https://www.avient.com/sites/default/files/resources/PolyOne%2520Proxy%2520Statement%25202016.pdf
Long-Term Incentive.
Future long-term incentive plan awards are expected to be granted under the Long-Term Incentive Plan.
Newlin who was not eligible for a long-term incentive award per the terms of his Letter Agreement.
https://www.avient.com/sites/default/files/2024-04/OnColor Orange Nylon Colorant for EV Connectors Application Bulletin.pdf
Its portfolio of OnColor™ polymer colorants was developed to improve the heat and long-term color stability of cautionary orange polymers for high-voltage EV connectors, offering the following benefits: • Long-term fading resistance in thermal aging tests at up to 130°C for 1,000 hours, • No migration, excellent processing stability • Lower corrosion risk vs. typical comparable colorants • No impact on flame retardancy and limited adverse effects on essential mechanical characteristics, including flexural and impact strength Avient’s orange nylon colorants are available in several validated RAL, Pantone, and JPMA orange shades for compounding, injection molding, and extrusion.
LONG-TERM HEAT AGING PERFORMANCE Heat-aging condition: 130°C, 1,000 hours in PA66/GF/FR compound 0 Hour Comparison of PA66/GF/NHRF typical and with OnColor™ AB23447398 500 Hours 1,000 Hours
https://www.avient.com/sites/default/files/2022-10/Edgetek Toughened PPA Technical Bulletin.pdf
The PPA-based formulations offer decreased moisture absorption compared to nylon 66 (PA66), helping to improve durability and long- term performance.
These robust materials also incorporate heat stabilization to maintain tensile strength and tensile elongation properties for long- term thermal aging up to 120°C.
KEY CHARACTERISTICS • High-temperature performance • Excellent impact resistance • Decreased moisture absorption compared to PA66 • Heat stabilized for long-term thermal aging • Enhanced chemical resistance • Customizable formulations in filled and unfilled grades MARKETS & APPLICATIONS The combined performance characteristics make Edgetek Toughened PPA ideal for a range of rigid engine applications.
https://www.avient.com/sites/default/files/2024-09/Compensation Committee Charter July 2024.pdf
• Each Committee member will serve at the pleasure of the Board for such term as the Board may decide or until such Committee member is no longer a Board member. • The Committee shall consist of a minimum of three directors.
General Purposes The general purposes of the Committee are to: • Oversee the Company’s overall executive compensation philosophy and objectives; • Discharge the Board’s responsibilities relating to compensation of the Company’s executive officers (for purposes of this Charter, “executive officers” means the Company’s Section 16 “officers” as defined under Rule 16a-1(f) under the Securities Exchange Act of 1934, as amended); • Assist the Board in the discharge of its fiduciary responsibilities with regard to establishment of policies governing, and the implementation of, all aspects of executive officer compensation throughout the Company, including benefits and perquisites, and compensation for any other employees designated by the Committee for such purposes; • Discharge similar responsibilities with respect to the compensation of non-employee directors; • Review and discuss with management the Company’s disclosures in the Compensation Discussion and Analysis (the “CD&A”) required by rules and regulations of the Securities and Exchange Commission (the “SEC”) and recommend to the Board whether the CD&A should be included in the Company’s proxy statement or other applicable SEC filings; • Prepare a Compensation Committee Report for inclusion in the Company’s applicable filings with the SEC that complies with the rules and regulations of the SEC; and • Provide policy guidance and oversight on significant human resource policies and practices. 