwise, except as otherwise required by law. 4
TRINSEO PLC
Condensed Consolidated Statements of Operations
(In millions, except per share data)
(Unaudited)
| | | | | | | | |
|---|---|---|---|---|---|---|---|
| | | Three Months Ended | | ||||
| | | March 31, | | ||||
| | 2025 | 2024 | |||||
| Net sales | $ | 784.8 | $ | 904.0 | |||
| Cost of sales | | 721.0 | | 843.4 | | ||
| Gross profit | | 63.8 | | 60.6 | | ||
| Selling, general and administrative expenses | | 91.0 | | 70.1 | | ||
| Equity in earnings (losses) of unconsolidated affiliate | | (1.8) | | 6.2 | | ||
| Operating loss | | (29.0) | | (3.3) | | ||
| Interest expense, net | | 66.6 | | 63.0 | | ||
| Other expense (income), net | | | (23.2) | | | 3.8 | |
| Loss before income taxes | | | (72.4) | | | (70.1) | |
| Provision for income taxes | | | 6.6 | | | 5.4 | |
| Net loss | | $ | (79.0) | | $ | (75.5) | |
| Weighted average shares- basic | | | 35.5 | | | 35.3 | |
| Net loss per share- basic | | $ | (2.22) | | $ | (2.14) | |
| Weighted average shares- diluted | | 35.5 | | 35.3 | | ||
| Net loss per share- diluted | | $ | (2.22) | | $ | (2.14) | |
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TRINSEO PLC
Condensed Consolidated Balance Sheets
(In millions)
(Unaudited)
| | | | | | | |
|---|---|---|---|---|---|---|
| | | March 31, | | December 31, | ||
| | 2025 | | 2024 | |||
| Assets | | | | | ||
| Cash and cash equivalents | | $ | 126.1 | | $ | 209.8 |
| Accounts receivable, net of allowance | | 470.5 | | 379.9 | ||
| Inventories | | 383.7 | | 347.2 | ||
| Other current assets | | 55.7 | | 51.3 | ||
| Investments in unconsolidated affiliate | | 220.8 | | 222.6 | ||
| Property, plant, equipment, goodwill, and other intangible assets, net | | 1,218.6 | | | 1,234.5 | |
| Right-of-use assets - operating, net | | | 62.6 | | | 63.9 |
| Other long-term assets | | 117.0 | | 134.9 | ||
| Total assets | | $ | 2,655.0 | | $ | 2,644.1 |
| Liabilities and shareholders’ equity | | | | | | |
| Current liabilities | | | 689.3 | | | 720.9 |
| Long-term debt, net of unamortized deferred financing fees | | 2,305.1 | | 2,200.7 | ||
| Noncurrent lease liabilities - operating | | | 52.7 | | | 53.3 |
| Other noncurrent obligations | | 287.1 | | 289.1 | ||
| Shareholders’ equity (deficit) | | | (679.2) | | | (619.9) |
| Total liabilities and shareholders’ equity (deficit) | | $ | 2,655.0 | | $ | 2,644.1 |
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TRINSEO PLC
Condensed Consolidated Statements of Cash Flows
(In millions)
(Unaudited)
| | | | | | | |
|---|---|---|---|---|---|---|
| | | Three Months Ended | ||||
| | | March 31, | ||||
| | 2025 | 2024 | ||||
| Cash flows from operating activities | | | ||||
| Cash used in operating activities | | $ | (110.2) | | $ | (66.2) |
| | | | | | | |
| Cash flows from investing activities | | | | | | |
| Capital expenditures | | (8.7) | | (15.7) | ||
| Proceeds from the sale of businesses and other assets | | — | | 4.7 | ||
| Cash used in investing activities | | (8.7) | | (11.0) | ||
| | | | | | | |
| Cash flows from financing activities | | | | | | |
| Deferred financing fees | | (19.8) | | 0.4 | ||
| Short-term borrowings, net | | (1.8) | | (3.7) | ||
| Dividends paid | | | (0.5) | | | (0.6) |
| Acquisition-related contingent consideration payment | | | — | | | (0.7) |
| Net proceeds from issuance of 2028 Refinance Term Loans | | | 115.0 | | | — |
| Repurchases and repayments of long-term debt | | | (5.1) | | | (4.6) |
| Repayments of 2025 Senior Notes | | | (115.0) | | | — |
| Proceeds from Accounts Receivable Securitization Facility | | 70.0 | | 30.0 | ||
| Repayments of Accounts Receivable Securitization Facility | | (10.0) | | (30.0) | ||
| Cash provided by (used in) financing activities | | 32.8 | | (9.2) | ||
| Effect of exchange rates on cash | | 2.5 | | (3.2) | ||
| Net change in cash, cash equivalents, and restricted cash | | (83.6) | | (89.6) | ||
