Slides
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1 Q3 2026 Earnings Conference Call Orion S.A. November 5, 2026
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2 Forward - Looking Statements Forward - Looking Statements This presentation contains and refers to certain forward - looking statements with respect to our financial condition, results of operations and business. These statements constitute forward - looking statements within the meaning of the Private Securities Litigation Reform Act of 1995, Section 27A of the Securities Act of 1933, as amended, and Section 21E of the Securities Exchange Act of 1934, as amended. Forward - looking statements are statements of future expectations that are based on management’s current expectations and assumptions and involve known and unknown risks and unce rta inties that could cause actual results, performance or events to differ materially from those expressed or implied in these statements. You should not place undue reliance on forward - looking statements. Forward - looking sta tements are typically identified by words such as “anticipate,” “assume,” “assure,” “believe,” “confident,” “could,” “estimate,” “expect,” “guidance,” “intend,” “may,” “objectives,” “outlook,” “plan,” “probably,” “projec t,” “seek,” “target,” “to be,” "upside,” “will” and other words of similar meaning. These forward - looking statements include, without limitation, statements about the following matters: our guidance, expectations and assumptions fo r t he 2026 fiscal year; demand for tires; our expectations on free cash flow and inventory; and carbon black and U.S. tire imports. All these forward - looking statements are based on estimates and assumptions that, although believed to be reasonable, are inhere ntly uncertain. Therefore, undue reliance should not be placed upon any forward - looking statements. There are important factors that could cause actual results to differ materially from those contemplated by such for ward - looking statements. These factors include, among others: negative or uncertain worldwide economic conditions and developments; the operational risks inherent in chemicals manufacturing, including but not limited to di sruptions due to technical difficulties, severe weather conditions or natural disasters, pandemics, or otherwise; unanticipated impacts of our plans and strategies, including possible future decisions to discontinue or reduce pr odu ction at certain facilities; our dependence on major customers and suppliers; further changes and uncertainty in the geopolitical environment or government policy, including related to tariffs, counter - tariffs and other trade barriers; disruptions in the supply and the volatility of the pricing of carbon black oil feedstock and natural gas (including due to geopolitical conflicts); our ability to compete in the industries and markets in which we opera te; our ability to successfully develop new products and technologies; our ability to effectively implement our business strategies; the volatility of costs, quality and availability of raw materials and energy; our ability to realiz e b enefits from investments, joint ventures, acquisitions or alliances; our ability to realize benefits from, and changes in plan with respect to, plant capacity expansions and capital investments such as site development projects; any inf orm ation technology systems failures, network disruptions and breaches of data security, including via third - party systems or using emerging technologies such as artificial intelligence; our exposure to political or country risks i nherent in doing business globally; rapidly changing geopolitical environment, conflicts, growing tension between U.S. and other countries, and/or any other escalations that may impact energy costs, raw material availability or oth er economic disruptions; our ability to comply with complex environmental, health and safety laws and regulations, and current and any possible future investigations and enforcement actions by governmental, supranational agenci es or other organizations; environmental, social and governance matters, including regulations requiring a reduction of greenhouse gas emissions or that impose additional taxes or fees on emissions as well as increased a war eness and adverse publicity about potential impacts on climate change by us; changes in regulations for carbon black as a nano - scale material; our operations as a company in the chemical sector, including the related risks of le aks, fires and toxic releases as well as other accidents; any changes in European Union