2 Duties and Responsibilities The Committee will: Executive Compensation and Incentives. • Oversee and maintain a competitive executive officer compensation program in order to attract and retain qualified executives and to provide incentives to executive officers that reward pay for performance in attaining the Company’s goals and objectives. • Review and approve a peer group of companies to be used for marketplace trend analysis and to assess the competitiveness of the Company’s total compensation opportunities for executive officers. • Review and approve corporate goals and objectives relevant to the Chief Executive Officer’s compensation; in conjunction with the evaluation conducted by the Board as described in the Company’s Corporate Governance Guidelines, evaluate the Chief Executive Officer’s performance in light of these goals and objectives; and determine and approve (or determine and approve, and recommend to the independent members of the Board for their determination and approval) the Chief Executive Officer’s compensation level based on this evaluation and comparable market data provided by an independent compensation consultant. • In determining the long-term incentive component of the Chief Executive Officer’s compensation, consider the Company’s performance and relative shareholder return, the value of similar incentive awards to chief executive officers at comparable companies, and the awards given to the Chief Executive Officer in the past. • Review and approve the compensation of other executive officers of the Company, including benefits and perquisites, taking into consideration the Company’s performance, comparable market data, the performance of each executive officer, and such other factors as may, in the Committee’s discretion, be appropriate. • In evaluating and making recommendations regarding, or determining and approving, executive compensation, the Committee shall consider the results of the most recent shareholder advisory vote on executive compensation (“Say on Pay Vote”) required by Section 14A of the Securities Exchange Act of 1934, as amended (the “Exchange Act”). • With respect to incentive compensation plans and equity-based plans: • Make recommendations to the Board with respect to the approval of incentive compensation plans for executive officers and all equity-based plans. • Review and approve equity-based grants and awards, including long-term incentive plan awards, to officers, senior managers, key employees, and other employees of the Company and its subsidiaries under the Company’s equity-based plans. • Review and approve the performance criteria, target awards, payout criteria and like items for the Company’s long-term incentive compensation plans. • Review and approve (a) attainment levels for executive officers under the Company’s annual incentive plan; (b) payments to executive officers under the annual incentive plan; and (c) payments to executive officers under the Company’s long-term incentive compensation plans. • Administer the Company’s equity-based incentive compensation plans and other plans 3 adopted by the Board that contemplate administration by the Committee. • Review and approve special bonuses and/or other awards to executive officers on a case-by- case basis for outstanding performance. • Review and approve the terms of all employment agreements, management continuity agreements and change in control agreements for elected officers.
Authority to Retain Experts • The Committee shall have appropriate resources and authority to discharge its responsibilities. • The Committee may, in its sole discretion, retain or obtain the advice of a compensation consultant, independent legal counsel or other adviser to assist it in carrying out its responsibilities. • The Committee shall be directly responsible for the retention or appointment, compensation and oversight of the work of any compensation consultant, independent legal counsel and other adviser retained by the Committee and for such adviser’s termination. • The Company must provide for appropriate funding, as determined by the Committee, for payment of reasonable compensation to a compensation consultant, independent legal counsel or any other adviser retained by the Committee. • The Committee shall have sole authority to retain and terminate any search firm to be used to assist the Committee in the identification of candidates for the position of Chief Executive Officer, including sole authority to approve the consultant’s fees and other retention terms.
https://www.avient.com/sites/default/files/2023-11/ISO14001.2015.pdf
This document is issued by the Company subject to SGS General Conditions of certification services available on Terms and Conditions | SGS.
Certified since 06 September 2008 Jonathan Hall Global Head - Certification Services Authorised by SGS United Kingdom Ltd Rossmore Business Park, Ellesmere Port, Cheshire, CH65 3EN, UK t +44 (0)151 350-6666 - www.sgs.com https://www.sgs.com/en/terms-and-conditions/
https://www.avient.com/sites/default/files/2022-04/Avient Acquisition of Dyneema and Q1 2022 Results_0.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.
