UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

FORM 10-Q

(Mark One)


☒			Quarterly Report Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934

For the quarterly period ended ~~June 30, 2023~~March 31, 2024


☐			Transition Report Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934

For the transition period from to .

Commission file number 1-16091

________________________________________________

AVIENT CORPORATION

(Exact name of registrant as specified in its charter)


Ohio									34-1730488
(State or other jurisdiction									(I.R.S. Employer Identification No.)
of incorporation or organization)

Avient Center
33587 Walker Road									44012
Avon Lake, Ohio
(Address of principal executive offices)									(Zip Code)

Registrant’s telephone number, including area code: (440) 930-1000

Former name, former address and former fiscal year, if changed since last report: Not Applicable

Securities registered pursuant to Section 12(b) of the Act:


Title of each class	Trading Symbol(s)	Name of each exchange on which registered
Common Shares, par value $.01 per share	AVNT	New York Stock Exchange

Indicate by check mark whether the registrant (1) has filed all reports required to be filed by Section 13 or 15(d) of the Securities Exchange Act of 1934 during the preceding 12 months (or for such shorter period that the registrant was required to file such reports), and (2) has been subject to such filing requirements for the past 90 days. ☒ Yes ☐ No

Indicate by check mark whether the registrant has submitted electronically every Interactive Data File required to be submitted pursuant to Rule 405 of Regulation S-T (§ 232.405 of this chapter) during the preceding 12 months (or for such shorter period that the registrant was required to submit such files). ☒ Yes ☐ No

Indicate by check mark whether the registrant is a large accelerated filer, an accelerated filer, a non-accelerated filer, a smaller reporting company, or an emerging growth company. See the definitions of “large accelerated filer,” “accelerated filer,” “smaller reporting company,” and “emerging growth company” in Rule 12b-2 of the Exchange Act.


Large accelerated filer	☒	Accelerated filer	☐
Non-accelerated filer	☐	Smaller reporting company	☐
		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. ☐

Indicate by check mark whether the registrant is a shell company (as defined in Rule 12b-2 of the Exchange Act). ☐ Yes ☒ No

The number of the registrant’s outstanding common shares, par value $.01 per share, as of ~~June 30, 2023~~March 31, 2024 was ~~91,080,656.~~91,255,268.

AVIENT CORPORATION

PART I — FINANCIAL INFORMATION

ITEM 1. FINANCIAL STATEMENTS

Avient Corporation

Condensed Consolidated Statements of Income (Unaudited)

(In millions, except per share data)


		Three Months Ended June 30,				Six Months Ended June 30,
	Three Months Ended March 31,											Three Months Ended March 31,
		2023		2022		2023		2022		2024	2023
Sales	Sales	$	824.4	$	891.0	$	1,670.1	$	1,783.2
Cost of sales	Cost of sales	583.7		630.1		1,181.8		1,267.9
Gross margin	Gross margin	240.7		260.9		488.3		515.3
Selling and administrative expense	Selling and administrative expense	178.4		160.8		368.9		313.0

Operating income	Operating income	62.3		100.1		119.4		202.3
Operating income
Operating income
Interest expense, net	Interest expense, net	(29.4)		(16.2)		(58.2)		(33.1)

Other (expense) income, net
Other (expense) income, net
Other (expense) income, net	Other (expense) income, net	(0.2)		1.6		0.5		1.0
Income from continuing operations before income taxes	Income from continuing operations before income taxes	32.7		85.5		61.7		170.2
Income tax expense	Income tax expense	(10.4)		(22.7)		(18.1)		(42.7)
Net income from continuing operations	Net income from continuing operations	22.3		62.8		43.6		127.5
Income (loss) from discontinued operations, net of income taxes		—		21.9		(0.9)		41.7
Loss from discontinued operations, net of income taxes
Net income	Net income	$	22.3	$	84.7	$	42.7	$	169.2
Net income attributable to noncontrolling interests	Net income attributable to noncontrolling interests	(0.2)		—		(0.7)		(0.3)
Net income attributable to Avient common shareholders	Net income attributable to Avient common shareholders	$	22.1	$	84.7	$	42.0	$	168.9

Earnings (loss) per share attributable to Avient common shareholders - Basic	Earnings (loss) per share attributable to Avient common shareholders - Basic
Earnings (loss) per share attributable to Avient common shareholders - Basic
Earnings (loss) per share attributable to Avient common shareholders - Basic
Continuing operations
Continuing operations
Continuing operations	Continuing operations	$	0.24	$	0.69	$	0.47	$	1.39
Discontinued operations	Discontinued operations	—		0.24		(0.01)		0.46
Total	Total	$	0.24	$	0.93	$	0.46	$	1.85

Earnings (loss) per share attributable to Avient common shareholders - Diluted	Earnings (loss) per share attributable to Avient common shareholders - Diluted
Earnings (loss) per share attributable to Avient common shareholders - Diluted
Earnings (loss) per share attributable to Avient common shareholders - Diluted
Continuing operations
Continuing operations
Continuing operations	Continuing operations	$	0.24	$	0.68	$	0.47	$	1.38
Discontinued operations	Discontinued operations	—		0.24		(0.01)		0.45
Total	Total	$	0.24	$	0.92	$	0.46	$	1.83

Weighted-average shares used to compute earnings per common share:	Weighted-average shares used to compute earnings per common share:
Weighted-average shares used to compute earnings per common share:
Weighted-average shares used to compute earnings per common share:
Basic
Basic
Basic	Basic	91.1		91.4		91.1		91.4
Dilutive impact of share-based compensation	Dilutive impact of share-based compensation	0.8		0.7		0.8		0.8
Diluted	Diluted	91.9		92.1		91.9		92.2

Anti-dilutive shares not included in diluted common shares outstanding	Anti-dilutive shares not included in diluted common shares outstanding	0.5		0.2		0.6		0.3
Anti-dilutive shares not included in diluted common shares outstanding
Anti-dilutive shares not included in diluted common shares outstanding

Cash dividends declared per share of common stock	Cash dividends declared per share of common stock	$	0.2475	$	0.2375	$	0.4950	$	0.4750
Cash dividends declared per share of common stock
Cash dividends declared per share of common stock

See accompanying Notes to the Unaudited Condensed Consolidated Financial Statements.

1 AVIENT CORPORATION

Avient Corporation

Consolidated Statements of Comprehensive Income (Unaudited)

(In millions)


		Three Months Ended June 30,				Six Months Ended June 30,				Three Months Ended March 31,
		2023		2022		2023		2022		2024	2023
Net income	Net income	$	22.3	$	84.7	$	42.7	$	169.2
Other comprehensive income (loss), net of tax:
Other comprehensive (loss) income, net of tax:
Translation adjustments and related hedging instruments	Translation adjustments and related hedging instruments	(16.3)		(50.2)		1.3		(59.3)
Cash flow hedges		—		0.9		—		2.1
Translation adjustments and related hedging instruments
Translation adjustments and related hedging instruments

Other	Other	(1.6)		—		(3.1)		—
Total other comprehensive loss		(17.9)		(49.3)		(1.8)		(57.2)
Other
Other
Total other comprehensive (loss) income
Total comprehensive income	Total comprehensive income	4.4		35.4		40.9		112.0
Comprehensive income attributable to noncontrolling interests	Comprehensive income attributable to noncontrolling interests	(0.2)		—		(0.7)		(0.3)
Comprehensive income attributable to Avient common shareholders	Comprehensive income attributable to Avient common shareholders	$	4.2	$	35.4	$	40.2	$	111.7

See accompanying Notes to the Unaudited Condensed Consolidated Financial Statements.

2 AVIENT CORPORATION

Avient Corporation

Condensed Consolidated Balance Sheets

(In millions)

(Unaudited) June 30, 2023

December 31, 2022

(Unaudited) March 31, 2024

December 31, 2023

ASSETS

Current assets:

Cash and cash equivalents

528.7

641.1

Accounts receivable, net

506.4

440.6

Inventories, net

359.0

372.7

Other current assets

116.6

115.3

Total current assets

1,510.7

1,569.7

Property, net

1,007.4

1,049.2

Goodwill

1,705.7

1,671.9

Intangible assets, net

1,614.7

1,597.6

Other non-current assets

213.3

196.6

Other non-current assets

Total assets

6,051.8

6,085.0

LIABILITIES AND SHAREHOLDERS' EQUITY

Current liabilities:

Short-term debt

2.2

Current liabilities:

Short-term and current portion of long-term debt

Accounts payable

428.7

454.4

Accrued expenses and other current liabilities

345.6

412.8

Accrued expenses and other current liabilities

Total current liabilities

776.5

869.4

Non-current liabilities:

Long-term debt

2,179.2

2,176.7

Pension and other post-retirement benefits

67.3

67.2

Deferred income taxes

304.8

342.5

Other non-current liabilities

370.3

276.4

Other non-current liabilities

Total non-current liabilities

2,921.6

2,862.8

SHAREHOLDERS' EQUITY

Avient shareholders’ equity

2,334.7

2,334.5

Noncontrolling interest

19.0

18.3

Total equity

2,353.7

2,352.8

Total liabilities and equity

6,051.8

6,085.0

See accompanying Notes to the Unaudited Condensed Consolidated Financial Statements.

3 AVIENT CORPORATION

Avient Corporation

Condensed Consolidated Statements of Cash Flows (Unaudited)

(In millions)

Six Months Ended
June 30,

Three Months Ended
March 31,

2023

2022

2024

2023

Operating Activities

Operating activities

Net income

42.7

169.2

Adjustments to reconcile net income to net cash provided by operating activities:

Net income

Adjustments to reconcile net income to net cash used by operating activities:

Depreciation and amortization

96.2

71.1

Accelerated depreciation

1.9

3.2

Share-based compensation expense

6.5

6.3

Changes in assets and liabilities, net of the effect of acquisitions:

Share-based compensation expense

Changes in assets and liabilities:

Increase in accounts receivable

(66.6)

(133.2)

Decrease (increase) in inventories

14.0

(45.9)

(Decrease) increase in accounts payable

(26.2)

98.5

Increase in accounts receivable

(Increase) decrease in inventories

Increase (decrease) in accounts payable

Accrued expenses and other assets and liabilities, net

(93.2)

(62.5)

Net cash (used) provided by operating activities

(24.7)

106.7

Accrued expenses and other assets and liabilities, net

Net cash used by operating activities

Investing activities

Capital expenditures

(45.9)

(34.0)

Capital expenditures

Settlement of foreign exchange derivatives

—

75.1

Net proceeds from divestiture

7.3

—

Net proceeds from divestiture

Proceeds from plant closures

Other investing activities

Net cash used by investing activities

(38.6)

41.1

Financing activities

Purchase of common shares for treasury

—

(36.4)

Cash dividends paid

(45.0)

(43.5)

Cash dividends paid

Repayment of long-term debt

(1.0)

(4.4)

Other financing

(2.3)

(4.1)

Other financing activities

Net cash used by financing activities

(48.3)

(88.4)

Effect of exchange rate changes on cash

(0.8)

(15.5)

Decrease in cash and cash equivalents

(112.4)

43.9

Cash and cash equivalents at beginning of year

641.1

601.2

Cash and cash equivalents at end of period

528.7

645.1

See accompanying Notes to the Unaudited Condensed Consolidated Financial Statements.