| Cash, cash equivalents, and restricted cash—beginning of period | | 211.9 | | 261.1 | ||
| Cash, cash equivalents, and restricted cash—end of period | | $ | 128.3 | | $ | 171.5 |
| Less: Restricted cash | | | 2.2 | | | 5.1 |
| Cash and cash equivalents—end of period | | $ | 126.1 | | $ | 166.4 |
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TRINSEO PLC
Notes to Condensed Consolidated Financial Information
(Unaudited)
Note 1: Net Sales by Segment
| | | | | | | |
|---|---|---|---|---|---|---|
| | | Three Months Ended | ||||
| | | March 31, | ||||
| (In millions) | | 2025 | 2024 | |||
| Engineered Materials | $ | 277.3 | $ | 282.5 | ||
| Latex Binders | | 209.3 | | 241.5 | ||
| Polymer Solutions | | | 298.2 | | | 380.0 |
| Americas Styrenics* | | — | | — | ||
| Total Net Sales | | $ | 784.8 | | $ | 904.0 |
* The results of this segment are comprised entirely of earnings from Americas Styrenics, our 50%-owned equity method investment. As such, we do not separately report net sales of Americas Styrenics within our condensed consolidated statements of operations.
Note 2: Reconciliation of Non-GAAP Performance Measures to Net Income
EBITDA is a non-GAAP financial performance measure, which is defined as income from continuing operations before interest expense, net; income tax provision; depreciation and amortization expense. We refer to EBITDA in making operating decisions because we believe it provides our management as well as our investors with meaningful information regarding the Company’s operational performance. We believe the use of EBITDA as a metric assists our board of directors, management and investors in comparing our operating performance on a consistent basis.
We also present Adjusted EBITDA as a non-GAAP financial performance measure, which we define as income from continuing operations before interest expense, net; income tax provision; depreciation and amortization expense; loss on extinguishment of long-term debt; asset impairment charges; gains or losses on the dispositions of businesses and assets; restructuring charges; acquisition related costs and benefits, and other items. In doing so, we are providing management, investors, and credit rating agencies with an indicator of our ongoing performance and business trends, removing the impact of transactions and events that we would not consider a part of our core operations.
Lastly, we present Adjusted Net Income (Loss) and Adjusted EPS as additional performance measures. Adjusted Net Income (Loss) is calculated as Adjusted EBITDA (defined beginning with net income from continuing operations, above), less interest expense, less the provision for income taxes and depreciation and amortization, tax affected for various discrete items, as appropriate. Adjusted EPS is calculated as Adjusted Net Income (Loss) per weighted average diluted shares outstanding for a given period. We believe that Adjusted Net Income (Loss) and Adjusted EPS provide transparent and useful information to management, investors, analysts and other stakeholders in evaluating and assessing our operating results from period-to-period after removing the impact of certain transactions and activities that affect comparability and that are not considered part of our core operations.
There are limitations to using the financial performance measures noted above. These performance measures are not intended to represent net income or other measures of financial performance. As such, they should not be used as alternatives to net income as indicators of operating performance. Other companies in our industry may define these performance measures differently than we do. As a result, it may be difficult to use these or similarly named financial measures that other companies may use, to compare the performance of those companies to our performance. We compensate for these limitations by providing reconciliations of these performance measures to our net income, which is determined in accordance with GAAP.
