https://www.avient.com/sites/default/files/2023-03/2023 Avient Bookmarked Proxy Statement - FINAL.pdf
Preete’s
operational foundation, strategic expertise, and global experience are assets to
Avient’s Board.
The Committee will determine the terms and conditions of any such
awards.
The
Compensation Committee shall determine the terms and conditions of such awards.
https://www.avient.com/industries/consumer/home-household/disposables
So one-time users become repeat purchasers.
https://www.avient.com/sites/default/files/2020-03/PolyOne_Website-12.19.pdf
In addition, adjusted operating income and adjusted EPS, which exclude the
impact of special items, are components of various PolyOne annual and long-term employee incentive plans.
Pro forma adjusted EPS is defined as adjusted EPS pro forma for the proposed acquisitions excluding the impact of
the step-up of depreciation and amortization related to purchase accounting.
Sources
Cash from Balance Sheet $465
New Senior Unsecured Notes 650
New Equity 450
Total Sources $1,565
Uses
Clariant Masterbatch $1,500
Clariant India Masterbatch 60
Less: Lease Adjustment (113)
Net Purchase Price $1,447
Net Cash Acquired 57
Fees, Expenses & OID 61
Total Uses $1,565
($ Millions)
Cash and Cash Equivalents $370
$450M Senior Secured ABL Revolver -
Senior Secured Term Loan B due 2026 624
Other Debt 25
Total Senior Secured Debt $649
5.25% Senior Unsecured Notes due 2023 $600
New Senior Unsecured Notes 650
Total Senior Debt $1,899
Net Debt $1,529
New Equity $450
Pro Forma Capitalization (1)
PF 12/31/2019
$450
$600 $624
$743
2019 2020 2021 2022 2023 2024 2025 2026
A T T R A C T I V E F I N A N C I N G S T R U C T U R E
Attractive Debt
Maturity Profile
Existing Revolver Existing Senior Notes Existing Term Loan B
New Debt
Summary
Terms on
New Debt
$465 million of cash from the balance sheet expected to fund a portion of the purchase price
Bridge financing for remainder fully committed from Citi, Morgan Stanley and Wells Fargo
Permanent financing expected to include a combination of long-term debt and new equity
The timing of the permanent financing is subject to a number of factors, including, but not limited
to, market conditions
PolyOne is committed to preserving a strong balance sheet
– Target net leverage at close below 3.5x, excluding synergies
Pro forma capital structure positions PolyOne with flexibility to pursue continued growth strategy
New financing expected to have same or better covenant package than existing capital structure
Capital structure would be “covenant lite”
Capital
Policy
Transaction in line with PolyOne’s disciplined capital allocation policy
Existing PolyOne dividend policy to be maintained
Focus on deleveraging in the near term
2028+
PolyOne Corporation 26
PolyOne Corporation 27
T H E N E W P O L Y O N E : A S P E C I A L T Y G R O W T H C O M P A N Y
Landmark portfolio transformation: > 85% of Adjusted EBITDA
from specialty solutions
World-class innovation, technology and service are differentiators
Sustainability initiatives and alignment with megatrends drive
above market growth in key end markets and applications:
Capital management is a strength - proven track record of
expanding ROIC while increasing invested capital
Transaction expected to add $0.85 to pro forma adjusted EPS
PolyOne Corporation 28
PolyOne Corporation 29
https://www.avient.com/investor-center/news/avient-announces-fourth-quarter-and-full-year-2024-results
Short-term and current portion of long-term debt
Long-term debt
Payments on long-term borrowings
https://www.avient.com/sites/default/files/resources/PolyOne%2520Terms%2520and%2520Conditions%2520of%2520sale%2520France.pdf
Polyone terms and conditions of sale France - updated September 2009
- 1 -
PAI-376900v1
TERMS AND CONDITIONS OF SALE
The Terms and Conditions herein apply to the sale of
PolyOne products
1.
GENERAL
These terms and conditions (the "Terms and
Conditions") shall exclusively govern the sale and
purchase of all products sold by PolyOne France
S.A.S. and any of its affiliates in France.
The issuance
of orders by Buyer implies full acceptance of these
Terms and Conditions which shall prevail over
Buyer's terms and conditions in the event they
contradict or deviate from these Terms and
Conditions.
2.
https://www.avient.com/sites/default/files/2022-03/AVNT Mar 2022 Presentation.pdf
They use words such as "will," “anticipate,” “estimate,” “expect,” “project,” “intend,” “plan,” “believe” and other words
and terms of similar meaning in connection with any discussion of future operating or financial condition, performance and/or sales.
WHY AVIENT WINS
Deep Customer Relationships
& Application Know-How
Superior Design Capabilities
& Advanced Analytics
Global Footprint Strategically
Aligned to Serve Customers
We iterate fast and often.
38 21
9
34
• U.S. and Canada
• Latin America
• Europe, Middle East & Africa
• Asia
We produce locally, serve globally.
Whether it’s an ambitious start-up bringing a new product to market, or a large, multi-
national OEM looking for consistency and reliability of global supply, Avient is built for
long-term partnerships.
https://www.avient.com/investor-center/news/polyone-announces-first-quarter-2018-results
Short-term and current portion of long-term debt
Long-term debt
Purchase of common shares for treasury
https://www.avient.com/knowledge-base/article/how-lightweight-automotive-components?ind[]=6601
In terms of impact resistance, at equivalent levels of reinforcement and using the same matrix material, an LFT formulation is typically about 70 percent higher than that of a short-fiber formulation, and it also has greater stiffness.
How Avient Can Help With Your Transition
Avient offers expertise in formulations, engineering services, and global technical and manufacturing support to address your unique challenges.
https://www.avient.com/news/polyone-announces-second-quarter-2014-results
Short-term and current portion of long-term debt
Purchase of common shares
Avient Announces Quarterly Dividend...
https://www.avient.com/sites/default/files/resources/PolyOne%25202012%2520Annual%2520Report.pdf
Overall, our results of
operations, financial condition and cash flows could be materially adversely affected by disruptions in
the global credit and financial markets.
Current or potential customers may be
unable to fund purchases or may determine to reduce purchases or inventories or may cease to
continue in business.
PolyOne funded the
purchase price with a combination of cash on hand and net proceeds of $285.5 million from our senior
secured term loan, discussed in Note 5, Financial Arrangements.