4 AVIENT CORPORATION

Avient Corporation

Consolidated Statements of Shareholders' Equity (Unaudited)

(In millions)

Common Shares Shareholders’ Equity
Common
Shares Common
Shares Held
in Treasury Common
Shares Additional
Paid-in
Capital Retained Earnings Common
Shares Held
in Treasury Accumulated
Other
Comprehensive
(Loss) Income Total Avient shareholders' equity Non-controlling Interests Total
equity
Balance at January 1, 2023 122.2 (31.3) $ 1.2 $ 1,520.5 $ 1,823.6 $ (935.0) $ (75.8) $ 2,334.5 $ 18.3 $ 2,352.8
Net income — — — — 19.9 — — 19.9 0.5 20.4
Other comprehensive income — — — — — — 16.1 16.1 — 16.1
Cash dividends declared — — — — (22.5) — — (22.5) — (22.5)
Share-based compensation and exercise of awards — — — 0.5 — 1.4 — 1.9 — 1.9
Balance at March 31, 2023 122.2 (31.3) $ 1.2 $ 1,521.0 $ 1,820.9 $ (933.6) $ (59.7) $ 2,349.8 $ 18.8 $ 2,368.6
Net income — — — — 22.1 — — 22.1 0.2 22.3
Other comprehensive loss — — — — — — (17.9) (17.9) — (17.9)
Cash dividends declared — — — — (22.5) — — (22.5) — (22.5)
Share-based compensation and exercise of awards — — — 3.1 — 0.1 — 3.2 — 3.2
Balance at June 30, 2023 122.2 (31.3) $ 1.2 $ 1,524.1 $ 1,820.5 $ (933.5) $ (77.6) $ 2,334.7 $ 19.0 $ 2,353.7


	Common Shares		Shareholders’ Equity
	Common Shares	Common Shares Held in Treasury	Common Shares		Additional Paid-in Capital		Retained Earnings		Common Shares Held in Treasury		Accumulated Other Comprehensive (Loss) Income		Total Avient Shareholders' Equity		Non-controlling Interests		Total Equity
Balance at January 1, 2024	122.2	(31.0)	$	1.2	$	1,529.7	$	1,808.2	$	(932.5)	$	(87.4)	$	2,319.2	$	18.8	$	2,338.0
Net income	—	—	—		—		49.4		—		—		49.4		0.3		49.7
Other comprehensive loss	—	—	—		—		—		—		(25.9)		(25.9)		—		(25.9)
Noncontrolling interest activity	—	—	—		0.3				—		—		0.3		(2.6)		(2.3)
Cash dividends declared -- $0.2575 per share	—	—	—		—		(23.5)		—		—		(23.5)		—		(23.5)


Share-based compensation and exercise of awards	—	0.1	—		0.9		—		0.9		—		1.8		—		1.8

Balance at March 31, 2024	122.2	(30.9)	$	1.2	$	1,530.9	$	1,834.1	$	(931.6)	$	(113.3)	$	2,321.3	$	16.5	$	2,337.8

Common Shares Shareholders’ Equity
Common
Shares Common
Shares Held
in Treasury Common
Shares Additional
Paid-in
Capital Retained Earnings Common
Shares Held
in Treasury Accumulated
Other
Comprehensive
(Loss) Income Total Avient shareholders' equity Non-controlling Interests Total
equity
Balance at January 1, 2022 122.2 (30.6) $ 1.2 $ 1,511.8 $ 1,208.0 $ (900.7) $ (45.6) $ 1,774.7 $ 15.8 $ 1,790.5
Net income — — — — 84.2 — — 84.2 0.3 84.5
Other comprehensive loss — — — — — — (7.9) (7.9) — (7.9)
Cash dividends declared — — — — (21.7) — — (21.7) — (21.7)
Repurchase of common shares — (0.3) — — — (15.8) — (15.8) — (15.8)
Share-based compensation and exercise of awards — 0.1 — (2.2) — 1.9 — (0.3) — (0.3)
Balance at March 31, 2022 122.2 (30.8) $ 1.2 $ 1,509.6 $ 1,270.5 $ (914.6) $ (53.5) $ 1,813.2 $ 16.1 $ 1,829.3
Net income — — — — 84.7 — — 84.7 — 84.7
Other comprehensive loss — — — — — — (49.3) (49.3) — (49.3)
Noncontrolling interest activity — — — — — — — — — —
Cash dividends declared — — — — (21.7) — — (21.7) — (21.7)
Repurchase of common shares — (0.5) — — — (20.6) — (20.6) — (20.6)
Share-based compensation and exercise of awards — — — 3.4 — — — 3.4 — 3.4
Other — — — — — — — — — —
Balance at June 30, 2022 122.2 (31.3) $ 1.2 $ 1,513.0 $ 1,333.5 $ (935.2) $ (102.8) $ 1,809.7 $ 16.1 $ 1,825.8


	Common Shares		Shareholders’ Equity
	Common Shares	Common Shares Held in Treasury	Common Shares		Additional Paid-in Capital		Retained Earnings		Common Shares Held in Treasury		Accumulated Other Comprehensive (Loss) Income		Total Avient Shareholders' Equity		Non-controlling Interests		Total Equity
Balance at January 1, 2023	122.2	(31.3)	$	1.2	$	1,520.5	$	1,823.6	$	(935.0)	$	(75.8)	$	2,334.5	$	18.3	$	2,352.8
Net income	—	—	—		—		19.9		—		—		19.9		0.5		20.4
Other comprehensive income	—	—	—		—		—		—		16.1		16.1		—		16.1

Cash dividends declared -- $0.2475 per share	—	—	—		—		(22.5)		—		—		(22.5)		—		(22.5)


Share-based compensation and exercise of awards	—	—	—		0.5		—		1.4		—		1.9		—		1.9

Balance at March 31, 2023	122.2	(31.3)	$	1.2	$	1,521.0	$	1,820.9	$	(933.6)	$	(59.7)	$	2,349.8	$	18.8	$	2,368.6

See accompanying Notes to the Unaudited Condensed Consolidated Financial Statements.

5 AVIENT CORPORATION

Avient Corporation

Notes to Condensed Consolidated Financial Statements

(Unaudited)

Note 1 — BASIS OF PRESENTATION

The accompanying unaudited condensed consolidated financial statements have been prepared in accordance with Form 10-Q instructions and in the opinion of management contain all adjustments, including those that are normal, recurring and necessary to present fairly the financial position, results of operations and cash flows for the periods presented. The preparation of financial statements in conformity with generally accepted accounting principles requires management to make estimates and assumptions that affect the amounts reported in the financial statements and accompanying notes. Actual results could differ from these estimates. These interim financial statements should be read in conjunction with the financial statements and accompanying notes included in the Annual Report on Form 10-K for the year ended December 31, ~~2022~~2023 of Avient Corporation. When used in this Quarterly Report on Form 10-Q, the terms “we,” “us,” “our,” “Avient” and the “Company” mean Avient Corporation and its consolidated subsidiaries.

Operating results for the three ~~and six~~ months ended ~~June 30, 2023~~March 31, 2024 are not necessarily indicative of the results that may be attained in subsequent periods or for the year ending December 31, ~~2023. Historical information has been retrospectively adjusted to reflect the classification of discontinued operations. Discontinued operations are further discussed in Note 3,~~ ~~Discontinued Operations~~.2024.

~~Accounting Standards Adopted~~

~~Accounting Standards Update (ASU) 2022-04,~~
~~Liabilities - Supplier Finance Programs~~ ~~(Subtopic 405-50)~~, provides guidance that requires entities that use supplier finance programs in connection with the purchase of goods and services to disclose the key terms of the program and information about their obligations that are outstanding at the end of the reporting period. The Company has evaluated the impact of adopting this standard and has concluded that there is not material activity under supplier finance programs that would require disclosure within the notes to the consolidated financial statements.

Note 2 — ~~BUSINESS COMBINATIONS~~GOODWILL AND INTANGIBLE ASSETS

~~On September 1, 2022, the Company completed the acquisition~~Goodwill as of the DSM Protective Materials business, including the Dyneema® brand, the World's Strongest Fiber™. The ultra-light specialty fiber is used in demanding applications such as ballistic personal protection, marineMarch 31, 2024 and ~~sustainable infrastructure, renewable energy, industrial protection~~December 31, 2023 and outdoor sports. The acquired business is collectively referred to as APM, and the acquisition is referred to as the APM Acquisition. The APM Acquisition enhances Avient's material offerings of composites and engineered fibers, and results are recognized within the Specialty Engineered Materials segment.

Total consideration paid by the Company to complete the APM Acquisition was $1.4 billion, net of cash acquired. The APM Acquisition is being accounted for under the acquisition method of accounting in accordance with Financial Accounting Standards Board Accounting Standards Codification (ASC) Topic 805. As of June 30, 2023, the purchase accounting for the APM Acquisition was preliminary and purchase price allocation adjustments will be made through the end of the Company's measurement period, which is not to exceed one year from the acquisition date. During the measurement period, we will continue to obtain information to assist in finalizing the fair values of assets acquired as well as the associated deferred income taxes and residual goodwill, which may differ materially from the preliminary estimates. Measurement period adjustments since our initial preliminary estimates reported in our third quarter 2022 Form 10-Q are reflectedchanges in the ~~table below. Measurement period adjustments recorded to the Condensed Consolidated Statement~~carrying amount of ~~Income~~goodwill by segment were ~~not material for the three and six months ended June 30, 2023.~~as follows:


(In millions)	Specialty Engineered Materials		Color, Additives and Inks		Total
Balance at December 31, 2023	$	682.5	$	1,036.8	$	1,719.3

Currency translation	(10.7)		(8.5)		(19.2)
Balance at March 31, 2024	$	671.8	$	1,028.3	$	1,700.1

Indefinite and finite-lived intangible assets consisted of the following:


	As of March 31, 2024
(In millions)	Acquisition Cost		Accumulated Amortization		Currency Translation		Net
Customer relationships	$	726.2	$	(208.7)	$	12.0	$	529.5
Patents, technology and other	841.8		(223.8)		11.7		629.7
Indefinite-lived trade names	368.0		—		19.3		387.3
Total	$	1,936.0	$	(432.5)	$	43.0	$	1,546.5


	As of December 31, 2023
(In millions)	Acquisition Cost		Accumulated Amortization		Currency Translation		Net
Customer relationships	$	726.2	$	(199.8)	$	20.0	$	546.4
Patents, technology and other	841.8		(213.1)		22.5		651.2
Indefinite-lived trade names	368.0		—		25.2		393.2
Total	$	1,936.0	$	(412.9)	$	67.7	$	1,590.8

6 AVIENT CORPORATION

~~The preliminary purchase price allocation is as follows:~~

(in millions) 9/1/2022
Allocation Measurement period adjustments 6/30/2023 Allocation
Cash and cash equivalents $ 50.7 $ — $ 50.7
Accounts receivable 52.2 1.8 54.0
Inventories 136.2 (7.8) 128.4
Other current assets 2.0 — 2.0
Property 361.9 (2.0) 359.9
Intangible assets:
Indefinite-lived trade names 254.9 — 254.9
Customer relationships 198.7 15.0 213.7
Patents, technology, and other 275.1 — 275.1
Goodwill 277.1 126.9 404.0
Other non-current assets 12.3 — 12.3
Accounts payable 32.2 — 32.2
Accrued expenses and other current liabilities 12.9 0.3 13.2
Deferred tax liabilities 86.1 131.3 217.4
Noncontrolling interests — 2.3 2.3
Other non-current liabilities 13.1 — 13.1
Total purchase price consideration $ 1,476.8 $ — $ 1,476.8

Definite-lived intangible assets that have been acquired have a preliminary useful life range of 15 - 20 years. Goodwill of $404.0 million resulting from the acquisition was recorded to the Specialty Engineered Materials segment. The goodwill recognized is primarily attributable to intangible assets that do not qualify for separate recognition and the deferred tax impact of applying purchase accounting. Goodwill is not deductible for tax purposes.