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| | | | | | | | | |
|---|---|---|---|---|---|---|---|---|
| | | Three Months Ended | | | ||||
| | | March 31, | | | ||||
| (In millions, except per share data) | 2025 | 2024 | | | ||||
| Net loss | | $ | (79.0) | $ | (75.5) | | | |
| Interest expense, net | | 66.6 | | 63.0 | | | ||
| Provision for income taxes | | 6.6 | | 5.4 | | | ||
| Depreciation and amortization (a) | | 36.0 | | 45.0 | | | ||
| EBITDA | | $ | 30.2 | | $ | 37.9 | | |
| Loss on financing transactions (b) | | 24.9 | | — | | Selling, general, and administrative expenses, Other expense (income), net | ||
| Net gain on disposition of businesses and assets | | — | | (3.6) | | Selling, general, and administrative expenses | ||
| Restructuring and other charges (c) | | 7.4 | | 9.4 | | Selling, general, and administrative expenses | ||
| Other items (d) | | 2.3 | | 1.3 | | Selling, general, and administrative expenses | ||
| Adjusted EBITDA | | $ | 64.8 | | $ | 45.0 | | |
| Adjusted EBITDA to Adjusted Net Loss: | | | | | | | | |
| Adjusted EBITDA | | | 64.8 | | | 45.0 | | |
| Interest expense, net | | | 66.6 | | | 63.0 | | |
| Provision for income taxes - Adjusted (e) | | | 1.2 | | | 4.2 | | |
| Depreciation and amortization - Adjusted (f) | | | 45.5 | | | 46.3 | | |
| Adjusted Net Loss | | $ | (48.5) | | $ | (68.5) | | |
| Adjusted EPS | | $ | (1.37) | | $ | (1.94) | | |
| | | | | | | | | |
| Adjusted EBITDA by Segment: | | | | | | | | |
| Engineered Materials | | $ | 25.7 | | $ | 10.4 | | |
| Latex Binders | | | 24.5 | | | 25.7 | | |
| Polymer Solutions | | | 44.5 | | | 29.1 | | |
| Americas Styrenics | | | (1.8) | | | 6.2 | | |
| Corporate Unallocated | | | (28.1) | | | (26.4) | | |
| Adjusted EBITDA | | $ | 64.8 | | $ | 45.0 | | |
| (a) | During the three months ended March 31, 2025, an $8.1 million benefit was recognized due to a change in cost estimate related to the Boehlen, Germany asset retirement obligation as the Company was able to realize efficiencies during decommissioning. |
|---|---|
| (b) | Amounts for the three months ended March 31, 2024 primarily relate to fees incurred in conjunction with Company’s debt refinancing transaction that did not meet the criteria for deferred financing charges. |
| --- | --- |
| (c) | Restructuring and other charges for the 2025 and 2024 periods primarily relate to employee termination benefits, contract termination costs as well as decommissioning and other charges incurred in connection with the Company’s restructuring plans. |
| --- | --- |
| (d) | Other items for the 2025 period primarily relate to fees incurred in conjunction with certain of the Company’s strategic initiatives, including the potential divestiture of our styrenics business. Other items for the 2024 period primarily relate to fees incurred in conjunction with certain of the Company’s strategic initiatives, as well as costs related to our transition to a new enterprise resource planning system. |
| --- | --- |
| (e) | Adjusted to remove the tax impact of the items noted within the table above. The income tax expense (benefit) related to these items was determined utilizing either (1) the estimated annual effective tax rate on our ordinary income based upon our forecasted ordinary income for the full year or, (2) for items treated discretely for tax purposes we utilized the applicable rates in the taxing jurisdictions in which these adjustments occurred. |
| --- | --- |
| (f) | Amounts for the three months ended March 31, 2025 and 2024 excludes accelerated depreciation of $9.4 million and $1.3 million, respectively. The 2025 and 2024 period charges are primarily related to the shortening of the useful life of certain assets related to the 2024 restructuring plan. |
| --- | --- |
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For the same reasons discussed above, we are providing the following reconciliation of forecasted net loss to forecasted Adjusted EBITDA, Adjusted Net Loss and Adjusted EPS for the three months ended June 30, 2025. See “Note on Forward-Looking Statements” above for a discussion of the limitations of these forecasts. Totals may not sum due to rounding.
| | | | |
|---|---|---|---|
| | | Three Months Ended | |
| | | June 30, | |
| (In millions, except per share data) | | 2025 | |
| Adjusted EBITDA | $ | 55 - 70 | |
| Interest expense, net | | 67 | |
| Provision for income taxes | | 6 | |
| Depreciation and amortization | | 43 | |
| Reconciling items to Adjusted EBITDA (g) | | — | |
| Net Loss | | (61) - (46) | |
| Reconciling items to Adjusted Net Loss (g) | | — | |
| Adjusted Net Loss | | $ | (61) - (46) |
| | | | |
| Weighted average shares - diluted (h) | | | 35.5 |
| EPS - diluted ($) | | $ | (1.72) - (1.30) |
| Adjusted EPS ($) | | $ | (1.72) - (1.30) |
| (g) | Reconciling items to Adjusted EBITDA and Adjusted Net Income (Loss) are not typically forecasted by the Company based on their nature as being primarily driven by transactions that are not part of the core operations of the business and, as a result, cannot be estimated without unreasonable cost or uncertainty. As such, for the forecasted second quarter ended June 30, 2025, we have not included estimates for these items. |
|---|---|
| (h) | Weighted average shares presented for the purpose of forecasting EPS and Adjusted EPS assume that the Company will be in a net loss position for second quarter 2025, and therefore excludes the impact of potentially dilutive shares, as the inclusion of said shares would have an anti-dilutive effect. Further, the weighted average shares presented do not forecast significant future share transactions or events, such as repurchases, significant share-based compensation award grants, and changes in the Company’s share price. These are all factors which could have a significant impact on the calculation of EPS and Adjusted EPS during actual future periods. |
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Note 3: Reconciliation of Non-GAAP Liquidity Measures to Cash from Operations
The Company uses certain measures, such as Free Cash Flow as non-GAAP measures, to evaluate and discuss its liquidity position and results. Free Cash Flow is defined as cash from operating activities, less capital expenditures. We believe that Free Cash Flow provides an indicator of the Company’s ongoing ability to generate cash through core operations, as it excludes the cash impacts of various financing transactions as well as cash flows from business combinations that are not considered organic in nature. We also believe that Free Cash Flow provides management and investors with useful analytical indicators of our ability to service our indebtedness, pay dividends (when declared), and meet our ongoing cash obligations.