Morgan • New Senior Secured Term Loan B and new Senior Unsecured Notes • Potential proceeds from sale of Distribution business modeled to pay off 5.25% senior notes due 2023 and Term Loan • Acquisition aligned with Avient’s track record of disciplined capital allocation policy • Existing dividend policy maintained, focus on deleveraging in the near term (1) (1) Pro forma for the acquisition of Dyneema® and potential divestiture of Distribution, including repayment of senior notes due 2023 and Term Loan Cash and Cash Equivalents 595$ Senior Secured Term Loan due 2026 605$ New Senior Secured Term Loan B 500 Total Senior Secured Debt 1,105$ Senior Unsecured Notes due 2025 650$ New Senior Unsecured Notes 740 Total Senior Unsecured Debt 1,390$ Total Debt 2,495$ Net Debt 1,900$ 2022 Pro forma Adjusted EBITDA 660$ Net Debt / Adjusted EBITDA 2.9x Pro Forma Capitalization (2022 estimates, all figures in $M) TWO-YEAR LEVERAGE GOAL 24 3.5x 2.7x 1.7x 2.9x 2.5x 2.2x 2019PF 2020PF 2022E 2022PF 2023E 2024E Dyneema® AcquisitionClariant Color Acquisition (1) Pro forma for the acquisition of the Clariant Color business (2) Pro forma for the acquisition of Dyneema® and potential divestiture of Distribution, including repayment of senior notes due 2023 and Term Loan (1) (1) (2) 25 PRO FORMA MODELING 2022E Pro Forma Pro Forma ($M) w/ Dyneema w/Sale Revenue 5,100$ 415$ 5,515$ (1,775)$ 3,740$ Adjusted EBITDA 635 130 765 (105) 660 EBITDA % 12% 31% 14% 6% 18% Pro Forma EPS (Adjusted) 3.50$ 0.00$ 3.50$ (0.56)$ 2.94$ Pro Forma EPS (excl. amortization) 3.96$ 0.35$ 4.31$ (0.56)$ 3.75$ Leverage (12/31/2022E) Net Debt / Adjusted EBITDA 1.7x 3.5x 2.9x Avient Dyneema Distribution® ® OUR SPECIALTY JOURNEY ACQUISITION HISTORY 27 Commercial Resources(1) Operating Income ($ in millions) Operating Margins 259 360 At Acquisition 2021 $40 $122 At Acquisition 2021 9% 21% At Acquisition 2021 Established Acquisitions (> 7 years) + 39% + 210% + 1200 bps (1) Commercial Resources include associate headcount in R&D / Technical, Marketing and Sales CLARIANT COLOR ACQUISITION 28 $133 $205 2019PF 2021 28 Clariant Color EBITDA Growth Purchase Price Multiple 10.8x 7.0x 6.1x 2019PF 2021 2021 w/ Full Synergies • Acquisition of Clariant Color business significantly expanded presence in healthcare, packaging and consumer end markets • Strength of portfolio – double-digit annual EBITDA growth since acquisition • $54 million of synergies realized in 2021 • Acquisition completed on July 1, 2020 for $1.45 billion.
In addition, operating income before the effect of special items is a component of Avient’s annual and long-term employee incentive plans and is used in debt covenant computations.
https://www.avient.com/sites/default/files/2024-10/Compensation Committee Charter - Final.pdf
• Each Committee member will serve at the pleasure of the Board for such term as the Board may decide or until such Committee member is no longer a Board member.
General Purposes The general purposes of the Committee are to: • Oversee the Company’s overall executive compensation philosophy and objectives to help ensure they provide appropriate motivation for corporate performance and increased shareholder value; and • Discharge the Board's responsibilities relating to the compensation of the Company’s executive officers and directors, as further discussed and described in this Charter (for purposes of this Charter, the term “executive officers” means the Company’s Section 16 officers pursuant to Rule 16a-1(f) under the Exchange Act) and other executive management of the Company as designated by the Committee.