~~Had the APM Acquisition occurred on January 1, 2021, sales and income from continuing operations before income taxes on a pro forma basis would have been as follows:~~

Three Months Ended Six Months Ended
June 30, 2022 June 30, 2022
Sales $ 991.6 $ 1,978.6
Income from continuing operations before income taxes 91.5 179.6

The unaudited pro forma financial information has been calculated after applying our accounting policies and adjusting the historical results with pro forma adjustments that assume the APM Acquisition occurred on January 1, 2021. These unaudited pro forma results do not represent financial results realized, nor are they intended to be a projection of future results.

The pro forma income from continuing operations before income taxes for the three and six months ended June 30, 2022 gives effect to intangible amortization from the preliminary purchase price allocation and increased interest expense resulting from the APM Acquisition financing transactions.

Note 3 ~~— DISCONTINUED OPERATIONS~~

On November 1, 2022, Avient sold its Distribution business to an affiliate of H.I.G. Capital for $950.0 million in cash consideration, subject to a customary working capital adjustment. Total proceeds received were $935.5 million, of which $7.3 million was received in the six months ended June 30, 2023. The results of the Distribution business are classified as discontinued operations for all periods presented.

The following table summarizes the major line items constituting pretax income of discontinued operations associated with the Distribution business for the three and six months ended June 30, 2023 and 2022.

~~7 AVIENT CORPORATION~~

Three Months Ended
June 30, Six Months Ended
June 30,
(In millions) 2023 2022 2023 2022
Sales $ — $ 411.4 $ — $ 813.0
Cost of sales — 368.3 — 730.5
Selling and administrative expense — 13.7 0.2 26.7
Other (income) expense — (0.1) 0.7 (0.1)
Income (loss) from discontinued operations before income taxes — 29.3 (0.9) 55.7
Income tax expense — (7.4) — (14.0)
Income (loss) from discontinued operations, net of income taxes $ — $ 21.9 $ (0.9) $ 41.7

~~Note 4 — GOODWILL AND INTANGIBLE ASSETS~~

~~Goodwill as of June 30, 2023 and December 31, 2022 and changes in the carrying amount of goodwill by segment were as follows:~~
(In millions) Specialty Engineered Materials Color, Additives and Inks Total
Balance at December 31, 2022 $ 652.2 $ 1,019.7 $ 1,671.9
Acquisition of businesses 7.5 — 7.5
Currency translation 15.0 11.3 26.3
Balance at June 30, 2023 $ 674.7 $ 1,031.0 $ 1,705.7

~~Indefinite and finite-lived intangible assets consisted of the following:~~
As of June 30, 2023
(In millions) Acquisition Cost Accumulated Amortization Currency Translation Net
Customer relationships $ 720.9 $ (182.0) $ 16.7 $ 555.6
Patents, technology and other 841.8 (191.7) 18.6 668.7
Indefinite-lived trade names 368.0 — 22.4 390.4
Total $ 1,930.7 $ (373.7) $ 57.7 $ 1,614.7

As of December 31, 2022
(In millions) Acquisition Cost Accumulated Amortization Currency Translation Net
Customer relationships $ 695.9 $ (164.3) $ 5.9 $ 537.5
Patents, technology and other 841.8 (168.8) 3.5 676.5
Indefinite-lived trade names 368.0 — 15.6 383.6
Total $ 1,905.7 $ (333.1) $ 25.0 $ 1,597.6

~~Note 5~~ — EMPLOYEE SEPARATION AND RESTRUCTURING COSTS

We are engaged in a restructuring program associated with our integration of Clariant Color. These actions are expected to enable us to better serve customers, improve efficiency and deliver cost savings. We expect that the full restructuring plan will be implemented ~~through 2024~~by the end of 2025 and anticipate that we will incur approximately $75.0 million of charges in connection with the restructuring plan. As of ~~June 30, 2023, $56.5~~March 31, 2024, $57.6 million ~~has~~had been incurred.

~~8 AVIENT CORPORATION~~

A summary of the Clariant Color integration restructuring is shown below:

(in millions) Workforce reductions Plant closing and other Total
Balance at January 1, 2022 $ 7.5 $ 0.6 $ 8.1
Restructuring costs 30.9 2.1 32.9
Payments, utilization and translation (4.0) (0.3) (4.3)
Balance at December 31, 2022 $ 34.4 $ 2.3 $ 36.7
Restructuring costs 1.3 2.3 3.6
Payments, utilization and translation (2.6) (1.8) (4.5)
Balance at March 31, 2023 $ 33.0 $ 2.8 $ 35.8
Restructuring costs (0.3) 1.0 0.7
Payments, utilization and translation (0.8) (0.1) (0.9)
Balance at June 30, 2023 $ 31.9 $ 3.7 $ 35.6


(in millions)	Workforce reductions		Plant closing and other		Total






Balance at January 1, 2023	$	34.3	$	2.4	$	36.7
Restructuring charges	6.9		1.2		8.1
Payments, utilization and translation	(10.9)		(2.8)		(13.7)
Balance at December 31, 2023	$	30.3	$	0.8	$	31.1
Restructuring charges	(2.8)		0.1		(2.7)
Payments, utilization and translation	(2.3)		(0.1)		(2.4)
Balance at March 31, 2024	$	25.2	$	0.8	$	26.0

Personnel reductions were taken in the first half of 2023 as a result of slowing global demand, which resulted in a charge of $0.9 million and $15.0 million recorded during the three and six months ended June 30, 2023, respectively.

Note 64 — INVENTORIES, NET

Components of Inventories, net are as follows:


(In millions)	(In millions)	As of June 30, 2023		As of December 31, 2022		(In millions)	As of March 31, 2024	As of December 31, 2023
Finished products	Finished products	$	151.8	$	157.7
Work in process	Work in process	26.1		22.7
Raw materials and supplies	Raw materials and supplies	181.1		192.3
Inventories, net	Inventories, net	$	359.0	$	372.7

Note 75 — PROPERTY, NET

Components of Property, net are as follows:


(In millions)	(In millions)	As of June 30, 2023		As of December 31, 2022		(In millions)	As of March 31, 2024	As of December 31, 2023
Land and land improvements	Land and land improvements	$	104.0	$	103.5
Buildings	Buildings	435.3		432.2
Machinery and equipment	Machinery and equipment	1,335.8		1,325.3
Property, gross	Property, gross	1,875.1		1,861.0
Less accumulated depreciation	Less accumulated depreciation	(867.7)		(811.8)
Property, net	Property, net	$	1,007.4	$	1,049.2

Note 86 — INCOME TAXES

During the three ~~and six~~ months ended ~~June 30, 2023,~~March 31, 2024, the Company’s effective tax rate of ~~31.8% and 29.3%, respectively,~~25.3% was above the U.S. federal statutory rate of 21.0% primarily due to ~~an increase in~~ foreign ~~valuation allowances,~~withholding tax, tax on global intangible low-taxed income (GILTI), ~~permanent tax~~non-deductible items, and an increase in foreign valuation allowances. These unfavorable items were partially offset by U.S. research and development credits.

During the three months ended March 31, 2023, the Company’s effective tax rate of 26.6% was above the U.S. federal statutory rate of 21.0% primarily due to foreign withholding ~~tax.~~tax, tax on GILTI, non-deductible items, and an increase in foreign valuation allowances. These unfavorable items were partially offset by U.S. research and development credits, favorable foreign earnings mix, and ~~favorable international tax rate differential.~~

During the three and six months ended June 30, 2022, the Company’s effective tax rate of 26.6% and 25.1%, respectively, was above the U.S. federal statutory rate of 21.0% primarily due to an increase in foreign valuation allowances, foreign withholding tax, state taxes, and tax on GILTI. These unfavorable items were also partially offset by U.S. research and favorable international tax rate differential.permanent items.

97 AVIENT CORPORATION

Note 97 — FINANCING ARRANGEMENTS

Debt consists of the following instruments:


As of June 30, 2023 (in millions)		Principal Amount		Unamortized discount and debt issuance cost		Net Debt		Weighted average interest rate
As of March 31, 2024 (in millions)										As of March 31, 2024 (in millions)	Principal Amount			Unamortized discount and debt issuance cost				Net Debt					Weighted average interest rate
Senior secured revolving credit facility due 2026	Senior secured revolving credit facility due 2026	$	—	$	—	$	—	—	%	Senior secured revolving credit facility due 2026	$	—	$	$	—	$		$	—		—			—	%
Senior secured term loan due 2026		426.9		2.7		424.2		7.77	%
Senior secured term loan due 2029	Senior secured term loan due 2029	404.7		17.8		386.9		7.96	%	Senior secured term loan due 2029	726.1		18.0		18.0		708.1			708.1		7.86			7.86	%
5.75% senior notes due 2025	5.75% senior notes due 2025	650.0		3.9		646.1		5.75	%	5.75% senior notes due 2025	650.0		2.3		2.3		647.7			647.7		5.75			5.75	%
7.125% senior notes due 2030	7.125% senior notes due 2030	725.0		9.5		715.5		7.125	%	7.125% senior notes due 2030	725.0		8.5		8.5		716.5			716.5		7.125			7.125	%
Other Debt	Other Debt	8.7		—		8.7
Total Debt	Total Debt	2,215.3		33.9		2,181.4
Less short-term debt		2.2		—		2.2
Total Debt
Total Debt
Less short-term and current portion of long-term debt
Less short-term and current portion of long-term debt
Less short-term and current portion of long-term debt
Total long-term debt, net of current portion	Total long-term debt, net of current portion	$	2,213.1	$	33.9	$	2,179.2
Total long-term debt, net of current portion
Total long-term debt, net of current portion