regulations or similar international regulations on chemical carbon that will affect our ability to market and sell our products; any market or regulatory changes that may affect our ability to sell or otherwise benefit from co - generated energy; any litigation or legal proceedings, including product liability, environmental or asbestos related claims; our ability to protec t o ur intellectual property rights and know - how; risks associated with our financial leverage; restrictive effects of the covenants in our debt instruments; any deterioration in our financial position or downgrade of our ratings by credit r ati ng agencies; any disruptive changes in international and local economic conditions, dislocations in credit and capital markets and inflation or deflation; our ability to generate the funds required to service our debt and finance ou r o perations; any fluctuations in foreign currency exchange or interest rates; the availability and efficiency of hedging for certain risks; any potential impairments or write - offs of certain assets; any required increases in our pension fund or retirement - related contributions; the adequacy of our insurance coverage; any challenges to our decisions and assumptions in assessing and complying with our tax obligations; any changes in our jurisdictional earnings mix or in the tax laws or accepted interpretations of tax laws in those jurisdictions; the ability to pay dividends on our Common stock at historical rates or at all; the difference between our stockholders’ rights and rights of st ock holders of a U.S. corporation; the potential difficulty in obtaining or enforcing judgments or bringing legal actions against Orion S.A. (a Luxembourg incorporated entity) in the U.S. or elsewhere outside Luxembourg; the differen ce between Luxembourg & European insolvency laws from U.S. insolvency laws; our relationships with our workforce, including negotiations with labor unions, strikes and work stoppages; and our ability to recruit or retain key ma nagement and personnel. Factors that could cause our actual results to differ materially from those expressed or implied in such forward - looking stateme nts also include those factors detailed under the captions “Cautionary Statement for Purposes of the “Safe Harbor” Provisions of the Private Securities Litigation Reform Act of 1995” and “Risk Factors” in our Annual Report in For m 10 - K for the year ended December 31, 2025 and in Note Q. Commitments and Contingencies to our audited Consolidated Financial Statements and in our quarterly reports on Form 10 - Q and the unaudited consolidated financial sta tements. It is not possible for our management to predict all risk factors and uncertainties, nor can we assess the impact of all factors on our business or the extent to which any factor, or combination of factors, may cause a ctu al results to differ materially from those contained in any forward - looking statements. We undertake no obligation to publicly update or revise any forward - looking statement as a result of new information, future events or other information, other than as required by applicable law.
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3 3 Q3 2026 Highlights Expect EBITDA improvement in 2027 Affirming positive FCF guidance, despite trough conditions Increasing midpoint of full year 2026 Adj usted EBITDA guidance Adj EBITDA $67M; Free Cash Flow $46M Quarter - end net leverage 4.1x
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4 Self Help Actions Safety: Another year of industry - leading performance Quality: Conductives facility in EU earned key auto industry certification, enabling favorable end - market mix shift Competitiveness – Sourcing: Advancing feedstock flexibility → purchasing leverage, yield improvements Competitiveness – Operations: Manufacturing excellence building momentum → enabler of working capital initiatives Cash Flow: Intense focus on debt reduction : - Further prioritization of capex - Working capital levers bearing additional fruit - Cash tax opportunities Portfolio Strengthening: Evaluating opportunities
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5 Adj EBITDA of $67M, up16% YoY Positively i mpacted by timing of EU annual emission allowances YTD Adj EBITDA of $171M Rubber Adj EBITDA increased 1 5 % YoY, but declined 37% YTD Major drivers continue to be contract pricing and adverse geographic mix Specialty Adj EBITDA increased 18% YoY and 37% YTD Demand trends moderated, particularly in Western regions on customer destocking; Asian and premium grade demand strength Free cash flow of $46M, driven by continued focus on working capital and lower cap ital expenditures Net debt - to - Adjusted TTM EBITDA at 4.1x Q3 2026 Orion Results