Free Cash Flow is not intended to represent cash flows from operations as defined by GAAP, and therefore, should not be used as alternatives for that measure. Other companies in our industry may define Free Cash Flow differently than we do. As a result, it may be difficult to use this or similarly named financial measures that other companies may use, to compare the liquidity and cash generation of those companies to our own. The Company compensates for these limitations by providing the following detail, which is determined in accordance with GAAP.
Free Cash Flow
| | | | | | | |
|---|---|---|---|---|---|---|
| | | Three Months Ended | ||||
| | | March 31, | ||||
| (In millions) | | 2025 | | 2024 | ||
| Cash used in operating activities | $ | (110.2) | $ | (66.2) | ||
| Capital expenditures | | (8.7) | | (15.7) | ||
| Free Cash Flow | | $ | (118.9) | | $ | (81.9) |
10
Exhibit 99.2
| 1 Trademark of Trinseo PLC or its affiliates<br>First Quarter 2025 Financial<br>Results & Second Quarter 2025<br>Outlook<br>May 7, 2025 |
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| 2<br>Introductions & Disclosure Rules<br>Introductions<br>• Frank Bozich, President & CEO<br>• David Stasse, Executive Vice President & CFO<br>• Bee van Kessel, Senior Vice President, Corporate Finance & Investor Relations<br>Disclosure Rules<br>This presentation may contain forward-looking statements including, without limitation, statements concerning plans, objectives, goals, projections, forecasts, strategies, future events<br>or performance, and underlying assumptions and other statements, which are not statements of historical facts or guarantees or assurances of future performance. Forward-looking<br>statements may be identified by the use of words like “expect,” “anticipate,” “believe,” “intend,” “forecast,” ”estimate,” “see,” “outlook,” “will,” “may,” “might,” “potential,” “likely,” “target,”<br>“plan,” “contemplate,” “seek,” “attempt,” “should,” “could,” “would,” or expressions of similar meaning. Forward-looking statements reflect management’s evaluation of information<br>currently available and are based on our current expectations and assumptions regarding our business, the economy, our current indebtedness, and other future conditions. Because<br>forward-looking statements relate to the future, they are subject to inherent uncertainties, risks and changes in circumstances that are difficult to predict. Factors that might cause<br>future results to differ from those expressed by the forward-looking statements include, but are not limited to, conditions in the global economy and capital markets, including<br>recessionary conditions and the impact of tariffs on global trade relations; our ability to successfully generate cost savings through restructuring and cost reduction initiatives; our<br>ability to successfully execute our business and transformation strategy; increased costs or disruption in the supply of raw materials; deterioration of our credit profile limiting our<br>access to commercial credit; increased energy costs; the timing of, and our ability to complete, a sale of our interest in Americas Styrenics; compliance with laws and regulations<br>impacting our business; any disruptions in production at our chemical manufacturing facilities, including those resulting from accidental spills or discharges; our current and future<br>levels of indebtedness and our ability to service, repay or refinance our indebtedness; our ability to meet the covenants under our existing indebtedness; our ability to generate cash<br>flows from operations and achieve our forecasted cash flows; and those discussed in our Annual Report on Form 10-K, under Part I, Item 1A —"Risk Factors" and elsewhere in our<br>other reports, filings and furnishings made with the U.S. Securities and Exchange Commission from time to time. As a result of these or other factors, our actual results, performance<br>or achievements may differ materially from those contemplated by the forward-looking statements. Therefore, we caution you against relying on any of these forward-looking<br>statements. The forward-looking statements included in this presentation are made only as of the date hereof. We undertake no obligation to publicly update or revise any forward-looking statement as a result of new information, future events or otherwise, except as otherwise required by law.