As of December 31, 2022 (in millions) Principal Amount Unamortized discount and debt issuance cost Net Debt Weighted average interest rate
Senior secured revolving credit facility due 2026 $ — $ — $ — — %
Senior secured term loan due 2026 426.9 3.3 423.6 3.81 %
Senior secured term loan due 2029 404.7 19.2 385.5 6.53 %
5.75% senior notes due 2025 650.0 4.8 645.2 5.75 %
7.125% senior notes due 2030 725.0 10.1 714.9 7.125 %
Other Debt 9.7 — 9.7
Total Debt 2,216.3 37.4 2,178.9
Less short-term debt 2.2 — 2.2
Total long-term debt, net of current portion $ 2,214.1 $ 37.4 $ 2,176.7


As of December 31, 2023 (in millions)	Principal Amount		Unamortized discount and debt issuance cost		Net Debt		Weighted average interest rate
Senior secured revolving credit facility due 2026	$	—	$	—	$	—	—	%
Senior secured term loan due 2029	727.9		18.9		709.0		7.88	%
5.75% senior notes due 2025	650.0		2.8		647.2		5.75	%
7.125% senior notes due 2030	725.0		8.8		716.2		7.125	%
Other Debt	7.6		—		7.6
Total Debt	2,110.5		30.5		2,080.0
Less short-term and current portion of long-term debt	9.5		—		9.5
Total long-term debt, net of current portion	$	2,101.0	$	30.5	$	2,070.5

As of ~~June 30, 2023,~~March 31, 2024, we had no borrowings outstanding under our senior secured revolving credit facility due 2026 ~~(the Revolving~~(Revolving Credit Facility), which had remaining availability of ~~$226.6~~$250.5 million.

The agreements governing our Revolving Credit Facility and our senior secured term loan, and the indentures and credit agreements governing other debt contain a number of customary financial and restrictive covenants that, among other things, limit our ability to: sell or otherwise transfer assets, including in a spin-off, incur additional debt or liens, consolidate or merge with any entity or transfer or sell all or substantially all of our assets, pay dividends or make certain other restricted payments, make investments, enter into transactions with affiliates, create dividend or other payment restrictions with respect to subsidiaries, make capital investments and alter the business we conduct. As of ~~June 30, 2023,~~March 31, 2024, we were in compliance with all covenants.

The estimated fair value of Avient’s debt instruments at ~~June 30, 2023~~March 31, 2024 and December 31, ~~2022~~2023 was ~~$2,186.4~~$2,092.8 million and ~~$2,153.1~~$2,113.7 million, respectively. The fair value of Avient’s debt instruments was estimated using prevailing market interest rates on debt with similar creditworthiness, terms and maturities and represent Level 2 measurements within the fair value hierarchy.

Note 108 — DERIVATIVES AND HEDGING

We are exposed to market risks, such as changes in foreign currency exchange rates and interest rates. To manage the volatility related to these exposures we may enter into various derivative transactions. We formally assess, designate and document, as a hedge of an underlying exposure, the qualifying derivative instrument that will be accounted for as an accounting hedge at inception. Additionally, we assess both at inception and at least quarterly thereafter, whether the financial instruments used in the hedging transaction are effective at offsetting changes in either the fair values or cash flows of the underlying exposures. In accordance with ASU 2017-12, Derivatives and Hedging (Topic 815): Targeted Improvements to Accounting for Hedging Activities (ASU 2017-12), that ongoing assessment will be done qualitatively for highly effective relationships.

8 AVIENT CORPORATION

As a means of mitigating the impact of currency fluctuations on our euro investments in foreign entities, we have executed cross currency swaps, in which we pay fixed-rate interest in euros and receive fixed-rate interest in U.S. dollars related to our future obligations to exchange euros for U.S. dollars. These cross currency swaps effectively convert a portion of our U.S. dollar denominated fixed-rate debt to euro denominated fixed-rate debt.

We currently hold cross currency swaps with a combined notional amount of €1,467.2 million, maturing in May 2025 and €900.0 million maturing in August 2027. We designated the cross currency swaps as net investment hedges of our net investment in our European operations under ASU 2017-12 and applied the spot method to these hedges. The changes in fair value of the derivative instruments that are designated and qualify as hedges of net investments in foreign operations are recognized within Accumulated Other Comprehensive (Loss) Income (AOCI) to offset the changes in the values of the net investment being hedged. For the three months ended March 31, 2024, a gain of $35.3 million was recognized within translation adjustments in AOCI, net of tax, compared to losses of $29.5 million, net of tax, for the three months ended March 31, 2023. Included in Interest expense, net within the Condensed Consolidated Statements of Income are benefits of $9.7 million for the three months ended March 31, 2024 and 2023, associated with the cross currency swaps.

All of our derivative assets and liabilities measured at fair value are classified as Level 2 within the fair value hierarchy. We determine the fair value of our derivatives based on valuation methods, which project future cash flows and discount the future amounts to present value using market based observable inputs, including interest rate curves and foreign currency rates.

The fair value of derivative financial instruments recognized in the Condensed Consolidated Balance Sheets is as follows:


(In millions)	Balance Sheet Location	As of March 31, 2024		As of December 31, 2023






Cross Currency Swaps (Net Investment Hedge)	Other non-current liabilities	$	152.6	$	199.1

Note 9 — SEGMENT INFORMATION

Avient has two reportable segments: (1) Color, Additives and Inks and (2) Specialty Engineered Materials. Operating income is the primary measure that is reported to our chief operating decision maker (CODM) for purposes of allocating resources to the segments and assessing their performance. Operating income at the segment level does not include: corporate general and administrative expenses that are not allocated to segments; intersegment sales and profit eliminations; charges related to specific strategic initiatives, such as the consolidation of operations; restructuring activities, including employee separation costs resulting from personnel reduction programs, plant closure and phase-in costs; costs incurred directly in relation to acquisitions or divestitures; integration costs; executive separation agreements; share-based compensation costs; asset impairments; environmental remediation costs, along with related gains from insurance recoveries, and other liabilities for facilities no longer owned or closed in prior years; actuarial gains and losses associated with our pension and other post-retirement benefit plans; and certain other items that are not included in the measure of segment profit or loss that is reported to and reviewed by our CODM. These costs are included in ~~Corporate.~~Corporate.

Financial information by reportable segment is as follows:


	Three Months Ended March 31, 2024				Three Months Ended March 31, 2023
(In millions)	Sales		Operating Income		Sales		Operating Income
Color, Additives and Inks	$	515.3	$	74.8	$	537.0	$	65.6
Specialty Engineered Materials	314.4		53.4		309.7		43.1

Corporate	(0.7)		(34.2)		(1.0)		(51.6)
Total	$	829.0	$	94.0	$	845.7	$	57.1


	Total Assets
(In millions)	As of March 31, 2024		As of December 31, 2023
Color, Additives and Inks	$	2,664.5	$	2,657.2
Specialty Engineered Materials	2,537.7		2,532.6

Corporate	673.9		778.7

Total assets	$	5,876.1	$	5,968.5

109 AVIENT CORPORATION

~~Segment information for the three and six months ended June 30, 2023 and 2022 is as follows:~~

Three Months Ended June 30, 2023 Three Months Ended June 30, 2022
(In millions) Sales Operating
Income Sales Operating
Income
Color, Additives and Inks $ 524.5 $ 68.0 $ 649.1 $ 93.6
Specialty Engineered Materials 300.8 39.7 242.3 35.2
Corporate (0.9) (45.4) (0.4) (28.7)
Total $ 824.4 $ 62.3 $ 891.0 $ 100.1

Six Months Ended June 30, 2023 Six Months Ended June 30, 2022
(In millions) Sales Operating
Income Sales Operating
Income
Color, Additives and Inks $ 1,061.5 $ 133.6 $ 1,298.6 $ 188.1
Specialty Engineered Materials 610.5 82.8 485.4 73.5
Corporate (1.9) (97.0) (0.8) (59.3)
Total $ 1,670.1 $ 119.4 $ 1,783.2 $ 202.3

Total Assets
(In millions) As of June 30, 2023 As of December 31, 2022
Color, Additives and Inks $ 2,748.8 $ 2,703.1
Specialty Engineered Materials 2,554.5 2,526.5
Corporate 748.5 855.4
Total assets $ 6,051.8 $ 6,085.0

Note 1110 — COMMITMENTS AND CONTINGENCIES

We have been notified by federal and state environmental agencies and by private parties that we may be a potentially responsible party (PRP) in connection with the environmental investigation and remediation of certain sites. While government agencies frequently assert that PRPs are jointly and severally liable at these sites, in our experience, the interim and final allocations of liability costs are generally made based on the relative contribution of waste. We may also initiate corrective and preventive environmental projects of our own to support safe and lawful activities at our operations. We believe that compliance with current governmental regulations at all levels will not have a material adverse effect on our financial position, results of operations or cash flows.

In September 2007, the United States District Court for the Western District of Kentucky (Court) in the case of Westlake Vinyls, Inc. v. Goodrich Corporation, et al., held that Avient must pay the remediation costs at the former Goodrich Corporation Calvert City facility (now largely owned and operated by Westlake Vinyls, Inc. (Westlake Vinyls)), together with certain defense costs of Goodrich Corporation. The rulings also provided that Avient can seek indemnification for contamination attributable to Westlake Vinyls.

Following the rulings, the parties to the litigation agreed to settle all claims regarding past environmental costs incurred at the site. The settlement agreement provides a mechanism to pursue allocation of future remediation costs at the Calvert City site to Westlake Vinyls. We continue to pursue available insurance coverage related to this matter and ~~recognize gains as we receive reimbursement.~~are in current litigation to recover previously incurred costs. It is reasonably possible that insurance recoveries could result in a material benefit to our Condensed Consolidated Statements of Income in a future period, though the amounts, if any, nor the timing are currently known.

The environmental obligation at the site arose as a result of an agreement between The B.F. Goodrich Company (n/k/a Goodrich Corporation) and our predecessor, The Geon Company, at the time of the initial public offering in 1993. Under the agreement, The Geon Company agreed to indemnify Goodrich Corporation for certain environmental costs at the site. Neither Avient nor The Geon Company ever operated the facility.

Since 2009, Avient, along with respondents Westlake Vinyls, and Goodrich Corporation, has worked with the United States Environmental Protection Agency (USEPA) to address the remedial activities at the site. The USEPA issued its Record of Decision (ROD) in September ~~2018, selecting a remedy consistent with our accrual assumptions.~~2018. In April 2019, the respondents signed an Administrative Settlement Agreement and Order on Consent with the USEPA

~~11 AVIENT CORPORATION~~

to conduct the remedial actions at the site. In February 2020, three companies signed the agreed Consent Decree and remedial action Work Plan, which received Federal Court approval in January 2021. AsIn August 2023, the Company received construction bids for components of ~~June 30, 2023~~the remedial action and we ~~had accrued $107.9 million for this matter which is aligned~~updated our accruals to ~~this Federal Court~~align to the selected bid costs. We are currently in the process of ~~Approval and USEPA ROD. We have begun~~ remedial action for a portion of the site, ~~and continue~~while continuing to progress through remedial design for other portions of the site. ~~In the third quarter of 2023,~~As we ~~expect to receive construction proposals for a portion of the site remedy, which are expected to further aid in~~have progressed through remedial design and ~~our assessment~~action, additional charges have been recognized to reflect the actual costs of ~~projected costs. Information contained in the proposals will be assessed against our accrual assumptions when received.~~completion. As of March 31, 2024, we had accrued $143.7 million for this matter.