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6 Specialty Segment • Adj EBITDA of $25M, up18% YoY • Timing of EU emission allowances & pass - through effect from higher raw material costs • Volumes down 8% amid softer demand in Western regions; Destocking impacted demand • Premium products increased low - to - mid single digits, led by differentiated offerings • YTD Adj EBITDA of $92M, up 37% YoY • Favorable mix the largest driver • Expect modest Q4: above normal seasonality and destocking, and heavy turnaround activity and related costs • 2027 Levers: Mix optimization, sourcing and operating initiatives → expecting favorable contribution Q3 2026 Results Additional Commentary
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7 • Adj EBITDA of $41M, up 15% YoY • T iming of EU emission allowances & contract pass - throughs performing • Volumes down 4% YoY; improvement in EMEA more than offset by declines in the Americas and APAC • EMEA volume gains mirrored resilience of replacement tire market; No recovery of builds yet in NA • North American spot opportunities on industry supply disruptions • Local for local supply chain preference persists in key regions – where we are over - indexed • Subdued Q 4 on lower YoY contract pricing • 2027 Levers: Improved reliability; Feedstock competitiveness; Expect tight North American spot market to persist • Coal - based feedstock cost increases in China may create opportunity Q3 2026 Results Additional Commentary Rubber Segment
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8 • Generated $46M of FCF during Q3, despite oil - based feedstock volatility • Working capital was $28M source of cash during Q3, driven by continued progress on working capital • Expect continued structural working capital improvements • Lower sequential capital expenditures • Quarter - end net debt at $918M • Net debt - to - Adj. EBITDA: 4.1x, based on TTM EBITDA of $226M • Ended Q3 with liquidity of $193M • Beneficial subsequent event: Cross currency and interest expense swap termination generated $27M pre - tax gain in October Cash Flow Highlights Balance Sheet & Leverage Strong Cash Flow, Lower Net Leverage
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9 • Adjusted EBITDA: (increased) Updated: $190 - $ 2 00 M Prior: $170 - $210M • Free Cash Flow: $(10) - $20M ( unchanged) • Capital Expenditures: ~$90M (u nchanged) • Implied Q4 reflects pronounced seasonality and destocking, heavy turnaround activity and related costs, Rubber contract pricing • Energy: $10/bbl change in feedstock costs affect: Adj EBITDA by $7 - $10M over 12 months; NWC by $25 - $30M over 3 - 4 months • FX: 1% Change in EUR/USD amounts to ~$2M EBITDA impact over full year 2026 Guidance Update Outlook & Sensitivities 2026 Outlook and Sensitivities
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10 10 Concluding Remarks YTD Adj EBITDA of $171M Impressive FCF during Q3 Discernable progress on safety, quality, and operating discipline Strengthening portfolio Positioning Orion to return to profitable growth in 2027
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11 Appendix Slides
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12 Business Trends Commentary Broad based customer hesitancy, on oil price costs/volatility, persistent wars, election uncertainty Rubber: Global t ire sales trends mixed , by segment & region EMEA , North America OE passenger - car tire demand soft ; Replacement demand more resilient North American truck & bus OE tire demand improved; Soft freight activity persists, despite PMI improvement Specialty: P remium grade , A sian demand strength in Q3 , offset by easing Western trends from destocking Industry outages across North America creating spot opportunities
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13 Trade Flows – Key Indicators EC trade actions: • Reducing Chinese passenger car tire imports into EU • Anti - subsidization investigation increasing total duties to 29 - 57% U.S. Tire imports down year over year Production rates lagging decline in imports → Channel inventor y drawdown USMCA still unresolved United Steel Workers seeking broad relief from imported tires under Section 201 Brazil : S ubdued demand ; low - value tire imports Recent surge in China feedstock costs