<br>This presentation contains financial measures that are not in accordance with generally accepted accounting principles in the US (“GAAP”) including EBITDA, Adjusted EBITDA,<br>Adjusted Net Income, Adjusted EPS and Free Cash Flow. We believe these measures provide relevant and meaningful information to investors and lenders about the ongoing<br>operating results and liquidity position of the Company. Such measures when referenced herein should not be viewed as an alternative to GAAP measures of performance or<br>liquidity, as applicable. We have provided a reconciliation of these measures to the most comparable GAAP metric alongside of the respective measure or otherwise in the Appendix<br>section and in the accompanying press release. |
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| 3<br>Summary<br>Q1 2025 Results<br>• Net loss of $79 million and EPS of negative $2.22 included $25 million of refinancing costs for the<br>debt transactions that closed in January 2025<br>• Adjusted EBITDA* of $65 million was $20 million above prior year driven by $26 million of<br>polycarbonate technology licensing income and previously announced restructuring actions;<br>partially offset by lower equity income from Americas Styrenics and lower volume<br>* See Appendix for a reconciliation of non-GAAP measures<br>Cash Generation<br>& Liquidity<br>• Cash used in operations of $110 million and capital expenditures of $9 million resulted in Free Cash<br>Flow* of negative $119 million, which included a seasonal working capital build and $25 million of<br>refinancing-related costs<br>• First quarter ending cash of $128 million (of which $2 million was restricted) and total liquidity of<br>$421 million<br>Q2 2025 Outlook • Net loss of $61 million to $46 million and Adjusted EBITDA* of $55 million to $70 million<br>• Seasonally higher volumes versus Q1<br>• Approximately breakeven Free Cash Flow*<br>Key Initiatives<br>• Focus on executing actions aligned to our transformation strategy and driving growth in areas that<br>represent opportunities in any business environment<br>• Disciplined discretionary spend and working capital management<br>• Restructuring initiatives on track |
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| 4<br>Reinforcing our Transformation Strategy<br>On the right path<br>• Portfolio and asset footprint shift lowering our costs<br>• Growth through innovation<br>• Focus on sustainability<br>• Growth via geographic expansion (China and India)<br>Highlighting our Q1’25 volume growth drivers:<br>• Consumer electronics growth of 43%<br>• CASE growth of 3% in a flat demand environment<br>• Material substitution with anode battery grew >3.5x<br>• Focus on sustainable solutions with 33% volume growth<br>• Asia PMMA resin volumes almost doubled<br>7 consecutive quarters of YoY Adj<br>EBITDA* improvement<br>(80%) (66%)<br>212% 223%<br>24% 18%<br>61%<br>27%<br>44%<br>Q1'23 Q2'23 Q3'23 Q4'23 Q1'24 Q2'24 Q3'24 Q4'24 Q1'25<br>Year-Over-Year Adj EBITDA* Change<br>* See Appendix for a reconciliation of non-GAAP measures |