Total environmental accruals of ~~$117.2~~$151.7 million and ~~$118.3~~$157.2 million are reflected within Accrued expenses and other current liabilities and Other non-current liabilities in our Condensed Consolidated Balance ~~Sheet~~ Sheets as of ~~June 30, 2023~~March 31, 2024 and December 31, ~~2022,~~2023, respectively. These undiscounted accruals represent our best estimate of probable future costs that we can reasonably estimate, based upon currently available information and technology and ~~our view of~~how the ~~most likely remedy.~~remedy will be implemented. It is reasonably possible that we could incur additional costs in excess of the amount accrued, which could be material to our Condensed Consolidated ~~Statement~~Statements of ~~Income.~~Income. However, such additional costs cannot be currently be estimated as they are dependent upon the results of future testing and findings during the execution of remedial design and remedial action, the ultimate remedial action undertaken, changes in regulations, technology development, new information, newly discovered conditions and other factors that are not currently known.

During the three ~~and six~~ months ended ~~June 30, 2023,~~March 31, 2024, Avient recognized ~~$13.0~~$4.0 million ~~and $14.4 million, respectively, primarily due~~related to ~~the ongoing remedial action at Calvert City,~~environmental remediation costs, compared to ~~$3.0 million and $5.0~~$1.4 million recognized during the three ~~and six~~ months ended ~~June 30, 2022, respectively.~~March 31, 2023. These costs are recognized in Cost of Sales within the Condensed Consolidated Statements of ~~Income.~~Income.

Avient is subject to a broad range of claims, administrative and legal proceedings such as lawsuits that relate to contractual allegations, tax audits, product claims, personal injuries, and employment related matters. Although it is not possible to predict with certainty the outcome or cost of these matters, the Company believes our current reserves are appropriate and these matters will not have a material adverse effect on the condensed consolidated financial statements.

~~Note 12 — DERIVATIVES AND HEDGING~~

We are exposed to market risks, such as changes in foreign currency exchange rates and interest rates. To manage the volatility related to these exposures we may enter into various derivative transactions. We formally assess, designate and document, as a hedge of an underlying exposure, the qualifying derivative instrument that will be accounted for as an accounting hedge at inception. Additionally, we assess both at inception and at least quarterly thereafter, whether the financial instruments used in the hedging transaction are effective at offsetting changes in either the fair values or cash flows of the underlying exposures. In accordance with ASU 2017-12, ~~Derivatives and Hedging (Topic 815): Targeted Improvements to Accounting for Hedging Activities~~ ~~(ASU 2017-12), that ongoing assessment will be done qualitatively for highly effective relationships.~~

We currently hold cross currency swaps with a combined notional amount of €1,467.2 million, maturing in May 2025 and €900.0 million maturing in August 2027. We designated the cross currency swaps as net investment hedges of our net investment in our European operations under ASU 2017-12 and applied the spot method to these hedges. The changes in fair value of the derivative instruments that are designated and qualify as hedges of net investments in foreign operations are recognized within ~~Accumulated Other Comprehensive Income~~ (AOCI) to offset the changes in the values of the net investment being hedged. For the three and six months ended June 30, 2023, losses of $28.2 million and $57.7 million were recognized within translation adjustments in AOCI, net of tax, respectively, compared to a gain of $45.2 million and $52.0 million, net of tax, for the three and six months ended June 30, 2022, respectively. Net interest payments received reduce ~~Interest expense, net~~ within the Condensed Consolidated Statements of Income and resulted in interest income of $9.7 million and $19.4 million, respectively, for the three and six months ended June 30, 2023, compared to $7.0 million and $12.6 million for the three and six months ended June 30, 2022.

1210 AVIENT CORPORATION

~~and discount~~Note 11 — SUBSEQUENT EVENTS

On April 9, 2024, the ~~future amounts to present value using market based observable inputs, including~~Company refinanced its senior secured term loan by amending the credit agreement governing such term loan (the "Term Loan Amendment"). The amendment reduced the interest ~~rate curves and foreign currency rates.~~

~~The fair value of derivative financial instruments recognized~~rates per annum by 50 basis points, which are now either (i) Adjusted Term SOFR (as defined in the ~~Condensed Consolidated Balance Sheets is~~Term Loan Amendment) plus 2.00%, or (ii) a Base Rate (as defined in the Term Loan Amendment) plus 1.00%. The other terms and conditions, including the maturity date, that apply to the amended term loan are substantially the same as ~~follows:~~

(In millions) Balance Sheet Location
As of
June 30, 2023
As of December 31, 2022
Net investment hedge Other non-current liabilities $ 146.7 $ 68.6

the terms and conditions that applied to the existing term loans under the credit agreement immediately prior to the Term Loan Amendment.

1311 AVIENT CORPORATION

ITEM 2. MANAGEMENT’S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS OF OPERATIONS

Our Business

We are a premier formulator of specialized and sustainable ~~material~~materials solutions that transform customer challenges into opportunities, bringing new products to life for a better world. Our products include specialty engineered materials, performance fibers, advanced composites, and color and additive systems. We are also a highly specialized developer and manufacturer of performance enhancing additives, liquid colorants ~~and fluoropolymer~~ and silicone colorants. Headquartered in Avon Lake, Ohio, we have manufacturing and warehouses across the globe. We provide value to our customers through our ability to link our knowledge of polymers and formulation technology with our manufacturing and supply chain capabilities to provide value-added solutions to designers, assemblers and processors of plastics. When used in this Quarterly Report on Form 10-Q, the terms “we,” “us,” “our,” “Avient” and the “Company” mean Avient Corporation and its consolidated subsidiaries.

~~Highlights and Executive Summary~~

~~Trends and Developments~~

~~APM Acquisition~~

On September 1, 2022, the Company completed the acquisition of the DSM Protective Materials business, including the Dyneema® brand, the World's Strongest Fiber™. The ultra-light specialty fiber is used in demanding applications such as ballistic personal protection, marine and sustainable infrastructure, renewable energy, industrial protection and outdoor sports. The acquired business is collectively referred to as APM, and the acquisition is referred to as the APM Acquisition. The APM Acquisition enhances Avient's material offerings of composites and engineered fibers.Total consideration paid by the Company was $1.4 billion, net of cash acquired.

~~Distribution business sale~~

On November 1, 2022, Avient sold its Distribution business to an affiliate of H.I.G. Capital for $950.0 million in cash, subject to a customary working capital adjustment. Total proceeds received were $935.5 million, of which $7.3 million was received in the six months ended June 30, 2023. The results of the Distribution business are presented as discontinued operations for all periods presented.

~~14 AVIENT CORPORATION~~

Results of Operations — The three ~~and six~~ months ended ~~June 30, 2023~~March 31, 2024 compared to three ~~and six~~ months ended ~~June 30, 2022:~~March 31, 2023:


		Three Months Ended June 30,				Variances — Favorable (Unfavorable)				Six Months Ended June 30,				Variances — Favorable (Unfavorable)					Three Months Ended March 31,										Variances — Favorable (Unfavorable)
(Dollars in millions, except per share data)	(Dollars in millions, except per share data)	2023		2022		Change		% Change		2023		2022		Change		% Change		(Dollars in millions, except per share data)	2024					2023						Change					% Change
Sales	Sales	$	824.4	$	891.0	$	(66.6)	(7.5)	%	$	1,670.1	$	1,783.2	$	(113.1)	(6.3)	%	Sales	$	829.0		$		$	845.7		$			$	(16.7)		(2.0)			(2.0)		%
Cost of sales	Cost of sales	583.7		630.1		46.4		7.4	%	1,181.8		1,267.9		86.1		6.8	%	Cost of sales	550.8			598.1			598.1			47.3				47.3		7.9				7.9		%
Gross margin	Gross margin	240.7		260.9		(20.2)		(7.7)	%	488.3		515.3		(27.0)		(5.2)	%	Gross margin	278.2			247.6			247.6			30.6				30.6		12.4				12.4		%
Selling and administrative expense	Selling and administrative expense	178.4		160.8		(17.6)		(10.9)	%	368.9		313.0		(55.9)		(17.9)	%	Selling and administrative expense	184.2			190.5			190.5			6.3				6.3		3.3				3.3		%

Operating income	Operating income	62.3		100.1		(37.8)		(37.8)	%	119.4		202.3		(82.9)		(41.0)	%
Operating income
Operating income																			94.0					57.1						36.9					64.6		%
Interest expense, net	Interest expense, net	(29.4)		(16.2)		(13.2)		(81.5)	%	(58.2)		(33.1)		(25.1)		75.8	%	Interest expense, net	(26.6)			(28.8)			(28.8)			2.2				2.2		7.6				7.6		%

Other (expense) income, net
Other (expense) income, net
Other (expense) income, net	Other (expense) income, net	(0.2)		1.6		(1.8)		nm		0.5		1.0		(0.5)		nm		(0.9)			0.7		0.7			(1.6)				(1.6)			nm				nm
Income from continuing operations before income taxes	Income from continuing operations before income taxes	32.7		85.5		(52.8)		(61.8)	%	61.7		170.2		(108.5)		(63.7)	%	Income from continuing operations before income taxes	66.5			29.0			29.0			37.5				37.5		129.3				129.3		%
Income tax expense	Income tax expense	(10.4)		(22.7)		12.3		54.2	%	(18.1)		(42.7)		24.6		nm		Income tax expense	(16.8)			(7.7)			(7.7)			(9.1)				(9.1)		nm					nm
Net income from continuing operations	Net income from continuing operations	22.3		62.8		(40.5)		(64.5)	%	43.6		127.5		(83.9)		(65.8)	%	Net income from continuing operations	49.7			21.3			21.3			28.4				28.4		133.3				133.3		%
(Loss) income from discontinued operations, net of income taxes		—		21.9		(21.9)		nm		(0.9)		41.7		(42.6)		nm
Loss from discontinued operations, net of income taxes																		Loss from discontinued operations, net of income taxes	—					(0.9)						0.9					nm
Net income	Net income	22.3		84.7		(62.4)		(73.7)	%	42.7		169.2		(126.5)		(74.8)	%	Net income	49.7			20.4			20.4			29.3				29.3		143.6				143.6		%
Net income attributable to noncontrolling interests	Net income attributable to noncontrolling interests	(0.2)		—		(0.2)		nm		(0.7)		(0.3)		(0.4)		nm		Net income attributable to noncontrolling interests	(0.3)			(0.5)			(0.5)			0.2				0.2		nm					nm
Net income attributable to Avient common shareholders	Net income attributable to Avient common shareholders	$	22.1	$	84.7	$	(62.6)	(73.9)	%	$	42.0	$	168.9	$	(126.9)	nm		Net income attributable to Avient common shareholders	$	49.4		$		$	19.9		$			$	29.5		148.2			148.2		%