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14 92 kt 103 kt 120 kt 114 kt 98 kt 102 kt 120 kt 127 kt 142 kt 120 kt 89 kt 78 kt 61 kt 66 kt 93 kt 123 kt 115 kt 97 kt 86 kt 89 kt Jan-25 Feb-25 Mar-25 Apr-25 May-25 Jun-25 Jul-25 Aug-25 Sep-25 Oct-25 Nov-25 Dec-25 Jan-26 Feb-26 Mar-26 Apr-26 May-26 Jun-26 Jul-26 Aug-26 China (kt) Serbia (kt) Korea (kt) Türkiye (kt) Thailand (kt) Japan (kt) Cambodia (kt) Monthly EU Passenger Car Tire Imports Sources: Company, Eurostat • Q4 2025: Initial expectations for EC duty implementation were set for year - end, including potential retroactive measures. • H1 2026: The European Commission (EC) announced a further review, resulting in a timeline delay until June 2026. • July 2026: Formal implementation of duties ranging from became effective July 8 ; Anti - subsidization investigation increasing duties to 29 - 57%, early December • The chart tracks imports under HS Code 401110 (Tires for passenger cars). • Volumes peaked in September 2025 at 142 kt before seeing a general decline during the regulatory review period in early 2026. • July 2026 data indicates a favorable shift in the import landscape coinciding with the new duty enforcement. Regulator Narrative & Timeline Import Volume Observations EC duty implementation originally expected end of year, with retroactive measures EC announced 24 - 45% duties, effective July 8 EC announced further review, duty timeline delay until June
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15 S Recent Export / Import Trends Thailand (Largest Exporter to U.S.): 3 - Month Rolling Average, Exports to U.S. U.S. Tire Imports 3 - Month Rolling Average Sources: USTMA, Trade Map, International Trade Centre, Notch Consulting Units in 000’s
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16 $610mm $865mm Other Tire Companies ~$3bn $1.6bn $540mm Key Announcements of N.A. Tire Production and/or Modernization Investment Sources: Global Data (Sept. 2025), Notch Report, ERJ, Trade Press, Orion Estimates Note: Investment capital totals shown with completion dates 2025 and beyond. USA , 77% Mexico , 1 4% Canada , 9% $ 7 - 8 bn Anticipated in Total Investments 2023 – 2029 (Notch: Carbon Black Global Outlook; Public Announcements) $1.1bn Allocation of North American Tire Investments, by Country Reshoring Beneficiary: N.A. Tire Industry Capital Commitments to 2030
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17 Orion Q3 2026 Company KPIs and Other Metrics .
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18 Orion Q3 YTD 2026 Company KPIs and Other Metrics .
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19 Specialty & Rubber Segments Q3 2026 KPIs, Other Metrics
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20 Historical Non - GAAP Metrics Reconciliation (1) Finance costs, net consists of Interest expense, Finance income and Finance costs, and excludes Reclassification of actua ria l gains out of AOCI. (2) Other non - operating is primarily related to Long - term incentive plan for all periods presented. 20
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21 Historical Non - GAAP Metrics Reconciliation 21
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22 Historical Non - GAAP Metrics Reconciliation 22
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23 Historical Non - GAAP Metrics Reconciliation Historical Non - GAAP Metrics Reconciliation ($million) Adjusted Net Income Three Months Ended Nine Months Ended September 30, Q3 2026 Q2 2026 Q3 2025 2026 2025 Net Income (loss) $ (3.1) $ 1.8 $ (67.1) $ (11.2) $ (49.0) add back long - term incentive plan 3.1 3.0 3.7 7.5 10.0 add back recovery due to misappropriation of assets, net — — (7.3) — (6.5) add back goodwill impairment — — 80.8 — 80.8 add back other adjustment items 1.2 0.8 — 2.5 — add back intangible assets amortization 0.6 2.0 2.4 4.6 6.1 add back foreign exchange rate impacts 1.1 1.6 4.5 3.1 11.3 add back amortization of transaction costs 1.2 1.2 0.4 3.6 1.2 Tax effect on add back items at estimated tax rate (2.2) (2.5) (1.1) (6.4) (6.6) Adjusted Net Income $ 1.9 $ 7.9 $ 16.3 $ 3.7 $ 47.3 23