Duties and Responsibilities The Committee will: Executive Compensation and Incentives. • Oversee and maintain a competitive executive compensation program to attract and retain qualified executive officers and to provide incentives that reward pay for performance in attaining the Company’s goals and objectives. • Review and approve a peer group of companies to be used for marketplace trend analysis and to assess the competitiveness of the Company’s total compensation opportunities for executive officers. 2 • Review and approve corporate goals and objectives relevant to the Chief Executive Officer’s compensation; in conjunction with the evaluation conducted by the Board (including as described in the Company’s Corporate Governance Guidelines), evaluate the Chief Executive Officer’s performance annually in light of these goals and objectives; and determine and recommend to the independent members of the Board for their determination and approval the Chief Executive Officer’s compensation level based on this evaluation and considering comparable market data provided by an independent compensation consultant. • In determining the long-term incentive component of the Chief Executive Officer’s compensation, consider the Company’s performance and relative shareholder return, the value of similar incentive awards to chief executive officers at comparable companies, and the awards given to the Chief Executive Officer in the past. • Review and approve the compensation of other executive officers of the Company, including benefits and perquisites, taking into consideration the Company’s performance, comparable market data, the performance of each executive officer, and such other factors as may, in the Committee’s discretion, be appropriate. • In evaluating and making recommendations regarding, or determining and approving, executive officer compensation, the Committee shall consider the results of the most recent shareholder advisory vote on executive compensation (“Say on Pay Vote”) required by Section 14A of the Exchange Act. • Make recommendations to the Board with respect to the approval of incentive compensation plans for executive officers and all equity-based plans. • For annual (or other short term) incentive plans: o Review and approve annual incentive plans (including performance criteria, target awards, payout criteria and similar award design items applicable under such plans) that are applicable to executive officers and any Company officers reporting directly to the Chief Executive Officer. o Review and approve attainment levels and payments to executive officers and any other Company officers reporting directly to the Chief Executive Officer. • For long-term and equity-based incentive plans: o Review and approve the performance criteria, target awards, payout criteria and similar award design items for recipients of grants and awards under the plans. o Review and approve grants, awards, and attainment levels, including equity-based grants, to recipients of grants and awards under such plans. o Review and approve payments for performance-based grants and awards to executive officers and any other Company officers reporting directly to the Chief Executive Officer, as applicable, under such plans. • Administer the Company’s equity-based incentive compensation plans and other plans adopted by the Board that contemplate administration by the Committee. • Review and approve the terms of all employment agreements, executive severance plan and agreements, management continuity agreements and change in control agreements for elected officers. • Approve the adoption and amendment of Company stock ownership guidelines and annually review compliance with these guidelines. 3 Non-employee Director Compensation. • Review the compensation of non-employee directors and make recommendations to the Board regarding changes to existing compensation levels. • Review and recommend to the Board for its approval equity-based grants and awards to non- employee directors under the Company’s equity-based plans and annually review compliance with Company stock ownership guidelines.
https://www.avient.com/sites/default/files/2024-03/AS-FILED EF20024640 Avient Corp ARS.pdf
Our ability to service long-term indebtedness requires cash.
The amendment also aligned and reduced the interest rates per annum, which now are either (i) Adjusted Term SOFR (as defined in the Term Loan Amendment) plus 2.50%, or (ii) a Base Rate (as defined in the Term Loan Amendment) plus 1.50%.
The amendment also aligned and reduced the interest rates per annum, which now are either (i) Adjusted Term SOFR (as defined in the Term Loan Amendment) plus 2.50%, or (ii) a Base Rate (as defined in the Term Loan Amendment) plus 1.50%.
https://www.avient.com/sites/default/files/resources/PolyOne%25202018%2520Proxy%2520Statement.PDF
Long-Term Incentive.
The 2017 long-term incentive program awards were granted under the Long-Term Incentive Plan.
The SARs have an exercise term of ten years.
https://www.avient.com/sites/default/files/resources/PolyOne%25202011%2520Annual%2520Report.pdf
We offer payment terms to our customers that are competitive.
Net cash used by financing activities in 2009 reflects the repayment of short- term debt and our 6.91% medium-term notes.
Total interest paid on long-term and short-term borrowings was $32.0 million in 2011, $30.3 million in 2010 and $34.0 million in 2009.