Earnings (loss) per share attributable to Avient common shareholders - Basic	Earnings (loss) per share attributable to Avient common shareholders - Basic
Earnings (loss) per share attributable to Avient common shareholders - Basic
Earnings (loss) per share attributable to Avient common shareholders - Basic
Continuing operations
Continuing operations
Continuing operations	Continuing operations	$	0.24	$	0.69					$	0.47	$	1.39
Discontinued operations	Discontinued operations	—		0.24						(0.01)		0.46
Discontinued operations
Discontinued operations
Total
Total
Total	Total	$	0.24	$	0.93					$	0.46	$	1.85

Earnings (loss) per share attributable to Avient common shareholders - Diluted	Earnings (loss) per share attributable to Avient common shareholders - Diluted

Earnings (loss) per share attributable to Avient common shareholders - Diluted

Earnings (loss) per share attributable to Avient common shareholders - Diluted
Continuing operations
Continuing operations
Continuing operations	Continuing operations	$	0.24	$	0.68					$	0.47	$	1.38
Discontinued operations	Discontinued operations	—		0.24						(0.01)		0.45
Discontinued operations
Discontinued operations
Total	Total	$	0.24	$	0.92					$	0.46	$	1.83
Total
Total

nm - not meaningful

Sales

Sales decreased ~~$66.6~~$16.7 million or ~~7.5%,~~2.0% in the three months ended ~~June 30, 2023~~March 31, 2024 compared to the three months ended June 30, 2022. The APM Acquisition increased sales by 10.9%, which was more than offset by impacts of lower global demand and customer destocking, while unfavorable foreign exchange rates had a 1.0% impact. Sales decreased $113.1 million, or 6.3%, in the six months ended June 30, 2023 compared to the six months ended June 30, 2022. The APM Acquisition increased sales by 10.9%, which was more than offset by the impacts of lower global demand and customer destocking, while unfavorable foreign exchange rates had a 2.3% impact.

~~Cost of sales~~

As a percent of sales, cost of sales increased from 70.7% to 70.8% in the three months ended June 30, 2022 to June 30, 2023, as the benefit of mix and raw material deflation was more than offset by increased environmental remediation costs. Cost of sales as a percent of sales decreased from 71.1% to 70.8% in the six months ended June 30, 2022 to June 30,March 31, 2023, primarily ~~as a result of mix along with raw material deflation,~~driven by lower sales in Europe, partially offset by increased ~~environmental remediation costs.~~

demand in the defense end market.

1512 AVIENT CORPORATION

Gross Margin

Gross margin as a percentage of sales was 33.6% for the three months ended March 31, 2024 compared to 29.3% for the three months ended March 31, 2023. The gross margin improvement was driven primarily by the benefit from raw material deflation, lower restructuring charges and mix improvement.

Selling and administrative expense

Selling and administrative expense ~~increased $17.6 million and $55.9~~decreased $6.3 million during the three ~~and six~~ months ended ~~June 30, 2023, respectively,~~March 31, 2024 compared to the three ~~and six~~ months ended ~~June 30, 2022,~~March 31, 2023, primarily driven by ~~the APM Acquisition along with higher~~lower restructuring ~~charges.~~charges which were partially offset by increased employee costs.

Interest expense, net

Interest expense, net ~~increased $13.2 million and $25.1~~decreased $2.2 million in the three ~~and six~~ months ended ~~June 30, 2023, respectively,~~March 31, 2024 compared to the three ~~and six~~ months ended ~~June 30, 2022, related to new debt incurred to finance~~March 31, 2023, primarily driven by the ~~APM Acquisition~~partial principal prepayment and refinancing of our senior secured term loans during the ~~impact~~third quarter of ~~higher interest rates on our variable term debt.~~2023.

Income taxes

During the three ~~and six~~ months ended ~~June 30, 2023,~~March 31, 2024, the Company’s effective tax rate was ~~31.8% and 29.3%, respectively,~~25.3% versus 26.6% ~~and 25.1%, respectively,~~ for the three ~~and six~~ months ended ~~June 30, 2022.~~March 31, 2023. The income tax rate ~~increase~~decrease is primarily due to the ~~higher~~lower tax expense associated with valuation allowances ~~tax on global intangible low-taxed income (GILTI), and a higher rate effect of foreign withholding tax. This increase was~~ partially offset by ~~a more favorable international tax~~unfavorable rate ~~differential, lower state taxes,~~impacts associated with foreign earnings mix and ~~higher rate effect of U.S. research and development credits.~~permanent items for the three months ended March 31, 2024 compared to the three months ended March 31, 2023.

SEGMENT INFORMATION

Avient has two reportable segments: (1) Color, Additives and Inks; and (2) Specialty Engineered Materials. As a result of the agreement to divest the Distribution business segment, we have removed Distribution as a separate reportable segment and its results are presented as a discontinued operation. Historical information has been retrospectively adjusted to reflect these changes.

Operating income is the primary measure that is reported to our chief operating decision maker (CODM) for purposes of allocating resources to the segments and assessing their performance. Operating income at the segment level does not include: corporate general and administrative ~~expenses~~costs that are not allocated to segments; intersegment sales and profit eliminations; charges related to specific strategic initiatives, such as the consolidation of operations; restructuring activities, including employee separation costs resulting from personnel reduction programs, plant closure and phase-in costs; costs incurred directly in relation to acquisitions or divestitures; integration costs; executive separation agreements; share-based compensation costs; asset impairments; environmental remediation costs, along with related gains from insurance recoveries, and other liabilities for facilities no longer owned or closed in prior years; actuarial gains and losses associated with our pension and other post-retirement benefit plans; and certain other items that are not included in the measure of segment profit or loss that is reported to and reviewed by our CODM. These costs are included in ~~Corporate.~~Corporate.

Sales and Operating Income — The three ~~and six~~ months ended ~~June 30, 2023~~March 31, 2024 compared to the three ~~and six~~ months ended ~~June 30, 2022~~March 31, 2023:


		Three Months Ended June 30,				Variances — Favorable (Unfavorable)				Six Months Ended June 30,				Variances — Favorable (Unfavorable)						Three Months Ended March 31,										Variances — Favorable (Unfavorable)
(Dollars in millions)	(Dollars in millions)	2023		2022		Change		% Change		2023		2022		Change		% Change		(Dollars in millions)		2024						2023							Change					% Change
Sales:	Sales:
Color, Additives and Inks	Color, Additives and Inks	$	524.5	$	649.1	$	(124.6)	(19.2)	%	$	1,061.5	$	1,298.6	$	(237.1)	(18.3)	%
Color, Additives and Inks
Color, Additives and Inks																				$	515.3					$	537.0						$	(21.7)				(4.0)		%
Specialty Engineered Materials	Specialty Engineered Materials	300.8		242.3		58.5		24.1	%	610.5		485.4		125.1		25.8	%	Specialty Engineered Materials		314.4			309.7				309.7		4.7						4.7	1.5					1.5		%

Corporate	Corporate	(0.9)		(0.4)		(0.5)		(125.0)	%	(1.9)		(0.8)		(1.1)		137.5	%	Corporate		(0.7)			(1.0)				(1.0)		0.3						0.3	nm						nm
Total Sales		$	824.4	$	891.0	$	(66.6)	(7.5)	%	$	1,670.1	$	1,783.2	$	(113.1)	(6.3)	%
Total sales																		Total sales		$	829.0					$	845.7						$	(16.7)				(2.0)		%

Operating income:	Operating income:
Operating income:
Operating income:
Color, Additives and Inks
Color, Additives and Inks
Color, Additives and Inks	Color, Additives and Inks	$	68.0	$	93.6	$	(25.6)	(27.4)	%	$	133.6	$	188.1	$	(54.5)	(29.0)	%	$	74.8			$		$	65.6			$			$	9.2			14.0		14.0		%
Specialty Engineered Materials	Specialty Engineered Materials	39.7		35.2		4.5		12.8	%	82.8		73.5		9.3		12.7	%	Specialty Engineered Materials		53.4			43.1				43.1		10.3						10.3	23.9					23.9		%

Corporate	Corporate	(45.4)		(28.7)		(16.7)		(58.2)	%	(97.0)		(59.3)		(37.7)		63.6	%	Corporate		(34.2)			(51.6)				(51.6)		17.4						17.4	33.7					33.7		%
Total Operating Income		$	62.3	$	100.1	$	(37.8)	(37.8)	%	$	119.4	$	202.3	$	(82.9)	(41.0)	%

Total operating income																		Total operating income		$	94.0					$	57.1						$	36.9				64.6		%

~~Color, Additives and Inks~~

Sales decreased $124.6 million, or 19.2%, and $237.1 million, or 18.3%, in the three and six months ended June 30, 2023, respectively, compared to the three and six months ended June 30, 2022, primarily driven by global demand and customer destocking.nm - not meaningful

1613 AVIENT CORPORATION

~~Operating income~~Color, Additives and Inks

Sales decreased ~~$25.6~~$21.7 million, ~~and $54.5 million~~or 4.0%, in the three ~~and six~~ months ended ~~June 30, 2023, respectively,~~March 31, 2024 compared to the three ~~and six~~ months ended ~~June 30, 2022~~March 31, 2023, driven by lower demand, primarily byin Europe.

Operating income increased $9.2 million, or 14.0%, in the ~~impacts of~~three months ended March 31, 2024 compared to the ~~aforementioned~~three months ended March 31, 2023, primarily due to benefits from raw material deflation, which more than offset lower ~~global demand and customer destocking.~~European demand.

Specialty Engineered Materials

Sales increased ~~$58.5~~$4.7 million, or ~~24.1%~~1.5%, in the three months ended ~~June 30, 2023~~March 31, 2024 compared to the three months ended ~~June 30, 2022. The APM Acquisition~~March 31, 2023, primarily driven by increased ~~sales by 40.2%,~~demand for defense applications, which was partially offset by ~~the impacts of lower global~~ demand ~~and customer destocking. Sales increased $125.1 million, or 25.8%,~~weakness in the ~~six months ended June 30, 2023 compared to the six months ended June 30, 2022. The APM Acquisition increased sales by 39.9%,~~telecommunications end market and unfavorable foreign exchange rates, which ~~was partially offset by the impacts~~had an impact of ~~lower global demand and customer destocking.~~0.7%

Operating income increased ~~$4.5~~$10.3 million, and $9.3 million in the three and six months ended June 30, 2023, respectively, compared to the three and six months ended June 30, 2022, due to the APM Acquisition partially offset by lower demand and customer destocking.