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24 Historical Non - GAAP Metrics Reconciliation Historical Non - GAAP Metrics Reconciliation ($ million unless otherwise stated) Capital Employed 2026 2025 2024 2023 2022 2021 Q3 2026 YTD Q3 2025 YTD Total Assets 1,958.3 1,963.9 1,907.6 1,857.3 1,833.4 1,888.7 1,631.0 LESS: Current Liabilities - 679.0 - 635.3 - 626.4 - 516.7 - 440.3 - 552.8 - 448.7 Capital Employed 1,279.3 1,328.6 1,281.2 1,340.6 1,393.1 1,335.9 1,182.3 Average of: Q3 2026 & Q3 2025 2025 & 2024 2024 & 2023 2023 & 2022 2022 & 2021 Average Capital Employed 1,304.0 1,310.9 1,366.9 1,364.5 1,259.1 Adjusted EBIT 2026 2025 2024 2023 2022 TTM (1) Q3 2026 YTD Q3 2025 YTD Adjusted EBITDA 226.4 171.1 192.7 248.0 302.2 332.3 312.3 Add back Depreciation of property, plant and equipment and amortization of intangible assets and right of use assets - 139.9 - 105.2 - 97.2 - 131.9 - 125.3 - 113.0 - 105.7 Adjusted EBIT 86.5 65.9 95.5 116.1 176.9 219.3 206.6 Return on Capital Employed (2) 6.6% 8.9% 12.9% 16.1% 16.4% (1) TTM or 'trailing twelve months' for P&L amounts are calculated as current quarter YTD plus full prior year less same quar ter prior year YTD ( e.g. TTM Adjusted EBIT for Q3 is calculated as Q3 2026 YTD + full year 2025 YTD - Q3 2025 YTD) (2) Return on Capital Employed (ROCE) is calculated as Adjusted EBIT divided by Average capital employed. 24
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25 Historical Non - GAAP Metrics Reconciliation 25
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26 Non - GAAP Financial Measures Non - GAAP Financial Measures We present certain financial measures that are not prepared in accordance with GAAP or the accounting standards of any other jurisdiction and may not be comparable to other similarly titled measures of other companies . For a reconciliation of these non - GAAP financial measures to their nearest comparable GAAP measures, see Appendix slides above . These non - GAAP measures include, but are not limited to Adjusted Net Income, EBITDA, Adjusted EBITDA, Adjusted Diluted EPS, Free Cash Flow, Net Debt and Working Capital. We define Adjusted Net Income as Net income, stock - based compensation, and non - recurring items (such as, restructuring expenses, legal settlement gain, etc.). We define EBITDA as earnings before interest, taxes, depreciation and amortization. We define Adjusted EBITDA as Income from operations before depreciatio n a nd amortization, stock - based compensation, and non - recurring items plus Earnings in affiliated companies, net of tax. We define Adjusted Diluted EPS as Adjusted Net Income divided by Dil ute d Weighted - average shares outstanding. We define Free Cash Flow as Net cash provided by operating activities plus net cash used in investing activities. We define Net debt as Total gross de bt less Cash and cash equivalents. We define Working capital as Inventories, net plus Accounts receivable, net minus Accounts payable. Our operations are managed by senior executives who report to our Chief Executive Officer (“CEO”), the chief operating decisi on maker (“CODM”). Adjusted EBITDA is used by our CODM to evaluate our operating performance and to make decisions regarding allocation of capital, because it excludes the effects of items tha t h ave less bearing on the performance of our underlying core business. We use this measure, together with other measures of performance under GAAP, to compare the relative performance of operation s i n planning, budgeting and reviewing our business. We believe our non - GAAP measures are useful measures of financial performance in addition to Net income, Income from operations, and other profitability measures under GAAP, because they facilitate operating performance comparisons from period to period. By eliminating potential differences in results of operations betwee n p eriods caused by factors such as depreciation and amortization, historic cost and age of assets, financing and capital structures and taxation positions or regimes, we believe that Adjusted EB ITDA provides a useful additional basis for evaluating and comparing the current performance of the underlying operations. In addition, we believe these non - GAAP measures aid investors by providing additional insight into our operational performance a nd help clarify trends affecting our business. However, other companies and analysts may calculate non - GAAP financial measures differently, so making comparisons among compani es on this basis should be done carefully. Non - GAAP measures are not performance measures under GAAP and should not be considered in isolation or construed as substitutes for Ne t s ales, Net income, Income from operations, Gross profit and other GAAP measures as an indicator of our operations in accordance with GAAP. With respect to Adjusted EBITDA, Adjusted Diluted EPS and Free Cash Flow guidance for 2026, we are not able to reconcile the forward - looking non - GAAP financial measures to the closest corresponding GAAP measure without unreasonable efforts because we are unable to predict the ultimate outcome of certain sign ifi cant items. These items include, but are not limited to, legal settlements, tax and regulatory reserve changes, restructuring costs and financing related impacts.