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| 5<br>Europe<br>$370<br>U.S.<br>$236<br>Asia-Pacific<br>$154<br>Rest of World<br>$25<br>Q1 2025 Sales and Volume Summary<br>Net sales in $millions<br>Volume variances exclude styrene-related sales Europe<br>• Lower year-over-year volumes from Polystyrene<br>portfolio optimization along with weak demand in<br>building and construction and automotive<br>U.S.<br>• Lower year-over-year volumes from weak<br>demand in Polymer Solutions, mainly driven by<br>the automotive market segment<br>Asia<br>• Lower year-over-year volumes from Polystyrene<br>portfolio optimization<br>• Tariff-driven demand reduction in China began in<br>February in Latex Binders and Polystyrene<br>• Growth in Engineered Materials from consumer<br>electronics and PMMA resins<br>Net Sales<br>Global $785<br>Sales Volume<br>YoY: (14)%<br>Sales Volume<br>YoY: (10)%<br>Sales Volume<br>YoY: (27)%<br>Sales Volume<br>YoY: (4)% |
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| 6<br>Trinseo Q1 2025 Financial Results<br>$785<br>($79)<br>$904<br>($76)<br>Net Sales Net Income<br>Net Sales & Net Income<br>($MM)<br>Q1'25 Q1'24<br>(2.22)<br>(1.37)<br>(2.14) (1.94)<br>Diluted EPS Adj EPS*<br>EPS ($)<br>Q1'25 Q1'24 $65<br>$45<br>Q1'25 Q1'24<br>Adjusted EBITDA* ($MM)<br>Vol Price FX Total<br>(13%) 2% (2%) (13%)<br>Net Sales<br>• Adjusted EBITDA of $65 million was $20 million above prior year mainly driven by Polycarbonate licensing income as well<br>as structural savings from the previously announced restructuring actions, which were partly offset by lower income from<br>Americas Styrenics and lower volume<br>• Equity affiliate income at Americas Styrenics was $8 million below prior year mainly driven by an unfavorable timing impact<br>* See Appendix for a reconciliation of non-GAAP measures |
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| 7<br>Engineered Materials<br>• First quarter sales volume to consumer electronics applications increased 43% versus prior year,<br>partially offsetting the demand decline we saw across automotive and building and construction<br>• Adjusted EBITDA was $16 million above prior year due to higher margins from moderating input<br>costs and better sales mix<br>$278 $283<br>Q1'25 Q1'24<br>Net Sales ($MM)<br>Vol Price FX Total<br>(3%) 3% (1%) (2%)<br>$26<br>$10<br>Q1'25 Q1'24<br>Adjusted EBITDA ($MM)<br>72<br>78<br>Q1'25 Q1'24<br>Volume (kt) |
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| 8<br>• Adjusted EBITDA was $2 million below prior year on lower volumes in Asia and Europe in paper<br>and board applications<br>• Sales volumes sold to CASE applications accounted for 15% of total segment net sales, with<br>volumes increasing 3% over prior year in a flat demand environment<br>• Sales volumes in Battery Binders up >3.5x versus prior year as we continue to enhance our<br>portfolio and win new business for grid storage applications<br>Latex Binders<br>$209<br>$241<br>Q1'25 Q1'24<br>Net Sales ($MM)<br>$24 $26<br>Q1'25 Q1'24<br>Adjusted EBITDA ($MM)<br>98<br>119<br>Q1'25 Q1'24<br>Volume (kt)<br>Vol Price FX Total<br>(15%) 3% (2%) (13%) |
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| 9<br>Polymer Solutions<br>• Adjusted EBITDA of $44 million was $15 million above prior year, as lower volumes were more<br>than offset by fixed cost reductions and $26 million of Polycarbonate licensing income<br>• Segment volumes were down 15% driven by lower automotive sales in all three regions as well as<br>uneconomic volume in Polystyrene that we have walked away from<br>$298<br>$380<br>Q1'25 Q1'24<br>Net Sales ($MM)<br>$44<br>$29<br>Q1'25 Q1'24<br>Adjusted EBITDA ($MM)<br>174<br>204<br>Q1'25 Q1'24<br>Volume* (kt)<br>Vol Price FX Total<br>(19%) (0%) (2%) (22%)<br>*Volume excludes styrene-related sales |
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| 10<br>Regional End Market Exposure<br>Trinseo Net Sales EMEA NAA APAC<br>Appliances 10% 0% 16%<br>Packaging 11% 0% 9%<br>Automotive 16% 32% 11%<br>Building & Construction /<br>Sheet 22% 25% 4%<br>Consumer Electronics 0% 0% 20%<br>Textile 5% 6% 4%<br>Graphical Paper 2% 6% 15%<br>Board & Specialty Paper 12% 10% 11%<br>Styrene / MMA / Other 23% 20% 11%<br>100% 100% 100%<br>>95% of our products are produced and<br>sold within the same region<br>Tariff Impacts<br>• Negative impacts being felt in<br>automotive globally, and appliances<br>and paper / board in China<br>• Anticipate positive impacts in certain<br>regional markets where we are a<br>local producer |