~~Corporate~~

~~Corporate costs increased $16.7 million~~or 23.9%, in the three months ended ~~June 30,~~March 31, 2024 as compared to the three months ended March 31, 2023, ~~driven by $10.0 million higher environmental remediation costs in 2023. Further, in 2022 we received insurance recoveries of $7.6 million while no recoveries were received in 2023.~~ primarily due to increased demand noted above, mix improvement and benefits from raw material deflation.

Corporate

Corporate costs ~~increased $37.7~~decreased $17.4 million, or 33.7%, in the ~~six~~three months ended ~~June 30,~~March 31, 2024 as compared to the three months ended March 31, 2023 ~~driven by higher environmental costs and timing of insurance recoveries as well as $11.3~~primarily due to $20.8 million of ~~higher~~lower restructuring charges.

~~As noted in Footnote 11 –~~ ~~Commitments and Contingencies~~, as a result of the ongoing remedial design activities at Calvert City, in the third quarter of 2023, we expect to receive construction proposals for a portion of the site remedy, which are expected to further aid in remedial design and our assessment of projected costs. Information contained in the proposals will be assessed against our accrual assumptions when received and may have a material impact to our Condensed Consolidated Statement of Income.

Liquidity and Capital Resources

Our objective is to finance our business through operating cash flow and an appropriate mix of debt and equity. By laddering the maturity structure, we avoid concentrations of debt maturities, reducing liquidity risk. We may from time to time seek to retire or purchase our outstanding debt with cash and/or exchanges for equity securities, in open market purchases, privately negotiated transactions or otherwise. We may also seek to repurchase our outstanding common shares. Such repurchases, if any, will depend on prevailing market conditions, our liquidity requirements, contractual restrictions and other factors. The amounts involved have been and may continue to be material.

The following table summarizes our liquidity as of ~~June 30, 2023~~March 31, 2024 and December 31, ~~2022:~~2023:


(In millions)	(In millions)	As of June 30, 2023		As of December 31, 2022		(In millions)	As of March 31, 2024	As of December 31, 2023
Cash and cash equivalents	Cash and cash equivalents	$	528.7	$	641.1
Revolving credit availability	Revolving credit availability	226.6		246.2
Liquidity	Liquidity	$	755.3	$	887.3

As of ~~June 30, 2023,~~March 31, 2024, approximately ~~66%~~77% of the Company’s cash and cash equivalents resided outside the United States.

Expected sources of cash needed to satisfy cash requirements for ~~2023~~2024 include our cash on hand, cash from operations and available liquidity under our revolving credit facility, if ~~needed, and we~~necessary. We believe that these sources will provide sufficient liquidity to satisfy our expected uses of cash for at least the next twelve months and the foreseeable future thereafter. Expected uses of cash for ~~2023~~2024 include interest payments, cash taxes, dividend payments, ~~share repurchases,~~ environmental remediation costs and capital expenditures.

Cash Flows

The following describes the significant components of cash flows from operating, investing and financing activities for the ~~six~~three months ended ~~June 30, 2023~~March 31, 2024 and ~~2022.~~2023.

Operating Activities — ~~In the six months ended June 30, 2023, net~~Net cash used by operating activities ~~was $24.7~~increased $20.6 million asduring the three months ended March 31, 2024 compared to ~~net cash provided by operating activities of $106.7 million for~~ the ~~six~~three months ended ~~June 30, 2022, driven primarily~~March 31, 2023 as a $43.8 million investment in working capital was partially offset by ~~lower earnings and taxes paid associated with the sale~~$29.3 million of ~~the Distribution business.~~higher earnings.

~~17 AVIENT CORPORATION~~

Investing Activities — Net cash used by investing activities during the ~~six~~three months ended ~~June 30,~~March 31, 2024 of $24.5 million primarily reflects the impact of capital expenditures.

Net cash used by investing activities during the three months ended March 31, 2023 of ~~$38.6~~$13.0 million reflects the impact of capital expenditures of $20.3 million, offset by ~~$7.3 million of~~ proceeds received from the divestiture of the Distribution ~~business.~~business of $7.3 million.

Net cash provided by investing activities during the six months ended June 30, 2022 of $41.1 million reflects settlements of cross-currency swaps of $75.1 million partially offset by capital expenditures of $34.0 million.14 AVIENT CORPORATION

Financing Activities — Net cash used by financing activities for the ~~six~~three months ended ~~June 30, 2023~~March 31, 2024 of ~~$48.3~~$28.1 million primarily reflects ~~$45.0~~$23.5 million of dividends paid.

Net cash used by financing activities for the ~~six~~three months ended ~~June 30, 2022~~March 31, 2023 of ~~$88.4~~$25.6 million primarily reflects ~~$43.5~~$22.5 million of dividends ~~paid, repayment of debt of $4.4 million, and repurchase of our outstanding common shares of $36.4 million.~~paid.

Debt

As of ~~June 30, 2023,~~March 31, 2024, our principal amount of debt totaled ~~$2,215.3~~$2,107.8 million. Aggregate maturities of the principal amount of debt for the current year, next four years and thereafter, are as follows:


(In millions)	(In millions)
2023		$	1.4
2024
2024
2024	2024	2.2
2025	2025	652.2
2026	2026	427.4
2027	2027	0.4
2028
Thereafter	Thereafter	1,131.7
Aggregate maturities	Aggregate maturities	$	2,215.3

As of ~~June 30, 2023,~~March 31, 2024, we were in compliance with all financial and restrictive covenants pertaining to our debt. For additional information regarding our debt, please see Note 9,7, Financing Arrangements to the accompanying condensed consolidated financial statements.

Derivatives and Hedging

We are exposed to market risks, such as changes in foreign currency exchange rates and interest rates. To manage the volatility related to these exposures we may enter into various derivative transactions. For additional information regarding our derivative instruments, please see Note ~~12,~~8, Derivatives and Hedging to the accompanying condensed consolidated financial statements.

Material Cash Requirements

We have future obligations under various contracts relating to debt and interest payments, ~~derivative instruments,~~ operating leases, pension and post-retirement benefit plans and purchase obligations. During the ~~six~~three months ended ~~June 30, 2023,~~March 31, 2024, there were no material changes to these obligations as reported in our Annual Report on Form 10-K for the year ended December 31, ~~2022.~~2023.

1815 AVIENT CORPORATION

CAUTIONARY NOTE ON FORWARD-LOOKING STATEMENTS

In this Quarterly Report on Form 10-Q, statements that are not reported financial results or other historical information are “forward-looking statements” within the meaning of the Private Securities Litigation Reform Act of 1995. Forward-looking statements give current expectations or forecasts of future events and are not guarantees of future performance. They are based on management’s expectations that involve a number of business risks and uncertainties, any of which could cause actual results to differ materially from those expressed in or implied by the forward-looking statements. You can identify these statements by the fact that they do not relate strictly to historic or current facts. 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. In particular, these include statements relating to future actions; prospective changes in raw material costs, product pricing or product demand; future performance; estimated capital expenditures; results of current and anticipated market conditions and market strategies; sales efforts; expenses; the outcome of contingencies such as legal proceedings and environmental liabilities; and financial results. Factors that could cause actual results to differ materially from those implied by these forward-looking statements include, but are not limited to:

•disruptions, uncertainty or volatility in the credit markets that could adversely impact the availability of credit already arranged and the availability and cost of credit in the future;

•the effect on foreign operations of currency fluctuations, tariffs and other political, economic and regulatory risks;

•~~the current and potential future impact of the COVID-19 pandemic on~~disruptions or inefficiencies in our ~~business, results of operations, financial position or cash flows, including without limitation, any~~ supply chain, ~~and~~ logistics, ~~issues;~~or operations;

•changes in laws and regulations ~~regarding plastics~~ in jurisdictions where we conduct ~~business;~~business, including with respect to plastics and climate change;

•fluctuations in raw material prices, quality and supply, and in energy prices and supply;

•demand for our products and services;

•production outages or material costs associated with scheduled or unscheduled maintenance programs;

•unanticipated developments that could occur with respect to contingencies such as litigation and environmental matters;

•~~an inability to raise or sustain prices for products or services;~~

•our ability to pay regular quarterly cash dividends and the amounts and timing of any future dividends;

•information systems failures and cyberattacks;

•amounts for cash and non-cash charges related to restructuring plans that may differ from original estimates, including because of timing changes associated with the underlying actions;

•our ability to achieve strategic objectives and successfully integrate acquisitions, including ~~APM;~~the implementation of a cloud-based enterprise resource planning (ERP) system, S/4HANA;

•other factors affecting our business beyond our control, including without limitation, changes in the general economy, changes in interest rates, changes in the rate of inflation, geopolitical conflicts, and any recessionary conditions; and

•other factors described in our Annual Report on Form 10-K for the year ended December 31, ~~2022~~2023 under Item 1A, “Risk Factors.”

We cannot guarantee that any forward-looking statement will be realized, although we believe we have been prudent in our plans and assumptions. Achievement of future results is subject to risks, uncertainties and assumptions. Should known or unknown risks or uncertainties materialize, or should underlying assumptions prove inaccurate, actual results could vary materially from those anticipated, estimated or projected. Investors should bear this in mind as they consider forward-looking statements. We undertake no obligation to publicly update forward-looking statements, whether as a result of new information, future events or otherwise, except as otherwise required by law. You are advised, however, to consult any further disclosures we make on related subjects in our reports on Forms 10-Q, 8-K and 10-K filed with the Securities and Exchange Commission. You should understand that it is not possible to predict or identify all risk factors. Consequently, you should not consider any such list to be a complete set of all potential risks or uncertainties.

16 AVIENT CORPORATION

ITEM 3. QUANTITATIVE AND QUALITATIVE DISCLOSURES ABOUT MARKET RISK

There have been no material changes to exposures to market risk as reported in our Annual Report on Form 10-K for the year ended December 31, ~~2022.~~

~~19 AVIENT CORPORATION~~

2023.

ITEM 4. CONTROLS AND PROCEDURES

Disclosure controls and procedures

Avient’s management, under the supervision of and with the participation of its Chief Executive Officer and its Chief Financial Officer, has evaluated the effectiveness of the design and operation of Avient’s disclosure controls and procedures, as defined in Rules 13a-15(e) and 15d-15(e) under the Securities Exchange Act of 1934, as of the end of the period covered by this Quarterly Report. Based upon this evaluation, Avient’s Chief Executive Officer and Chief Financial Officer have concluded that, as of the end of the period covered by this Quarterly Report, its disclosure controls and procedures were effective.

Changes in internal control over financial reporting

There were no changes in Avient’s internal control over financial reporting during the quarter ended ~~June 30, 2023~~March 31, 2024 that materially affected, or are reasonably likely to materially affect, its internal control over financial reporting.

PART II — OTHER INFORMATION

ITEM 1. LEGAL PROCEEDINGS

Information regarding certain legal proceedings can be found in Note ~~11,~~10, Commitments and Contingencies to the accompanying condensed consolidated financial statements and is incorporated by reference herein.

ITEM 1A. RISK FACTORS

We face a number of risks that could adversely affect our business, results of operations, financial position or cash flows. A discussion of our risk factors can be found in Item 1A, Risk factors, in our Annual Report on Form 10-K for the fiscal year ended December 31, ~~2022 and our subsequent Quarterly Reports on Form 10-Q for~~2023. During the ~~period~~three months ended March 31, ~~2023. During the six months ended June 30, 2023,~~2024, there were no material changes to our previously disclosed risk factors.

ITEM 2. UNREGISTERED SALES OF EQUITY SECURITIES AND USE OF PROCEEDS

The table below sets forth information regarding the repurchase of shares of our common shares during the period indicated.


Period	Total Number of Shares Purchased	Weighted Average Price Paid Per Share		Total Number of Shares Purchased as Part of Publicly Announced Program	Maximum Number of Shares that May Yet be Purchased Under the Program (1)
~~April~~January 1 to ~~April 30~~January 31	—	$	—	—	4,957,472
February 1 to February 29	—	—		—	4,957,472
~~May~~March 1 to ~~May~~March 31	—	—		—	4,957,472
~~June 1 to June 30~~	—	—		—	~~4,957,472~~
Total	—	$	—	—

(1) Our Board of Directors approved a common share repurchase program authorizing Avient to purchase its common shares in August 2008, which share repurchase authorization has been subsequently increased from time to time. On December 9, 2020, we announced that we would increase our share buyback by an additional 5.0 million shares. As of ~~June 30, 2023,~~March 31, 2024, approximately 5.0 million shares remained available for purchase under these authorizations, which have no expiration. Purchases of common shares may be made by open market purchases or privately negotiated transactions and may be made pursuant to Rule 10b5-1 plans and accelerated share repurchases.

17 AVIENT CORPORATION

ITEM 5. OTHER INFORMATION

Trading Arrangements

None of the Company's directors or officers (as defined in Rule 16a-1(f) promulgated under the Securities Exchange Act of 1934) adopted, modified, or terminated a “Rule 10b5-1 trading arrangement” or a “non-Rule 10b5-1 trading arrangement,” as each term is defined in Item 408 of Regulation S-K, during the Company's fiscal quarter ended ~~June 30, 2023.~~March 31, 2024.

~~Amended and Restated Regulations~~Named Executive Officer Retirement

Consistent with the Company's prior disclosure in a Current Report on Form 8-K filed on November 13, 2023, Robert M. Patterson, the Company's former Chief Executive Officer (and currently a Special Advisor to the Company), is expected to cease serving as an employee of the Company on May 31, 2024. On May ~~11, 2023,~~3, 2024, in connection with Mr. Patterson's departure, the ~~Company’s~~Compensation Committee of the Board of Directors approved continued vesting treatment for all of Mr. Patterson's outstanding long-term incentive awards, in exchange for a release of claims from Mr. Patterson, agreement by Mr. Patterson to provide post-employment assistance to and cooperation with the ~~amendment~~Company, and ~~restatement~~an extension of ~~the Avient Corporation Regulations, effective as of such date (the Amended~~Mr. Patterson's post-employment non-competition and ~~Restated Regulations). The Amended and~~non-solicitation covenants for an additional year.

~~20 AVIENT CORPORATION~~

~~Restated Regulations include certain changes to the procedures by which shareholders may recommend nominees to the Company’s Board of Directors, among other updates, including to:~~

•provide that shareholders must give advance notice to the Company of nominations to be brought before an annual meeting of not less than 90 nor more than 120 calendar days prior to the first anniversary of the date on which the Company first mailed its proxy materials for the preceding year’s annual meeting of shareholders;

•~~require a shareholder to appear at the meeting to present its nomination;~~

•address matters relating to Rule 14a-19 under the Securities Exchange Act of 1934 (the Universal Proxy Rule) including requiring that any shareholder submitting a nomination notice make a representation as to whether such shareholder intends to solicit proxies in support of director nominees other than the Company’s nominees in accordance with the Universal Proxy Rule; and

•require a shareholder’s nomination notice to include a completed questionnaire with respect to the identity, background and qualification of the proposed nominee and the background of any other person or entity on whose behalf the nomination is being made.

2118 AVIENT CORPORATION

ITEM 6. EXHIBITS

EXHIBIT INDEX


Exhibit No.						Exhibit Description

3.1						Amended and Restated Articles of Incorporation of Avient Corporation (as amended through June 30, 2020) (incorporated by reference to Exhibit 3.1 to the Company's Annual Report on Form 10-K for the fiscal year ended December 31, 2020, SEC File No. 1-16091)

3.2						Avient Corporation Regulations (amended and restated effective May 11, 2023) (incorporated by reference to Exhibit 3.1 to the Company's Current Report on Form 8-K, filed May 16, 2023, SEC File No. 1-16091)

10.1†**						~~Second~~ Amendment ~~to Third Amended and Restated Credit~~ Agreement No. 9, dated as of April ~~3, 2023,~~9, 2024, by and among Avient Corporation, the ~~lenders~~other Loan Parties party hereto, the existing Lenders under, and as defined in, the Credit Agreement party thereto, ~~Wells Fargo Capital Finance, LLC,~~and Citibank, N.A., as the administrative agent ~~for~~and as the lenders, Avient Corporation, NEU Specialty Engineered Materials, LLC, Avient Canada ULC, and Avient S.a.r.l (incorporated by reference to Exhibit 10.1 to the Company's Quarterly Report on Form 10-Q for the quarterly period ended March 31, 2023, SEC File No.1-16091).

~~10.2†~~						Avient Corporation 2020 Equity and Incentive Compensation Plan (Amended and Restated Effective May 11, 2023) (incorporated by reference to Appendix B to the Registrant’s Definitive Proxy Statement on Schedule 14A, filed March 29, 2023, SEC FileAmendment No. ~~001-16091)~~9 Additional Term Lender

~~31.1~~31.1**						Certification of ~~Robert M. Patterson, Chairman,~~Ashish K. Khandpur, President and Chief Executive Officer, pursuant to SEC Rules 13a-14(a) and 15d-14(a), adopted pursuant to Section 302 of the Sarbanes-Oxley Act of 2002

~~31.2~~31.2**						Certification of Jamie A. Beggs, Senior Vice President and Chief Financial Officer, pursuant to SEC Rules 13a-14(a) and 15d-14(a), adopted pursuant to Section 302 of the Sarbanes-Oxley Act of 2002

~~32.1~~32.1*						Certification pursuant to 18 U.S.C. § 1350, adopted pursuant to Section 906 of the Sarbanes-Oxley Act of 2002, as signed by ~~Robert M. Patterson, Chairman,~~ Ash ish K. Khandpur ,President and Chief Executive Officer

~~32.2~~32.2*						Certification pursuant to 18 U.S.C. § 1350, adopted pursuant to Section 906 of the Sarbanes-Oxley Act of 2002, as signed by Jamie A. Beggs, Senior Vice President and Chief Financial Officer

101.INS						Inline XBRL Instance Document

101.SCH						Inline XBRL Taxonomy Extension Schema Document

101.CAL						Inline XBRL Taxonomy Extension Calculation Linkbase Document

101.DEF						Inline XBRL Taxonomy Extension Definition Linkbase Document

101.LAB						Inline XBRL Taxonomy Extension Label Linkbase Document

101.PRE						Inline XBRL Taxonomy Extension Presentation Linkbase Document

104						Cover Page Interactive Data File (formatted as Inline XBRL and contained in Exhibit 101)

†						Certain exhibits and schedules have been omitted pursuant to Item 601(a)(5) of Regulation S-K and will be provided to the Securities and Exchange Commission upon request.

*						Furnished herewith.

**						Filed herewith.

2219 AVIENT CORPORATION

SIGNATURES

Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned thereunto duly authorized.



~~July 27, 2023~~May 7, 2024			AVIENT CORPORATION

			/s/ Jamie A. Beggs
			Jamie A. Beggs Senior Vice President and Chief Financial Officer

2320 AVIENT CORPORATION


(in millions)	9/1/2022 Allocation		Measurement period adjustments		6/30/2023 Allocation
Cash and cash equivalents	$	50.7	$	—	$	50.7
Accounts receivable	52.2		1.8		54.0

Inventories	136.2		(7.8)		128.4
Other current assets	2.0		—		2.0
Property	361.9		(2.0)		359.9
Intangible assets:
Indefinite-lived trade names	254.9		—		254.9
Customer relationships	198.7		15.0		213.7
Patents, technology, and other	275.1		—		275.1
Goodwill	277.1		126.9		404.0



Other non-current assets	12.3		—		12.3
Accounts payable	32.2		—		32.2


Accrued expenses and other current liabilities	12.9		0.3		13.2
Deferred tax liabilities	86.1		131.3		217.4

Noncontrolling interests	—		2.3		2.3
Other non-current liabilities	13.1		—		13.1
Total purchase price consideration	$	1,476.8	$	—	$	1,476.8


	Three Months Ended		Six Months Ended
	June 30, 2022		June 30, 2022
Sales	$	991.6	$	1,978.6
Income from continuing operations before income taxes	91.5		179.6


As of December 31, 2022 (in millions)	Principal Amount		Unamortized discount and debt issuance cost		Net Debt		Weighted average interest rate
Senior secured revolving credit facility due 2026	$	—	$	—	$	—	—	%
Senior secured term loan due 2026	426.9		3.3		423.6		3.81	%
Senior secured term loan due 2029	404.7		19.2		385.5		6.53	%

5.75% senior notes due 2025	650.0		4.8		645.2		5.75	%
7.125% senior notes due 2030	725.0		10.1		714.9		7.125	%
Other Debt	9.7		—		9.7
Total Debt	2,216.3		37.4		2,178.9
Less short-term debt	2.2		—		2.2
Total long-term debt, net of current portion	$	2,214.1	$	37.4	$	2,176.7


	Three Months Ended June 30, 2023				Three Months Ended June 30, 2022
(In millions)	Sales		Operating Income		Sales		Operating Income
Color, Additives and Inks	$	524.5	$	68.0	$	649.1	$	93.6
Specialty Engineered Materials	300.8		39.7		242.3		35.2

Corporate	(0.9)		(45.4)		(0.4)		(28.7)
Total	$	824.4	$	62.3	$	891.0	$	100.1


	Six Months Ended June 30, 2023				Six Months Ended June 30, 2022
(In millions)	Sales		Operating Income		Sales		Operating Income
Color, Additives and Inks	$	1,061.5	$	133.6	$	1,298.6	$	188.1
Specialty Engineered Materials	610.5		82.8		485.4		73.5

Corporate	(1.9)		(97.0)		(0.8)		(59.3)
Total	$	1,670.1	$	119.4	$	1,783.2	$	202.3


(In millions)	Balance Sheet Location	As of June 30, 2023		As of December 31, 2022






Net investment hedge	Other non-current liabilities	$	146.7	$	68.6