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| 11<br>$1,933<br>$445<br>2025 2026 2027 2028 Term Loans 2L Senior<br>Secured Notes<br>due 2029<br>Debt and Liquidity (Q1’ 25)<br>Cash and Borrowing Debt Maturity Schedule ($millions)<br>Facilities ($millions)<br>Revolving Credit<br>Facility*<br>AR Securitization<br>Cash<br>$421MM Combined Cash<br>and Availability under<br>Committed Facilities<br>$126<br>$15<br>$280<br>**<br>* Revolving Credit Facility available funds of $280 million is net of $20 million outstanding letters of credit<br>** Cash of $126 million excludes restricted cash of $2 million |
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| 12<br>2025 Outlook<br>Q2 2025<br>• Net loss of $61 million to $46 million and Adjusted EBITDA* of $55 million to $70 million<br>• Seasonally higher volumes and improved earnings at Americas Styrenics<br>• Approximately breakeven Free Cash Flow*<br>Full-Year 2025<br>• Due to increased tariff and geopolitical uncertainty, we are withdrawing all full-year guidance<br>furnished in connection with our debt refinancing transaction<br>• Profitability improvement driven by previously announced restructuring initiatives, more<br>normalized earnings at Americas Styrenics<br>• Modeling information:<br>*For the definition of Adjusted EBITDA, refer to the accompanying press release furnished as Exhibit 99.1 to our Form 8-K dated May 7, 2025<br>1% Volume variance: ~$10MM FY impact 1 EUR Natural gas (MWh): ~$1MM FY impact<br>1% EUR/USD variance: ~$1MM FY impact 1% Interest rate variance: ~$19MM FY impact |
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| 13<br>FY 2025 Cash Flow Components<br>Item Estimate<br>Capital Expenditures $65 million<br>Cash Interest $195 million<br>Cash Taxes $35 million<br>Restructuring Cost $45 million<br>Turnarounds $10 million<br>Working Capital / Other $20 million<br>Net Cash Expenditures $370 million<br>Assumptions<br>• Capital Expenditures include<br>approximately $40 million for<br>maintenance; remainder<br>focused on sustainability<br>projects<br>• Restructuring Cost includes<br>Stade virgin PC closure,<br>corporate restructuring, and<br>remainder of styrene closures |
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| 14<br>Appendix |
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| 15<br>Segment Information<br>(in $millions, unless noted) Q1'23 Q2'23 Q3'23 Q4'23 Q1'24 Q2'24 Q3'24 Q4'24 Q1'25 2023 2024<br>Engineered Materials 73 77 73 76 78 88 74 71 72 300 310<br>Latex Binders 112 117 112 106 119 111 106 97 98 447 434<br>Polymer Solutions 210 200 192 177 204 174 167 172 174 779 718<br>Trade Volume* (kt) 396 393 377 359 402 374 347 340 345 1,525 1,462<br>Engineered Materials 305 300 276 275 283 324 294 276 278 1,157 1,177<br>Latex Binders 249 255 224 215 241 252 242 218 209 943 954<br>Polymer Solutions 442 407 379 347 380 344 331 327 298 1,576 1,382<br>Net Sales 996 963 879 837 904 920 868 821 785 3,675 3,513<br>Engineered Materials 0 23 15 7 10 32 34 27 26 46 102<br>Latex Binders 24 23 18 18 26 26 26 19 24 83 95<br>Polymer Solutions 21 15 6 9 29 16 23 17 44 50 86<br>Americas Styrenics 18 13 19 13 6 16 4 (10) (2) 62 15<br>Corporate (26) (17) (17) (27) (26) (23) (20) (26) (28) (87) (95)<br>Adjusted EBITDA** 36 57 41 20 45 67 66 26 65 154 204<br>Adj EBITDA Variance Analysis<br>Net Timing*** Impacts - Fav/(Unfav)<br>Engineered Materials (7) (8) (6) 5 (7) 0 1 (1) (0) (17) (6)<br>Latex Binders 1 (1) (1) 0 2 (1) 1 0 1 (1) 2<br>Polymer Solutions 4 (6) 3 (4) 18 (9) 2 (9) 8 (3) 2<br>Net Timing*** Impacts - Fav/(Unfav) (2) (16) (4) 1 13 (10) 3 (9) 9 (20) (2)<br>*Trade volume excludes styrene-related sales<br>**See this Appendix for a reconciliation of non-GAAP measures<br>***Net Timing is the difference between Raw Material Timing and Price Lag. Raw Material Timing represents the timing of raw material cost changes flowing<br>through cost of goods sold versus current pricing. Price Lag represents the difference in revenue between the current contractual price and the current period price. |
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| 16<br>(in $millions, unless noted) Q1'23 Q2'23 Q3'23 Q4'23 Q1'24 Q2'24 Q3'24 Q4'24 Q1'25 2023 2024<br>Net Loss (48.9) (349.0) (38.4) (265.0) (75.5) (67.8) (87.3) (117.9) (79.0) (701.3) (348.5)<br>Interest expense, net 38.3 40.2 46.6 63.3 63.0 64.7 72.3 67.5 66.6 188.4 267.5<br>Provision for (benefit from) income taxes (16.7) (25.1) (17.7) 127.9 5.4 20.3 3.4 1.4 6.6 68.4 30.5<br>Depreciation and amortization 56.0 52.5 38.2 74.4 45.0 46.6 48.3 70.3 36.0 221.2 210.2<br>EBITDA 28.7 (281.4) 28.7 0.6 37.9 63.8 36.7 21.3 30.2 (223.3) 159.7<br>Other items 3.6 2.6 7.2 8.0 1.3 2.5 0.9 1.7 2.3 21.4 6.4<br>Restructuring and other charges 3.7 1.5 13.8 12.5 9.4 4.0 28.5 2.8 7.4 31.5 44.7<br>Loss on financing transactions - - - - - - - - 24.9 - -<br>Net gain on disposition of businesses and assets - (16.3) (9.3) - (3.6) (3.5) - - - (25.6) (7.1)<br>Acquisition transaction and integration net costs - 0.1 - (1.5) - - - - - (1.4) -<br>Goodwill impairment charges - 349.0 - - - - - - - 349.0 -<br>Asset impairment charges or write-offs 0.3 1.3 0.5 0.6 - - - - - 2.7 -<br>Adjusted EBITDA 36.3 56.8 40.9 20.2 45.0 66.8 66.1 25.8 64.8 154.3 203.7<br>Adjusted EBITDA to Adjusted Net Income<br>Adjusted EBITDA 36.3 56.8 40.9 20.2 45.0 66.8 66.1 25.8 64.8 154.3 203.7<br>Interest expense, net 38.3 40.2 46.6 63.3 63.0 64.7 72.3 67.5 66.6 188.4 267.5<br>Provision for (benefit from) income taxes - Adjusted (20.0) 34.8 (18.6) 12.1 4.2 5.9 3.5 6.4 1.2 8.3 20.0<br>Depreciation and amortization - Adjusted 53.3 49.5 49.2 50.0 46.3 47.9 47.8 46.4 45.5 202.0 188.4<br>Adjusted Net Income (Loss) (35.3) (67.7) (36.3) (105.2) (68.5) (51.7) (57.5) (94.5) (48.5) (244.4) (272.2)<br>Wtd Avg Shares - Diluted (000) 35,032 35,153 35,191 35,200 35,250 35,307 35,360 35,403 35,403 35,274 35,330<br>Adjusted EPS - Diluted ($) (1.01) (1.93) (1.03) (2.99) (1.94) (1.46) (1.63) (2.67) (1.37) (6.93) (7.70)<br>Adjustments by Statement of Operations Caption<br>Loss on extinguishment of long-term debt - - - - - - 0.6 - 0.2 - 0.6<br>Cost of sales - 1.2 0.4 5.5 - - - - - 7.1 -<br>SG&A 7.3 (12.1) 15.4 13.5 7.1 6.5 29.6 4.5 34.4 24.1 47.7<br>Impairment and other charges 0.3 349.1 - 0.6 - - - - - 350.0 -<br>Acquisition purchase price hedge (gain) loss - - - - - - - - - - -<br>Other expense (income), net - - (3.6) - - (3.5) (0.8) - - (3.6) (4.3)<br>Total EBITDA Adjustments 7.6 338.2 12.2 19.6 7.1 3.0 29.4 4.5 34.6 377.6 44.0<br>Free Cash Flow Reconciliation<br>Cash provided by (used in) operating activities 45.4 56.5 29.3 17.5 (66.2) (41.9) 8.8 85.1 (110.3) 148.7 (14.2)<br>Capital expenditures (21.8) (13.8) (13.5) (20.6) (15.7) (14.2) (12.2) (21.2) (8.7) (69.7) (63.3)<br>Free Cash Flow 23.6 42.7 15.8 (3.1) (81.9) (56.1) (3.4) 63.9 (119.0) 79.0 (77.5)<br>US GAAP to Non-GAAP Reconciliation<br>NOTE: For definitions of non-GAAP measures as well as descriptions of current period reconciling items from Net Income to Adjusted EBITDA and to Adjusted Net Income, refer to the accompanying press release furnished as Exhibit 99.1 to our<br>Form 8-K dated May 7, 2025. Totals may not sum due to rounding. |
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| 17<br>US GAAP to Non-GAAP Reconciliation<br>NOTE: For definitions of non-GAAP measures as well as descriptions of current period reconciling items from Net Income (Loss) to Adjusted EBITDA and to Adjusted Net Income (Loss), refer to the<br>accompanying press release furnished as Exhibit 99.1 to our Form 8-K dated May 7, 2025. Totals may not sum due to rounding.<br>Profitability Outlook |
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